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REG - Johnson Matthey PLC - Johnson Matthey Full Year Results

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RNS Number : 9567F  Johnson Matthey PLC  28 May 2026

 

Preliminary results for the

year ended 31(st) March 2026

28(th) May 2026

 Delivering on our strategy - creating a focused, lean and cash generative
 group
 ·             Good progress on executing JM's new strategy to create a focused, lean and
               cash generative group, with a significant increase in free cash flow¹
               year-on-year - £168 million, up 163%
 ·             Delivered solid 2025/26 operating profit in line with previously upgraded
               guidance: pro forma underlying operating profit² up 6% at constant PGM prices
               and FX
 ·             Reported operating profit down 65% due to significant profit on disposals in
               the prior year, partly offset by lower impairment and restructuring charges
 ·             Delivered 14.5% underlying operating margin in Clean Air, up 270 basis points
               year-on-year; on track to achieve guidance of 16% to 18% in 2027/28
 ·             PGM Services impacted by operational metal losses in our US refinery. Started
               early-stage commissioning of new UK PGM refinery; on track to be operational
               in calendar year 2027
 ·             £1,325 million sale of Catalyst Technologies³ on track to complete by the
               end of August 2026: £1 billion of net sale proceeds to be returned to
               shareholders following completion⁴
 ·             Agreed acquisition of CORMETECH Inc. (Cormetech) for an enterprise value of
               $360 million (10.3x expected 2026 EBITDA, pre-synergies⁵) to drive growth in
               stationary emissions control applications, including for the rapidly growing
               data centre market in the US
 ·             On track to deliver sustainable free cash flow of at least £250 million p.a.
               by 2027/28, of which at least £200 million p.a. will be returned to
               shareholders in respect of 2026/27 and beyond

 

                                        Underlying results                                                          Reported results (continuing)

(continuing)⁶(,)⁷
                                        Year ended        %               % change,                                 Year ended              %

31(st) March
change
pro forma², constant FX rates
31(st) March
change
                                 2026            2025⁸             2026                                    2025⁸
 Revenue                         £m                                                                                 12,573      11,022      +14
 Sales excl. precious metals⁹    £m     2,555    2,831    -10             -7
 Operating profit                £m     340      299      +14             +14                                       161         454         -65
 Profit before tax               £m     271      245      +11                                                       91          403         -77
 Profit after tax¹⁰              £m     216      195      +11                                                       (91)        310         -129
 Basic earnings per share¹¹      pence  128.5    110.7    +16                                                       (54.1)      176.0       -131
 Ordinary dividend per share     pence                                                                              77.0        77.0        -
 Free cash flow¹                 £m                                                                                 168         64
 Cash from operating activities  £m                                                                                 495         330
 Net debt                        £m                                                                                 880         810

 

 Liam Condon, Chief Executive Officer, commented:
 In May 2025, we set out our strategy to transform Johnson Matthey into a
 focused, lean and cash generative group. The significant increase in cash
 generation shows our strategy is working. We also made progress in the year on
 decisive portfolio changes that will reshape the company for years to come and
 drive sustainable value creation. The sale of Catalyst Technologies is on
 track and the acquisition of Cormetech represents another important milestone
 in JM's development. Cormetech will materially enhance the scale of Clean Air
 Solutions and create a global leader in stationary emissions control,
 including for the rapidly growing data centre market. Together with the
 progress we are making on strengthening our core businesses, we are on track
 to achieve our medium-term targets and deliver enhanced shareholder returns.
 Group outlook for the year ending 31(st) March 2027
 For 2026/27, we expect low to mid single digit percentage growth in group
 underlying operating profit at constant precious metal prices and constant
 currency¹². This is on a basis that excludes Catalyst Technologies and
 Cormetech. Performance will be weighted towards the second half.

 In Clean Air we expect good growth in operating profit, with further margin
 improvement driven by ongoing efficiency initiatives. This is based on
 external data which suggest a 3% decline in global light duty vehicle
 production for 2026/27. In PGM Services we expect operating profit to be in
 line with 2025/26. This reflects higher process loss provisions, lower metal
 recoveries and higher maintenance costs relating to our current UK refinery,
 offset by a reduction in operational metal losses in our US refinery¹³. In
 Hydrogen Technologies, we expect to be at operating profit breakeven¹⁴.

 If PGM (platinum group metal) prices remain at their current level for the
 remainder of 2026/27, we expect a benefit of at least £25 million to full
 year operating profit compared with the prior year¹⁵. At current foreign
 exchange rates, translational foreign exchange movements for the year ending
 31(st) March 2027 are expected to have a £2 million adverse impact to
 underlying operating profit¹⁶.

 For 2026/27, we expect to deliver a further improvement in free cash flow
 generation¹⁷. Group capital expenditure is now expected to be higher at
 c.£230 million (previously c.£140 million) to support delivery of our new
 PGM refinery in line with our committed timelines. This increase will be fully
 offset by additional working capital efficiencies due to significant progress
 already made, which will be further accelerated.

 We expect the acquisition of Cormetech to complete at the end of June or in
 July 2026, and the business to deliver strong operating profit growth in
 2026/27 (2025/26 operating profit: £12 million).

 We remain mindful of the heightened geopolitical and macroeconomic uncertainty
 due to the Middle East conflict. Whilst there was no material financial impact
 in 2025/26, our performance may be impacted by the future impact on global
 demand, supply chains and inflation.

 Dividend
 The board will propose a final ordinary dividend of 55.0 pence per share at
 the Annual General Meeting (AGM) on 16(th) July 2026. Together with the
 interim dividend of 22.0 pence per share, this gives a total ordinary dividend
 of 77.0 pence per share, maintained at the same level as the prior year
 (2024/25: 77.0 pence per share). Subject to approval by shareholders, the
 final dividend will be paid on 4(th) August 2026, with an ex-dividend date of
 4(th) June 2026.

 Board changes
 With effect from the close of this year's AGM on 16(th) July 2026, Barbara
 Jeremiah and John O'Higgins will retire from the Board. Barbara has served as
 a Non-Executive Director and the Senior Independent Director for three years.
 John has been a Non-Executive Director for almost nine years and, in recent
 years, the Chair of the Remuneration Committee. Both Barbara and John have
 brought a great depth of business knowledge as well as extensive board
 experience to their roles.

 The Board is pleased to announce that Julie Southern will succeed Barbara
 Jeremiah as Non-Executive Director and Senior Independent Director of the
 Company, effective from the close of this year's AGM. Julie has a wealth of
 FTSE Board and C-Suite experience, including in finance, strategy, business
 development and governance.  Sinead Lynch will succeed John as Chair of the
 Remuneration Committee.
 Following an evaluation of the current remits of the Societal Value Committee
 and Investment Committee, and in light of the Committees having achieved their
 intended purpose, the Board has concluded that the responsibilities of the
 Committees are now more appropriately overseen by the full Board. The Board
 has therefore taken the decision to disband the Societal Value Committee and
 the Investment Committee and embed the matters previously covered by those
 Committees into its own core responsibilities.

 

 

 Enquiries:
 Investor Relations
 Louise Curran       Head of Investor Relations                 +44 20 7269 8235
 Media
 Gill Corish         Head of External Communications (Interim)  +44 20 7269 8001
 Guy Bates           Kekst CNC                                  +44 7581 056 415

 

 

 Notes:
 1.                                        Free cash flow defined as net cash flow from operating activities (excluding
                                           disposal related costs) after net interest paid, net purchases of non-current
                                           assets and investments and the principal elements of lease payments, adjusted
                                           to reflect the classification of Catalyst Technologies as a discontinued
                                           operation. 2024/25: £64 million inflow.
 2.                                        Pro forma financials exclude Catalyst Technologies (discontinued) and Value
                                           Businesses (divested) as shown on

page 10.
 3.                                        Enterprise value of £1,325 million on a cash and debt-free basis.
 4.                                        Comprising £800 million through a special dividend with a share
                                           consolidation, and £200 million through an on-market share buyback programme.
 5.                                        Acquisition of Cormetech for an enterprise value of $360 million payable in
                                           cash, which represents a 10.3x acquisition multiple pre-synergies based on
                                           expected 2026 EBITDA of c.$35 million. An additional earn-out consideration of
                                           up to $100 million in total may be payable in cash during calendar years 2028
                                           and 2029, conditional on Cormetech achieving certain financial performance
                                           targets. Further detail included in the transaction announcement.
 6.                                        Unless otherwise stated, sales and operating profit commentary refers to
                                           performance at constant exchange rates. Growth at constant rates excludes the
                                           translation impact of foreign exchange movements, with 2025/26 results
                                           converted at 2024/25 average rates. In 2025/26, the translational impact of
                                           exchange rates on group sales and underlying operating profit (continuing) was
                                           an adverse impact of £37 million, and nil respectively.
 7.                                        Underlying is before gain on significant legal proceedings, profit on disposal
                                           of businesses, share of profits or losses from non-strategic equity
                                           investments, major impairment and restructuring charges, one-off tax
                                           transactions and, where relevant, related tax effects. For definitions and
                                           reconciliations of other non-GAAP measures, see pages 46 to 51.
 8.                                        2024/25 is restated to reflect the classification of Catalyst Technologies as
                                           a discontinued operation following the agreed sale, and the group's updated
                                           reporting segments where a small business outside of the sale perimeter has
                                           moved from Catalyst Technologies to PGM Services.
 9.                                        Revenue excluding cost of precious metals to customers and the precious metal
                                           content of products sold to customers.
 10.                                       Underlying profit after tax is adjusted by £45 million for the effect of
                                           deferred tax asset not recognised following the agreed sale of Catalyst
                                           Technologies.
 11.                                       Based on weighted average number of shares in issue of 168.2 million in
                                           2025/26 (2024/25: 176.0 million). Reduction due to share buyback programme
                                           from 3(rd) July 2024 to 12(th) December 2024.
 12.                                       Baseline is underlying operating profit which excludes Catalyst Technologies
                                           and Cormetech: £340 million in 2025/26 as shown on page 10.
 13.                                       Operational metal losses in our US refinery were recognised in 2025/26. See
                                           further details on page 14.
 14.                                       Outlook commentary for Clean Air, PGM Services, Hydrogen Technologies and
                                           Cormetech refers to underlying operating profit and assumes constant precious
                                           metal prices and constant currency.
 15.                                       Based on average precious metal prices in May 2026 (month to date). A US$100
                                           per troy ounce change in the average annual platinum, palladium and rhodium
                                           metal prices each have an impact of approximately £1.0 million, £1.0 million
                                           and £0.5 million respectively on full year 2026/27 underlying operating
                                           profit in PGM Services. This assumes no foreign exchange movement and takes
                                           hedging activities into account.
 16.                                       Based on foreign exchange rates as at 21(st) May 2026 (£:US$ 1.34, £:€
                                           1.16, £:INR 129.03, £:RMB 9.12).
 17.                                       2025/26 free cash flow: £168 million inflow.
 Strategic update
 We have made good progress against the strategy we outlined in May 2025 to
 create a focused, lean and cash generative group. Following the divestment of
 Catalyst Technologies, Johnson Matthey will be a more focused business centred
 around Clean Air and PGM Services. Underpinned by our strong heritage and
 expertise in PGMs, these businesses have leading positions in durable markets,
 and a fully circular business model based on our world-class refining and
 metal management capabilities.

 Today, we announced the acquisition of CORMETECH Inc. ("Cormetech") for an
 enterprise value of $360 million¹. Demand for energy continues to increase
 globally, with the US in particular seeing higher demand driven by the rapid
 construction of data centres. As the leading and high-growth manufacturer of
 emissions control catalysts for stationary applications, including power
 generation for data centres, Cormetech will materially enhance the scale of
 our Clean Air Solutions business. This acquisition is expected to deliver
 highly attractive financial outcomes and shareholder value creation. Further
 detail included in the transaction announcement.

 Clean Air - a leading global player delivering material margin improvement
 In Clean Air, we aim to be a lasting partner providing world-leading
 technology to help our customers reduce harmful emissions. Policy developments
 such as the proposed removal of the EU's 2035 ICE ban are extending the
 lifetime of light duty ICE platforms, especially in the growing hybrid
 segment. Heavy duty has greater longevity, with ICE production expected to
 grow over the medium to long-term².

 We are strengthening our relationships with key customers, leveraging our
 strategic partnership offering. We are focused on maintaining our leading
 position in diesel, and our diesel win rates³ remain strong at close to 100%
 for light duty and c.70% for heavy duty. We are selectively targeting light
 duty gasoline business and have increased our win rate³ to c.70%. In 2025/26,
 we secured 9 hybrid platform wins in Europe, representing c.25% of European
 hybrid opportunities in 2028/29⁴.

 In the year, we improved our underlying operating margin by 270 basis points
 to 14.5%

(1H: 12.4%, 2H: 16.5%). As we continued to drive efficiencies, we reduced
 R&D and SG&A spend by around 20% and lowered headcount by 11%. We also
 further consolidated our manufacturing footprint, closing two additional
 production lines in India and North America. Overall, we now have 11 plants
 and 20 lines (2021/22: 16 plants, 50 lines). In 2026/27, we plan to further
 reduce R&D and SG&A spend, and drive continued operational and
 commercial excellence.

 For 2027/28, we expect Clean Air sales of more than £2 billion (of which over
 95% is already won) and an operating margin of 16 to 18%.

 

 

 

 

 Notes:
 1.                                                                     Acquisition of Cormetech for an enterprise value of $360 million payable in
                                                                        cash, which represents a 10.3x acquisition multiple pre-synergies based on
                                                                        expected 2026 EBITDA of c.$35 million. An additional earn-out consideration of
                                                                        up to $100 million in total may be payable in cash during calendar years 2028
                                                                        and 2029, conditional on Cormetech achieving certain financial performance
                                                                        targets.
 2.                                                                     c.1% CAGR from 2025/26 to 2034/35. Sources: S&P Global - on-road, KGP -
                                                                        non-road emissionised vehicles. Includes on-road and non-road vehicles with
                                                                        diesel, gasoline and natural gas engines.
 3.                                                                     Based on sales won as a percentage of sales won and lost, from 1(st) April
                                                                        2025 to 31(st) March 2026.
 4.                                                                     Combined customer forecasts as a share of forecast European light duty
                                                                        gasoline hybrid vehicle production in 2028/29. Source: S&P Global.
 PGM Services - a world leader in PGMs
 PGM Services is a world leader in PGMs. Our leading capabilities in R&D,
 product manufacture, refining and metal management provide a fully circular
 business model that underpins the group.

