REG - Lords Group Trading - Interim Results
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RNS Number : 8689Y Lords Group Trading PLC 11 September 2025
11 September 2025
Lords Group Trading plc
('Lords', the 'Company' or the 'Group')
Interim Results
'Strong growth in Merchanting and continued strategic progress'
Lords (AIM:LORD), a leading distributor of building materials in the UK, today
announces its unaudited Interim Results for the six months ended 30 June 2025
('H1 2025' or the 'Period').
H1 2025 Highlights
· Group revenue up 8.4% to £232.1m (H1 2024: £214.2m) and
like-for-like(1) revenue up 7.0%
o Merchanting division continues to grow with revenue up 12.6% to
£117.7m (H1 2024: £104.6m) and divisional Adjusted EBITDA(2) up 8.6% to
£8.2m
o Plumbing and Heating ('P&H') grew revenue by 2.4% to £112.2m
(H1 2024: £109.6m) and delivered divisional Adjusted EBITDA(2) of £3.9m (H1
2024: £4.2m, before the benefit of £0.8m from CHMM(3) which subsequently
reversed in H2 2024)
· Acquisition of the UK's largest online-only retailer of
construction products, Construction Materials Online ('CMO'), in June 2025 for
a cash consideration of £1.8m
· Completed sale and leaseback of four trading sites in April
2025 for gross proceeds of £13.1m to provide additional liquidity to leverage
growth opportunities as the market recovers
· Strategic progress continues with three new Merchanting branches
opened in 2025 to date
· Group Adjusted EBITDA(2) in line with pre-CHMM(3) H1 2024 at
£12.1m (H1 2024: £12.6m)
· Net debt reduced by £15.4m to £20.9m (30 June 2024: £36.3m)
since June 2024
· Interim dividend maintained at 0.32 pence per share (H1 2024:
0.32 pence per share)
H1 2025 H1 2024 Change
Revenue £232.1m £214.2m +8.4%
Adjusted EBITDA(2) £12.1m £12.6m (3.9)%
Adjusted EBITDA margin 5.2% 5.9% (70)bps
Adjusted operating profit £6.2m £7.1m (12.7)%
Adjusted diluted earnings per share 1.35p 1.57p (14.0)%
Dividend per share 0.32p 0.32p -
Operating profit £3.7m £4.5m (17.4)%
Diluted earnings per share 0.14p 0.39p (64.1)%
Net debt (4) £20.9m £36.3m +42.3%
Percentages are based on underlying, not rounded, figures.
(1) Like-for-like sales is a measure of growth in sales, adjusted for new,
divested and acquired locations such that the periods over which the sales are
being compared are consistent.
(2) Adjusted EBITDA is EBITDA (defined as earnings before interest, tax,
depreciation, amortisation and impairment charges) inclusive of property gains
and losses but excluding exceptional items, and share-based payments.
(3) CHMM is the Clean Heat Market Mechanism which was introduced in January
2024 and subsequently withdrawn which resulted in a benefit of £0.8m to
Adjusted EBITDA in H1 2024 which reversed in H2 2024.
(4) Net debt excluding leases.
(5) Company compiled consensus expectations of Adjusted EBITDA for the year
ended 31 December 2025 as at the date of this announcement show an average of
£24.8m and a range between £24.7m and £25.1m.
Shanker Patel, Chief Executive Officer of Lords, commented:
"The Group has demonstrated strong revenue growth in the first half of 2025 as
we continue to increase market share, despite a highly competitive RMI market
in the South-East and the recent UK interest rate reductions not yet boosting
consumer confidence.
"The strategic acquisition of the leading online-only retailer, CMO, the
opening of three additional Merchanting branches and the strengthening of the
Group's balance sheet through £13.1m of property disposals during the period
ensure that the Group is well-positioned for a future recovery in the market.
Ahead of this, we will continue to focus on operational excellence, customer
service, and working capital management. Additionally, we will carefully
consider further opportunities to increase the Group's market share both
organically and through selective, value-added acquisitions.
"Whilst trading in the second half of 2025 to date has not seen any sustained
improvement in the RMI market, and with the seasonally significant trading
period ahead, performance continues in line with market expectations(5) for
full year Group Adjusted EBITDA."
- Ends -
FOR FURTHER ENQUIRIES:
Lords Group Trading plc Via Burson Buchanan
Shanker Patel, Chief Executive Officer Tel: +44 (0) 20 7466 5000
Stuart Kilpatrick, Chief Financial Officer
Cavendish Capital Markets Limited Tel: +44 (0)20 7220 0500
(Nominated Adviser and Joint Broker)
Ben Jeynes / Hamish Waller (Corporate Finance)
Julian Morse / Henry Nicol / Matt Lewis (Sales and ECM)
Berenberg (Joint Broker) Tel: +44 (0)20 3207 7800
Matthew Armitt / Harry Nicholas / Detlir Elezi
Burson Buchanan Tel: +44 (0) 20 7466 5000
Henry Harrison-Topham / Stephanie Whitmore / Abby Gilchrist LGT@buchanan.uk.com (mailto:LGT@buchanan.uk.com)
Notes to editors:
Lords is a specialist distributor of building, plumbing, heating and DIY
goods. The Group principally sells to local tradesmen, small to medium sized
plumbing and heating merchants, construction companies and retails directly to
the general public. The Group operates through the following three
divisions:
· Merchanting: supplies building materials and DIY goods
through its network of merchant businesses and online platform capabilities.
It operates both in the 'light side' (Building Materials and Timber) and
'heavy side' (Civils and Landscaping), through 32 locations in the UK.
· Plumbing and Heating: a specialist distributor in the UK of
plumbing and heating products to a UK network of independent merchants,
installers and the general public. The division offers its customers an
attractive proposition through a multi-channel offering, operating in 16
locations enabling nationwide next-day delivery service.
· Digital: CMO Superstores provides an online route to market
from nine specialist websites for construction and plumbing & heating
customers.
Lords was established 40 years ago as a family business with its first retail
unit in Gerrards Cross, Buckinghamshire. Since then, the Group has grown to
a business operating from 48 sites.
Chief Executive Officer's Review
On behalf of the Board, I am pleased to report the Group's unaudited Interim
Results for the six months ended 30 June 2025.
Overview
The Group further increased its market share and delivered strong revenue
growth of 8.4% in the first half of 2025, despite there being no substantive
improvement in the Repairs, Maintenance and Improvement ('RMI') market, which
represents approximately 80% of our activities. During the period, Lords has
continued to drive long term growth through margin accretive organic
initiatives, adding new products and new locations, and through selective and
strategically significant acquisitions.
