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REG - Mpac Group PLC - Full Year Results

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RNS Number : 2101B  Mpac Group PLC  21 April 2026

21 April 2026

AIM: MPAC

 

Mpac Group plc

("Mpac", "the Company" or "the Group")

 

Full Year Results for the 12 months to 31 December 2025

 

FY25 in line with market expectations

 

Mpac Group plc, the global packaging and automation solutions Group, today announces its results for the 12 months to 31 December 2025 ("FY25").

 

The Group has made good progress in 2025 on the integration of CSi Palletising
("CSi") and Boston Conveyor & Automation, Inc. ("BCA") in their first full
year of contribution to the Group and delivered full year results in line with
market expectations.  Faced with a backdrop of macroeconomic uncertainty,
which led to customers deferring investment decisions, the Group took decisive
actions to reduce operating costs and to focus on cost and cash management.
 This leaner and more efficient operating model positions the Group well to
navigate the ongoing pressure on customers in 2026.  The Group remains
focused on realising cost synergies from acquisitions, and positioning to
leverage commercial synergies as market conditions improve.

 

Financial Highlights

 

 £'m                                 2025     2024    Change
 Order intake                        150.9    119.7   +26%
 Closing order book                  90.0     118.5   -24%
 Revenue                             174.1    122.4   +42%
 Underlying* operating profit        18.1     12.0    +51%
 Underlying* ROS                     10.4%    9.8%    +0.6%
 Underlying* profit before tax       13.5     10.6    +27%
 Underlying* earnings per share **   35.9p    35.2p   +2%
 Statutory (loss)/profit before tax  (7.7)    3.4     -11.1
 Basic (loss)/earnings per share     (31.8)p  6.0p    -37.8p
 Net cash/(debt)                     (47.9)   (37.5)  -10.4

 

* Non-underlying items include pension costs and reorganisation costs (note 3)

** Underlying EPS reflects the dilutive effect of the issue of 9,598,849
shares related to the 2024 acquisitions of CSi and BCA

 

Operational and Strategic Highlights

 

·    Stabilising order book: The order book stabilised in H2, following a
challenging H1.

·    Revenue and profit growth: Revenue was up 42% and underlying
operating profits increased 51%, reflecting the full year contribution of the
acquisitions completed in 2024.

·    Margin development: Gross margin was up +6.2pp and underlying net
margin up +0.6pp to 10.4%, as a result of restructuring actions taken in H2 in
response to market conditions.

·    Integration of acquisitions:  The first Langen cartoners completed
build in CSi Romania, following the acquisition in November 2024.  North
American facilities were successfully consolidated following the acquisition
of BCA.

·    Pension scheme buy-in: UK defined benefit pension scheme buy-in
completed with Aviva, with cash of c.£5.0m expected to be returned to the
company at wind up.

·    Innovation: Red Dot product design award won for the Group's new
top-load 'Horizon' cartoner.

·    Board strengthened: Three new non-executive appointments to the Board
to support the Group and its growth ambitions.

 

Outlook

 

·   The Group remains in line with full year market expectations, which as
in previous years will be second half weighted, but, in the context of
increasingly uncertain market conditions, it is difficult to predict the full
impact of the Middle East conflict on the timing of customer capital
investment decisions.

·    In Q1 2026, the pipeline of new prospect opportunities across all
regions and sectors has continued to grow.  The current order book, which
provides c.66% coverage of forecast 2026 revenue, has remained flat, as actual
order intake has been impacted by the increasing geopolitical uncertainty.
 Service continues to remain a resilient short cycle revenue stream (FY 2025
23% of total revenue).

·    In the context of lower market volumes, price competition for OE
orders has increased, resulting in pressure on gross margins.  This has been
mitigated by cost reductions completed in the prior year and actions taken in
Q1 2026 to further reduce overhead costs.

·    The Group remains focused on managing net debt aided by the prospect
pipeline and the ongoing focus on cost management and cash collection.  As
previously indicated, the timing of the reduction in working capital and net
debt is strongly influenced by the timing of OE order intake.

·    The Group continues to operate comfortably within banking covenants
which prudently have been aligned to a conservative view of trading conditions
in 2026, ensuring compliance with the facility agreement which is committed
until Sept 2027.

 

While the near-term outlook remains uncertain, the Board is confident that the
actions taken to integrate recent acquisitions, strengthen operational
performance and enhance the Group's customer offering leave Mpac well
positioned to benefit as market conditions improve.  The Group continues to
focus on delivering sustainable long-term growth and remains aligned with its
strategic objectives.

 

Adam Holland, Chief Executive Officer, commented:

 

"The Group delivered 2025 full year performance in line with market
expectations, navigating challenging capital equipment markets characterised
by macroeconomic uncertainty and geopolitical unrest.  We responded promptly
to lower order intake in H1, stabilising the order book in H2, and taking
decisive actions to reduce our cost base.  These actions, combined with the
positive impact of acquisitions completed during the prior year, delivered
improved margins in 2025 and prepared the Group for the year ahead.

 

We started 2026 with a lower order book, growing price competition and an
increasingly uncertain geopolitical environment.  The team have responded
proactively, taking action to further reduce costs in response to the near
term challenges and to position the Group to respond strongly when market
conditions improve."

 

Investor presentation

Management will be hosting a live online presentation for all existing and
potential shareholders via the Investor Meet Company platform at 12:00 BST on
21 April 2026. Questions can be submitted pre-event via the Investor Meet
Company dashboard up until 08:00 BST the day of the meeting, or at any time
during the live presentation.

