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RNS Number : 2427T Haydale PLC 17 February 2026
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF THE MARKET
ABUSE REGULATION (EU) 596 / 2014 WHICH FORMS PART OF UK LAW BY VIRTUE OF THE
EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("MAR").
17 February 2026
Haydale plc
('Haydale', the 'Company', or the 'Group')
Final Results and Post-Period Trading Update
Structural reset complete & inflection in revenue visibility, execution
capacity and route-to-market strength
Haydale (AIM: HAYD), the advanced materials and clean-technology group,
announces its audited results for the 15-month period ended 30 September 2025
("FY25"), a period that completed the strategic reset of the business and
positioned the enlarged Group for scaled commercial execution following the
acquisition of Intelligent Resource Management Limited (trading as
SaveMoneyCutCarbon) ("SMCC") in January 2026.
FY25 reflects the deliberate wind-down of legacy overseas operations. The
post-period acquisition of SMCC and subsequent commercial acceleration mark a
structural inflection in revenue visibility, execution capacity and
route-to-market strength.
Structural Improvement in Revenue Visibility in FY26
• The successful integration of SMCC has materially enhanced
revenue visibility and execution capacity, as demonstrated by the enlarged
Group now having fully contracted revenues across the enlarged Group which
provide over 100% coverage of the Board's H1 FY26 revenue expectations. In
addition, a broader qualified partner-led pipeline extends materially into H2
and beyond. This acceleration would not have been achievable by Haydale on a
standalone basis.
• Multi-year programmes secured with SMCC Impact Partners and
JustHeat customers underpin repeatable revenue streams extending beyond the
current financial year.
Financial Highlights (FY25 - Reset Period)
• Group revenue: £2.51m (reflecting deliberate discontinuation of
legacy operations).
• Continuing operations gross margin: 63% (Group gross margin:
57%), demonstrating pricing resilience through restructuring.
• Adjusted operating loss: £4.02m (reflecting transitional cost
base during reset).
• £5.75m gross fundraise completed post period end with new and
existing institutional shareholders participating alongside SMCC acquisition.
Enlarged Group fully funded for FY26 execution phase, with existing cash
resources and facilities expected to provide sufficient liquidity through to
anticipated EBITDA breakeven in Q1 FY27.
Operational Highlights: Structural Reset Completed
• Exit from loss-making overseas operations and non-core
activities, including divestment of US silicon carbide tooling operations.
• Consolidation of UK activities into a simplified, lower-cost
operating structure with a material reduction in fixed cost base and
simplification of operational footprint.
• Balance sheet materially de-risked through removal of overseas
leases, pension and legacy intangible exposures.
• New strategy focussed on using our proprietary HDPlas® platform
technology to develop patented graphene-enabled products that deliver
measurable energy, water and carbon savings.
• These products are deployed through an integrated commercial
model that combines in-house product development with established customer
access, delivery capability and Impact Partner relationships achieved through
the post period end acquisition of SaveMoneyCutCarbon.
Transition to a Scalable Product-Led Platform
• JustHeat™ certified (CE and UL) and transitioned from
prototype to commercial deployment within six months.
• Launch of graphene-enhanced Super-Efficient Thermal Transfer
Fluid, now in commercial trials.
• Strategic commercial arrangements providing routes to market for
JustHeat secured with Interfloor and NMC.
• Continuing operations now represent a structurally new revenue
base, with unproductive legacy customer relationships discontinued.
Embedded Route to Market Secured (Post Period End)
• Acquisition of SMCC in January 2026, establishing an integrated
B2B delivery platform. SMCC operates a partner-funded customer acquisition
model, generating pre-qualified demand through long-term Impact Partner
agreements with major UK banks and utilities. This materially reduces customer
acquisition cost, shortens sales cycles and embeds Haydale's proprietary
products within compliance-driven procurement frameworks.
• The enlarged Group now operates through an integrated
production, commercial delivery and platform oversight structure designed to
support scalable execution comprising:
• Production & Innovation: centred in Ammanford and
underpinned by our proprietary HDPlas® functionalisation capability;
• Go-to-Market: centred in Bury St Edmunds and delivered through
SMCC's national sales, programme management and accredited installer network
embedded within its Impact Partner Programme; and
• Platform Acceleration: ensuring disciplined governance, capital
allocation and KPI-driven execution across the enlarged Group.
• Since completion, JustHeat has been integrated into SMCC's
curated product suite and is now presented alongside SMCC's broader energy,
water and carbon efficiency solutions as part of a unified decarbonisation
offering to customers. This has expanded the scope of existing commercial
partnerships and increased both the volume and quality of pipeline
opportunities.
• The acquisition converts JustHeat from a product seeking
distribution into a solution embedded within funded, partner-led programmes.
Commenting on the results Gareth Kaminski-Cook, Non-Executive Chair, said:
"FY25 was a decisive reset. We removed structural loss-making operations,
simplified the business and rebuilt Haydale around scalable, proprietary
products.
The acquisition of SMCC marks the completion of that reset and the start of
scaled commercial execution. The enlarged Group now combines certified
graphene-enabled products with a national sales and delivery engine and
embedded routes to market. This alignment of proprietary product, embedded
route to market and installer delivery capability materially changes the
commercial profile of the business. Multi-year programmes secured with SMCC
Impact Partners and JustHeat customers underpin repeatable revenue streams
extending beyond the current financial year.
The Board's focus is disciplined execution and margin integrity. On this
basis, we expect to deliver positive EBITDA within 12 months of the SMCC
acquisition."
Commenting on the results Simon Turek, Chief Executive, said:
"The enlarged Haydale is structurally simpler, commercially aligned and
execution focused. JustHeat is now embedded within a national, partner-led
delivery model that materially improves customer acquisition efficiency and
revenue visibility. Integration of SMCC has materially enhanced revenue
visibility and execution capacity, as demonstrated by the enlarged Group now
having fully contracted revenues across the enlarged Group which provide over
100% coverage of the Board's H1 FY26 revenue expectations, significantly
enhancing near-term visibility whilst contracted revenue and pipeline
opportunities extend into H2 and beyond. This represents a structural
improvement in revenue visibility and provides early evidence that the
enlarged Group's commercial model is scaling as intended.
FY26 represents the first full year of scaled commercial execution, and our
focus is upon continuing the rapid integration of SMCC, along with disciplined
delivery, margin integrity and conversion of pipeline into revenue. The
historical disconnect between innovation and commercial deployment has now
been structurally resolved."
For further information:
Haydale Graphene Industries plc
Gareth Kaminski Cook, Non-Executive Chair Tel: +44 (0) 1269 842 946
Simon Turek, CEO
Patrick Carter, CFO
www.haydale.com (http://www.haydale.com)
Cavendish Capital Markets Limited (Nominated Adviser & Broker)
Julian Blunt/Edward Whiley, Corporate Finance Tel: +44 (0) 20 7220 0500
Andrew Burdis, ECM
Notes to Editors
Haydale plc is an advanced materials and clean-technology company focused on
the development and deployment of energy- and water-efficient technologies at
scale.
