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RNS Number : 6881J  Johnson Matthey PLC  22 May 2025

Preliminary results for the

year ended 31(st) March 2025

22(nd) May 2025

 Results in line with expectations, more focused JM accelerating value creation
 ·             Agreed sale of Catalyst Technologies to Honeywell International Inc.
               (Honeywell) at an attractive valuation - enterprise value of £1.8 billion on
               a cash and debt-free basis,

13.3x 2024/25 EBITDA¹
 ·             £1.4 billion of net sale proceeds to be returned to shareholders following
               completion²
 ·             Creating a highly focused, lean and agile group
 ·             Driving a step change in sustainable cash generation through rigorous cost
               control, materially lower capex and significant working capital benefits
 ·             Committed to growing annual cash returns to shareholders from at least £130
               million for 2025/26, equivalent to the total dividend for 2024/25³, to at
               least £200 million for 2026/27 and beyond⁴
 ·             2024/25 results in line with guidance against a challenging market backdrop -
               underlying operating profit ex-divestments of £388 million, up 6%, at
               constant PGM prices and currency
 ·             Reported operating profit of £538 million benefiting from a £482 million
               profit on disposal of businesses. This was partly offset by £329 million
               impairment and restructuring charges primarily across Clean Air, PGM Services
               and Hydrogen Technologies

 

                                        Reported results                 Underlying results⁵(,)⁶
                                        Year ended        %              Year ended        %                % change,

31(st) March
change
31(st) March
change
ex-divestments⁷, constant FX rates
                                 2025            2024              2025           2024
 Revenue                         £m     11,674   12,843   -9
 Sales excl. precious metals⁸    £m                                      3,470    3,904    -11              -2
 Operating profit                £m     538      249      116            389      410      -5               +5
 Profit before tax               £m     486      164      196            334      328      +2
 Profit after tax                £m     373      108      245            263      260      +1
 Basic earnings per share        pence  211.8    58.6     261            149.2    141.3    +6
 Ordinary dividend per share     pence  77.0     77.0     -
 Free cash flow                  £m     521      189
 Cash from operating activities  £m     381      592
 Net debt                        £m     799      951

 

 Liam Condon, Chief Executive Officer, commented:
 Today's announcement represents a significant milestone in the over 200 year
 history of Johnson Matthey. Following on from the divestment of our Medical
 Devices business at a highly attractive valuation, we have now agreed to the
 sale of our Catalyst Technologies business for £1.8 billion. This allows JM
 to realise a very attractive valuation for this business that fully reflects
 its strong long-term growth prospects. We will now fundamentally re-shape
 Johnson Matthey into a more highly focused and leaner business. This will
 better position us to leverage our strong capabilities and leading market
 positions in Clean Air and PGM Services as we drive a step change in
 sustainable cash generation with higher returns to shareholders. Our full year
 results were underpinned by a strong second half and were in line with
 guidance and market expectations, against challenging market headwinds. This
 resilient performance reflects the strength of our businesses and the
 strategic progress delivered, including cumulative benefits of £200 million
 from our 2021/22 to 2024/25 group transformation programme.

 Group outlook for the year ending 31(st) March 2026
 For 2025/26 we expect mid single digit percentage growth in group underlying
 operating profit at constant precious metal prices and constant currency,
 supported by self-help measures.⁹ This assumes a full year of contribution
 from Catalyst Technologies. Whilst we expect good growth in the first half,
 overall performance will continue to be weighted towards the second half.

 In Clean Air we expect modest growth in operating profit, with a margin of
 14-15%. This is based on external data which suggest a 4% decline in global
 light duty vehicle production for 2025/26, before any potential impact on
 customer demand due to tariffs. Despite a challenging market, operating profit
 growth and margin expansion will be driven by our ongoing operational
 excellence and transformation benefits. In PGM Services, we expect lower
 operating profit largely reflecting reduced metal recoveries. In Hydrogen
 Technologies, we continue to expect to achieve operating profit breakeven by
 the end of 2025/26. Assuming a full year of contribution from Catalyst
 Technologies, we expect this business to deliver good operating profit growth
 in 2025/26.¹⁰

 If PGM (platinum group metal) prices remain at their current level¹¹ for the
 remainder of 2025/26, we expect a limited effect on full year operating profit
 compared with the prior year.¹²

 At current foreign exchange rates¹³, translational foreign exchange
 movements for the year ending 31(st) March 2026 are expected to adversely
 impact underlying operating profit by c.£5 million.

 We are mindful of the current uncertain macroeconomic environment including
 the potential impact of the evolving tariff situation and its impact on our
 customers. We remain well positioned given our global manufacturing footprint
 enabling local supply and, strong long-standing and flexible customer and
 supplier relationships. We are undertaking a range of mitigating actions,
 including rebalancing production to leverage our global footprint, adjusting
 supply chains, customer negotiations and engagement with the relevant
 governments. On the basis of the current tariff proposals¹⁴, post our
 mitigating actions, we do not expect the direct impact of tariffs to be
 material. The indirect impact of the changing trade landscape on customer
 demand in our key markets remains uncertain at this time.

 Dividend
 The board will propose a final ordinary dividend for the year of 55.0 pence
 per share at the Annual General Meeting (AGM) on 17(th) July 2025. 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. Subject to approval by shareholders, the final dividend will be paid on
 5(th) August 2025, with an ex-dividend date of 5(th) June 2025.

 Board changes
 As previously announced, Jane Griffiths stepped down as Chair of the Societal
 Value Committee and from the board on 31(st) December 2024. Rita Forst
 succeeded Jane as Chair of the Societal Value Committee from 1(st) January
 2025. Sinead Lynch was appointed independent Non-Executive Director and joined
 the board on 1(st) January 2025.

 On 10(th) February 2025 we announced that, following nearly seven years as
 Chair of Johnson Matthey, Patrick Thomas informed the board that he does not
 intend to seek re-election at the AGM on

17(th) July 2025. Patrick will step down from the board and his position as
 Chair immediately following the AGM. We expect Patrick's successor to be
 announced by the AGM.

 Richard Pike was appointed Chief Financial Officer and joined the board on
 1(st) April 2025.
 Investment Committee
 On 27(th) January 2025, JM announced the establishment of an Investment
 Committee of the board, which will reinforce the company's investment
 strategies and capital allocation. Specific responsibilities of the Committee
 will include review and endorsement of i) investment and capital allocation
 strategy, ii) major capital projects and iii) M&A activity. Chaired by
 Barbara Jeremiah, Senior Independent Director, the Committee will provide
 additional oversight to these areas in line with our commitment to delivering
 sustainable shareholder value.

 

 Enquiries:
 Investor Relations
 Martin Dunwoodie    Director of Investor Relations and Treasury     +44 20 7269 8241

 Louise Curran       Head of Investor Relations                      +44 20 7269 8235
 Media
 Sinead Keller       Group External Relations Director               +44 20 7269 8218

 Harry Cameron       Teneo                                           +44 7799 152 148

 

 

 Notes:
 1.                     Transaction multiple of 13.3x EBITDA is based on an agreed adjusted 2024/25
                        EBITDA of £136 million for the standalone Catalyst Technologies business. The
                        underlying EBITDA of the Catalyst Technologies business in 2024/25, as
                        reported, is £119 million (comprising £92 million of underlying operating
                        profit, plus underlying depreciation and amortisation of £27 million.)
 2.                     Further update to be provided on mechanism and timing of expected £1.4
                        billion shareholder return, prior to completion.
 3.                     2024/25 total ordinary dividend of 77.0 pence per share.
 4.                     Our current intention is for these cash returns to be delivered through
                        ordinary dividends for 2025/26, and be broadly

equally weighted between dividends and share buybacks for 2026/27 and beyond.
 5.                     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 2024/25 results
                        converted at 2023/24 average rates. In 2024/25, the translational impact of
                        exchange rates on group sales and underlying operating profit was an adverse
                        impact of £58 million and £11 million respectively.
 6.                     Underlying is before profit or loss on disposal of businesses, amortisation of
                        acquired intangibles, share of profits or losses from non-strategic equity
                        investments, major impairment and restructuring charges and, where relevant,
                        related tax effects. For definitions and reconciliations of other non-GAAP
                        measures, see pages 48 to 52.
 7.                     Divestment of Value Businesses which is now complete.
 8.                     Revenue excluding sales of precious metals to customers and the precious metal
                        content of products sold to customers.
 9.                     Baseline is underlying operating profit excluding Value Businesses (£388
                        million in 2024/25 as shown on page 11).
 10.                    Outlook commentary for Clean Air, PGM Services, Catalyst Technologies and
                        Hydrogen Technologies refers to underlying operating performance and assumes
                        constant precious metal prices and constant currency.
 11.                    Based on average precious metal prices in May 2025 (month to date).
 12.                    A US$100 per troy ounce change in the average annual platinum, palladium and
                        rhodium metal prices each have an impact of approximately £1 million, £1
                        million and £0.5 million respectively on full year 2025/26 underlying
                        operating profit in PGM Services. This assumes no foreign exchange movement.
 13.                    Based on average foreign exchange rates for May 2025 month to date (£:US$
                        1.33, £:€ 1.19, £:RMB 9.59,

£:INR 114).
 14.                    As at 16(th) May 2025.

 

 Strategy update
 Johnson Matthey is built on strong and long-standing foundations including
 world-class technologies, cutting edge R&D and exceptionally talented
 people. These capabilities have delivered leading market positions, strong
 competitive advantages and a clear ability to win across our businesses.

 We have made good progress against the strategy we outlined in May 2022. We
 have focused our portfolio on our core strengths; secured significant
 commercial wins and growth opportunities; divested non-core businesses;
 delivered on our £200 million transformation programme; and improved our
 operating model to drive greater efficiency. Our strategy has been implemented
 against a backdrop of challenging and dynamic end markets, including lower
 levels of automotive production and a slowdown in the energy transition, with
 a direct impact on the pace of development of the green hydrogen market.

 As we have executed against our strategy, we have continued to adapt with a
 clear focus on optimising value for shareholders. Today, we announced a
 significant milestone in the history of JM - the sale of Catalyst Technologies
 to Honeywell in a deal agreed post year-end. This is a

near-term opportunity for shareholders to realise value that fully reflects
 the strong long-term growth prospects of Catalyst Technologies. At the same
 time, this allows us to de-risk our exposure to market factors beyond our
 control and recalibrate our strategy to become a more highly focused, lean and
 agile business.

 Sale of Catalyst Technologies at an attractive valuation
 Catalyst Technologies is a global leader in licensing process technology and
 supplying catalysts. It has leading positions in syngas - methanol, ammonia,
 hydrogen and formaldehyde - and a strong sustainable technologies portfolio.
 Catalyst Technologies is targeting high growth, high return opportunities in
 the decarbonisation of fuels and chemical value chains.

 We have delivered significant commercial wins and partnerships, and developed
 a pipeline of more than 150 sustainable technologies projects that is expected
 to deliver long-term profitable growth as the world transitions to net zero.

 The sale to Honeywell for an enterprise value of £1.8 billion on a cash and
 debt-free basis, implying a multiple of 13.3x 2024/25 EV/EBITDA¹, fully
 reflects the highly attractive long-term growth prospects of Catalyst
 Technologies, including the delivery of its substantial sustainable
 technologies project pipeline.

 After deducting one-off payments and associated costs of c.£0.2 billion, this
 implies total net proceeds of c.£1.6 billion (subject to customary closing
 adjustments). We intend to return

£1.4 billion of these proceeds to shareholders following completion. The
 remaining c.£0.2 billion of total net proceeds will be retained for general
 corporate purposes. We expect to provide a further update on the mechanism and
 timing of shareholder return prior to completion. Completion is expected by
 the first half of calendar year 2026.

 

 

 Notes:
 1.                                        Transaction multiple of 13.3x EBITDA is based on an agreed adjusted 2024/25
                                           EBITDA of £136 million for the standalone Catalyst Technologies business. The
                                           underlying EBITDA of the Catalyst Technologies business in 2024/25, as
                                           reported, is £119 million (comprising £92 million of underlying operating
                                           profit, plus underlying depreciation and amortisation of £27 million.)
 JM will be a more highly focused, lean and agile business
 Following the agreed sale of Catalyst Technologies, JM will be a more highly
 focused, lean and agile business, centred around Clean Air and PGM Services.
 These businesses have leading market positions, underpinned by our strong
 heritage and expertise in PGMs (platinum group metals), combined with a fully
 circular business model based on our world-class refining capabilities and our
 ability to manage PGMs for our customers.

 We have a clear strategy to drive sustainable value creation from these core
 businesses. As we

 re-shape JM and create a leaner organisation, we are committed to driving a
 step change in cash generation. Our renewed focus on cost leadership and cash
 generation will support materially enhanced shareholder returns. We will
 maintain a disciplined capital allocation framework targeting 1.0 to 1.5x net
 debt to EBITDA¹ over the medium-term.

 Clean Air - a leading global player in a large and durable addressable market
 In Clean Air, we aim to be a lasting partner providing world-leading
 technology to support our customers and reduce harmful emissions. We remain
 focused on driving continued margin improvement to support significant cash
 generation in the medium to long-term.

 Clean Air is serving a durable market with expectations for increased
 longevity of the internal combustion engine (ICE). Over the past three years,
 we have seen a global slowdown in battery electric vehicle (BEV) penetration
 and the regulatory environment has also supported ICE longevity. Together
 these dynamics are driving medium to long-term upside for Clean Air versus
 previous market forecasts.