 

Investors can sign up to Investor Meet Company for free and add to meet Mpac
Group via

(https://www.investormeetcompany.com/mpac-group-plc/register-investor)
https://www.investormeetcompany.com/mpac-group-plc/register-investor
(https://www.investormeetcompany.com/mpac-group-plc/register-investor)

 

For further information, please contact:

 

 Mpac Group plc                                   Tel: +44(0)24 7642 1100

 Adam Holland, Chief Executive Officer

 Will Wilkins, Chief Financial Officer

 Shore Capital (Nominated Adviser & Broker)       Tel: +44(0)20 7408 4050

 Advisory

 Patrick Castle

 Sophie Collins

 Broking

 Henry Willcocks

 Panmure Liberum (Joint Broker)                   Tel: +44 (0) 20 3100 2000

 Edward Mansfield

 Will King

 Freddie Wooding

 Tavistock                                        Tel: +44 (0) 20 7920 3150

 Nick Dibden                                      mpac@tavistock.co.uk (mailto:mpac@tavistock.co.uk)

 Katie Hopkins

 

Notes to Editors

Mpac (AIM: MPAC) is a global leader in engineering and technology, designing,
precision engineering, manufacturing, and supporting high-speed packaging
equipment and solutions.

 

Mpac serves 80 countries across four key regions around the world including
the Americas, EMEA and APAC. The Company operates in the attractive growth
markets of Food & Beverage and Healthcare. These targeted markets boast
significant growth opportunities.

 

Through its six product lines - BCA, Lambert, Langen, Switchback, CSi and SIGA
Vision - the Company provides Original Equipment and Services for automated
high-speed packaging, from assembly of products through to case packing and
palletising. Mpac's service offering ensures a stable and recurring revenue
after the sale of Original Equipment.

 

Mpac is a people-driven business. It employs more than 1,000 colleagues around
the world including more than 500 dedicated global engineers and designers.
The business is underpinned by Mpac's key strategic pillars, including
innovation, which remain fundamental to the Company's long-term sustainable
growth.

 

Mpac is headquartered in Coventry, UK and operates sites in the US and Mexico,
Canada, the Netherlands, Romania, Malaysia and Singapore.

 

 

Chief Executive's Review

 

Introduction

 

2025 was a year of consolidation and disciplined execution for the Group
against a backdrop of more challenging market conditions. Macroeconomic
uncertainty, evolving trade dynamics and a more cautious customer investment
environment led to longer decision-making cycles and delays to new capital
projects across our core markets.  Towards the end of 2025 quote conversion
increased and the order book stabilised, albeit within an increasingly
commercially competitive environment.

 

Following the transformational acquisitions completed in 2024, the Group's
focus in 2025 has been on integration, delivery of identified synergies and
aligning our enlarged operations to support long-term growth.  Substantial
progress has been made in integrating CSi, BCA and Siga Vision, with early
benefits seen from cross-selling activity, operational collaboration, and the
expansion of our global customer offering.

 

We continue to place customers at the centre of everything we do.  Our
broadening product portfolio, specialist engineering expertise and expanded
global footprint enabled us to maintain strong customer engagement and develop
a robust pipeline of future opportunities.  Our service business remained
resilient, providing a stable and increasingly important source of recurring
revenue.

 

The Group maintained a strong focus on operational execution during the year,
including careful management of the cost base, delivery of customer projects,
and continued investment in key strategic initiatives.  These actions
supported performance in a more demanding environment and position the Group
to respond effectively as market conditions improve.

 

We have continued to invest in our innovation roadmap and product development
capabilities, while optimising our leadership team to deliver faster,
customer-focused decisions across the commercial, operational and service
functions.  These investments ensure that Mpac remains well positioned to
capitalise on long-term structural growth drivers in automation and packaging.

 

While near-term market conditions remain uncertain, the Board is confident
that the actions taken during 2025 have strengthened the Group's operational
platform, enhanced its strategic positioning and leave it well placed to
navigate challenging near-term market conditions and to deliver sustainable
long-term growth.

 

Operational update

 

The Group delivered a resilient performance in 2025 against a challenging
trading environment.  Like-for-like (''LFL'') Original Equipment ("OE") and
Service order intake was below the prior year, reflecting softer market demand
and extended customer decision-making cycles in capital projects.  LFL OE
revenue was also lower year-on-year, primarily due to the timing of order
intake.

 

Despite these headwinds, the Group maintained a disciplined approach to
operational delivery.  Margins were supported through active cost management,
improved operational efficiencies and the increasing contribution of the
Service business.  The benefits of the acquisitions completed in 2024,
including a broader customer base and expanded capabilities, provided some
mitigation against weaker market conditions.

 

Mpac continues to operate in large, long-term markets, underpinned by
structural demand for automation and efficiency.  While short-term conditions
remain uncertain, the Group retains a significant opportunity to grow through
increased market share. By maintaining focus on executing its long-term
strategy, expanding the installed base through OE orders, growing
higher-margin Service revenues and driving operational excellence across the
enlarged Group, Mpac is well positioned to deliver sustainable and profitable
growth over the medium to long term.

 

Strategic Update

 

The Group continues to operate under a stable and consistent strategy, with
increased focus during 2025 on disciplined execution.  While our long-term
ambitions remain unchanged, we have prioritised the delivery of strategic
initiatives that strengthen the operational platform of the enlarged Group,
support margin resilience and position Mpac for sustainable growth as market
conditions improve.

 

A key focus during the year has been the integration of the businesses
acquired in 2024, enabling the Group to realise identified synergies and
unlock the full potential of the expanded customer offering.  Solid progress
has been made in aligning commercial activities, operations, and support
functions across the Group, with early benefits seen in cross-selling
opportunities and enhanced customer engagement.

 

Our strategy remains focused on our core markets of food and beverage and
healthcare, where long-term demand drivers remain strong. We continue to
broaden our customer base within these markets, deepen existing customer
relationships by extending our product portfolio and develop our service
offering, while maintaining a disciplined approach to investment and resource
allocation.