In January 2025, we increased our George Lines brand to five locations, with a
new branch opening near Maidstone, Kent. In May 2025, we opened a combined
Lords Builders Merchants and Advance Roofing branch following the opportunity
to take over a site in Bicester and we expanded our Dry Lining and Insulation
brand, AW Lumb, to three branches with a new two-and-a-half-acre site in
Mansfield.
The Group has completed two strategic acquisitions in the last 12 months.
Ultimate Renewables focusses on the design and delivery of renewable energy
solutions in the plumbing and heating sector. On 6 June 2025, following a
pre-pack administration, Lords acquired part of the formerly AIM listed
business, CMO Group Limited ('CMO'), the UK's largest online-only retailer of
construction products. Lords acquired the construction materials and plumbing
activities while CMO's tiles business was simultaneously sold to a third
party. The intellectual property and nine specialist websites acquired
broadens our customers' route to market by increasing our digital
capabilities, and with CMO's business model, provides the opportunity to
leverage our stakeholder relationships and logistical infrastructure.
We also completed a sale and leaseback programme in the last 12 months
realising c. £17m of proceeds which significantly enhanced the Group's
balance sheet strength and also supports our strategy of scaling the business
through organic growth and selective acquisitions.
Results
Revenue in the first half of 2025 increased by 8.4% to £232.1m (H1 2024:
£214.2m). Like-for-like ('LFL') revenue, which adjusts for branches or
businesses not part of the Group in the whole of the current or comparator
period, was 7.0% ahead.
Gross profit increased but margins were slightly lower, partly due to product
mix and partly due to the continuing challenging RMI market. Despite
inflationary pressures in relation to employment costs, property and
transport, overheads remained tightly controlled as we invested in new
branches and businesses. Adjusted earnings before interest, tax, depreciation
and amortisation ('Adjusted EBITDA') for the first half of 2025 was £12.1m
(H1 2024: £12.6m). However, the first half of 2024 benefitted by c. £0.8m
from the Clean Heat Market Mechanism ('CHMM') which reversed in the second
half of 2024 due to delays in Government regulations. Adjusting for the
positive effects of the CHMM in H1 2024, Adjusted EBITDA was £0.3m ahead of
H1 2024.
Merchanting
Merchanting has performed well since the fourth quarter of 2024, delivering
double digit LFL revenue growth. Our businesses more closely aligned to new
build, such as Civils and Dry Lining, have performed particularly well. In the
first half of 2025, revenue increased by 12.6% to £117.7m (H1 2024:
£104.6m).
LFL revenue in the first half of 2025 increased by 11.5% with strong
performance from AW Lumb, Advance Roofing and Hevey, Northampton. New branches
added £2.4m of revenue to H1 2025.
Gross profit increased by 5.7% to £30.4m (H1 2024: £28.7m) and despite
increased overheads due to new branch openings and additional costs of
employment, Adjusted EBITDA increased by 8.6% to £8.2m (2024: £7.6m).
As reported previously, Steve Durdant-Hollamby joined as Chief Operating
Officer of Merchanting in November 2024 to strengthen the management team and
his experience in major building material companies spanning across
merchanting and manufacturing has already begun to benefit the division.
Plumbing and Heating
Plumbing and Heating ('P&H') revenue increased by 2.4% to £112.2m (H1
2024: £109.6m) with LFL revenue 2.8% ahead. As previously reported, ahead of
boiler price increases on 1 April 2024, our wholesale business, APP,
experienced strong volumes in the first quarter, particularly in March, which
was followed by destocking in the second quarter. Overall, APP increased
boiler volumes by 6.8% in H1 2025 and maintained market share at c. 11%.
As reported last year, the introduction in January 2024 of CHMM and subsequent
withdrawal a few months later, given the timing of claims and adjustments, the
H1 2024 result benefitted by c. £0.8m which reversed in the second half.
Adjusted EBITDA in H1 2024 would have been £4.2m excluding CHMM, which is
£0.3m higher than H1 2025 at £3.9m (H1 2024: £5.0m).
Mr Central Heating, our digitally led P&H trade counter business,
experienced a more challenging six months with revenue 13% lower than H1 2024.
We have sought to address this by strengthening the management of this brand
in the second half. Our spares and trade counters business, DH&P,
performed well and increased LFL sales by 4.6% in the period. Ultimate
Renewables has performed in line with expectations since joining the Group in
October 2024 and revenue in renewables was 57% ahead of H1 2024.
On 2 September 2025, Matthew Webber joined the Group as Chief Operating
Officer for our P&H division. Matthew brings a wealth of experience with
over 20 years in the Heating, Ventilation, and Air Conditioning systems
('HVAC') sector. His background spans both supplier/manufacturer roles and
merchant businesses, with a strong emphasis on the plumbing and heating
industry. His leadership experience and industry insight will be instrumental
in shaping the next phase of growth for our P&H division.
Neil Lake will transition into the role of Group Business Development
Director, where he will work with our Group Operating Board in driving
continued growth and innovation across Lords. Neil has played a key role in
leading our P&H division since joining the Group through the acquisition
of DH&P and will continue to maintain significant influence within the
P&H division, supporting Matthew in his new role.
Digital
On 6 June 2025, Lords acquired the trade, assets and intellectual property of
CMO for a consideration of £1.8m, inclusive of a property valued at £1.2m.
The acquisition was part of a pre-pack administration process where the
construction materials and plumbing and heating businesses were acquired by
Lords and CMO's tiles business was sold to a third party.
Originally formed in 2008, CMO was a disruptor to the traditional building
materials market, with the majority of its sales being dispatched directly
from the supplier, reducing the stock availability requirement from
traditional local merchants. CMO's experience in web-based sales and their
intellectual property, combined with Lords distribution network broadens our
customer base and channels to market. We welcome our new CMO colleagues to
the Group and look forward to continue working closely together in the coming
months.
Prior to its acquisition, CMO was operating in a highly leveraged environment
which caused credit insurers to reduce their exposure leading to greater
challenges to deliver customers' orders and higher levels of refunds where web
orders could not be delivered. The CMO team have worked diligently since
joining the Group on product availability and lead times from suppliers to
increase revenue and reduce refunds.
In the three weeks post-acquisition, CMO made a small loss but is expected to
contribute positively in the second half as it aims to recover weekly revenue
to levels achieved prior to supply chain challenges, it begins to leverage off
Lords' product range and procurement capability and establishes an efficient
cost model for medium term growth.
