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REG - Forterra plc - Six months ended 30 June 2025

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RNS Number : 8876S  Forterra plc  29 July 2025

 Strong H1 performance, full year expectations increased

 

Six months ended 30 June 2025

                             Adjusted (1)              Statutory
                             2025   2024   Change      2025    2024     Change
                             £m     £m     (%)         £m      £m       (%)
 Revenue                     195.1  162.1  20.4%       195.1   162.1    20.4%
 EBITDA(2)                   29.9   24.3   23.0%       23.2    28.0     (17.1)%
 EBITDA margin(2)            15.3%  15.0%  30 bps      11.9%   17.3%    (540 bps)
 Operating profit (EBIT)     20.0   14.0   42.9%       13.3    17.7     (24.9)%
 Profit before tax (PBT)     16.6   9.1    82.4%       9.9     12.8     (22.7)%
 Earnings per share (pence)  5.8    3.2    81.3%       3.4     4.3      (20.9)%
 Operating cash flow         30.0   13.3   125.6%      31.0    4.9      532.7%
 Net debt before leases(2)                             (69.4)  (101.2)  (31.4)%
 Interim dividend (pence)                              1.9     1.0      90.0%

(1)Adjusted results for the Group have been presented before exceptional items
and adjusting items (2025: net expense of £6.7m, 2024: net income of £3.7m)
relative to statutory profit as explained in Alternative Performance Measures
(APM) within note 4. Presenting these measures allows a consistent comparison
with prior periods.

(2)EBITDA, adjusted EBITDA and net debt before leases are APMs, as explained
in note 4. They are presented above under the statutory heading, being
calculated with reference to statutory results without adjustment.

 

TRADING AND RESULTS

•     Revenue of £195.1m increased 20.4% relative to the prior period
(2024: £162.1m) driven by strong volume growth and modest selling price
progression

•     UK brick industry despatches to the end of May 2025 increased by
14% relative to the prior year

•     Recovering demand primarily driven by housebuilding while RM&I
demand remains subdued

•     Forterra's weighting toward housing has driven outperformance
relative to the wider brick market, although market share remains below 2022
levels

•     Strong improvement in adjusted EBITDA which is up 23.0% with
adjusted PBT up 82.4% vs prior year

•     Strong operating cash flow performance delivered better than
expected debt reduction, with net debt before leases of £69.4m (2024 year
end: £84.9m) equating to 1.4 x adjusted EBITDA on a last 12 months (LTM)
banking covenant basis

STRATEGY AND CAPITAL ALLOCATION

•     Strategic margin and cash flow accretive proposals to exit the
non-core Formpave and Bison Bespoke businesses announced with necessary
consultation processes underway. Bison flooring unaffected

•     Good progress with the commissioning of the new Wilnecote brick
factory with the kiln now lit. Improving market demand enables Desford
production uplift in H2

•     Commissioning of the brick slip production line at Accrington
progressing well with focus now on product development with the initial range
of 14 slips expected to be launched to market in H2

•     £170m revolving credit facility successfully extended to June
2028 on existing terms

•     Interim dividend of 1.9 pence per share (2024: 1.0 pence)
reflecting improved trading environment and strong reduction in net debt

 

OUTLOOK

•     The Board is encouraged by the Group's H1 performance, with demand
for most products ahead of both the prior year and the Board's previous
expectations

•     With H2 adjusted EBITDA expected to be modestly ahead of the H1
figure of £29.9m, we now expect the Group's 2025 adjusted EBITDA to be ahead
of our previous expectations. This is expected to translate to adjusted PBT
being significantly ahead of previous expectations due to broadly fixed
depreciation and amortisation and reducing finance expense

•     While we currently expect the present demand pattern to continue
in the coming months, we remain cautious as to the fragility of the UK
economy, and the impact it may have on the new housing market

•     Looking beyond the current financial year, the Board remains
confident that our recent investments in new production capacity leave the
Group well placed to benefit from recovery in our key markets

 

Neil Ash, Chief Executive Officer, commented:

 

"We saw a strong uplift in results in the period, supported by improved demand
from the volume housebuilding sector, with despatches significantly ahead of
the prior year. This result, coupled with our expectations for the second
half, gives us confidence to modestly increase our adjusted EBITDA
expectations for the full year.

 

"We continue to execute our strategy with good progress being made at
Wilnecote, with the kiln now lit; at Accrington, with our initial range of
brick slips expected to be launched shortly; and at Desford, with both kilns
to operate simultaneously for the first time in H2. We are also currently
consulting on our strategic proposals to exit our non-core businesses of
Formpave and Bison Bespoke, both of which will be margin and cash flow
accretive.

 

"Looking beyond the current financial year, the Board remains confident that
its recent investments in new production capacity leave the Group well placed
to benefit from the continuing recovery of our key markets."

 

 ENQUIRIES                                +44 1604 707 600
 Forterra plc
 Neil Ash, Chief Executive Officer
 Ben Guyatt, Chief Financial Officer

 

 FTI Consulting                         +44 203 727 1340
 Richard Mountain / Victoria Hayns

 

A presentation for analysts will be held today, 29 July 2025, at 9.45am. A
live video webcast of the presentation will be available on the Investors
section of our website (https://forterraplc.co.uk/
(https://forterraplc.co.uk/) )

 

ABOUT FORTERRA PLC

 

Forterra is a leading UK manufacturer of essential clay and concrete building
products, with a unique combination of strong market positions in clay bricks,
concrete blocks and precast concrete flooring. Our heritage dates back many
decades and the durability, longevity and inherent sustainability of our
products is evident in the construction of buildings that last for
generations; wherever you are in Britain, you won't be far from a building
with a Forterra product within its fabric.

 

Our clay brick business combines our extensive secure mineral reserves with
modern and efficient high-volume manufacturing processes to produce large
quantities of extruded and soft mud bricks, primarily for the new build
housing market. We are also the sole manufacturer of the iconic Fletton brick,
sold under the London Brick brand, used in the original construction of nearly
a quarter of England's housing stock and today used extensively by homeowners
carrying out extension or improvement work. Within our concrete blocks
business, we are one of the leading producers of aircrete and aggregate
blocks, the former being sold under one of the sector's principal brands of
Thermalite. Our precast concrete products are sold under the established Bison
Precast brand, and are utilised in a wide spectrum of applications, from new
build housing to commercial and infrastructure.

 

 

RESULTS FOR THE PERIOD

 

The Group delivered a strong performance in the first half of 2025 (the
'period') supported by improving demand from the volume housebuilding sector
driving the delivery of an H1 result which is ahead of the Board's previous
expectations.

 

Revenue in the period of £195.1m represents an increase of 20.4% on the prior
period (2024: £162.1m). This increase reflects the improved market conditions
with despatches of most of our products well ahead of the prior year
comparatives which were partly impacted by poor weather. Adjusted EBITDA for
the period was £29.9m, (2024: £24.3m) an increase of 23.0%. Group adjusted
EBITDA margin of 15.3% compares to 15.0% in 2024.  Finance expenses reduced
to £3.4m (2024: £4.9m) leading to adjusted PBT of £16.6m, an increase of
82.4% on the prior period comparative (2024: £9.1m).

 

The adjusted effective rate of corporation in the period was 26.1% (2024:
26.6%) which is in line with our expectations and closely aligned to the 25%
headline rate of corporation tax. Adjusted profit before tax of £16.6m
compares with a 2024 profit of £9.1m, an increase of 82.4%. Statutory profit
before tax of £9.9m compares with a 2024 profit of £12.8m.

 

OUR MARKETS

 

After two challenging years, H1 2025 saw improved trading conditions driven by
strong demand from the housebuilding sector, although repair, maintenance and
improvement (RM&I) demand remains subdued. Department for Business and
Trade figures show that domestic brick despatches increased 14% relative to
the prior year in the five months to May 2025, yet still remain 27% below 2022
levels.

 

With the improving demand environment largely driven by volume housebuilding,
we have benefited from our structural exposure to this segment of the market
reversing a trend seen through 2023 and 2024 when we mechanically suffered a
loss of market share due to our greater exposure to this sector. Whilst our
brick market share has recovered, it remains below 2022 levels, in part a
result of our disciplined approach to pricing. With cost effectiveness of
particular importance to the house building sector, demand for our most cost
effective extruded brick range has outstripped demand for both soft mud bricks
along with our RM&I focused London Brick. With extruded, or wire cut
bricks representing around two thirds of our production capacity and
Government support for increased housebuilding focusing on the affordable end
of the market, we are well positioned to meet future demand.

 

Having commenced the year with significant brick inventories, our ability to
supply bricks was not constrained during the period, although strong demand
for other products including aircrete blocks and precast concrete floor beams
has depleted our inventories, with despatches temporarily constrained by
production whilst we increased output in these areas.

 

In the previous two years we have been unable to successfully implement our
desired price increases. Improving market conditions have now enabled the
delivery of modest price increases necessary to broadly offset cost inflation.
Pricing in the brick market remains competitive and we have retained our
disciplined approach in this regard. We have experienced a mix effect in our
pricing from selling a greater proportion of cheaper extruded bricks. Beyond
brick, the pricing environment has varied somewhat, with price increases
higher in some products than others. For example, the market for aircrete
blocks has experienced tight supply and demand dynamics, allowing for the
implementation of higher price increases.

 

We continue to take encouragement from the Government's commitment to
materially increase housebuilding and the likelihood that over time this will
increase demand for our products. With the addition of our new Desford brick
factory, along with the recommissioning of the Wilnecote factory, our brick
manufacturing capacity will soon be 15% higher than it was during 2022, with
this increase being the largest in the market. Both the wider UK brick
industry and our own business were capacity constrained in the last cycle with
the country importing approximately 570m bricks in 2022 when only 208,000 new
home completions were registered. With the largest investment in new capacity
we would expect our domestic market share to rise above 2022 levels as the
industry becomes saturated again.

 

SUSTAINABILITY

 

We are continuing to drive forward our sustainability agenda making further
progress on a number of fronts. Each of our organic investments provides a
meaningful sustainability benefit with the Desford and Wilnecote brick
factories both reducing carbon emissions by approximately 25% per brick
relative to their predecessor factories. Our innovative brick slip production
facility at Accrington offers real sustainability benefits in manufacturing
brick slips with around a 75% reduction in energy consumption, raw material
usage and embodied carbon relative to traditional bricks.

 

The opportunities associated with decarbonising cement and concrete production
remain a key focus. We have  entered into a partnership to transform already
calcined brick production waste from our unique London Brick manufacturing
process into a cement substitute which we are already using in our own
concrete products. In the second half we expect our usage of this material to
increase with our partner making this unique product commercially available to
other users. As custodian of over 90m tonnes of clay reserves, the
opportunities to utilise our surplus clay reserves to create calcined clay
which can be used as a lower carbon cement substitute are of great interest to
us and we continue to explore this opportunity through engagement with a
number of potential partners.

 

In addition we continue to engage with a host of potential partners in our
quest to decarbonise our brick business. These discussions centre upon
alternative fuels in the form of hydrogen and also carbon capture and storage
technologies, both of which will be vital in reaching our net zero ambitions.
Alongside this, we continue to focus on our initiatives to reduce the levels
of plastic packaging within our business.

 

STRATEGY AND CAPITAL ALLOCATION

 

Our strategy which is designed to deliver long-term earnings and cash flow
growth is summarised as follows:

 

•     Strengthen the core: Investing in new capacity to deliver growth
in sales volumes along with enhanced efficiency

•     Beyond the core: Expanding our product range beyond our
traditional focus of mainstream residential construction focusing on new and
evolving solutions such as brick slips

•     Sustainability: Making our business more sustainable in everything
we do

•     Safety and engagement: Safety remains our number one priority and
through prioritising employee engagement we will maximise the potential of our
workforce

 

This, along with our capital allocation policy, which is centred on providing
compelling returns for our shareholders, leaves the Group well placed to
deliver long-term shareholder value.

 

The Group's capital allocation priorities are summarised as follows:

 

•     Strategic organic capital investment to deliver attractive returns

•     Attractive ordinary dividend policy

•     Bolt-on acquisitions as suitable opportunities arise in adjacent
or complementary markets

•     Supplementary shareholder returns as appropriate

 

Whilst regrettable for our affected colleagues, the proposals to exit the two
unprofitable non-core businesses, Formpave and Bison Bespoke precast are fully
aligned with the Group's strategy and capital allocation priorities and will
be both margin and cash flow accretive whilst facilitating greater management
focus on the core business and the exciting growth opportunities offered by
the 'Beyond the Core' arm of our strategy.

 

Continued strategic progress has been made during the period, with the
Wilnecote brick factory now commissioning and the kiln now lit. The Wilnecote
factory is designed to make a range of bricks aimed at the attractive
commercial and specification market and will provide some diversification away
from the cyclical new build housing market and the currently depressed
RM&I market. The factory will also allow us to manufacture the famous
Staffordshire blue bricks at a scale and efficiency not previously accessible
to us. We expect to steadily ramp up production, initially recreating the old
product range and then expanding the product range to provide a diverse range
of bricks in a variety of colours and sizes.

We have also made good progress with the commissioning of our brick slip
production line at Accrington with the primary focus being on perfecting the
manufacturing process as well as range design, where we expect to launch our
initial range of 14 slips later this year. We have also made good progress
with our new mechanically fixed slip system, 'Omnia', with the necessary
product certifications due imminently.