 The business is currently in a period of transition as we upgrade existing
 assets and invest into a new, world-class PGM refinery in the UK. This will
 improve the efficiency, resilience, safety and sustainability of our
 operations. Faster cycle times and continuous operations will reduce existing
 refining backlogs, whilst increased capacity will enable better management of
 peak volumes. We commenced early-stage commissioning in March 2026 and are on
 track to be operational in calendar year 2027.

 Until the new refinery is fully operational, we expect increased maintenance
 costs and lower metal recoveries relating to our current aged refinery. Whilst
 we expect process losses relating to our US refinery to reduce, they are
 likely to remain somewhat ahead of historic levels in the near-term (see
 further details on page 14) until the benefits of our upgrade programme take
 hold. From 2027 onwards we will also incur dual-running costs and higher
 depreciation costs as our new refinery comes online, before returning to
 growth in 2027/28.

 In 2027/28, we expect PGM Services to generate sales in excess of £450
 million, with an operating margin of around 30%¹. Beyond this, underpinned by
 our new refinery and growth in PGM Products, we expect PGM Services to deliver
 at least low single digit CAGR in underlying operating profit over the medium
 to long-term.

 Driving growth - focused on our core competencies
 Alongside our durable Clean Air and PGM Services businesses, we are driving
 growth through opportunities focused on our core competencies in PGMs and
 catalysis.

 1.                           In Clean Air Solutions (within Clean Air), we are leveraging our leading
                              emissions control technology for growing stationary and industrial
                              applications. We provide catalyst, system and service offerings across key
                              markets including marine, industrial and power generation. In 2025/26, Clean
                              Air Solutions generated sales of £67 million and underlying operating profit
                              of £10 million.

                              The acquisition of Cormetech - the leading SCR² catalyst manufacturer for
                              stationary applications - will materially enhance the scale of Clean Air
                              Solutions. Cormetech has a significant presence in the large and growing US
                              power generation market. The acquisition will create a global leader in
                              stationary emissions control with a highly complementary portfolio of products
                              across a diverse customer base.

                              The combination of Clean Air Solutions and Cormetech will result in a
                              fast-growing business with sales of in excess of £200 million and an
                              operating margin of at least mid-teens in 2026/27. Completion is expected at
                              the end of June or in July 2026, following receipt of customary regulatory
                              approvals.

 Notes:

 1.                                                                     Assumes broadly constant PGM prices.
 2.                                                                     Selective catalytic reduction. This is a chemical reaction to convert harmful
                                                                        nitrogen oxides to nitrogen and water.

 

 2.  In PGM Products (within PGM Services), we expect growth in new, high value PGM
     applications for a wide range of industries beyond the internal combustion
     engine. As these applications scale, we expect the overall PGM value pool to
     increase over the medium to

long-term. We recently announced a collaboration with Valterra Platinum and
     Sibanye-Stillwater to develop and scale new PGM uses across multiple sectors
     including enhanced emissions detection and reduction, new electronic materials
     and clean hydrogen.

 3.  Hydrogen Technologies, which manufactures key performance components for
     hydrogen fuel cells and electrolysers, is well positioned in the green
     hydrogen market. Green hydrogen will be essential in helping the world to
     decarbonise and tackling climate change. Whilst the market has slowed, we are
     maintaining long-term growth optionality. We achieved run-rate breakeven in
     the final quarter of 2025/26 and continue to expect the business to be cash
     flow positive in 2026/27¹.

 Sale of Catalyst Technologies
 As previously announced, we have agreed the sale of Catalyst Technologies to
 Honeywell (Honeywell International Inc.) for an enterprise value of £1,325
 million on a cash and debt-free basis. The re-organisation of the Catalyst
 Technologies business within the transaction perimeter is complete and only
 one antitrust approval remains outstanding. We continue to expect the
 transaction to complete by the end of August 2026. Following completion, we
 expect to return

£1 billion of net sale proceeds to shareholders: £800 million through a
 special dividend with share consolidation, and £200 million through an
 on-market share buyback programme.

 Leadership changes
 Maurits van Tol - Chief Executive, Catalyst Technologies - has decided to
 leave Johnson Matthey. Under Maurits' leadership, Catalyst Technologies has
 made significant progress and is well-positioned for its next phase as part of
 Honeywell. Alberto Giovanzana, who previously led the Licensing division of
 Catalyst Technologies, succeeded Maurits, effective 1(st) April 2026.

 Delivering a step change in cash generation
 We are driving improved cash generation through three key levers: overhead
 reduction, materially lower capex and improved working capital management.
 These priorities are reflected in our senior management remuneration, with 80%
 of the 2026/27 annual bonus linked to underlying profit before tax and free
 cash flow.

 In January 2026 we implemented a new organisational structure, with a
 streamlined Group Leadership Team (GLT). We have also streamlined our group
 support functions including Finance, IT, HR and Procurement, and reduced our
 Corporate headcount by 15% in the year, driving lower cost and reduced
 duplication.

 Group capex is expected to decrease materially once the new PGM refinery has
 been completed. For 2026/27, we expect capex of c.£230 million (previously
 c.£140 million)², with the increase largely driven by higher spend on our
 new PGM refinery. We are experiencing increased fit-out costs as a result of
 the industrial action by some of our sub-contractors during 2025. The return
 to normal operations took longer than expected, with lower initial
 productivity. Whilst productivity has now returned to target levels, we need
 to invest more resource - especially for the extensive piping installation -
 to deliver the project on time.

 

 

 Notes:
 1.      Cash flow defined as underlying operating profit plus depreciation and
         amortisation (EBITDA), less capital expenditure and net working capital
         movements.
 2.      Guidance excludes Cormetech.

 

 With the actions we have taken, we are confident in delivering the refinery in
 line with our committed timelines (operational in calendar year 2027). By
 2027/28, we continue to expect group capex of c.£120 million, which is mainly
 focused on maintenance and operational improvement¹.

 Across the group, we have identified opportunities to deliver working capital
 benefits in excess of £250 million over the three years to 2027/28. In
 2026/27, we expect the increase in capex versus previous expectations to be
 fully offset by additional working capital efficiencies, with improved
 inventory processes and credit control, alongside further optimisation of
 supplier payment terms. As such, we are targeting a further improvement in
 free cash flow generation in 2026/27². Overall, our focus on reducing
 overheads and capex, and improved working capital management will drive
 annualised sustainable free cash flow of at least £250 million by 2027/28¹.

 Committed to materially enhanced shareholder returns
 We have a disciplined capital allocation policy which will deliver materially
 enhanced shareholder returns whilst maintaining a strong balance sheet.
 Assuming completion of the Catalyst Technologies disposal and associated
 shareholder returns, as well as the Cormetech acquisition, pro-forma net debt
 to EBITDA is expected to be approximately 1.8 times as at 31(st) March 2027.
 We expect to be within our target range of 1.0 to 1.5 times by 31(st) March
 2029. Priorities for use of capital are:

 1.        Organic investment focused on maintenance and operational improvement after
           the completion of our new PGM refinery
 2.        Shareholder returns of at least £200 million per annum in respect of 2026/27
           and beyond (split between ordinary dividends and share buybacks)
 3.        Bolt-on acquisitions only considered for highly compelling opportunities in
           our core areas. We remain highly disciplined regarding acquisitions and remain
           focused on de-leveraging to be within our target net debt to EBITDA range
           following the acquisition of Cormetech.

 What JM will deliver by 2027/28¹
 JM is committed to delivering a step change in cash generation and materially
 enhanced shareholder returns. By 2027/28, we are on track to deliver:

 ·         At least mid single digit CAGR in pro forma underlying operating profit
           (2024/25 baseline)³
 ·         Annualised sustainable free cash flow of at least £250 million
 ·         Cash returns of at least £200 million per annum to shareholders

 

 Notes:
 1.                                                                    Guidance excludes Cormetech.
 2.                                                                    2025/26: £168 million inflow.
 3.                                                                    Baseline is pro forma underlying operating profit which excludes Catalyst
                                                                       Technologies and Value Businesses -

£298 million in 2024/25 as shown on page 10.
 Milestones overview
 We are making good progress against our strategic milestones across three key
 areas: financial, operational and sustainability.

 Financial
 ·                           On track to increase Clean Air underlying operating margin to 16% to 18% by
                             end of 2027/28
 ·                           Achieved operating profit breakeven in Hydrogen Technologies in Q4 2025/26; on
                             track to deliver positive cash flow in 2026/27¹

 Operational
 ·                           Completed carve out of Catalyst Technologies within the sale perimeter ahead
                             of agreed sale
 ·                           On track to operate new world-class PGM refinery in calendar year 2027, with
                             higher capex
 ·                           Customer net promoter score of 47, achieving our target of greater than 41 by
                             end of 2025/26²

 Sustainability
 ·                           On track to improve ICCA process safety event severity rate to 0.60 by end of
                             2026/27³
 ·                           Employee engagement score of 7.5, achieving our target of at least 7.2 by end
                             of 2025/26⁴
 ·                           59% reduction in Scope 1 and 2 CO₂e emissions, a year ahead of our target of
                             a 57% reduction by end of 2026/27⁵

 

 

 

 Notes:
 1.      Cash flow defined as underlying operating profit plus depreciation and
         amortisation (EBITDA), less capital expenditure and net working capital
         movements.
 2.      Net promoter score is a market research survey metric to measure customer
         satisfaction and loyalty, calculated from our annual customer survey data.
         2024/25 baseline: 41.
 3.      ICCA - International Council of Chemical Associations. 2024/25 baseline: 0.74
         (restated - previously 0.78).
 4.      March 2025 baseline: 7.1.
 5.      Metric tonnes of greenhouse gases. 2025/26: 101,010 tonnes CO₂ equivalents.
         2019/20 baseline: 248,432 tonnes CO₂ equivalents (restated - previously
         249,465 tonnes).
 Performance summary for the year ended 31(st) March 2026¹
 Pro forma underlying operating profit² - excluding the impact of PGM prices -
 grew 6%, in line with guidance. Performance was largely driven by cost
 efficiencies across the group. Average PGM prices increased in the year, with
 a benefit to underlying operating profit of £24 million. Including the impact
 of PGM prices, pro forma underlying operating profit² grew 14%. The conflict
 in the Middle East did not have a material effect on our business in the year.

 Clean Air operating profit grew 12% and the margin expanded 270 basis points
 to 14.5%. This was driven by efficiencies, including reduced R&D and
 SG&A spend as well as benefits from operational excellence and footprint
 consolidation. PGM Services operating profit declined 20%, driven by a £48
 million operational metal loss in our US refinery, as well as reduced metal
 recoveries and lower refining volumes. This was despite benefits from higher
 average PGM prices, strong performance in our trading business and cost
 efficiencies. Hydrogen Technologies delivered a smaller operating loss of £19
 million (2024/25: £39 million loss), reflecting benefits from cost control
 actions taken in the prior year and higher sales. We achieved run-rate
 breakeven in the final quarter. Further details are included in the business
 updates on pages 12 to 16.

 On a reported basis, operating profit decreased to £161 million (2024/25:
 £454 million³). The decline largely reflected the absence of a £482 million
 profit on disposal recognised in the prior year, principally related to
 Medical Device Components. In the year, we incurred £192 million of major
 impairment and restructuring charges, compared to £327 million in the prior
 year. The

£192 million of major impairment and restructuring charges comprised an
 impairment charge of £135 million and restructuring charges of £57 million.
 The impairment charge included an

£88 million impairment to Hydrogen Technologies reflecting further slowdown
 in the transition to hydrogen fuel cell and electrolyser technologies. In PGM
 Services, there was a £38 million impairment of assets linked to the hydrogen
 fuel cell market, and assets relating to the closure of our China refinery. We
 also recognised a £9 million impairment relating to Clean Air's ongoing
 footprint consolidation.

 Net debt (continuing) increased to £880 million as at 31(st) March 2026
 compared to £810 million as at 31(st) March 2025. The increase largely
 reflected funding of our discontinued Catalyst Technologies business -
 including capital expenditure - in line with the terms of the transaction. Net
 debt to EBITDA was 1.8 times (31(st) March 2025: 1.8 times). Free cash flow⁴
 was a £168 million inflow, a material step-up from a £64 million inflow in
 2024/25. This was largely driven by underlying operating profit growth,
 reduced capital expenditure and lower restructuring costs.

 

 Notes:
 1.      Unless otherwise stated, sales and operating profit commentary refers to
         performance at constant exchange rates. Growth at constant rates excludes the
         translation impact of foreign exchange movements, with 2025/26 results
         converted at 2024/25 average rates. In 2025/26, the translational impact of
         exchange rates on group sales and underlying operating profit (continuing) was
         an adverse impact of £37 million, and nil respectively.
 2.      Pro forma underlying operating profit excludes Catalyst Technologies
         (discontinued) and Value Businesses (divested) as shown on page 10.
 3.      2024/25 is restated to reflect the classification of Catalyst Technologies as
         a discontinued operation following the agreed sale, and the group's updated
         reporting segments where a small business outside of the sale perimeter has
         moved from Catalyst Technologies to PGM Services.
 4.      Free cash flow defined as net cash flow from operating activities (excluding
         disposal related costs) after net interest paid, net purchases of non-current
         assets and investments and the principal elements of lease payments, adjusted
         to reflect the classification of Catalyst Technologies as a discontinued
         operation.
 Summary of underlying operating results from continuing operations
 Unless otherwise stated, commentary refers to performance at constant FX
 rates¹. Percentage changes in the tables are calculated on rounded numbers.

 

 Sales                                 Year ended        % change  % change,

31(st) March
constant FX rates
 (£ million)
                                       2026     2025²
 Clean Air                             2,123    2,319    -8        -7
 PGM Services                          420      481      -13       -11
 Hydrogen Technologies                 71       60       +18       +18
 Eliminations²                         (59)     (66)     n/a       n/a
 Sales (pro forma)                     2,555    2,794    -9        -7
 Value Businesses (divested)³          -        37       n/a       n/a
 Sales (continuing)                    2,555    2,831    -10       -8
 Catalyst Technologies (discontinued)  558      652      -14       -14
 Eliminations (discontinued)           (20)     (13)     n/a       n/a
 Total sales                           3,093    3,470    -11       -10

 

 

 

 Underlying operating profit               Year ended        % change  % change,

(£ million)
31(st) March
 constant FX rates
                                           2026     2025²
 Clean Air                                 307      273      +12       +12
 PGM Services                              119      151      -21       -20
 Hydrogen Technologies                     (19)     (39)     n/a       n/a
 Corporate                                 (67)     (87)     n/a       n/a
 Underlying operating profit (pro forma)   340      298      +14       +14
 Value Businesses (divested)³              -        1        n/a       n/a
 Underlying operating profit (continuing)  340      299      +14       +14
 Catalyst Technologies (discontinued)      44       90       -51       -51
 Total underlying operating profit         384      389      -1        -1

 

 

 

 Reconciliation of underlying operating profit  Year ended

to operating profit
31(st) March

(£ million)
                                                2026     2025²
 Underlying operating profit (continuing)       340      299
 Gain on significant legal proceedings⁴         8        -
 Profit on disposal of businesses⁴              5        482
 Major impairment and restructuring charges⁴    (192)    (327)
 Operating profit                               161      454

 

 

 Notes:
 1.      Growth at constant rates excludes the translation impact of foreign exchange
         movements, with 2025/26 results converted at 2024/25 average rates. In
         2025/26, the translational impact of exchange rates on group sales and
         underlying operating profit (continuing) was an adverse impact of £37
         million, and nil respectively.
 2.      2024/25 is restated to reflect the classification of Catalyst Technologies as
         a discontinued operation following the agreed sale, and the group's updated
         reporting segments where a small business outside of the sale perimeter has
         moved from Catalyst Technologies to PGM Services.
 3.      Includes Battery Materials, Battery Systems and Medical Device Components
         which are all now divested.
 4.      For further detail on these items please see pages 19 and 20.
 Second half performance
 Unless otherwise stated, commentary refers to performance at constant FX
 rates¹. Percentage changes in the tables are calculated on rounded numbers.