 

Our strategy continues to focus on the following five pillars:

 

1) Customer Growth

 

While market conditions in 2025 have been more subdued, our long-term growth
ambition remains unchanged. The Group continues to target sustainable revenue
growth and increased market share across its core sectors, supported by the
strength of its enlarged customer base and expanding capabilities.

 

In the current environment, there has been an increased focus on deepening
relationships with existing customers, increasing engagement levels and
progressing the strong pipeline of opportunities with an increasingly broad
customer base.  Cross-selling across the enlarged Group remains a key
mid-term strategic priority, with encouraging early traction, although
conversion of opportunities has been limited by extended customer
decision-making timelines.

 

The Group continues to invest selectively in its commercial capabilities,
ensuring alignment across global sales and marketing activities.  This
coordinated approach is expected to support improved conversion rates and
customer penetration as market conditions improve.

 

2) Outstanding Customer Service

 

The development of the Service business remains a core strategic priority,
providing resilience through recurring revenue and supporting increased margin
progression.  While the proportion of revenue derived from Service has been
diluted in the short term by the mix of activity following recent
acquisitions, the Group remains committed to its long-term 30% target.

 

During 2025, the focus has been on integrating and expanding the service
offering across the enlarged Group, leveraging the increased global footprint
and installed base.  Continued investment has been made in field service
capabilities, technical expertise, and customer support infrastructure.  In
the US, parts fulfilment has been consolidated into a single hub in Boston
Massachusetts, simplifying logistics for customers and benefiting from the
acquisition of BCA in the prior year.

 

The enhanced capabilities and the broader installed base from the acquired
businesses, BCA and Csi, provide a platform for future growth in Service
revenues, particularly in system upgrades, optimisation, and lifecycle
support.

 

3) Operational Excellence

 

In a more competitive and cost-conscious environment, operational excellence
has been a key area of focus.  The Group has prioritised improvements in
project execution, cost control, and working capital management to support
margin resilience and cash generation.

 

Progress has been made in aligning operational processes across the enlarged
Group, with continued deployment of common systems, including the Group's ERP
and business systems blueprint.  These initiatives are expected to drive
efficiencies, improve visibility, and support scalability over the medium
term.

 

The Group continues to focus on enhancing delivery performance, reducing lead
times, improving working capital, and making best use of its operational
footprint and optimising its global supply chain.

 

In North America, the consolidation of our sites in the US during 2025 drove
both cost reduction and a greater concentration of knowledge in the region,
improving efficiencies and customer experience, realising cost synergies from
the acquisition of BCA.

 

In Europe, the integration of Csi brought further cost synergy through the
consolidation of electrical panel assembly in Romania, supplying subassemblies
to Mpac businesses in the UK and Europe.  The first Langen cartoner
assemblies were also completed in Romania during the year, further improving
the cost base, and setting a pathway for further operational cost reduction.

 

In Asia, the Group opened an Engineering office in Kuala Lumpur, Malaysia,
providing engineering design support to Mpac businesses worldwide.  Initial
setup and engagement has been well executed, and plans are in place to expand
capacity as demand grows.

 

4) Innovation

 

The Group remains committed to its innovation roadmap, recognising the
importance of product development in maintaining competitive advantage.
 However, in the current environment, there has been a measured and
disciplined approach to investment, with focus on projects that deliver clear
customer value and near to medium - term returns.

 

In 2025 the Group launched the Brisa side-load Cartoner, securing the first
customer orders for the new unit with a new customer in the food sector.  The
Horizon top-load Cartoner won a prestigious Red Dot product design award,
recognising the innovative design features of this new model.  Innovation in
digital services saw the first orders for the Mpac Rewind system, and Cube
Connect deployment was extended with new customers on-boarded during the
year.  The Lambert team began work on the first implementation of the
Beckhoff Xplanar product handling system on a customer project, expected to
complete in 2026.

 

Progress has continued on key development programmes, and the Group has
maintained its capability to bring new solutions to market.  The broadened
technology base following the 2024 acquisitions further enhances the Group's
ability to deliver integrated, full-line solutions.

 

5) People

 

During 2025, the Group's focus has shifted to integration, engagement, and
organisational alignment.  Building a cohesive culture across the enlarged
Group has been a key priority, alongside retaining and developing key talent.

 

The leadership team has continued to develop, providing the capability
required to manage the scale and complexity of the Group while making
empowered, timely decisions in response to rapidly changing market conditions.
 Continued investment in systems, processes, and employee engagement supports
the Group's long-term growth ambitions, with the deployment of the SafetyQube
safety management system and Cezanne HR information system to all Group
businesses in 2025, including those acquired during the prior year.

 

The Group remains committed to maintaining high standards of health and safety
and continues to build on the progress made in recent years, embedding a
proactive safety culture across all operations.

 

Environmental, Social & Governance

 

We are committed to continuous improvement in our Environmental, Social &
Governance (''ESG'') performance. Sustainability is increasingly important to
our customers.  Our engineered automation and packaging solutions provide
customers with sustainable and environmentally sound equipment that support
the global megatrends of reduction in packaging, particularly single-use
plastics, reducing waste and energy use, and increasing overall equipment
effectiveness.  Our end-to-end capabilities help our customers to achieve
their sustainability goals.

 

Outlook

 

The Group remains in line with full-year market expectations.  As in previous
years we expect that the result will be weighted towards the second half due
to the lower opening order book, however, this is set against an increasingly
uncertain market backdrop, with the full impact of the Middle East conflict on
the timing of customer capital investment decisions remaining difficult to
predict.

 

In Q1 2026, the pipeline of new prospect opportunities across all regions and
sectors continued to grow. However, the current order book, which provides
approximately 66% coverage of forecast 2026 revenue, has remained flat, with
current year order intake impacted by increasing geopolitical uncertainty.
Service revenue continues to demonstrate resilience as a short-cycle revenue
stream, representing 23% of total revenue in FY 2025.