 

In light of the improved financial performance with reducing debt and
leverage, the Board has declared an interim dividend of 1.9 pence per share
(2024: 1.0 pence).

 

OUTLOOK

The Board is encouraged by the Group's H1 performance, with demand for most
products ahead of both the prior year and the Board's previous expectations.
With H2 adjusted EBITDA expected to be modestly ahead of the H1 figure of
£29.9m we now expect the Group's 2025 adjusted EBITDA to be ahead of our
previous expectations.  This is expected to translate to adjusted PBT being
significantly ahead of previous expectations due to broadly fixed depreciation
and amortisation and reducing finance expense. With a further reduction of
both net debt and leverage in H2, year end leverage is expected to be a little
above one times adjusted EBITDA.

 

While we currently expect the present demand pattern to continue in the coming
months, we remain cautious as to the fragility of the UK economy and the
impact it may have on the new housing market. Looking beyond the current
financial year, the Board remains confident that our recent investments in new
production capacity leave the Group well placed to benefit from recovery in
our key markets.

 

 

BRICKS AND BLOCKS

                                               Adjusted           Statutory
                                               2025    2024       2025    2024
                                               £m      £m         £m      £m
 Revenue(1)                                    154.2   130.2      154.2   130.2
 EBITDA(2) before overhead allocations         39.6    31.8       34.2    38.2
 Overhead allocations(3)                       (12.1)  (9.1)      (12.1)  (9.1)
 EBITDA(2) after overhead allocations          27.5    22.7       22.1    29.1

 EBITDA(2) margin before overhead allocations  25.7%   24.4%      22.2%   29.3%
 EBITDA(2) margin after overhead allocations   17.8%   17.4%      14.3%   22.4%

(1)Revenue is stated before inter-segment eliminations.

(2)Both EBITDA and adjusted EBITDA are APMs, as explained within note 4.
EBITDA is presented above under the statutory heading, being calculated with
reference to statutory results without adjustment.

(3)Overhead allocations are costs centrally incurred on behalf of both
segments, including general administrative expenses.

( )

Bricks and Blocks revenues in the period increased by 18.4% with this driven
primarily by increased brick sales volumes. Aircrete blocks also saw strong
volume growth although to some extent this was constrained by availability of
inventory as we ramped up production through Q2. Despatches of aggregate
blocks also increased but at more modest rates.

( )

As outlined above, despite continued competitive market conditions, we have
implemented necessary price increases across the product range to broadly
offset cost inflation. Price increases have to some extent varied by product
with aircrete block, where supply and demand dynamics are favourable, seeing
the greatest level of increase. Comparisons of pricing with the prior period
will be influenced by the slight price erosion that continued through 2024. As
explained previously, brick prices increased by a cumulative c.50% in 2022 and
then fell back slightly through 2023 and 2024.

( )

Brick pricing in the period was also subject to a customer and product mix
effect with increased demand for cheaper extruded bricks driven by our large
housebuilding customers, with demand from the Repair, Maintenance and
Improvement sector, which includes our London Brick range, remaining
subdued.

( )

Segmental adjusted EBITDA in the period of £27.5m compares to £22.7m in 2024
with the 2025 H1 EBITDA margin of 17.8%, as stated after overhead allocations,
ahead of the H1 2024 equivalent of 17.4% as the early benefits of greater
operating efficiency begin to be seen with modest price increases offsetting
cost inflation.

( )

Our cost base remains consistent with our previous expectations with
underlying low single digit cost inflation coupled with the increase in
Employers National Insurance contributions. Energy prices remain stable with
the Group accessing the full financial benefits of the 15 year solar power
purchase agreement from 1 April 2025. We have taken advantage of this
stability in securing good coverage of our gas requirements for the next three
years and we have also recently extended our contractual arrangements,
providing us the optionality to secure our gas requirements out to 2030 as
market opportunities allow.

( )

Given the improving demand seen during the period, we have increased
production output where appropriate with production of aircrete blocks
increased in two steps, such that both of our aircrete block factories are now
operating to capacity. We will increase brick production in the second half by
increasing output at our Desford factory where we will run both kilns
simultaneously for the first time.

( )

In line with our expectations, whilst our H1 results show the early benefits
of our operating leverage, our cost base includes a degree of inefficiency in
ramping up production, including the training of new members of staff. In
addition to this, we will have some additional cost in 2025 as we postponed
some non time-critical spend in 2023 and 2024. With current demand varying by
market sector and product type, until demand improves across all products,
including our RM&I focused London Brick range, there will continue to be
constraints on our ability to benefit fully from our operating leverage.

 

H2 2025 will also see the resumption of production at our Wilnecote brick
factory following its redevelopment into a highly flexible factory capable of
producing a diverse range of bricks aimed at the attractive commercial and
specification market. Commissioning is underway with the kiln now lit, and the
first bricks are expected to be manufactured in the coming month.

( )

 BESPOKE PRODUCTS

                                               Adjusted          Statutory
                                               2025   2024       2025   2024
                                               £m     £m         £m     £m
 Revenue(1)                                    42.2   33.7       42.2   33.7
 EBITDA(2) before overhead allocations         5.4    3.9        4.1    3.8
 Overhead allocations(3)                       (3.0)  (2.3)      (3.0)  (2.3)
 EBITDA(2) after overhead allocations          2.4    1.6        1.1    1.5

 EBITDA(2) margin before overhead allocations  12.8%  11.6%      9.7%   11.3%
 EBITDA(2) margin after overhead allocations   5.7%   4.7%       2.6%   4.5%

(1)Revenue is stated before inter-segment eliminations.

(2)Both EBITDA and adjusted EBITDA are APMs, as explained within note 4.
EBITDA is presented above under the statutory heading, being calculated with
reference to statutory results without adjustment.

(3)Overhead allocations are costs centrally incurred on behalf of both
segments, including general administrative expenses.

 

Our Bespoke Products segment currently comprises two businesses which have
seen contrasting fortunes in the period. The largest component of this segment
is our precast concrete flooring business with demand for its products driven
almost exclusively by housebuilding, which has seen the same trend of
encouraging demand recovery as seen in Bricks and Blocks. The smaller Bespoke
Precast concrete business has struggled to make a profit in the period despite
a 17.6% increase in revenue, with our proposal to exit this business outlined
within this statement.

 

Segmental revenues in the period totalled £42.2m, an increase of £8.5m or
25.2% relative to 2024. The increase in demand for floor beams is reassuring,
with these often purchased by groundworkers on behalf of the major
housebuilders, and unlike bricks there is no history of stockpiling this
product, suggesting that the improved brick demand we have experienced is
supported by underlying building activity rather than restocking.

 

Modest selling price increases were implemented during the period on a
customer-by-customer basis. The cost base within this segment has remained
broadly stable driven by variations in the cost of key inputs. Segmental
adjusted EBITDA, after allocated group overheads, totalled £2.4m (2024:
£1.6m). EBITDA margin prior to allocation of group overheads was 12.8%
compared to 11.6% in 2024. We have disclosed previously that the method of
allocation of overheads places an additional burden on this segment beyond
that which would would be required if it was a stand-alone business.

 

Our proposal to exit the Bespoke Precast business within this segment does not
impact the Bison flooring business and will have a negligible impact on
segment profitability given its break even at best performance, however it
will improve segmental EBITDA margins going forward.

 

 

ALTERNATIVE PERFORMANCE MEASURES

 

In order to provide the most transparent understanding of the Group's
performance, the Group uses alternative performance measures (APMs) which are
not defined or specified under IFRS and may not be comparable with similarly
titled measures used by other companies. The Group believes that its APMs
provide additional helpful information on how the trading performance of the
business is reported externally and assessed internally by management and the
Board.

 

Adjusted results for the Group have been presented before: i) exceptional
items and ii) adjusting items.

 

                                                     2025   2024
                                                     £m     £m
 Adjusted profit before tax                          16.6   9.1
 Exceptional costs
 Restructuring costs                                 (0.5)  (0.2)
 Impairment of inventories                           (0.4)  -
 Impairment of right-of-use assets                   (0.8)  -
 Impairment of plant and equipment                   (2.3)  -
 Aborted corporate transaction                       -      (2.6)
 Adjusting items
 Realised gain/(loss) on the sale of surplus energy  0.6    (2.1)
 Fair value movement on energy derivatives           (4.8)  6.9
 Accounting for carbon credits                       1.5    1.7
 Statutory profit before tax                         9.9    12.8

 

 

EXCEPTIONAL ITEMS

 

Following the announcement and commencement of consultations on our strategic
proposals to exit both our non-core Formpave block paving and the Bison
Bespoke precast businesses, exceptional items in the period total £4.0m
(2024: £2.8m) with the charge comprising £2.7m in respect of Formpave and
£1.3m in respect of Bison Bespoke.

 

Formpave manufactures and sells concrete block paving, with 2024 full year
revenue of £5.9m, and is a small non-core part of the Group's bricks and
blocks segment, contributing under 2% of group revenue. The business broke
even in 2024 and is expected to be loss making in the current year. The
factory now requires a significant level of capital investment to remain
operational, hence our proposed exit.

 

Bison Bespoke precast which forms part of the Bespoke Products segment,
generated revenue of £9.7m in 2024, accounting for under 3% of group revenues
and 13.6% of Bespoke Products segmental revenue. This business has failed to
exceed break even performance for a number of years and several attempts to
improve upon this performance have not been successful. The freehold factory
site is owned by the Group and holds significant land value, with options for
disposal or subsequent use elsewhere within the Group presently under
consideration. The Bison flooring business remains an important core operation
and is unaffected by this proposal.

 

Exceptional costs comprise a non-cash impairment of tangible fixed assets,
right-of-use assets and inventories totalling £3.5m, along with the
recognition of a £0.5m provision for restructuring costs. In time we
anticipate that we will be able to mitigate these costs. In addition, we
expect to incur termination costs totalling £1.7m in the second half of the
year, although as those impacted by these proposals had not been informed at
the balance sheet date, this cost has not been provided in these interim
financial statements and will be reported as an exceptional cost in H2.

 

The proposals to exit both non-core businesses are aligned to our long term
strategy, demonstrating disciplined capital management, with each proposal
being both cash flow and margin accretive, avoiding significant capex and
releasing a valuable land asset, whilst at the same time enabling greater
management focus on delivering our strategy of strengthening the core and
seeking growth through expansion beyond the core.

 

ADJUSTING ITEMS

 

Realised and unrealised movements in forward energy purchases

In addition to exceptional items we have also identified further adjusting
items, the separate disclosure of which presents our results in a manner that
allows users of our financial statements to understand the underlying trading
performance of the business, applying consistent treatments as used by
management to monitor the performance of the Group.

 

As in the previous year, the Group recognises adjusting items in respect of
both realised and open energy positions where due to the significant temporary
fall in demand for our products seen in 2023 and the resulting cuts in
production, committed energy purchased by the Group has or is expected to
exceed consumption. Where forward energy contracts are expected to be utilised
in full, we apply the own use exception within IFRS 9 Financial Instruments
and these are not marked to market. However, where we have energy in excess of
our anticipated needs secured under forward contracts, these contracts do not
meet the own use exemption and as such are treated as derivatives and marked
to market, resulting in gains and losses as market prices fluctuate.

 

In order to allow users of the accounts to understand this more operationally
aligned method of reporting, any impact on the profit and loss as a result of
this marked to market treatment, along with profits and losses on the sale of
surplus energy, are shown as adjusting items. This is in line with internal
reporting for the Group.

 

In the period, the Group realised a £0.6m gain in respect of surplus energy
sold back to the market, which has been removed from the adjusted results.
Alongside this, in presenting the adjusted results, the Group has removed the
marked to market revaluation impact of energy derivatives in the period, with
the adjusted results reflecting the cost of energy consumed at the forward
purchased rate. This has resulted in a £4.8m benefit in the adjusted versus
statutory results.

 

Accounting for carbon credits

The statutory results consider carbon credits as being utilised on a first in,
first out basis. Under this method, the Group's free allocation of carbon
credits is utilised before recognising any liability to purchase further
credits, which has the effect of weighting the cost of compliance into the
second half of the year rather than spreading the cost more evenly across the
full year in line with production.

 

The Group's free allocation of carbon credits is based on expected emissions
over the full compliance period, which is aligned to the Group's financial
year. As such, we believe a more operationally aligned method for measurement,
consistent with our management reporting, is to recognise the cost of carbon
compliance over the full financial year using a weighted average basis,
aligned proportionately with the production that drives our carbon emissions.
Accordingly, this has been presented within the adjusted results for the
period.

 

We believe this approach provides users of the interim accounts with a more
representative presentation of underlying trading performance in the first
half of the year. As at 30 June 2025, the impact of this is to decrease
adjusted profit before tax by £1.5m (2024: £1.7m) relative to the statutory
measure. This only affects the interim results and has no impact on the full
year results.

 

EARNINGS PER SHARE AND DIVIDEND

 

Adjusted earnings per share (EPS) in the period of 5.8 pence represents an
increase of 81.3% relative to the 2024 equivalent EPS of 3.2 pence. EPS is
calculated based on the average number of shares in issue during the period,
adjusted for the shares held by the Employee Benefit Trust.

