Final Results

FW Thorpe

01/10/2026 07:00

RNS Number : 0855X
  
Thorpe(F.W.) PLC
  
01 October 2026
  
 







Results


for the year ended 30 June 2026


 


FW Thorpe Plc – a group of companies that design, manufacture and supply professional lighting systems – is pleased to announce its preliminary results for the year ended 30 June 2026.


 


 


Key points:



Continuing operations




2026




2025




 




 




Revenue




£172.9m




£175.2m




1.3% decrease




 




Operating profit (before acquisition adjustments)*




£33.0m




£32.9m




0.4% increase




 




Operating profit




£31.8m




£32.1m




0.8% decrease




 




Profit before tax




£32.4m




£31.6m




2.5% increase




 




Basic earnings per share 




23.72p




21.69p




9.4% increase




 



* Acquisition adjustments are amortisation of acquisition related intangible assets and changes in fair value of redemption liability



Final dividend of 5.53p (2025: 5.36p) – an increase of 3.2%


Total interim and final dividend of 7.34p (2025: 7.12p) – an increase of 3.1%


Stand out performances from Zemper, Famostar and Solite


Disappointing results at Lightronics and Schahl; improvement plans actioned and in progress


Majority of other businesses delivered an improved performance


Net cash generated from operating activities £30.8m (2025: £33.2m); working capital shift towards the end of the year


Steady start to 2026/27, orders ahead but general performance marginally lower



 


This announcement contains inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 (MAR) as supplemented by The Market Abuse (Amendment) (EU Exit) Regulations (SI 2019/310) (“UK MAR”).


 


For further information please contact:  



FW Thorpe Plc        01527 583200




 




Mike Allcock – Chairman




 




Craig Muncaster – Chief Executive, Group Financial Director




 




 


Singer Capital Markets – Nominated Adviser    020 7496 3000




 




James Moat




 








Chairman’s statement


Group results


Against the backdrop of slow UK and EU general lighting markets, where a number of our competitors have reported sizeable reductions in performance, I am satisfied to report that FW Thorpe Plc’s consolidated revenue for the 2025/26 financial year was broadly in line with the prior year at £173m, while profit before tax increased by 2.5% to £32m. Although I would naturally prefer to report stronger growth, achieving a modest profit improvement in these market conditions gives me confidence that the Group’s companies remain generally in good shape, notwithstanding the usual variations in performance across individual subsidiaries.


The Group’s standout performers were Zemper, Famostar and Solite. Zemper, the Group’s innovative Spanish emergency lighting brand, increased its profits by over 40%; Famostar, the Dutch emergency lighting business, once more achieved solid profitable growth; and Solite, the specialist cleanroom lighting brand based in Stockport, exceeded a £1m operating profit for the first time in its history. 


Elsewhere, Thorlux, the Group’s main general lighting manufacturer, did not grow during the financial year but achieved good operating margins. The joint venture EV charging project, Ratio EV, following previous investments, has now returned to profitability for the last six months at its main division in the Netherlands and at its UK startup. With further new products coming soon, I hope these will provide significantly reduced product costs and thus reap the rewards of increased sales activity and revenue. I am also pleased to report that TRT, the Group’s UK street and tunnel lighting manufacturer, returned to profitability after a difficult period and entered the current financial year having won the largest order in the Group’s history, to be shipped over the coming two years. 


These gains were mostly offset by more subdued performance elsewhere. The largest impacts on Group operating profit were a reduction at Lightronics in the Netherlands across its wall and ceiling and outdoor lighting segments, and a similar decline at SchahlLED, Thorlux’s German smart lighting subsidiary. Philip Payne, the UK specialist architectural emergency exit sign producer, also delivered a lower performance following reduced order intake, principally from one larger customer. Portland Lighting, after some years of decline due to its reliance on the retail sector, continued to grow its revenues but is experiencing short-term growing pains as the business expands to support the large range of new products for its new road sign lighting market, resulting in a lower profit.


Action plans have been put in place for all companies, those reporting a downturn having a more pressing agenda and recovery target set by members of the Group Board. In the case of Lightronics, a new commercial leader joined its local board in September 2026 to replace the previous incumbent who left the business two years ago. In the case of SchahlLED, some reasons for its reduction in profits as reported this year are the cost burdens of its recovery plan already in action, for example employing further sales engineers in various German districts, and of diversifying its sales activity beyond its recession-hit heavily industrial-biased market. 


Further details of each company and its activities are reported in the Group Company Overview section of this year’s annual report and accounts. 


The Group has managed recent technological changes well, in various aspects of lighting technology from integration of wireless solutions for lighting controls to new improved emergency lighting solutions. It has successfully improved performance at some of its smaller businesses and has managed to exploit synergies amongst its subsidiaries, but has struggled again to get all companies to step forward in unison. The Group’s breadth of coverage – be that geographical or by market segment – helps to iron out large bumps in the road, but tends to leave plenty of smaller challenges every year to address.