Strategic developments
In the last 12 months, we have continued to drive accretive organic growth,
through new branch openings and new product lines, particularly in Plumbing
and Heating. We have completed two small but highly strategic acquisitions and
significantly improved our balance sheet, converting c. £17.0m of property
into cash.
We continue to believe that there is a significant consolidation opportunity
to combine independent merchants and distributors within the fragmented UK
building supplies sector where Lords has less than 1% market share. With CMO
joining the Group, we now have over 1,000 colleagues, who deliver excellent
customer service and have worked hard to deliver operational efficiencies to
offset the operating cost pressures that all UK businesses have faced in 2025.
Outlook
The Group has demonstrated strong revenue growth in the first half of 2025 as
we continue to increase market share, despite a highly competitive RMI market
in the South-East and the recent UK interest rate reductions not yet boosting
consumer confidence.
The strategic acquisition of the leading online-only retailer, CMO, the
opening of three additional Merchanting branches and the strengthening of the
Group's balance sheet through £13.1m of property disposals during the period
ensure that the Group is well-positioned for a future recovery in the market.
Ahead of this, we will continue to focus on operational excellence, customer
service, and working capital management. Additionally, we will carefully
consider further opportunities to increase the Group's market share both
organically and through selective, value-added acquisitions.
Whilst trading in the second half of 2025 to date has not seen any sustained
improvement in the RMI market, and with the seasonally significant trading
period ahead, performance continues in line with market expectations for full
year Group Adjusted EBITDA.
Shanker Patel
Chief Executive Officer
11 September 2025
Financial Review
The Group has made significant progress with the support of its stakeholders
over the last 12 months to continue to drive growth, tightly manage costs and
working capital, complete two strategically important acquisitions and
significantly reduce its net debt with the sale and leaseback of five
operating properties.
Financial performance
In the first half of 2025, the Group delivered an 8.4% increase in revenue to
£232.1million (H1 2024: £214.2m). Gross profit increased by 3.6% to £44.8m
(H1 2024: £43.2m) and gross margin was 90 basis points lower at 19.3% (H1
2024: 20.2%), mainly due to product mix as volumes of lower margin products
increased. Operating expenses increased by £2.0m to £34.4m (H1 2024:
£32.4m) but £1.2m of the increase relates to businesses acquired and new
branches, leaving a £0.8m like-for-like change.
In line with our FY 2024 results, we have re-presented our income statement in
H1 2024 to align our disclosure with listed peers in the sector and separately
show property gains of £1.7m (H1 2024: £1.7m) on the face of the income
statement. In H1 2025, the property gain relates to the sale and leaseback of
four operating properties for gross proceeds of £13.1m and in H1 2024, the
Group received a lease surrender premium in relation to Merchanting's Park
Royal site.
Adjusted EBITDA was £12.1m (H1 2024: £12.6m). In the first half of 2024, our
Plumbing and Heating division received c. £0.8m of benefit from the
introduction and subsequent reversal of the CHMM, which reversed in the second
half of 2024. Adjusted EBITDA in H1 2025 was marginally ahead of pre-CHMM H1
2024.
Divisional performance
Merchanting H1 2025 H1 2024 % change
Revenue (£m) 117.7 104.6 +12.6%
Gross profit (£m) 30.4 28.7 +5.7%
Adjusted EBITDA before property gains 6.5 5.9 +11.2%
Adjusted EBITDA (£m) 8.2 7.6 +8.6%
Adjusted EBITDA margin (%) 7.0% 7.3% (30)bps
Merchanting performed strongly in the first half of 2025 with revenue 12.6%
ahead of H1 2024, gross profit up 5.7% and Adjusted EBITDA up 8.6%. Adjusted
EBITDA margin was slightly lower at 7.0% as the majority of revenue growth was
from our lower margin Civils and Dry Lining brands.
Plumbing and Heating H1 2025 H1 2024 % change
Revenue (£m) 112.2 109.6 +2.4%
Gross profit (£m) 13.9 14.5 (3.8)%
Adjusted EBITDA (£m) 3.9 5.0 (21.0)%
Adjusted EBITDA margin (%) 3.5% 4.5% (100)bps
Revenue increased in Plumbing and Heating by 2.4% to £112.2m (H1 2024:
£109.6m) as boiler volumes increased by 6.8%. Our wholesale revenue increased
by 11% in the period but plumbing merchanting was weaker, which resulted in
gross margin decreasing by 80 basis points. Overheads were tightly controlled
and 1.1% higher on an LFL basis after adjusting for businesses acquired.
Adjusted EBITDA was £3.9m (H1 2024: £5.0m) but as mentioned above, H1 2024
included c. £0.8m of profit from CHMM that reversed in the second half as
claims were settled following the market disruption.
Digital revenues were £2.2m in H1 2025 representing the period since CMO was
acquired on 6 June 2025. As expected, the business made a small loss as it
addressed supply chain issues under its previous ownership structure.
Operating profit, profit before tax and earnings per share
Adjusted operating profit was £6.2m (H1 2024: £7.1m) and is after an
increase of £0.4m in depreciation and amortisation from right-of-use assets
following the sale and leasebacks. Adjusting items of £2.5m (H1 2024: £2.6m)
were similar to H1 2024 and mainly relate to amortisation of acquired
intangible assets and business acquisition costs.
Net finance costs were 7.4% lower at £3.1m (H1 2024: £3.4m) as net
borrowings excluding leases reduced and base rates were lower, partly offset
by increased lease interest following the property sale and leasebacks.
Adjusted profit before tax was £3.1m (H1 2024: £3.7m) and after adjusting
items, statutory profit before tax for the period was £0.6m (H1 2024:
£1.1m). Adjusted diluted earnings per share was 1.35 pence per share (H1
2024: 1.57 pence per share) with the prior year benefiting from CHMM in the
first half, which reversed in H2 2024. Statutory diluted earnings per share
was 0.14 pence per share (H1 2024: 0.39 pence per share).
Tax
Income tax in the first half of 2025 was a charge of £0.2m (H1 2024: £0.4m)
reflecting an effective tax rate of 28.4% (H1 2024: 32.0%).
Dividend
The Board is recommending an unchanged interim dividend of 0.32 pence per
ordinary share (H1 2024: 0.32 pence per ordinary share), which will be paid on
10 October 2025 to shareholders on the register at the close of business on 18
September 2025. The Company's ordinary shares will therefore be marked
ex-dividend on 19 September 2025.
Cash flow
In the last 12 months, the Group has reduced net debt, excluding leases, by
£15.4m to £20.9m (30 June 2024: £36.3m). Operating cash conversion, the
ratio of operating cash flow (excluding property proceeds) to Adjusted
operating profit was 97% in the 12 months ended 30 June 2025.