 

 Sales                                 2H 2025/26  2H 2024/25²   % change  % change,

 constant FX rates
 (£ million)
 Clean Air                             1,062       1,154         -8        -7
 PGM Services                          194         266           -27       -25
 Hydrogen Technologies                 48          40            +20       +20
 Eliminations²                         (28)        (32)          n/a       n/a
 Sales (pro forma)                     1,276       1,428         -11       -10
 Value Businesses (divested)³          -           1             n/a       n/a
 Sales (continuing)                    1,276       1,429         -11       -10
 Catalyst Technologies (discontinued)  286         324           -12       -11
 Eliminations (discontinued)           (14)        (5)           n/a       n/a
 Total sales                           1,548       1,748         -11       -11

 

 

 

 Underlying operating profit               2H 2025/26  2H 2024/25²   % change  % change,

(£ million)
 constant FX rates
 Clean Air                                 175         152           +15       +13
 PGM Services                              53          100           -47       -47
 Hydrogen Technologies                     (1)         (13)          n/a       n/a
 Corporate                                 (29)        (45)          n/a       n/a
 Underlying operating profit (pro forma)   198         194           +2        +1
 Value Businesses (divested)³              -           (1)           n/a       n/a
 Underlying operating profit (continuing)  198         193           +3        +2
 Catalyst Technologies (discontinued)      24          40            -40       -40
 Total underlying operating profit         222         233           -5        -6

 

 

 

 Notes:
 1.      Growth at constant rates excludes the translation impact of foreign exchange
         movements, with 2025/26 results converted at 2024/25 average rates. In
         2025/26, the translational impact of exchange rates on group sales and
         underlying operating profit (continuing) was an adverse impact of £37
         million, and nil respectively.
 2.      2024/25 is restated to reflect the classification of Catalyst Technologies as
         a discontinued operation following the agreed sale, and the group's updated
         reporting segments where a small business outside of the sale perimeter has
         moved from Catalyst Technologies to PGM Services.
 3.      Includes Battery Materials, Battery Systems and Medical Device Components
         which are all now divested.

Business reviews

 

Clean Air

 

 Profit and margin growth driven by efficiencies
 ·           Sales were down 7%, mainly reflecting weaker vehicle production in North
             American heavy duty diesel and European light duty diesel. We also experienced
             market share losses in light duty gasoline due to the phase out of customer
             platforms in Europe and weaker platform mix in China
 ·           Underlying operating profit grew 12% with a 270 basis points margin expansion
             to 14.5%, driven by efficiency benefits

 

                                     Year ended              % change  % change,

31(st) March
 constant FX rates
                                     2026        2025
                                     £ million   £ million
 Sales
 Light duty diesel                   991         1,049       -6        -5
 Light duty gasoline                 403         480         -16       -15
 Heavy duty diesel                   729         790         -8        -6
 Total sales                         2,123       2,319       -8        -7

 Underlying operating profit         307         273         +12       +12
 Underlying operating profit margin  14.5%       11.8%
 EBITDA margin                       17.7%       14.8%
 Reported operating profit           284         234

 

 Clean Air provides catalysts for emission control after-treatment systems used
 in light and heavy duty vehicles powered by internal combustion engines.

 Market commentary
 In the year, both light and heavy duty internal combustion engine (ICE)
 vehicle production declined slightly.

 In light duty, declines in Europe and China were partly offset by good growth
 in India, whilst the Americas grew slightly. Lower production in Europe and
 China was principally driven by further battery electric vehicle penetration.
 European production was further impacted by tariffs and increased imports from
 China.

 Heavy duty saw good growth in Asia - particularly China and India - offset by
 a material decline in the Americas, whilst Europe was broadly flat. In China,
 growth was driven by

pre-buy ahead of tighter enforcement of China VIb regulation and government
 scrappage schemes. In India, production was driven by infrastructure spend as
 well as government scrappage schemes. In North America, both Class 8 and Class
 4-7 truck production declined, driven by the impact of tariffs and uncertainty
 around the timing and final requirements of the EPA27 (Environmental
 Protections Agency) emissions legislation. Some demand recovery is forecast
 for 2026/27, supported by improved visibility of trade dynamics and
 legislation, including EPA27 requirements.

 Performance commentary
 Sales
 Sales were down 7%, mainly reflecting weaker vehicle production in North
 American heavy duty diesel and European light duty diesel.

 Light duty diesel
 In light duty diesel, sales declined 5%, broadly in line with the global
 market. By region, lower sales in Europe and North America were partly offset
 by good growth in China.

 We have a large presence in European light duty diesel where sales declined in
 line with the market, reflecting further penetration of battery electric and
 gasoline hybrid vehicles. In North America, sales were impacted by a weaker
 platform mix with key customers. Good sales growth in China was materially
 ahead of a declining market, as our largest customer outperformed the market.

 Light duty gasoline
 Light duty gasoline sales were down 15%, underperforming the global market
 which declined modestly. In Europe and China, we saw material sales declines.
 Alongside weaker market production in these regions, we were also impacted by
 market share losses largely due to the phase out of Euro 6 customer platforms
 and weaker platform mix in China. This was partly offset by growth in North
 America, slightly ahead of the market, driven by a stronger mix.

 Heavy duty diesel
 Heavy duty diesel sales were down 6%, underperforming a slightly declining
 market. We saw a material sales decline in North America, partly offset by
 growth in Europe and Asia.

 In North America, our sales performance reflected weaker vehicle production,
 as well as the phase out of a high value customer platform and weaker platform
 mix. In Europe, we outperformed a broadly flat market, mainly due to market
 share gains driven by strong performance of customer platforms. In Asia,
 higher sales were driven by India, largely reflecting better platform mix with
 our biggest customer and the ramp up of a non-road platform.

 Underlying operating profit
 Underlying operating profit grew 12% and operating margin expanded 270 basis
 points to 14.5%, driven by efficiency benefits. This included a c.20%
 reduction in R&D and SG&A spend in the business as well as benefits
 from operational excellence and footprint consolidation.

 

PGM Services

 

 Sales and profit down materially
 ·         Sales declined 11%. This reflected weaker performance in our refining business
           driven by operational metal losses in our US refinery, whilst our trading
           business performed well
 ·         Underlying operating profit declined 20% driven by a £48 million operational
           metal loss in our US refinery, as well as reduced metal recoveries and lower
           refining volumes. This was despite benefits from higher average PGM prices,
           strong performance in our trading business and cost efficiencies

 

                                     Year ended              % change  % change,

31(st) March
 constant FX rates
                                     2026        2025¹
                                     £ million   £ million
 Sales
 PGM Services                        420         481         -13       -11

 Underlying operating profit         119         151         -21       -20
 Underlying operating profit margin  28.3%       31.4%
 EBITDA margin                       34.8%       37.2%
 Reported operating profit           64          69

 

 PGM Services is the world's largest recycler of platinum group metals (PGMs).
 This business is enabling the energy transition through developing new PGM
 applications and providing circular solutions. PGM Services provides a
 strategic service to the group, supporting our other businesses with security
 of metal supply and the manufacture of value-add PGM products.

 Performance commentary
 Sales
 In the year sales were down 11% mainly driven by weaker performance in our
 refining business, whilst our trading business performed well.

 In our refining business, sales were down materially driven by the recognition
 of operational metal losses following completion of our biennial US refinery
 stocktake in the second half of 2025/26. Process losses are a normal part of
 operations but they were significantly greater than expected on this occasion,
 with the impact exacerbated as we recognised them when PGM prices were
 elevated. We expect these losses to reduce in the near-term due to ongoing
 investments, and the learnings from our UK refinery where we have a dedicated
 team improving operations and refinery outputs. We also saw reduced metal
 recoveries linked to our asset renewal programme and lower refining volumes,
 as expected. Sales were partly offset by a benefit from higher average PGM
 prices.

 Our trading business delivered a strong performance benefitting from increased
 trading activity in a higher and more volatile PGM price environment. Average
 platinum, palladium and rhodium prices increased 64%, 36% and 63% respectively
 compared to 2024/25. In our products business, sales grew slightly. We saw
 higher sales to automotive customers, partly offset by lower demand from
 pharmaceutical customers.

 

 

 Notes:
 1.      2024/25 is restated to reflect the group's updated reporting segments
         following the agreed sale of Catalyst Technologies, where a small business
         outside of the sale perimeter has moved from Catalyst Technologies to PGM
         Services.

 

 Underlying operating profit
 Underlying operating profit declined 20%, driven by a £48 million operational
 metal loss in our US refinery. We also experienced reduced metal recoveries
 and lower refining volumes, as expected. This was partly offset by a £24
 million benefit from higher average PGM prices in our refining business,
 strong performance in our trading business and cost efficiencies.

 

Hydrogen Technologies

 Achieved run-rate breakeven
 ·         Sales grew 18%, largely driven by revenue recognised due to changes to volume
           commitments from customers in fuel cells
 ·         Smaller operating loss of £19 million, largely reflecting benefits from cost
           control actions and higher sales. Significant half-on-half improvement (1H:
           £18 million loss,

2H: £1 million loss) with run-rate breakeven achieved in Q4, in line with
           guidance

 

                                   Year ended              % change  % change,

31(st) March
 constant FX rates
                                   2026        2025
                                   £ million   £ million
 Sales
 Hydrogen Technologies             71          60          +18       +18

 Underlying operating loss         (19)        (39)        n/a       n/a
 Underlying operating loss margin  n/a         n/a
 Reported operating loss           (108)       (184)

 

 In Hydrogen Technologies, we provide performance-defining components across
 the value chain for fuel cells and electrolysers, including catalyst coated
 membranes (CCMs).

 Performance commentary
 Sales
 Sales grew 18%, largely driven by fuel cells as we benefitted from revenue
 recognised due to changes to volume commitments from our customers. This was
 partly offset by lower volumes of fuel cell components. Electrolyser sales
 doubled, albeit from a small base, driven by higher catalyst sales to our
 strategic partners.

 Underlying operating loss
 Underlying operating loss for the full year was £19 million, a material
 improvement compared to a £39 million loss in the prior year. This largely
 reflected benefits from cost control actions taken in 2024/25 as we
 restructured the business and reduced headcount, as well as higher sales.

 Following an underlying operating loss of £18 million in the first half, we
 delivered a significant sequential improvement in the second half (2H: £1
 million loss) mainly driven by increased revenue recognised due to changes to
 volume commitments from customers. We achieved run-rate breakeven in the
 fourth quarter, as guided.

 Corporate
 Corporate costs were £67 million, a decrease of £20 million from the prior
 year. This mainly reflected a year of reduced bonus accruals and lower
 professional fees, as well as a reduction in functional costs.

 

Discontinued operations: Catalyst Technologies

 

 Performance impacted by weaker demand in key end markets
 ·         Sales declined 14%, impacted by a weaker market with lower first fill and
           refill catalyst sales, and lower licensing income against a strong prior
           period
 ·         Underlying operating profit down 51%, driven by lower sales and weaker mix
 ·         Expect completion of the sale to Honeywell by end of August 2026

 

                                     Year ended              % change  % change,

31(st) March
 constant FX rates
                                     2026        2025¹
                                     £ million   £ million
 Sales
 Catalysts                           491         547         -10       -10
 Licensing                           67          105         -36       -36
 Total sales                         558         652         -14       -14

 Underlying operating profit         44          90          -51       -51
 Underlying operating profit margin  7.9%        13.8%
 EBITDA margin                       8.8%        17.9%
 Reported operating profit           1           84

 

 Catalyst Technologies targets high growth, high return opportunities in fuels
 and chemical value chains. We have leading positions in syngas - methanol,
 ammonia, hydrogen and formaldehyde - and a strong sustainable technologies
 portfolio. Our revenue streams are licensing process technology and supplying
 catalysts.

 Performance commentary
 Sales
 Sales declined 14%, reflecting lower sales in both Catalysts - which
 represents the majority of sales - and Licensing.

 Catalysts
 Catalysts sales declined 10%, driven by both first fills and refills. First
 fill volumes were down materially against a strong prior year in which several
 new plants came onstream in China.

 In refills, we saw a mixed performance across our key segments. Formaldehyde
 and methanol   were impacted by lower demand from China, reflecting weak end
 markets and timing of customer changeouts respectively, whilst petrochemical
 sales were also lower. This was partly offset by good growth in ammonia.

 Licensing
 Licensing sales - which are lumpy in nature - declined 36%. This largely
 reflected lower sales from our existing core technology portfolio in China,
 against a strong prior year. In sustainable technologies, sales were impacted
 by the deferral of final investment decisions. Whilst we saw lower sales from
 low carbon hydrogen projects, this was partly offset by strong sales growth in
 sustainable methanol and sustainable aviation fuel from new project wins.

 

 Notes:
 1.                                                                   2024/25 is restated to reflect the group's updated reporting segments
                                                                      following the agreed sale of Catalyst Technologies, where a small business
                                                                      outside of the sale perimeter has moved from Catalyst Technologies to PGM
                                                                      Services.
 Demand for sustainable technologies remains strong, and we continue to invest
 in R&D to support the development of the business. In 2025/26, we won
 eight additional projects in our sustainable technologies portfolio,
 demonstrating the good medium-term growth opportunity in our Catalyst
 Technologies business:

 ·                           DG Fuels' third sustainable aviation fuel facility - located in Minnesota, US
 ·                           USA BioEnergy's Bon Weir sustainable aviation fuel plant in Texas, US
 ·                           Carbon Neutral Fuels' e-fuels facility in the UK
 ·                           A large waste-to-liquid fuel plant in the US
 ·                           ETFuel's e-sustainable aviation fuel plant - located in Teesside, UK
 ·                           Liquid Sunshine's biomethanol plant in Guangxi, China
 ·                           Reolum Villadangos - Reolum's second e-methanol project in Spain
 ·                           An e-methane project in China

 Underlying operating profit
 Underlying operating profit was down 51% driven by lower sales and weaker mix
 reflecting a decline in Licensing sales which are higher margin.