 We continue to make good progress in winning new business. Our win rate in
 heavy duty diesel in 2024/25 was 100%², demonstrating the strength of our
 technology leadership in this resilient market. In addition, our win rates
 have increased in light duty gasoline, where we are being selective and
 targeting the most profitable business, including in the growing hybrid
 segment. Looking ahead, we are prioritising long-term relationships with key
 customers, aiming to be their supplier of choice and lasting partner. Beyond
 this, we are applying our leading technology and strong market positions to
 win business in Clean Air Solutions - our emissions control growth business
 which manufactures products for emerging applications such as hydrogen ICE,
 backup generators for data centres and CO(2) capture.

 Alongside our focus on the top line, we continue to drive efficiency in Clean
 Air. In the year, we improved our margin by 120 basis points, driven by
 additional cost savings and further optimisation of our manufacturing
 footprint as we reduced the number of production lines by 20%. We are reducing
 our overheads, targeting an additional 20% reduction in divisional R&D and
 SG&A spend by the end of 2025/26, with continued consolidation of our
 manufacturing footprint and reduced production lines. Alongside ongoing
 operational and commercial excellence initiatives, we expect these actions to
 drive margin improvement to 14-15% by 2025/26 and into the range of 16-18% by
 2027/28.

 Through our continued focus on efficiency and in a more durable internal
 combustion engine market, in 2027/28, we expect Clean Air sales of more than
 £2 billion (of which c.90% of the business is already won) and an operating
 margin in the range of 16-18%. We expect at least £2.1 billion of further
 cash to be delivered by 2030/31³, with significant cash flow beyond then.
 Notes:
 1.                                        Net debt to EBITDA target was previously 1.5 to 2.0 times.
 2.                                        Based on sales won as a percentage of sales bid on, from 1(st) April 2024 to
                                           31(st) March 2025.
 3.                                        Delivered £2.4bn of cash cumulatively in the four years since 2021/22. Cash
                                           target of at least £4.5 billion from

1(st) April 2021 to 31(st) March 2031, pre-tax and post restructuring costs.

 

 PGM Services - the world's largest secondary refiner of PGMs and global
 liquidity hub
 PGMs have been the backbone of JM for over 200 years. PGM Services underpins
 the group, providing a foundational PGM ecosystem and deep technical
 expertise. We are the largest secondary refiner of PGMs globally (by volume),
 the global liquidity hub for PGMs¹ and experts in converting PGMs into high
 value products.

 With their unique properties, PGMs are critical to many high-performance
 applications today. As new applications emerge beyond the internal combustion
 engine, we expect the overall value pool of PGM demand to increase over the
 medium to long-term. As part of our Products business, we are converting PGMs
 into high value products for a wide range of industries such as agrochemicals,
 pharmaceuticals and defence.

 We are the world's largest secondary refiner of PGMs, with demand for
 secondary (recycled) metal forecast to increase over the medium-term. We are
 currently managing our ageing PGM refinery in the UK and investing in a new,
 world-class refinery to replace this existing asset. Our investment is on
 budget and on track to be operational by the end of 2026/27. We have detailed
 plans to de-risk the start-up of our new refinery including progressive
 ramp-up metal by metal, extensive pilot scale testing and a dedicated team
 focusing on operational readiness, commissioning and start-up. This
 investment, which will secure a leadership position in PGMs for decades, will
 deliver significant efficiency, resilience, safety and sustainability
 improvements. We expect a working capital benefit as faster cycle times enable
 the unwind of our refinery backlog.

 Over the next couple of years, until our new PGM refinery is fully
 operational, we expect increased maintenance costs relating to our current
 ageing refinery as well as lower metal recoveries. In addition we will incur
 dual-running costs and higher depreciation costs from 2026/27 onwards as the
 new refinery comes online, before returning to growth in 2027/28. In 2027/28,
 we expect PGM Services to generate sales of around £450 million, with an
 operating margin of around 30% and strong cash generation². With stable PGM
 prices anticipated, we continue to expect this business to deliver at least
 low single digit CAGR in operating profit over the medium to long-term.

 Hydrogen Technologies - a leader in fuel cells and electrolyser components
 Hydrogen is critical to the energy transition. With our decades of experience
 in fuel cells and our strong technical capabilities in PGM chemistry and
 catalysis, Hydrogen Technologies is well positioned for this long-term growth
 opportunity. Since late 2023, development of the green market has slowed
 significantly, driven by decelerating momentum around regulatory incentives,
 lack of hydrogen infrastructure, and high cost compared to incumbent
 technologies. Reflecting the market slowdown, we have adapted our strategy. We
 took action to reduce cost and are focused on reducing investment whilst
 maintaining long-term growth optionality. In the year, we recognised a £134
 million impairment of Hydrogen Technologies due to the further slowdown of the
 energy transition and the corresponding slower transition to hydrogen fuel
 cell and electrolyser technologies.

 We continue to expect Hydrogen Technologies to reach operating profit
 breakeven by the end of 2025/26 and be cash flow positive in 2026/27³.
 Hydrogen Technologies will continue to be reported as a separate business.

 

 

 

 Notes:
 1.      Global liquidity hub for PGM sponge (powder).
 2.      Assumes broadly constant precious metal prices.
 3.      Defined as underlying operating profit plus depreciation and amortisation
         (EBITDA), less capital expenditure and net working capital movements.

 

 Growth optionality from existing assets
 Whilst we carve out Catalyst Technologies and transition the group to a more
 highly focused and leaner business with higher cash generation, we are focused
 on driving performance in our core businesses - Clean Air and PGM Services. We
 also have longer term growth optionality across the group through Clean Air
 Solutions (within Clean Air), PGM Products (within PGM Services) and Hydrogen
 Technologies (reported separately). Clean Air Solutions manufactures products
 for emissions control systems in emerging applications such as hydrogen ICE,
 backup generators for data centres and CO(2) capture. PGM Products is a leader
 in converting PGMs into high value products, with growth from new applications
 such as PGM based life science technology catalysts, and our leading Hydrogen
 Technologies business makes high performance components for use in hydrogen
 fuel cells and electrolysers. Importantly, these potentially high growth
 opportunities are extensions of our existing core businesses; they leverage
 our core technology and use existing assets which means capex requirements are
 minimal.

 A step change in sustainable cash generation
 We are pivoting towards a cash-focused business model which will deliver
 materially enhanced shareholder returns. This is underpinned by a high
 performance culture driving rigorous cost control, materially lower capex and
 significant working capital benefits.

 Cumulative capital expenditure is expected to be c.£500 million for the three
 year period to 2027/28, excluding Catalyst Technologies. This includes Clean
 Air capital expenditure of

less than £40 million per year, c.£100 million for the completion of the new
 PGM refinery to be incurred largely in 2025/26 and 2026/27, and Hydrogen
 Technologies capital expenditure of no more than £5 million per year.
 Following the divestment of Catalyst Technologies and the completion of our
 new PGM refinery, capital expenditure will reduce to c.£120 million in
 2027/28 which is mainly focused on maintenance and operational improvement. We
 expect capex to depreciation in the range of 0.8 to 1.0x in 2027/28 (compared
 with 2.0x in 2024/25).

 We expect to drive material improvement in working capital of around £250
 million across the group by 2027/28. This partly reflects the decommissioning
 of our old PGM refinery, and working capital release from the new refinery due
 to faster cycle times, continuous operations and increased capacity enabling
 better management of peak flows. In addition, there is opportunity to drive
 additional improvement in non-precious metal working capital which will start
 to come through in 2025/26. These working capital improvements will help to
 drive higher return on capital employed, which we expect to reach 20% over the
 medium-term.

 We expect to generate annualised sustainable free cash flow of at least £250
 million in 2027/28 and beyond. Reflecting our focus on improved cash
 generation and return on capital, the Group's executive remuneration schemes
 have been updated to reflect a higher weighting towards these financial
 targets.

 Highly disciplined capital allocation framework delivering attractive
 shareholder returns
 The board has established a balanced and disciplined capital allocation
 framework, following a detailed review and input from the Investment
 Committee. This framework is designed to optimise cash returns to shareholders
 whilst maintaining a strong balance sheet. We will target a leverage ratio of
 1.0 to 1.5x net debt to EBITDA which the board believes is an appropriate
 range based on our financial profile.

 

 Going forward, priorities for uses of capital will be:

 ·         Organic investment: focused on maintenance and operational improvement capex,
           following the PGM refinery upgrade
 ·         Shareholder returns: committed to growing annual cash returns to shareholders
           from at least £130 million for 2025/26, equivalent to the total dividend for
           2024/25¹, to at least £200 million for 2026/27 and beyond. Our current
           intention is for these cash returns to be delivered through ordinary dividends
           for 2025/26, and be broadly equally weighted between dividends and share
           buybacks for 2026/27 and beyond.
 ·         Bolt-on acquisitions only considered if we see highly compelling opportunities
           in our core areas

 What JM will deliver by 2027/28
 JM will become a highly streamlined group, with a compelling investment
 proposition focused on delivering sustained strong cash generation and
 attractive ongoing cash returns to shareholders. JM will be a more focused,
 lean and efficient business centred around two core businesses, Clean Air and
 PGM Services. By 2027/28 we expect to deliver:

 ·         At least mid single digit CAGR in pro-forma operating profit² from 2024/25
 ·         Annualised sustainable free cash flow of at least £250 million driven by cost
           savings, lower capex and improved working capital
 ·         Cash returns of at least £200 million per annum to shareholders

 

 Notes:
 1.      2024/25 total ordinary dividend of 77.0 pence per share.
 2.      Underlying operating profit excluding Catalyst Technologies and Value
         Businesses was (£296 million in 2024/25).

 

 Milestones overview
 In May 2024, we announced 10 new milestones for the two years to 2025/26
 across key areas: winning customers, building capability and transforming the
 business. Despite significant headwinds created by the slowdown in the energy
 transition and overall market volatility, we have made good progress against
 the milestones with a target date of 31(st) March 2025.

 ·         Delivered £200 million transformation cost savings, in line with 2024/25
           target
 ·         Implemented JM Global Solutions for cost effective business processes, in line
           with target
 ·         ICCA (International Council of Chemical Associations) process safety event
           severity rate of 0.82 was slightly behind our target of 0.80

 Whilst our process severity rate was slightly behind our target, the rate has
 reduced significantly from 0.88 in 2023/24, due to an improved governance
 process for our high risk process safety scenarios and a strengthened focus on
 process safety at key production facilities.

 New milestones to 2027/28
 As we re-shape JM following the sale of Catalyst Technologies, we have updated
 our strategic milestones to 2027/28.

 Financial
 ·         Increase Clean Air underlying operating margin to 16-18% by end of 2027/28
 ·         Achieve operating profit breakeven and positive cash flow in Hydrogen
           Technologies¹

 Operational
 ·         Carve out Catalyst Technologies following agreed sale²
 ·         Operate new world-class PGM refinery by end of 2026/27
 ·         Improve customer net promoter score³ to >52 by end of 2025/26

 Sustainability
 ·         Improve ICCA process safety event severity rate of 0.60 by end of 2026/27⁴
 ·         Increase employee engagement score to at least 7.3 by end of 2025/26⁵
 ·         Reduce scope 1 and 2 CO₂e emissions by 40% by end of 2026/27⁶

 

 

 Notes:
 1.      Operating profit breakeven by the end of 2025/26 and cash flow positive in
         2026/27. Cash flow defined as underlying operating profit plus depreciation
         and amortisation (EBITDA), less capital expenditure and net working capital
         movements.
 2.      Completion expected by the first half of calendar year 2026.
 3.      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: 52 (without Catalyst Technologies target: >41, baseline:
         41).
 4.      ICCA - International Council of Chemical Associations. 2024/25 baseline: 0.82.
         (without Catalyst Technologies target: 0.60, baseline: 0.78).
 5.      March 2025 baseline: 7.2 (without Catalyst Technologies target: at least 7.2,
         baseline: 7.1)
 6.      Metric tonnes of greenhouse gases. 2019/20 baseline: 402,185 tonnes CO(2)
         equivalents (without Catalyst Technologies target: 57% reduction, baseline:
         247,609).

 

 Performance summary for the year ended 31(st) March 2025¹
 In the year, underlying operating profit - excluding the impact of divestments
 and PGM prices - grew 6%, in line with guidance. Our performance was mainly
 driven by self-help actions, including £80 million cost savings from our
 £200 million group transformation programme. Average PGM prices remained
 broadly stable in the year, with a small adverse impact to underlying
 operating profit of £6 million.

 Clean Air underlying operating profit grew 3% and margin expanded 120 basis
 points to 11.8% (1H: 10.4%, 2H: 13.2%). Benefits from our ongoing excellence
 and transformation programme more than offset the impact of lower sales in a
 challenging global automotive market. PGM Services delivered a significantly
 stronger second half as expected (1H: £51 million and 2H: £98 million). The
 half-on-half improvement was driven by higher sales, increased metal
 recoveries and further efficiencies. Catalyst Technologies delivered strong
 underlying operating profit growth of 24% and achieved a margin of 13.8%.
 Performance was underpinned by strong growth in Licensing and higher first
 fill Catalyst volumes. In Hydrogen Technologies, despite lower sales, we
 delivered a significantly lower operating loss of £39 million reflecting
 rigorous cost control and strengthened commercial excellence as we recognised
 revenue from fulfilled contractual obligations.