The Group’s procurement teams remain under considerable pressure as they balance the need to maintain appropriate stock levels in turbulent supply conditions with the requirement to keep purchase prices competitive. In recent years, the teams have done a good job securing cost deflation across many parts of the Group; however, looking ahead, cost increases appear likely, particularly for electronic components and items sourced from more distant locations. Stock increases during the year reflected deliberate decisions to strengthen supply security and maintain high service levels, whilst continuing to manage obsolescence risk carefully. Certain higher-risk products, including critical injection mouldings previously purchased from outside the Group, have now been insourced from Zemper’s injection moulding facility in Spain.


As reported last year, people costs continue to rise across the Group, driven by mandated minimum pay increases and collective agreements in certain EU countries. As usual, increases applied to lower pay grades also affect higher wage grades through associated wage differentials. Despite ongoing wage inflation, reductions in material costs and careful control of expenses have enabled the Group to improve its profit margins slightly.


Manufacturing efficiency investments continue, particularly at the Thorlux factory in Redditch. During the year, £0.5m was invested in new laser welding technology which improves process efficiency by reducing the need for dressing whilst also enhancing the visual quality of the finished joint. In addition, two new CNC panel bending machines were commissioned in spring 2026, and the factory’s low-voltage switchgear was fully replaced and upgraded, together with the installation of a large standby generator to maintain numerous critical functions in the event of a power outage.


During the year, the Board authorised share buybacks within the limits approved at last year’s annual general meeting. This enabled the Group to take advantage of the recent slowdown in its valuation alongside wider AIM market valuations which have reflected a range of factors including the anticipated, and subsequently confirmed, reduction in inheritance tax relief provisions. The buybacks, totalling £11.8m during the financial year, represent a measured deployment of part of the Group’s cash resources and partly account for the reduction in reserves from £61.8m to £55.4m. The Board remains satisfied that this level of reserves, while not excessive, continues to provide ample headroom for financial security, further buybacks and for potential acquisitions, should suitable opportunities arise.


New products


Product innovation remains a key pillar of strength for FW Thorpe Plc, as has been the case since the company’s inception in 1936. Thorlux’s flagship lighting control system, SmartScan, used extensively also across the Group, will be released with a major update in autumn 2026 and is named internally as ‘generation 3’. This enormous task has involved every printed circuit being updated to include new improved microprocessors, and every software set has been extensively updated too. The changes, which it is hoped will last for several years before the next release, will provide a faster wireless network, enabling more information flow, and new security features like market leading AES-256 encryption; over-the-air updating of software will enable faster product launches and ongoing customer performance updates. The launch is coupled with a new powerful and secure website and AWS cloud database, all in compliance with ISO 27001, the internationally recognised standard for maintaining and continually improving an information security management system. The Thorlux Application Centre, at the head office in Redditch UK, has undergone a major refurbishment and contains a suite dedicated to presenting SmartScan’s features and benefits to clients.


Zemper’s ALIOTH system is an innovative emergency lighting solution that can adapt to changing conditions during the evacuation of a building. By using a configurable electronic TFT display rather than a permanently printed panel, the system can update escape-route instructions dynamically. For example, if the normal escape route is blocked by fire, an alternative route can be calculated and all relevant signs can change their directional instructions wirelessly to guide occupants accordingly. The first large-scale order was for a phase of a major EU airport refurbishment, where the system has been very well received following successful commissioning. Further projects are now being progressed, with additional orders expected.


The Group continues to explore more sustainable materials, and I am pleased that the Group’s innovation team has mastered the use of cork for the bodies of selected luminaires, including the new Corkia emergency lighting range, which is due to be launched by both Zemper and Thorlux in late autumn 2026. Cork is a particularly sustainable material: it is harvested from the bark of trees grown mainly in Portugal and Spain, and once the bark has been removed the tree regenerates new bark over the following 15 years or so without being harmed. Once processed, cork is a robust and versatile material, suitable for many indoor and outdoor applications. Those of us old enough may recall that cork was widely used in motor engine gaskets, where it performed reliably under demanding conditions. With the wine industry in some situations moving away from virgin cork for bottle stoppers, excess raw material is available. Cork components are lower cost than comparable wooden parts, and tooling costs are surprisingly modest when compared with those of plastic component manufacture. The Group is in the process of protecting this concept across the EU with suitable patent applications.


Sustainability


Planting at the Group’s Brook Woodland carbon offsetting site is now complete, with 130,600 trees, representing more than 20 different species, successfully established. Alongside carbon sequestration, which is now ‘in the bank’ for the Group for many years to come, the project aims to enhance biodiversity and create valuable habitats for native wildlife, plants and fungi. Twelve leaky dams have been installed across the site’s watercourses to temporarily hold back water during periods of heavy rainfall, reduce downstream flood risk and support wetland habitats. Public access is also central to the project, with accessible footpaths made from locally sourced stone now in place. The next phase will include the installation of picnic benches made from recycled materials and some educational signage, further enhancing the woodland for people to enjoy. My thanks again to the Department for Environment, Food and Rural Affairs for its generous England Woodland Creation Offer grant, via the Forestry Commission, together with its support to pull off such an ambitious project.