 

 Financial review - continuing operations

 Research and development (R&D)
 R&D spend (excluding Catalyst Technologies) was £140 million in the year,
 representing 4% of sales excluding precious metals. This was down from £160
 million in the prior year, largely driven by reduced R&D spend in Clean
 Air and Hydrogen Technologies.

 Foreign exchange
 The calculation of growth at constant rates excludes the impact of foreign
 exchange movements arising from the translation of overseas subsidiaries'
 profit into sterling. The group does not hedge the impact of translation
 effects on the income statement. The principal overseas currencies, which
 represented 87% of the non-sterling denominated underlying operating profit in
 the year ended 31(st) March 2026, were:

 

                   Share of 2025/26              Average exchange rate     % change

non-sterling denominated

underlying operating profit  Year ended

31(st) March

                   2026                          2025
 US dollar         7%                            1.34         1.28         +5
 Euro              60%                           1.16         1.19         -3
 Indian rupee      9%                            118.46       107.94       +10
 Chinese renminbi  11%                           9.52         9.21         +3

 

 For the year, the impact of exchange rates decreased sales by £37 million.
 There was no impact on underlying operating profit.

 If exchange rates as at 21(st) May 2026 (£:US$ 1.34, £:€ 1.16, £:INR
 129.03, £:RMB 9.12) are maintained throughout the remainder of the year
 ending 31(st) March 2027, foreign currency translation will have a £2 million
 adverse impact to underlying operating profit. A one cent change in the
 average US dollar rate, a one cent change in the average Euro rate, a one
 rupee change in the average Indian rupee rate, and a ten fen change in the
 average Chinese renminbi rate would each impact operating profit by
 approximately £0.8 million, £1.5 million, £0.3 million and £0.2 million,
 respectively.

 Items outside underlying operating profit

 Non-underlying income / (charge)            Year ended

31(st) March

                                             2026                                      2025¹
                                             £ million                                 £ million
 Gain on significant legal proceedings       8                                         -
 Profit on disposal of businesses            5                                         482
 Major impairment and restructuring charges  (192)                                     (327)
 Total                                       (179)                                     155

 

 During the year, the group settled an insurance litigation, receiving proceeds
 of £8 million. In addition, the group recognised a £5 million profit on
 disposal driven by the completion of disposal activities from the prior year.

 

 Notes:
 1.                                     2024/25 is restated to reflect the classification of Catalyst Technologies as
                                        a discontinued operation following the agreed sale.
 There was a charge of £192 million relating to major impairment and
 restructuring costs, comprising an impairment charge of £135 million and
 restructuring charges of £57 million. The impairment charge includes:

 ·         £88 million impairment to Hydrogen Technologies reflecting further slowdown
           in the transition to hydrogen fuel cell and electrolyser technologies
 ·         £38 million in PGM Services, with £33 million reflecting the impairment of
           assets linked to the hydrogen fuel cell market and a £5 million impairment of
           assets relating to the closure of our China refinery
 ·         £9 million relating to Clean Air's ongoing footprint consolidation

 The restructuring charges of £57 million related to rightsizing the group, a
 one-off termination cost for a US pension scheme and the closure of our China
 refinery.

 Finance charges
 Net finance charges in the year amounted to £69 million, up from £54 million
 in the prior year. The increase of £15 million largely reflected benefits
 from hedging instruments and interest on tax provisions in the prior year
 which did not repeat, as well as higher effective interest rates due to the
 mix of funding.

 Taxation
 Excluding the impact of the agreed sale of Catalyst Technologies¹, the tax
 charge on underlying profit before tax for the year ended 31(st) March 2026
 was £55 million. This represents an effective adjusted underlying tax rate
 of 20.3%, compared with 20.4% in 2024/25.

 The effective tax rate on reported profit for the year ended 31(st) March 2026
 was 200%. This represents a tax charge of £182 million, compared with £93
 million in 2024/25. The increase largely reflected the impact of a £170
 million deferred tax asset de-recognition as a result of the agreed divestment
 of Catalyst Technologies.

 We expect the effective tax rate on underlying profit for the year ending
 31(st) March 2027 to be 25% to 27%. This increase mainly reflects the impact
 of the agreed Catalyst Technologies divestment on profitability in the UK and
 therefore the UK underlying effective tax rate.

 Post-employment benefits
 IFRS - accounting basis
 At 31(st) March 2026, the group's net post-employment defined benefit
 position, was a surplus of £204 million. The cost of providing
 post-employment benefits in the year was £51 million, up from £34 million in
 the prior year. This mainly reflected a £12 million past service credit
 recognised in the prior year which did not repeat.

 Capital expenditure
 Capital expenditure (excluding Catalyst Technologies) was £216 million² in
 the year, 1.5 times depreciation and amortisation (2024/25: £303 million, 2.1
 times depreciation and amortisation). A key project in the year was investment
 in our new world-class PGM refinery.

 

 Notes:
 1.      Adjusted by £45 million for the effect of deferred tax asset not recognised
         following the agreed sale of Catalyst Technologies.
 2.      Cash outflow of £239 million in the year relating to capital expenditure
         (continuing basis). Difference reflects movements in capital accruals.

 

 Balance sheet
 Net debt as at 31(st) March 2026 was £880 million, compared to £810 million
 at 31(st) March 2025 and £971 million as at 30(th) September 2025. The
 increase in the year largely reflected funding of our discontinued Catalyst
 Technologies business - including capital expenditure - in line with the terms
 of the transaction. Net debt to EBITDA was 1.8 times (31(st) March 2025: 1.8
 times, 30(th) September 2025: 2.0 times).

 We use short-term metal leases as part of our mix of funding for working
 capital, which are outside the scope of IFRS 16. Precious metal leases
 amounted to £366 million as at

31(st) March 2026 (31(st) March 2025: £202 million, 30(th) September 2025:
 £279 million). The increase reflects higher metal prices.

 Free cash flow and working capital
 Free cash flow¹ was a £168 million inflow compared to a £64 million inflow
 in 2024/25. This material step up year-on-year was largely driven by
 underlying operating profit growth, reduced capital expenditure and lower
 restructuring costs.

 Excluding precious metal, average working capital days (excluding Catalyst
 Technologies) to 31(st) March 2026 increased to 62 days compared to 52 days to
 31(st) March 2025, mainly due to the timing of VAT receivables.

 Going concern
 The group maintains a strong balance sheet with around £1.5 billion of
 available cash and undrawn committed facilities. Cash generation was positive
 during the period with a free cash inflow of £168 million. Net debt at 31(st)
 March 2026 was £880 million at 1.8 times net debt to underlying EBITDA.

 The directors have reviewed a range of scenario forecasts for the group and
 have reasonable expectation that there are no material uncertainties that cast
 doubt about the group's ability to continue operating for at least twelve
 months from the date of approving these annual accounts. In arriving at this
 view, the base case scenarios were stress tested to a severe but plausible
 downside case which assumes lower demand across our markets to account for
 further disruptions and recession, failure to deliver overhead cost savings
 and impact of the Middle East conflict.

 Additionally, the group considered scenarios including the impact from metal
 price volatility, delays in key business projects, delivery of
 business-specific cost savings initiatives and slowdown of operations in
 China. We have also considered the impact of a refinery shutdown and major
 manufacturing plant shutdown for a prolonged period. Only when these scenarios
 are all overlaid onto the severe but plausible scenario, do we see small
 breaches in our financial covenants, which can be easily managed with various
 mitigations if required.

 The directors therefore, having assessed various scenario forecasts,
 reasonably expect no significant uncertainties about the group's ability to
 operate for at least twelve months from the approval date of these accounts,
 supporting a going concern basis.

 

 Notes:
 1.      Free cash flow defined as net cash flow from operating activities (excluding
         disposal related costs) after net interest paid, net purchases of non-current
         assets and investments and the principal elements of lease payments, adjusted
         to reflect the classification of Catalyst Technologies as a discontinued
         operation.

Consolidated Income Statement

for the year ended 31(st) March 2026

 

                                                                                 2026       2025
                                                                      Notes      £m         £m*
 Revenue                                                              2,3        12,573     11,022
 Cost of sales                                                        2          (11,944)   (10,338)
 Gross profit                                                                    629        684
 Distribution costs                                                              (46)       (52)
 Administrative expenses                                                         (243)      (333)
 Profit on disposal of businesses                                     4          5          482
 Gain on significant legal proceedings                                4          8          -
 Major impairment and restructuring charges                           5          (192)      (327)
 Operating profit                                                     4          161        454
 Finance costs                                                                   (182)      (141)
 Investment income                                                               113        87
 Share of (losses) / profits of associates                                       (1)        3
 Profit before tax from continuing operations                                    91         403
 Tax expense                                                                     (182)      (93)
 (Loss) / profit for the year from continuing operations                         (91)       310
 (Loss) / profit after tax from discontinued operations                          (5)        63
 (Loss) / profit for the year                                                    (96)       373

                                                                                  pence     pence
 (Loss) / earnings per ordinary share
 Basic                                                                6          (57.2)     211.8
 Diluted                                                              6          (56.9)     211.2

 (Loss) / earnings per ordinary share from continuing operations
 Basic                                                                6          (54.1)     176.0
 Diluted                                                              6          (53.9)     175.5

 

* Restated to reflect classification of the Catalyst Technologies segment as
discontinued operations (see note 12).

 

Consolidated Statement of Total Comprehensive Income

for the year ended 31(st) March 2026

 

                                                                                        2026   2025
                                                                             Notes      £m     £m
 (Loss) / profit for the year                                                           (96)   373
 Other comprehensive (expense) / income
 Items that will not be reclassified to the income statement in subsequent
 years
 Remeasurements of post-employment benefit assets and liabilities                       (16)   37
 Fair value losses on equity investments at fair value through other
 comprehensive income                                                                   -      (2)
 Tax on items that will not be reclassified to the income statement                     4      (8)
 Total items that will not be reclassified to the income statement                      (12)   27
 Items that may be reclassified to the income statement
 Exchange differences on translation of foreign operations                              (10)   (82)
 Amounts charged to hedging reserve                                                     (32)   (38)
 Fair value (losses) / gains on net investment hedges                                   (15)   7
 Tax on above items taken directly to or transferred from equity                        8      10
 Total items that may be reclassified to the income statement in subsequent             (49)   (103)
 years
 Other comprehensive expense for the year                                               (61)   (76)
 Total comprehensive (expense) / income for the year                                    (157)  297

 Total comprehensive (expense) / income for the year arises from:
    Continuing operations                                                               (142)  238
    Discontinued operations                                                  12         (15)   59
                                                                                        (157)  297

 

Consolidated Statement of Financial Position

as at 31(st) March 2026

                                                                          2026     2025
                                                                   Notes  £m       £m
 Assets
 Non-current assets
 Property, plant and equipment                                     8      1,147    1,411
 Right-of-use assets                                                      33       53
 Goodwill                                                                 86       347
 Other intangible assets                                           9      206      288
 Investments in associates                                                70       71
 Investments at fair value through other comprehensive income             36       38
 Other receivables                                                 10     183      98
 Derivative financial instruments                                         2        4
 Deferred tax assets                                                      43       135
 Post-employment benefit net assets                                13     232      238
 Total non-current assets                                                 2,038    2,683
 Current assets
 Inventories                                                              865      1,011
 Taxation recoverable                                                     11       15
 Trade and other receivables                                       10     1,430    1,532
 Financial assets held at amortised cost                                  4        -
 Cash and cash equivalents                                                536      898
 Derivative financial instruments                                         22       55
 Assets classified as held for sale                                12     1,068    -
 Total current assets                                                     3,936    3,511
 Total assets                                                             5,974    6,194

 Liabilities
 Current liabilities
 Trade and other payables                                          11     (2,154)  (1,984)
 Lease liabilities                                                        (4)      (6)
 Taxation liabilities                                                     (28)     (45)
 Cash and cash equivalents - bank overdrafts                              (35)     (24)
 Borrowings                                                               (20)     (333)
 Derivative financial instruments                                         (9)      (14)
 Provisions                                                               (51)     (69)
 Liabilities classified as held for sale                           12     (230)    -
 Total current liabilities                                                (2,531)  (2,475)
 Non-current liabilities
 Borrowings                                                               (1,322)  (1,301)
 Lease liabilities                                                        (24)     (40)
 Deferred tax liabilities                                                 (14)     (4)
 Employee benefit obligations                                      13     (30)     (38)
 Derivative financial instruments                                         (13)     (9)
 Provisions                                                               (17)     (26)
 Trade and other payables                                          11     (7)      (6)
 Total non-current liabilities                                            (1,427)  (1,424)
 Total liabilities                                                        (3,958)  (3,899)
 Net assets                                                               2,016    2,295

 Equity
 Share capital                                                            197      197
 Share premium                                                            148      148
 Treasury shares                                                          (6)      (10)
 Other reserves                                                           (100)    (51)
 Retained earnings                                                        1,777    2,011
 Total equity                                                             2,016    2,295

The accounts were approved by the Board of Directors on 27(th) May 2026 and
signed on its behalf by:

 

 Directors

 

L Condon

A Judge

Consolidated Statement of Cash Flows

for the year ended 31(st) March 2026

 

                                                                                                                          2026   2025
                                                                               Notes                                      £m     £m*
 Cash flows from operating activities
 Profit before tax from continuing operations                                                                             91     403
 Adjustments for:
 Share of losses / (profits) of associates                                                                                1      (3)
 Profit on disposal of businesses                                                                                         (5)    (482)
 Depreciation                                                                                                             103    111
 Amortisation                                                                                                             46     45
 Impairment losses                                                                                                        136    216
 Profit on sale of non-current assets                                                                                     -      (1)
 Share-based payments                                                                                                     6      6
 (Increase) / decrease in inventories                                                                                     (96)   184
 (Increase) / decrease in receivables                                                                                     (142)  179
 Increase / (decrease) in payables                                                                                        373    (222)
 (Decrease) / increase in provisions                                                                                      (17)   16
 Contributions less than / (in excess of) employee benefit obligations charge                                             2      (42)
 Changes in fair value of financial instruments                                                                           (12)   7
 Net finance costs                                                                                                        69     54
 Disposal costs                                                                                                           (1)    (18)
 Income tax paid                                                                                                          (59)   (123)
 Net cash (outflow) / inflow from operating activities - discontinued          12                                         (30)   51
 operations
 Net cash inflow from operating activities                                                                                465    381

 Cash flows from investing activities
 Interest received                                                                                                        97     78
 Purchases of property, plant and equipment                                                                               (217)  (249)
 Purchases of intangible assets                                                                                           (22)   (52)
 Proceeds from redemption of investments held at fair value through other                                                 3      3
 comprehensive income
 Net cash movements of financial assets held at amortised cost                                                            (4)    -
 Proceeds from sale of non-current assets                                                                                 5      1
 Proceeds from sale of businesses                                                                                         8      587
 Net cash outflow from investing activities - discontinued operations          12                                         (54)   (71)
 Net cash (outflow) / inflow from investing activities                                                                    (184)  297

 Cash flows from financing activities
 Purchase of treasury shares                                                                                              -      (251)
 Proceeds from borrowings                                                                                                 -      318
 Repayment of borrowings                                                                                                  (316)  (105)
 Net cash movements from hedging activities                                                                               9      -
 Dividends paid to equity shareholders                                         7                                          (129)  (138)
 Interest paid                                                                                                            (186)  (148)
 Principal element of lease payments                                                                                      (4)    (6)
 Net cash outflow from financing activities - discontinued operations          12                                         (4)    (3)
 Net cash outflow from financing activities                                                                               (630)  (333)

 Change in cash and cash equivalents                                                                                      (349)  345
 Exchange differences on cash and cash equivalents                                                                        4      (1)
 Cash and cash equivalents at beginning of year                                                                           874    530
 Cash and deposits transferred to assets classified as held for sale                                                      (28)   -
 Cash and cash equivalents at end of year                                                                                 501    874

 Cash and deposits                                                                                                        284    463
 Money market funds                                                                                                       280    435
 Bank overdrafts                                                                                                          (35)   (24)
 Cash and deposits transferred to assets classified as held for sale                                                      (28)   -
 Cash and cash equivalents                                                                                                501    874

 

* Restated to reflect classification of the Catalyst Technologies segment as
discontinued operations (see note 12).