 On a reported basis, operating profit increased from £249 million in the
 prior year to £538 million reflecting a £482 million profit on disposal,
 principally Medical Device Components which completed in the first half. This
 was partly offset by £329 million of major impairment and restructuring
 charges, comprising an impairment charge of £217 million following a review
 of assets in the year, and restructuring charges of £112 million. The
 impairment charge of £217 million included a

£134 million impairment to Hydrogen Technologies reflecting the further
 slowdown in the transition to hydrogen fuel cell and electrolyser
 technologies. There was also a £27 million impairment in PGM Services
 following a strategic review of the China refining plant and also our exit
 from the fuel cell market in China. We also recognised a £27 million
 impairment primarily of Clean Air assets as the business continues to
 consolidate its existing capacity and £29 million impairment to IT assets.
 The restructuring charges of £112 million mainly related to group wide
 transformation programme and divisional restructuring. Further details are
 included in the financial review on

page 22.

 We have a strong balance sheet, with net debt of £799 million as at 31(st)
 March 2025 compared to £951 million as at 31(st) March 2024. Net debt to
 EBITDA was 1.4 times.

 Free cash flow was £521 million, compared to £189 million in the prior year.
 This largely reflects net proceeds from the disposal of Medical Device
 Components. Excluding the impact of divestments, free cash flow² was £36
 million (1H: negative £185 million; 2H: £221 million), representing cash
 conversion³ of 9%. In the year, we returned £388 million to shareholders via
 dividends (£138 million) and share buyback (£250 million).

 

 

 

 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 2024/25 results
         converted at 2023/24 average rates. In 2024/25, the translational impact of
         exchange rates on group sales and underlying operating profit was an adverse
         impact of £58 million and £11 million respectively.
 2.      Net cash flow from operating activities after net interest paid, net purchases
         of non-current assets and investments, dividends received from joint ventures
         and associates and the principal elements of lease payments, adjusted for the
         impact of the disposal of Value Businesses.
 3.      Cash conversion defined as free cash flow² as a percentage of underlying
         operating profit.

 

 

 Summary of underlying operating results
 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)
                                   2025     2024
 Clean Air                         2,319    2,581    -10       -8
 PGM Services                      464      462      -         +1
 Catalyst Technologies             669      578      +16       +17
 Hydrogen Technologies             60       71       -15       -15
 Eliminations                      (79)     (114)    n/a       n/a
 Sales excluding Value Businesses  3,433    3,578    -4        -2
 Value Businesses²                 37       326      n/a       n/a
 Total sales                       3,470    3,904    -11       -10

 

 

 Underlying operating profit                             Year ended        % change  % change,

(£ million)
31(st) March
 constant FX rates
                                                         2025     2024
 Clean Air                                               273      274      -         +3
 PGM Services                                            149      164      -9        -8
 Catalyst Technologies                                   92       75       +23       +24
 Hydrogen Technologies                                   (39)     (50)     n/a       n/a
 Corporate                                               (87)     (82)     n/a       n/a
 Underlying operating profit excluding Value Businesses  388      381      +2        +5
 Value Businesses²                                       1        29       n/a       n/a
 Total underlying operating profit                       389      410      -5        -2

 

 

 Reconciliation of underlying operating profit  Year ended

to operating profit
31(st) March

(£ million)
                                                2025     2024
 Underlying operating profit                    389      410
 Profit / (loss) on disposal of businesses³     482      (9)
 Major impairment and restructuring charges³    (329)    (148)
 Amortisation of acquired intangibles           (4)      (4)
 Operating profit                               538      249

 

 

 

 

 Notes:
 1.      Growth at constant rates excludes the translation impact of foreign exchange
         movements, with 2024/25 results converted at 2023/24 average rates. In
         2024/25, the translational impact of exchange rates on group sales and
         underlying operating profit was an adverse impact of £58 million and £11
         million respectively.
 2.      Includes Battery Materials, Battery Systems and Medical Device Components
         which are all now disposed.
 3.      For further detail on these items please see page 22.
 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        2H        % change  % change,

constant FX rates
 (£ million)                       2024/25   2023/24
 Clean Air                         1,154     1,295     -11       -9
 PGM Services                      257       232       +11       +12
 Catalyst Technologies             333       296       +13       +14
 Hydrogen Technologies             40        34        +18       +18
 Eliminations                      (37)      (56)      n/a       n/a
 Sales excluding Value Businesses  1,747     1,801     -3        -1
 Value Businesses²                 1         136       n/a       n/a
 Total sales                       1,748     1,937     -10       -8

 

 

 Underlying operating profit                             2H        2H            % change  % change,

(£ million)

constant FX rates
                                                         2024/25   2023/24
 Clean Air                                               152              150    +1        +4
 PGM Services                                            98               86     +14       +16
 Catalyst Technologies                                   42               40     +5        +8
 Hydrogen Technologies                                   (13)             (24)   n/a       n/a
 Corporate                                               (45)             (37)   n/a       n/a
 Underlying operating profit excluding Value Businesses  234              215    +9        +12
 Value Businesses²                                       (1)              15     n/a       n/a
 Total underlying operating profit                       233              230    +1        +4

 

 

 Notes:
 1.      Growth at constant rates excludes the translation impact of foreign exchange
         movements, with 2024/25 results converted at 2023/24 average rates. In
         2024/25, the translational impact of exchange rates on group sales and
         underlying operating profit was an adverse impact of £58 million and £11
         million respectively.
 2.      Includes Battery Materials, Battery Systems and Medical Device Components
         which are all now disposed.

 

 Summary of underlying operating results on a pro-forma basis
 Subject to completion of the Catalyst Technologies sale, below we have
 provided 2024/25 sales and underlying operating profit excluding Catalyst
 Technologies and Value Businesses (divested). 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)
                        2025     2024
 Clean Air              2,319    2,581    -10       -8
 PGM Services           464      462      -         +1
 Hydrogen Technologies  60       71       -15       -15
 Eliminations           (79)     (114)    n/a       n/a
 Sales (pro-forma)      2,764    3,000    -8        -6
 Catalyst Technologies  669      578      +16       +17
 Value Businesses²      37       326      n/a       n/a
 Total sales            3,470    3,904    -11       -10

 

 

 Underlying operating profit              Year ended        % change  % change,

(£ million)
31(st) March
 constant FX rates
                                          2025     2024
 Clean Air                                273      274      -         +3
 PGM Services                             149      164      -9        -8
 Hydrogen Technologies                    (39)     (50)     n/a       n/a
 Corporate                                (87)     (82)     n/a       n/a
 Underlying operating profit (pro-forma)  296      306      -3        -
 Catalyst Technologies                    92       75       +23       +24
 Value Businesses²                        1        29       n/a       n/a
 Total underlying operating profit        389      410      -5        -2

 

 

 

 Notes:
 1.      Growth at constant rates excludes the translation impact of foreign exchange
         movements, with 2024/25 results converted at 2023/24 average rates. In
         2024/25, the translational impact of exchange rates on group sales and
         underlying operating profit was an adverse impact of £58 million and £11
         million respectively.
 2.      Includes Battery Materials, Battery Systems and Medical Device Components
         which are all now disposed.

 

Business reviews

 

Clean Air

 

 Resilient performance and materially improved margin despite a challenging
 market
 ·           Sales down 8% mainly reflecting the decline in global vehicle production
             across both light and heavy duty
 ·           Underlying operating profit increased 3% and margin expanded 120 basis points
             to 11.8% with a significant improvement half on half (1H: 10.4% and 2H:
             13.2%). This mainly reflected ongoing operational excellence and
             transformation benefits
 ·           Delivered around £400 million of cash from Clean Air in 2024/25, with a
             cumulative £2.4 billion¹ in the four years since 2021/22. On track to
             deliver at least £2.1 billion of further cash by 2030/31²

 

                                     Year ended              % change  % change,

31(st) March
 constant FX rates
                                     2025        2024
                                     £ million   £ million
 Sales
 Light duty diesel                   1,049       1,094       -4        -2
 Light duty gasoline                 480         533         -10       -8
 Heavy duty diesel                   790         954         -17       -16
 Total sales                         2,319       2,581       -10       -8

 Underlying operating profit         273         274         -         +3
 Underlying operating profit margin  11.8%       10.6%
 EBITDA margin                       14.8%       13.5%
 Reported operating profit           234         237

 

 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, global vehicle production declined across both light and heavy
 duty. Light duty ICE vehicle production was weaker across all key regions. In
 Europe, the decline reflected lower consumer demand in a weaker macroeconomic
 environment, while in North America the market was impacted by high inventory
 levels. In China, the continued penetration of battery electric vehicle sales
 drove lower light duty ICE production.

 The heavy duty market was weaker in all key regions, with Europe experiencing
 the strongest decline reflecting subdued demand due to challenging economic
 conditions. China market production was impacted by the weaker macro
 environment. In North America, Class 8 truck production declined, impacted by
 high inventory levels. Demand is expected to recover in 2026 driven by
 cyclical truck replacement and supported by OEMs building inventory in
 anticipation of an early pre-buy related to new EPA27 (Environmental
 Protection Agency) legislation.

 

 Notes:
 1.      At actual metal prices.
 2.      Cash target of at least £4.5 billion from 1(st) April 2021 to 31(st) March
         2031, pre-tax and post restructuring costs.

 

 Performance commentary
 Sales were down 8%. This mainly reflected the challenging market backdrop
 which saw global vehicle production decline across both light and heavy duty,
 particularly in Europe.

 Sales
 Light duty diesel
 In light duty diesel, sales declined 2%, significantly outperforming the
 global market which saw a material decline due to continued shifts in consumer
 behaviour towards gasoline, including hybrids. By region, we saw good sales
 growth in Asia, but this was more than offset by a decline in Europe whilst
 the Americas was broadly flat.

 We saw good growth in Asia as our largest customers in Japan and India
 outperformed their respective markets. In Europe, we outperformed the strongly
 declining market due to the ramp-up of a customer platform, as well as better
 platform mix. In the Americas, our performance was slightly ahead of the
 market, largely driven by outperformance of one of our customers.

 Light duty gasoline
 In light duty gasoline, sales declined 8%, underperforming the global market
 which saw a modest decline. This largely reflects our performance in Europe,
 where sales were impacted by underperformance of a customer platform, and a
 weaker platform mix in China. In North America, historical platform losses
 were partly offset by the ramp up of other customer platforms.

 Heavy duty diesel
 Heavy duty diesel sales were down 16%, with declines across all key regions
 against a backdrop of a challenging market. In Europe, we underperformed the
 market which declined materially, largely reflecting customer
 underperformance. In Asia, our performance was mainly driven by China where
 the market is increasingly competitive. We experienced market share losses and
 the underperformance of some of our customers, as well as lower pricing. In
 the Americas, we underperformed the market, largely reflecting our regional
 mix. Our sales are heavily weighted towards the North American Class 8 truck
 market which declined, versus the South American market which grew strongly.
 We underperformed the Class 8 market, driven by underperformance of one of our
 customers.

 In stationary emissions control (our Clean Air Solutions business), we saw
 sales growth driven by growing demand in marine and backup diesel and natural
 gas engine applications.

 Underlying operating profit
 Clean Air delivered a resilient performance. Despite challenging market
 conditions and lower sales, underlying operating profit grew 3% and operating
 margin expanded 120 basis points to 11.8%. This reflected benefits from our
 continued focus on footprint rationalisation, reduction of overheads and
 operational excellence.

 Cash generation
 In the year, we delivered around £400 million of cash¹. In the four years
 since 2021/22, we have delivered a cumulative £2.4 billion¹ of cash, of
 which around one fifth relates to precious metal prices.

 

 Notes:
 1.      At actual metal prices.

PGM Services

 

 A significantly stronger second half as expected
 ·         Sales grew 1% in the year, with a significant sequential improvement in the
           second half mainly reflecting higher sales in our refining business and
           increased metal recoveries
 ·         Underlying operating profit down 8%, with a significant sequential improvement
           in the second half as expected, driven by higher sales and cost efficiencies
           (1H: £51 million and 2H: £98 million)

 

                                     Year ended              % change  % change,

31(st) March
 constant FX rates
                                     2025        2024
                                     £ million   £ million
 Sales
 PGM Services                        464         462         -         +1

 Underlying operating profit         149         164         -9        -8
 Underlying operating profit margin  32.1%       35.5%
 EBITDA margin                       38.1%       42.0%
 Reported operating profit           67          149

 

 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
 Sales grew 1% in the year, with a significantly improved second half
 performance mainly reflecting higher sales in our refining businesses. In
 refining, we benefited from higher volumes from industrial customers as well
 as metal recoveries linked to our asset renewal programme. This was partly
 offset by softness in the auto scrap recycling market.

 In our products business, sales were slightly down overall year-on-year.
 Whilst we saw higher volumes from some of our industrial, pharmaceutical and
 agrochemical customers, this was offset by lower demand from the auto sector.

 In our trading business we had lower sales year-on-year, as PGM markets
 experienced lower volumes and reduced price volatility. Average PGM prices
 have normalised over the past 18-24 months and remained broadly stable in the
 period.

 Underlying operating profit
 Underlying operating profit was down 8%. Following a weak first half
 performance, we delivered a significant sequential improvement in underlying
 operating profit in the second half as expected (1H: £51 million and 2H: £98
 million.) This reflected higher sales (increased refining volumes and higher
 metal recoveries) as well as efficiencies as we optimised our cost base.