The Group’s sustainability programme continues, notwithstanding some broader public commentary questioning the sense of net-zero commitments. I therefore think it is worth restating the Board’s approach: to deliver environmental benefits through improved efficiency. When manufacturing sites and their products become more efficient, companies become more attractive to discerning clients, waste is generally reduced, and operating costs are lowered. The Group does not invest in sustainability for its own sake; decisions are carefully considered, measured and taken where they improve the long-term performance of the business. On this basis, the Company remains committed to its net-zero policy. With progress independently verified and supported, the Group is confident that it is moving towards a future of more efficient, locally manufactured products that remain attractive to its intended customer base.


Personnel 


I would like to thank all Group employees for their commitment throughout the financial year; they should be proud of what has been achieved under the difficult trading conditions. 


I am pleased that in early September 2026, Thorlux employees were able to celebrate the company’s 90th anniversary at its own premises, with more than 650 current and former employees in attendance. The afternoon recognised the contribution of all employees, and in particular the long-standing commitment of members of the Thorpe family to the successful operation and development of the business over many decades. Frederick William Thorpe and his son Ernest founded the company in 1936, and since then there has always been a Thorpe, or several Thorpes, willing to put shoulders to the wheel alongside non-family employees, through both favourable and more challenging times. On behalf of all shareholders, I would like to thank and congratulate the Thorpe family for its continuing and very welcome involvement in the business.


Dividend 


Performance as a whole for the financial year to 30 June 2026 allows the Board to recommend an increased final dividend of 5.53p per share (2025: 5.36p), which gives a total for the year of 7.34p (2025: 7.12p), excluding the special dividend of 2.60p (2025: nil) paid earlier in the year. 


Outlook 


General trading conditions across the UK and EU have been, and remain, challenging. In that context, maintaining the Group’s overall performance is a creditable result. However, the Board and management teams across the Group remain ambitious and are focused on returning to a path of growth. To achieve this in the year ahead, SchahlLED in Germany and Lightronics in the Netherlands will need to make positive progress. Actions have been taken to support this objective, although sales-related initiatives in relevant markets can often take 12 months or more to deliver meaningful results. At the same time, cost pressures are expected across the Group, while the scope for further efficiency improvements is becoming more limited following the completion of several Group synergy projects. The pressure to grow is therefore clear, and all employees involved in delivering that objective understand the challenge. At the time of this statement, orders are ahead of the same time last year but with general performance marginally lower.


The Board remains acquisitive and will continue to consider opportunities that support the Group’s growth ambitions. However, despite active consideration of potential opportunities in recent times, no company has yet been identified that meets the Board’s acquisition criteria.


 


Mike Allcock


Chairman


1 October 2026


 


 


 


Consolidated Results


Consolidated income statement


for the year ended 30 june 2026


 


Earnings per share from continuing operations attributable to the equity holders of the Company during the year (expressed in pence per share).


 



 




Notes




2026


£’000




2025


£’000




Continuing operations




 




 




 




Revenue




2




172,947




175,221




Cost of sales




 




(87,852)




(91,086)




Gross profit




 




85,095




84,135




Distribution costs




 




(25,255)




(22,374)




Administrative expenses




 




(28,512)




(30,210)




Other operating income




 




471




506




Operating profit




 




31,799




32,057




Finance income




 




1,489




1,654




Finance expense




 




(258)




(729)




Share of loss of joint ventures 




 




(608)




(1,360)




Profit before income tax




 




32,422




31,622




Income tax expense




3




(5,351)




(6,210)




Profit for the year




 




27,071




25,412



 


 


Earnings per share from continuing operations attributable to the equity holders of the Company during the year (expressed in pence per share).



Basic and diluted earnings per share




Note




2026


pence




2025


pence




– Basic




8




23.72




21.69




– Diluted




8




23.72




21.69



 


Consolidated statement of comprehensive income


for the year ended 30 june 2026


 



Profit for the year:




 




27,071




25,412




Other comprehensive income/(expense)




 




 




 




Items that may be reclassified to profit or loss




 




 




 




Exchange differences on translation of foreign operations




 




78




887




 




 




78




887




Items that will not be reclassified to profit or loss




 




 




 




Revaluation of financial assets at fair value through other comprehensive income




 




975




208




Movement on deferred tax associated to financial assets at fair value through other comprehensive income




 




(244)




(52)




Reversal of deferred tax on disposed financial assets at fair value through other comprehensive income




 




123




102




Actuarial gain/(loss) on pension scheme




 




181




(501)




Movement on unrecognised pension scheme surplus




 




(152)




323




 




 




883




80




Other comprehensive income for the year, net of tax




 




961




967




Total comprehensive income for the year




 