Consolidated Statement of Changes in Equity

for the year ended 31(st) March 2026

 

                                          Share     Share     Treasury   Other      Retained   Total

                                          capital   premium   shares     reserves   earnings   equity
                                          £m        £m        £m         £m         £m         £m
 At 1(st) April 2024                      215       148       (17)       36         1,998      2,380
 Total comprehensive (expense) / income   -         -         -          (105)      402        297
 Dividends paid (note 7)                  -         -         -          -          (138)      (138)
 Purchase of treasury shares              (18)      -         -          18         (251)      (251)
 Share-based payments                     -         -         -          -          18         18
 Cost of shares transferred to employees  -         -         7          -          (18)       (11)
 At 31(st) March 2025                     197       148       (10)       (51)       2,011      2,295
 Total comprehensive expense              -         -         -          (49)       (108)      (157)
 Dividends paid (note 7)                  -         -         -          -          (129)      (129)
 Share-based payments                     -         -         -          -          15         15
 Cost of shares transferred to employees  -         -         4          -          (12)       (8)
 At 31(st) March 2026                     197       148       (6)        (100)      1,777      2,016

 

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 1   Preparation

 

Basis of preparation and statement of compliance

 

The financial statements of the group have been prepared on a going concern
basis in accordance with International Accounting Standards (IAS) in
conformity with the requirements of the Companies Act 2006. The financial
statements are also prepared in accordance with International Financial
Reporting Standards (IFRS) as issued by the International Accounting Standards
Board (IASB), adopted pursuant to Regulation (EC) No 1606/2002 as it applies
to the European Union, including the interpretations issued by the IFRS
Interpretations Committee. Except for the changes noted below, the accounting
policies applied are set out in the Annual Report and Accounts for the year
ended 31(st) March 2025.

 

The group maintains a strong balance sheet with around £1.5 billion of
available cash and undrawn committed facilities. Cash generation was positive
during the period with a free cash inflow of £168 million. Net debt at 31(st)
March 2026 was £880 million at 1.8 times net debt to underlying EBITDA.

 

The directors have reviewed a range of scenario forecasts for the group and
have reasonable expectation that there are no material uncertainties that cast
doubt about the group's ability to continue operating for at least twelve
months from the date of approving these annual accounts. In arriving at this
view, the base case scenarios were stress tested to a severe but plausible
downside case which assumes lower demand across our markets to account for
further disruptions and recession, failure to deliver overhead cost savings
and impact of the Middle East conflict.

 

Additionally, the group considered scenarios including the impact from metal
price volatility, delays in key business projects, delivery of
business-specific cost savings initiatives and slow down of operations in
China. We have also considered the impact of a refinery shutdown and major
manufacturing plant shutdown for a prolonged period. Only when these scenarios
are all overlaid onto the severe but plausible scenario, do we see small
breaches in our financial covenants, which can be easily managed with various
mitigations if required.

 

The directors therefore, having assessed various scenario forecasts,
reasonably expect no significant uncertainties about the group's ability to
operate for at least twelve months from the approval date of these accounts,
supporting a going concern basis.

 

These accounts for the year ended 31(st) March 2026 do not constitute the
statutory accounts for that year per section 435 of the Companies Act 2006.

 

Statutory accounts for 2025 have been delivered to the Registrar of Companies
and those for 2026 will be delivered following the company's Annual General
Meeting. The auditor, PwC, has reported on both sets of accounts. Their
reports were unqualified, did not include a reference to any matters to which
the auditors drew attention by way of emphasis without qualifying their report
and did not contain any statement under sections 498(2) or 498(3) of the
Companies Act 2006. The accounts for the year ended 31(st) March 2026 were
approved by the Board of Directors on 27(th) May 2026.

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 1   Preparation (continued)

 

Additional material accounting policies adopted by the group

 

Assets held for sale and discontinued operations

Non-current assets and disposal groups are classified as held for sale, if
available for sale in its present condition and a sale is considered highly
probable within 12 months. They are measured at the lower of their carrying
amount and fair value less costs to sell. Assets and liabilities classified as
held for sale are presented separately on the Balance Sheet. The assets are
not depreciated or amortised while they are classified as held for sale.

 

An impairment loss is recognised in the Income Statement for any initial or
subsequent write-down of the asset or disposal group to fair value less costs
to sell. A gain is recognised for any subsequent increases in fair value less
costs to sell of an asset or disposal group, but not in excess of any
cumulative impairment loss previously recognised. A gain or loss not
previously recognised by the date of the sale of the non-current asset (or
disposal group) is recognised at the date of de-recognition.

 

A discontinued operation is a component of the group's business that either
has been disposed of, or that is classified as held for sale and represents a
separate major line of business or geographical area of operations, is part of
a single co-ordinated plan to dispose of a separate major line of business or
geographical area of operations or is a subsidiary acquired exclusively with a
view to resale.

 

Classification as a discontinued operation occurs at the earlier of disposal
or when the operation meets the criteria to be classified as held for sale.
The results of discontinued operations are presented separately in the Income
Statement. When an operation is classified as a discontinued operation, the
comparative Income Statement and Statement of Total Comprehensive Income is
restated as if the operation had been discontinued from the start of the
comparative year.

 

The group has elected to present assets and liabilities held for sale and
transactions relating to discontinued operations on a net basis i.e. after
adjusting for intercompany eliminations as part of consolidation. The policy
has been applied consistently to all periods presented in which discontinued
operations are reported.

 

Judgements made in applying accounting policies

 

Assets held for sale and discontinued operations

On 22(nd) May 2025, the group announced the agreement of the sale of its
Catalyst Technologies business to Honeywell International Inc., refer to note
12 for further information. In February 2026 an agreement was reached with
Honeywell International Inc. to extend the long stop date to August 2026. The
sale is on track to complete by August 2026. At the balance sheet date, the
sale was considered highly probable and therefore management concluded that
the criteria of IFRS 5 for classification as held for sale at 31(st) March
2026 has been met. Additionally, as a separately reported operating segment
the disposal group is deemed a major line of business which therefore meets
the criteria for classification as a discontinued operation. Consequently, the
Catalyst Technologies business has been classified as held for sale and a
discontinued operation within these consolidated accounts.

 

Changes in accounting policies

 

Amendments to accounting standards

The IASB has issued the following amendments, which have been endorsed by the
UK Endorsement Board, for annual periods beginning on or after 1(st) January
2025:

-    Amendments to IAS 21, The Effects of Changes in Foreign Exchange Rates
relating to exchangeability of a currency

 

These changes have not had a material impact on the group. The group has not
early adopted any standard, interpretation or amendment that was issued but is
not yet effective.

 

Non-GAAP measures

The group uses various measures to manage its business which are not defined
by generally accepted accounting principles (GAAP). The group's management
believes these measures provide valuable additional information to users of
the accounts in understanding the group's performance. The group's non-GAAP
measures are defined and reconciled to GAAP measures in note 18.

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 2  Segmental information

 

Revenue, cost of sales, sales, underlying operating profit and net assets by
business

Year ended 31(st) March 2026

 

                                                          Continuing operations
                                                          Clean             PGM               Hydrogen Technologies  Corporate  Eliminations  Total

                                                          Air               Services
                                                          £m                £m                £m                     £m         £m            £m
 Revenue from external customers                          3,778             8,715             80                     -          -             12,573
 Inter-segment revenue                                    -                 1,579             -                      -          (1,579)       -
 Revenue                                                  3,778             10,294            80                     -          (1,579)       12,573

 Cost of sales - precious metal to customers              (1,655)           (9,874)           (9)                    -          1,520         (10,018)
 Cost of sales - non-precious metal                       (1,692)           (224)             (58)                   (12)       60            (1,926)
 Cost of sales                                            (3,347)           (10,098)          (67)                   (12)       1,580         (11,944)

 External sales                                           2,123             361               71                     -          -             2,555
 Inter-segment sales                                      -                 59                -                      -          (59)          -
 Sales(1)                                                 2,123             420               71                     -          (59)          2,555

 Underlying operating profit / (loss)(1)                  307               119               (19)                   (67)       -             340

 Segmental net assets                                     1,494             (11)              73                     276        -             1,832
 Net debt (note 18)                                                                                                                           (880)
 Post-employment benefit net assets and liabilities (note 13)                                                                                 202
 Deferred tax net assets                                                                                                                      29
 Provisions and non-current other payables                ( )               ( )               ( )                    ( )        ( )           (75)
 Investments in associates        ( )                     ( )               ( )               ( )                    ( )        ( )           70
 Net assets held for sale (note 12)                       ( )               ( )               ( )                    ( )        ( )           838
 Net assets                       ( )                     ( )               ( )               ( )                    ( )        ( )           2,016

 

 

(1) Sales and underlying operating profit are non-GAAP measures (see note 18).
Sales excludes the cost of precious metals to customers. Underlying operating
profit excludes profit on disposal of businesses, gain on significant legal
proceedings and major impairment and restructuring charges.

 

 

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 2  Segmental information (continued)

 

Revenue, cost of sales, sales, underlying operating profit and net assets by
business

Year ended 31(st) March 2025*

 

                                              Continuing operations
                                              Clean Air  PGM          Hydrogen Technologies  Value Businesses  Corporate  Eliminations  Total

                                                         Services

                                                         (restated)
                                              £m         £m           £m                     £m                £m         £m            £m
 Revenue from external customers              3,973      6,930        68                     51                -          -             11,022
 Inter-segment revenue                        -          1,485        -                      -                 -          (1,485)       -
 Revenue                                      3,973      8,415        68                     51                -          (1,485)       11,022

 Cost of sales - precious metal to customers  (1,654)    (7,934)      (8)                    (14)              -          1,419         (8,191)
 Cost of sales - non-precious metal           (1,856)    (235)        (68)                   (32)              (22)       66            (2,147)
 Cost of sales                                (3,510)    (8,169)      (76)                   (46)              (22)       1,485         (10,338)

 External sales                               2,319      415          60                     37                -          -             2,831
 Inter-segment sales                          -          66           -                      -                 -          (66)          -
 Sales(1)                                     2,319      481          60                     37                -          (66)          2,831

 Underlying operating profit / (loss)(1)      273        151          (39)                   1                 (87)       -             299

 

* The comparative year is restated to reflect the group's updated reporting
segments, where a business was moved from Catalyst Technologies to PGM
Services. This resulted in an increase of £62 million revenue, £17 million
sales and £2 million underlying operating profit in PGM Services, with a
corresponding decrease in Catalyst Technologies. Also restated to reflect
classification of the Catalyst Technologies segment as discontinued operations
(see note 12).

 

                                                   Clean Air         PGM               Catalyst                  Hydrogen Technologies  Corporate  Total

                                                                     Services          Technologies (restated)

                                                                     (restated)
                                                   £m                £m**              £m**                      £m                     £m         £m
 Segmental net assets                              1,345             144               778                       153                    373        2,793
 Net debt                                                                                                                                          (799)
 Post-employment benefit net assets and liabilities (note 13)                                                                                      200
 Deferred tax net assets                                                                                                                           131
 Provisions and non-current other payables         ( )               ( )               ( )                       ( )                    ( )        (101)
 Investments in associates  ( )                    ( )               ( )               ( )                       ( )                    ( )        71
 Net assets                 ( )                    ( )               ( )               ( )                       ( )                    ( )        2,295

 

(1) Sales and underlying operating profit are non-GAAP measures (see note 18).
Sales excludes the cost of precious metals to customers. Underlying operating
profit excludes profit on disposal of businesses and major impairment and
restructuring charges.

 
 

** The comparative year is restated to reflect the group's updated reporting
segments. This resulted in an increase of £23 million segmental net assets in
PGM Services, with a corresponding decrease in Catalyst Technologies. The
overall group total is as previously reported.

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 3  Revenue

 

 Products and services

 

The group's principal products and services by operating business and
sub-business are disclosed in the table below, together with information
regarding performance obligations and revenue recognition. Revenue is
recognised by the group as contractual performance obligations to customers
are completed.

 

 Sub-business                           Primary industry                                                  Principal products and services                       Performance obligations      Revenue recognition

 Clean Air
 Light Duty Catalysts                   Automotive                                                        Catalysts for cars and other light duty vehicles      Point in time                On despatch or delivery

 Heavy Duty Catalysts                   Automotive                                                        Catalysts for trucks, buses and non-road equipment    Point in time                On despatch or delivery

 PGM Services
 Platinum Group Metal Services          Various                                                           Platinum Group Metal refining and recycling services  Over time                    Based on output

                                        Platinum Group Metal trading                                                                                            Point in time                On receipt of payment or metal being available to customer

                                        Other precious metal products                                                                                           Point in time                On despatch or delivery

                                        Platinum Group Metal chemical, industrial products and catalysts                                                        Point in time                On despatch or delivery

 Hydrogen Technologies
 Fuel Cell and Electrolyser Technology  Various                                                           Fuel Cell and Electrolyser catalyst coated membrane   Point in time                On despatch or delivery

 

Value Businesses (Battery Systems and Medical Device Components) was disposed
in the prior year. Refer to note 4 for further information.