 

Catalyst Technologies

 

 Strong sales and profit growth, and further progress in sustainable
 technologies
 ·         Sales up 17% with good growth in Catalysts driven by higher first fill
           volumes, and strong growth in Licensing
 ·         Won nine large scale projects in our sustainable technologies portfolio since
           1(st) April 2024, on track against our strategic milestone to win 20
           additional projects by 2025/26
 ·         Underlying operating profit grew 24% and margin expanded 80 basis points to
           13.8% driven by a strong contribution from Licensing and higher Catalyst
           volumes

 

                                     Year ended              % change  % change,

31(st) March
 constant FX rates
                                     2025        2024
                                     £ million   £ million
 Sales
 Catalysts                           563         518         +9        +10
 Licensing                           106         60          +77       +77
 Total sales                         669         578         +16       +17

 Underlying operating profit         92          75          +23       +24
 Underlying operating profit margin  13.8%       13.0%
 EBITDA margin                       17.8%       17.3%
 Reported operating profit           86          70

 

 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 were up 17% with good growth in Catalysts - which represents the
 majority of sales - and strong growth in Licensing. In particular, we
 delivered a good performance in China, with significant new plant builds in
 recent years driving higher first fill volumes in Catalysts and strong growth
 in our existing Licensing portfolio. In our sustainable technologies
 portfolio, sales almost trebled.

 Catalysts: good growth driven by first fills
 In Catalysts, sales grew 10% driven by higher first fill volumes as new plants
 came onstream, primarily in China. We also saw increased refill volumes driven
 by the restart of production at one of our plants following an extended
 shutdown, as well as new business wins in methanol. These drivers more than
 offset normalised demand in formaldehyde following a strong prior year, and a
 weaker mix in additives.

 Licensing: strong growth in our existing and sustainable technologies
 portfolios
 Licensing sales - which can be lumpy in nature - were up 77% on the prior
 year. We delivered strong growth in our existing core technology portfolio in
 China. In sustainable technologies, sales almost trebled as we recognised
 initial income from previously announced project wins in low carbon hydrogen
 and sustainable fuels.

 In the year, we won nine new large scale projects in our sustainable
 technologies portfolio, tracking well against our strategic milestone of 20
 wins in the two years to the end of 2025/26:

 ·         A large scale low carbon hydrogen project in Europe
 ·         A waste-to-methanol project in Europe
 ·         HIF Global's Paysandú e-methanol plant in Uruguay
 ·         ETFuels' e-methanol plant in Texas, US
 ·         Reolum's La Robla Nueva Energia e-methanol project in Spain
 ·         Willis Sustainable Fuels' sustainable aviation fuel project in Teesside, UK
 ·         SunGas Renewables' Beaker Lake bio-methanol plant in Louisiana, US
 ·         DG Fuels' second sustainable aviation fuel facility - located in Nebraska, US
 ·         A sustainable methanol project in China

 Taking into account previously announced wins, we have secured 19 sustainable
 technologies projects globally since 1(st) April 2022, highlighting the
 strength of our technology offering and market positioning. Of these, we are
 actively working on 17 projects which together are worth more than £500
 million in sales over five years, subject to project completion.

 We have a healthy pipeline of more than 150 sustainable technologies projects.
 To support our project wins and pipeline of opportunities, we increased our
 engineering capacity by 26% in the year, well on track against our target of
 30% by the end of 2025/26 (31(st) March 2024 baseline).

 Underlying operating profit
 Underlying operating profit grew 24% to £92 million and margin expanded 80
 basis points to 13.8%. This was largely driven by a strong contribution from
 higher margin Licensing and higher Catalyst volumes.

 Sale of Catalyst Technologies
 Following today's announcement, we expect the agreed sale of Catalyst
 Technologies to Honeywell to complete by the first half of calendar year 2026.

Hydrogen Technologies

 

 Significantly lower operating loss benefiting from rigorous cost control
 ·         Sales declined 15% due to lower demand following a slowdown in the development
           of the green hydrogen market and customer de-stocking in the first half
 ·         Significantly lower operating loss of £39 million reflected continued action
           to reduce costs and strengthened commercial excellence. Operating loss in the
           second half halved compared to the first half; on track to achieve breakeven
           by the end of 2025/26
 ·         Reduced investment in line with the pace of market development; with
           sufficient manufacturing capacity in the UK, no further growth investment
           planned and only low maintenance capex from 2025/26

 

                                   Year ended              % change  % change,

31(st) March
 constant FX rates
                                   2025        2024
                                   £ million   £ million
 Sales
 Hydrogen Technologies             60          71          -15       -15

 Underlying operating loss         (39)        (50)        n/a       n/a
 Underlying operating loss margin  n/a         n/a
 Reported operating loss           (184)       (60)

 

 In Hydrogen Technologies, we provide performance-defining components across
 the value chain for fuel cells and electrolysers, including catalyst coated
 membranes (CCMs). Our ambition is to be the market leader in CCMs, focusing on
 PEM (proton exchange membrane) technology.

 Performance commentary
 Sales
 Sales were down 15% to £60 million, primarily driven by lower electrolyser
 sales. This reflected customer de-stocking in the first half and a slowdown in
 the pace of development of the green hydrogen market driven by decelerating
 momentum around regulatory incentives, lack of hydrogen infrastructure and
 high cost compared to incumbent technologies.

 In fuel cells, the volume decline was mostly offset by strengthened commercial
 excellence as we recognised revenue from fulfilled contractual obligations.

 We continue to make good progress diversifying our customer base through
 strategic partnerships. In the year, we signed three new partnerships with
 leading market players, including a long-term collaboration with Bosch to
 develop and produce catalyst coated membranes for fuel cell stacks.

 Underlying operating loss
 Underlying operating loss of £39 million was significantly lower than the
 prior year, driven by rigorous cost control and strengthened commercial
 excellence as we recognised revenue from fulfilled contractual obligations.

 As we adapted our strategy to reflect the pace of market development, we took
 action to reduce costs, including reducing headcount by over 30%. We also
 continued to improve our manufacturing efficiency, increasing production
 yields from our plant in Swindon, UK. We continue to expect Hydrogen
 Technologies to reach operating profit breakeven by the end of 2025/26 and be
 cash flow positive in 2026/27¹.

 Corporate
 Corporate costs were £87 million, an increase of £5 million from the prior
 year, largely reflecting higher inflation and professional fees.

 

 

 

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

 

 Financial review

 Research and development (R&D)
 R&D spend was £193 million in the year, representing c.5% of sales
 excluding precious metals. This was down from £204 million in the prior year,
 largely driven by reduced R&D spend in Clean Air, and in Hydrogen
 Technologies reflecting the slowdown in the pace of development of the green
 hydrogen market.

 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 84% of the non-sterling denominated underlying operating profit in
 the year ended 31(st) March 2025, were:

 

                   Share of 2024/25              Average exchange rate     % change

non-sterling denominated

underlying operating profit  Year ended

31(st) March

                   2025                          2024
 US dollar         22%                           1.28         1.26         +2
 Euro              44%                           1.19         1.16         +3
 Indian rupee      10%                           108          104          +4
 Chinese renminbi  8%                            9.21         9.01         +2

 

 For the year, the impact of exchange rates decreased sales by £58 million and
 underlying operating profit by £11 million.

 If average exchange rates for May 2025 month to date (£:US$ 1.33, £:€
 1.19, £:INR 114, £:RMB 9.59) are maintained throughout the remainder of the
 year ending 31(st) March 2026, foreign currency translation will have an
 adverse impact of c.£5 million on 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 £0.9 million,

£1.9 million, £0.2 million and £0.3 million, respectively.

 Efficiency savings
 In the year, we delivered c.£80 million of savings through our group
 transformation programme announced in May 2022 and incurred cash costs of
 c.£55 million. This marks the completion of the programme, with cumulative
 benefits in line with our £200 million target. Total associated cash costs to
 deliver the programme were c.£130 million (including £30 million of capex),
 in line with our guidance.

£ million                                         Savings delivered      Associated cash costs

 to 31(st) March 2025
 incurred to 31(st) March 2025
 Transformation programme (announced in May 2022)  200                    130

 

 

 

 

 

 Items outside underlying operating profit

 Non-underlying income / (charge)            Year ended

31(st) March

                                             2025            2024
                                             £ million       £ million
 Profit / (loss) on disposal of businesses   482             (9)
 Major impairment and restructuring charges  (329)           (148)
 Amortisation of acquired intangibles        (4)             (4)
 Total                                       149             (161)

 

 There was a charge of £329 million relating to major impairment and
 restructuring costs, comprising impairment charges of £217 million and £112
 million of restructuring costs. The impairment charge of £217 million
 includes:

 ·         £134 million impairment to Hydrogen Technologies reflecting the further
           slowdown in the transition to hydrogen fuel cell and electrolyser
           technologies, cessation of construction of a plant in the US due to lower
           demand forecasts, and exit from the fuel cell market in China
 ·         £27 million in PGM Services following a strategic review of the China
           refining plant and also our exit from the fuel cell market in China
 ·         £27 million impairment primarily of Clean Air assets as the business
           continues to consolidate its existing capacity
 ·         £29 million impairment to IT assets

 The restructuring costs of £112 million related to our group wide
 transformation programme and divisional restructuring.

 The £482 million profit on disposal of businesses largely relates to the
 disposal of our Medical Device Components business which completed on 1(st)
 July 2024.

 Finance charges
 Net finance charges in the year amounted to £55 million, down from £82
 million in the prior year. The decline of £27 million largely reflects a £10
 million benefit from hedging instruments, an £8 million movement relating to
 interest on tax provisions and an £8 million metal interest benefit.

 Taxation
 The tax charge on underlying profit before tax for the year ended 31(st) March
 2025 was £71 million, an effective underlying tax rate of 21.3%, broadly in
 line with the prior year (2023/24: 20.8%)

 The effective tax rate on reported profit for the year ended 31(st) March 2025
 was 23.3%. This represents a tax charge of £113 million, compared with £56
 million in the prior year.

 We expect the effective tax rate on underlying profit for the year ending
 31(st) March 2026 to be around 22%.

 Post-employment benefits
 IFRS - accounting basis
 At 31(st) March 2025, the group's net post-employment benefit position, was a
 surplus of

£203 million. The cost of providing post-employment benefits in the year was
 £39 million, down from £53 million in the prior year driven by a £14
 million past service credit.

 

 

 Capital expenditure
 Capital expenditure was £376 million¹ in the year, 2.1 times depreciation
 and amortisation. A key project in the year was investment in our new
 world-class PGM refinery.

 Strong balance sheet
 Net debt as at 31(st) March 2025 was £799 million, a decrease from £951
 million at

31(st) March 2024 and £783 million at 30(th) September 2024. Net debt is £17
 million higher when post tax pension deficits are included. The group's net
 debt (including post tax pension deficits) to EBITDA was 1.4 times (31(st)
 March 2024: 1.6 times, 30(th) September 2024:

1.4 times), which was slightly below our target range.

 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 £202 million as at 31(st) March 2025 (31(st) March 2024: £197
 million, 30(th) September 2024: £197 million).

 Free cash flow and working capital
 Free cash flow was £521 million in the year, compared to £189 million in
 2023/24, primarily driven by net proceeds from the disposal of Medical Device
 Components. Excluding the impact of divestments, free cash flow² was £36
 million, representing underlying cash conversion³ of 9%.

 Excluding precious metal, average working capital days to 31(st) March 2025
 increased to 62 days compared to 60 days to 31(st) March 2024.

 Going concern
 The directors have reviewed a range of scenario forecasts for the group and
 consider it appropriate to adopt the going concern basis of accounting in
 preparing these preliminary accounts.

 As at 31(st) March 2025, the group maintains a strong balance sheet with
 around £1.9 billion of available cash and undrawn committed facilities. Free
 cash flow was strong in the year at £521 million and net debt reduced by
 £152 million. Net debt at 31(st) March 2025 was

£799 million at 1.4 times net debt (including post tax pension deficits) to
 underlying EBITDA which was just below our target range.

 While inflation has been decreasing and interest rates have started to fall,
 significant headwinds remain due to ongoing global auto sector weakness,
 persistent geopolitical tensions and political uncertainty in the US,
 particularly about tariffs. Despite these challenges, the group demonstrated
 resilience during the period, with underlying operating profit (at constant
 exchange rate and excluding the impact of divestments) growing

mid-single digit. For the purposes of assessing going concern, we have
 revisited our financial projections using the latest budget for our base case
 scenario. The base case scenario was stress tested to a severe-but-plausible
 downside case which reflects lower demand across our markets to account for
 significant disruption from external factors and a deep recession.

 

 Notes:
 1.      Capital expenditure of £373 million as reported in the Consolidated Statement
         of Cash Flows. Difference reflects movements for capital accruals.
 2.      Net cash flow from operating activities after net interest paid, net purchases
         of non-current assets and investments, dividends received from joint ventures
         and associates and the principal elements of lease payments, adjusted for the
         impact of the disposal of Value Businesses.
 3.      Cash conversion defined as free cash flow² as a percentage of underlying
         operating profit.
 The severe-but-plausible case for Clean Air modelled scenarios assuming a
 smaller light and heavy duty vehicle market from reduced vehicle production
 and/or market consumer demand disruption, which could be caused by tariffs or
 other general changes to the market environment, or greater share of zero
 emission vehicles in market. This was assumed to result in a 10% drop in
 sales. For PGMS and Catalyst Technologies, it also assumed a reduction in
 sales and associated operating profit based on adverse scenarios using
 external and internal market insights.