In the first half of 2025, cash generated from operations increased by £4.3m
to £9.7m (H1 2024: £5.4m) as the typically seasonal outflow in working
capital was limited to £0.2m (H1 2024: £6.7m) with strong working capital
management leading to improvements in debtor and creditor days.
The net inflow from investing activities was £9.9m (H1 2024: outflow of
£3.0m) which comprised inflows of £13.8m (H1 2024: £0.2m) from the sale and
leasebacks, interest and a business disposal, net of outflows on current and
prior year acquisitions of £2.5m (H1 2024: £0.6m). Capital expenditure of
£1.5m (H1 2024: £2.6m) largely related to new branches established in
Maidstone, Bicester and Mansfield.
Debt financing and liquidity
The Group has syndicated banking facilities comprising a £50.0m revolving
credit facility ('RCF'), committed until 5 April 2027 and a £25.0m
receivables financing facility. Due to its substantial headroom the Group
reduced the RCF from £75.0m to £50.0m in the first half of the year. At 30
June 2025 headroom was £37.3m (H1 2024: £47.5m) within its debt facilities
at the period end, and the Group had further accessible cash of £16.6m (H1
2024: £11.9m).
Balance sheet
Summary balance sheet 30 June 2025 30 June 2024
£m £m
Tangible assets 9.0 20.5
Working capital 39.5 41.7
Operating capital employed 48.5 62.2
Deferred consideration (1.4) (2.8)
Other net assets 89.9 74.7
Leases (67.2) (47.7)
Net debt (20.9) (36.3)
Net assets 48.9 50.1
Working capital at 30 June 2025 was £2.2m lower than prior period comparator
at £39.5m (30 June 2024: £41.7m) and the ratio of working capital to sales
was 8.7% at 30 June 2025 compared to 9.0% at 31 December 2024. The reduction
reflects the continued focus on inventory optimisation across the Group and
improved collection of receivables.
Net assets increased by £1.3m to £48.9m (30 June 2024: £50.1m) since 31
December 2024. Property, plant and equipment has reduced from £20.5m at 30
June 2024 to £9.0m reflecting the sale and leaseback of freehold properties,
which is offset by an increase in right-of-use assets leaving non-current
assets similar to prior year at £108.0m (30 June 2024: £108.2m). Lease
liabilities in respect of right-of-use assets were £67.2m (30 June 2024:
£47.7m). Deferred consideration of £1.4m at the period end (30 June 2024:
£2.8m) mainly relates to AW Lumb acquired in March 2022.
Stuart Kilpatrick
Chief Financial Officer
11 September 2025
Consolidated statement of comprehensive income
For the six months ended 30 June 2025
30 June 30 June 31 December
2025 2024 2024
(unaudited) (unaudited) (audited)
re-presented*
Note £'000 £'000 £'000
Revenue 232,109 214,150 436,684
Cost of sales (187,322) (170,929) (351,452)
Gross profit 44,787 43,221 85,232
Operating expenses (34,424) (32,378) (64,640)
Adjusted EBITDA before property gains 10,363 10,843 20,592
Property gains 1,714 1,722 1,812
Adjusted EBITDA 16 12,077 12,565 22,404
Depreciation and amortisation (5,888) (5,478) (12,007)
Adjusted operating profit 16 6,189 7,087 10,397
Adjusting items 6 (2,480) (2,599) (6,112)
Operating profit 3,709 4,488 4,285
Finance income 276 142 320
Finance expense 7 (3,407) (3,523) (7,214)
Profit / (loss) before taxation 578 1,107 (2,609)
Taxation 8 (164) (355) 824
Profit / (loss) for the period 414 752 (1,785)
Attributable to:
Owners of the parent company 237 651 (1,970)
Non-controlling interests 177 101 185
414 752 (1,785)
Earnings per share
Basic earnings per share (pence) 9 0.14 0.39 (1.19)
Diluted earnings per share (pence) 9 0.14 0.39 (1.19)
The results for the period arise solely from continuing activities.
The condensed consolidated financial statements should be read in conjunction
with the accompanying notes.
* - In line with our FY 2024 results, we have re-presented our income
statement for H1 2024 to align our disclosure with listed peers in the sector
and separately show property gains of £1.7m on the face of the income
statement.
Consolidated statement of financial position
As at 30 June 2025
30 June 30 June 31 December
2025 2024 2024
(unaudited) (unaudited) (audited)
Note £'000 £'000 £'000
Non-current assets
Intangible assets 10 43,219 44,845 44,284
Property, plant and equipment 11 9,021 20,479 14,081
Right-of-use assets 12 55,337 42,510 52,654
Other receivables 243 192 236
Investments 130 180 130
107,950 108,206 111,385
Current assets
Inventories 48,093 47,323 49,252
Trade and other receivables 71,238 69,195 76,215
Cash and cash equivalents 16,631 11,881 10,312
135,962 128,399 135,779
Total assets 243,912 236,605 247,164
Current liabilities
Trade and other payables (81,990) (79,649) (88,238)
Borrowings 13 (17,261) (9,851) (11,946)
Lease liabilities 14 (8,414) (7,663) (8,310)
Current tax liabilities (892) (568) -
(108,557) (97,731) (108,494)
Non-current liabilities
Trade and other payables (343) (2,638) (1,540)
Borrowings 13 (19,764) (37,686) (30,119)
Lease liabilities 14 (58,779) (40,010) (51,732)
Other provisions (1,917) (1,427) (1,581)
Deferred tax (5,665) (7,019) (6,082)
(86,468) (88,780) (91,054)
Total liabilities (195,025) (186,511) (199,548)
Net assets 48,887 50,094 47,616
Equity
Share capital 831 829 829
Share premium 28,530 28,412 28,412
Merger reserve (9,980) (9,980) (9,980)
Share-based payment reserve 1,849 1,127 1,459
Retained earnings 25,662 27,976 25,078
Equity attributable to owners of the parent company 46,892 48,364 45,798
Non-controlling interests 1,995 1,730 1,818
Total equity 48,887 50,094 47,616
Consolidated statement of changes in equity
For the six months ended 30 June 2025
Called up Share Merger reserve Share‑ based Retained earnings Equity attributable to owners of parent company Non- Total
share capital premium payments reserve controlling interests equity
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
As at 1 January 2025 829 28,412 (9,980) 1,459 25,078 45,798 1,818 47,616
Profit for the financial period and total comprehensive income - - - -
237 237 177 414
Share-based payments - - - 390 - 390 - 390
Share capital issued 2 118 - - - 120 - 120
Put and call options over non-controlling interests - - - - -
347 347 347
As at 30 June 2025 (unaudited) 831 28,530 (9,980) 1,849 25,662 46,892 1,995 48,887
Called up Share Merger reserve Share‑ based Retained earnings Equity attributable to owners of parent company Non- Total
share capital premium payments reserve controlling interests equity
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
As at 1 January 2024 828 28,293 (9,980) 1,009 29,386 49,536 1,629 51,165