28,032




26,379



 


 


Consolidated statement of financial position


for the year ended 30 june 2026


 



 




 


Notes




2026


£’000




2025


£’000




Assets




 




 




 




Non-current assets




 




 




 




Property, plant and equipment




5




39,787




39,351




Intangible assets




6




64,355




65,057




Investments in subsidiaries




 




–




–




Investment properties




 




4,317




4,362




Financial assets at amortised cost




 




114




188




Equity accounted joint ventures




 




5,205




5,773




Financial assets at fair value through other comprehensive income




 




4,069




3,510




Deferred income tax assets




 




376




437




Total non-current assets




 




118,223




118,678




Current assets




 




 




 




Inventories




 




29,522




29,710




Trade and other receivables




 




36,939




36,168




Financial assets at amortised cost




 




1,676




1,600




Short-term financial assets




7




8,267




18,805




Cash and cash equivalents




 




47,176




42,983




Total current assets




 




123,580




129,266




Total assets




 




241,803




247,944




Liabilities




 




 




 




Current liabilities




 




 




 




Trade and other payables




 




(29,860)




(39,247)




Financial liabilities




 




(262)




(415)




Lease liabilities




 




(945)




(910)




Current income tax liabilities




 




(181)




(847)




Total current liabilities




 




(31,248)




(41,419)




Net current assets




 




92,332




87,847




Non-current liabilities




 




 




 




Other payables




 




(3,273)




(4,018)




Financial liabilities




 




(591)




(829)




Lease liabilities




 




(2,666)




(2,998)




Provisions for liabilities and charges




 




(3,100)




(3,310)




Deferred income tax liabilities




 




(5,387)




(5,577)




Total non-current liabilities




 




(15,017)




(16,732)




Total liabilities




 




(46,265)




(58,151)




Net assets




 




195,538




189,793




Equity




 




 




 




Issued share capital




 




1,189




1,189




Share premium account




 




3,113




3,113




Capital redemption reserve




 




137




137




Foreign currency translation reserve




 




2,490




2,412




Retained earnings:




 




 




 




At 1 July




 




182,942




170,823




Profit for the year attributable to the owners




 




27,071




25,412




Other changes in retained earnings




 




(21,404)




(13,293)




 




 




188,609




182,942




Total equity




 




195,538




189,793



 


 


 


 


 


Consolidated statement of changes in equity


for the year ended 30 june 2026



 




Notes




Issued


share


capital


£’000




Share


premium


account


£’000




Capital


redemption


reserve


£’000




Foreign currency translation reserve 


£’000




Retained


earnings


£’000




Total


equity


£’000




Balance at 1 July 2024




 




1,189




3,088




137




1,525




170,823




176,762




Comprehensive income/(expense)




 




 




 




 




 




 




 




Profit for the year to 30 June 2025




 




–




–




–




–




25,412




25,412




Actuarial loss on pension scheme




 




–




–




–




–




(501)




(501)




Movement on unrecognised pension scheme surplus




 




–




–




–




–




323




323




Revaluation of financial assets at fair value through other comprehensive income




 




–




–




–




–




208




208




Movement on deferred tax associated to financial assets at fair value through other comprehensive income




 




–




–




–




–




(52)




(52)




Reversal of deferred tax on disposed financial assets at fair value through other comprehensive income




 




–




–




–




–




102




102




Exchange differences on translation of foreign operations




 




–




–




–




887




–




887




Total comprehensive income




 




–




–




–




887




25,492




26,379




Transactions with owners




 




 




 




 




 




 




 




Shares issued from exercised options




 




–




25




–




–




–




25




Dividends paid to shareholders




4




–




–




–




–




(10,958)




(10,958)




Purchase of own shares




 




–




–




–




–




(3,135)




(3,135)




Share-based payment charge




 




–




–




–




–




720




720




Total transactions with owners




 




–




25




–




–




(13,373)




(13,348)




Balance at 30 June 2025




 




1,189




3,113




137




2,412




182,942




189,793




Comprehensive income/(expense)




 




 




 




 




 




 




 




Profit for the year to 30 June 2026




 




–




–




–




–




27,071




27,071




Actuarial gain on pension scheme




 




–




–




–




–




181




181




Movement on unrecognised pension scheme surplus




 




–




–




–




–




(152)




(152)




Revaluation of financial assets at fair value through other comprehensive income




 




–




–




–




–




975




975




Movement on deferred tax associated to financial assets at fair value through other comprehensive income




 




–




–




–




–




(244)




(244)




Reversal of deferred tax on disposed financial assets at fair value through other comprehensive income




 




–




–




–




–




123




123




Exchange differences on translation of 
foreign operations




 




–




–




–




78




–




78




Total comprehensive income




 




–




–




–




78




27,954




28,032




Transactions with owners




 




 




 




 




 




 




 




Dividends paid to shareholders




4




–




–




–




–




(11,139)




(11,139)




Purchase of own shares




 




