REG-Keller Group Plc: Annual Financial Report
24 March 2026
Keller Group plc
Annual Report and Accounts for the year ended 31 December 2025
Keller Group plc (“Keller”, the “Company”) announces that the Annual
Report and Accounts for the year ended 31 December 2025 (“Annual Report
2025”) is available to view on the Investors section of the Company’s
website at Investor centre |
Keller Group plc (https://investors.keller.com/)
.
In compliance with UK Listing Rule 6.4.3R,
a copy of the Annual Report 2025 has been submitted
to the National Storage Mechanism via the FCA's Electronic Submission System
and will shortly be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
.
In accordance with DGTR 6.3.5R, this announcement contains information in the
Appendix about the principal risks and uncertainties, the Directors’
responsibility statement and note 29 to the accounts on related party
transactions. This information has been extracted in full unedited text from
the Annual Report 2025. This material should be read in conjunction with and
is not a substitute for reading the full Annual Report 2025. References to
page numbers and notes in the Appendix refer to those in the Annual Report
2025. A condensed set of financial statements was appended to the Keller's
preliminary results announcement issued on 3 March 2026.
For further information, please contact:
Keller Group plc www.keller.com
Silvana Glibota-Vigo, Group Head of
Secretariat 020 7616
7575
Notes to editors:
Keller is the world's largest geotechnical specialist contractor providing a
wide portfolio of advanced foundation and ground improvement techniques used
across the entire construction sector. With around 10,000 staff and operations
across five continents, Keller tackles an unrivalled 5,500 projects every
year, generating annual revenue of c£3bn.
LEI number: 549300QO4MBL43UHSN10
Appendix
Principal risks and uncertainties
We list on the following pages the principal risks and uncertainties as
determined by the Board that may affect the Group and highlight the mitigating
actions that are being taken. The content of the table, however, is not
intended to be an exhaustive list of all the risks and uncertainties that may
arise.
What we review when assessing our principal and key risks:
Risk ownership Each risk has a named owner. In addition, each principal risk is sponsored by a member of the Executive Committee, Risk velocity Measuring how quickly the risk reaches its impact assessment in the event the risk crystallises.
who drives progress.
Likelihood and impact Managed through a globally applied five-by-five scoring matrix. Mitigating actions Further controls and mitigating activities required to further mitigate likelihood or impact of the risk.
Net risk After mitigating controls are taken into account. Strategic levers Capturing the impact on the Group’s strategic levers and interdependencies between principal risks.
Risk appetite Defined at a risk category level and split into five levels. Emerging risks Any relevant emerging risks where the principal risk is impacted captured under medium and long-term assessed risks.
All principal risks are detailed in a standardised format. This ensures an
effective and consistent review, understanding, monitoring and
reporting throughout the Group, both in the terminology and the assessment
itself. The top-down process includes a rigorous review by both the Executive
Committee and the Board twice a year. The bottom-up process includes at least
quarterly reviews facilitated by the Group Head of Risk and Assurance at a
business unit level across the Group. In addition, deep dive reviews are
conducted as required with results fed into respective reviews.
Financial risk
1. Inability to finance our business
Risk owner – Chief Financial Officer
Link to strategy: Description and impact Causes * Failure to accurately forecast material exposures and/or manage the financial resources of the Group.
2, 3 Timeframe: Failure to sufficiently and effectively manage the financial strength of the Group
MT LT Link to viability: could lead it to: *
Yes Fail to meet required tests that allow it to
Reduced facility headroom continue to use the going concern basis in preparing its financial statements.
*
Fail to meet financial covenant tests, potentially leading to a default event.
*
Have a lack of available funds, restricting investment in growth opportunities,
whether through acquisition or innovation.
*
Be unable to meet dividend payment requirements.