The Group leverages its proprietary HDPlas(®) platform technology to develop
patented graphene-enabled products that deliver measurable energy, water and
carbon savings. These products are deployed through an integrated commercial
model that combines in-house product development with established customer
access, delivery capability and Impact Partner relationships.
SaveMoneyCutCarbon is the Group's embedded B2B go-to-market platform,
operating a national sales, programme management and installer network.
Through its Impact Partner Programme, SMCC originates pre-qualified SME and
corporate demand via long-term agreements with UK banks and utilities. This
partner-funded acquisition model provides scalable, low-cost customer
origination and recurring programme revenue.
Haydale's strategy is focused on accelerating the deployment of cost-effective
decarbonisation solutions across the UK's built environment, while building a
scalable platform for wider international deployment through strategic
partners. The Group is execution-led and product-focused, translating advanced
materials science into commercially deployable products and solutions that
deliver measurable energy, water and carbon savings.
For more information please visit: www.haydale.com (http://www.haydale.com)
Caution regarding forward looking statements
Certain statements in this announcement, are, or may be deemed to be, forward
looking statements. Forward looking statements are identified by their use of
terms and phrases such as ''believe'', ''could'', "should" ''envisage'',
''estimate'', ''intend'', ''may'', ''plan'', ''potentially'', ''will'' or the
negative of those, variations or comparable expressions, including references
to assumptions. These forward-looking statements are not based on historical
facts but rather on the Directors' current expectations and assumptions
regarding the Company's future growth, results of operations, performance,
future capital and other expenditures (including the amount, nature and
sources of funding thereof), competitive advantages, business prospects and
opportunities. Such forward looking statements reflect the Directors'
current beliefs and assumptions and are based on information currently
available to the Directors.
A number of factors could cause actual results to differ materially from the
results discussed in the forward-looking statements including risks associated
with vulnerability to general economic and business conditions, competition,
environmental and other regulatory changes, actions by governmental
authorities, the availability of capital markets, reliance on key personnel,
uninsured and underinsured losses and other factors, many of which are beyond
the control of the Company. Although any forward looking statements
contained in this announcement are based upon what the Directors believe to be
reasonable assumptions, the Company cannot assure investors that actual
results will be consistent with such forward looking statements.
Accordingly, readers are cautioned not to place undue reliance on forward
looking statements. Subject to any continuing obligations under applicable
law or any relevant AIM Rule requirements, in providing this information the
Company does not undertake any obligation to publicly update or revise any of
the forward looking statements or to advise of any change in events,
conditions or circumstances on which any such statement is based.
chair's statement
Overview
The 15-month period to 30 September 2025 ("FY25") was a decisive period of
reset. A new Board was formed, radical restructuring actions were taken to
simplify the Group's operating footprint and materially reduce costs, and a
more focused, commercially driven strategy was established leveraging
Haydale's intellectual property to address the growing energy efficiency
market. That strategy is now being executed at pace.
Of specific significance, in April 2025 the Company launched its first
commercially viable product, JustHeat, which is enabled by our unique
proprietary HDPlas® plasma functionalisation technology and we have already
seen a number of significant commercial arrangements announced to strengthen
both the supply chain and the sales channels required to successfully take to
market. We leveraged this news to raise a further £2.13m of equity investment
in late June 2025, thus securing headroom to complete product certification,
strengthen the supply chain and assist the ongoing commercial rollout
process.
The progress has continued post period end. We launched our second commercial
product, a graphene enhanced super-efficient thermal transfer fluid ("SETTF")
in November 2025 which is now in commercial testing in a number of industrial
settings. In January 2026, we raised a further £5.75m in a fundraise as
part of the acquisition of Intelligent Resource Management Limited (trading as
"SaveMoneyCutCarbon") ("SMCC") which brings the necessary know how and
infrastructure required to take the growing portfolio of Haydale products into
commercial markets and diversify the operations towards being an integrated,
innovative group of companies focused on delivering solutions to organisations
to cost effectively reduce their energy, water and carbon consumption. Since
completion of the SMCC acquisition, commercial execution has accelerated, with
new national programmes and partner-led deployments progressing into delivery.
New Leadership
During 2024, it was clear that the Company again needed to raise working
capital. However, it soon became evident that, in order to garner support from
the investor base, meaningful change would have to take place. As a result,
the Chairman, David Banks, and CEO, Keith Broadbent, stepped down, and I was
invited to take up the role of Executive Chair. The Company was then
successful in securing £3.1m of equity investment which closed mid November
2024. Simon Turek joined the Board as a non-independent director on 21
November 2024, representing the Company's then largest investor, Quidos
Technologies. The new team immediately set about conducting a root and
branch review of the corporate strategy, product offering, regional footprint,
cost base and organisation.
Simon increasingly took the lead in this process and, subsequent to announcing
the new strategy in December 2024, I was delighted to confirm that Simon would
become our new CEO, effective 1 January 2025. Jeremy Nesbitt then joined the
Board in April 2025. He has a background in regulated utilities, strategic
programme delivery, and public-private partnerships which will be invaluable
as Haydale advances the roll-out of its energy-efficient heating technology.
Finally in January 2026, and following the acquisition of SMCC, Mark Sait
joined the Board as Chief Commercial Officer. The rapid integration of SMCC
and alignment of the enlarged leadership team has materially strengthened
commercial execution capability. The Company has moved quickly from
transaction completion to operational integration, with sales processes
unified and product propositions aligned within weeks of closing.
I believe our new Board is fully capable of bringing the leadership required
to both fulfil the promise of Haydale's technologies and drive our highly
capable and motivated workforce.
A transformational period of change
The leadership refresh and renewed strategy have already delivered a
substantial number of changes which all contribute to reducing cost and
complexity and enabling focus on the core growth initiatives related to
commercialising products predominantly based on our proprietary heater ink and
thermal fluid technologies. These are set out in more detail in the CEO and
CFO reports.
Of particular note and as mentioned above, post period end we acquired SMCC.
SMCC offers its customers an end-to-end solution to deliver energy, water and
carbon efficiencies whilst saving those organisations money. It has a unique
positioning with a number of Impact Partners, large customers which include a
number of high street banks. SMCC acts as the outsourced provider of those
services to the Impact Partner's customers, thereby helping the banks deliver
on their ESG commitments and providing a low-cost pipeline of pre-qualified,
commercial clients to the enlarged Group.
Whilst there is work to be done to further integrate the businesses and
leverage the strength of those Impact Partnerships to roll out the JustHeat
products nationally, the Board believes that the Group is now entering a phase
of scaled commercial roll-out of JustHeat across multiple programmes,
geographies markets and customer segments. Whilst there remains much to be
done, we are pleased to say that the integration process is progressing
smoothly with all parts of the business aligned and clearly focused on the job
in hand.
Staff
This has been a period of significant change and for many this creates
uncertainty, all of which can be very challenging for our staff. I want to
take this opportunity to recognise their total commitment to the success of
the business, their adaptability, flexibility and preparedness to engage with
the new performance culture and goals to deliver profit. I would also like
to welcome the team at SMCC into the wider Haydale Group. We cannot achieve
our stated goals without our talented and motivated team. I want to
highlight the role that the senior leadership team have played in developing
and now leading delivery of the new strategies. Their leadership has been a
key part of the progress we have made so far and will be critical to our
future success. On behalf of the non-executives, thanks to you all. Finally,
it would be remiss of me not to recognise and offer sincere thanks to my Board
colleagues and a number of shareholders who have provided continuing support
to me and the broader business.