–




–




–




–




(11,775)




(11,775)




Share-based payment charge




 




–




–




–




–




627




627




Total transactions with owners




 




–




–




–




–




(22,287)




(22,287)




Balance at 30 June 2026




 




1,189




3,113




137




2,490




188,609




195,538



 


 


 


Consolidated statement of cash flows


for the year ended 30 june 2026



 




Notes




 




2026


£’000




2025


£’000




Cash flows from operating activities




 




 




 




Cash generated from operations




9




37,383




40,081




Tax paid




 




(6,549)




(6,841)




Net cash inflow from operating activities




 




30,834




33,240




Cash flows from investing activities




 




 




 




Purchases of property, plant and equipment




 




(5,558)




(5,601)




Proceeds from sale of property, plant and equipment




 




321




404




Purchases of intangible assets




 




(3,188)




(2,782)




Payment of deferred consideration on a joint venture




 




–




(813)




Purchase of investment property




 




–




(5)




Proceeds from sale of financial assets at fair value through 
other comprehensive income




 




617




706




Purchases of financial assets at fair value through 
other comprehensive income




 




(200)




(250)




Property rental and similar income received




 




54




70




Dividend income received




 




179




276




Net withdrawal of short-term financial assets




 




10,588




203




Interest received




 




1,272




1,305




Receipts from loans receivable




 




–




–




Issue of loans receivables




 




(48)




(649)




Net cash inflow/(outflow) from investing activities




 




4,037




(7,136)




Cash flows from financing activities




 




 




 




Net proceeds from the issuance of ordinary shares




 




–




25




Purchase of own shares




 




(11,775)




(3,135)




Addition of lease liabilities




 




–




5




Repayment of borrowings




 




(400)




(1,219)




Principal element of lease payments




 




(1,016)




(890)




Payment of interest




 




(223)




(243)




Payment of redemption liability to non-controlling interests




 




(5,588)




–




Payments to non-controlling interests




 




(700)




(470)




Dividends paid to Company’s shareholders




4




(11,139)




(10,958)




Net cash outflow in financing activities




 




(30,841)




(16,885)




Net increase in cash in the year




 




4,030




9,219




Cash and cash equivalents at beginning of year




 




42,983




33,943




Effects of exchange rate changes on cash




 




163




(179)




Cash and cash equivalents at end of year




 




47,176




42,983



 


 


 


Notes


 


1 Basis of preparation


The annual financial information presented in this preliminary announcement does not constitute the Company’s statutory accounts for the years ended 30 June 2026 or 2025 but is based on, and consistent with, that in the audited financial statements for the year ended 30 June 2026, and those financial statements will be delivered to the Registrar of Companies following the Company’s Annual General Meeting. The Group’s Financial Statements for the year ended 30 June 2026, which have been prepared in accordance with UK adopted International Accounting Standards and with the requirements of the Companies Act 2006 as applicable to companies reporting under those standards, were approved by the Board on 1 October 2026. The report of the auditors was (i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under section 498(2) or (3) of the Companies Act 2006.


Statutory financial statements for the year ended 30 June 2025 have been delivered to the Registrar of Companies, the auditors reported on those financial statements; their report was unmodified and did not contain a statement under either Section 498(2) or Section 498(3) of the Companies Act 2006. 


The preparation of financial information in conformity with the basis of preparation described above requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Company’s and Group’s accounting policies.


The directors confirm they are satisfied that the Group and Company have adequate resources, with £55.4m cash and short-term financial assets to continue in business for the foreseeable future, including the effect of increased costs caused by the on-going conflict zones, where the Group has no sales, and other global events. The directors have also produced a severe, but plausible downside scenario, reducing sales by 10% that demonstrates that the Group could cover its cash commitments over the following year from approving these accounts. For this reason, the directors continue to adopt the going concern basis in preparing the accounts.


2 Segmental Analysis


(a) Operating segments


The segmental analysis is presented on the same basis as that used for internal reporting purposes. For internal reporting FW Thorpe has eleven operations which are organised into four operating segments based on the products and customer base in the lighting market – the largest operating segment is Thorlux, which manufactures professional lighting systems for industrial, commercial and controls markets, and comprises the operations of FW Thorpe, SchahlLED Lighting GmbH and Thorlux Lighting Limited in accordance with the Group’s internal reporting. The operating segment of Netherlands companies, which manufactures external and impact resistance lighting and illuminated signs, include the operations of Lightronics B.V. and Famostar Emergency Lighting B.V.. The operating segment of Zemper Group, which manufactures illuminated signs, include operations of ElectroZemper S.A. and its subsidiaries.


The five remaining operations are included within the “other companies” operating segment, comprising the operations of Philip Payne Limited, Solite Europe Limited, Portland Lighting Limited, TRT Lighting Limited, and Thorlux Australasia Pty Limited, which manufacture illuminated signs, cleaning room lighting, lighting for signs and lighting for roads and tunnels, and distribution of professional lighting systems.