 

In light of the improved financial performance and reducing debt and leverage,
the Board has declared an interim dividend of 1.9 pence per share (2024: 1.0
pence). Based upon its expectations of full year 2025 earnings, the Board has
declared the interim dividend with the expectation of the total 2025
distribution being split approximately 1/3 interim, 2/3 final. The interim
dividend will be paid on 10 October 2025 to shareholders on the register at 19
September 2025.

 

CASH FLOW AND WORKING CAPITAL

                                                         2025    2024
                                                         £m      £m
 Adjusted EBITDA                                         29.9    24.3
 Settlement of carbon credits                            2.6     6.0
 Other cash flow items                                   (1.4)   (7.4)
 Changes in working capital
 - Inventories                                           5.5     (1.3)
 - Trade and other receivables                           (21.5)  (20.2)
 - Trade and other payables                              14.9    11.9
 Adjusted operating cash flow                            30.0    13.3
 Receipts/(payments) made in respect of adjusting items  1.0     (8.4)
 Operating cash flow after adjusting items               31.0    4.9
 Interest paid                                           (4.8)   (5.2)
 Tax (paid)/credit                                       (0.6)   0.4
 Capital expenditure
 - Maintenance                                           (2.3)   (1.4)
 - Strategic                                             (5.0)   (8.1)
 Proceeds from sale of shares by Employee Benefit Trust  -       5.1
 Repayment of lease liabilities                          (2.9)   (3.2)
 Other movements                                         0.1     (0.5)
 Decrease/(increase) in net debt before leases           15.5    (8.0)

 

 

Adjusted operating cash flow in the first half of the year was an encouraging
inflow of £30.0m (2024: 13.3m) driven by a strong EBITDA performance. This
result again highlights the cash generating capabilities of the Group with
disciplined working capital management and a strong trading performance
counteracting the normal seasonal trend of an H1 increase in working capital.
At 30 June 2025 finished goods inventories totalled £61.5m, compared to
£66.6m at the end of 2024, as a result of demand driven destocking.

Capital expenditure in the period totalled £7.3m, with £5.0m of this
relating to our three ongoing strategic projects and the remainder being
business as usual maintenance capex. During the period we spent £3.1m on the
redevelopment of our Wilnecote factory and £0.9m on the brick slip facility
at our Accrington plant, with the balance being attributable to Desford. This
expenditure takes the total spend on Desford to £94.9m, Wilnecote to £31.7m
and Accrington to £12.1m. In addition, borrowing costs totalling £1.4m
(2024: £0.9m), comprising £1.0m (2024: £0.8m) and £0.4m (2024: £0.1m),
related to the Wilnecote and Accrington projects respectively, were
capitalised in the period with this amount excluded from the spend above.

 

We expect further capital expenditure totalling approximately £9.5m in the
second half of the year bringing the full year total to around £17m with
normal maintenance expenditure being H2 weighted in part driven by the timing
of summer maintenance shut downs.

 

Looking ahead, by the end of the year we expect our currently committed
strategic capital spend to be complete aside from any outstanding retention
and performance payments. We anticipate annual maintenance capital expenditure
to be a maximum of £14m per annum although this is likely to vary
significantly year on year, and in some years is likely to be significantly
less than this sum. We continue to develop our pipeline of attractive organic
strategic investment opportunities with market conditions and the Group's
balance sheet being key factors in any future investment decisions.

 

BORROWINGS AND FACILITIES

 

Closing net debt (excluding lease liabilities) was £69.4m (31 December 2024:
£84.9m) with a further reduction in borrowing notwithstanding normal seasonal
trends which normally drive an upward movement in H1. Leverage, as calculated
in line with our banking covenants, was 1.4 times EBITDA (31 December 2024:
1.9 times) with improving market conditions, reduced capital spend and
continued inventory reduction driving this reduction.

The Group's credit facility comprises a committed revolving credit facility
(RCF) of £170m which was successfully extended though the exercise of a 17
month extension option in the period now expiring in June 2028. At the period
end a total of £85.0m was drawn on the facility (31 December 2024: £100.0m)
leaving facility headroom of £85.0m.

 

Following the precautionary banking covenant relaxations agreed in early 2024,
the Group's covenants have now returned to normal, being net debt/EBITDA (as
measured before leases) of less than three times and interest cover of greater
than four times, with these covenants measured twice annually. The business
has traded within these covenants during the period and expects to continue to
do so. In addition, the Group also benefits from an uncommitted overdraft
facility of £10m.

 

Finance expense for the period totalled £3.4m (2024: £4.9m). Capitalised
borrowing costs relating to the capital projects at Wilnecote and Accrington
of £1.4m (2024: £0.9m) are excluded from this expense. The rate of interest
payable on the Group's committed credit facility is determined by a margin
grid that commences at SONIA plus 1.65% whilst leverage is under 0.5 times
EBITDA, increasing to a margin of 2.5% should leverage exceed 2.5 times.
During the first half, a margin over SONIA of 2.5% was payable falling to
2.25% on approval of the 2024 year end financial statements in March. With
leverage under 1.5 times at 30 June 2025, the margin will reduce to 2.0% from
the date of these financial statements.

 

PRINCIPAL RISKS AND UNCERTAINTIES

 

The principal risks and uncertainties facing the business have been appended
to this interim statement and includes an update to each of the principal
risks recently presented in the 2024 Annual Report and Accounts.

 

GOING CONCERN

 

At the balance sheet date, the Group's cash balance stood at £15.0m, with
£85.0m borrowed against £170.0m of committed bank facilities, leaving
undrawn facilities of £85.0m. The Group also benefits from an uncommitted
overdraft facility of £10.0m. The Group meets its working capital
requirements through these cash reserves and borrowings, and closely manages
working capital to ensure sufficient daily liquidity, preparing financial
forecasts and stress tests to ensure sufficient liquidity over the
medium-term. The Group has operated within its banking covenants throughout
the period, with funding secured through an RCF facility extending until June
2028. The facility is subject to covenant restrictions of net debt/EBITDA (as
measured before leases) of less than three times and interest cover of greater
than four times.

 

The Group continues to update internal forecasts 18 months ahead, reflecting
current economic conditions, incorporating management experience, future
expectations and sensitivity analysis. As at 30 June 2025, management are
confident that the Group will remain resilient under all reasonably likely
scenarios and will continue to have headroom in both its banking covenants and
existing bank facilities. We have modelled a plausible downside scenario which
sensitises volumes, increases in cost base and captures potential operational
inefficiencies. Within this scenario product line sales volumes for 2025
remain between 3% and 27% below 2022, falling to between 11% and 38% below
2022 levels in 2026. Under this scenario there remains significant headroom
against our covenants and available liquidity. Furthermore we have modelled a
breach scenario to assess the fall in EBITDA required to breach the covenants
within the credit facility in the period to 31 December 2026. Our assessment
of the Group's going concern position benefits from the recent improvements in
trading, coupled with reduced net debt and leverage, with the £140m programme
of capital investment almost complete and reduced levels of capex in 2025,
with limited capital commitments thereafter. Taking the above into
consideration, the reduction in adjusted EBITDA necessary to trigger a breach
in the Group's banking covenants is such that, adjusted EBITDA would need to
fall significantly below 2024 levels prior to mitigations. Given current
trading and our present market outlook, the probability of such a scenario is
considered highly remote. Even if such a scenario was to occur, we have
identified mitigations including reduced capital expenditure, dividend
reductions and operational cost savings which we would implement should they
be required.

 

Taking account of all reasonably possible changes in trading performance and
the current financial position of the Group, the Directors have a reasonable
expectation that the Group has adequate resources to continue in operational
existence for the going concern period to 31 December 2026. The Group
therefore adopts the going concern basis in preparing these Condensed
Consolidated Financial Statements.

FORWARD-LOOKING STATEMENTS

 

Certain statements in this half-yearly report are forward-looking. Although
the Group believes that the expectations reflected in these forward-looking
statements are reasonable, we can give no assurance that these expectations
will prove to be correct. Because these statements contain risks and
uncertainties, actual results may differ materially from those expressed or
implied by these forward-looking statements.

 

We undertake no obligation to update any forward-looking statements, whether
as a result of new information, future events or otherwise.

 

RESPONSIBILITY STATEMENT OF THE DIRECTORS IN RESPECT OF THE INTERIM REPORT

 

We confirm to the best of our knowledge:

 

•     the Condensed Consolidated Financial Statements has been prepared
in accordance with IAS 34 Interim Financial Reporting as adopted by the UK;

 

•     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 Consolidated 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 material
related party transactions that have taken place in the first six months of
the current financial year and any material changes in the related party
transactions described in the annual report.

 

 

By order of the Board

 

 

 Neil Ash                     Ben Guyatt
 Chief Executive Officer      Chief Financial Officer

 

 

28 July 2025

 

INDEPENDENT REVIEW REPORT TO FORTERRA PLC

 

CONCLUSION

 

We have been engaged by the Company to review the Condensed Consolidated
Financial Statements in the interim report for the six months ended 30 June
2025 which comprises the Condensed Consolidated Statement of Total
Comprehensive Income, Condensed Consolidated Statement of Financial Position,
Condensed Consolidated Statement of Changes in Equity, Condensed Consolidated
Statement of Changes in Cash Flows and related notes 1 - 18. We have read the
other information contained in the interim report and considered whether it
contains any apparent misstatements or material inconsistencies with the
information in the Condensed Consolidated Financial Statements.

 

Based on our review, nothing has come to our attention that causes us to
believe that the Condensed Consolidated Financial Statements in the interim
report for the six months ended 30 June 2025 is not prepared, in all material
respects, in accordance with UK 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 2410 (UK) "Review of Interim Financial Information Performed by
the Independent Auditor of the Entity" (ISRE) issued by the Financial
Reporting Council. A review of interim financial information consists of
making enquiries, 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 UK adopted international accounting standards. The
Condensed Consolidated Financial Statements included in this interim report
has been prepared in accordance with UK 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 management have
inappropriately adopted the going concern basis of accounting or that
management 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
this ISRE, 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 interim report in accordance
with the Disclosure Guidance and Transparency Rules of the United Kingdom's
Financial Conduct Authority.

 

In preparing the interim report, the Directors are responsible for assessing
the Company'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 interim report, we are responsible for expressing to the
Company a conclusion on the Condensed Consolidated Financial Statements in the
interim report. Our conclusion, including our Conclusions 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 guidance
contained in International Standard on Review Engagements 2410 (UK) "Review of
Interim Financial Information Performed by the Independent Auditor of the
Entity" issued by the Financial Reporting Council. To the fullest extent
permitted by law, we do not accept or assume responsibility to anyone other
than the Company, for our work, for this report, or for the conclusions we
have formed.

 

 

 

Ernst & Young LLP

Luton

 

28 July 2025

 

 

CONDENSED CONSOLIDATED STATEMENT OF TOTAL COMPREHENSIVE INCOME FOR THE HALF
YEAR ENDED 30 JUNE 2025 (UNAUDITED)

                                                                                   Six months ended      Year ended

                                                                                   30 June               31 December
                                                                                   2025       2024       2024
                                                                                   Unaudited  Unaudited  Audited
                                          Note                                     £m         £m         £m
 Revenue                                  6                                        195.1      162.1      344.3
 Cost of sales                                                                     (133.8)    (106.1)    (241.3)
 Gross profit                                                                      61.3       56.0       103.0
 Distribution costs                                                                (26.8)     (21.5)     (46.1)
 Administrative expenses                                                           (17.2)     (16.9)     (29.4)
 Other operating (loss)/income                                                     (4.0)      0.1        6.4
 Operating profit                                                                  13.3       17.7       33.9
 Finance expense                          8                                        (3.4)      (4.9)      (9.1)
 Profit before tax                                                                 9.9        12.8       24.8
 Income tax expense                       9                                        (2.7)      (3.8)      (7.3)
 Profit for the financial period attributable to equity shareholders               7.2        9.0        17.5

 Other comprehensive profit/(loss)
 Effective portion of changes of cash flow hedges (net of tax impact)              0.2        (0.2)      (0.1)
 Total comprehensive income for the period attributable to equity shareholders     7.4        8.8        17.4

 Earnings per share:                                                               Pence      Pence      Pence
 Basic (in pence)                         10                                       3.4        4.3        8.3
 Diluted (in pence)                       10                                       3.4        4.3        8.3

 

                                    Six months ended      Year ended

                                    30 June               31 December
                                    2025       2024       2024
                                    Unaudited  Unaudited  Audited
 Adjusted profit measures:          £m         £m         £m
 Adjusted EBITDA                    29.9       24.3       52.0
 Exceptional items              7   (4.0)      (2.8)      (2.9)
 Adjusting items                4   (2.7)      6.5        5.6
 EBITDA                             23.2       28.0       54.7
 Depreciation and amortisation      (9.9)      (10.3)     (20.8)
 Operating profit                   13.3       17.7       33.9
 Adjusted profit before tax         16.6       9.1        22.1
 Exceptional items              7   (4.0)      (2.8)      (2.9)
 Adjusting items                4   (2.7)      6.5        5.6
 Profit before tax                  9.9        12.8       24.8

 Adjusted earnings per share:       Pence      Pence      Pence
 Basic earnings                 10  5.8        3.2        7.6

All results relate to continuing operations.