Outlook
With the acquisition of SMCC complete, Haydale is no longer solely an advanced
materials developer; it is now an integrated clean-technology platform with
proprietary products, national delivery capability and embedded routes to
market.
The enlarged Group enters 2026 with certified proprietary products, a
materially reduced fixed cost base, and an integrated national delivery
platform. Revenue visibility is structurally improved, with fully contracted
programmes covering H1 expectations and a growing partner-led pipeline
extending into H2 and beyond. On this basis, and in line with expectations,
the Board expects a step-change in reported revenue in FY26 compared to FY25.
The past year has repositioned the business from restructuring to growth.
Structural losses have been removed, national routes to market embedded, and
operational leverage restored. The Board's focus for FY26 is disciplined
execution - converting pipeline into delivered cash-generative revenue and
delivering EBITDA within 12 months of the SMCC acquisition completing (Q1
FY27).
The Board believes Haydale now has the right structure, the right products and
the right route to market to deliver sustainable, profitable growth and
long-term shareholder value.
Gareth Kaminski-Cook
Chair
16 February 2026
CEO REPORT
FY25: A fundamental reset and the relaunch of Haydale
Overview
When I joined the Board in November 2024, it was clear that Haydale could not
continue on its prior trajectory. The Group was spread across multiple
geographies, carrying a cost base misaligned with revenues, and dependent on
long-dated assumptions around overseas operations and third-party adoption of
Haydale's technology that were not converting into value.
The conclusion of my strategic review, delivered in December 2024, was clear:
Haydale required a fundamental reset. That was the mandate upon which I
assumed the role of CEO in January 2025. The subsequent actions taken in FY25
were designed to remove structural constraints on growth and to position the
Group for commercial scale. With these foundations now in place, Haydale
enters FY26 as a fundamentally different business: simplified, commercially
aligned and, focused on execution rather than restructuring.
FY25 should therefore not be treated as a baseline year. It represents a
period of deliberate discontinuity: the controlled wind-down of the legacy
operating model and the relaunch of Haydale as a focused, product-led
commercial business. In summary, this has not been a continuation of the
existing business. It has been an orderly exit from an operating model that
was not scalable and a rebuild from first principles.
From diffuse R&D and non-core activities to a focused, product-led
execution
Haydale has a world-leading platform technology in its proprietary HDPlas®
plasma functionalisation process and owns derivative intellectual property
with high barriers to entry in the advanced materials space. In particular,
the graphene heater ink underpinning the JustHeat product range is highly
energy-efficient and technologically differentiated.
However, the Company's track record over recent years has demonstrated that
Haydale could not rely on others adopting its technology at scale. To succeed,
Haydale needed to control its own commercial destiny by taking its
intellectual property into product form, targeting volume applications, and
building a delivery capability aligned to that ambition. This shift removes
reliance on third-party adoption cycles and places control of revenue growth
directly within the Group.
My priority since January 2025 has therefore been to radically simplify the
business:
• exiting loss-making overseas operations and non-core activities;
• reducing overheads through disciplined cost control;
• consolidating legacy Haydale operations into a single UK site;
and
• focusing the organisation on a small number of scalable
opportunities.
As a result, Haydale has exited its historical, cash-burning businesses and is
now focused on only two core activities:
• the manufacture and commercialisation of plasma functionalised
graphene-based heating and thermal products, led by the JustHeat range; and
• plasma functionalisation for third parties, increasingly
undertaken as paid product-development work with clear routes to volume.
Where Haydale was previously an R&D-centric organisation attempting to
support more than 100 projects, products and services, it is now a simpler,
product-led commercial business. Whilst we retain ownership of all our
intellectual property, that commercial change is intentional and structural.
Taking JustHeat from prototype to market
Whilst FY25 was never going to be a period of evident revenue growth, it has
however been an intensive period of controlled and targeted change. We took
JustHeat from a pre-sales prototype to a certified, deployable product within
6 months and put in place the fundamentals for growth.
The first half of calendar year 2025 was focused on securing the regulatory
and technical foundations required to sell JustHeat at scale. During this
period, Haydale obtained CE and UL certifications, enabling sales across
Europe and North America.
The second half of the calendar year was dedicated to building commercial
readiness: establishing supply-chain robustness, and production viability,
whilst strengthening margin, and putting in place the partnerships required to
support deployment at scale.
Alongside JustHeat, Haydale also launched a second proprietary product: a
HDPlas® functionalised graphene Super-Efficient Heat Transfer Fluid, now in
commercial trials for cooling applications, including in data centre
environments. Both products are underpinned by UK and overseas patents.
By the end of FY25, JustHeat had transitioned from a development programme
into a certified, deployable product with established supply chains and
multiple routes to market. The remaining variable is not product readiness,
but the pace and scale of commercial deployment.
Sales execution - Post-Acquisition Integration in Practice
Early JustHeat sales were not constrained by product performance or demand,
but by the absence of a national delivery infrastructure aligned to
institutional and compliance-driven environments. Haydale was historically
structured to license technology and deliver R&D services, not to operate
a scaled, installation-led sales commercial platform.
This structural gap directly informed the acquisition of SMCC in January 2026.
Without SMCC, Haydale would have required substantial additional time and
capital to build equivalent national sales infrastructure and accredited
installer capability. The acquisition therefore accelerates the Group's
revenue realisation while materially reducing its execution risk.
SMCC provides an established commercial platform already embedded within major
UK banks, utilities and corporate partners through its Impact Partner
Programme. This partner-funded acquisition model generates a continuous flow
of pre-qualified B2B demand at effectively zero marginal acquisition cost.
Customer acquisition costs are materially reduced, sales cycles shortened, and
revenue predictability enhanced.
The enlarged Group now operates through an integrated model comprising:
· Production & Innovation: centred in Ammanford und underpinned
by our proprietary HDPlas® functionalisation capability;
· Go-to-Market: centred in Bury St Edmunds and delivered through
SMCC's national sales, programme management and accredited installer network
embedded within its Impact Partner Programme; and
· Platform Acceleration: ensuring disciplined governance, capital
allocation and KPI-driven execution across the enlarged Group.
Since completion, JustHeat has been formally integrated into SMCC's curated
product suite and is presented alongside broader energy, water and carbon
efficiency solutions within partner-led programmes. The acquisition converts
JustHeat from a product seeking distribution into a solution embedded within
funded, compliance-driven procurement frameworks.
This integrated operating model is now translating into measurable commercial
traction.
The Board is confident that the existing pipeline is now progressing through a
structured, repeatable commercial model aligned to disciplined delivery and
scalable execution.
A genuinely new revenue base
Group revenue for the 15-month period was £2.51m, of which £0.73m relates to
continuing operations in the new Haydale business. This reflects the impact of
deliberately discontinuing the non-core operations.