FW Thorpe’s chief operating decision maker (CODM) is the Group Board. The Group Board reviews the Group’s internal reporting in order to monitor and assess performance of the operating segments for the purpose of making decisions about resources to be allocated. Performance is evaluated based on a combination of revenue and operating profit. Assets and liabilities have not been segmented, which is consistent with the Group’s internal reporting.



 




Thorlux


£’000




Netherlands companies


 £’000




Zemper Group


£’000




Other


companies


£’000




Adjustments and eliminations


£’000




Total


continuing


operations


£’000




Year to 30 June 2026




 




 




 




 




 




 




Revenue to external customers




95,385




34,175




22,686




20,701




–




172,947




Revenue to other Group companies




4,931




224




1,954




5,245




(12,354)




–




Total revenue




100,316




34,399




24,640




25,946




(12,354)




172,947




EBITDA




24,660




6,917




6,596




3,497




93




41,763




Depreciation and amortisation and impairment




5,075




1,042




2,519




1,328




–




9,964




Operating profit before acquisition adjustments




20,532




5,875




4,981




2,169




(525)




33,032




Operating profit




19,585




5,875




4,077




2,169




93




31,799




Net finance income




 




 




 




 




 




1,231




Share of loss of joint ventures 




 




 




 




 




 




(608)




Profit before income tax




 




 




 




 




 




32,422



Acquisition adjustments include amortisation charge of intangible assets of £1.9m and gain on changes in fair value of redemption liability of £0.6m.


 



Year to 30 June 2025




 




 




 




 




 




 




Revenue to external customers




101,011




34,348




21,372




18,490




–




175,221




Revenue to other Group companies




4,084




244




527




5,439




(10,294)




–




Total revenue




105,095




34,592




21,899




23,929




(10,294)




175,221




EBITDA




24,905




7,339




5,322




3,325




721




41,612




Depreciation and amortisation and impairment




4,687




1,036




2,524




1,308




–




9,555




Operating pr ofit before acquisition adjustments




21,263




6,408




3,671




2,017




(456)




32,903




Operating profit




20,218




6,303




2,798




2,017




721




32,057




Net finance income




 




 




 




 




 




925




Share of loss of joint ventures 




 




 




 




 




 




(1,360)




Profit before income tax




 




 




 




 




 




31,622



Acquisition adjustments include amortisation charge of intangible assets of £2.0m and gain on changes in fair value of redemption liability of £1.2m.


Adjustments and eliminations to operating profit consist of:


(i) intra-group eliminations on property rentals on premises owned by FW Thorpe Plc, adjustments to profit related to stocks held within the Group that were supplied by another segment, elimination of inter-segment impairments and elimination of profit on transfer of assets between Group companies.


(ii) Adjustments relating changes in fair value of redemption liability and share-based payment charges.


(b) Revenue by geographical market and product category


Revenue from external customers by geographical market and product category was as follows. The home country of the Company, which is also the principal operating company, is the UK. 



2026 (£’000)




Light fittings




Services




Total




UK




86,796




6,989




93,785




Netherlands




32,901




24




32,925




Germany




9,221




1,063




10,284




Rest of Europe




30,640




323




30,963




Rest of the world




4,983




7




4,990




 




164,541




8,406




172,947



 



2025 (£’000)




Light fittings




Services




Total




UK




90,306




6,381




96,687




Netherlands




32,418




68




32,486




Germany




11,647




1,517




13,164




Rest of Europe




28,481




205




28,686




Rest of the world




4,195




3




4,198




 




167,047




8,174




175,221



 


There is no single customer who accounts for more than 10% of the Group revenue in either the current year or the prior year.


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


3 Income Tax Expense


Analysis of income tax expense in the year: 



 




2026


£’000




 2025


£’000




Current tax




 




 




Current tax on profits for the year




5,740




6,383




Adjustments in respect of prior years




(119)




(256)




Total current tax




5,621




6,127




Deferred tax




 




 




Origination and reversal of temporary differences




(270)




83




Total deferred tax




(270)




83




Income tax expense




5,351




6,210



The tax assessed for the year is lower (2025: lower) than the standard rate of corporation tax in the UK of 25% (2025: 25%). 
The differences are explained below:



 




2026


£’000




2025


£’000




Profit before income tax




32,422




31,622




Profit on ordinary activities multiplied by the standard rate in the UK of 25% (2025: 25%)




8,106




7,906




Effects of:




 




 




Expenses not deductible for tax purposes




269




1,288




Accelerated tax allowances and other timing differences




18




(414)




Capital gain tax on foreign operations




34




–




Adjustments in respect of prior years




(119)




(256)




Patent box and other innovation tax reliefs




(2,905)




(2,251)




Foreign profit taxed at higher rate




(52)




(63)




Tax charge




5,351




6,210



The effective tax rate was 16.50% (2025: 19.64%). Adjustments in respect of prior years relate to refunds received for prudent assumptions on additional investment allowances and patent box relief in the tax calculations. 