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2025
(UNAUDITED)

 

                                                                 As at 30 June         As at 31 December

                                                                 2025       2024       2024
                                                                 Unaudited  Unaudited  Audited
                                                           Note  £m         £m         £m
 Non-current assets
 Intangible assets                                               8.5        12.2       11.6
 Property, plant and equipment                                   263.5      252.5      263.8
 Right-of-use assets                                             17.2       22.4       20.5
 Derivative financial asset                                15    -          3.7        2.8
                                                                 289.2      290.8      298.7
 Current assets
 Inventories                                                     76.1       97.1       82.0
 Trade and other receivables                                     60.5       51.2       39.0
 Income tax asset                                                1.9        0.7        2.4
 Cash and cash equivalents                                       15.0       11.4       15.2
 Derivative financial asset                                15    3.0        4.0        5.1
                                                                 156.5      164.4      143.7
 Total assets                                                    445.7      455.2      442.4

 Current liabilities
 Trade and other payables                                        (87.6)     (81.6)     (68.7)
 Loans and borrowings                                      12    (0.2)      (0.5)      (0.7)
 Lease liabilities                                               (5.9)      (5.5)      (5.8)
 Provisions for other liabilities and charges                    (3.8)      (3.9)      (6.6)
 Derivative financial liabilities                                -          (0.1)      (0.1)
                                                                 (97.5)     (91.6)     (81.9)
 Non-current liabilities
 Loans and borrowings                                      12    (84.2)     (112.1)    (99.4)
 Lease liabilities                                               (12.6)     (17.1)     (15.1)
 Provisions for other liabilities and charges                    (8.8)      (7.9)      (8.2)
 Deferred tax liabilities                                        (13.4)     (8.8)      (12.9)
                                                                 (119.0)    (145.9)    (135.6)
 Total liabilities                                               (216.5)    (237.5)    (217.5)

 Net assets                                                      229.2      217.7      224.9

 Capital and reserves attributable to equity shareholders
 Ordinary shares                                                 2.1        2.1        2.1
 Capital redemption reserve                                      0.2        0.2        0.2
 Retained earnings                                               232.1      221.4      228.2
 Cash flow hedge reserve                                         -          (0.3)      (0.2)
 Reserve for own shares                                          (5.2)      (5.7)      (5.4)
 Total equity                                                    229.2      217.7      224.9

 

The notes on pages 22 to 36 are an integral part of these Condensed
Consolidated Financial Statements.

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE HALF YEAR ENDED
30 JUNE 2025 (UNAUDITED)

 

                                            Ordinary shares  Capital redemption reserve  Reserve for own shares  Cash flow hedge reserve  Retained earnings  Total equity
                                            £m               £m                          £m                      £m                       £m                 £m
 Current half year:
 Balance at 1 January 2025                  2.1              0.2                         (5.4)                   (0.2)                    228.2              224.9
 Profit for the financial period            -                -                           -                       -                        7.2                7.2
 Other comprehensive income                 -                -                           -                       0.2                      -                  0.2
 Total comprehensive income for the period  -                -                           -                       0.2                      7.2                7.4
 Dividend payable                           -                -                           -                       -                        (4.3)              (4.3)
 Share-based payments charge                -                -                           -                       -                        1.2                1.2
 Share-based payments exercised             -                -                           0.2                     -                        (0.2)              -
 Tax on share-based payments                -                -                           -                       -                        -                  -
 Balance at 30 June 2025                    2.1              0.2                         (5.2)                   -                        232.1              229.2

 

                                                         Ordinary shares  Capital redemption reserve  Reserve for own shares  Cash flow hedge reserve  Retained earnings  Total equity
                                                         £m               £m                          £m                      £m                       £m                 £m
 Prior half year:
 Balance at 1 January 2024                               2.1              0.2                         (14.2)                  (0.1)                    219.8              207.8
 Profit for the financial period                         -                -                           -                       -                        9.0                9.0
 Other comprehensive loss                                -                -                           -                       (0.2)                    -                  (0.2)
 Total comprehensive (loss)/income for the period        -                -                           -                       (0.2)                    9.0                8.8
 Dividend payable                                        -                -                           -                       -                        (4.2)              (4.2)
 Proceeds from sale of shares by Employee Benefit Trust  -                -                           5.1                     -                        -                  5.1
 Share-based payments charge                             -                -                           -                       -                        0.6                0.6
 Share-based payments exercised                          -                -                           3.4                     -                        (3.4)              -
 Tax on share-based payments                             -                -                           -                       -                        (0.4)              (0.4)
 Balance at 30 June 2024                                 2.1              0.2                         (5.7)                   (0.3)                    221.4              217.7

 

                                                         Ordinary shares  Capital redemption reserve  Reserve for own shares  Cash flow hedge reserve  Retained earnings  Total equity
                                                         £m               £m                          £m                      £m                       £m                 £m
 Prior year:
 Balance at 1 January 2024                               2.1              0.2                         (14.2)                  (0.1)                    219.8              207.8
 Profit for the financial year                           -                -                           -                       -                        17.5               17.5
 Other comprehensive loss                                -                -                           -                       (0.1)                    -                  (0.1)
 Total comprehensive (loss)/income for the year          -                -                           -                       (0.1)                    17.5               17.4
 Dividend paid                                           -                -                           -                       -                        (6.3)              (6.3)
 Proceeds from sale of shares by Employee Benefit Trust  -                -                           5.1                     -                        -                  5.1
 Share-based payments charge                             -                -                           -                       -                        1.0                1.0
 Share-based payments exercised                          -                -                           3.7                     -                        (3.7)              -
 Tax on share-based payments                             -                -                           -                       -                        (0.1)              (0.1)
 Balance at 31 December 2024                             2.1              0.2                         (5.4)                   (0.2)                    228.2              224.9

 

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN CASH FLOWS FOR THE HALF YEAR
ENDED 30 JUNE 2025 (UNAUDITED)

 

                                                                 Six months ended      Year ended 31 December

                                                                 30 June
                                                                 2025       2024       2024
                                                                 Unaudited  Unaudited  Audited
                                                           Note  £m         £m         £m
 Cash generated from operations                            13    31.0       4.9        51.8
 Interest paid                                                   (4.8)      (5.2)      (10.0)
 Tax (paid)/credit                                               (0.6)      0.4        0.4
 Net cash inflow from operating  activities                      25.6       0.1        42.2

 Cash flows from investing activities
 Purchase of property, plant and equipment                       (7.3)      (9.4)      (25.4)
 Purchase of intangible assets                                   -          (0.1)      (0.2)
 Net cash used in investing activities                           (7.3)      (9.5)      (25.6)

 Cash flows from financing activities
 Repayment of lease liabilities                                  (2.9)      (3.2)      (5.9)
 Dividends paid                                                  -          -          (6.3)
 Drawdown of borrowings                                          22.0       48.0       93.0
 Repayment of borrowings                                         (37.0)     (45.0)     (103.0)
 Proceeds from sales of shares by Employee Benefit Trust         -          5.1        5.1
 Financing fees                                                  (0.6)      (0.1)      (0.3)
 Net cash (used in)/generated from financing activities          (18.5)     4.8        (17.4)

 Net decrease in cash and cash equivalents                       (0.2)      (4.6)      (0.8)
 Cash and cash equivalents at the beginning of the period        15.2       16.0       16.0
 Cash and cash equivalents at the end of the period              15.0       11.4       15.2

 

 

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF YEAR
ENDED 30 JUNE 2025 (UNAUDITED)

 

1   GENERAL INFORMATION

 

Forterra plc ('Forterra' or the 'Company') and its subsidiaries (together
referred to as the 'Group') are domiciled in the UK. The address of the
registered office of the Company and its subsidiaries is 5 Grange Park Court,
Roman Way, Northampton, England, NN4 5EA. The Company is the parent of
Forterra Holdings Limited and Forterra Building Products Limited, which
together comprise the Group (the 'Group'). The principal activity of the Group
is the manufacture and sale of bricks, dense and lightweight blocks, precast
concrete, concrete block paving and other complementary building products.

 

The Condensed Consolidated Financial Statements were approved by the Board on
28 July 2025.

 

The Condensed Consolidated Financial Statements for the six months ended 30
June 2025 and the comparative period for the six months ended 30 June 2024
have not been audited. The auditor has carried out a review of the financial
information and their report is set out on pages 15 and 16.

 

These Condensed Consolidated Financial Statements are unaudited and do not
constitute statutory accounts of the Group within the meaning of Section 435
of the Companies Act 2006. The auditors have carried out a review of the
financial information in accordance with the guidance contained in ISRE 2410
(UK and Ireland) 'Review of Interim Financial Information Performed by the
Independent Auditor of the Entity' issued by the Auditing Practices Board.
Financial Statements for the year ended 31 December 2024 were approved by the
Board of Directors on 26 March 2024 and 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 Auditor drew attention by way of
emphasis without qualifying their report and did not contain a statement under
section 498 of the Companies Act 2006.

 

BASIS OF PREPARATION

 

The Condensed Consolidated Financial Statements for the half year ended 30
June 2025 have been prepared in accordance with the Disclosure and
Transparency Rules of the UK Financial Conduct Authority (DTR), and the
requirements of UK-adopted IAS 34 Interim Financial Reporting.

 

The Condensed Consolidated Financial Statements do not include all the
information and disclosures required in annual financial statements and they
should be read in conjunction with the Group's Consolidated Financial
Statements for the year ended 31 December 2024 and any public announcements
made by the Company during the interim period. The Condensed Consolidated
Financial Statements are prepared on the historical cost basis.

 

GOING CONCERN BASIS

 

At the balance sheet date, the Group's cash balance stood at £15.0m, with
£85.0m borrowed against £170.0m of committed bank facilities, leaving
undrawn facilities of £85.0m. The Group also benefits from an uncommitted
overdraft facility of £10.0m. The Group meets its working capital
requirements through these cash reserves and borrowings, and closely manages
working capital to ensure sufficient daily liquidity, preparing financial
forecasts and stress tests to ensure sufficient liquidity over the
medium-term. The Group has operated within its banking covenants throughout
the period, with funding secured through an RCF facility extending until June
2028.

 

The facility is subject to covenant restrictions of net debt/EBITDA (as
measured before leases) of less than three times and interest cover of greater
than four times.

 

The Group continues to update internal forecasts 18 months ahead, reflecting
current economic conditions, incorporating management experience, future
expectations and sensitivity analysis. As at 30 June 2025, management are
confident that the Group will remain resilient under all reasonably likely
scenarios and will continue to have headroom in both its banking covenants and
existing bank facilities. We have modelled a plausible downside scenario which
sensitises volumes, increases in cost base and captures potential operational
inefficiencies. Within this scenario product line sales volumes for 2025
remain between 3% and 27% below 2022, falling to between 11% and 38% below
2022 levels in 2026. Under this scenario there remains significant headroom
against our covenants and available liquidity. Furthermore we have modelled a
breach scenario to assess the fall in EBITDA required to breach the covenants
within the credit facility in the period to 31 December 2026. Our assessment
of the Group's going concern position benefits from the recent improvements in
trading, coupled with reduced net debt and leverage, with the £140m programme
of capital investment almost complete and reduced levels of capex in 2025,
with limited capital commitments thereafter. Taking the above into
consideration, the reduction in adjusted EBITDA necessary to trigger a breach
in the Group's banking covenants is such that, adjusted EBITDA would need to
fall significantly below 2024 levels prior to mitigations. Given current
trading and our present market outlook, the probability of such a scenario is
considered highly remote. Even if such a scenario was to occur, we have
identified mitigations including reduced capital expenditure, dividend
reductions and operational cost savings which we would implement should they
be required.

 

Taking account of all reasonably possible changes in trading performance and
the current financial position of the Group, the Directors have a reasonable
expectation that the Group has adequate resources to continue in operational
existence for the going concern period to 31 December 2026. The Group
therefore adopts the going concern basis in preparing these Condensed
Consolidated Financial Statements.

 

2   ACCOUNTING POLICIES

 

The accounting policies adopted in the preparation of the Condensed
Consolidated Financial Statements are consistent with those followed in the
preparation of the Group's Consolidated Financial Statements for the year
ended 31 December 2024. Accounting standards that became applicable in the
period did not impact the Group's accounting policies and did not require
retrospective adjustments.

 

3   JUDGEMENTS, ESTIMATES AND ASSUMPTIONS

 

The preparation of financial statements in conformity with adopted IFRSs
requires management to make judgements, estimates and assumptions that affect
the application of policies and reported amounts of assets and liabilities,
income and expenses. The estimates and associated assumptions are based on
historical experience and various other factors that are believed to be
reasonable under the circumstances, the results of which form the basis of
making the judgements about carrying values of assets and liabilities that are
not readily apparent from other sources. Actual results may differ from these
estimates.

 

In preparing these Condensed Consolidated Financial Statements, the
significant judgements made by management in applying the Group's accounting
policies and the key sources of estimation uncertainty were the same as those
that applied to the Consolidated Financial Statements of Forterra plc for the
year ended 31 December 2024.

 

4   ALTERNATIVE PERFORMANCE MEASURES

 

In order to provide the most transparent understanding of the Group's
performance, the Group uses alternative performance measures (APMs) which are
not defined or specified under IFRS and may not be comparable with similarly
titled measures used by other companies. The Group believes that its APMs
provide additional helpful information on how the trading performance of the
business is reported externally and assessed internally by management and the
Board.

 

Adjusted results for the Group have been presented before: i) exceptional
items and ii) adjusting items.