For JustHeat, the focus for FY25 was on proof of concept and delivery of
reference installations, with the objective of building relationships with
partners able to take the product to market alongside their own offerings or
as the owners or operators of larger property portfolios. This has led to
formalised arrangements with:
• Interfloor, the largest European manufacturer of underlay, which
has developed a flooring range compatible with JustHeat to be retailed through
its existing sales channels; and
• NMC, one of Europe's largest suppliers of coving and skirting,
with whom we are developing integrated JustHeat panel solutions.
The accounts largely represent paid product-development and early deployment
work with JustHeat channel partners and customers. As the product
standardises, we expect a growing proportion of revenue to transition to
product sales.
It is also notable that, of the revenue classified as continuing operations in
FY25 and beyond, only one major customer - Petronas, with whom our
collaboration remains ongoing - represents a legacy commercial relationship.
All other current revenue activity has been generated from customers, products
and channels that did not exist for Haydale prior to the reset. This
underpins the fact that continuing operations represent the emergence of a
structurally new business model rather than a recovery of legacy activity.
Despite the strategic reduction in revenue during the reset, the Group
maintained a 57% gross margin, with continuing operations delivering 63% gross
margin, reflecting strong pricing and the quality of the underlying
opportunity. Whilst the integration of SMCC introduces a broader mix of
product and service revenue streams, the Board expects overall gross margins
to remain robust. JustHeat remains a proprietary, differentiated product with
strong pricing discipline, and SMCC's delivery model is designed to support
scalable deployment without structurally diluting product economics. As
volumes increase, the Group expects manufacturing efficiencies and procurement
leverage to provide further support to margin resilience over time.
Financial discipline during the reset
The financial statements reflect a business in transition. They capture the
economic cost of exiting the legacy model, including losses on disposal and
impairment, alongside a cost base reset that was only fully achieved late in
the period.
At the same time, the reset was executed with tight financial discipline.
Working capital was released as inventories and receivables associated with
discontinued operations were wound down. The balance sheet has been materially
de-risked, with the elimination of overseas lease and pension liabilities and
the removal of legacy goodwill and customer intangibles. Debt levels remain
low, and the post period end fundraise and the conversion of the convertible
loan notes have further strengthened the capital structure.
Staff
The upheaval and impact on our employees created by change of this magnitude
cannot be underestimated. The executive team's ability to effect the necessary
transformation during FY25 has only been possible thanks to the trust,
resilience and commitment of the entire Haydale team under the leadership of
the wider management group. I would like to thank them on behalf of the
Board.
Momentum, milestones and outlook
The acquisition of SMCC marks the completion of Haydale's reset and the
beginning of its execution phase.
The Group now combines proprietary, certified graphene-enabled products with
an embedded national sales and delivery platform. This materially changes the
commercial equation. JustHeat is no longer a product seeking distribution; it
is a solution integrated within a partner-led sales process, with accredited
installer capability and national delivery infrastructure already in place.
Since completion of the acquisition in January 2026, rapid integration has
taken place and the integrated operating model described above is now
translating into expanded commercial activity. JustHeat is now alongside
SMCC's broader energy, water and carbon efficiency solutions as part of a
unified decarbonisation offering, expanding the scope of existing commercial
partnerships and increasing both the volume and quality of pipeline
opportunities.
Revenue visibility has improved materially following integration, with fully
contracted programmes covering the Board's H1 expectations and a qualified
partner-led pipeline extending into H2 and beyond.
Importantly, multi-year programmes secured with SMCC Impact Partners and
JustHeat customers underpin repeatable revenue streams extending beyond the
current financial year, all contributing to what we anticipate being growing,
quality earnings. This represents a structural improvement in revenue
visibility and provides early evidence that the enlarged Group's commercial
model is scaling as intended.
FY25 removed structural risk and rebuilt the operating model. FY26 is the
first year of scaled commercial execution. The Group now operates with:
• A materially lower fixed cost base;
• Certified, commercially deployable proprietary products;
• Established national sales channels and installer capability;
and
• Growing forward revenue visibility through contracted and
partner-led programmes.
On this basis, and subject to normal execution and market conditions, the
Board expects the enlarged Group to move to positive EBITDA within 12 months
of the SMCC acquisition (Q1 FY27). Importantly, following the January 2026
fundraise, the Group is fully funded for this execution phase and does not
anticipate the need for additional capital to support FY26 working capital or
planned capital expenditure. Based on current forecasts and contracted revenue
visibility, the Board expects existing cash resources and facilities to
provide sufficient liquidity through the period to anticipated EBITDA
breakeven.
The structural reset is complete. Execution is now the primary driver of value
creation.
The new Haydale is structurally simpler, commercially aligned, and built to
scale profitably.
Simon Turek
CEO
16 February 2026
CFO REPORT AND FINANCIAL REVIEW
Overview
In the 15-month period under review, as more fully explained in the CEO report
and following the November 2024 fund raise, the Group has undertaken
significant change in its strategic direction, cost base and ongoing
operations - all of which have progressively impacted the financial statements
as the year has progressed. Discontinued operations reflect the divestment
of all overseas entities and the consolidation of legacy Haydale UK activities
into a single operational manufacturing site in Ammanford, Wales, resulting in
the closure of the Loughborough facility (which historically specialised in
composites). Subsequent to the period end, the Group acquired SMCC, including
its operational base in Bury St Edmunds. This facility supports the enlarged
Group's sales, programme delivery and customer engagement activities and does
not alter the consolidated UK manufacturing footprint established during the
reset. As a result, we have exited the silicon carbide tooling business and
focused our UK activities to concentrate on the core HDPlas(®) technology and
our proprietary heater ink and thermal fluid-based products, predominantly the
JustHeat heating system range. This has been accompanied by a deep cost
reduction exercise which reduced the Group's run-rate costs by 69% as at the
end of the financial period, and has therefore, by necessity, meant we have
had to focus on and curtail non-essential activities and non-core revenue
lines. Whilst the new business model is taking root, our more general
functionalised graphene consultancy activities have been streamlined to
service the larger opportunities with paying customers and move away from more
speculative, long-term R&D type engagements. These changes are reflected
in the much-reduced continuing operations revenue numbers and fixed asset base
set out in the balance sheet.
Statement of Comprehensive
Income
The Group's total revenue for the 15 month period ended 30 September 2025 was
£2.51 million (FY24: £4.82 million) of which £0.73m (FY24: £0.94m)
reflects continuing operations primarily related to graphene based product
development services and initial JustHeat trial installations; and £1.78m
(FY24: £3.9m) of discontinued operations, predominantly related to our US
based silicon carbide tooling business which ceased operations in March 2025.
Revenue historically derived from product sales was primarily related to the
US silicon carbide tooling business and has fallen accordingly following
disposal of that entity pending JustHeat sales being delivered at volume (See
note 4, Segmental Analysis).
The Group's Gross Profit from continuing activities, which excludes Other
Operating Income, was £0.46 million (FY24: £0.47 million) delivering a Gross
Profit margin of 63% (FY24: 50%), a 13% increase on prior year reflecting a
high proportion of project work. Discontinued operations generated a £0.97
million gross margin (FY24: £2.34 million).