Profit for the financial period and total comprehensive income - - - - 651 651 101 752
Share-based payments - - - 303 - 303 - 303
Exercise of share-based-payments - - - (185) 185 - - -
Share capital issued 1 119 - - - 120 - 120
Put and call options over non-controlling interests - - - - (44) (44) - (44)
Dividends paid - - - - (2,202) (2,202) - (2,202)
As at 30 June 2024 (unaudited) 829 28,412 (9,980) 1,127 27,976 48,364 1,730 50,094
Called up Share Merger reserve Share‑ based Retained earnings Equity attributable to owners of parent company Non- Total
share capital premium payments reserve controlling interests equity
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
As at 1 January 2024 828 28,293 (9,980) 1,009 29,386 49,536 1,629 51,165
(Loss)/profit for the financial period and total comprehensive
(expense)/income
- - - - (1,970) (1,970) 185 (1,785)
Share-based payments - - - 753 - 753 - 753
Exercise of share-based-payments - - - (303) 303 - -
Share capital issued 1 119 - - - 120 - 120
Put and call options over non-controlling interests
- - - - 92 92 - 92
Acquisition of non-controlling interests - - - - - - 4 4
Dividends paid - - - - (2,733) (2,733) - (2,733)
As at 31 December 2024 (audited) 829 28,412 (9,980) 1,459 25,078 45,798 1,818 47,616
Consolidated statement of cash flows
For the six months ended 30 June 2025
30 June 30 June 31 December
2025 2024 2024
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
Cash flows from operating activities
Profit/(loss) before taxation 578 1,107 (2,609)
Adjusted for:
Depreciation of property, plant and equipment 1,051 1,195 2,321
Amortisation of intangible assets 1,907 1,814 3,667
Amortisation of right-of-use assets 4,608 4,283 9,355
Impairment of right-of-use assets - - 1,463
Profit on disposal of property, plant and equipment (1,680) - (285)
Profit on sale of business - - (385)
Share-based payments 390 301 753
Finance income (276) (142) (320)
Finance expense 3,407 3,523 7,214
Operating cash flows before movements in working capital 9,985 12,081 21,174
Decrease in inventories 1,800 1,969 184
Decrease in trade and other receivables 5,299 11,984 5,908
Decrease in trade and other payables (7,339) (20,611) (9,933)
Cash generated by operations 9,745 5,423 17,333
Corporation tax (paid) / received (132) 127 (521)
Net cash inflow from operating activities 9,613 5,550 16,812
Cash flows from investing activities
Purchase of intangible assets (230) (454) (1,150)
Business acquisitions (net of cash acquired) (1,975) - (607)
Deferred consideration paid (480) (550) (716)
Purchase of property, plant and equipment (1,225) (2,184) (2,802)
Proceeds on disposal of property, plant and equipment 12,832 58 3,909
Cash received on sale of business 685 -
Interest received 276 142 320
Net cash inflow / (outflow) from investing activities 9,883 (2,988) (1,046)
Cash flows from financing activities
Principal paid on lease liabilities (4,765) (3,753) (8,381)
Interest paid on lease liabilities (1,665) (1,325) (2,761)
Dividends - (2,202) (2,733)
Purchase of non-controlling interest of Hevey - (1,063) (1,594)
Proceeds from borrowings 36,900 20,891 33,648
Repayment of borrowings (41,940) (21,100) (39,405)
Bank interest paid (1,270) (1,548) (3,210)
Interest paid on invoice discounting facilities (437) (392) (829)
Net cash outflow from financing activities (13,177) (10,492) (25,265)
Net increase / (decrease) in cash and cash equivalents 6,319 (7,930) (9,499)
Cash and cash equivalents at the beginning of the period 10,312 19,811 19,811
Cash and cash equivalents at the end of the period 16,631 11,881 10,312
Notes to the financial statements
For the six months ended 30 June 2025
1. General information
Lords Group Trading plc ('Lords', the 'Company' or the 'Group') is a public
limited company incorporated in England and Wales. The registered office is
2nd Floor, 12-15 Hanger Green, London W5 3EL. Lords is a specialist
distributor of building, plumbing, heating and DIY goods. The Group
principally sells to local tradesmen, small to medium sized plumbing and
heating merchants, construction companies and retails directly to the general
public.
2 Basis of preparation
These condensed consolidated interim financial statements for the six months
ended 30 June 2025 have been prepared in accordance with IAS 34 "Interim
Financial Reporting" as adopted for use in the United Kingdom. They do not
include all of the information and disclosures required in the annual
financial statements and should be read in conjunction with the Group's most
recent audited consolidated financial statements for the year ended 31
December 2024 (the "Annual Financial Statements") which have been prepared in
accordance with UK-adopted International Accounting Standards. The Annual
Financial Statements constitute statutory accounts as defined in section 434
of the Companies Act 2006 and a copy of these statutory accounts has been
delivered to the Registrar of Companies. The auditor's report on the Annual
Financial Statements was not qualified, did not include a reference to any
matters to which the auditors drew attention by way of emphasis without
qualifying the report and did not contain statements under section 498(2) or
(3) of the Companies Act 2006.
The accounting policies adopted in the preparation of the interim financial
statements are consistent with those applied in the preparation of the Group's
consolidated financial statements for the year ended 31 December 2024 and the
corresponding interim reporting period.
These condensed consolidated interim financial statements have been prepared
on a going concern basis and under the historical cost convention.
These interim financial statements are presented in Pounds Sterling (£),
which is also the functional currency of the Company. These interim financial
statements have been approved by the Board of Directors.
3.Accounting policies
Going concern
The Group is well funded with strong support from stakeholders. The Group
operates strong cash flow management and forecasting enabling cash receipts
and payments to be balanced in accordance with trading levels. The Board of
Directors has completed a rigorous review of the Group's going concern
assessment and its cash flow liquidity which included:
· The Group's cash flow forecasts and revenue projections for
all subsidiaries;
· Reasonably possible changes in trading performance, including
a number of downside scenarios;
· Reviewing the committed facilities available to the Group and
the covenants thereon; and
· Reviewing the Group's policy towards liquidity and cash flow
management.