 

Metal revenue: Metal revenue relates to the sales of precious metals to
customers, either in pure form or contained within a product. Metal revenue
arises in each of the reportable segments in the group. Metal revenue is
affected by fluctuations in the market prices of precious metals and, in many
cases, the value of precious metals is passed directly on to customers. Given
the high value of these metals this makes up a significant proportion of
revenue.

 

 

 

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 3  Revenue (continued)

Revenue from external customers by principal products and services

 
 

Year ended 31(st) March 2026

 

                                                Continuing operations
                                                Clean Air  PGM        Hydrogen       Total

                                                           Services   Technologies
                                                £m         £m         £m             £m

 Metal                                          1,655      8,354      9              10,018
 Heavy Duty Catalysts                           729        -          -              729
 Light Duty Catalysts                           1,394      -          -              1,394
 Platinum Group Metal Services                  -          361        -              361
 Fuel Cell and Electrolyser Technology          -          -          71             71
 Revenue                                        3,778      8,715      80             12,573

 

 

Year ended 31(st) March 2025*

 

                                            Continuing operations
                                            Clean Air  PGM          Hydrogen       Value Businesses  Total

                                                       Services     Technologies

                                                       (restated)
                                            £m         £m           £m             £m                £m
 Metal                                      1,654      6,515        8              14                8,191
 Heavy Duty Catalysts                       790        -            -              -                 790
 Light Duty Catalysts                       1,529      -            -              -                 1,529
 Platinum Group Metal Services              -          415          -              -                 415
 Fuel Cell and Electrolyser Technology      -          -            60             -                 60
 Battery Systems                            -          -            -              15                15
 Medical Device Components                  -          -            -              21                21
 Other                                      -          -            -              1                 1
 Revenue                                    3,973      6,930        68             51                11,022

 

* The comparative period is restated to reflect the group's updated reporting
segments. This resulted in an increase of £61 million external revenue in PGM
Services, with a corresponding decrease in Catalyst Technologies. Also
restated to reflect classification of the Catalyst Technologies segment as
discontinued operations (see note 12).

 

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 4  Operating profit

 

                                                                                   2026    2025
                                                                                   £m      £m*

 Research and development expenditure charged to operating profit                  140     160
 Less: External funding received from governments                                  (29)    (31)
 Net research and development expenditure charged to operating profit              111     129

 Inventories recognised as an expense                                              11,354  9,724
 Past service cost / (credit)(1)                                                   7       (12)

 Depreciation of:
 Property, plant and equipment                                                     98      105
 Right-of-use assets                                                               5       6
 Depreciation                                                                      103     111

 Amortisation of:
 Other intangible assets                                                           46      45
 Amortisation                                                                      46      45

 Profit on disposal of businesses                                                  (5)     (482)

 Gain on significant legal proceedings                                             (8)     -

 Impairment losses included in major impairment and restructuring charges          135     216
 Restructuring charges included in major impairment and restructuring charges      57      111
 Major impairment and restructuring charges (note 5)                               192     327

 Fees payable to the company's auditor and its associates for:

 The audit of the company accounts                                                 3.1     2.9
 The audit of the accounts of the company's subsidiaries                           1.8     1.9
 Total audit fees                                                                  4.9     4.8

 Audit-related assurance services                                                  0.4     0.4
 Total non-audit fees                                                              0.4     0.4
 Total fees payable to the company's auditor and its associates                    5.3     5.2

 

(1) During the year there was a one-off termination cost of £7 million for a
US pension scheme which was closed to accrual in June 2023. This past service
cost is included within restructuring charges in major impairment and
restructuring charges.

 

* Restated to reflect classification of the Catalyst Technologies segment as
discontinued operations (see note 12). Audit fees relating to discontinued
operations of £0.6 million (2025: £0.5 million) are not included in the
table above.

 

 

Profit on disposal of
businesses

During the year, the group recognised a £5 million profit on disposal driven
by the completion of certain prior period disposal activities.

 

In the prior year, the group completed the sale of Battery Systems, its
Medical Device Components business and the land and buildings from our legacy
Battery Materials business in Poland.

 

Gain on significant legal
proceedings

During the year the group settled an insurance litigation and received
proceeds of £8 million.

 

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 5  Major impairment and restructuring charges

 

                                                           2026   2025
                                                           £m     £m*
 Property, plant and equipment                             92     177
 Other intangible assets                                   4      38
 Inventories                                               39     1
 Impairment losses                                         135    216

 Restructuring charges                                     57     111
 Total major impairments and restructuring charges         192    327

 

* Restated to reflect classification of the Catalyst Technologies segment as
discontinued operations (see note 12).

 

Major impairment and restructuring charges are shown separately on the face of
the income statement and excluded from underlying operating profit (see note
18).

 

Major impairments - the group's impairment charge of £135 million includes:

·     £88 million impairment to the Hydrogen Technologies cash
generating unit following a strategic review of the business during Q4 FY26
due to indicators of a further slow-down in the transition to hydrogen fuel
cell and electrolyser technologies due to ongoing challenges with regulatory
frameworks in key markets and delayed global hydrogen uptake.

 

Management's latest demand forecasts prepared in 2026, informed by changes in
published industry projections for the broader hydrogen economy, have shown a
reduction of approximately 55% compared to internal demand forecasts prepared
in 2025. Uncertainty in market prospects has increased this year with the
ongoing impact of the Big Beautiful Bill Act decreasing regulatory clarity for
hydrogen projects in the US and leading to the exit of some customers from the
market. Furthermore, continued slow implementation of RED III across the EU
has led to delay in the expected uptake of hydrogen technology in this market.

 

In light of these market and customer changes, management has impaired and
written down a number of assets. Management has written down the carrying
value of its inventory holdings by £36 million to its net realisable value.
The remaining carrying amount of the Hydrogen Technologies CGU comprising
directly attributable net assets of £57 million, of which £55 million
relates to property, plant and equipment and intangible assets, was then
tested for impairment as at 31(st) March 2026 under IAS 36. The recoverability
of the remaining carrying amount of the Hydrogen Technologies CGU has then
been assessed against its estimated value in use at the reporting period end
date applying the key assumptions detailed below, with the fair value less
costs to sell considered where this is in excess of the value in use. In the
prior year we communicated the possibility of a future impairment if future
market growth was delayed and, following this strategic review, management has
determined an additional impairment of £52 million is required to the CGU
which has been taken against the fixed and intangible assets of the business.
No balance of goodwill is allocated to the Hydrogen Technologies CGU. The
residual value after these impairments primarily remains in working capital
within the business.

 

In estimating value in use, cash flows represent net operating income, less
non-cash charges such as depreciation and amortisation, and ongoing investment
in working capital to support the business. Capital investment is only
included to maintain the existing asset base, including manufacturing assets
recently completed that have not yet been brought into use, and does not
include investment for any future capacity expansion. Unallocated corporate
costs are considered in the model based on the CGU's share of contribution.
Cash flows for the next three years are forecasted based on commercial
performance derived from expected customer demand and operational performance
derived from manufacturing capability in existing plants. Forecasts for years
four to ten assume growth in the business based on a compound annual growth
rate that management believes appropriately reflects the pace of development
of the market over that period and improved operational performance from
integrating new manufacturing assets already built. After this period, growth
is estimated to be in line with a long-term growth rate of 3.0%. These are key
areas of management estimate and have been considered in the context of the
group's historical performance and leading technological position in the
market for fuel cells and electrolysers but also recognising the industry
challenges around scale up given the global value chain remains in an early
stage of development. Management has assessed the sensitivity of the long-term
growth rate, pre-tax discount rate and operating profit margin and determined
that a 1% change in these assumptions would not have a material impact on the
impairment taken and therefore the carrying amount of the CGU.

 

 

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 5  Major impairment and restructuring charges (continued)

 

Major impairments (continued)

·   £33 million in PGM Services for Hydrogen Technologies linked assets
that supply Fuel cell catalysts following the strategic review and indicators
outlined above. In assessing the recoverable amount of such assets, management
has considered the higher of fair value less costs to sell and value-in-use.
Of this impairment, £25 million related to assets under construction and £4
million to inventory that no longer hold any value due to Hydrogen
Technologies linked expansion projects that are not required. The fair value
less costs to sell of these assets is £nil. Additionally, following a value
in use assessment performed on a Hydrogen Technologies supporting plant, an
impairment of £4 million was recognised reflecting its recoverable amount.
This resulted in an immaterial recoverable value.

 

·    £5 million in PGM Services relating to the China Refining plant. In
the prior year the plant was impaired by £27 million with a residual value
for assets expected to be utilised by other parts of the business. During the
year it was deemed that £5 million of these assets can no longer be utilised.
Accordingly, these assets have been impaired and an immaterial residual asset
value remains.

 

·     £9 million production related assets in Clean Air as the business
continues to consolidate its existing capacity into more efficient plants.

 

 

Major restructuring - restructuring charges of £57 million have been
recognised of which £45 million is driven by us streamlining our processes
and rightsizing the group to ensure it is leaner and more efficient in the
future. During the year there was also a one-off termination cost of £7
million for a US pension scheme which was closed to accrual in June 2023.
Restructuring charges of £5 million were also incurred following the closure
of our China Refining plant.

 

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 6  (Loss) / earnings per ordinary share

 

                                                                 2026         2025
                                                                 pence        pence
 Basic                                                           (57.2)       211.8
 Diluted                                                         (56.9)       211.2
 Basic from continuing operations                                (54.1)       176.0
 Diluted from continuing operations                              (53.9)       175.5

 (Loss) / earnings per ordinary share have been calculated by dividing loss or
 profit for the year by the weighted average number of shares in issue during
 the year. See note 18 for the underlying earnings per ordinary share.

 Weighted average number of shares in issue                      2026         2025
 Basic                                                           168,153,798  175,966,787
 Dilution for long-term incentive plans                          852,839      449,667
 Diluted                                                         169,006,637  176,416,454

 

 

 7  Dividends

 

A final dividend of 55.00 pence per ordinary share has been proposed by the
Board which will be paid on 4(th) August 2026 to shareholders on the register
at the close of business on 5(th) June 2026, subject to shareholders'
approval. The estimated amount to be paid is £93 million and has not been
recognised in these accounts.

 

                                                                       2026   2025
                                                                       £m     £m
 2023/24 final ordinary dividend paid ─ 55.00 pence per share          -      101
 2024/25 interim ordinary dividend paid ─ 22.00 pence per share        -      37
 2024/25 final ordinary dividend paid ─ 55.00 pence per share          92     -
 2025/26 interim ordinary dividend paid ─ 22.00 pence per share        37     -
 Total dividends                                                       129    138

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 8  Property, plant and equipment

 

                                                              Land and      Leasehold      Plant and     Assets in the course of  Total

                                                              buildings     improvements   machinery     construction
                                                              £m            £m             £m            £m                       £m
 At 1(st) April 2025                                          605           22             2,232         643                      3,502
 Additions                                                    -             5              16            180                      201
 Transfers from assets in the course of construction          4             2              118           (124)                    -
 Transferred to assets classified as held for sale (note 12)  (58)          (13)           (469)         (78)                     (618)
 Reclassification                                             (4)           6              (5)           (1)                      (4)
 Disposals                                                    (1)           (1)            (28)          (7)                      (37)
 Exchange adjustments                                         2             (1)            1             -                        2
 At 31(st) March 2026                                         548           20             1,865         613                      3,046

 Accumulated depreciation and impairment
 At 1(st) April 2025                                          325           11             1,643         112                      2,091
 Charge for the year                                          12            2              89            -                        103
 Impairment losses(1) (note 5)                                3             -              52            37                       92
 Transfers from assets in the course of construction          -             -              3             (3)                      -
 Transferred to assets classified as held for sale (note 12)  (30)          (4)            (313)         (1)                      (348)
 Reclassification                                             (2)           3              (4)           (1)                      (4)
 Disposals                                                    (1)           -              (29)          (6)                      (36)
 Exchange adjustments                                         -             -              1             -                        1
 At 31(st) March 2026                                         307           12             1,442         138                      1,899

 Carrying amount at 31(st) March 2026                         241           8              423           475                      1,147
 Carrying amount at 31(st) March 2025                         280           11             589           531                      1,411

 

(1) During the year, the group recognised impairments of £92 million included
within major impairment and restructuring charges.

 

Assets classified as held for sale relate to Catalyst Technologies, see note
12. Difference to note 12 of £47 million is driven by capital expenditure
between the held for sale classification date and balance sheet date.

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 9  Other intangible assets

 

                                                                     Customer        Computer        Patents,       Acquired       Development     Assets in the course of construction  Total

                                                                     contracts       software        trademarks     research and   expenditure

                                                                     and                             and licences   technology

                                                                     relationships
                                                                     £m              £m              £m             £m             £m              £m*                                   £m
 Cost
 At 1(st) April 2025                                                 103             607             31             30             139             -                                     910
 Additions                                                           -               5               -              -              -               15                                    20
 Reclassifications (to) / from assets in the course of construction  -               (62)            -              -              1               61                                    -
 Transferred to assets classified as held for sale (note 12)         (79)            (45)            (24)           (12)           (5)             -                                     (165)
 Reclassification                                                    -               (1)             1              -              -               -                                     -
 Disposals                                                           -               (17)            -              -              -               -                                     (17)
 Exchange adjustments                                                -               -               -              1              -               -                                     1
 At 31(st) March 2026                                                24              487             8              19             135             76                                    749

 Accumulated amortisation and impairment
 At 1(st) April 2025                                                 94              337             28             30             133             -                                     622
 Charge for the year                                                 1               45              -              -              1               -                                     47
 Impairment losses(1) (note 5)                                       -               1               -              -              -               3                                     4
 Reclassifications to assets in the course of construction           -               (16)            -              -              -               16                                    -
 Transferred to assets classified as held for sale (note 12)         (70)            (11)            (23)           (13)           -               -                                     (117)
 Disposals                                                           -               (14)            -              -              -               -                                     (14)
 Exchange adjustments                                                (1)             -               -              2              -               -                                     1
 At 31(st) March 2026                                                24              342             5              19             134             19                                    543

 Carrying amount at 31(st) March 2026                                -               145             3              -              1               57                                    206
 Carrying amount at 1(st) April 2025                                 9               270             3              -              6               -                                     288

 

(1) During the year, the group recognised impairments of £4 million included
within major impairment and restructuring charges.