 

Against a backdrop of lower market volumes, price competition for OE orders
has intensified, resulting in pressure on gross margins. This has been
partially mitigated by cost reductions implemented in the prior year,
alongside actions taken in Q1 to further reduce overhead costs.

 

We remain focused on managing net debt, supported by the strength of the
prospect pipeline and a continued emphasis on cost management and cash
collection. As previously indicated, the timing of reductions in working
capital and net debt is strongly influenced by the timing of OE order
intake.

We continue to operate comfortably within its banking covenants, which have
been prudently aligned to a conservative view of trading conditions in 2026,
ensuring ongoing compliance with the facility agreement, which is committed
until September 2027.

 

While the near-term outlook remains uncertain, the Board is confident that the
actions taken to integrate recent acquisitions, strengthen operational
performance and enhance the Group's customer offering leave Mpac well
positioned to benefit as market conditions improve.

 

 

Adam Holland

 

Chief Executive Officer

20 April 2026

 

 

 

FINANCIAL REVIEW

 

Overview

 

Group revenue of £174.1m (2024: £122.4m) represents an increase of 42%
compared to the previous year. OE revenue increased by 47% to £133.8m (2024:
£91.2m), underpinned largely by growth in EMEA. Services revenue increased to
£40.3m (2024: £31.2m), attributable to the Americas and EMEA.

 

Overall order intake for the Group grew by 26% to £150.9m (2024: £119.7m).
The closing 2025 order book, which decreased to £90.0m (2024: £118.5m),
still provides good coverage over the forecast 2026 revenue. We remain
vigilant to project execution risk and the operational efficiency of the
business.

 

As anticipated, revenue and profit before tax were substantially higher in the
second half of 2025 compared to the first half, supported by the timing of
project execution through 2025, with full year underlying operating profit of
£18.1m (2024: £12.0m), a 51% increase on 2024 and in line with market
guidance.

 

The timing of significant prospects, particularly towards the end of 2025, led
to an increase in working capital, which at the year end was £13.5m (2024:
£0.4m).

 

Underlying operating profit increased strongly to £18.1m (2024: £12.0m) and
underlying profit before tax for the year of £13.5m (2024: £10.6m), net of
third-party interest charges of £4.6m (2024: £1.4m), was 27% up on 2024 and
in line with market guidance.

 

Revenue by region: Americas £72.2m (2024: £60.3m), EMEA £93.4m (2024:
£46.9m) and Asia £8.5m (2024: £15.2m).

 

Revenue by sector: Food & Beverage £88.0m (2024: £52.1m), Healthcare
£52.9m (2024: £43.7m) and Other £33.2m (2024: £26.6m).

Individual OE contracts, and, to a lesser extent, contracts within the Service
business, can be large. Accordingly, a few significant orders and their timing
can have a disproportionate impact on the growth rates seen in individual
sectors and regions from year to year.

 

Original Equipment

 

OE order intake of £110.8m (2024: £87.0m) was 27% above the prior year due
to the full year effect of the acquisitions made in 2024. OE revenues of
£133.8m (2024: £91.2m) were 47% ahead of the prior year.

 

OE revenue generated in the Americas region was 21% above the prior year at
£54.2m (2024: £44.9m).

 

In EMEA, OE revenue in the year was £73.7m (2024: £33.8m), 118% above the
prior year. OE revenue in Asia was £5.9m (2024: £12.5m) representing a 53%
decrease against the prior year.

 

Service

 

Order intake for the Service division was 23% up on the prior year at £40.1m
(2024: £32.7m). Service revenue of £40.3m (2024: £31.2m) was 29% above the
prior year.

 

Service revenue in the Americas was 17% above the prior year at £18.0m
compared to £15.4m in 2024. EMEA revenue in the year was £19.7m compared to
£13.1m in 2024 and Asia revenue in the year was £2.6m compared to £2.7m in
2024.

 

Operating results

 

Gross profit was £63.2m (2024: £36.8m) and underlying selling, distribution,
administration costs and other operating income amounted to £45.1m (2024:
£24.8m).

 

Underlying operating profit was £18.1m (2024: £12.0m). Underlying profit
after tax was £10.8m (2024: £7.9m) and statutory loss for the year was
£9.5m (2024: statutory profit of £1.4m).

 

Non-underlying items merit separate presentation in the consolidated income
statement to allow a better understanding of the Group's financial
performance, by facilitating comparisons with prior periods and assessments of
trends in financial performance. The majority of non-underlying items in the
year related to the closure of the Cleveland site and the associated
impairment of purchased goodwill, totalling £13.6m.

 

Pension costs, acquisition-related items, reorganisation costs and property
transactions are considered non-underlying items as they are not
representative of the core trading activities of the Group and are not
included in the underlying profit before tax measure reviewed by key
stakeholders.  Details of non-underlying items incurred in the period are
disclosed in note 3.

 

Net financing expenses were £2.5m (2024: £nil).  Tax on underlying profit
before tax was £2.7m (2024: £2.7m). The tax charge on the Group's loss
before tax was £1.8m (2024: £2.0m).

 

Reconciliation of underlying profit before tax to profit before tax

 

                                                             2025   2025    2024   2024
                                                             £m     £m      £m     £m
 Underlying profit before tax                                       13.5           10.6
 Non-underlying items

 Defined benefit pension scheme - other costs and interest   0.3            -
 Acquisition costs                                           -              (3.5)
 Reorganisation costs  (Cleveland)                           (3.4)          -
 Impairment of intangible assets (Cleveland)                 (8.4)          (1.0)
 Impairment of fixed and leases assets (Cleveland)           (1.8)          -
 Customer contract cancellation                              (1.9)          (0.6)
 Acquired intangible asset amortisation                      (6.0)          (2.1)
 Non-underlying items total                                         (21.2)         (7.2)
 (Loss)/profit before tax                                           (7.7)          3.4

 

Dividends

 

Having considered the opportunities for investment in the growth of the Group,
the Board has decided that it is not appropriate to pay a final dividend. No
interim dividend was paid in 2025. Future dividend payments will be considered
by the Board in the context of future growth opportunities and when the Board
believes it is prudent to do so.