Mitigation and internal controls * Movement since 2024
Centralised Constant risk
Treasury function that is responsible for managing key financial risks, including liquidity and credit Seven-year £400m RCF secured (initial five years with two one-year extensions). The first RCF one-year extension request was submitted to the RCF agent. Acceptance of the extension has been given, extending the RCF maturity to June 2030. This, along with continued strong operational performance in 2025, demonstrates a clear ability to manage both existing and
capacity. future risks.
*
Mixture of long-term committed debt with varying maturity dates which comprise a
£400m revolving credit facility maturing in 2031 and a US private placement debt of $300m, with $120m
maturing in 2030 and $180m maturing in 2033.
*
The Group maintains significant undrawn facilities within a high-quality RCF bank
syndicate, which underpins the liquidity requirements of the Group.
*
Strong free cash flow profile – flexibility on capital expenditure and ability to
reduce dividends.
*
Embedded procedures to monitor the effective management of cash and debt, including
weekly cash reports and regular cash flow forecasting to ensure compliance with borrowing limits and
lender covenants.
*
Culture focused on actively managing our working capital and monitoring external
factors that may affect funding availability.
Market risk
2. A rapid downturn in our markets
Risk owner – Chief Financial Officer
Link to strategy: Description and impact Causes * Customers postponing or reducing investment in ongoing and new projects at short notice.
1, 3 Timeframe: Inability to maintain a sustainable level of * Impact of increasing inflation, especially in steel, cement and energy.
MT LT Link to viability: financial performance throughout the construction industry market cycle, which grows more than many * Political instability leading to disruption in supply chains impacting both availability and price.
Yes other industries during periods of economic expansion and falls harder than many other industries when
Revenue decline the economy contracts. Any significant, sustained reduction in the level of customer activity could
adversely affect the Group’s strategy, reducing revenue and profitability in the short and medium
term, and negatively impact the longer-term viability of the Group.
Mitigation and internal controls * Movement since 2024
The diverse Constant Risk
markets in which the Group operates, both in terms of geography and market segment, provide protection The Group continues to maintain a very strong order book across all divisions at near record levels. Inflation and interest rate risk is now beginning to abate in Keller’s key markets. Geopolitical uncertainty continues both due to the conflicts in Ukraine and Gaza, plus the impacts of US tariff policy.
to individual geographic or segment slowdowns.
*
Leveraging the global scale of the Group, talent and resources can be redeployed to
other parts of the company during individual market slowdowns.
*
Having strong local businesses with in-depth knowledge of the local markets enables
early detection and response to market trends.
*
The diverse customer base, with no single customer accounting for more than 4% of
Group revenue, reduces the potential impact of individual customer failure caused by an economic
downturn.
Strategic risks
3. Losing our market share
Risk owner – Chief Financial Officer
Link to strategy: Description and impact Causes * Increased competitor activity especially in tight or contracting markets.
1, 3 Timeframe: Inability to achieve sustainable growth, whether through organic * Failure to adjust to changing customer demands or fully understand and meet their requirements.
ST MT Link to viability: growth acquisition, new products, new geographies or industry-specific solutions, may: * Inability to identify changes in market demands, including changes to promote sustainability.
Yes *
Revenue decline Jeopardise our position as the preferred international geotechnical
specialist contractor.
*
Lead to inefficiencies and increased operating costs, which in turn could impact
our ability to deliver balanced profitable growth, which is a key component of our strategy.
*
Failure to deliver on our key strategic objective may result in the loss of
confidence and trust of our key stakeholders including investors, financial institutions and
customers.
Mitigation and internal controls * Movement since 2024
An annual Constant risk
business strategy planning cycle from which we identify growth opportunities and actions to address We continued to see strong performance across Keller supported by the diverse product range to maintain and grow our market share.
market developments, which are monitored at local, divisional and Group level.
*
Continued analysis of existing and target markets to ensure opportunities that they
offer are understood.
*
Business development and opportunities pipeline which is sector agile to growth
segments of the construction market.
*
A geographically diverse local branch network which facilitates customer
relationships and helps secure repeat work.