 The group has a robust funding position comprising a range of long-term debt
 and a £1 billion five year committed revolving credit facility newly secured
 in April 2025 and maturing in April 2030. There was £874 million of cash held
 in money market funds or placed on deposit with highly rated banks. Of the
 existing loans, £260 million of term debt and £40 million of other bank
 loans maturing between August 2024 and June 2025 were re-financed in December
 2024 when the group issued c.£300 million of loan notes in the USPP market. A
 further

£109 million of USPP debt will mature in the next 15 months. We assume no
 refinancing of this debt in our going concern modelling. As a long time,
 highly rated issuer in the US private placement market, the group expects to
 be able to access additional funding in its existing markets if required but
 the going concern conclusion is not dependent on such access as the company
 has sufficient financing and liquidity to fund its obligations in the base and
 severe-but-plausible scenarios. The group also has a number of additional
 sources of funding available including uncommitted metal lease facilities that
 support precious metal funding. Whilst we would fully expect to be able to
 utilise the metal lease facilities, they are excluded from our going concern
 modelling.

 In the base case and severe but plausible scenarios, the group has sufficient
 headroom against committed facilities and key financial covenants are not in
 breach during the going concern period. Only in the unlikely event of all the
 additional risks identified above being overlaid on top of the severe but
 plausible trading scenario is there a very small breach of the financial
 covenants. This could be easily mitigated by reducing capital expenditure,
 renegotiating payment terms or reducing future dividend distributions. To give
 further assurance on liquidity, we have also undertaken a reverse stress test
 on our base case for full year to March 2026 and March 2027 to identify what
 additional or alternative scenarios and circumstances would threaten our
 current financing arrangements. This shows that we have headroom against
 either a further decline in profitability well beyond the severe-but-plausible
 scenario, or a significant increase in borrowings, or a significant increase
 in interest charges. Furthermore, as mentioned above, the group has other
 mitigating actions available which it could utilise to protect headroom. The
 directors have also considered forecasts which reflect the impact of the sale
 of the Catalyst Technologies business.

 Having considered the scenarios outlined above, the directors consider it
 appropriate to adopt the going concern basis of accounting in preparing the
 preliminary announcement.

Consolidated Income Statement

for the year ended 31(st) March 2025

                                                                     2025             2024
                                                                     (unaudited)      (audited)
                                                     Notes           £m               £m

     Revenue                                         2,3             11,674           12,843
     Cost of sales                                   2               (10,775)         (11,916)
     Gross profit                                                    899              927
     Distribution costs                                              (107)            (119)
     Administrative expenses                                         (403)            (398)
     Profit / (loss) on disposal of businesses       12              482              (9)
     Amortisation of acquired intangibles            4               (4)              (4)
     Major impairment and restructuring charges      5               (329)            (148)
     Operating profit                                4               538              249
     Finance costs                                                   (142)            (146)
     Investment income                                               87               64
     Share of profits / (losses) of associates                       3                (3)
     Profit before tax                                               486              164
     Tax expense                                                     (113)            (56)
     Profit for the year                                             373              108

                                                                      pence            pence

     Earnings per ordinary share
                             Basic                   6               211.8            58.6
                             Diluted                 6               211.2            58.3

Consolidated Statement of Total Comprehensive Income

for the year ended 31(st) March 2025

                                                                                                                                                    2025             2024
                                                                                                                                                    (unaudited)      (audited)
                                                                                                         Notes                                      £m               £m
 Profit for the year                                                                                                                                373              108
 Other comprehensive income / (expense)
                                    Items that will not be reclassified to the income statement in subsequent
                                    years
                                    Remeasurements of post-employment benefit assets and liabilities     13                                         37               (68)
                                    Fair value losses on equity investments at fair value through other
                                        comprehensive income                                                                                        (2)              (7)
                                    Tax on items that will not be reclassified to the income statement                                              (8)              18
 Total items that will not be reclassified to the income statement                                                                                  27               (57)
                                    Items that may be reclassified to the income statement
                                    Exchange differences on translation of foreign operations                                                       (82)             (79)
                                    Amounts charged to hedging reserve                                                                              (38)             (1)
                                    Fair value gains on net investment hedges                                                                       7                4
                                    Tax on above items taken directly to or transferred from equity                                                 10               1
 Total items that may be reclassified to the income statement in subsequent                                                                         (103)            (75)
 years
 Other comprehensive expense for the year                                                                                                           (76)             (132)
 Total comprehensive income / (expense) for the year                                                                                                297              (24)

Consolidated Statement of Financial Position

as at 31(st) March 2025

                                                                              2025             2024
                                                                              (unaudited)      (audited)
                                                                   Notes      £m               £m

 Assets
 Non-current assets
 Property, plant and equipment                                     8          1,411            1,436
 Right-of-use assets                                                          53               40
 Goodwill                                                                     347              353
 Other intangible assets                                           9          288              301
 Investments in associates                                                    71               71
 Investments at fair value through other comprehensive income                 38               40
 Other receivables                                                 10         98               104
 Derivative financial instruments                                             4                49
 Deferred tax assets                                                          135              128
 Post-employment benefit net assets                                13         238              153
 Total non-current assets                                                     2,683            2,675

 Current assets
 Inventories                                                                  1,011            1,211
 Taxation recoverable                                                         15               10
 Trade and other receivables                                       10         1,532            1,718
 Cash and cash equivalents                                                    898              542
 Derivative financial instruments                                             55               53
 Assets classified as held for sale                                           -                127
 Total current assets                                                         3,511            3,661
 Total assets                                                                 6,194            6,336

 Liabilities
 Current liabilities
 Trade and other payables                                          11         (1,984)          (2,209)
 Lease liabilities                                                            (6)              (8)
 Taxation liabilities                                                         (45)             (75)
 Cash and cash equivalents ─ bank overdrafts                                  (24)             (12)
 Borrowings                                                                   (333)            (110)
 Derivative financial instruments                                             (14)             (11)
 Provisions                                                                   (69)             (63)
 Liabilities classified as held for sale                                      -                (35)
 Total current liabilities                                                    (2,475)          (2,523)

 Non-current liabilities
 Borrowings                                                                   (1,301)          (1,339)
 Lease liabilities                                                            (40)             (24)
 Deferred tax liabilities                                                     (4)              (2)
 Employee benefit obligations                                      13         (38)             (39)
 Derivative financial instruments                                             (9)              (10)
 Provisions                                                                   (26)             (17)
 Trade and other payables                                          11         (6)              (2)
 Total non-current liabilities                                                (1,424)          (1,433)
 Total liabilities                                                            (3,899)          (3,956)
 Net assets                                                                   2,295            2,380

 Equity
 Share capital                                                                197              215
 Share premium                                                                148              148
 Treasury shares                                                              (10)             (17)
 Other reserves                                                               (51)             36
 Retained earnings                                                            2,011            1,998
 Total equity                                                                 2,295            2,380

The accounts were approved by the Board of Directors on 22(nd) May 2025 and
signed on its behalf by:

 

 Directors

 

L Condon

R Pike

Consolidated Statement of Cash Flows

for the year ended 31(st) March 2025

                                                                                                                                     2025             2024
                                                                                                                                     (unaudited)      (audited)
                                                                              Notes                                                  £m               £m

 Cash flows from operating activities
 Profit before tax                                                                                                                   486              164
 Adjustments for:
                              Share of (profits) / losses of associates                                                              (3)              3
                              Profit on disposal of businesses                                                                       (482)            -
                              Depreciation                                                                                           134              144
                              Amortisation                                                                                           53               48
                              Impairment losses                                                                                      219              70
                              Profit on sale of non-current assets                                                                   (1)              (2)
                              Share-based payments                                                                                   7                5
                              Decrease in inventories                                                                                187              396
                              Decrease in receivables                                                                                156              89
                              Decrease in payables                                                                                   (256)            (288)
                              Increase / (decrease) in provisions                                                                    15               (7)
                              Contributions in excess of employee benefit obligations charge                                         (42)             (10)
                              Changes in fair value of financial instruments                                                         9                (10)
                              Net finance costs                                                                                      55               82
 Disposal costs                                                                                                                      (18)             -
 Income tax paid                                                                                                                     (138)            (92)
 Net cash inflow from operating activities                                                                                           381              592

 Cash flows from investing activities
 Interest received                                                                                                                   78               62
 Purchases of property, plant and equipment                                                                                          (315)            (301)
 Purchases of intangible assets                                                                                                      (58)             (67)
 Government grant income received                                                                                                    -                5
 Proceeds from redemption of investments held at fair value through other                                                            3                -
 comprehensive income
 Proceeds from sale of non-current assets                                                                                            2                5
 Proceeds from sale of businesses                                                                                                    587              41
 Net cash inflow / (outflow) from investing activities                                                                               297              (255)

 Cash flows from financing activities
 Purchase of treasury shares                                                                                                         (251)            -
 Proceeds from borrowings                                                                                                            318              1
 Repayment of borrowings                                                                                                             (105)            (151)
 Dividends paid to equity shareholders                                        7                                                      (138)            (141)
 Interest paid                                                                                                                       (148)            (137)
 Principal element of lease payments                                                                                                 (9)              (11)
 Net cash outflow from financing activities                                                                                          (333)            (439)

 Change in cash and cash equivalents                                                                                                 345              (102)
 Exchange differences on cash and cash equivalents                                                                                   (1)              (5)
 Cash and cash equivalents at beginning of year                                                                                      530              637
 Cash and cash equivalents at end of year                                                                                            874              530

 Cash and deposits                                                                                                                   463              208
 Money market funds                                                                                                                  435              334
 Bank overdrafts                                                                                                                     (24)             (12)
 Cash and cash equivalents                                                                                                           874              530

Consolidated Statement of Changes in Equity

for the year ended 31(st) March 2025

                                                  Share      Share      Treasury    Other           Retained        Total
                                                  capital    premium    shares      reserves        earnings        equity
                                                  £m         £m         £m          £m              £m              £m

 At 1(st) April 2023 (audited)                    215        148        (19)        118             2,077           2,539
 Total comprehensive (expense) / income           -          -          -           (82)            58              (24)
 Dividends paid (note 7)                          -          -          -           -               (141)           (141)
 Share-based payments                             -          -          -           -               17              17
 Cost of shares transferred to employees          -          -          2           -               (13)            (11)
 At 31(st) March 2024 (audited)                   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 (unaudited)                 197        148        (10)        (51)            2,011           2,295

Notes on the Preliminary Accounts

for the year ended 31(st) March 2025

 

 1   Preparation

Basis of preparation and statement of compliance

 

The unaudited financial statements of the group have been prepared in
accordance with International Accounting Standards (IAS) in conformity with
the requirements of the Companies Act 2006. The unaudited 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 on the following page,
the accounting policies applied are set out in the Annual Report and Accounts
for the year ended 31(st) March 2024.

 

As at 31(st) March 2025, the group maintains a strong balance sheet with
around £1.9 billion of available cash and undrawn committed facilities. Free
cash flow was strong in the year at £521 million and net debt reduced by
£152 million. Net debt at 31(st) March 2025 was £799 million at 1.4 times
net debt (including post tax pension deficits) to underlying EBITDA which was
just below our target range.

 

The directors have reviewed the base case scenario forecasts for the group and
the base case scenario was stress tested to represent a severe-but-plausible
downside case scenario which modelled a material reduction in trading. The
directors have also considered forecasts which reflect the impact of the sale
of the Catalyst Technologies business as outlined in note 19.

 

In the scenarios outlined above, we have sufficient headroom against committed
facilities and key financial covenants are not in breach for 12 months from
the date of signing this unaudited preliminary announcement. Accordingly, the
directors consider it appropriate to adopt the going concern basis of
accounting in preparing these preliminary unaudited accounts.

 

These unaudited preliminary accounts for the year ended 31(st) March 2025 do
not constitute the statutory accounts for that year per section 435 of the
Companies Act 2006. The statutory accounts for the year ended 31(st) March
2025 will be finalised on the basis of the financial information presented by
the directors in this unaudited preliminary announcement and will be published
on www.matthey.com.

 

The announcement of the 2025 preliminary full year results was approved by the
Board of Directors on 22(nd) May 2025. The unaudited preliminary announcement
does not constitute a dissemination of the annual financial report and does
not therefore need to meet the dissemination requirements for annual financial
reports. A separate dissemination announcement in accordance with Disclosure
and Transparency Rules (DTR) 6.3 will be made when the 2025 Annual Report and
Accounts are published and made available on www.matthey.com

 

Statutory accounts for 2024 have been delivered to the Registrar of Companies
and those for 2025 will be delivered following the company's Annual General
Meeting.