Other Operating Income from continuing operations, which principally related
to grant funded projects, was £0.13 million (FY24: £0.23 million),
reflecting the winding down of a number of these initiatives as part of the
refocus of the business toward the JustHeat product range.
Adjusted administrative expenses from continuing operations across the 15
months was £3.33 million (FY24: £3.21 million) representing a 17% reduction
in the monthly operational cost base on a like-for-like basis and reflecting
cost savings as the turnaround plan announced in December 2024 was
progressively realised, albeit due to the effect of notice periods the full
impact was not achieved until towards the end of the reporting period.
Adjusted administrative expenses from discontinued operations reflect the
costs of the overseas businesses until exited part way through the period.
The adjusted operating loss from continuing operations was £2.74 million
(FY24: £2.51 million). Total administrative expenses from continuing
operations for the 15-month period were £4.02 million (FY24: £3.88 million).
The loss from discontinued operations was £5.44 million (FY24: £2.78
million), which includes the loss on disposal of subsidiaries of £3.34
million and £0.29 million (FY24: £1.23 million) of impairment charges
associated with the restructuring.
The Loss from continuing operations was £3.43 million (FY24: £3.18
million). Finance costs from continuing operations were £0.19 million
(FY24: £0.20 million).
The Group continued to direct certain resources to research and development
with the focus on products and processes that could develop into sustainable
and profitable revenue streams. R&D spend for the period was £1.49
million (FY24: £1.39 million) of which £0.26 million was capitalised (FY24:
£0.50 million) which is all related to continuing operations. During the
period the Group claimed R&D tax credits of £0.21 million (FY24: £0.24
million) and it is expected that this claim will be received during the
current financial year.
Total comprehensive loss from continuing operations for the 15-month period
was £3.42 million (FY24: £3.13 million). Total comprehensive loss for the
period was £8.57 million (FY24: £5.80 million) which in FY25 included £3.63
million of one-off charges relating to loss on disposal of subsidiaries and
impairment of intangible assets (FY24: £1.23m relating to impairment of
intangible assets).
The total loss per share for the period was 0.3 pence (FY24: 0.4 pence) of
which the loss per share relating to continuing operations was 0.1 pence
(FY24: 0.2 pence).
Statement of Financial Position and Cashflows
As a result of the restructuring activities, the balance sheet has been
simplified. As at 30 September 2025 and following the divestment of the
overseas entities, net assets were £1.30 million (2024: £5.68 million),
including cash balances of £1.68 million (2024: £1.72 million).
Inventories and trade receivables are significantly reduced due to the
disposal of the US entity and realignment of the UK activities resulting in
non-cash related current assets standing at £1.17 million at the year-end
(2024: £3.39 million). Current liabilities driven by trade creditors also
reduced accordingly to £1.25 million (2024: £2.38 million).
The Right of Use Asset relating to leased assets decreased materially to
£0.24 million (FY24: £1.79 million) due to the disposal of onerous leases
within the US operations, continuing run out of lease obligations and closure
of the Loughborough site. The Lease Liability, which is split between Current
and Non-Current Liabilities, correspondingly decreased to £0.25 million
(FY24: £2.01 million). The Company will amortise these balances over the
remaining life of the leases.
The Group's US defined benefit Pension Obligations also fell away following
disposal of the US business (FY24: £0.30 million).
Net cash outflow from operating activities after taking account of working
capital movements for the period increased to £4.60 million (FY24: £3.36
million) reflecting the underlying Loss after Taxation after adjustment for
non-cash items. The Group received an R&D tax credit inflow of £0.25
million in the period (FY24: £0.40 million). Net cash used in operating
activities for the 15-month period increased to £4.35 million (FY24 £2.96
million).
Capital expenditure in the period, excluding the IFRS 16 adjustments, was
£0.04 million (FY24: £0.02 million) reflecting a small investment in
upgrading the manufacturing facility in Ammanford to support the scaling up of
heater ink production.
Capital Structure and Funding
The post period end equity raise and conversion of convertible loan notes have
further strengthened the Group's balance sheet. The Group's total borrowings
at the period-end were £1.81 million (FY24: £1.41 million), of which £1.26
million relates to a loan from UKRI to support the commercialisation of the
functionalisation technology and the balance of £0.54m (2024: £nil) relates
to a five year convertible loan note assumed as part of the November 2024
fund raise as noted above and which was fully converted post period end. The
UKRI Innovation loan has a quarterly liquidity covenant with which the Group
has been in full compliance through the reporting period. There are no
financial covenants extant in respect of the UK bounceback loan of £0.01
million (FY24: £0.02 million).
The Group has taken advantage of the Company's rising share price to raise
funds at progressively higher prices as the restructuring progressed:
· 14 November 2024: the Company raised £3.1 million (gross)
through a £2.6m placing, retail offer and subscription of 1,960,633,907 new
Ordinary Shares at 0.1326 pence per share and the issue of a £500,000
convertible loan note with a 10% coupon and 5 year tenor (which was converted
into equity post period end).
· 13 March 2025: the Company raised £0.13 million (gross) through
a £0.13m subscription of 89,849,106 new Ordinary Shares at 0.1458 pence per
share.
· 26 June 2025: the Company raised £2.13 million (gross) through a
placing and subscription of 474,010,883 new Ordinary Shares at 0.45 pence per
share.
No options were exercised into ordinary shares during the year (FY24: Nil).
Consequently, at 30 September 2025 the Company had 4,322,955,947 ordinary
shares in issue (2024: 1,798,462,051). As part of the November 2024 fund
raise, the Company's share capital was restructured to in effect reduce the
nominal value of each ordinary share from 0.1 pence to 0.01 pence.
Post year end, on 18 December 2025 the Company issued 417,883,894 shares in
settlement of the Convertible Loan Note at a contractual issue price of 0.1326
pence per share. On 7 January 2026, the Company raised £5.75m (gross)
through a placing, retail offer and subscription of 1,150,000,000 new Ordinary
Shares at 0.5 pence per share. On 8 January 2026, the Company completed its
acquisition of SMCC by the issue of 1,860,465,116 new Ordinary shares. A
further 992,248,061 shares may be issued to the shareholders of SMCC if
certain share price-based performance targets are met.
As we said in December 2025 in conjunction with the SMCC acquisition and
accompanying fundraise, the Board is aware that the number of Ordinary Shares
in issue and resulting share price is unmanageable and therefore anticipates
that it will in due course put proposals to Shareholders for a share
consolidation with a view of creating a more manageable number of issued
Ordinary Shares and a higher share price.
Key Performance Indicators
The Group has historically reported financial metrics of revenues, gross
profit margin, adjusted operating loss, cash position and borrowings as its
key performance indicators and these are set out below.
FY25 (£m) FY24 (£m)
Revenue 2.51 4.82
Gross profit margin 57% 58%
Adjusted operating loss (4.02) (3.16)
Cash position 1.68 1.72
Borrowings 1.82 1.41
During the period under review, management also used a UK sales tracker as a
non-financial performance metric to monitor the revenue pipeline of the
business. The sales tracker monitors the number of accredited leads and
assigns a probability of revenue realisation to those leads.