*
Continually seeking to differentiate our offering through service quality, value for
money and innovation.
*
Defined Group M&A Standard to ensure appropriate due diligence of target companies
including operational and cultural differences, potential synergies and carefully managed integration
plans.
4. Ethical misconduct and non-compliance with regulations
Risk owner – General Counsel and Company Secretary
Link to strategy: Description and impact Causes Failure to comply with laws, regulations or the Code of Business Conduct could stem from: * Failure to establish a robust corporate culture.
2 Timeframe: Keller operates in many different jurisdictions and is subject to * Failure to identify or adequately address compliance risks, including new laws and regulations.
ST Link to viability: various laws, regulations and other legal requirements. Failure to comply with those laws or * Failure to embed the Group’s values and behaviours across the entire organisation.
Yes regulations or the Code of Business Conduct could leave the Group exposed to: * Failure to have clear compliance policies and procedures.
One-off costs * * Failure to have a robust training and monitoring programme in place.
Instances of bribery and corruption. * Inadequate due diligence in M&A process.
* Deliberate non-compliance.
*
Fraud and deception.
*
Human rights abuses, such as modern slavery, child labour abuses and human
trafficking.
*
Unfair competition practices.
*
Unethical treatment within our supply chain.
*
Personal data breaches.
This could also apply to M&A activity in relation to past deeds
of acquired companies. These
failures could result in regulatory investigations and legal proceedings, leading to fines and
penalties, reputational damage and business losses.
Mitigation and internal controls * Movement since 2024
A Code of Constant Risk
Business Conduct that sets out minimum expectations for all colleagues in respect of ethics, integrity We continue to review and refresh our compliance policies and training programme. We have updated our procedures to reflect the introduction of the UK 'failure to prevent fraud' offence in September 2025. The Compliance Committee was formed in Q4 2025 to oversee, support and advance Keller’s ethics and compliance programme.
and legal requirements, that is updated regularly and is backed by a training programme to ensure that
it is fully embedded across the Group.
*
Compliance policies and procedures which underpin the Code of Business Conduct.
*
Ethics and Compliance Officers in every business unit who support the ethics and
compliance culture and ensure best practice is communicated and embedded into local business
practices.
*
Regular risk reviews across the Group to ensure compliance risks are identified
and addressed.
*
Ethics and compliance updates to the Audit and Risk Committee semi-annually.
*
A Group M&A Standard that sets out the approach and process to be followed for any
M&A activity.
*
An independent third-party whistleblowing helpline that is actively promoted.
Complaints are independently investigated by the Compliance and Internal Audit teams and appropriate
action taken where necessary.
*
A Compliance Committee with representation from the divisions and functions.
5. Inability to maintain our technological product advantage
Risk owner – Chief Construction Officer
Link to strategy: Description and impact Causes * Failure to maintain investment in innovation and digitisation.
1, 2, 3 Timeframe: Keller has a history of innovation that has given us a technological advantage * Increased competitor investment in innovative solutions.
MT LT Link to viability: which is recognised by our clients and competitors. Failure to maintain this advantage through the * Failure to continue to invest in our people.
No continued technological advancements in our equipment, products and solutions may: *
Impact our position in the market.
*
Result in us not being selected for key complex, high-value projects that support the
Group strategy.
*
Result in the loss of reputation for delivering the best engineered solutions.
Mitigation and internal controls * Movement since 2024
Innovation Constant risk
initiatives developed at both Group and divisional level to ensure a structured approach to innovation
is in place across the Group.
*
Innovation in low-carbon materials (cement, concrete, cement-free binders), by
carrying out field trials and collaborating with cement suppliers and other companies innovating in
this space.
*
Digitisation initiatives focusing on strategy of facilitating equipment
and operational data capture.
*
We take a leadership role in the geotechnical industry, with many of our team playing
key roles in professional associations and industry activities around the world.