 

(*) During the year the group expanded the other intangible assets note to
include assets in the course of construction. This resulted in a
reclassification of £99 million cost of assets and £16 million of associated
impairments previously recorded under computer software to assets in the
course of construction. Following completion of construction, £37 million of
assets were transferred from assets in the course of construction to computer
software and £1 million of assets transferred from assets in the course of
construction to development expenditure.

 

Assets classified as held for sale relate to Catalyst Technologies, see note
12.

 

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 10  Trade and other receivables

 

                                                                                2026   2025
                                                                                £m     £m
 Current
 Trade receivables                                                              866    925
 Contract receivables                                                           78     53
 Prepayments                                                                    53     70
 Value added tax and other sales tax receivable(1)                              101    116
 Advance payments to customers                                                  5      7
 Amounts receivable under precious metal sale and repurchase agreements(2)      217    282
 Other receivables                                                              110    79
 Trade and other receivables                                                    1,430  1,532

 Non-current
 Value added tax and other sales tax receivable(1)                              82     -
 Advance payments to customers                                                  42     40
 Other receivables                                                              59     58
 Other receivables                                                              183    98

 

(1) In the prior year there was a £33 million VAT receivable from an overseas
tax authority which was included in current receivables. At 31(st) March 2025
we expected to recover this VAT within twelve months from the tax authorities.
This balance has increased during the current year and at 31(st) March 2026
the total receivable is £111 million, of which we expect to recover £29
million within the next twelve months.

( )

(2) The fair value of the precious metal contracted to be sold by the group
under sale and repurchase agreements is £225 million (31(st) March 2025:
£300 million).

 

 

 

 11  Trade and other payables

 

                                                                             2026   2025
                                                                             £m     £m
 Current
 Trade payables                                                              658    667
 Contract liabilities                                                        36     105
 Accruals                                                                    268    310
 Amounts payable under precious metal sale and repurchase agreements(1)      948    669
 Other payables                                                              244    233
 Trade and other payables                                                    2,154  1,984

 Non-current
 Other payables                                                              7      6
 Trade and other payables                                                    7      6

 

(1) The fair value of the precious metal contracted to be repurchased by the
group under sale and repurchase agreements is £927 million (31(st) March
2025: £687 million).

 

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 12  Discontinued operations and assets and liabilities classified as held for sale

 

On 22(nd) May 2025, the group announced the sale of its Catalyst Technologies
business to Honeywell International Inc. The enterprise value of this sale is
expected to be £1.325 billion on a cash and debt-free basis.

 

The Catalyst Technologies segment is classified as a discontinued operation
and presented separately in the consolidated income statement. The Catalyst
Technologies segment was not previously classified as held-for-sale or as a
discontinued operation for the year ended 31(st) March 2025 as the criteria of
IFRS 5 for classification had not been met. The comparative income statement
and statement of total comprehensive income has been restated to show the
discontinued operations separately from continuing operations.

 

Financial information relating to the Catalyst Technologies discontinued
operations is set out below.

 

                                                                                                                2026   2025
                                                                                                                £m     £m
 Revenue                                                                                                        547    652
 Expenses(1)                                                                                                    (545)  (569)
 Profit before tax from discontinued operations                                                                 2      83
 Tax expense                                                                                                    (7)    (20)
 (Loss) / profit from discontinued operations                                                                   (5)    63

 Remeasurements of post-employment benefit assets and liabilities                                               (1)    2
 Amounts (charged) / credited to hedging reserve                                                                (4)    3
 Exchange differences on translation of discontinued operations                                                 (6)    (8)
 Tax on above items                                                                                             1      (1)
 Other comprehensive expense from discontinued operations                                                       (10)   (4)

 Total comprehensive (expense) / income from discontinued operations                                            (15)   59

 Net cash (outflow) / inflow from operating activities                                                          (30)   51
 Net cash outflow from investing activities                                                                     (54)   (71)
 Net cash outflow from financing activities                                                                     (4)    (3)

 Net decrease in cash generated by the discontinued operations                                                  (88)   (23)

                                                                                                                pence  pence
 (Loss) / earnings per ordinary share from discontinued operations
 Basic (loss) / earnings per ordinary share from discontinued operations                                        (3.0)  35.8
 Diluted (loss) / earnings per ordinary share from discontinued operations                                      (3.0)  35.7

 

(1) Included within expenses is £33 million of non-underlying disposal
related costs and £8 million of non-underlying impairment charges. This
impairment charge is to some of the group's assets which will have no economic
value following the agreed sale of the Catalyst Technologies business.

 

 

 

 

 

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 12  Discontinued operations and assets and liabilities classified as held for sale
     (continued)

 

The major classes of assets and liabilities comprising the businesses
classified as held for sale as at 31(st) March 2026 are:

 

                                                  Catalyst Technologies
                                                  £m

 Non-current assets
 Property, plant and equipment                    317
 Right-of-use-assets                              21
 Goodwill                                         263
 Other intangible assets                          48
 Other receivables                                1
 Deferred tax assets                              1

 Current assets
 Inventories                                      218
 Taxation recoverable                             5
 Trade and other receivables                      166
 Cash and cash equivalents                        28

 Assets classified as held for sale               1,068

 Current liabilities
 Trade and other payables                         (178)
 Lease liabilities                                (1)
 Taxation liabilities                             (3)
 Provisions                                       (4)

 Non-current liabilities
 Lease liabilities                                (18)
 Deferred tax liabilities                         (14)
 Employee benefit obligations                     (6)
 Provisions                                       (5)
 Trade and other payables                         (1)

 Liabilities classified as held for sale          (230)

 Net assets of disposal group                     838

 

 

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 13  Post-employment benefits

 

Background

The group operates a number of post-employment benefit plans around the world,
the forms and benefits of which vary with conditions and practices in the
countries concerned. The major defined benefit plans are pension plans and
post-retirement medical plans in the UK and the US.

 

                                                2026     2026        2026           2025     2025        2025
                                                UK plan  US plans    Other plans    UK plan  US plans    Other plans
                                                %        %           %              %        %           %

 First year's rate of increase in salaries      -        -           2.29           -        -           2.29
 Ultimate rate of increase in salaries          -        -           2.29           -        -           2.29
 Rate of increase in pensions in payment        3.00     -           2.00           2.90     -           2.00
 Discount rate                                  6.20     5.50        4.21           5.90     5.40        3.73
 Inflation                                      -        2.20        2.00           -        2.20        2.00
  - UK Retail Prices Index (RPI)                3.20     -           -              3.00     -           -
  - UK Consumer Prices Index (CPI)              3.00     -           -              2.75     -           -

 

Financial information

Movements in the net post-employment benefit assets and liabilities, including
reimbursement rights, were:

 

                                                                UK pension - legacy section     UK pension - cash balance section  UK post - retirement medical benefits   US pensions   US post - retirement medical benefits   Other    Total
                                                                £m                              £m                                 £m                                      £m            £m                                      £m       £m
 At 1(st) April 2025                                            175                             58                                 (6)                                     1             (9)                                     (16)     203
 Current service cost - in operating profit                     -                               (10)                               -                                       (1)           -                                       -        (11)
 Past service cost - in operating profit                        -                               -                                  -                                       (7)           -                                       -        (7)
 Administrative expenses - in operating profit                  (2)                             (1)                                -                                       (1)           -                                       -        (4)
 Interest                                                       11                              3                                  (1)                                     -             -                                       (1)      12
 Remeasurements                                                 (13)                            (3)                                -                                       -             -                                       -        (16)
 Company contributions                                          -                               13                                 1                                       6             1                                       1        22
 Transferred to liabilities classified held for sale (note 12)  -                               -                                  -                                       -             -                                       6        6
 Exchange                                                       -                               -                                  -                                       -             -                                       (1)      (1)
 At 31(st) March 2026                                           171                             60                                 (6)                                     (2)           (8)                                     (11)     204

 

The post-employment benefit assets and liabilities are included in the balance
sheet as follows:

 

                                                       2026             2026          2026    2025         2025          2025
                                                       Post-            Employee      Total   Post-        Employee      Total

                                                       employment       benefit net           employment   benefit net

                                                       benefit          obligations           benefit      obligations

                                                       net assets                             net assets
                                                       £m               £m            £m      £m           £m            £m
 UK pension - legacy section                           171              -             171     175          -             175
 UK pension - cash balance section                     60               -             60      58           -             58
 UK post-retirement medical benefits                   -                (6)           (6)     -            (6)           (6)
 US pensions                                           -                (2)           (2)     4            (3)           1
 US post-retirement medical benefits                   -                (8)           (8)     -            (9)           (9)
 Other                                                 1                (12)          (11)    1            (17)          (16)
 Total post-employment plans                           232              (28)          204     238          (35)          203
 Other long-term employee benefits                                      (2)                                (3)
 Total long-term employee benefit obligations                           (30)                               (38)

 

 

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 14  Fair values

 

Fair value hierarchy

Fair values are measured using a hierarchy where the inputs are:

·  Level 1 ─ quoted prices in active markets for identical assets or
liabilities.

·  Level 2 ─ not level 1 but are observable for that asset or liability
either directly or indirectly.

·  Level 3 ─ not based on observable market data (unobservable).

 

Fair value of financial instruments

Certain of the group's financial instruments are held at fair value. The fair
value of a financial instrument is the price that would be received to sell an
asset or paid to transfer a liability in an orderly transaction between market
participants at the balance sheet date.

 

The fair value of derivative financial instruments (forward foreign exchange
contracts, interest rate swaps, forward precious metal price contracts and
currency swaps) is estimated by discounting the future contractual cash flows
using forward exchange rates, interest rates and prices at the balance sheet
date.

 

The fair value of trade and other receivables measured at fair value is the
face value of the receivable less the estimated costs of converting the
receivable into cash.

 

The fair value of money market funds is calculated by multiplying the net
asset value per share by the investment held at the balance sheet date.

 

There were no transfers of any financial instrument between the levels of the
fair value hierarchy during the current or prior years.

 

 

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 14  Fair values (continued)

 

                                                                                                                 2026     2025     Fair value hierarchy
                                                                                                                 £m       £m       Level
 Financial instruments measured at fair value

 Non-current
 Investments at fair value through other comprehensive income(1)                                                 36       38       1
 Derivative financial instruments - assets(2)                                                                    2        4        2
 Derivative financial instruments - liabilities(2)                                                               (13)     (9)      2

 Current
 Trade receivables(3)                                                                                            189      158      2
 Other receivables(4)                                                                                            9        1        2
 Cash and cash equivalents - money market funds                                                                  280      435      2
 Cash and cash equivalents - cash and deposits                                                                   42       23       2
 Derivative financial instruments - assets(2)                                                                    22       55       2
 Derivative financial instruments - liabilities(2)                                                               (9)      (14)     2

 Financial instruments not measured at fair value

 Non-current
 Borrowings                                                                                                      (1,322)  (1,301)  -
 Lease liabilities                                                                                               (24)     (40)     -
 Trade and other receivables                                                                                     59       58       -
 Other payables                                                                                                  (7)      (6)      -

 Current
 Amounts receivable under precious metal sale and repurchase agreements(5)                                       217      282      -
 Amounts payable under precious metal sale and repurchase agreements(5)                                          (948)    (669)    -
 Cash and cash equivalents - cash and deposits                                                                   214      440      -
 Cash and cash equivalents - bank overdrafts                                                                     (35)     (24)     -
 Financial assets held at amortised cost                                                                         4        -        -
 Borrowings                                                                                                      (20)     (333)    -
 Lease liabilities                                                                                               (4)      (6)      -
 Trade and other receivables                                                                                     762      862      -
 Trade and other payables                                                                                        (1,170)  (1,210)  -

 

(1) Investments at fair value through other comprehensive income are quoted
bonds purchased to fund pension deficits (£35 million) and an equity
investment (£1 million).

(2) Includes forward foreign exchange contracts, forward precious metal price
contracts and currency and interest rate swaps.

(3) Trade receivables held in a part of the group with a business model to
hold trade receivables for collection or sale. The remainder of the group
operates a hold to collect business model and receives the face value, plus
relevant interest, of its trade receivables from the counterparty without
otherwise exchanging or disposing of such instruments.

(4) Other receivables with cash flows that do not represent solely the payment
of principal and interest.

(5) Comparatives restated in this table reflect the carrying amount. The fair
values are disclosed on the next page.

 

 

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 14  Fair values (continued)

 

The fair value of financial instruments, excluding accrued interest, is
approximately equal to book value except for:

 

                                                                             2026                2025
                                                                             Carrying    Fair    Carrying    Fair

                                                                             amount      value   amount      value
                                                                             £m          £m      £m          £m
 US Dollar Bonds 2025, 2027, 2028, 2029, 2030, 2031 and 2034                 (386)       (343)   (592)       (571)
 Euro Bonds 2025, 2028, 2030, 2031, 2032, 2034 and 2036                      (496)       (475)   (539)       (520)
 Sterling Bonds 2025 and 2029                                                (35)        (3)     (80)        (74)
 Amounts receivable under precious metal sale and repurchase agreements      217         225     282         300
 Amounts payable under precious metal sale and repurchase agreements         (948)       (927)   (669)       (687)

 

The fair values of the bonds are calculated using level 2 inputs by
discounting future cash flows to net present values using appropriate market
interest rates prevailing at the year end.

 

The fair values of the precious metal sale and repurchase agreements are
calculated using level 1 inputs based on closing metal prices.

 

 

 15  Precious metal leases

 

At 31(st) March 2026, precious metal leases were £366 million at year end
prices (31(st) March 2025: £202 million). Precious metal leases do not fall
under the scope of IFRS 16.

 

 

 16  Contingent liabilities

 

The group is involved in various disputes and claims which arise from time to
time in the course of its business including, for example, in relation to
commercial matters, product quality or liability, employee matters and tax
audits. The group is also involved from time to time in the course of its
business in legal proceedings and actions, engagement with regulatory
authorities and in dispute resolution processes. These are reviewed on a
regular basis and, where possible, an estimate is made of the potential
financial impact on the group. In appropriate cases a provision is recognised
based on advice, best estimates and management judgement. Where it is too
early to determine the likely outcome of these matters, no provision is made.
Whilst the group cannot predict the outcome of any current or future such
matters with any certainty, it currently believes the likelihood of any
material liabilities to be low, and that such liabilities, if any, will not
have a material adverse effect on its consolidated income, financial position
or cash flows.

 

As outlined in the group's half year results for the six months ended 30(th)
September 2025, Veranova Bidco LP, had issued a claim against the group in
connection with certain warranties given in the sale and purchase agreement
dated 16(th) December 2021 at the time of signing. Johnson Matthey Plc denied
the allegations in full and defended the proceedings to trial, which concluded
in December 2025. The English High Court delivered a judgment on 1(st) May
2026 in relation to this claim, dismissing the claim. Veranova Bidco LP has
been ordered to pay 90% of Johnson Matthey Plc's costs of the litigation, to
be assessed on the indemnity basis. On 11(th) May 2026, Veranova Bidco LP was
granted permission to appeal on a point of law. That appeal is expected to be
heard by the Court of Appeal during 2027.