Restructured for growth
The restructuring undertaken during the period was executed with a strong
emphasis on capital discipline. Whilst the Group reported a significant loss
for the period, this was to an extent driven by non-cash items associated with
the disposal of discontinued operations and impairment of legacy assets. It
also does not reflect the full year impact of the cost savings programme. The
Group exited the period with a focused product orientated business model, a
significantly simplified and de-risked balance sheet, a lower capital
intensity operating model, and a cash position that supports the next phase of
execution.
Patrick Carter
CFO
16 February 2026
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the 15 months ended 30 September 2025
Continuing Discontinued Total
15 month period ended 15 month period ended 15 month period ended Year ended
30 Sept 2025 30 Sept 2025 30 Sept 2025 30 June 2024
Note £'000 £'000 £'000 £'000
REVENUE 3 726 1,779 2,505 4,820
Cost of sales (269) (805) (1,074) (2,008)
Gross profit 457 974 1,431 2,812
Other operating income 133 134 267 376
Adjusted administrative expenses (3,333) (2,380) (5,713) (6,346)
Adjusted operating loss (2,743) (1,272) (4,015) (3,158)
Adjusting administrative items:
Share based payment expense 107 173 280 (25)
Depreciation and amortisation (795) (717) (1,512) (1,514)
- (3,335) (3,335)
Restructure costs - - - (34)
Impairment - (290) (290) (1,227)
(688) (4,169) (4,857) (2,800)
Total administrative expenses (4,021) (6,549) (10,570) (9,146)
LOSS FROM OPERATIONS (3,431) (5,441) (8,872) (5,958)
Finance costs (192) (118) (310) (393)
LOSS BEFORE TAXATION 4 (3,623) (5,559) (9,182) (6,351)
Taxation 207 241
LOSS FOR THE PERIOD FROM CONTINUING OPERATIONS (3,416)
Loss for the period from discontinued operations (5,559)
LOSS FOR THE PERIOD FROM OPERATIONS (9,182) (6,110)
Other comprehensive income:
Items that may be reclassified to profit or loss: Exchange differences on 301 52
translation of foreign operations
Items that will not be reclassified to profit or loss: Remeasurements of 101 261
defined benefit pension schemes
TOTAL COMPREHENSIVE LOSS FOR THE YEAR FROM CONTINUING OPERATIONS
(8,573) (5,797)
Loss for the year attributable to:
Owners of the parent (8,975) (6,110)
Total comprehensive loss attributable to:
Owners of the parent (8,573) (5,797)
Loss per share attributable to owners of the Parent
Basic (pence) 5 (0.10) (0.20) (0.30) (0.40)
Diluted (pence) 5 (0.10) (0.20) (0.30) (0.40)
(688)
(4,169)
(4,857)
(2,800)
Total administrative expenses
(4,021)
(6,549)
(10,570)
(9,146)
LOSS FROM OPERATIONS
(3,431)
(5,441)
(8,872)
(5,958)
Finance costs
(192)
(118)
(310)
(393)
LOSS BEFORE TAXATION
4
(3,623)
(5,559)
(9,182)
(6,351)
Taxation
207
241
LOSS FOR THE PERIOD FROM CONTINUING OPERATIONS
(3,416)
Loss for the period from discontinued operations
(5,559)
LOSS FOR THE PERIOD FROM OPERATIONS
(9,182)
(6,110)
Other comprehensive income:
Items that may be reclassified to profit or loss: Exchange differences on
translation of foreign operations
301
52
Items that will not be reclassified to profit or loss: Remeasurements of
defined benefit pension schemes
101
261
TOTAL COMPREHENSIVE LOSS FOR THE YEAR FROM CONTINUING OPERATIONS
(8,573)
(5,797)
Loss for the year attributable to:
Owners of the parent
(8,975)
(6,110)
Total comprehensive loss attributable to:
Owners of the parent
(8,573)
(5,797)
Loss per share attributable to owners of the Parent
Basic (pence)
5
(0.10)
(0.20)
(0.30)
(0.40)
Diluted (pence)
5
(0.10)
(0.20)
(0.30)
(0.40)
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 30 September 2025
Company Registration No. 07228939 Note 30 Sept 30 June
2025 2024
£'000 £'000
ASSETS
Non-current assets
Intangible assets 827 1,338
Property, plant and equipment 690 4,867
1,517 6,205
Current assets
Inventories 375 1,670
Trade receivables 333 1,088
Other receivables 252 376
Corporation tax 208 251
Cash and bank balances 1,680 1,717
2,848 5,102
TOTAL ASSETS 4,365 11,307
LIABILITIES
Non-current liabilities
Bank loans 6 (1,660) (1,392)
Pension Obligation - (304)
Other payables (155) (1,558)
(1,815) (3,254)
Current liabilities
Bank loans 6 (156) (14)
Trade and other payables (918) (2,186)
Deferred income (173) (178)
(1,247) (2,378)
TOTAL LIABILITIES (3,062) (5,632)
TOTAL NET ASSETS 1,303 5,675
EQUITY
Capital and reserves attributable to equity holders of the parent
Share capital 16,982 16,730
Share premium account 39,603 35,374
Share-based payment reserve 128 408
Foreign exchange reserve - (301)
Retained losses (55,410) (46,536)
TOTAL EQUITY 1,303 5,675
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the 15 months ended 30 September 2025
Share-based payment reserve
£'000 Foreign Exchange Reserve
Share Share premium £'000 Retained losses Total Equity
capital £'000 £'000 £'000
£'000
At 30 June 2023 15,717 31,912 833 (353) (41,137) 6,972
Comprehensive loss for the year
Loss for the year - - - - (6,110) (6,110)
Other comprehensive income/(loss) - - - 52 261 313
15,717 31,912 833 (301) (46,986) 1,175
Contributions by and distributions to owners
Recognition of share-based payments - - 25 - - 25
Share based payment charges - lapsed warrants - - (450) - 450 -
Issue of ordinary share capital 1,013 4,050 - - - 5,063
Transaction costs in respect of share issues - (588) - - - (588)
At 30 June 2024 16,730 35,374 408 (301) (46,536) 5,675
Comprehensive loss for the year
Loss for the year - - - - (8,975) (8,975)
Other comprehensive income/(loss) - - - 301 101 402
16,730 35,374 408 - (55,410) (2,898)
Recognition of share-based payments - - (280) - - (280)
Issue of ordinary share capital 252 4,610 - - - 4,862
Share issue cost - (381) - - - (381)
At 30 September 2025 16,982 39,603 128 - (55,410) 1,303
CONSOLIDATED STATEMENT OF CASH FLOWS
For the 15 months ended 30 September 2025
Period Year
ended ended
30 Sept 30 June
2025 2024
£'000 £'000
Cash flow from operating activities
Loss after taxation (8,975) (6,110)
Adjustments for:-
Amortisation and impairment of intangible assets 761 1,614
Depreciation and impairment of property, plant and equipment 1,041 1,128
Share-based payment charge (280) 25
Finance costs 310 393
Pension: employer contribution (27) (161)
Disposal of overseas entities 3,335 -
Taxation (207) (241)
Operating cash flow before working capital changes (4,042) (3,352)
(Increase)/decrease in inventories (252) 63
(Increase) in trade and other receivables (217) (454)
(Decrease)/increase in payables and deferred income (88) 383
Cash used in operations (4,599) (3,360)
Income tax received 250 397
Net cash used in operating activities (4,349) (2,963)
Cash flow used in investing activities
Purchase of plant and equipment (36) (16)
Purchase of intangible assets (250) (503)
Net cash used in investing activities (286) (519)
Cash flow from financing activities
Finance costs (65) (174)
Finance costs - lease liability (75) (95)
Additional borrowing 500 42
Payment of lease liability (146) (446)
Proceeds from issue of share capital 4,862 5,063
Share capital issues costs (381) (588)
Repayments of borrowings (86) (10)
Net cash flow from financing activities 4,609 3,792
Net (decrease)/increase in cash and cash equivalents (26) 310
Effects of exchange rates changes (11) 29
Cash and cash equivalents at beginning of the financial year 1,717 1,378
Cash and cash equivalents at end of the financial period 1,680 1,717
Abbreviated notes to the final results statement
1. General information
Haydale plc is a public limited company incorporated and domiciled in England
and Wales and quoted on the AIM Market, hence there is no ultimate controlling
party.