 

Profit related APMs

 

Management and the Board use several profit related APMs in assessing group
performance and profitability. Those being EBITDA, adjusted EBITDA, EBITDA
margin, adjusted EBITDA margin, adjusted operating profit (EBIT), adjusted
profit before tax, adjusted earnings per share and adjusted operating cash
flow. These are considered before the impact of exceptional and adjusting
items as outlined below.

 

(I) Exceptional items

 

The Group presents as exceptional items on the face of the Consolidated
Statement of Total Comprehensive Income, those material items of income and
expense, which, because of the nature and expected infrequency of the events
giving rise to them, merit separate presentation to allow shareholders to
understand better elements of financial performance in the period.

 

In the current period, management considers costs associated with the closure
of two non-core businesses within the Group to meet the definition of
exceptional. Exceptional items are further detailed in note 7.

 

(II) Adjusting items

 

Realised and unrealised movements in forward energy purchases

 

Adjusting items are disclosed separately in these Condensed Consolidated
Financial Statements where management believes it is necessary to show an
alternative measure of performance in presenting the financial results of the
Group. The term adjusted is not defined under IFRS and may not be comparable
with similarly titled measures used by other companies. In the current period,
management has presented the below as adjusting items:

 

•     the realised gain of £0.6m (2024: loss of £2.1m), recognised
within the Consolidated Statement of Total Comprehensive Income for the sale
of excess energy volumes in 2025, where committed volume exceeded actual
consumption by the Group;

and

•     the movement in fair value of forward energy contracts held where
committed future volume is expected by management to exceed total consumption
by the Group. For these contracts, the Group can no longer apply the own use
exemption under IFRS 9 and instead, within statutory reporting, recognises
these contracts as derivatives held at fair value on the balance sheet at 30
June 2025, in line with the accounting treatment previously applied at 31
December 2024. For the purposes of internal reporting to management and the
Board, the Group continues to measure these contracts as if the own use
exemption could still be applied, recognising energy purchased at the forward
contracted rate in the period of consumption. In order to allow users of the
accounts to review this more operationally aligned method of reporting, the
impact to the profit and loss of these fair value movements in the period to
30 June 2025, being a cost of £4.8m (2024: gain of £6.9m) within the
statutory results, has been presented as an adjusting item.

 

Accounting for carbon credits

 

Under the UK Emissions Trading Scheme, the Group receives an annual allocation
of free carbon credits, which are used to satisfy a portion of the Groups
carbon emissions liability as incurred over the compliance period, which falls
in line with the accounting period of the Group. These are recorded at nil
value within the Consolidated Financial Statements. As this allocation is less
than the total carbon compliance liability incurred by the Group over the
compliance period, additional carbon credits are purchased to satisfy the
shortfall.

 

The liability for the shortfall is measured, up to the level of credits
purchased, at the cost of the purchased credits. Where the liability to
surrender carbon credits exceeds the carbon allowances purchased, the
shortfall is measured at the prevailing market price and remeasured at the
reporting date.

 

The Group's free allocation of carbon credits is based on expected emissions
over the full compliance period, which is in line with the Group's financial
year. As such, management believes a more operationally aligned method for
measurement recognises these free allowances over the full financial year
using a weighted average basis, aligned proportionately with production which
drives carbon emissions, in line with management reporting. Accordingly, this
has been presented within the adjusted results for the period.

 

The results which are presented as statutory consider carbon credits as being
utilised on a first in, first out basis. Under this method, the Group's free
allocation of carbon credits is utilised before recognising any liability to
purchase further credits, which has the effect of weighting the cost of
compliance into the second half of the year rather than spreading the cost
more evenly across the full year. As at 30 June 2025, the impact of this
alternative performance measure is to reduce statutory profit before tax by
£1.5m (2024: £1.7m). This only affects the interim results and will have no
impact on the full year results for the Group.

 

Reconciliation of APMs to statutory results

 

EBITDA is calculated as operating profit before depreciation and amortisation.
EBITDA before exceptional items is further presented before the impact of
exceptional items.

 

For reporting purposes, 'adjusted results' are those presented before both
adjusting and exceptional items. A full  reconciliation from adjusted results
through to statutory results is shown as follows.

 

Although both EBITDA and adjusted EBITDA are APMs, EBITDA presented as below
under the statutory heading is calculated with reference to statutory results
without adjustment.

                                                       Six months ended        Year ended 31 December

                                                       30 June
                                                       2025            2024                  2024
                                                 Note  £m              £m
 Restructuring costs                                   (0.5)           (0.2)                 (0.2)
 Aborted corporate transaction                         -               (2.6)                 (2.7)
 Impairment of inventories                             (0.4)           -                     -
 Impairment of plant and equipment                     (2.3)           -                     -
 Impairment of right-of-use assets                     (0.8)           -                     -
 Total exceptional items                         7     (4.0)           (2.8)                 (2.9)

 Realised gain/(loss) on sale of surplus energy        0.6             (2.1)                 (1.5)
 Fair value movement on energy derivatives             (4.8)           6.9                   7.1
 Accounting for carbon credits                         1.5             1.7                   -
 Total adjusting items                                 (2.7)           6.5                   5.6

 

Group: Revenue, EBITDA, EBITDA margin, operating profit, profit before tax

 

 Six months ended 30 June 2025  Adjusted results  Exceptional items  Adjusting items  Statutory results
                                £m                £m                 £m               £m
 Revenue                        195.1             -                  -                195.1
 EBITDA                         29.9              (4.0)              (2.7)            23.2
 EBITDA margin                  15.3%                                                 11.9%
 Operating profit (EBIT)        20.0              (4.0)              (2.7)            13.3
 Profit before tax              16.6              (4.0)              (2.7)            9.9

 

 

 Six months ended 30 June 2024  Adjusted results  Exceptional items  Adjusting items  Statutory results
                                £m                £m                 £m               £m
 Revenue                        162.1             -                  -                162.1
 EBITDA                         24.3              (2.8)              6.5              28.0
 EBITDA margin                  15.0%                                                 17.3%
 Operating profit (EBIT)        14.0              (2.8)              6.5              17.7
 Profit before tax              9.1               (2.8)              6.5              12.8

 

 Twelve months ended 31 December 2024  Adjusted results  Exceptional items  Adjusting items  Statutory results
                                       £m                £m                 £m               £m
 Revenue                               344.3             -                  -                344.3
 EBITDA                                52.0              (2.9)              5.6              54.7
 EBITDA margin                         15.1%                                                 15.9%
 Operating profit (EBIT)               31.2              (2.9)              5.6              33.9
 Profit before tax                     22.1              (2.9)              5.6              24.8

 

Segmental: Revenue, EBITDA, EBITDA margin

Bricks & Blocks

 Six months ended 30 June 2025  Adjusted results  Exceptional items  Adjusting items  Statutory results
                                £m                £m                 £m               £m
 Revenue                        154.2             -                  -                154.2
 EBITDA                         27.5              (2.7)              (2.7)            22.1
 EBITDA margin                  17.8%                                                 14.3%

 

 Six months ended 30 June 2024  Adjusted results  Exceptional items  Adjusting items  Statutory results
                                £m                £m                 £m               £m
 Revenue                        130.2             -                  -                130.2
 EBITDA                         22.7              (0.1)              6.5              29.1
 EBITDA margin                  17.4%                                                 22.4%

 

 Twelve months ended 31 December 2024  Adjusted results  Exceptional items  Adjusting items  Statutory results
                                       £m                £m                 £m               £m
 Revenue                               276.7             -                  -                276.7
 EBITDA                                49.0              (0.1)              5.6              54.5
 EBITDA margin                         17.7%                                                 19.7%

 

 

Bespoke Products

 Six months ended 30 June 2025  Adjusted results  Exceptional items  Adjusting items  Statutory results
                                £m                £m                 £m               £m
 Revenue                        42.2              -                  -                42.2
 EBITDA                         2.4               (1.3)              -                1.1
 EBITDA margin                  5.7%                                                  2.6%

 

 Six months ended 30 June 2024  Adjusted results  Exceptional items  Adjusting items  Statutory results
                                £m                £m                 £m               £m
 Revenue                        33.7              -                  -                33.7
 EBITDA                         1.6               (0.1)              -                1.5
 EBITDA margin                  4.7%                                                  4.5%

 

 

 Twelve months ended 31 December 2024  Adjusted results  Exceptional items  Adjusting items  Statutory results
                                       £m                £m                 £m               £m
 Revenue                               71.5              -                  -                71.5
 EBITDA                                3.0               (0.1)              -                2.9
 EBITDA margin                         4.2%                                                  4.1%

 

Other APMs

 

Net debt before leases: Net debt before leases is presented as the total of
cash and cash equivalents and borrowings, inclusive of capitalised financing
costs and excluding lease liabilities reported at the balance sheet date.

 

5   SEASONALITY OF OPERATIONS

 

The Group is typically subject to seasonality consistent with the general
construction market, with stronger volumes witnessed across the spring and
summer months when conditions are more favourable. The accounting policy
adopted for the treatment of carbon credits also has a seasonal impact on the
business with a higher compliance cost recognised in the second half of the
year, as explained in note 4. Adjusted results have been presented as an
alternative performance measure to remove this variation.

 

6   SEGMENTAL REPORTING

 

Management has determined the operating segments based on the management
reports reviewed by the Executive Committee (comprising the executive team
responsible for the day-to-day running of the business) that are used to
assess both performance and strategic decisions. Management has identified
that the Executive Committee is the chief operating decision maker in
accordance with the requirements of IFRS 8 'Operating segments'.

 

The Executive Committee considers the business to be split into three
operating segments: Bricks, Blocks and Bespoke Products.

 

The principal activity of the operating segments are:

•     Bricks - Manufacture and sale of bricks to the construction sector

•     Blocks - Manufacture and sale of concrete blocks and permeable
block paving to the construction sector

•     Bespoke Products - Manufacture and sale of bespoke products to the
construction sector

 

The Executive Committee considers that, for reporting purposes, the operating
segments above can be aggregated into two reporting segments: Bricks and
Blocks and Bespoke Products. The aggregation of Bricks and Blocks is due to
these operating segments having similar long-term average margins, production
process, suppliers, customers and distribution methods.

 

The Bespoke Products range includes precast concrete, chimney and roofing
solutions, each of which are typically made-to-measure or customised to meet
the customer's specific needs. The precast concrete flooring products are
complemented by the Group's full design and nationwide installation services,
while certain other bespoke products, such as chimney flues, are complemented
by the Group's bespoke specification and design service.

 

Costs which are incurred on behalf of both segments are held at the centre and
these, together with general administrative expenses, are allocated to the
segments for reporting purposes using a split of 80% Bricks and Blocks and 20%
Bespoke Products. Management considers that this is an appropriate basis for
the allocation.

 

The revenue recognised in the condensed consolidated income statement is all
attributable to the principal activity of the manufacture and sale of bricks,
both dense and lightweight blocks, precast concrete, concrete paving and other
complimentary building products. Substantially all revenue recognised in the
Condensed Consolidated Financial Statements arose from contracts with external
customers within the UK.

 

 SEGMENTAL REVENUE AND RESULTS:  Six months ended 30 June 2025
                                 Bricks & Blocks              Bespoke Products          Total
                                 £m                           £m                        £m
 Segment revenue                 154.2                        42.2                      196.4
 Inter-segment eliminations                                                             (1.3)
 Revenue                                                                                195.1
 Adjusted EBITDA                 27.5                         2.4                       29.9
 Depreciation and amortisation   (9.1)                        (0.8)                     (9.9)
 Adjusted operating profit       18.4                         1.6                       20.0
 Allocated exceptional items     (2.7)                        (1.3)                     (4.0)
 Allocated adjusting items       (2.7)                        -                         (2.7)
 Operating profit                                                                       13.3
 Finance expense                                                                        (3.4)
 Profit before tax                                                                      9.9

 

 SEGMENTAL ASSETS:              As at 30 June 2025
                                Bricks & Blocks            Bespoke Products        Total
                                £m                         £m                      £m
 Intangible assets              6.8                        1.7                     8.5
 Property, plant and equipment  256.5                      7.0                     263.5
 Right-of-use assets            16.3                       0.9                     17.2
 Inventories                    73.4                       2.7                     76.1
 Segment assets                 353.0                      12.3                    365.3
 Unallocated assets                                                                80.4
 Total assets                                                                      445.7

 

Intangible assets, property, plant and equipment, right-of-use assets and
inventories are allocated to segments and considered when appraising segment
performance. Trade and other receivables, income tax assets, cash and cash
equivalents and derivative assets are centrally controlled and unallocated.