The Group has banking facilities of £75.0m available to it until 5 April 2027
and on 30 June 2025 had headroom against the facilities of £37.3m and cash of
£16.6m.
After reviewing the Group's forecasts and risk assessments and making other
enquiries, the Board has formed the judgement at the time of approving the
interim financial statements that there is a reasonable expectation that the
Group and its subsidiaries have adequate resources to continue in operational
existence until at least 5 April 2027.
Taxation
Taxes on income in the interim periods are accrued using the tax rate that
would be applicable to expected total annual profit or loss.
4. Critical accounting judgements and estimates
Estimates and judgements are continually evaluated and are based on historical
experience and other factors, including expectations of future events that are
believed to be reasonable under the circumstances.
The preparation of financial information in compliance with UK-adopted
International Accounting Standards requires the use of certain critical
accounting estimates. It also requires Group management to exercise judgement
and use assumptions in applying the Group's accounting policies. The resulting
accounting estimates calculated using these judgements and assumptions will,
by definition, seldom equal the related actual results but are based on
historical experience and expectations of future events. Management believe
that the estimates utilised in preparing the financial information are
reasonable.
Key accounting estimates and judgements
Estimates and judgements are continually evaluated and are based on historical
experience and other factors, including expectations of future events that are
believed to be reasonable under the circumstances.
In preparing the condensed consolidated interim financial statements, the
Board considers both quantitative and qualitative factors in forming its
judgements, and related disclosures, and are mindful of the need to best serve
the interests of its stakeholders and to avoid unnecessary clutter borne of
the disclosure of immaterial items. In making this assessment the Board
considers the nature of each item, as well as its size, in assessing whether
any disclosure omissions or misstatements could influence the decisions of
users of the condensed consolidated interim financial statements.
4.1 Key accounting judgements
Assessment of who has the risk and reward of ownership of non-controlling
interests with put and call options
A key area of judgement applied in the preparation of these financial
statements is determining whether the risk and rewards of ownership reside
with the non-controlling interests or the Group when an acquisition has put
and call options.
Where the pricing is at a variable price, the Group assesses the risks and
rewards reside with the non-controlling interests. This is because the
exposure to any increase or decrease in the value of the business resides with
the non-controlling interest, as they will either retain the investment
indefinitely (if neither party exercises) or they can recover the fair value
of the business through the exercise price.
Where the exercise price is a fixed amount (or an amount that varies only for
the passage of time), then the risks and rewards reside with the Group. This
is because once the put and call become exercisable, one party will be
incentivised to exit because they benefit from doing so.
4.2 Key accounting estimates and assumptions
The Group makes estimates and assumptions concerning the future. The resulting
accounting estimates will, by definition, seldom equal the related actual
results. The estimates and assumptions that have a significant risk of causing
a material adjustment to the carrying amounts of assets and liabilities within
the next financial year are addressed below.
Inventories
The Group carries significant levels of inventory and key judgements are made
by management in estimating the level of provisioning required for slow-moving
inventory. Provision estimates are forward looking and are formed using a
combination of factors including historical experience, management's knowledge
of the industry, Group discounting and sales pricing. Management uses a number
of internally generated reports to monitor and continually reassess the
adequacy and accuracy of the inventory provision.
In arriving at their conclusion, the Directors consider inventory ageing and
turn analysis.
Impairment of goodwill, intangible assets, tangible assets and right-of-use
assets
Under IAS 36, at the end of each reporting period the Group is required to
assess whether there is any indication that an asset may be impaired. For
impairment testing purposes, the Group has determined that each branch is a
separate cash-generating unit ('CGU') on the basis that each branch has
distinct assets at each location which are able to generate cash inflows. No
indicators of impairment have been found to exist as at 30 June 2025.
5. Segmental analysis
The Group operates through the following three divisions:
· Merchanting: supplies building materials and DIY goods
through its network of merchant businesses and online platform capabilities.
It operates both in the 'light side' (Building Materials and Timber) and
'heavy side' (Civils and Landscaping), through 32 locations in the UK.
· Plumbing and Heating: a specialist distributor in the UK of
heating and plumbing products to a UK network of independent merchants,
installers and the general public. The division offers its customers an
attractive proposition through a multi-channel offering. The division operates
over 16 locations enabling nationwide next day delivery service.
· Digital: CMO Superstores provides an online route to market
from nine specialist websites for construction and plumbing & heating
customers.
Operating segments are reported in a manner consistent with the internal
reporting provided to the Chief Operating Decision Maker ('CODM'). The CODM,
who is responsible for allocating resources and assessing performance of the
Operating segments, has been identified as the Board of Directors of the
Group. The Group will provide information to the CODM on the basis of products
and services; being the sale and distribution of plumbing and heating goods,
the sale and distribution of all other merchanting services and digital sales.
All of the Group's revenue was generated from the sale of goods in the UK for
both periods. No one customer makes up 10% or more of revenue in any period.
Plumbing and Heating Merchanting Digital Total
Six months to 30 June 2025 £'000 £'000 £'000 £'000
Revenue 112,194 117,692 2,223 232,109
Gross profit 13,945 30,365 477 44,787
Operating expenses (10,008) (23,846) (570) (34,424)
Adjusted EBITDA before property gains 3,937 6,519 (93) 10,363
Property gains - 1,714 - 1,714
Adjusted EBITDA 3,937 8,233 (93) 12,077
Depreciation and amortisation (1,737) (4,151) - (5,888)
Adjusted operating profit 2,200 4,082 (93) 6,189
Adjusting items (945) (1,535) - (2,480)
Operating profit 1,255 2,547 (93) 3,709
Finance income 276
Finance costs (3,407)
Profit before taxation 578
Taxation (164)
Profit for the period 414
Additions to non-current assets 94 8,825 35 8,954
Plumbing and Heating Merchanting Total
Six months to 30 June 2024 £'000 £'000 £'000
Revenue 109,596 104,554 214,150
Gross profit 14,492 28,729 43,221
Operating expenses (9,511) (22,867) (32,378)
Adjusted EBITDA before property gains 4,981 5,862 10,843
Property gains - 1,722 1,722
Adjusted EBITDA 4,981 7,584 12,565
Depreciation and amortisation (1,600) (3,878) (5,478)
Adjusted operating profit 3,381 3,706 7,087
Adjusting items (808) (1,791) (2,599)
Operating profit 2,573 1,915 4,488
Finance income 142
Finance costs (3,523)
Profit before taxation 1,107
Taxation (355)
Profit for the period 752
Additions to non-current assets 1,452 2,102 3,554
Plumbing and Heating Merchanting Total
Year to 31 December 2024 £'000 £'000 £'000
Revenue 222,385 214,299 436,684
Gross profit 27,916 57,316 85,232
Operating expenses (19,891) (44,749) (64,640)
Adjusted EBITDA before property gains 8,025 12,567 20,592
Property gains - 1,812 1,812
Adjusted EBITDA 8,025 14,379 22,404
Depreciation and amortisation (3,356) (8,651) (12,007)
Adjusted operating profit 4,669 5,728 10,397
Adjusting items (1,396) (4,716) (6,112)
Operating profit 3,273 1,012 4,285
Finance income 320
Finance costs (7,214)
Profit before taxation (2,609)
Taxation 824
Profit for the period (1,785)
Additions to non-current assets 4,968 13,943 18,911
6. Adjusting items
Adjusting items include share-based payments, exceptional items that are
unlikely to recur or are outside normal business trading and items relating to
business acquisitions, including the amortisation of acquired intangible
assets.