 

Cash, treasury and funding activities

 

Net cash at the Year-end was £9.6m (2024: £18.2m) with £57.5m of borrowings
drawn at the year-end (2024: £54.8m). Net cash inflow before acquisition and
reorganisation costs was £6.2m (2024: £5.6m), including an increase in
working capital of £13.7m (2024: £7.4m decrease) and defined benefit pension
payments of £0.2m (2024: £2.3m). Reorganisation and acquisition costs of
£2.7m (2024: £1.4m) were paid in the year. Net taxation payments were £1.9m
(2024: £1.6m). Capital expenditure on property, plant and equipment was
£0.6m (2024: £1.9m), and capitalised product development expenditure was
£4.1m (2024: £3.1m). Net current liabilities at the end of the year were
£32.5m (2024: £26.2m) and net assets at the year-end were £75.3m (2024:
£108.0m).

 

The Group entered into a three-year funding agreement with HSBC in 2024, which
provided the Group with a £35.0m revolving credit facility ("Facility") to
support future growth and for the 2024 acquisitions. The Facility also
provides several other opportunities to proactively manage the Group's cash
and ensure that the Group is well placed to react to opportunities, both
organic and acquisition related, as they arise. Additionally, the Group
entered into a two-year term-loan agreement for the value of £12.0m. The
Group utilised £41.8m of these combined facilities at the end of the year and
repaid £4.9m of the term loan in line with its terms.

 

There were no significant changes during 2025 in the financial risks,
principally currency risks and interest rate movements, to which the business
is exposed, and the Group treasury policy remains unchanged. The Group does
not trade in financial instruments and enters into derivatives (mainly forward
foreign exchange contracts) solely for the purpose of minimising currency
exposures on sales or purchases in currencies other than the functional
currencies of its various operations.

 

Working Capital

 

The Group continues to experience high levels of working capital across the
Group and is focused upon managing both commercial terms and project execution
to reduce the level over the course of 2026. The timing and phasing of project
execution, as well as the integration of CSi and BCA into the Group, has meant
that working capital closed at £13.5m, representing a £13.1m increase from
the prior year.

 

Pension schemes

 

The Group is responsible for defined benefit pension schemes in the UK and the
USA in which there are no active members. The Company is responsible for the
payment of a statutory levy to the Pension Protection Fund.

 

Positively, the UK scheme purchased a buy-in policy from Aviva in the year for
£249m, securing the benefits of all members of the UK scheme and almost
entirely eliminating the risks to the Group from the scheme. After the
purchase of the policy, the IAS 19 valuation of the UK scheme at 31 December
2025 showed a surplus of £7.6m (£5.7m net of deferred tax), compared with a
surplus of £39.4m (£29.8m net of deferred tax) at 31 December 2024. The
scheme is anticipated to hold a small surplus of up to £5m which will be
returned upon the eventual wind-up of the scheme. The process of moving the
scheme to buy-out and subsequent wind up, including GMP equalisation, is
progressing according to plan and within the forecast budget.

 

The net valuation of the USA pension schemes at 31 December 2025, with total
assets of £6.7m, showed a deficit of £1.4m, a decrease of £0.1m from 31
December 2024, caused primarily by the fall in the value of the US dollar.

 

The aggregate expense of administering the pension schemes was £1.7m (2024:
£1.4m). The net financing income on pension scheme balances was £2.0m (H1
2024: £1.4m).

 

The UK scheme's funding agreement foresaw the potential for the buy-in
purchase and causes contributions to be held in escrow. The escrow account can
only be used by the scheme in the unlikely event that a deficit arose. £2.3m
was held in the escrow account at the year end and included in other debtors
on the Group's balance sheet.

 

Equity

 

Group equity at 31 December 2025 was £75.3m (2024: £108.0m). The movement
arises mainly from the loss for the year of £9.5m, a net actuarial loss in
respect of the Group's defined benefit pension schemes of £24.4m and changes
in the translation and hedging reserves of £1.5m; all figures are stated net
of tax where applicable.

 

 

Will Wilkins

Chief Financial Officer

20 April 2026

CONSOLIDATED INCOME STATEMENT

 

                                            2025                                                  2024

                                                                     Non-underlying                            Non-underlying

                                                                     (note 3)                                  (note 3)

                                            Underlying                £m              Total       Underlying   £m               Total

                                     Note             £m                              £m          £m                            £m

 Revenue                             2      174.1                    -                174.1       122.4        -                122.4

 Cost of sales                              (110.9)                  -                (110.9)     (85.6)       -                (85.6)

 Gross profit                               63.2                     -                63.2        36.8         -                36.8

 Distribution expenses                      (14.8)                   -                (14.8)      (10.5)       -                (10.5)

 Administrative expenses                    (29.8)                   (23.3)           (53.1)      (15.1)       (8.6)            (23.7)

 Other operating income/(expenses)          (0.5)                    -                (0.5)       0.8          -                0.8

 Operating (loss)/profit             2, 3   18.1                     (23.3)           (5.2)       12.0         (8.6)            3.4

 Financial income                           -                        2.1              2.1         -            1.4              1.4

 Financial expenses                         (4.6)                    -                (4.6)       (1.4)        -                (1.4)

 Net financing (expense)/income             (4.6)                    2.1              (2.5)       (1.4)        1.4              -
 Profit before tax                          13.5                     (21.2)           (7.7)       10.6         (7.2)            3.4