 

 OTHER SEGMENTAL INFORMATION:             Six months ended 30 June 2025
                                          Bricks & Blocks              Bespoke Products          Total
                                          £m                           £m                        £m
 Property, plant and equipment additions  7.9                          0.2                       8.1
 Right-of-use asset additions             0.4                          0.1                       0.5

 

 

 SEGMENTAL REVENUE AND RESULTS:  Six months ended 30 June 2024
                                 Bricks & Blocks              Bespoke Products          Total
                                 £m                           £m                        £m
 Segment revenue                 130.2                        33.7                      163.9
 Inter-segment eliminations                                                             (1.8)
 Revenue                                                                                162.1
 Adjusted EBITDA                 22.7                         1.6                       24.3
 Depreciation and amortisation   (9.4)                        (0.9)                     (10.3)
 Adjusted operating profit       13.3                         0.7                       14.0
 Allocated exceptional items     (0.1)                        (0.1)                     (0.2)
 Unallocated exceptional items   -                            -                         (2.6)
 Allocated adjusting items       6.5                          -                         6.5
 Operating profit                                                                       17.7
 Finance expense                                                                        (4.9)
 Profit before tax                                                                      12.8

 

 SEGMENTAL ASSETS:              As at 30 June 2024
                                Bricks & Blocks            Bespoke Products        Total
                                £m                         £m                      £m
 Intangible assets              10.1                       2.1                     12.2
 Property, plant and equipment  243.8                      8.7                     252.5
 Right-of-use assets            21.3                       1.1                     22.4
 Inventories                    93.7                       3.4                     97.1
 Segment assets                 368.9                      15.3                    384.2
 Unallocated assets                                                                71.0
 Total assets                                                                      455.2

 

Intangible assets, property, plant and equipment, right-of-use assets and
inventories are allocated to segments and considered when appraising segment
performance. Trade and other receivables, income tax assets, cash and cash
equivalents and derivative assets are centrally controlled and unallocated.

 

 OTHER SEGMENTAL INFORMATION:             Six months ended 30 June 2024
                                          Bricks & Blocks              Bespoke Products          Total
                                          £m                           £m                        £m
 Property, plant and equipment additions  9.6                          0.1                       9.7
 Right-of-use asset additions             1.5                          0.1                       1.6

 

 SEGMENTAL REVENUE AND RESULTS:  Year ended 31 December 2024
                                 Bricks & Blocks              Bespoke Products          Total
                                 £m                           £m                        £m
 Segment revenue                 276.7                        71.5                      348.2
 Inter-segment eliminations                                                             (3.9)
 Revenue                                                                                344.3
 Adjusted EBITDA                 49.0                         3.0                       52.0
 Depreciation and amortisation   (19.1)                       (1.7)                     (20.8)
 Adjusted operating profit       29.9                         1.3                       31.2
 Allocated exceptional items     (0.1)                        (0.1)                     (0.2)
 Unallocated exceptional items   -                            -                         (2.7)
 Allocated adjusting items       5.6                          -                         5.6
 Operating profit                                                                       33.9
 Finance expense                                                                        (9.1)
 Profit before tax                                                                      24.8

 

 SEGMENTAL ASSETS:              As at 31 December 2024
                                Bricks & Blocks             Bespoke Products         Total
                                £m                          £m                       £m
 Intangible assets              9.7                         1.9                      11.6
 Property, plant and equipment  255.4                       8.4                      263.8
 Right-of-use assets            19.4                        1.1                      20.5
 Inventories                    79.0                        3.0                      82.0
 Segment assets                 363.5                       14.4                     377.9
 Unallocated assets                                                                  64.5
 Total assets                                                                        442.4

 

Intangible assets, property, plant and equipment, right-of-use assets and
inventories are allocated to segments and considered when appraising segment
performance. Trade and other receivables, income tax assets, cash and cash
equivalents and derivative assets are centrally controlled and unallocated.

 

 OTHER SEGMENTAL INFORMATION:             Year ended 31 December 2024
                                          Bricks & Blocks              Bespoke Products          Total
                                          £m                           £m                        £m
 Property, plant and equipment additions  27.7                         0.2                       27.9
 Intangible asset additions               0.1                          -                         0.1
 Right-of-use asset additions             2.5                          0.2                       2.7

 

 

7   EXCEPTIONAL ITEMS

                                    Six months ended        Year ended

                                    30 June                 31 December
                                    2025            2024             2024
                                    £m              £m               £m
 Restructuring costs                (0.5)           (0.2)            (0.2)
 Aborted corporate transaction      -               (2.6)            (2.7)
 Impairment of inventories          (0.4)           -                -
 Impairment of plant and equipment  (2.3)           -                -
 Impairment of right-of-use assets  (0.8)           -                -
                                    (4.0)           (2.8)            (2.9)

 

Exceptional items 2025

 

On 22 July 2025, the Group commenced consultations on strategic proposals to
exit two non-core businesses, being Formpave block paving in Coleford,
Gloucestershire and the Bison Bespoke precast business in Somercotes,
Derbyshire. As a consequence of these proposed closures, asset values at these
sites are no longer supportable by value in use assessments. Instead, in
assessing the carrying value of assets at these sites, management have relied
on estimates of fair value less costs to sell.

 

Following these assessments, the Group has recognised impairments of £2.3m
(£1.0m at Formpave and £1.3m at Bison Bespoke precast) against certain items
of plant and machinery, along with £0.8m against the right-of-use land asset
at Formpave. In addition, inventory at Formpave has been impaired by £0.4m to
reflect management's assessment of realisable values, with a further provision
of £0.5m for restructuring costs relating to Formpave also recognised. These
will be reviewed ahead of the year end.

 

Further to the above, the Group expects to incur termination costs totalling
£1.7m associated with these closures; expected to be incurred and disclosed
as an exceptional item within the full year accounts for the period ended 31
December 2025.

 

Exceptional items 2024

During the period to 30 June 2024, the Group incurred exceptional expenses of
£2.8m, of which £0.2m related to restructuring costs and £2.6m related to
professional fees associated with an aborted corporate transaction.

 

 

8   FINANCE EXPENSE

                                              Six months ended        Year ended

                                              30 June                 31 December
                                              2025            2024             2024
                                              £m              £m               £m
 Interest payable on loans and borrowings     2.5             3.9              7.4
 Interest payable on lease liabilities        0.5             0.5              1.0
 Other finance expense                        -               0.2              0.1
 Amortisation of capitalised financing costs  0.4             0.3              0.6
                                              3.4             4.9              9.1

 

Interest payable on loans and borrowings is presented net of borrowings costs
which have been capitalised against qualifying assets. In the period to 30
June 2025 £1.4m (2024: £0.9m) of interest was capitalised against qualifying
assets, at an average capitalisation rate of 6.0% (2024: 6.4%).

 

 

9   TAXATION

 

The Group recorded a tax charge of £2.7m (2024: charge of £3.8m) on a
pre-tax profit of £9.9m (2024: £12.8m) for the six months ended 30 June
2025. This results in a statutory effective tax rate (ETR) of 26.7% (2024:
29.6%).

                                           Six months ended                                                                            Year ended

                                           30 June                                                                                     31 December
                                           2025                                            2024                                        2024
                                           £m                                              £m                                          £m
 Profit before taxation                                     9.9                                           12.8                                        24.8
 Expected tax charge                                        2.5                                             3.2                                         6.2
 Expenses not deductible for tax purposes                   0.2                                             0.6                                         1.1
 Effect of prior period adjustments                           -                                               -                                           -
 Income tax expense                                         2.7                                             3.8                                         7.3

 

The UK main rate of corporation tax is 25.0%. The expected tax charge is
calculated using the statutory tax rate of 25.0% (2024: 25.0%) for current
tax. Deferred tax is calculated at 25.0% being the rate at which the provision
is expected to reverse.

 

10   EARNINGS PER SHARE

 

Basic earnings per share (EPS) is calculated by dividing the profit for the
period attributable to shareholders of the parent entity by the weighted
average number of Ordinary shares outstanding during the period.

 

For diluted earnings per share, the weighted average number of Ordinary shares
in issue is adjusted to assume conversion of all dilutive potential Ordinary
shares. The Group has four types of dilutive potential Ordinary shares: those
share options granted to employees under the Sharesave scheme; unvested
shares granted under the Deferred Annual Bonus Plan; unvested shares granted
under the Share Incentive Plan; and unvested shares within the Performance
Share Plan that have met the relevant performance conditions at the end of the
reporting period. If, for any of the above schemes, the average share price
for the year is lower than the option price, these shares become
anti-dilutive and are excluded from the calculation.

                                                          Six months ended        Year ended 31 December

                                                          30 June
                                                          2025            2024                  2024
                                                          £m              £m                    £m
 Operating profit for the period                          13.3            17.7                  33.9
 Finance expense                                          (3.4)           (4.9)                 (9.1)
 Profit before taxation                                   9.9             12.8                  24.8
 Income tax expense                                       (2.7)           (3.8)                 (7.3)
 Profit for the period                                    7.2             9.0                   17.5

 Weighted average number of shares (millions)             211.0           210.1                 210.6
 Effect of share incentive awards and options (millions)  1.2             0.4                   0.7
 Diluted weighted average number of shares (millions)     212.2           210.5                 211.3

 Earnings per share:                                      Pence           Pence                 Pence
 Basic (in pence)                                         3.4             4.3                   8.3
 Diluted (in pence)                                       3.4             4.3                   8.3
 Adjusted basic earnings per share (in pence)             5.8             3.2                   7.6

 

Adjusted earnings per share (EPS) is presented as an alternative performance
measure and is calculated by excluding exceptional costs of £4.0m (HY 2024:
£2.8m, FY 2024: £2.9m) (note 7) and adjusting items representing a cost of
£2.7m (HY 2024: gain of £6.5m, FY 2024: gain of £5.6m) (note 4). A
reconciliation of adjusted to statutory results is included within note 4 to
these Condensed Consolidated Financial Statements.

 

11   DIVIDENDS

 

A dividend of 2.0 pence per share that relates to the period ending 31
December 2024 was paid on 4 July 2025, making a total distribution of 3.0
pence per share for 2024.

 

An interim dividend of 1.9 pence per share (2024: 1.0 pence per share) has
been declared by the Board and will be paid on 10 October 2025 to shareholders
on the register as at 19 September 2025. This interim dividend has not been
recognised as a liability as at 30 June 2025. It will be recognised in
shareholders equity in the Consolidated Financial Statements for the year
ended 31 December 2025.

 

12   LOANS AND BORROWINGS

                                    As at 30 June        As at

                                                         31 December
                                    2025          2024            2024
                                    £m            £m              £m
 Current loans and borrowings:
 Interest                           0.2           0.5             0.7

 Non-current loans and borrowings:
 Capitalised financing costs        (0.8)         (0.9)           (0.6)
 Revolving credit facility          85.0          113.0           100.0
                                    84.4          112.6           100.1

 

The Group operates under a Revolving Credit Facility of £170m which is in
place until June 2028, following the successful exercise of a 17-month
extension option during the period. The interest rate under this facility is
calculated using SONIA plus a margin, with the margin grid ranging from 1.65%
at a leverage of less than 0.5 times to 2.5% where leverage exceeds 2.5 times.
An option to extend the termination date by 17 months from January 2027 to
June 2028, was exercised by the Group during the option extension period. The
extension was agreed and approved by all lenders on 17 April 2025, with
arrangement fees of £0.5m paid in respect of the extension.

 

The facility is subject to covenant restrictions of net debt/EBITDA (as
measured before leases) of less than three times and interest cover of greater
than four times. These covenants, which are tested semi-annually, returned to
normal levels from June 2025 following the expiry of the temporary covenant
relaxations agreed in early 2024. The Group also benefits from an uncommitted
overdraft facility of £10m. The business has traded within these covenants
during the period and expects to continue to do so.

 

The facility is secured by fixed charges over the shares of Forterra Building
Products Limited and Forterra Holdings Limited.

 

13   NOTES TO THE STATEMENT OF CASH FLOW

                                                               As at 30 June     Year ended

                                                                                 31 December
                                                               2025     2024     2024
                                                               £m       £m       £m
 Cash flows from operating activities
 Profit before tax                                             9.9      12.8     24.8
 Finance expense                                               3.4      4.9      9.1
 Adjusting items                                               2.7      (6.5)    (5.6)
 Exceptional items                                             4.0      2.8      2.9
 Operating profit before adjusted items                        20.0     14.0     31.2
 Adjustments for:
 Depreciation and amortisation                                 9.9      10.3     20.8
 Loss on disposal of property, plant and equipment and leases  -        0.1      -
 Movement in provisions                                        (1.4)    (6.5)    (5.6)
 Settlement of carbon credits                                  2.6      6.0      6.0
 Share-based payments                                          1.1      0.6      1.0
 Other non-cash items                                          (1.1)    (1.6)    (1.9)
 Changes in working capital:
 Inventories                                                   5.5      (1.3)    13.8
 Trade and other receivables                                   (21.5)   (20.2)   (8.0)
 Trade and other payables                                      14.9     11.9     2.8
 Adjusted cash generated from operations                       30.0     13.3     60.1
 Cash flows relating to operating exceptional items            -        (6.3)    (6.5)
 Cash flows relating to operating adjusting items              1.0      (2.1)    (1.8)
 Cash generated from operations                                31.0     4.9      51.8

 

 

14   NET DEBT

                                          As at 30 June                     As at

                                                                            31 December
                            2025                            2024                     2024
                            £m                              £m                       £m
 Cash and cash equivalents  15.0                            11.4                     15.2
 Loans and borrowings       (84.4)                          (112.6)                  (100.1)
 Lease liabilities          (18.5)                          (22.6)                   (20.9)
 Net debt                   (87.9)                          (123.8)                  (105.8)

 

 

RECONCILIATION OF NET DEBT

                                                         As at 30 June            Year ended

                                                                                  31 December
                                                         2025            2024              2024
                                                         £m              £m                £m
 Adjusted operating cash flow                            30.0            13.3              60.1
 Payments received/(made) in respect of adjusting items  1.0             (2.1)             (1.8)
 Payments made in respect of exceptional items           -               (6.3)             (6.5)
 Operating cash flow                                     31.0            4.9               51.8
 Interest paid                                           (4.8)           (5.2)             (10.0)
 Tax (paid)/credit                                       (0.6)           0.4               0.4
 Net cash outflow from investing activities              (7.3)           (9.5)             (25.6)
 Dividends paid                                          -               -                 (6.3)
 Proceeds from sale of shares by Employee Benefit Trust  -               5.1               5.1
 New lease liabilities                                   (0.5)           (1.6)             (2.7)
 Other movements                                         0.1             (0.5)             (1.1)
 Decrease/(increase) in net debt                         17.9            (6.4)             11.6
 Net debt at the start of the period                     (105.8)         (117.4)           (117.4)
 Net debt at the end of the period                       (87.9)          (123.8)           (105.8)

 

Capital expenditure commitments for which no provision has been made were
£6.2m as at 30 June 2025 (30 June 2024: £16.8m).