2. Significant accounting policies
Basis of preparation
The Group consolidated financial statements have been prepared in accordance
with UK-adopted International Financial Reporting Standards, International
Accounting Standards and Interpretations (collectively "IFRSs") and with the
requirements of the Companies Act 2006.
The Group's financial statements have been prepared under the historical cost
convention except for pension obligation which is measured at the present
value of future benefits that the employees earn for services provided less
fair value of plan assets.
These financial statements have been prepared for the extended financial
period from 30 June to 30 September as the Company changed its financial
year-end from 30 June 2025 to 30 September 2025. Accordingly, the comparative
figures, which cover the year to 30 June 2024, are not directly comparable.
The consolidated financial statements are presented in sterling amounts.
Amounts are rounded to the nearest thousands, unless otherwise stated.
The financial information contained in this announcement does not constitute
the Group's statutory accounts for the 15 months ended 30 September 2025 but
is derived from those accounts which have been audited and which will be filed
with the Registrar of Companies in due course. The 2025 Annual Report and
notice of AGM will be posted to shareholders on or around 4 March 2026 and
will shortly be available to view on the Company's website at
https://www.haydale-ir.com/ (https://www.haydale-ir.com/) . The Company's
Annual General Meeting will be held at 10am on 26 March 2026 at Cavendish plc,
One Bartholomew Close, London, EC1A 7BL.
The auditors' report on the Annual Report and Financial Statements for the
peiod ended 30 September 2025 was unqualified but contains a matter of
emphasis in respect to a material uncertainty relating to going concern. The
auditors' report did not contain a statement under s498(2) or s498(3) of the
Companies Act 2006.
Going concern
The Directors have prepared and reviewed detailed financial forecasts for the Group, including cash flow projections covering the period from the date of approval of these financial statements to the end of September 2027. These forecasts are derived from the Group's latest operating plan and longer-term financial model, both of which are reviewed and updated regularly.
In January 2026, the Company completed a £5.75 million equity fundraise. As a result, the Group is funded in line with the Board's stated growth plans and has sufficient working capital to support its current operations and planned development activities. The Directors note that this position has been communicated to investors and underpins the Board's assessment of the Group's financial resilience. The forward plan is supported by continued growth in the SaveMoneyCutCarbon business and the early commercial traction of the JustHeat product, where encouraging initial indicators are now evident. While recognising that the JustHeat product remains at an early stage of its lifecycle, the Directors consider the assumptions adopted in the forecasts to be reasonable and achievable.
The directors have also considered the sensitivity of the forecasts to changes in revenue timing and cost assumptions, including reasonably possible downside scenarios. Given the uncertainties attaching to bringing a new product to market under certain of these scenarios additional working capital may be required, the obtaining of which cannot be assured, toward the end of the review period. These events or conditions indicate that a material uncertainty exists that may cast significant doubt on the Company and Group's ability to continue as a going concern, and therefore, may be unable to realise its assets and discharge its liabilities in the normal course of business.
The Directors believe that these above scenarios can be mitigated through
actions within the Board's control, including the phasing of discretionary
expenditure, operational cost management, prioritisation of revenue-generating
activities, and the timing of investment in new initiatives. After due
consideration of the forecasts, sensitivities, available mitigations, and the
Group's cash resources following the January 2026 equity fundraise, the
Directors have a reasonable expectation that the Company and the Group have
adequate resources to continue in operational existence for the foreseeable
future. Accordingly, the financial statements have been prepared on a going
concern basis.
3. Segment analysis
IFRS 8 requires operating segments to be identified on the basis of internal
reports about components of the Group that are regularly reviewed by the chief
operating decision maker (which is the Chief Executive Officer and Chief
Financial Officer) as defined in IFRS 8, in order to allocate resources to the
segment and to assess its performance.
For management purposes, the Group is organised into the following reportable
regions:
· UK & Europe (focusing on functionalisation of nano
materials, high performance ink & master batches, elastomers and the
composites market in Europe);
· North America (focusing on SiC & blank products for
tooling); and
· Asia Pacific (focusing on sales to the Asian markets)
2025 Continuing Discontinued
Adjustments, Central & Eliminations
UK & Europe £'000 North America Asia UK & Europe Total
£'000 £'000 Pacific £'000 Consolidated
£'000 £'000
REVENUE 726 - 1,465 22 292 2,505
Cost of sales (269) - (583) (17) (205) (1,074)
Gross profit 457 - 882 5 87 1,431
Other operating income 133 - - - 134 267
Adjusted administrative expenses (1,710) (1,623) (1,796) (124) (460) (5,713)
Adjusted operating loss (1,120) (1,623) (914) (119) (239) (4,015)
Administrative expenses
Share based payment expense 107 - 122 5 46 280
Depreciation & amortisation (761) (34) (530) (9) (178) (1,512)
Impairment cost - - - - (290) (290)
Loss on disposal of subsidiaries - - (3,190) (145) - (3,335)
(654) (34) (3,598) (149) (422) (4,857)
Total administrative expenses (2,364) (1,657) (5,394) (273) (882) (10,570)
OPERATING LOSS (1,774) (1,657) (4,512) (268) (661) (8,872)
Finance costs (310)
LOSS BEFORE TAXATION (9,182)
Taxation 207
LOSS AFTER TAXATION (8,975)
Additions to non-current assets 435 - - - 50 485
Segment assets 2,716 1,649 - - - 4,365
Segment liabilities (2,290) (772) - - - (3,062)
2024 Continuing Discontinued
Adjustments, Central & Eliminations
UK & Europe £'000 North America Asia UK & Europe Total
£'000 £'000 Pacific £'000 Consolidated
£'000 £'000
REVENUE 939 - 3,294 151 436 4,820
Cost of sales (469) - (1,209) (77) (253) (2,008)
Gross profit 470 - 2,085 74 183 2,812
Other operating income 234 - - - 142 376
Adjusted administrative expenses (1,335) (1,876) (2,016) (292) (827) (6,346)
Adjusted operating loss (631) (1,876) 69 (218) (502) (3,158)
Administrative expenses
Share based payment expense (35) 10 (21) (2) 23 (25)
Depreciation & amortisation (517) (127) (658) (27) (185) (1,514)
Restructuring cost - - - (18) (16) (34)
Impairment cost - - (1,227) - - (1,227)
(552) (117) (1,906) (47) (178) (2,800)
Total administrative expenses (1,887) (1,993) (3,922) (339) (1,005) (9,146)
OPERATING LOSS (1,183) (1,993) (1,837) (265) (680) (5,958)
Finance costs (198) - (195) - - (393)
LOSS BEFORE TAXATION (1,381) (1,993) (2,032) (265) (680) (6,351)
Taxation 207 - - - - 241
LOSS AFTER TAXATION (1,174) (1,993) (2,032) (265) (680) (6,110)
Additions to non-current assets 650 - 6 25 - 681
Segment assets 3,958 1,215 5,904 230 - 11,307
Segment liabilities (2,527) (337) (2,699) (69) - (5,632)
Geographical information
All revenues of the Group are derived from its principal activities. The
Group's revenue from external customers by geographical location are detailed
below.