 Taxation                                   (2.7)                    0.9              (1.8)       (2.7)        0.7              (2.0)

 Profit for the period                      10.8                     (20.3)           (9.5)       7.9          (6.5)            1.4

 (Loss) / Earnings per ordinary share
 Basic                               5                                                (31.8)p                                   6.0p

 Diluted                             5                                                (31.8)p                                   6.0p

 

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

 

                                                                                      2025       2024

                                                                                      £m         £m

 (Loss) / Profit for the period                                                       (9.5)      1.4

 Other comprehensive income/(expense)
 Items that will not be reclassified to profit or loss

 Actuarial gains/(losses)                                                             (32.2)     5.3

 Tax on items that will not be reclassified to profit or loss                         7.8        0.9

                                                                                      (24.4)     6.2
 Items that may be reclassified subsequently to profit or loss

 Currency translation movements arising on foreign currency net investments

                                                                                      1.0         (1.6)

 Effective portion of changes in fair value of cash flow hedges

                                                                                      0.2        (0.3)

 Reclassified to income statement from hedging reserve

                                                                                      0.3        0.1
                                                                                      1.5        (1.8)
 Other comprehensive income/(expense) for the period                                  (22.9)     4.4

 Total comprehensive income/(expense) for the period                                  (32.4)     5.8

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 

                                                                                                Capital

                                                              Share     Share     Translation   redemption   Hedging   Retained   Total

                                                              capital   premium   reserve       reserve      reserve   earnings   equity

                                                              £m        £m        £m            £m           £m        £m         £m

 Balance at 1 January 2024                                    5.1       26.0      1.5           3.9          (0.1)     27.6       64.0

 Profit for the period                                        -         -         -             -            -         1.4        1.4

 Other comprehensive (expense)/income for the period

                                                              -         -         (1.6)         -            (0.2)     6.2        4.4

 Total comprehensive (expense)/income for the period

                                                              -         -         (1.6)         -            (0.2)     7.6        5.8

 Equity issue

 Purchase of own shares                                       2.4       35.8      -             -            -         -          38.2

                                                              -         -         -             -            -         -          -

 Total transactions with owners, recorded directly in equity  2.4       35.8      -             -            -         -          38.2

 Balance at 31 December 2024                                  7.5       61.8      (0.1)         3.9          (0.3)     35.2       108.0

 (Loss) / Profit for the period                               -         -         -             -            -         (9.5)      (9.5)

 Other comprehensive (expense)/income for the period

                                                              -         -         1.0           -            0.5       (24.4)     (22.9)

 Total comprehensive (expense)/income for the period

                                                              -         -         1.0           -            0.5       (33.9)     (32.4)

 Equity-settled share based transactions

                                                              -         -         -             -            -         (0.3)      (0.3)

 Total transactions with owners, recorded directly in equity  -         -         -             -            -         (0.3)      (0.3)

 Balance at 31 December 2025                                  7.5       61.8      0.9           3.9          0.2       1.0        75.3

 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

                                                2025       2024

                                         Note   £m         £m
 Non-current assets

 Intangible assets                              108.4      117.4

 Property, plant and equipment                  4.7        5.8

 Investment property                            0.8        0.8

 Right of use assets                            9.3        9.4

 Employee benefits                       4      7.6        39.4

 Deferred tax assets                            3.5        5.3

                                                134.3      178.1

 Current assets

 Inventories                                    16.2       15.9

 Trade and other receivables                    60.7       59.4

 Current tax assets                             0.8        0.8

 Cash and cash equivalents                      9.6        18.2
                                                87.3       94.3
 Current liabilities

 Lease liabilities                              (2.8)      (2.2)

 Trade and other payables                       (61.7)     (72.1)

 Current tax liabilities                        (2.2)      (2.2)

 Provisions                                     (1.6)      (2.8)

 Interest-bearing loans and borrowings          (51.5)     (41.2)

                                                (119.8)    (120.5)
 Net current (liabilities) / assets             (32.5)     (26.2)
 Total assets less current liabilities          101.8      151.9

 Non-current liabilities

 Interest-bearing loans and borrowings          (6.0)      (14.5)

 Employee benefits                       4      (1.4)      (1.5)

 Other payables                                 (1.4)      (1.3)

 Deferred tax liabilities                       (9.5)      (19.1)

 Lease liabilities                              (8.2)      (7.5)

                                                (26.5)     (43.9)
 Net assets                                     75.3       108.0

 Equity

 Issued capital                                 7.5        7.5

 Share premium                                  61.8       61.8

 Reserves                                       4.1        3.6

 Retained earnings                              1.9        35.1
 Total equity                                   75.3       108.0

 

CONSOLIDATED STATEMENT OF CASH FLOW

 

                                                                     2025       2024

                                                              Note   £m         £m
 Operating activities
 Operating profit

Non-underlying items included in operating profit                  (5.2)      3.4

Amortisation

 Depreciation                                                        23.3       8.6

Profit on the sale of property, plant and equipment

Pension escrow contributions                                       1.0        1.0
 Pension contributions

 Working capital movements:                                          3.3        2.3
   - decrease/(increase) in inventories

   - (increase) / decrease in contract assets                        -          -
   - decrease/(increase) in trade and other receivables

   - (decrease) / increase in trade and other payables               (2.3)      -
   - decrease in provisions

   - (decrease)/increase in contract liabilities                     (0.2)      (2.3)

 

                                                                     (0.4)      1.3

                                                                     (7.9)      3.6

                                                                     9.5        2.0

                                                                     (8.5)      0.6

                                                                     (2.1)      (0.2)

                                                                     (4.3)      (14.7)
 Cash flows from continuing operations before reorganisation         6.2        5.6

 Acquisition and reorganisation costs paid

                                                                     (2.7)      (1.4)