Notes on the Preliminary Accounts

for the year ended 31(st) March 2025

 

 1   Preparation (continued)

 

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
2024:

-     Amendments to IAS 1, Presentation of Financial Statements;

-     Amendments to IFRS 16, Leases; and

-     Amendments to IAS 7, Statement of Cash Flows and IFRS 7, Financial
Instruments: Disclosures relating to Supplier Finance Arrangements

 

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 2025

 

 2   Segmental information

     Revenue, cost of sales, sales, underlying operating profit and net assets by
     business
     Year ended 31(st) March 2025 (unaudited)

                                                  Clean                  PGM          Catalyst      Hydrogen      Value
                                                  Air                    Services     Technologies  Technologies  Businesses  Corporate   Eliminations    Total
                                                  £m                     £m           £m            £m            £m          £m          £m              £m

     Revenue from external customers              3,973                  6,869        713           68            51          -           -               11,674
     Inter-segment revenue                        -                      1,484        15            -             -           -           (1,499)         -
     Revenue                                      3,973                  8,353        728           68            51          -           (1,499)         11,674

     Cost of sales - precious metal to customers  (1,654)                (7,889)      (59)          (8)           (14)        -           1,420           (8,204)
     Cost of sales - non-precious metal           (1,856)                (223)        (449)         (68)          (32)        (22)        79              (2,571)
     Cost of sales                                (3,510)                (8,112)      (508)         (76)          (46)        (22)        1,499           (10,775)

     External sales                               2,319                  399          655           60            37          -           -               3,470
     Inter-segment sales                          -                      65           14            -             -           -           (79)            -
     Sales(1)                                     2,319                  464          669           60            37          -           (79)            3,470

     Underlying operating profit / (loss)(1)      273                    149          92            (39)          1           (87)        -               389
     Segmental net assets                         1,345                  121          801           153           -           373         -               2,793

     Net debt (note 18)                                                                                                                                   (799)
     Post-employment benefits 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 or loss on disposal of businesses,
     amortisation of acquired intangibles and major impairment and restructuring
     charges.

Notes on the Preliminary Accounts

for the year ended 31(st) March 2025

 

 2   Segmental information (continued)

     Revenue, cost of sales, sales, underlying operating profit and net assets by
     business
     Year ended 31(st) March 2024 (audited)

                                                  Clean          PGM            Catalyst      Hydrogen      Value
                                                  Air            Services       Technologies  Technologies  Businesses  Corporate   Eliminations    Total
                                                  £m             £m             £m            £m            £m          £m          £m              £m

     Revenue from external customers              5,219          6,490          634           85            415          -           -              12,843
     Inter-segment revenue                        8              2,432          19            1             -            -          (2,460)         -
     Revenue                                      5,227          8,922          653           86            415         -           (2,460)         12,843

     Cost of sales - precious metal to customers  (2,646)        (8,460)        (75)          (15)          (89)        -           2,346           (8,939)
     Cost of sales - non-precious metal           (2,101)        (210)          (399)         (87)          (278)       (16)        114             (2,977)
     Cost of sales                                (4,747)        (8,670)        (474)         (102)         (367)       (16)        2,460           (11,916)

     External sales                               2,573          374            560           71            326          -           -              3,904
     Inter-segment sales                          8              88             18            -             -            -          (114)           -
     Sales(1)                                     2,581          462            578           71            326         -           (114)           3,904

     Underlying operating profit / (loss)(1)      274            164            75            (50)          29          (82)         -              410
     Segmental net assets                         1,351          38             718           271           178         449          -              3,005

     Net debt                                                                                                                                       (946)
     Post-employment benefit net assets and liabilities (note 13)                                                                                   114
     Deferred tax net assets                                                                                                                        126
     Provisions and non-current other payables                                                                                                      (82)
     Investments in associates                                                                                                                      71
     Net assets held for sale                                                                                                                       92

     Net assets                                                                                                                                     2,380

     (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 or loss on disposal of businesses,
     amortisation of acquired intangibles and major impairment and restructuring
     charges.

Notes on the Preliminary Accounts

for the year ended 31(st) March 2025

 

 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

     Catalyst Technologies
     Catalysts                                             Chemicals / oil and gas / sustainable fuels               Speciality catalysts and additives                                                              Point in time                              On despatch or delivery

     Licensing                                             Chemicals / oil and gas / sustainable fuels               Process technology licences and engineering design services                                     Over time / point in time(1)               Based on costs incurred or at a point in time(1)

     Hydrogen Technologies
     Fuel Cells Technology                                 Various                                                   Fuel cell catalyst coated membrane                                                              Point in time                              On despatch or delivery

     Electrolysis Technology                               Various                                                   Electrolyser catalyst coated membrane                                                           Point in time                              On despatch or delivery

     Value Businesses
     Other Markets (excluding Diagnostic Services)         Various                                                   Precious metal pastes and enamels, battery systems and products found in                        Point in time                              On despatch or delivery
                                                                                                                     devices used in medical procedures

     Diagnostic Services                                   Oil and gas                                               Detection, diagnostic and measurement solutions                                                 Over time                                  Based on costs incurred

     (1) Revenue recognition depends on whether the licence is distinct in the
     context of the contract. If a licence is assessed as distinct the judgement
     around point in time or over time depends on whether it is a right to use or
     right to access licence.
     ( )               ( )                                 ( )                                                ( )    ( )                                             ( )                                             ( )                                 ( )    ( )                       ( )
     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 2025

 3   Revenue (continued)

     Revenue from external customers by principal products and services

     Year ended 31(st) March 2025 (unaudited)
                                                                  Clean Air  PGM        Catalyst                            Hydrogen       Value Businesses  Total

                                                                             Services   Technologies                        Technologies
                                                                  £m         £m         £m                                  £m             £m                £m

     Metal                                                        1,654      6,470      58                                  8              14                8,204
     Heavy Duty Catalysts                                         790        -          -                                   -              -                 790
     Light Duty Catalysts                                         1,529      -          -                                   -              -                 1,529
     Platinum Group Metal Services                                -          399        -                                   -              -                 399
     Catalysts                                                    -          -          549                                 -              -                 549
     Licensing                                                    -          -          106                                 -              -                 106
     Fuel Cells Technology                                        -          -          -                                   60             -                 60
     Battery Systems                                              -          -          -                                   -              15                15
     Medical Device Components                                    -          -          -                                   -              21                21
     Other                                                        -          -          -                                   -              1                 1

     Revenue                                                      3,973      6,869      713                                 68             51                11,674

     Year ended 31(st) March 2024 (audited)
                                                                  Clean Air  PGM        Catalyst                            Hydrogen       Value Businesses  Total

                                                                             Services   Technologies                        Technologies
                                                                  £m         £m         £m                                  £m             £m                £m
     Metal                                                        2,646      6,116      74                                  14             89                8,939
     Heavy Duty Catalysts                                         953        -          -                                   -              -                 953
     Light Duty Catalysts                                         1,620      -          -                                   -              -                 1,620
     Platinum Group Metal Services                                -          374                        -                   -              -                 374
     Catalysts                                                    -          -          500                                 -              -                 500
     Licensing                                                    -          -          60                                  -              -                 60
     Fuel Cells Technology                                        -          -          -                                   71             -                 71
     Battery Systems                                              -          -          -                                   -              194               194
     Diagnostic Services                                          -          -          -                                   -              37                37
     Medical Device Components                                    -          -          -                                   -              91                91
     Other                                                        -          -          -                                   -              4                 4

     Revenue                                                      5,219      6,490      634                                 85             415               12,843

Notes on the Preliminary Accounts

for the year ended 31(st) March 2025

 

 4   Operating profit

     Operating profit is arrived at after charging / (crediting):
                                                                                                                             2025         2024
                                                                                                                             (unaudited)  (audited)
                                                                                                                             £m           £m

     Research and development expenditure charged to the income statement                                                    193          204
     Less: External funding received from governments                                                                        (34)         (26)

     Net research and development expenditure charged to the income statement                                                159          178

     Inventories recognised as an expense                                                                                    9,959        10,962
     Write-down of inventories recognised as an expense                                                                      4            38
     Reversal of write-down of inventories from increases in net realisable value                                            (4)          (36)
     Past service credit                                                                                                     (14)         -

     Depreciation of:
     Property, plant and equipment                                                                                           124          134
     Right-of-use assets                                                                                                     10           10

     Depreciation                                                                                                            134          144

     Amortisation of:
     Internally generated intangible assets                                                                                  -            1
     Acquired intangibles                                                                                                    4            4
     Other intangible assets                                                                                                 49           43

     Amortisation                                                                                                            53           48

     (Profit) / loss on disposal of businesses (note 12)                                                                     (482)        9

     Impairment losses included in administrative expenses                                                                   2            -

     Impairment losses                                                                                                       2            -

     Impairment losses and reversals included in major impairment and restructuring                                          217          70
     charges
     Restructuring charges included in major impairment and restructuring charges                                            112          78

     Major impairment and restructuring charges (note 5)                                                                     329          148

     Fees payable to the company's auditor and its associates for:
     The audit of the company accounts                                                                                       2.9          2.7
     The audit of the accounts of the company's subsidiaries                                                                 2.4          2.4

     Total audit fees                                                                                                        5.3          5.1

     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                                                          5.7          5.5

Notes on the Preliminary Accounts

for the year ended 31(st) March 2025

 

 5   Major impairment and restructuring charges

 

                                                                                                       2025             2024
                                                                                                       (unaudited)      (audited)
                                                                                                       £m               £m

   Property, plant and equipment                                                                       177              22
   Right-of-use assets                                                                                 1                1
   Goodwill                                                                                            -                6
   Other intangible assets                                                                             38               -
   Inventories                                                                                         1                29
   Trade and other receivables                                                                         -                12
   Impairment losses and reversals                                                                     217              70

   Restructuring charges                                                                               112              78
   Total major impairment and restructuring charges                                                    329              148

 

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 £217 million includes:

-       £105 million impairment to the Hydrogen Technologies cash
generating unit following a strategic review of the UK business due to
indicators of a further slow-down in the transition to hydrogen fuel cell and
electrolyser technologies due to ongoing global challenges with supply chains
and investment costs for developing new infrastructure and projects.

Management's latest demand forecasts, informed by changes in published
industry projections for the broader hydrogen economy, have shown a reduction
of approximately 40% compared to internal demand forecasts prepared in the
first quarter of 2024. Uncertainty in market prospects has increased this year
with the change in US Administration, including the potential impact of
proposed US import tariffs that could significantly impact on the
manufacturing base for Hydrogen Technologies. Furthermore, clean energy
policies and legislation issued in the US under the Biden Administration such
as Clause 45V of the Inflation Reduction Act and support for 'hydrogen hubs'
across the country, are coming under increasing pressure by the new
Administration. The residual value after impairment is broadly split equally
between inventory and property, plant and equipment.

In estimating value in use, 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. This shows the business moving from its current loss-making position
to being operating cash positive and reaching operating margins consistent
with historical group performance. 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. Should the market not develop as expected or meet the overall
market scale forecast by management, then this could give rise to further
impairment in future periods. Management has considered the impact of the
forecasted pace of market development and determined that if future market
growth was delayed by one year, with no mitigating actions taken, then this
would give rise to an additional impairment of approximately £40 million in
this year's financial statements. Management has assessed the sensitivity of
the long-term growth rate and operating profit margin and determined that a 1%
decrease in these assumptions would not have a material impact on the carrying
amount of the CGU.

Notes on the Preliminary Accounts

for the year ended 31(st) March 2025

 

 5   Major impairment and restructuring charges (continued)

 

-       £67 million impairment to the group's China related assets,
comprised of:

o  £22 million in Clean Air following the decision in October 2024 to close
a production line at a site in China to increase efficiency and line capacity
of the existing lines;

o  £18 million in Hydrogen Technologies following the decision in February
2025 to exit the fuel cell market in China; and

o  £27 million in PGM Services following a strategic review of the China
Refining plant in March 2025 driven by the decline in its cash flows and also
our exit from the fuel cell market in China.

The carrying amount of the CGU for Clean Air China's production line exceeded
its value-in-use. There were no material sensitivities applicable. In
assessing the recoverable amount of such assets, management has considered the
higher of fair value less costs to sell and value-in-use. For the Hydrogen
Technologies and PGM Services' China assets, this resulted in a nil or
immaterial recoverable value.

-       £29 million to the group's intangible assets comprised of £18
million following a strategic review of and subsequent changes to our IT
operating model completed in June 2024 which identified that certain IT assets
have been impaired and £11 million for other divisional IT assets where
projects are no longer being completed. These assets have a nil residual
value. There is also a £9 million impairment to intangible assets included as
part of the Hydrogen Technologies CGU impairment outlined on the previous
page.

There was a further impairment of £11 million in Hydrogen Technologies. This
related to the cessation of construction of a plant in the United States of
America, in response to lower demand forecasts. As these assets are not
completed it was determined the fair value less costs to sell is immaterial.

The remaining impairment charge of £5 million is primarily to production
related assets in Clean Air related to our ongoing Clean Air plant
consolidation initiatives as the business continues to consolidate its
existing capacity into new and more efficient plants and the group streamlines
its operations globally.

 

Major restructuring - the group's transformation programme was launched in May
2022 and was designed to drive increased competitiveness, improved execution
capability and create financial headroom to facilitate further investment in
high growth areas. Restructuring charges of £112 million have been recognised
of which £43 million relates to Johnson Matthey Global Solutions, IT
transformation and running the transformation programme, with £29 million
other redundancy and implementation costs. The remaining £40 million charge
is related to our ongoing Clean Air plant consolidation initiatives and other
divisional restructuring as we streamline the group (including reducing
headcount), of which the majority is redundancy and exit costs.

Notes on the Preliminary Accounts

for the year ended 31(st) March 2025

 

 6   Earnings per ordinary share

 

                                                                                                                          2025                  2024
                                                                                                                          (unaudited)           (audited)
                                                                                                                          pence                 pence

   Basic                                                                                                                  211.8                 58.6
   Diluted                                                                                                                211.2                 58.3

   Earnings per ordinary share have been calculated by dividing profit for the
   period by the weighted average number of shares in issue during the year.