Continued Discontinued Total
2025 2025 2025 2024
£'000 £'000 £'000 £'000
By destination
United Kingdom 375 163 538 965
Europe 21 153 174 128
United States of America 8 1,117 1,125 2,135
China 2 116 118 261
Thailand - 5 5 66
South Korea - 17 17 84
Japan - 204 204 901
Rest of the World 320 4 324 280
726 1,779 2,505 4,820
During 2025, £0.47 million (19%) (2024: £1.23 million (26%)) of the Group's
revenue depended on a single customer as part of the discounted operations.
During 2025 £0.24 million (10%) (2024: £0.90 million (19%)) of the Group's
revenue depended on a second single customer.
All amounts shown as other operating income within the Statement of
Comprehensive Income are generated within and from the United Kingdom, EU and
the US. These amounts include income earned as part of a number of grant
funded projects in the United Kingdom and EU.
Dis-aggregation of revenues
Continued Discontinued Total Total
The split of revenue by type: 2025 2025 2025 2024
£'000 £'000 £'000 £'000
Services 519 97 616 899
Reactor rental 61 - 61 124
Products (Goods) 146 1,682 1,828 3,797
726 1,779 2,505 4,820
North America
Continued - 2025 UK & Europe £'000 Asia Pacific £'000 Total
£'000 £'000
Services 519 - - 519
Reactor rental 61 - - 61
Products (Goods) 146 - - 146
726 - - 726
North America
Discontinued - 2025 UK & Europe £'000 Asia Pacific £'000 Total
£'000 £'000
Services 97 - - 97
Products (Goods) 195 1,465 22 1,682
292 1,465 22 1,779
North America
Total - 2025 UK & Europe £'000 Asia Pacific £'000 Total
£'000 £'000
Services 615 - - 615
Reactor rental 61 - - 61
Products (Goods) 342 1,465 22 1,829
1,018 1,465 22 2,505
2024 North America
UK & Europe £'000 Asia Pacific Total
£'000 £'000 £'000
Services 878 - 21 899
Reactor rental 124 - - 124
Products (Goods) 373 3,294 130 3,797
1,375 3,294 151 4,820
Services and reactor rental revenues are recognised over time, whereas goods
and reactor sales are recognised at a point in time.
4. Loss before taxation
Loss before taxation is arrived at after charging:
2025 2024
£'000 £'000
Amortisation of intangibles 471 387
Impairment of intangibles 290 1,227
Depreciation of property, plant and equipment 1,041 1,128
Foreign Exchange 56 52
Restructuring costs - 34
The service fees of the Group's auditor, Crowe U.K. LLP are analysed below:
Fees payable to the Company's auditor for the audit of the Group's
financial statements
83 65
There are no other fees payable to the Company's auditors and its associates
for other services (2024: £Nil).
5. Loss per share
The calculations of loss per share are based on the following losses and
number of shares:
Continued Discontinued Total Continued Discontinued Total
2025 2025 2025 2024 2024 2024
£'000 £'000 £'000 £'000 £'000 £'000
Loss after tax attributable to owners of Haydale Graphene Industries Plc
(3,416) (5,559) (8,975) (3,133) (2,977) (6,110)
Weighted average number of shares:
- Basic and Diluted 3,314,912,923 3,314,912,923 3,314,912,923 1,534,906,164 1,534,906,164 1,534,906,164
Loss per share:
Basic (pence) and Diluted (pence) (0.10) (0.20) (0.30) (0.20) (0.20) (0.40)
The loss attributable to ordinary shareholders and weighted average number of
ordinary shares for the purpose of calculating the diluted earnings per
ordinary share are identical to those used for basic earnings per share. This
is because the exercise of share options would have the effect of reducing the
loss per ordinary share and is therefore not dilutive under the terms of IAS
33. At 30 September 2025, there were 117,189,568 (2024: 208,750,000) options
and warrants outstanding as detailed in note 18. All of the options are
potentially dilutive.
6. Bank loans
2025 2024
£'000 £'000
The borrowings are repayable as follows:-
- within one year 156 14
- in the second year 679 593
- in the third year and above 981 799
Bank loans 1,816 1,406
The Group's borrowings are denominated in Pounds Sterling, all USD based
borrowing were associated in the US company which was disposed of during the
year. The directors consider that there is no material difference between
the fair value and carrying value of the Group's borrowings.
2025 2024
Average interest rates paid 8.15% 6.87%
In June 2020, as part of the Government Bounce Back Loan scheme, HCS entered
into a six year loan agreement with NatWest for £50,000. The loan had a
repayment holiday and did not accrue interest during the first 12 months.
Following the initial 12 months, interest has been charged at 2.5% p.a. and
the loan and interest are repayable in equal instalments over the remaining
period.
In March 2021, HCS secured a loan of £1,100,000 from Innovate Loans UK
Limited, which the company has fully drawn down. The loan had an initial
repayment holiday until July 2024 (which was extended by a year during the
year ended June 2024 to July 2025) and was due for full repayment by July
2026, with interest charged at 7.4% p.a. During the current period to 30
September 2025, it was agreed to further extend the loan period by two years
to July 2028, and further extend the repayment holiday by an additional year
to July 2026. This means the loan will be fully repaid by July 2028.
During the year ended June 2022, the US operation secured a loan through the
COVID-19 Economic Injury Disaster Loan scheme of $200,000. The loan is for a
period of 30 years with a fixed interest rate of 3.75% and deferred repayments
for the first two years. During the year the loan was written off following
the disposal of the US subsidiary.
On 14 November 2024 the company issued 5 year Convertible Loan ('CLN') notes
to the value of £500,000 with a fixed coupon rate of 10% p.a, The CLN has a
conversion price of the lower of 0.1325p, the issue price of the last
fundraising prior to the conversion event and 25% discount to the price per
share on any exit event. Management has reviewed the CLN arrangement and has
deemed it to be a Financial Liability, as there is no event to trigger a
conversion into equity, with only the CLN holder having the option to
convert.
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