 Cash flows from operations                                          3.5        4.2

 Taxation paid

 

                                                                     (1.9)      (1.6)

 Cash flows from operating activities                                1.6        2.6
 Investing activities
 Proceeds from sale of property, plant and equipment

Capitalised development expenditure                                0.2        0.4

Acquisition of property, plant and equipment

 Net cash flow on acquisition of subsidiaries                        (4.1)      (3.1)

                                                                     (0.6)      (1.9)

                                                                     (1.0)      (54.9)

 Cash flows used in investing activities                             (5.5)      (59.5)

 
 Financing activities
 Interest paid

 (Repayment) / proceeds of borrowings                                (4.2)      (1.2)
 Proceeds from equity raise

 Principal elements of lease payments                                (4.7)      38.5

 

                                                                     -          28.4

                                                                     (2.0)      (1.2)

 Cash flows from financing activities                                (10.9)     64.5

 
                                                              6

 Net increase / (decrease) in cash and cash equivalents              (14.8)     7.6

 Cash and cash equivalents at 1 January                              18.2       11.0

 Effect of exchange rate fluctuations on cash held                   (1.4)      (0.4)

 Cash and cash equivalents at 31 December 2025                       2.0        18.2

 

 

NOTES TO ANNOUNCEMENT

 

1.      General information

The Group's financial statements have been prepared in accordance with
UK-adopted International Accounting Standards and with the requirements of the
Companies Act 2006 that were effective at 31 December 2025.

 

The financial information set out above does not constitute the Company's
statutory accounts for the years ended 31 December 2025 or 2024.  Statutory
accounts for 2025 have been delivered to the Registrar of Companies. The
auditors have reported on the 2025 and 2024 statutory accounts; their reports
were (i) unqualified, (ii) did not include references to any matters to which
the auditors drew attention by way of emphasis without qualifying their
reports and (iii) did not contain statements under section 498 (2) or (3) of
the Companies Act 2006.

 

2.      Operating segments

Segment information

                                                                         12 months to 31 Dec 2025           12 months to 31 Dec 2024
                                                                         OE         Service    Total        OE         Service    Total

                                                                         £m         £m         £m           £m         £m         £m
 Revenue

 Americas                                                                54.2       18.0       72.2         44.9       15.4       60.3

 EMEA                                                                    73.7       19.7       93.4         33.8       13.1       46.9

 Asia Pacific                                                            5.9        2.6        8.5          12.5       2.7        15.2

 Total                                                                   133.8      40.3       174.1        91.2       31.2       122.4

 Gross profit                                                                                  63.2                               36.8
 Selling, distribution & administration                                                        (45.1)                             (24.8)

 Underlying operating profit                                                                   18.1                               12.0

 Unallocated non-underlying items included in operating profit

                                                                                               (23.3)                             (8.6)
 Operating (loss) / profit                                                                     (5.2)                              3.4

 Net financing expense                                                                         (2.5)                              -

 (Loss) / Profit before tax                                                                    (7.7)                              3.4

 

Sector information

                      Revenue

                      (by customer sector)
                      2025         2025        2024         2024

                      £m           %           £m           %

 Food & Beverage      88.0         51          52.1         43

 Healthcare           52.9         30          43.7         36

 Other                33.2         19          26.6         21
                      174.1        100         122.4        100

 

Geographical information

                            Revenue

                            (by location of customer)
                            2025         2025        2024         2024

                            £m           %           £m           %

 UK                         17.0         10          15.1         12

 Europe (excl. UK)          69.5         40          29.1         24

Africa & Middle East

                          6.9          4           2.7          2
 USA

Americas (excl. USA)      47.4         27          52.7         43

 Asia Pacific               24.9         14          7.6          6

                            8.4          5           15.2         13

                            174.1        100         122.4        100

 

3.      Non-underlying items

 

                                                                      2025      2024

                                                                      £m        £m

 Acquisition costs                                                    -         (3.5)

 Reorganisation and site closure costs                                (3.4)     -

 Amortisation of acquired intangible assets                           (6.0)     (2.1)

 Impairment of goodwill and intangible assets                         (8.4)     (1.0)

 Impairment of fixed and leased assets                                (1.8)     -

 Customer dispute                                                     (1.9)     -

 Freyr contract termination costs                                     -         (0.6)

 Defined benefit pension scheme administration costs and interest     0.3       -

 Total non-underlying expense before tax                              (21.2)    (7.2)

 

 

4.      Employee benefits

The Group accounts for pensions under IAS 19 Employee benefits. The most
recent formal actuarial valuation of the scheme was carried out at 30 June
2024 using the projected unit credit method. The market value of the scheme
assets at that date was £290.2m and the funding level was 107.8% of
liabilities, which represented a surplus of £21.1m. The principal terms of
the deficit funding agreement between the Company and the Fund's Trustees,
which is effective until 31 December 2035, but is subject to reassessment
every three years are that the Company will continue to pay a sum of £2.0m
per annum to the scheme (increasing at 2.1 per cent. per annum) in deficit
recovery payments.

 

The funding agreement focuses the scheme and the company on achieving risk
transfer to an alternative arrangement which the company would not be liable
for the performance of. For this reason, the scheme used the majority of its
assets to purchase a bulk annuity policy from Aviva for its known liabilities
in June 2025. The final price of this policy is being resolved by the scheme
and its advisers. This purchase largely crystallised the difference between
the technical provisions and the IAS19 valuation and the premium for the added
member security of the benefits, reducing the IAS19 surplus to £7.6m (2024:
£39.4m).