*
Global product teams set standards, provide guidance and disseminate best practice
across the Group.
*
Continued investment in both external and internal equipment manufacture.
6. Climate change
Risk owner – Chief Construction Officer
Link to strategy: Description and impact Causes * Failure to update product and equipment offerings in line with both legislation and customer demand.
1, 2, 3 Timeframe: Climate change is a global threat and failure to manage and mitigate it could lead
ST MT LT Link to viability: to: *
Yes An inability to achieve Keller’s commitment to deliver solutions
One-off costs in an environmentally conscious manner, which may in turn have a negative impact on our reputation,
affect employee morale and lead to a loss of confidence from our customers, suppliers and investors.
*
Product offerings and equipment used becoming obsolete because they are no longer
compliant with environmental standards.
*
Remediation of non-compliant work at our own expense to maintain compliance.
Mitigation and internal controls * Movement since 2024
Sustainability Steering Committee Constant risk
that is responsible for integrating sustainability targets and measures into the Group business plan We continue to win project opportunities related to climate resilience. This is tempered by the introduction of more legislation relating to climate impact, eg CSRD in Europe. We continue to focus on delivering against our sustainability targets and meeting TCFD reporting requirements.
to successfully drive changes important to the company.
*
Scope 1 and 2 carbon emissions verified by accredited external third party (Carbon
Intelligence).
*
Carbon calculator tool used to identify/improve carbon efficiency.
*
Processes to meet TCFD requirements embedded into business-as-usual activities.
*
Cross-functional working group created to understand and develop processes and
procedures to meet the Corporate Sustainability Reporting Directive (CSRD) legislation.
Operational risks
7. Ineffective management of our projects
Risk owner – Chief Construction Officer
Link to strategy: Description and impact Causes * Misinterpretation of client requirements or miscommunication of requirements by the client may lead to a poorly designed solution and consequently failure.
1,2 Timeframe: Inability to successfully deliver projects in line with the agreed customer * Failure to understand and engage with the customer on a balanced approach to allocation or sharing of risk in the contract.
ST Link to viability: requirements (while maintaining satisfactory and appropriate contractual terms), site and loading * Failure to identify and manage risks in our projects to ensure that they are delivered on time and to budget, eg due to unforeseen ground and site conditions, weather-related delays, unavailability of key materials, workforce shortages or equipment breakdowns.
Yes conditions and local constraints (eg neighbouring buildings). In addition, an inadequate design of a * Lack of comprehensive understanding of contract obligations.
Contract customer product and/or solution or failure to effectively manage suppliers may lead to: * Inadequate resources (people, physical assets and materials).
margin decline *
Cost overruns, contractual disputes and a failure to meet quality standards,
damaging our reputation with the customer and giving rise to potential regulatory action and legal
liability, ultimately impacting financial performance.
*
Delays to executing projects waiting for materials and ongoing business disruption,
along with additional costs to find alternative suppliers.
*
Exposing the Group to long-term obligations including legal action and additional
costs to remedy solution failure.
Mitigation and internal controls * Movement since 2024
Constant Risk
Ensuring we understand all of our risks throughout the Project Performance Management process and Project execution in 2025 continued to maintain the improvement trend witnessed throughout 2024. The new Project Performance Management process was successfully trialled in three branches in North America and will put in place better controls to ensure continued effective execution of projects across Keller. Following the successful trial, full rollout across Keller will commence in Q1 2026.
applying rigorous policies and processes to manage and monitor risks and contract performance.
*
The Group has professional commercial/contracts personnel and
lawyers engaged when negotiating contracts.
*
Ensuring we have high-quality people delivering projects.
Keller’s Project Management Academy and Field Leadership Academy are designed to create project
managers with a consistent skill set across the entire organisation. The academies cover a broad range
of topics including contract management, planning, risk assessment, change management, decision-making
and finance.
*
Continuing to enhance our technological and operational
capabilities through investment in our product teams, project managers and our engineering
capabilities.