   Weighted average number of shares in issue                                                                             2025                  2024
                                                                                                                          (unaudited)           (audited)
   Basic                                                                                                                  175,966,787           183,392,681
   Dilution for long term incentive plans                                                                                 449,667               859,636
   Diluted                                                                                                                176,416,454           184,252,317

 

 7   Dividends

A final dividend of 55.00 pence per ordinary share has been proposed by the
board which will be paid on 5(th) August 2025 to shareholders on the register
at the close of business on 6(th) June 2025, subject to shareholders'
approval. The estimated amount to be paid is £92 million and has not been
recognised in these accounts.

 

 

                                                                                               2025             2024
                                                                                               (unaudited)      (audited)
                                                                                               £m               £m

   2022/23 final ordinary dividend paid ─ 55.00 pence per share                                -                101
   2023/24 interim ordinary dividend paid ─ 22.00 pence per share                              -                40
   2023/24 final ordinary dividend paid ─ 55.00 pence per share                                101              -
   2024/25 interim ordinary dividend paid ─ 22.00 pence per share                              37               -
   Total dividends                                                                             138              141

 

On 3(rd) July 2024, the company announced its intention to conduct a share
buyback programme for up to a maximum consideration of £250 million. The
first tranche of the share buyback programme of up to £125 million commenced
on 3(rd) July 2024 and completed on 23(rd) September 2024. On 24(th) September
2024, the company commenced the second tranche of up to £125 million, which
completed on 12(th) December 2024. During the year the company purchased
16,302,747 shares at a cost of £250 million excluding related stamp duty. All
of these shares were cancelled.

 

Notes on the Preliminary Accounts

for the year ended 31(st) March 2025

 8   Property, plant and equipment

                                                                                                                              Assets in
                                                                             Land and          Leasehold         Plant and    the course of
                                                                             buildings         improvements      machinery    construction    Total
                                                                             £m                £m                £m           £m              £m

            Cost
            At 1(st) April 2024 (audited)                                    591               23                2,143        515             3,272
            Additions                                                        1                 1                 24           294             320
            Transfers from assets in the course of construction              25                1                 123          (149)           -
            Transfers to other intangible assets (note 9)                    -                 -                 (3)          (18)            (21)
            Reclassification                                                 -                 -                 -            2               2
            Disposals                                                        -                 (3)               (21)         -               (24)
            Exchange adjustments                                             (12)              -                 (34)         (1)             (47)

            At 31(st) March 2025 (unaudited)                                 605               22                2,232        643             3,502

            Accumulated depreciation and impairment
            At 1(st) April 2024 (audited)                                    290               12                1,522        12              1,836
            Charge for the year                                              15                1                 108          -               124
            Impairment losses (notes 4 and 5)                                25                -                 54           100             179
            Reclassification                                                 -                 -                 2            -               2
            Disposals                                                        -                 (3)               (21)         -               (24)
            Exchange adjustments                                             (5)               1                 (22)         -               (26)

            At 31(st) March 2025 (unaudited)                                 325               11                1,643        112             2,091

            Carrying amount at 31(st) March 2025 (unaudited)                 280               11                589          531             1,411
            Carrying amount at 1(st) April 2024 (audited)                    301               11                621          503             1,436

            During the year, the group recognised impairments of £179 million. £177
            million of the impairment charge is included in non-underlying expenses, with
            £2 million including in administrative expenses within underlying operating
            profit.

 

 

Notes on the Preliminary Accounts

for the year ended 31(st) March 2025

 9   Other intangible assets

                                                                       Customer
                                                                       contracts                           Patents,        Acquired
                                                                       and                 Computer        trademarks      research and    Development
                                                                       relationships       software        and licences    technology      expenditure    Total
                                                                       £m                  £m              £m              £m              £m             £m

           Cost
           At 1(st) April 2024 (audited)                               103                 536             32              30              134            835
           Additions                                                   -                   54              -               -               2              56
           Disposals                                                   -                   (1)             -               -               -              (1)
           Transfers from property, plant and                          -                   21              -               -               -              21

           equipment (note 8)
           Reclassification                                            -                   (3)             -               -               3              -
           Exchange adjustments                                        -                   -               (1)             -               -              (1)

           At 31(st) March 2025 (unaudited)                            103                 607             31              30              139            910

           Accumulated amortisation and impairment
           At 1(st) April 2024 (audited)                               91                  252             28              30              133            534
           Charge for the year                                         3                   48              1               -               1              53
           Impairment losses (note 5)                                  -                   38              -               -               -              38
           Disposals                                                   -                   (1)             -               -               -              (1)
           Exchange adjustments                                        -                   -               (1)             -               (1)            (2)

           At 31(st) March 2025 (unaudited)                            94                  337             28              30              133            622

           Carrying amount at 31(st) March 2025 (unaudited)            9                   270             3               -               6              288
           Carrying amount at 1(st) April 2024 (audited)               12                  284             4               -               1              301

 

 

Notes on the Preliminary Accounts

for the year ended 31(st) March 2025

 10  Trade and other receivables

 

                                                                                                                               2025                 2024
                                                                                                                               (unaudited)          (audited)
                                                                                                                               £m                   £m

     Current
     Trade receivables                                                                                                         925                  964
     Contract receivables                                                                                                      53                   56
     Prepayments                                                                                                               70                   74
     Value added tax and other sales tax receivable                                                                            116                  121
     Advance payments to customers                                                                                             7                    18
     Amounts receivable under precious metal sale and repurchase agreements(1)                                                 282                  417
     Other receivables                                                                                                         79                   68
     Trade and other receivables                                                                                               1,532                1,718

     Non-current
     Advance payments to customers                                                                                             40                   44
     Other receivables                                                                                                         58                   60
     Other receivables                                                                                                         98                   104

     (1) The fair value of the precious metal contracted to be sold by the group
     under sale and repurchase agreements is £300 million (31(st) March 2024:
     £398 million).

 11  Trade and other payables

 

                                                                                                                             2025                  2024
                                                                                                                             (unaudited)           (audited)
                                                                                                                             £m                    £m

   Current
   Trade payables                                                                                                            667                   655
   Contract liabilities                                                                                                      105                   177
   Accruals                                                                                                                  310                   328
   Amounts payable under precious metal sale and repurchase agreements(1)                                                    669                   844
   Other payables                                                                                                            233                   205
   Trade and other payables                                                                                                  1,984                 2,209

   Non-current
   Other payables                                                                                                            6                     2
   Trade and other payables                                                                                                  6                     2

   (1) The fair value of the precious metal contracted to be repurchased by the
   group under sale and repurchase agreements is £687 million (31(st) March
   2024: £797 million).

Notes on the Preliminary Accounts

for the year ended 31(st) March 2025

 

 12  Disposals

 

Medical Device Components

On 1(st) July 2024, the group completed the sale of its Medical Device
Components business for an enterprise value of £555 million (£559 million on
a debt free basis after working capital adjustments). The business was
disclosed as a disposal group held for sale as at 31(st) March 2024.

 

Battery Systems

On 30(th) April 2024, the group completed the sale of its Battery Systems
business for an enterprise value of £14 million (£19 million on a debt free
basis after working capital adjustments). The business was disclosed as a
disposal group held for sale as at 31(st) March 2024.

 

Battery Materials Poland

On 24(th) July 2024, the group completed the sale of the land and buildings of
our previous Battery Materials business in Poland for £26 million. This was
disclosed as assets held for sale as at 31(st) March 2024.

 

All held for sale balances from the prior year financial statements were
disposed of during the current year. With the exception of £10 million of
cash in Medical Device Components not classified as held for sale at year end,
the balances below are materially consistent with the prior year held for sale
balances.

 

                                                 2025
                                                 Medical Device Components      Other disposals      Total            2024
                                                 (unaudited)                    (unaudited)          (unaudited)      (audited)
                                                 £m                             £m                   £m               £m
     Proceeds
     Cash consideration                          559                            38                   597              59
     Cash and cash equivalents disposed          (10)                           -                    (10)             (18)
     Net cash consideration                      549                            38                   587              41
     Disposal costs paid                         (12)                           (6)                  (18)             (9)
     Net cash inflow                             537                            32                   569              32

     Assets and liabilities disposed
     Non-current assets
     Property, plant and equipment               24                             25                   49               10
     Right-of-use-assets                         4                              -                    4                9
     Goodwill                                    3                              -                    3                -

     Current assets
     Inventories                                 8                              22                   30               5
     Trade and other receivables                 18                             20                   38               32
     Cash and cash equivalents                   10                             -                    10               18
     Deferred tax assets                         -                              3                    3                3

     Current liabilities
     Trade and other payables                    (6)                            (20)                 (26)             (12)
     Current income tax liabilities              (1)                            (1)                  (2)              -
     Lease liabilities                           (4)                            -                    (4)              -

     Non-current liabilities
     Lease liabilities                           -                              (1)                  (1)              (11)
     Provisions                                  (1)                            (1)                  (2)              -

     Net assets disposed                         55                             47                   102              54

Notes on the Preliminary Accounts

for the year ended 31(st) March 2025

 

 12  Disposals (continued)

                                                                                                   2025
                                                                                                   Medical Device Components              Other disposals               Total                         2024
                                                                                                   (unaudited)                            (unaudited)                   (unaudited)                   (audited)
                                                                                                   £m                                     £m                            £m                            £m*
         Cash consideration                                                                        559                                    38                            597                           59
         Deferred consideration                                                                    -                                      7                             7                             4
         Working capital adjustments at time of disposal                                           -                                      -                             -                             4
         Less: carrying amount of net assets sold                                                  (55)                                   (47)                          (102)                         (54)
         Less: disposal costs                                                                      (13)                                   (9)                           (22)                          (17)
         Cumulative currency translation gain / (loss) recycled from other                         -                                      2                             2                             (5)
         comprehensive income
         Profit recognised in the income statement                                                 491                                    (9)                           482                           (9)

         * The prior year comparative includes £4 million profit on disposal for
         Diagnostic Services, loss of £4 million for Johnson Matthey Catalysts LLC and
         profit of £nil for Battery Materials Germany, and other disposal related
         costs of £9 million.

 

Disposal proceeds

During the period we received £3 million of proceeds relating to the
Diagnostic Services disposal in the prior year. This was recognised within
profit on disposal in the prior year.

Notes on the Preliminary Accounts

for the year ended 31(st) March 2025

 

 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.

 

                              Financial assumptions

                                                                                       2025                       2025                       2025                                2024                       2024                   2024
                                                                                       UK plan                    US plans                   Other plans                         UK plan                    US plans               Other plans
                                                                                       (unaudited)                (unaudited)                (unaudited)                         (audited)                  (audited)              (audited)
                                                                                       %                          %                          %                                   %                          %                      %

                              First year's rate of increase in salaries                -                          -                          2.29                                3.50                       -                      2.43
                              Ultimate rate of increase in salaries                    -                          -                          2.29                                3.50                       -                      2.20
                              Rate of increase in pensions in payment                  2.90                       -                          2.00                                2.90                       -                      2.20
                              Discount rate                                            5.90                       5.40                       3.73                                4.90                       5.20                   3.30
                              Inflation                                                -                          2.20                       2.00                                -                          2.20                   2.20
                               - UK Retail Prices Index (RPI)                          3.00                       -                          -                                   3.10                       -                      -
                               - UK Consumer Prices Index (CPI)                        2.75                       -                          -                                   2.75                       -                      -

     Financial information
     Movements in the net post-employment benefit assets and liabilities, including
     reimbursement rights, were:
                                                                                                                               UK post-                                                 US post-
                                                       UK pension -                                 UK pension -               retirement                                               retirement
                                                       legacy                                       cash balance               medical                     US                           medical
                                                        section                                     section                    benefits                    pensions                     benefits            Other            Total
                                                        £m                                           £m                         £m                          £m                           £m                  £m               £m
     At 1(st) April 2024 (audited)                     115                                          35                         (6)                         2                            (10)                (19)             117
     Current service cost - in operating profit        -                                            (17)                       -                           (2)                          -                   (1)              (20)
     Past service credit - in operating profit         14                                           -                          -                           -                            -                   -                14
     Administrative expenses - in operating profit     (2)                                          (1)                        -                           (2)                          -                   -                (5)
     Interest                                          6                                            1                          (1)                         1                            -                   (1)              6
     Remeasurements                                    14                                           19                         -                           -                            -                   4                37
     Company contributions                             28                                           21                         1                           2                            -                   1                53
     Exchange                                          -                                            -                          -                           -                            1                   -                1
     At 31(st) March 2025 (unaudited)                  175                                          58                         (6)                         1                            (9)                 (16)             203

 

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

 

                                        2025                         2025               2025             2024            2024             2024
                                        Post-                                                            Post-
                                        employment                   Employee                            employment      Employee
                                        benefit                      benefit net                         benefit         benefit net
                                        net assets                   obligations        Total            net assets      obligations      Total
                                        (unaudited)                  (unaudited)        (unaudited)      (audited)       (audited)        (audited)
                                        £m                           £m                 £m               £m              £m               £m
   UK pension - legacy section          175                          -                  175              115             -                115
   UK pension - cash balance section    58                           -                  58               35              -                35
   UK post-retirement medical benefits  -                            (6)                (6)              -               (6)              (6)
   US pensions                          4                            (3)                1                2               -                2
   US post-retirement medical benefits  -                            (9)                (9)              -               (10)             (10)
   Other                                1                            (17)               (16)             1               (20)             (19)
   Total post-employment plans          238                          (35)               203              153             (36)             117
   Other long-term employee benefits                                 (3)                                                 (3)
   Total long-term employee benefit obligations                      (38)                                                (39)

Notes on the Preliminary Accounts

for the year ended 31(st) March 2025

 

 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 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 31st March 2025