A standard rate of 25% (2025: 25%) is applicable to the Company during the current year. Deferred tax assets and liabilities have been calculated based on a rate at which they are expected to crystallise.


 


 


4 Dividends


Dividends paid during the year are outlined in the tables below:



Dividends paid (pence per share)




2026




2025




Final dividend




5.36




5.08




Special dividend




2.60




2.50




Interim dividend




1.81




1.76




Total




9.77




9.34



 


A final dividend in respect of the year ended 30 June 2026 of 5.53p (2025: 5.36p) per share, amounting to £6,197,000 (2025: £6,149,000) is to be proposed at the Annual General Meeting on 26 November 2026 and, if approved, will be paid on 4 December 2026 to shareholders on the register on 6 November 2026. The ex-dividend date is 5 November 2026. These financial statements do not reflect this dividend payable.



Dividends proposed (pence per share)




2026




2025




Final dividend




5.53




5.36




Total




5.53




5.36



 



Dividends paid




2026


£’000




2025


£’000




Final dividend




6,149




5,961




Special dividend




2,942




2,934




Interim dividend




2,048




2,063




Total




11,139




10,958



 



Dividends proposed




2026


£’000




2025


£’000




Final dividend




6,197




6,149




Total




6,197




6,149



 


 


 


 


5 Property, Plant and Equipment



 




 




Freehold land and buildings


£’000




Plant and


equipment


£’000




Right-of-use


assets


£’000




Total


£’000




Cost




 




 




 




 




At 1 July 2025




27,970




45,193




6,469




79,632




Additions




392




5,166




632




6,190




Disposals




–




(3,872)




(333)




(4,205)




Currency translation




72




64




46




182




At 30 June 2026




28,434




46,551




6,814




81,799




Accumulated depreciation




 




 




 




 




At 1 July 2025




7,600




29,409




3,272




40,281




Charge for the year




825




3,977




872




5,674




Disposals




–




(3,686)




(333)




(4,019)




Currency translation




11




40




25




76




At 30 June 2026




8,436




29,740




3,836




42,012




Net book amount




 




 




 




 




At 30 June 2026




19,998




16,811




2,978




39,787



 



 




 


Freehold land and buildings


£’000




Plant and


equipment


£’000




Right-


of-use


assets


£’000




Total


£’000




Cost




 




 




 




 




At 1 July 2024




27,760




40,816




6,055




74,631




Additions




86




5,515




599




6,200




Disposals




–




(1,261)




(245)




(1,506)




Currency translation




124




123




60




307




At 30 June 2025




27,970




45,193




6,469




79,632




Accumulated depreciation




 




 




 




 




At 1 July 2024




6,766




26,929




2,613




36,308




Charge for the year




805




3,451




873




5,129




Disposals




–




(1,048)




(245)




(1,293)




Currency translation




29




77




31




137




At 30 June 2025




7,600




29,409




3,272




40,281




Net book amount




 




 




 




 




At 30 June 2025




20,370




15,784




3,197




39,351



Freehold land which was not depreciated at 30 June 2026 amounted to £759,000 (2025: £755,000).


 


 


 


 


 


 


 


 


 


 


 


 


6 Intangible Assets 


 



 




Goodwill


£’000




Development


costs


£’000




Technology


£’000




Brand
name


£’000




Customer


relationship


£’000




Software


£’000




Patents


£’000




Fishing rights


£’000




Total


£’000




Cost




 




 




 




 




 




 




 




 




 




At 1 July 2025




46,348




14,251




2,883




5,145




15,018




4,014




156




182




87,997




Additions




–




2,870




–




–




–




318




–




–




3,188




Disposals




–




(638)




–




–




–




(304)




–




–




(942)




Currency translation




258




41




15




30




89




3




–




–




436




At 30 June 2026




46,606




16,524




2,898




5,175




15,107




4,031




156




182




90,679




Accumulated amortisation and impairment




 




 




 




 




 




 




 




 




 




At 1 July 2025




–




8,044




2,859




3,537




4,922




3,422




156




–




22,940




Charge for the year




–




2,153




6




261




1,584




241




–




–




4,245




Disposals




–




(638)




–




–




–




(304)




–




–




(942)




Currency translation




–




31




15




18




16




1




–




–




81




At 30 June 2026




–




9,590




2,880




3,816




6,522




3,360




156




–




26,324




Net book amount




 




 




 




 




 




 




 




 




 




At 30 June 2026




46,606




6,934




18




1,359




8,585




671




–




182




64,355



 


 


 



 




Goodwill


£’000




Development


costs


£’000




Technology


£’000




Brand name


£’000




Customer


relationship


£’000




Software


£’000




Patents


£’000




Fishing rights


£’000




Total


£’000




Cost




 




 




 




 




 




 




 




 




 




At 1 July 2024




45,902




13,954




2,857




5,094




14,864




3,853




178




182




86,884




Additions




–




2,627




–




–




–




155




–




–




2,782




Disposals




–




(2,431)