 

 

15   FINANCIAL INSTRUMENTS

 

Forward purchased energy contracts

The substantial energy requirements of the Group are closely managed to ensure
that the impact of fluctuating energy costs can be removed as far as possible;
allowing management to have some certainty over likely energy costs and
providing a reasonable basis on which to budget. Contracts with energy
suppliers are entered into allowing prices to be fixed, by month, for volumes
the Group expects to use. Under normal circumstances, the Group takes delivery
of and consumes, all of the gas and electricity under each contract, and in
doing so satisfies the requirements under IFRS 9 to follow the own use
exemption in accounting for these. As such, the costs associated with the
purchase of gas and electricity are accounted for in the Consolidated
Statement of Total Comprehensive Income at the point of consumption, and
contracts are not held at fair value.

The decline in market conditions during 2023, and subsequent reductions made
to production across the Group, resulted in open forward contracts for some
periods where the committed volume of gas exceeded budgeted total consumption.
In these instances, the quantities which were been 'over purchased', have and
will continue to be, sold back to the market, crystallising a realised gain or
loss. As was the case at 31 December 2024, any open contracts where
management expects to sell surplus gas back to the market fail the own use
exemption, and in accordance with IFRS 9, are accounted for as derivatives.

 

As at 30 June 2025, the Group has recognised a current asset of £3.0m (2024:
£4.0m), with the non-current asset reduced to £nil (2024: £3.7m) in
relation to these contracts. These values are calculated with reference to all
forward purchased contracts within which a sale back to the market is expected
to occur, and reflect not only the portion of such contracts expected to be
sold, but also the fair value of the remaining quantity which is expected to
be consumed by the Group in the normal course of business. Fair value is based
on future energy price forecasts and third-party experts, and modelled against
contracted volume. These instruments are measured using Level 2 valuation
techniques subsequent to initial recognition.

 

For the purposes of internal reporting to management and the Board, the Group
continues to measure these contracts as if the own use exemption could still
be applied, recognising energy costs at the contracted rate in the period of

consumption. In order to allow users of the accounts to review this
operationally aligned reporting, the movement due to the fair value treatment
of energy derivatives since 31 December 2024, being a cost of £4.8m in the
statutory accounts, has been presented as adjusting items in these Condensed
Consolidated Financial Statements for the period ended 30 June 2025 (the term
adjusted is not defined under IFRS and may not be comparable with similarly
titled measures used by other companies).

 

The Group has not historically, and has no future plans to intentionally
purchase gas or electricity to sell and these current circumstances are solely
the result of market conditions.

 

16   SHARE-BASED PAYMENTS

 

On 19 March 2025, 1,965,064 share awards were granted under the Performance
Share Plan (PSP) to the Executive Directors, other members of the Executive
Committee and designated senior management which vest three years after the
date of grant at an exercise price of 1 pence per share. The total number of
shares vesting is dependent upon both service conditions being met and the
performance of the Group over the three-year period. Performance is subject to
both TSR and EPS conditions, each weighted 40%, with the remaining 20%
determined by sustainability-based targets of decarbonisation and a reduction
in the use of plastic packaging.

 

In addition, on 19 March 2025 an award of 99,619 was granted to the Executive
Directors under the Group Deferred Annual Bonus Plan. These awards represent
the deferral into ordinary shares of part of the Executive Directors' 2024
bonus entitlements under the rules of the Scheme and will vest after three
years subject to service conditions.

 

17   RELATED PARTY TRANSACTIONS

 

The Group has had no transactions with related parties in the period ended 30
June 2025, 31 December 2024 and 30 June 2024.

 

18   POST BALANCE SHEET EVENTS

On 22 July 2025, the Group commenced consultations on strategic proposals to
exit two non-core businesses, being Formpave block paving in Coleford,
Gloucestershire and the Bison Bespoke precast business in Somercotes,
Derbyshire. Non-cash impairments of £3.5m and restructuring costs of £0.5m
have been recognised in relation to this, further detail for which is included
within note 7 to these Condensed Consolidated Financial Statements.

 

In addition to the above, the Group expect to incur termination costs
totalling £1.7m associated with the closures. These costs are expected to be
incurred and disclosed as exceptional items within the full year accounts for
the period ended 31 December 2025.

 

 

PRINCIPAL RISKS AND UNCERTAINITIES

 

Overview

 

Effective risk management is critical to successfully meeting our strategic
objectives and delivering long-term value to our shareholders. Instilling a
risk management culture at the core of everything we do is a key priority. Our
risk management policy, strategy, processes, reporting measures, internal
reporting lines and responsibilities are well established.

 

We continue to monitor developments in the macroeconomic environment due to
its impact on our end markets and the core demand for our products, alongside
numerous other rapidly evolving business risks; implementing mitigating
controls and actions as appropriate. Details of our principal key risks are
shown further in the table below.

 

Our risk management objectives remain to:

•           embed risk management into our management culture
and cascade this down through the business;

•           develop plans and make decisions that are supported
by an understanding of risk and opportunity; and

•           anticipate change and respond appropriately.

 

The Board's Audit and Risk Committee continue to provide oversight and
governance over the most significant risks the business faces in the short,
medium and long-term.

 

Sustainability

 

Sustainability continues to be a core focus within our business with the
increasing need to make Forterra more resilient against the potential effects
of climate change, and evolving sustainability driven risks are highlighted
within the extensive disclosure in our most recent annual report. These
reflect both the impact of our operations on the environment but also the
challenging targets we have set to reduce this, targeting Net Zero by 2050 in
line with the Race to Zero.

 

The Board is committed to compliance with the requirements of the Task Force
on Climate Related Financial Disclosure (TCFD) and comprehensive disclosure on
both short and long-term climate risks are included in our previously
published Sustainability Report. The Board's Sustainability Committee has
provided oversight and governance over all matters sustainability and climate,
including the risks and opportunities this presents over the short, medium and
long-term.

 

Key risks

 

Key risks are determined by applying a standard methodology to all risks,
considering the potential impact and likelihood of a risk event occurring
before then, considering the mitigating actions in place, their effectiveness,
their potential to be breached and the severity and likelihood of the risk
that remains. This is a robust but straightforward system for identifying,
assessing and managing key risks.

 

Management of key risks is an ongoing process. Many of the key risks that are
identified and monitored evolve and new risks regularly emerge.

 

The foundations of the internal control system are the first line controls in
place across all our operations. This first line of control is evidenced
through monthly Responsible Manager self-assessments and review controls are
scheduled to recur frequently and regularly. Policies, procedures and
frameworks in areas such as health and safety, compliance, quality, IT, risk
management and security represent the second line of controls and internal
audit activities represent the third.

 

Management continue to monitor risk closely and put procedures in place to
mitigate risks promptly wherever possible. Where the risks cannot be
mitigated, Management focus on monitoring the risks and ensuring the Group
maximises its resilience to the risks, should they fully emerge.

 

Risk appetite

 

The Group's risk appetite reflects that effective risk management requires
risk and reward to be suitably balanced. Exposure to health and safety,
financial and compliance risks are mitigated as far as is reasonably
practicable.

 

The Group is however prepared to take certain strategic, commercial and
operational risks in pursuit of its objectives; where these risks and the
potential benefits have been fully understood and reasonable mitigating
actions have been taken.

 

RISK MANAGEMENT AND KEY RISKS

 1. HEALTH, SAFETY AND WELLBEING (HS&W)
 Principal risk and why                                                           Key mitigation, change and sponsor                                               Change from Dec 24  Rationale for rating

it is relevant
 We continue to work to ensure the safety of employees exposed to risks such      Safety remains our number one priority. We target an accident-free environment   Gross change        Safety first is embedded in all decision-making and is never compromised.
 as the operation of heavy machinery, moving parts, noise, dusts and chemicals.   and have robust policies in place covering expected levels of performance,

                                                                                  responsibilities, communications, controls, reporting, monitoring and review.    No change           Reducing accidents and ill-health is critical to strategic success.

                                                                                  Having successfully implemented a programme of visible felt leadership, 2025
                                                                                  sees the commencement of the next stage of our health and safety strategy,

                                                                                  covering phases 2025-2027 and 2028-2030. This is linked to our manufacturing     Net change
                                                                                  excellence programme and redefined values, focusing on behavioural safety

                                                                                  titled 'From base to brilliant'. Starting at the 'base', where we 'do the        No change
                                                                                  right thing' and moving to taking responsibility through a dependent health
                                                                                  and safety culture where colleagues actively look after their own health and
                                                                                  safety, through to the 'brilliant' where colleagues will actively look after
                                                                                  their own and others health, safety and wellbeing. We continue to promote our
                                                                                  Golden Rules as part of this process and drive our safety engagement aligned
                                                                                  with our new company values. This strategy will continue to ensure our
                                                                                  compliance to core HS&W legislation, whilst continuing to move the focus
                                                                                  towards positive culture and behaviours.

 2. SUSTAINABILITY / CLIMATE CHANGE
 Principal risk and why                                                           Key mitigation, change and sponsor                                               Change from Dec 24  Rationale for rating

it is relevant
 We recognise the importance of sustainability and climate change and both the    We recognise the positive impact that our products have on the built             Gross change        Focus from all stakeholders has been maintained in 2025 and sustainability
 positive and negative impacts our products and processes have on the             environment across their lifespan and are keen for the durability, longevity
                   remains a high priority for management in the short, medium and long-term.
 environment.                                                                     and lower lifecycle carbon footprint of our products to be championed and        No change

                                                                                  better understood. Short-term transitional sustainability risks include

                                                                                  increasing regulatory burden or cost, an inability to adapt our business

                                                                                  model to keep pace with new regulation or customer preferences changing more

                                                                                  quickly than anticipated or too quickly for our research and development         Net change

                                                                                  (R&D) to keep pace. Several longer-term physical risks could have a

                                                                                  material impact on the business. These risks include more severe weather         No change

                                                                                  impacts, such as flooding, and potentially changes to the design of buildings
                                                                                  in order to adapt to different climatic conditions.

                                                                                  A comprehensive Sustainability Report was published in March 2025 and is

                                                                                  available via our website, providing detailed disclosure of the
                                                                                  sustainability-related risks faced by our business.

                                                                                  Our desire to reduce our impact upon the environment sits hand-in-hand with

                                                                                  maximising the financial performance of our business; by investing
                                                                                  in modernising our production facilities not only do we reduce energy

                                                                                  consumption and our CO(2) emissions, but we also benefit financially from
                                                                                  reducing the amount of energy and carbon credits we need to purchase.

                                                                                  Recent market conditions have caused a number of shorter-term sustainability

                                                                                  challenges, with operational inefficiencies resulting from reduced production
                                                                                  requirements. Whilst this has reduced absolute emissions it has negatively

                                                                                  impacted emissions intensity and offset some of the positive decarbonisation
                                                                                  initiatives that have been implemented.

                                                                                  All sustainability risks are governed by the Board's Sustainability
                                                                                  Committee.

 

 

 3. ECONOMIC CONDITIONS
 Principal risk and why                                                           Key mitigation, change and sponsor                                               Change from Dec 24  Rationale for rating

it is relevant
 Demand for our products is closely correlated with residential and commercial    Understanding business performance in real-time, through our customer order      Gross change        Weaker macroeconomic conditions in recent years have caused demand for our
 construction activity.                                                           book, strong relationships across the building sector, and a range of internal
                   products to fall. We have seen improved demand across our product range in the

                                                                                and external leading indicators, help to inform management and ensure that the   No change           first half, although the UK economy remains in a fragile state and as such
 Changes in the wider macroeconomic environment can have significant impact in    business has time to respond to changing market conditions.
                   this risk remains unchanged at June 2025.
 this respect and we monitor these closely as a result.

                                                                                The UK housing market has historically demonstrated its cyclicality, with the

                                                                                  most recent downturn driven primarily by Government economic policy and

                                                                                domestic drivers; impacting demand for housing in the short-term. 2025 has

                                                                                  however seen early signs of recovery, and we recognise that ultimately there     Net change

                                                                                remains a shortage of housing in the UK, financing is accessible (with rates

                                                                                  slowly improving) and the population continues to grow and as such we remain     No change

                                                                                confident in market recovery and the subsequent medium to long-term outlook.
                                                                                  The trajectory of the recovery however is not only dependent on domestic

                                                                                factors with global factors as well as wider geopolitical issues adding
                                                                                  uncertainty, something we remain watchful of in 2025.