*
High-quality safety standards for operations (eg platform,
cage handling), equipment standards and fleet renewal.
*
The Project Lifecycle Management (PLM) Standard aims to drive
a consistent approach to project delivery with robust controls at every project phase. This is
currently being updated and will be renamed Project Performance Management (PPM). Alongside the
updated standard will be an app to support the efficient and effective execution of projects.
*
The Group has developed long-term partnerships with key
suppliers, working closely with them to understand their operations, but is not over-reliant on any
single one, with an extensive network of approved suppliers in place across the organisation to
support its strategic ambitions.
*
A Supply Chain Code of Business Conduct that sets out minimum
expectations for all suppliers in respect of ethics, integrity and regulatory requirements, that is
updated annually.
8. Causing a serious injury or fatality to an employee or a member of the public
Risk owner – Chief HSEQ Officer
Link to strategy: Description and impact Causes * Inadequate risk identification, assessment and management.
2 Timeframe: Failure to maintain high standards of health and safety, and an increase in serious * Lack of clear leadership driving the safety culture.
ST Link to viability: injuries or fatalities leading to: * * Lack of employee competency.
Yes An erosion of trust of employees * Conscious decision taken by employee to shortcut approved process to benefit production.
One-off costs and potential clients. * Poorly designed processes that do not eliminate or mitigate risk.
* Lack of focus on the wellbeing and mental health of employees and JV partners.
*
Damage to staff morale, an increase in employee turnover rates
and a decrease in productivity.
*
Threat of potential criminal prosecutions, fines, disbarring from
future contract bidding and reputational damage.
Mitigation and internal controls * Movement since 2024
Board-led Constant Risk
commitment to drive health and safety programmes and performance with a vision of zero harm.
*
An emphasis on safety leadership to ensure both HSEQ professionals and operational
leaders drive implementation and sustainment of our safety standards through ongoing site presence,
using safety tours, safety audits, safety action groups and mandatory employee training.
*
Ongoing improvement of existing HSEQ systems to identify and control known and
emerging HSEQ risks, which conform to internal standards.
*
Incident Management Standard and incident management software driving a robust and
consistent management process across the organisation that ensures the cause of the incident is
identified and actions are put in place to prevent recurrence.
9. Not having the right skills to deliver
Risk owner – Chief People Officer
Link to strategy: Description and impact Causes * Inability to recruit and retain strong performers.
1, 2, 3 Timeframe: Failure to attract, develop and retain the right people could negatively impact * Lack of a diverse workforce.
ST MT LT Link to viability: our: * * Failure to maintain and promote the Keller culture.
No Capability to win and execute work safely and efficiently. * Overheating of market causing significant increase in demand or competition for people.
* Lack of visibility of long-term pipeline for career progression resulting in existing employees leaving the business.
* Post COVID-19 recovery driving increase in attrition or people leaving sector.
* * Pressure from wage inflation and increased offers from competition.
Ability to stay ahead of our competition.
*
Reputation and the confidence of our key stakeholders.
Mitigation and internal controls * Movement since 2024
Constant Risk There are still some pockets of pressure on competition for skilled personnel in some parts of Keller. However, generally, job markets are beginning to show signs of a slowdown, which will hopefully ease this issue. The focus remains on retaining staff with the right skills to deliver.
Continuing to invest in our people and organisation in line with the four pillars of the Keller
People agenda as noted below.
*
Ensuring that the ‘Right Organisation’ is in place with people
having clear accountabilities; each organisational unit is properly configured with a matrix of line
management, functional support and product expertise.
*
As an industry leader, that Keller is made up of ‘Great
People’ that are well trained, motivated and have opportunities to develop to their full potential.
Project managers and field employees receive comprehensive training programmes which cover a broad
range of topics including contract management, planning, risk assessment, change management, decision
-
making and finance.