–




–




–




(2)




(22)




–




(2,455)




Currency translation




446




101




26




51




154




8




–




–




786




At 30 June 2025




46,348




14,251




2,883




5,145




15,018




4,014




156




182




87,997




Accumulated amortisation and impairment




 




 




 




 




 




 




 




 




 




At 1 July 2024




–




8,296




2,757




3,081




3,326




3,164




156




–




20,780




Charge for the year




–




2,102




76




417




1,530




255




–




–




4,380




Disposals




–




(2,427)




–




–




–




(2)




–




–




(2,429)




Currency translation




–




73




26




39




66




5




–




–




209




At 30 June 2025




–




8,044




2,859




3,537




4,922




3,422




156




–




22,940




Net book amount




 




 




 




 




 




 




 




 




 




At 30 June 2025




46,348




6,207




24




1,608




10,096




592




–




182




65,057



 


Write-offs relate to assets where no further economic benefits will be obtained. Development costs primarily consist of internally generated development costs. Amortisation of £4,245,000 (2025: £4,380,000) is included in the administrative expenses. 


The Group’s material individual intangible asset comprises a customer relationship arising from the acquisition of ElectroZemper, with a carrying amount of £6,472,000 (2025: £7,061,000) and a remaining amortisation period of 10 (2025: 11) years.


 


 


7 Short-Term Financial Assets 



 




2026


£’000




2025


£’000




At 1 July




18,805




18,965




Net withdrawals




(10,588)




(203)




Currency translation




50




43




At 30 June




8,267




18,805



The short-term financial assets consist of term cash deposits with an original term in excess of three months. 


 


8 Earnings Per Share


Basic earnings per share is calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the year, excluding ordinary shares purchased by the Company and held as treasury shares. 



Basic




2026




2025




Weighted average number of ordinary shares in issue




114,109,264




117,141,579




Profit attributable to equity holders of the Company (£’000)




27,071




25,412




Basic earnings per share (pence per share) total




23.72




21.69



 


Diluted earnings per share is calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the year, excluding ordinary shares purchased by the Company and held as treasury shares, plus the number of shares earned for share options where performance conditions have been achieved.



Diluted




2026




2025




Weighted average number of ordinary shares in issue (diluted)




114,109,264




117,142,318




Profit attributable to equity holders of the Company (£’000)




27,071




25,412




Diluted earnings per share (pence per share) total




23.72




21.69



The effect of outstanding share options has been excluded in the calculation of diluted earnings per share as the options were anti-dilutive.


 


9 Cash Generated from Operations 



 




 




2026


£’000




2025


£’000




Profit before income tax




32,422




31,622




Depreciation of property, plant and equipment




5,674




5,129




Depreciation of investment properties




45




46




Amortisation of intangible assets




4,245




4,380




Fair value adjustment on redemption liability




(618)




(1,177)




Profit on disposal of property, plant and equipment




(135)




(191)




Loss on disposal of intangible assets 




–




26




Net finance income




(1,231)




(925)




Retirement benefit contributions less current service charge




29




(178)




Share of joint venture loss




608




1,360




Share-based payment charge




627




720




Research and development expenditure credit




(139)




(280)




Effects of exchange rate movements




(600)




267




Changes in working capital:




 




 




– Decrease/(increase) in inventories




283




(607)




– (Increase)/decrease in trade and other receivables




(259)




625




– (Decrease)/increase in payables and provisions




(3,568)




(736)




Cash generated from operations




37,383




40,081



 


 




10 Events after the Statement of Financial Position date


There are no events after the statement of financial position date that have significant impact to the Group’s financial position.


 


11 Cautionary statement


Sections of this report contain forward looking statements that are subject to risk factors including the economic and business circumstances occurring from time to time in countries and markets in which the Group operates. By their nature, forward looking statements involve a number of risks, uncertainties and future assumptions because they relate to events and/or depend on circumstances that may or may not occur in the future and could cause actual results and outcomes to differ materially from those expressed in or implied by the forward looking statements. No assurance can be given that the forward-looking statements in this preliminary announcement will be realised. Statements about the Chairman's expectations, beliefs, hopes, plans, intentions and strategies are inherently subject to change, and they are based on expectations and assumptions as to future events, circumstances and other factors which are in some cases outside the Company's control. Actual results could differ materially from the Company's current expectations. It is believed that the expectations set out in these forward looking statements are reasonable but they may be affected by a wide range of variables which could cause actual results or trends to differ materially, including but not limited to, changes in risks associated with the Company's growth strategy, fluctuations in product pricing and changes in exchange and interest rates.


 


12 Annual report and accounts


The annual report and accounts will be sent to shareholders on 15 October 2026 and will be available, along with this announcement, on the Group's website (www.fwthorpe.co.uk) from 15 October 2026. The Group will hold its AGM on 26 November 2026.


 



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