                                                                                  In a weaker demand environment we have displayed our ability to flex output

                                                                                and slow production, ensuring that production is matched to sales in the
                                                                                  period. This has been effective in the past and we believe the changes made to

                                                                                our operational footprint in recent periods leave us well positioned to take
                                                                                  advantage of attractive market fundamentals in the medium to long-term.

 

 4. GOVERNMENT ACTION AND POLICY
 Principal risk and why                                                        Key mitigation, change and sponsor                                               Change from Dec 24  Rationale for rating

it is relevant
 The general level and type of residential and other construction activity is  We participate in trade associations, attend industry events and track policy    Gross change        Recent investment in capacity and range has been made despite the
 partly dependent on the UK Government's housebuilding policy, investment in   changes which could potentially impact housebuilding and the construction
                   uncertainty presented by changes in Government policy.
 public housing and availability of finance. Changes in Government support     sector. Such policy changes can be very broad, covering macroeconomic policy     No change

 towards housebuilding would lead to a reduction in demand for our products.   and including taxation, interest rates, mortgage availability and incentives
                   Whilst the Labour Government in the UK have given renewed focus and
 Changes to Government policy or planning regulations could therefore          aimed at stimulating the housing market. Through our participation in these                          prioritisation to housebuilding, we remain watchful in the short
 adversely affect group performance.                                           trade and industry associations we ensure our views are communicated to
                   to medium-term as the substance of these supportive policies are developed
                                                                               Government and our Executive team often meet with both ministers and MPs.        Net change          and implemented.

                                                                               Where identified, we factor any emerging issues into models of anticipated       No change
                                                                               future demand to guide strategic decision-making. The need for more quality

                                                                               housing has featured significantly within the political narrative since the
                                                                               Labour Government and it is clear that the aim is to incentivise construction
                                                                               of new homes, even if different political ideologies may demand different
                                                                               models of home ownership.

                                                                               Changes in monetary policy and the rapid associated increase to interest rates
                                                                               has had a significant impact on mortgage affordability. We therefore consider
                                                                               a lack of broader support in the longer-term unlikely should it risk a
                                                                               reduction in the supply of new high-quality homes where a significant
                                                                               shortfall still exists. Government policy around planning reform, an area of
                                                                               policy that the Labour Government has been particularly vocal around, also has
                                                                               the potential to influence demand for our products and we remain watchful as
                                                                               to any further potential changes in this area and their impact on the
                                                                               construction of new homes.

 

 5. RESIDENTIAL SECTOR ACTIVITY LEVELS
 Principal risk and why                                                         Key mitigation, change and sponsor                                               Change from Dec 24  Rationale for rating

it is relevant
 Residential development (both new build and repair, maintenance and            Government action and policy as laid out above continues to be a key             Gross change        Serving the residential construction market lies at the heart of our strategy.
 improvement) contributes the majority of Group revenue. The dependence of      determinant of demand for housing. We closely follow the demand we are seeing
                   Whilst we will seek opportunities to broaden our offering, we continue to see
 Group revenues on this sector means that any change in activity levels         from our key markets, along with market forecasts, end-user sentiment,           Reduced             residential markets as core.
 in this will affect profitability and in the longer-term, strategic growth     mortgage affordability and credit availability in order to identify and

 plans.                                                                         respond to opportunities and risk. Group strategy focuses upon our strength in                       Early positive signs that recent cyclical lows in the housebuilding sector
                                                                                this sector whilst also continuing to strengthen our commercial offer.
                   have started to ease lead us to reduce this risk at June 2025.

                                                                                Net change
                                                                                The impact of higher interest rates and the wider macroeconomy on this sector

                                                                                has a notable impact on demand levels in recent years however the first half     Reduced
                                                                                of 2025 has seen improvement from this perspective, with borrowing costs

                                                                                slowly falling and associated cautious positivity coming from the major
                                                                                housebuilders.

                                                                                The investment in the redevelopment of the Wilnecote brick factory, which will
                                                                                supply the commercial and specification market, will provide a degree of
                                                                                diversification away from residential construction, further insulating the
                                                                                Group from the impact of future demand cycles.

 

 

 

 6. INVENTORY MANAGEMENT
 Principal risk and why                                                         Key mitigation, change and sponsor                                              Change from Dec 24  Rationale for rating

it is relevant
 Ensuring sufficient inventories of our products is critical to meeting our     After a long period of historically low stock levels, a softening in demand in  Gross change        Managing capacity sufficiently to prevent tying up excessive amounts of
 customers' needs, though this should not be at the expense of excessive cash   the last two years has allowed these stocks to be replenished. Strong
                   working capital in stock, but ensuring that customer demand can continue to
 tied up in working capital.                                                    customer relationships and some degree of product range substitution have       No change           be met are crucial to our success. It is important we do not build excess

                                                                              historically mitigated the risk of inventory levels being too low, and now
                   inventory in periods of softened demand and as such in recent periods have
 Whilst the ability to serve our customers is key, where excessive inventory    that levels have grown these relationships remain key, ensuring that                                taken management actions to reduce production and realise fixed cost savings.
 starts to be built, management must ensure that production is aligned to       visibility of our customers' needs and demand levels can accurately be
                   Having successfully matched production to sales in 2024 and with markets
 forecast demand. Cash tied to surplus working capital increases financing      matched to our production levels.                                               Net change          showing signs of positivity in 2025, this risk remains unchanged.
 costs and could ultimately impact the Group's liquidity, restricting the

 amount of cash available for other purposes.                                   As we start to see demand return it is crucial to effectively manage working    No change
                                                                                capital levels, ensuring sufficient inventory levels are held to support the

                                                                                requirements of our customers whilst ensuring excessive cash is not tied up
                                                                                in inventory.

 

 7. CUSTOMER RELATIONSHIPS AND REPUTATION
 Principal risk and why                                                         Key mitigation, change and sponsor                                              Change from Dec 24  Rationale for rating

it is relevant
 Significant revenues are generated from sales to a number of key customers.    One of our strategic priorities is to be the supply chain partner of choice     Gross change        Customer focus is a key priority for all employees. Having increased across
 Where a customer relationship deteriorates, there is a risk to revenue and     for our customers. By delivering excellent customer service, enhancing our
                   recent periods of strong demand, in a softening market this risk remains
 cash flow.                                                                     brands and offering the right products, we seek to develop our longstanding     No change           equally heightened.
                                                                                relationships with our customers. Regular and frequent review meetings focus

                                                                                on our effectiveness in this area.

                                                                                In a softer demand environment, an inability to maintain these relationships    Net change
                                                                                could manifest itself in loss of market share, and if not managed correctly,

                                                                                be detrimental in the longer-term in periods of stronger demand. To mitigate    No change
                                                                                these risks we remain in constant communication with our customers, ensuring

                                                                                they are well informed of the challenges faced by our business. We remain
                                                                                particularly conscious of potential impacts on our customer service and
                                                                                selling prices as we aim to retain our margins in a time where our customers
                                                                                are also facing challenging conditions.

 

 8. ATTRACTING, RETAINING AND DEVELOPING EMPLOYEES
 Principal risk and why                                                   Key mitigation, change and sponsor                                               Change from Dec 24  Rationale for rating

it is relevant
 We recognise that our greatest asset is our workforce and a failure to   We understand where key person dependencies and skills gaps exist and continue   Gross change        Our people have always been pivotal to our business and we must remain
 attract, retain and develop talent will be detrimental to group          to develop succession, talent acquisition and retention plans. We continue to
                   vigilant as to the risk associated with ensuring we attract, retain and

                                                                        focus on safe working practices, employee support and strong                     No change           develop our employees.
 performance.                                                             communication/employee engagement.

                                                                          Challenges associated with labour availability remain across the business in

                                                                          key skilled areas and it is crucial that this continues to be addressed to       Net change
                                                                          ensure the ongoing success of the Group which is dependent on our people.

                                                                                                                                                           No change

 

 9. INNOVATION
 Principal risk and why                                                        Key mitigation, change and sponsor                                               Change from Dec 24  Rationale for rating

it is relevant
 Failure to respond to market developments could lead to a fall in demand      Strong relationships with customers as well as independently administered        Gross change        The Group is willing to invest in order to grow where the right opportunities
 for the products that we manufacture. This in turn could cause revenue and    customer surveys ensure that we understand current and future demand.
                   present themselves. We have invested in the appropriate skills so that
 margins to suffer.                                                            Close ties between the Strategy, Operations and Commercial functions ensure      No change           opportunities can be identified and progressed, and we are committed
                                                                               that the Group focuses on the right areas of research and development
                   to deploying R&D to reduce the environmental footprint of our
                                                                               (R&D).                                                                                               operations.

                                                                               Providing innovative products for both our core markets to 'strengthen the       Net change
                                                                               core' and the wider construction market, 'beyond the core', is of increased

                                                                               importance following a period of weaker demand, and we strive to ensure that     No change
                                                                               we are in a position to do so.

                                                                               New product development and related initiatives are therefore ongoing and we
                                                                               continue to commit to further investment in R&D with clear links between
                                                                               investment in R&D and the work undertaken in relation to sustainability.

 

 10. IT INFRASTRUCTURE AND SYSTEMS

 Principal risk and why                                                    Key mitigation, change and sponsor                                              Change from Dec 24  Rationale for rating

it is relevant
 Disruption or interruption to IT systems could have a material adverse    In our time as a listed entity we have continued to invest in, consolidate      Gross change        The downsides to IT risks significantly outweigh any upside and our risk
 impact on performance and position.                                       and modernise our IT systems, maintaining ISO 27001 Information Security
                   appetite reflects this.
                                                                           accreditation. This investment has ensured our ability to maintain the level    No change

                                                                           of customer service that our customers expect.
                   Our assessment of the risk in this area remains unchanged.

                                                                           We continue to increase our resilience in this area, ensuring that our people

                                                                           understand their role in any attempt to compromise our cyber security, and      Net change
                                                                           regular training and tests are carried out as such.

                                                                               No change

 

 11. BUSINESS CONTINUITY
 Principal risk and why                                                           Key mitigation, change and sponsor                                              Change from Dec 24  Rationale for rating

it is relevant
 Group performance is dependent on key centralised functions operating            Plans are in place to allow key centralised functions to continue to operate    Gross change        The potential for significant disruption dictates the low appetite for risk in
 continuously and manufacturing functions operating uninterrupted. Should we      in the event of business interruption and remote working capabilities have
                   this area, a risk that at June 2025, remains unchanged.
 experience significant disruption, there is a risk that products cannot          been maintained and continually strengthened in recent years, ensuring the      No change
 be delivered to customers to meet demand and all financial KPIs may suffer.      business is able to continue operating with minimal disruption.

                                                                                  Where a scenario without a pre-envisaged plan is faced, our business

                                                                                  continuity policy allows managers to apply clear principles to develop plans    Net change
                                                                                  quickly in response to emerging events.

                                                                               No change
                                                                                  We consider climate-related risks when developing business continuity plans
                                                                                  and have learnt lessons from weather-related events in recent years which
                                                                                  inform these plans. Loss of one of our operating facilities through fire or
                                                                                  other catastrophe would impact upon production and our ability to meet
                                                                                  customer demand. Working with our insurers and risk advisors, we undertake
                                                                                  regular factory risk assessments, addressing recommendations as appropriate.
                                                                                  We accept it is not possible to mitigate all the risks we face in this area
                                                                                  and as such we have a comprehensive package of insurance cover including both
                                                                                  property damage and business interruption policies.

 

 12. PROJECT DELIVERY

 Principal risk and why                                                      Key mitigation, change and sponsor                                              Change from Dec 24  Rationale for rating

it is relevant
 We are coming to the end of an extensive programme of capital investment    Despite the virtually complete Desford project, our vigilance in managing       Gross change        Management and the Board are closely monitoring the ongoing expansion
 within our business which sees a number of large projects add production    project delivery across the business has not diminished and the focus of this
                   projects at Wilnecote and Accrington.
 capacity.                                                                   risk has in turn shifted to ongoing projects at both Wilnecote and              Reduced

                                                                           Accrington.
                   We acknowledge that progress made at both Wilnecote and Accrington across H1
 Ensuring these projects are delivered and commissioned as intended is
                                                                                                   has reduced the inherent risk in this area and the rating at June 2025 has
 essential to the future success of the business.                            Management closely monitor all current strategic projects for potential
                   been reduced to reflect this. We do however continue to recognise the
                                                                             challenges, cost over-runs and delays, and act promptly to ensure that risks    Net change          strategic imperative of both projects to the future success of the Group.
                                                                             are mitigated. Recommissioning of the new Wilnecote factory is ongoing with

                                                                             the kiln successfully now lit. Challenges faced by the Group's suppliers and    Reduced
                                                                             connected to wider global economic and supply chain challenges impacted the

                                                                             project timetable, though despite this, Wilnecote (as with Desford
                                                                             previously) has been procured under a fixed price supply contract ensuring
                                                                             that the price we paid was certain at the outset. Given the unusually
                                                                             high levels of inflation and supply chain challenges in recent years,
                                                                             the Group has benefited significantly from these contract terms.

                                                                             Management recognise the additional risks posed by running concurrent major
                                                                             projects, and to mitigate, separate project management structures are in
                                                                             place for each respective project and where common suppliers are involved,
                                                                             procedures are in place to ensure they retain sufficient capacity to deliver
                                                                             on both projects without significant risk.

 

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