*
A strong focus on the ‘Exceptional Performance’ of employees
in delivering commercial outcomes safely for Keller based upon project successes for our customers.
Business leaders are incentivised to deliver their annual financial and safety commitments to the
Group.
*
The ‘Keller Way’ provides guidance to the company’s employees
and leaders to comply with local laws and work within Keller’s values and Code of Business Conduct.
10. Information Technology, cyber security and assurance
Risk owner – Chief Information Officer
Link to strategy: Description and impact Causes * Failure to maintain appropriate threat prevention, identification and resolution mechanisms either technically or through processes.
1, 2, 3 Timeframe: Failure, degradation or error in IT systems or cyber security incidents could * Poor internal governance.
ST Link to viability: result in: * * Failure to embed preventative culture.
No Loss of intellectual property and competitive advantage. * Lack of or inadequate training and awareness leading to mistakes and errors.
* Inconsistent approach to data security, especially with JV partners and external third parties.
* Cyber attacks.
* * Failure to obtain or maintain external security certifications that are required by clients.
Loss of personal data.
*
Operational impact restricting the ability to carry out business-critical activities.
*
Potential fines and penalties.
*
Reputational damage leading to loss of market and customer confidence.
*
Failure to meet client IT or security requirements to win or maintain contracts.
Mitigation and internal controls * Movement since 2024
The Group has a Constant Risk
cyber security and information assurance team and is utilising zero-trust layered technology.
*
The Group has created an Information Security Management System framework,
referencing industry standards to ensure appropriate governance, control and risk management and then
onward management for compliance, maturity and development of service.
*
Introduction of technical capabilities and services to further enable prevention,
detection, prediction and response services.
*
Multi-factor authentication for all users prevents unauthorised access to Keller’s
networks and applications and further controls limit access to only Keller-approved devices.
*
Advanced threat protection on all IT equipment delivers comprehensive, ongoing and
real-time protection against viruses, malware and spyware.
*
Data protection framework to ensure compliance with the General Data Protection
Regulation (GDPR) and other standards of data protection.
*
Proactive threat-hunting throughout the environment.
Responsibility statement of the Directors in respect of the Annual Report and
the financial statements
We confirm that to the best of our knowledge:
*
the financial statements, prepared in accordance with the applicable set
of accounting standards, give a true and fair view of the assets, liabilities,
financial position and profit or loss of the company and the undertakings
included in the consolidation as a whole; and
*
the Strategic report and the Directors’ report, including content
contained by reference, includes a fair review of the development and
performance of the business and the position and performance of the company
and the undertakings included in the consolidation taken as a whole, together
with a description of the principal risks and uncertainties that they face.
The Board confirms that the Annual Report and the financial statements, taken
as a whole, are fair, balanced and understandable and provide the information
necessary for shareholders to assess the Group’s position and performance,
business model and strategy.
29 Related party transactions
Transactions between the parent, its subsidiaries and joint operations, which
are related parties, have been eliminated on consolidation. Other related
party transactions are disclosed below:
Compensation of key management personnel
The remuneration of the Board and Executive Committee, who are the key
management personnel, comprised:
2025 2024
£m £m
Short-term employee benefits 8.7 8.5
Post-employment benefits 0.3 0.3
Termination payments – –
9.0 8.8
Other related party transactions
As at 31 December 2025, there was a net balance of £nil (2024: £nil) owed by
the joint venture. These amounts are unsecured, have no fixed date of
repayment and are repayable on demand.
Copyright (c) 2026 PR Newswire Association,LLC. All Rights ReservedRecent news on Keller
See all newsREG-Keller Group Plc: Director/PDMR Shareholding
AnnouncementREG-Keller Group Plc: Annual Financial Report
AnnouncementREG-Keller Group Plc: Statement re Company Event
AnnouncementREG - Keller Group PLC - Transaction in Own Shares
AnnouncementREG-Keller Group Plc: Director/PDMR Shareholding
Announcement