30 June 30 June 31 December
2025 2024 2024
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
Share-based payments 390 301 753
Restructuring - 305 826
Profit on disposal of business - - (385)
Costs of business combinations 412 179 119
Adjusting items within EBITDA 802 785 1,313
Amortisation of acquired intangible assets 1,678 1,814 3,336
Impairment of right of use assets - - 1,463
Adjusting items within operating profit 2,480 2,599 6,112
Unwind of deferred consideration and put/call options 46 - 248
Adjusting items within profit before taxation 2,526 2,599 6,360
Tax on adjusting items (515) (650) (1,310)
Adjusting items after tax 2,011 1,949 5,050
Adjusting items in the first half of 2025 largely relate to business
combinations with £1.7m (H1 2024: £1.8m) in relation to amortisation of
acquired intangibles, £0.4m of costs in relation to current and prior year
acquisitions or deferred consideration. Share-based payments amounted to
£0.4m (H1 2024: £0.3m).
7. Finance expense
30 June 30 June 31 December
2025 2024 2024
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
Bank loans and overdrafts 1,255 1,719 3,313
Invoice discounting facilities 437 392 829
Unwinding of deferred consideration and put/call options 16 54 248
Interest on dilapidation provision 34 33 64
Lease liabilities 1,665 1,325 2,760
3,407 3,523 7,214
8. Taxation
Income tax in the first half of 2025 was a charge of £0.2m (H1 2024: £0.4m)
representing an effective tax rate of 28.4% (H1 2024: 32.0%).
9. Earnings per share
30 June 30 June 31 December
2025 2024 2024
(unaudited) (unaudited) (audited)
Earnings attributable to the equity holders of the parent (£'000) 237 651 (1,970)
Basic earnings per share from continuing activities (pence) 0.14 0.39 (1.19)
Diluted earnings per share from continuing activities (pence) 0.14 0.39 (1.19)
Weighted average number of shares 166,093,657 165,641,697 165,763,977
Dilutive share options 918,935 472,046 813,859
Diluted weighted average number of shares 167,012,592 166,113,743 166,577,836
Adjusted earnings per share have been calculated using earnings attributable
to shareholders of the parent company, Lords Group Trading plc, adjusted for
the after-tax effect of adjusting items (see note 6).
30 June 30 June 31 December
2025 2024 2024
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
Earnings attributable to the equity holders of the parent (£'000) 237 651 (1,970)
Add back:
Adjusting items 2,011 1,949 5,050
Adjusted earnings 2,248 2,600 3,080
Adjusted basic earnings per share
Earnings from continuing activities (pence) 1.35 1.57 1.85
Adjusted diluted earnings per share
Earnings from continuing activities (pence) 1.35 1.57 1.85
10. Intangible assets
Software Customer relationships Trade names Goodwill Total
£'000 £'000 £'000 £'000 £'000
Six months ended 30 June 2025 (unaudited)
Opening net book value 2,423 20,562 2,269 19,030 44,284
Additions 230 - - - 230
Disposals (8) - - - (8)
Acquired through business combinations - 113 - 507 620
Amortisation charge (229) (1,506) (172) - (1,907)
Closing net book value 2,416 19,169 2,097 19,537 43,219
At 30 June 2025
Cost 3,805 34,835 3,741 19,537 61,918
Accumulated amortisation and impairment
(1,389) (15,666) (1,644) - (18,699)
Net book value 2,416 19,169 2,097 19,537 43,219
Six months ended 30 June 2024 (unaudited)
Opening net book value 1,604 23,550 2,617 18,434 46,205
Additions 454 - - - 454
Amortisation charge (160) (1,481) (173) - (1,814)
Closing net book value 1,898 22,069 2,444 18,434 44,845
At 30 June 2024
Cost 2,897 34,722 3,741 18,434 59,794
Accumulated amortisation and impairment
(999) (12,653) (1,297) - (14,949)
Net book value 1,898 22,069 2,444 18,434 44,845
Year ended 31 December 2024 (audited)
Opening net book value 1,604 23,550 2,617 18,434 46,205
Additions 1,150 - - - 1,150
Acquired through business combinations - - - 596 596
Amortisation charge (331) (2,988) (348) - (3,667)
Closing net book value 2,423 20,562 2,269 19,030 44,284
At 31 December 2024
Cost 3,593 34,722 3,741 19,030 61,086
Accumulated amortisation and impairment
(1,170) (14,160) (1,472) - (16,802)
Net book value 2,423 20,562 2,269 19,030 44,284
11. Property, plant and equipment
Land and buildings Land and building leasehold improvements Plant and Equipment Total
£'000 £'000 £'000 £'000
Six months ended 30 June 2025 (unaudited)
Opening net book value 6,504 4,107 3,470 14,081
Additions 4 874 359 1,237
Acquired through business combinations - 1,200 50 1,250
Disposals (6,464) - (32) (6,496)
Depreciation charge (44) (334) (673) (1,051)
Closing net book value - 5,847 3,174 9,021
At 30 June 2025
Cost - 11,029 10,820 21,849
Accumulated depreciation and impairment - (5,182) (7,646) (12,828)
Net book value - 5,847 3,174 9,021
Six months ended 30 June 2024 (unaudited)
Opening net book value 12,975 3,064 4,194 20,233
Additions - 724 775 1,499
Disposals - - (58) (58)
Depreciation charge (125) (421) (649) (1,195)
Closing net book value 12,850 3,367 4,262 20,479
At 30 June 2024
Cost 13,539 8,195 10,632 32,366
Accumulated depreciation and impairment (689) (4,828) (6,370) (11,887)
Net book value 12,850 3,367 4,262 20,479
Year ended 31 December 2024 (audited)
Opening net book value 12,975 3,064 4,194 20,233
Additions 21 1,100 1,431 2,552
Reclassification (20) 761 (741) -
Disposals (6,311) (10) (89) (6,410)