 

 

 17  Transactions with related parties

 

There have been no material changes in total compensation for key management
personnel during the year.

 

During the year the group had sales with associates of £10 million (2025: £9
million). The amounts owed by associates were £1 million at 31(st) March 2026
(31(st) March 2025: £1 million). No other related party transactions have
occurred which have materially affected the financial position or performance
of the group during the year.

 

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 18  Non-GAAP measures

 

The group uses various measures to manage its business which are not defined
by generally accepted accounting principles (GAAP). The group's management
believes these measures provide valuable additional information to users of
the accounts in understanding the group's performance. Certain of these
measures are financial Key Performance Indicators which measure progress
against our strategy.

All non-GAAP measures are on a continuing operations basis.

 Definitions

 -Measure                                                  Definition                                                                       Purpose
 Sales(1)                                                  Revenue excluding cost of precious metals to customers and the precious metal    Provides a better measure of the growth of the group as revenue can be heavily
                                                           content of products sold to customers.                                           distorted by year on year fluctuations in the market prices of precious metals
                                                                                                                                            and, in many cases, the value of precious metals is passed directly on to
                                                                                                                                            customers.
 Underlying operating                                      Operating profit excluding non-underlying items.                                 Provides a measure of operating profitability that is comparable over time.

profit(1,2)
 Underlying operating profit margin(2)                     Underlying operating profit divided by sales.                                    Provides a measure of how we convert our sales into underlying operating
                                                                                                                                            profit and the efficiency of our business.
 Underlying profit before tax(2)                           Profit before tax excluding non-underlying items.                                Provides a measure of profitability that is comparable over time.
 Underlying profit after tax(2)                            Profit after tax excluding non-underlying items and related tax effects.         Provides a measure of profitability that is comparable over time.
 Adjusted underlying profit after tax(2)                   Underlying profit after tax adjusted to include the effect of deferred tax       Provides a measure of profitability that is comparable over time excluding the
                                                           assets not recognised in H2'26 as a consequence of the agreed sale of Catalyst   impact of the agreed sale of Catalyst Technologies.
                                                           Technologies.
 Underlying earnings per share(1,2)                        Adjusted underlying profit after tax divided by the weighted average number of   Our principal measure used to assess the overall profitability of the group.
                                                           shares in issue.
 Return on capital employed (ROCE)                         Annualised underlying operating profit divided by the average equity plus        Provides a measure of the group's efficiency in allocating the capital under
                                                           average net debt. The average is calculated using the opening balance for the    its control to profitable investments.
                                                           financial year and the closing balance.
 Average working capital days (excluding precious metals)  Monthly average of non-precious metal related inventories, trade and other       Provides a measure of efficiency in the business with lower days driving
                                                           receivables and trade and other payables (including any classified as held for   higher returns and a healthier liquidity position for the group.
                                                           sale) divided by sales for the last three months multiplied by 90 days.

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 18  Non-GAAP measures (continued)

 

 Free cash flow(1,3)               Net cash flow from operating activities (excluding disposal related costs)      Provides a measure of the cash the group generates through its operations,
                                   after net interest paid, net purchases of non-current assets and investments,   less capital expenditure.
                                   and the principal element of lease payments.
 Net debt to underlying EBITDA(3)  Net debt, including quoted bonds purchased to fund the UK pension (excluded     Provides a measure of the group's ability to repay its debt. The group has a
                                   when the UK pension plan is in surplus) divided by underlying EBITDA for the    current target of net debt to underlying EBITDA of between 1.5 and 2.0 times
                                   same period.                                                                    prior to the completion of the CT disposal. Going forward the group is
                                                                                                                   targeting net debt to underlying EBITDA of between 1.0 and 1.5 times, although
                                                                                                                   in any given year it may fall outside this range depending on future plans.

(1) Key Performance Indicator

(2) Underlying profit measures are before profit or loss on disposal of
businesses, gains and losses on significant legal proceedings, major
impairment and restructuring charges, share of profits or losses from
non-strategic equity investments, one-off tax transactions and, where
relevant, related tax effects. These items have been excluded by management as
they are not deemed to be relevant to an understanding of the underlying
performance of the business.

(3) The definition of these non-GAAP measures have been redefined in the
current period to give better clarity and transparency and more closely align
with the purpose of the non-GAAP measure. Free cash flow has been redefined to
exclude disposal related costs and proceeds from disposal of businesses. Net
debt to underlying EBITDA has been redefined to exclude post tax pension
deficits.

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 18  Non-GAAP measures (continued)

 

Reconciliation to GAAP measures

 

Sales

                                                               2026      2025
                                                               £m        £m*
 Revenue (note 3)                                              12,573    11,022
 Less: sales of precious metals to customers (note 3)          (10,018)  (8,191)
 Sales                                                         2,555     2,831

 

 

 

Underlying profit measures

 

 Year ended 31(st) March 2026
                                                 Operating profit  Profit before tax  Tax expense  Profit after tax
                                                 £m                £m                 £m           £m
 Adjusted underlying                             340               271                (55)         216
 Effect of deferred tax asset not recognised(1)  -                 -                  (45)         (45)
 Underlying                                      340               271                (100)        171
 Profit on disposal of businesses                5                 5                  -            5
 Gain on significant legal proceedings           8                 8                  (2)          6
 Major impairment and restructuring charges      (192)             (192)              (2)          (194)
 Share of losses of associates                   -                 (1)                -            (1)
 Non-underlying tax provisions                   -                 -                  12           12
 Deferred tax asset not recognised               -                 -                  (90)         (90)
 Reported                                        161               91                 (182)        (91)

 Year ended 31(st) March 2025*
                                                 Operating profit  Profit before tax  Tax expense  Profit after tax
                                                 £m                £m                 £m           £m
 Underlying                                      299               245                (50)         195
 Profit on disposal of businesses                482               482                (67)         415
 Major impairment and restructuring charges      (327)             (327)              10           (317)
 Share of profits of associates                  -                 3                  -            3
 Non-underlying tax provisions                   -                 -                  14           14
 Reported                                        454               403                (93)         310

 

 

 

 

Underlying earnings per share

                                                                2026   2025*
 Adjusted underlying profit after tax (£ million)(1)            216    195
 Weighted average number of shares in issue (millions)          168.2  176.0
 Underlying earnings per share (pence)                          128.5  110.7

 

(1) £45 million relates to deferred tax asset not recognised in H2'26 which
is considered as a consequence of the agreed sale of Catalyst Technologies.

 

* Restated to reflect classification of the Catalyst Technologies segment as
discontinued operations (see note 12).

 

 

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 18  Non-GAAP measures (continued)

 

Return on Capital Employed (ROCE)

                                  2026   2025
                                  £m     £m*
 Underlying operating profit      340    299

 Average net debt                 845    888
 Average equity                   1,355  1,609
 Average capital employed         2,200  2,497

 ROCE                             15.5%  12.0%

 

 

 

Average working capital days (excluding precious metals)

                                                                              2026     2025
                                                                              £m       £m*
 Inventories                                                                  865      1,011
 Trade and other receivables                                                  1,430    1,532
 Trade and other payables                                                     (2,154)  (1,984)
                                                                              141      559
 Working capital balances relating to discontinued operations                 -        (192)
 Total working capital                                                        141      367
 Less: Precious metal working capital                                         38       (111)
 Add: Precious metal working capital relating to discontinued operations      -        8
 Working capital (excluding precious metals)                                  179      264

 Average working capital days (excluding precious metals)                     62       52

 

* Restated to reflect classification of the Catalyst Technologies segment as
discontinued operations (see note 12).

 

 

Free cash flow from continuing operations

                                                                                 2026   2025
                                                                                 £m     £m**
 Net cash inflow from operating activities                                       465    381
 Less: Net cash outflow / (inflow) from operating activities - discontinued      30     (51)
 operations
 Add: Disposal costs                                                             1      18
 Add: Pension costs relating to divestments                                      -      25
 Add: Income tax paid relating to divestments                                    -      64
 Interest received                                                               97     78
 Interest paid                                                                   (186)  (148)
 Purchases of property, plant and equipment                                      (217)  (249)
 Purchases of intangible assets                                                  (22)   (52)
 Net cash movements of financial assets held at amortised cost                   (4)    -
 Proceeds from redemption of investments held at fair value through other        3      3
 comprehensive income
 Proceeds from sale of non-current assets                                        5      1
 Principal element of lease payments                                             (4)    (6)
 Free cash flow                                                                  168    64

 

** Restated to reflect classification of the Catalyst Technologies segment as
discontinued operations (see note 12) and the redefined non-GAAP measure
definition.

 

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 18  Non-GAAP measures (continued)

 

Net debt to underlying EBITDA

                                                                                  2026     2025
                                                                                  £m       £m*
 Cash and deposits                                                                256      463
 Money market funds                                                               280      435
 Bank overdrafts                                                                  (35)     (24)
 Cash and cash equivalents                                                        501      874
 Less: Cash and cash equivalents from discontinued operations                     -        (32)
 Cash and cash equivalents from continuing operations                             501      842
 Derivative financial instruments - Cross currency and interest rate swaps -      2        4
 non-current assets
 Derivative financial instruments - Cross currency and interest rate swaps -      -        13
 current assets
 Derivative financial instruments - Cross currency and interest rate swaps -      -        (1)
 current liabilities
 Derivative financial instruments - Cross currency and interest rate swaps -      (13)     (9)
 non-current liabilities
 Borrowings - current                                                             (20)     (333)
 Borrowings - non-current                                                         (1,322)  (1,301)
 Lease liabilities - current                                                      (4)      (6)
 Lease liabilities - non-current                                                  (24)     (40)
 Less: Lease liabilities relating to discontinued operations                      -        21
 Net debt                                                                         (880)    (810)

 (Decrease) / increase in cash and cash equivalents                               (349)    345
 Less: Decrease in cash and cash equivalents from discontinued operations         88       23
 Less: Decrease / (increase) in borrowings                                        316      (213)
 Less: Net cash movements from hedging activities                                 (9)      -
 Less: Principal element of lease payments                                        4        6
 Decrease in net debt resulting from cash flows                                   50       161
 New leases, remeasurements and modifications                                     (6)      (22)
 Less: New leases, remeasurements and modifications from discontinued             -        11
 operations
 Other lease movements                                                            (2)      1
 Disposals                                                                        -        5
 Exchange differences on net debt                                                 (21)     11
 Other non-cash movements                                                         (8)      16
 Less: Other non-cash movements in discontinued operations                        (83)     (28)
 Movement in net debt                                                             (70)     155
 Net debt at beginning of year                                                    (810)    (965)
 Net debt at end of year                                                          (880)    (810)

 Underlying operating profit                                                      340      299
 Add back: Depreciation and amortisation                                          149      156
 Underlying EBITDA                                                                489      455

 Net debt to underlying EBITDA                                                    1.8      1.8

 

* Restated to reflect classification of the Catalyst Technologies segment as
discontinued operations (see note 12) and the redefined non-GAAP measure
definition.

 

Notes on the Preliminary Accounts

for the year ended 31(st) March 2026

 

 18  Non-GAAP measures (continued)

 

                                                              2026   2025
                                                              £m     £m*
 Underlying EBITDA                                            489    455
 Depreciation and amortisation                                (149)  (156)
 Profit on disposal of businesses                             5      482
 Gain on significant legal proceedings                        8      -
 Major impairment and restructuring charges                   (192)  (327)
 Finance costs                                                (182)  (141)
 Investment income                                            113    87
 Share of (losses) / profits of associates                    (1)    3
 Income tax expense                                           (182)  (93)
 (Loss) / profit for the year from continuing operations      (91)   310

 

* Restated to reflect classification of the Catalyst Technologies segment as
discontinued operations (see note 12).

 

 

 19  Events after the balance sheet date

As outlined in the group's half year results for the six months ended 30(th)
September 2025, Veranova Bidco LP, had issued a claim against the group in
connection with certain warranties given in the sale and purchase agreement
dated 16(th) December 2021 at the time of signing. Johnson Matthey Plc denied
the allegations in full and defended the proceedings to trial, which concluded
in December 2025. The English High Court delivered a judgment on 1(st) May
2026 in relation to this claim, dismissing the claim. Veranova Bidco LP has
been ordered to pay 90% of Johnson Matthey Plc's costs of the litigation, to
be assessed on the indemnity basis. On 11(th) May 2026, Veranova Bidco LP was
granted permission to appeal on a point of law. That appeal is expected to be
heard by the Court of Appeal during 2027.

 

On 27(th) May 2026, the group signed an agreement to acquire CORMETECH Inc.
for an enterprise value of $360 million payable in cash on completion.
CORMETECH Inc. is the leading and high-growth US manufacturer of Selective
Catalytic Reduction catalysts providing emissions control for stationary power
generation and industrial applications and will become part of the Clean Air
Solutions business. The transaction is expected to complete at the end of June
or in July 2026, following receipt of customary regulatory approvals. An
additional earn-out consideration of up to $100 million in total may be
payable in cash during calendar years 2028 and 2029, conditional on CORMETECH
Inc. achieving certain financial performance targets.

 Financial Calendar

 2026

 4(th) June
 Ex dividend date for 2026 final dividend

 5(th) June
 Record date for 2026 final dividend

 16(th) July
 Annual General Meeting (AGM)

 4(th) August
 Payment of final dividend subject to the approval of shareholders at the AGM

 19(th) November
 Announcement of the results for the six months ending 30(th) September 2026

 Cautionary Statement
 This announcement contains forward-looking statements that are subject to risk
 factors associated with, amongst other things, the economic and business
 circumstances occurring from time to time in the countries and sectors in
 which Johnson Matthey operates. It is believed that the expectations reflected
 in this announcement are reasonable but they may be affected by a wide range
 of variables which could cause actual results to differ materially from those
 currently anticipated.

 Johnson Matthey Plc
 Registered Office: 5(th) Floor, 2 Gresham Street, London EC2V 7AD
 Telephone: +44 (0) 20 7269 8000
 Fax: +44 (0) 20 7269 8433
 Internet address: www.matthey.com
 E-mail: jmpr@matthey.com

 Registered in England - Number 00033774

 Registrars
 Equiniti, Aspect House, Spencer Road, Lancing, West Sussex BN99 6DA
 Telephone: +44(0)371 384 2344*

 Internet address: www.shareview.co.uk

 * Lines are open 8.30am to 5.30pm Monday to Friday excluding public holidays
 in England and Wales

 

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