 

 14  Fair values (continued)
                                                                                                                                   2025                   2024                 Fair value

                                                                                                                                                                               hierarchy
                                                                                                                                   (unaudited)            (audited)
                                                                                                                                   £m                     £m                    Level
            Financial instruments measured at fair value

            Non-current
            Investments at fair value through other comprehensive income(1)                                                        38                     40                   1
            Derivative financial instruments - assets(2)                                                                           4                      49                   2
            Borrowings                                                                                                             -                      (3)                  2
            Derivative financial instruments - liabilities(2)                                                                      (9)                    (10)                 2

            Current
            Trade receivables(3)                                                                                                   158                    178                  2
            Other receivables(4)                                                                                                   1                      3                    2
            Cash and cash equivalents - money market funds                                                                         435                    334                  2
            Cash and cash equivalents - cash and deposits                                                                          23                     12                   2
            Derivative financial instruments - assets(2)                                                                           55                     53                   2
            Derivative financial instruments - liabilities(2)                                                                      (14)                   (11)                 2

            Financial instruments not measured at fair value

            Non-current
            Borrowings                                                                                                             (1,301)                (1,336)              -
            Lease liabilities                                                                                                      (40)                   (24)                 -
            Trade and other receivables                                                                                            58                     60                   -
            Other payables                                                                                                         (6)                    (2)                  -

            Current
            Amounts receivable under precious metal sale and repurchase agreements                                                 300                    398                  -
            Amounts payable under precious metal sale and repurchase agreements                                                    (687)                  (797)                -
            Cash and cash equivalents - cash and deposits                                                                          440                    196                  -
            Cash and cash equivalents - bank overdrafts                                                                            (24)                   (12)                 -
            Borrowings                                                                                                             (333)                  (110)                -
            Lease liabilities                                                                                                      (6)                    (8)                  -
            Trade and other receivables                                                                                            862                    926                  -
            Trade and other payables                                                                                               (1,210)                (1,235)              -

            (1) Investments at fair value through other comprehensive income are quoted
            bonds purchased to fund pension deficits (£35 million) and an investment held
            at fair value through other comprehensive income (£3 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.

 

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

 

                                                                                2025                      2024
                                                                                Carrying     Fair         Carrying    Fair

                                                                                amount       value        amount      value
                                                                                (unaudited)  (unaudited)  (audited)   (audited)
                                                                                £m           £m           £m          £m

   US Dollar Bonds 2025, 2027, 2028, 2029, 2030, 2031 and 2034                  (592)        (571)        (507)       (474)
   Euro Bonds 2025, 2028, 2030, 2031, 2032, 2034 and 2036                       (539)        (520)        (348)       (320)
   Sterling Bonds 2024, 2025 and 2029                                           (80)         (74)         (145)       (137)
   KfW US Dollar Loan 2024                                                      -            -            (40)        (38)

Notes on the Preliminary Accounts

for the year ended 31(st) March 2025

 

 15  Precious metal leases

At 31(st) March 2025, precious metal leases were £202 million at year end
prices (31(st) March 2024: £197 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.

 

Following the sale of its Health business in May 2022, the purchaser of the
Health business, Veranova Bidco LP, has issued a claim against the group in
connection with: i) certain alleged representations said to have been made
during the course of the negotiation of the sale and purchase agreement dated
16(th) December 2021 ("SPA"); and, ii) certain warranties given in the SPA at
the time of signing. Having reviewed the claim with its advisers, the group is
of the opinion that it has a defensible position in respect of these
allegations and is vigorously defending its position. The outcome of the legal
proceedings relating to this matter is not certain, since the issues of
liability and quantum will be for determination by the court at trial.
Accordingly, the group is unable to make a reliable estimate of the possible
financial impact at this stage, if any.

 

 

 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 £9 million (2024: £17
million). The amounts owed by associates were £1 million at 31(st) March 2025
(31(st) March 2024: £1 million). No other related party transactions have
occurred which have materially affected the financial position or performance
of the group during the year.

 

 

 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.

Notes on the Preliminary Accounts

for the year ended 31(st) March 2025

 

 18  Non-GAAP measures (continued)

 

 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 profit(2)                                       Operating profit excluding non-underlying items.                                 Provides a measure of operating profitability that is comparable over time.
 Underlying operating profit margin(1, 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 for the year(2)                                    Profit for the year excluding non-underlying items and related tax effects.      Provides a measure of profitability that is comparable over time.
 Underlying earnings per share(1, 2)                                  Underlying profit for the year 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)(1,3)                               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)(1)          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.
 Free cash flow                                                       Net cash flow from operating activities after net interest paid, net purchases   Provides a measure of the cash the group generates through its operations and
                                                                      of non-current assets and investments, proceeds from disposal of businesses,     divestments, less capital expenditure.
                                                                      dividends received from joint ventures and associates and the principal
                                                                      element of lease payments.
 Net debt (including post tax pension deficits) to underlying EBITDA  Net debt, including post tax pension deficits and quoted bonds purchased to      Provides a measure of the group's ability to repay its debt. The group has a
                                                                      fund the UK pension (excluded when the UK pension plan is in surplus) divided    long-term target of net debt (including post tax pension deficits) to
                                                                      by underlying EBITDA for the same period.                                        underlying EBITDA of between 1.5 and 2.0 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, amortisation of acquired intangibles, major impairment and
restructuring charges, share of profits or losses from non-strategic equity
investments 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) Return on capital employed is a new key performance indicator in the year
end accounts. This was included as a performance measure in the 2024
Performance Share Plan award. Inclusion of this measure incentivises delivery
of the transformation programme across JM and aligns with investor focus on
our ability to return value on investments.

Notes on the Preliminary Accounts

for the year ended 31(st) March 2025

 

 18  Non-GAAP measures (continued)

         Reconciliations to GAAP measures

         Sales
                                                                                                          2025              2024
                                                                                                          (unaudited)       (audited)
                                                                                                          £m                £m

         Revenue (note 3)                                                                                 11,674            12,843
         Less: cost of precious metals to customers (note 3)                                              (8,204)           (8,939)
         Sales                                                                                            3,470             3,904

 

             Underlying profit measures

             Year ended 31(st) March 2025 (unaudited)
                                                                                             Operating profit      Profit before tax     Tax expense     Profit for the year
                                                                                             £m                    £m                    £m              £m

             Underlying                                                                      389                   334                   (71)            263
             Profit on disposal of businesses                                                482                   482                   (67)            415
             Amortisation of acquired intangibles                                            (4)                   (4)                   1               (3)
             Major impairment and restructuring charges                                      (329)                 (329)                 10              (319)
             Share of profits of associates                                                  -                     3                     -               3
             Non-underlying tax provisions                                                   -                     -                     14              14
             Reported                                                                        538                   486                   (113)           373

             Year ended 31(st) March 2024 (audited)
                                                                                             Operating profit      Profit before tax     Tax expense     Profit for the year
                                                                                             £m                    £m                    £m              £m

             Underlying                                                                      410                   328                   (68)            260
             Loss on disposal of businesses                                                  (9)                   (9)                   -               (9)
             Amortisation of acquired intangibles                                            (4)                   (4)                   1               (3)
             Major impairment and restructuring charges                                      (148)                 (148)                 15              (133)
             Share of losses of associates                                                   -                     (3)                   -               (3)
             Non-underlying tax provisions                                                   -                     -                     (4)             (4)
             Reported                                                                        249                   164                   (56)            108

     Underlying earnings per share
                                                                                                                                                 2025                2024
                                                                                                                                                 (unaudited)         (audited)
     Underlying profit for the year (£ million)                                                                                                  263                 260
     Weighted average number of shares in issue (millions)                                                                                       176.0               183.4
     Underlying earnings per share (pence)                                                                                                       149.2               141.3

Notes on the Preliminary Accounts

for the year ended 31(st) March 2025

 

 18  Non-GAAP measures (continued)

 

     Return on Capital Employed (ROCE)
                                                              2025         2024
                                                              (unaudited)  (audited)
                                                              £m           £m

     Underlying operating profit                              389          410

     Average net debt                                         875          987
     Average equity                                           2,338        2,459

     Average capital employed                                 3,213        3,446

     ROCE                                                     12.1%        11.9%

 

   Average working capital days (excluding precious metals)
                                                                                                      2025         2024
                                                                                                      (unaudited)  (audited)
                                                                                                      £m           £m

   Inventories                                                                                        1,011        1,211
   Trade and other receivables                                                                        1,532        1,718
   Trade and other payables                                                                           (1,984)      (2,209)
                                                                                                      559          720
   Working capital balances classified as held for sale                                               -            44
   Total working capital                                                                              559          764
   Less: Precious metal working capital                                                               (111)        (174)
   Working capital (excluding precious metals)                                                        448          590

   Average working capital days (excluding precious metals)                                           62           60

   Free cash flow
                                                                                                      2025         2024
                                                                                                      (unaudited)  (audited)
                                                                                                      £m           £m

   Net cash inflow from operating activities                                                          381          592
   Interest received                                                                                  78           62
   Interest paid                                                                                      (148)        (137)
   Purchases of property, plant and equipment                                                         (315)        (301)
   Purchases of intangible assets                                                                     (58)         (67)
   Proceeds from redemption of investments held at fair value through other                           3            -
   comprehensive income
   Government grant income                                                                            -            5
   Proceeds from sale of businesses                                                                   587          41
   Proceeds from sale of non-current assets                                                           2            5
   Principal element of lease payments                                                                (9)          (11)
   Free cash flow                                                                                     521          189

Notes on the Preliminary Accounts

for the year ended 31(st) March 2025

 

 18  Non-GAAP measures (continued)

 

     Net debt (including post tax pension deficits) to underlying EBITDA
                                                                                                                              2025               2024
                                                                                                                              (unaudited)        (audited)
                                                                                                                              £m                 £m
     Cash and deposits                                                                                                        463                208
     Money market funds                                                                                                       435                334
     Bank overdrafts                                                                                                          (24)               (12)
     Cash and cash equivalents                                                                                                874                530
     Derivative financial instruments - Cross currency and interest rate swaps -                                              4                  15
     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 -                                              (9)                (10)
     non-current liabilities
     Borrowings - current                                                                                                     (333)              (110)
     Borrowings - non-current                                                                                                 (1,301)            (1,339)
     Lease liabilities - current                                                                                              (6)                (8)
     Lease liabilities - non-current                                                                                          (40)               (24)
     Lease liabilities - current - transferred to liabilities classified as held                                              -                  (1)
     for sale
     Lease liabilities - non-current - transferred to liabilities classified as                                               -                  (4)
     held for sale
     Net debt                                                                                                                 (799)              (951)

     Increase / (decrease) in cash and cash equivalents                                                                345                 (102)
     Less: (Increase) / decrease in borrowings                                                                         (213)               150
     Less: Principal element of lease payments                                                                         9                   11
     Decrease in net debt resulting from cash flows                                                                    141                 59
     New leases, remeasurements and modifications                                                                      (22)                (11)
     Other lease movements                                                                                             1                   1
     Disposals                                                                                                         5                   11
     Exchange differences on net debt                                                                                  11                  13
     Other non-cash movements                                                                                          16                  (1)
     Movement in net debt                                                                                              152                 72
     Net debt at beginning of year                                                                                     (951)               (1,023)
     Net debt at end of year                                                                                           (799)               (951)

     Net debt                                                                                                                        (799)             (951)
     Add: Pension deficits                                                                                                           (20)              (22)
     Add: Related deferred tax                                                                                                       3                 3

     Net debt (including post tax pension deficits)                                                                                  (816)             (970)

     Underlying operating profit                                                                                                     389               410
     Add back: Depreciation and amortisation excluding amortisation of acquired                                                      183               188
     intangibles
     Underlying EBITDA                                                                                                               572               598

     Net debt (including post tax pension deficits) to underlying EBITDA                                                             1.4               1.6

                                                                                                                                     2025              2024
                                                                                                                                     (unaudited)       (audited)
                                                                                                                                     £m                £m
     Underlying EBITDA                                                                                                               572               598
     Depreciation and amortisation                                                                                                   (187)             (192)
     Profit / (loss) on disposal of businesses                                                                                       482               (9)
     Major impairment and restructuring charges                                                                                      (329)             (148)
     Finance costs                                                                                                                   (142)             (146)
     Investment income                                                                                                               87                64
     Share of profits / (losses) of associates                                                                                       3                 (3)
     Income tax expense                                                                                                              (113)             (56)
     Profit for the year                                                                                                             373               108

Notes on the Preliminary Accounts

for the year ended 31(st) March 2025

 

 19  Events after the balance sheet date

In May 2025, the group agreed the sale of its Catalyst Technologies business
to Honeywell International Inc. at an enterprise value of £1.8 billion on a
cash and debt-free basis. The sale is expected to deliver net sale proceeds of
c.£1.6 billion to the group, subject to customary closing adjustments. We
anticipate a significant cash return to shareholders of £1.4 billion of net
sale proceeds following completion of the sale. We expect the agreed sale of
the Catalyst Technologies business to Honeywell International Inc. to complete
by the first half of calendar year 2026. Refer to page 4 for further
information on the strategic implications of this sale.

  Financial Calendar

 2025

 5(th) June
 Ex dividend date

 6(th) June
 Final dividend record date

 17(th) July
 Annual General Meeting (AGM)

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

 26(th) November
 Announcement of the results for the six months ending 30(th) September 2025

 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
 LEI code: 2138001AVBSD1HSC6Z10

 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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