Acquired through business combinations - 10 17 27
Depreciation charge (161) (818) (1,342) (2,321)
Closing net book value 6,504 4,107 3,470 14,081
At 31 December 2024
Cost 7,076 8,955 10,474 26,505
Accumulated depreciation and impairment (572) (4,848) (7,004) (12,424)
Net book value 6,504 4,107 3,470 14,081
12. Right-of-use-assets
Leasehold Plant and
property equipment Total
£'000 £'000 £'000
Six months ended 30 June 2025 (unaudited)
Opening net book value 42,996 9,658 52,654
Additions 7,437 60 7,497
Amortisation charge (2,940) (1,668) (4,608)
Disposals (206) - (206)
Closing net book value 47,287 8,050 55,337
At 30 June 2025
Cost 73,528 17,880 91,408
Accumulated amortisation and impairment (26,241) (9,830) (36,071)
Net book value 47,287 8,050 55,337
Six months ended 30 June 2024 (unaudited)
Opening net book value 39,252 8,112 47,364
Additions 360 1,241 1,601
Lease modifications (2,172) - (2,172)
Amortisation charge (2,405) (1,878) (4,283)
Closing net book value 35,035 7,475 42,510
At 30 June 2024
Cost 53,575 14,645 68,220
Accumulated amortisation and impairment (18,540) (7,170) (25,710)
Net book value 35,035 7,475 42,510
Year ended 31 December 2024 (audited)
Opening net book value 39,252 8,112 47,364
Additions 7,675 6,684 14,359
Acquired through business combinations 134 93 227
Lease modifications 2,519 (997) 1,522
Impairment (1,463) - (1,463)
Amortisation charge (5,121) (4,234) (9,355)
Closing net book value 42,996 9,658 52,654
At 31 December 2024
Cost 67,357 18,550 85,907
Accumulated amortisation and impairment (24,361) (8,892) (33,253)
Net book value 42,996 9,658 52,654
13. Cash and borrowings
30 June 30 June 31 December
2025 2024 2024
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
Current
Bank loans 17,261 9,851 11,946
Non-current
Bank loans 19,764 37,686 30,119
Total borrowings 37,025 47,537 42,065
Cash at bank (16,631) (11,881) (10,312)
Capitalised debt costs 547 664 605
20,941 36,320 32,358
The Group has available banking facilities totalling £75.0m, consisting of:
· An invoice financing facility of £25.0m attracting an
interest rate of UK base rate + 1.4%.
· A revolving credit facility committed until 5 April 2027 of
£50.0m attracting an interest rate of SONIA + margin with fixed tiers between
2.00% and 2.80% based on leverage.
14. Lease liabilities
£'000
At 1 January 2025 60,042
Additions 12,156
Lease modifications (240)
Interest expense 1,665
Lease payments (6,430)
At 30 June 2025 (unaudited) 67,193
At 1 January 2024 51,768
Additions 1,689
Lease modifications (2,031)
Interest expense 1,325
Lease payments (5,078)
At 30 June 2024 (unaudited) 47,673
At 1 January 2024 51,768
Additions 15,205
Acquired through business combination 219
Lease modifications 1,231
Interest expense 2,761
Lease payments (11,142)
At 31 December 2024 (audited) 60,042
15. Dividends
A final dividend for the year ended 31 December 2024 of £864,281 was paid to
shareholders on 4 July 2025. An interim dividend for 2025 of 0.32 pence per
share will be paid on 10 October 2025 to shareholders on the register at the
close of business on 18 September 2025.
16. Alternative Performance Measures
Income Statement
30 June 30 June 31 December
2025 2024 2024
£'000 £'000 £'000
Operating profit 3,709 4,488 4,285
Depreciation and amortisation 7,566 7,292 15,343
Impairment charge - - 1,463
EBITDA 11,275 11,780 21,091
Exceptional items 412 484 560
Share-based payments 390 301 753
Adjusted EBITDA 12,077 12,565 22,404
Less: Property gains (1,714) (1,722) (1,812)
Adjusted EBITDA excluding property gains 10,363 10,843 20,592
30 June 30 June 31 December
2025 2024 2024
£'000 £'000 £'000
Operating profit 3,709 4,488 4,285
Amortisation of acquired intangible assets 1,678 1,814 3,336
Impairment charge - - 1,463
Exceptional items 412 484 560
Share-based payments 390 301 753
Adjusted operating profit 6,189 7,087 10,397
30 June 30 June 31 December
2025 2024 2024
£'000 £'000 £'000
Profit/(loss) before tax 578 1,107 (2,609)
Exceptional items 412 484 560
Share-based payments 390 301 753
Impairment charge - - 1,463
Amortisation of intangible assets 1,678 1,814 3,336
Unwind of deferred consideration and put/call options 46 - 248
Adjusted profit before tax 3,104 3,706 3,751
Balance Sheet and Cash Flow
30 June 30 June 31 December
2025 2024 2024
£'000 £'000 £'000
Short-term borrowings (17,216) (9,851) (11,946)
Long-term borrowings (19,764) (37,686) (30,119)
Cash and cash equivalents 16,631 11,881 10,312
Less: Capitalised debt costs (547) (664) (605)
Net debt (20,941) (36,320) (32,358)
Operating cash conversion 30 June 30 June 31 December
2025 2024 2024
£'000 £'000 £'000
Net cash generated by operating activities 9,613 5,550 16,812
Exceptional items 412 484 560
Adjusted cash generated by operating activities 10,025 6,034 17,732
Adjusted EBITDA 12,077 12,565 22,404
Working capital movement (240) (6,658) (3,841)
Net capital expenditure 11,377 (2,580) (43)
Lease payments (6,430) (5,078) (11,142)
Operating cash flow 16,784 (1,751) 7,378
Net tax and interest paid (1,563) (1,671) (4,240)
Free cash flow 15,221 (3,422) 3,138
Adjusted operating profit 6,189 7,087 10,397
Operating cash conversion 271.2% - 71.0%
17. Post balance sheet events
On 31 July 2025, the Group purchased the non-controlling interest in Condell
for total consideration of £140,099.
- ENDS -
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