 

Based on annual tests, as the funding level on a technical provisions basis
exceeded 103%, contributions have been redirected to an escrow account from 1
January 2025, which can only be used by the scheme to either enable risk
transfer or remedy a future deficit arising and would be returned to the
company should risk transfer be achieved without the funds being required.
Should the funding level reach 110% of technical provisions (including the
value of the escrow account), contributions cease. Agreement has been reached
with the scheme to continue these contributions to the escrow account
throughout 2026. As the contributions were held in the escrow account, no
contributions to the scheme were made during the year (2024: £1.9m). £2.3m
of contributions are currently held within the escrow account, disclosed
within 'Other Debtors' on the Group and Company balance sheet. Contributions
to the US scheme totalled £0.2m (2024: £0.2m).

 

As there is no longer a deficit in the scheme, there is no deficit recovery
period.

 

Profit before tax includes charges in respect of the defined benefit pension
schemes' administration costs of £1.7m (2024: £1.4m) and a net financing
income on pension scheme balances of £2.0m (2024: £1.4m).

 

Employee benefits include the net pension asset of the UK defined benefit
pension scheme of £7.6m (2024: £39.4m) and the net pension liability of the
USA defined benefit pension schemes of £1.4m (2024: £1.5m), all figures
before tax.

 

5.      Loss / Earnings per share

Basic loss per ordinary share is based upon the loss for the period of £9.5m
(2024: profit of £1.4m) and on a weighted average of 30,073,273 shares in
issue during the year (2024: 22,551,963). The weighted average number of
shares excludes any shares held by the employee trust in respect of the
Company's long-term incentive arrangements.

 

Underlying earnings per ordinary share amounted to 35.9p for the year (2024:
35.2p) and is based on underlying profit for the period of £10.8m (2024:
£7.9m), which is calculated on profit before non-underlying items.

 

6.      Reconciliation of net cash flow to movement in net funds

 

                                                                               2025       2024

                                                                               £m         £m

 Net increase / (decrease) in cash and cash equivalents                        (14.8)     7.6

 Change in net funds resulting from cash flows                                 (14.8)     7.6

 Translation movements                                                         (1.4)      (0.4)

 Movement in net funds in the period                                           (16.2)     7.2

 Opening net funds                                                             (47.2)     (4.1)

 Movement in interest bearing loans, borrowings and deferred consideration     5.8        (46.8)

 Movement in lease liabilities                                                 (1.3)      (3.5)

 Closing net funds                                                             (58.9)     (47.2)

 

7.      Analysis of net funds

                                                                     2025       2024

                                                                     £m         £m

 Cash and cash equivalents - current assets                          9.6        18.2

 Interest-bearing loans and borrowings - current liabilities         (51.5)     (41.2)

 Interest-bearing loans and borrowings - non-current liabilities     (6.0)      (14.5)

 Lease liabilities                                                   (11.0)     (9.7)
 Closing net funds                                                   (58.9)     (47.2)

 

 

8.      Acquisitions

 

The Group acquired 100% of the share capital of Boston Conveyor &
Automation Inc (BCA) on 18 September 2024 and 100% of the share capital of
Elstar Group, the parent company of CSi Palletising (CSi) on 29 November 2024.

 

The disclosures in 2024 were based on the initial assessment of the acquired
assets and liabilities and as permitted under IFRS3, were reviewed within 12
months of acquisition. The only adjustment identified related to the
recognition of profit on contracts in progress, which reduced the acquired
assets within CSi by £0.5m with the consequent adjustment to acquired
goodwill.

 

The final amounts recognised in respect of identifiable assets acquired and
liabilities assumed are as set out in the table below:

 

                                                        CSi      BCA      Total

                                                        £m       £m       £m
 Intangible assets relating to customer relationships,

orderbook & technology

 Property, plant and equipment                          29.3     4.5      33.8
 Inventories

 Cash                                                   4.7      1.1      5.8
 Trade receivables

 Prepayments and accrued income                         8.7      -        8.7
 Deferred tax

                                                        5.5      2.9      8.4
 Trade payables

 Accruals and other payables                            14.3     0.5      14.8
 Corporation tax

 Contract liabilities                                   5.0      0.1      5.1
 Deferred tax

 Provisions                                             2.5      -        2.5

 

                                                        (5.1)    (0.2)    (5.3)

                                                        (12.9)   (3.6)    (16.5)

                                                        (0.5)    -        (0.5)

                                                        (26.9)   -        (26.9)

                                                        (7.3)    -        (7.3)

                                                        (2.9)    -        (2.9)

 Total identifiable net assets at fair value            14.4     5.3      19.7

 

Goodwill arising on acquisition

                                                        51.3     10.1     61.4

 Total Consideration                                    65.7     15.4     81.1

 Satisfied by:
 Cash consideration

 Issue of new ordinary shares in Mpac Group plc         52.7     8.8      61.5
 Vendor loans

 Deferred consideration                                 5.2      4.8      10.0
 Cash and working capital adjustments

                                                        5.2      -        5.2

                                                        2.6      -        2.6

                                                        -        1.8      1.8
 Total consideration                                    65.7     15.4     81.1

 
 Net cash outflow arising on acquisition
 Cash paid

Net cash acquired                                     (52.7)   (10.6)   (63.3)

                                                        5.5      2.9      8.4

 Net cash outflow arising on acquisition                (47.2)   (7.7)    (54.9)

 

 

 

9.      Annual Report and Accounts

 

Shareholders will be notified, no later than 18 May 2026 of the availability
of the Annual Report and Accounts, together with the Company's Notice of
Annual General Meeting ("AGM"), via a Regulatory Information Service
announcement.  Copies of the documents will be available on the Group's
website at www.mpac-group.com.  Shareholders that have elected to receive a
hard copy of the Annual Report and Accounts, together with the Notice of AGM
will receive them shortly after.  Details of arrangements for voting at the
AGM will also be notified to shareholders at the same time.  The AGM will be
held at 12 noon on 18 June 2026 at Mpac Group plc, 2 Argosy Court, Coventry,
CV3 4GA.

 

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