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REG - NAHL Group PLC - Final Results and Investor Presentation

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RNS Number : 3296D  NAHL Group PLC  07 May 2026

This announcement contains inside information as stipulated under the Market
Abuse Regulation no. 596/2014 (as incorporated into UK law by virtue of the
European Union (Withdrawal) Act 2018 as amended by virtue of the Market Abuse
(amendment) (EU exit) Regulations 2019). Upon the publication of this
announcement via a Regulatory Information Service, this inside information is
now considered to be in the public domain.

 

7 May 2026

NAHL Group plc

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

 

Final Results and Investor Presentation

 

Strong profit and cash generation with significant net debt reduction

 

NAHL, a leading marketing and services business focused on the UK consumer
legal market, is pleased to announce its audited results for the year ended 31
December 2025 ("FY25").

 

Highlights

 

Financial Performance

 

                               Year ended 31 December 2025  Year ended 31 December 2024  Change
 Group Revenue                 £40.0m                       £38.8m                       +3.2%
 Underlying Operating Profit   £7.3m                        £3.9m                        +85.0%
 Operating Profit/(Loss)       £6.7m                        £(36.5)m                     -
 Underlying Profit Before Tax  £5.0m                        £1.4m                        +260.0%
   Profit/(Loss) Before Tax    £4.4m                        £(39.1)m                     -
 Net Debt                      £3.2m                        £7.1m                        - 54.9%

 

 ·             Group Revenue increased 3.2% to £40.0m (2024: £38.8m).
 ·             Underlying Profit Before Tax increased 260% to £5.0m (2024: £1.4m).
 ·             Profit Before Tax of £4.4m (2024: loss of £39.1m)
 ·             Group generated £3.9m of free cash flow, up 51% (2024: £2.6m). As a result,
               net debt was reduced by 54.9% to £3.2m (31 December 2024: £7.1m), down from
               a high of £21.0m in 2019.

 

Operational Update

 

 ·             Consumer Legal Services ("CLS") division increased revenue by 4.0% to £23.8m,
               driven by growth in the Personal Injury business of 5%, with revenues of
               £20.4m (2024: £19.5m).
 ·             The Group's fully integrated law firm, National Accident Law ("NAL") had
               another good year and there are clear signs of its growing maturity:
               o                                         4,276 new enquiries placed into NAL, lower than the previous year (2024:
                                                         5,892) as we sought to balance the working capital demands of the business.
               o                                         We estimate these new enquiries will be worth £5.8m in future revenue and
                                                         cash.
               o                                         NAL settled 3,197 claims in the year (2024: 3,558) and the average revenue per
                                                         settled claim was higher than 2024, in part due to inflationary increases in
                                                         average settlements but also as a result of our effective litigation tactics.
                                                         These claims generated £10.7m of cash from settlements, up 26% (2024:
                                                         £8.5m).
               o                                         At 31 December 2025, NAL was processing 7,243 ongoing claims (31 December
                                                         2024: 8,457 ongoing claims). We estimate after expensing marketing and
                                                         processing costs to date, our book of ongoing claims will generate future
                                                         revenues of £8.6m, future gross profits of £6.1m, and future cash of
                                                         £13.0m.
               o                                         The year again saw the value of settlements exceed the value of new claims
                                                         added to the book.  As a result, and as expected, the value of the book has
                                                         shrunk whilst working capital continues to be prudently managed.
 ·             National Accident Helpline ("NAH") generated 13,389 enquiries in the year
               (2024: 19,744), reflecting lower demand from our panel of third-party law
               firms and prudent working capital management. During the year, management took
               positive action to maintain enquiry acquisition costs in line with historical
               norms, following the one-off changes to Google algorithms and the introduction
               of AI overviews which pushed up costs in 2024.

 ·             Critical Care delivered a flat performance following the Board's review into
               the future ownership of the business, which caused inevitable distraction for
               the management team. Revenue increased 2.0% to £16.3m, with 43% of this from
               recurring revenue linked to case management and care services.
               o                                         The business generated £4.5m of cash from operations (2024: £5.4m), lower
                                                         than 2024 due to growth in expert witness instructions which have a longer
                                                         working capital cycle.
               o                                         Expert witness services grew revenues by 9% to £8.5m (2024: £7.8m) and the
                                                         team delivered 1,454 reports to customers, an increase of 9% (2024: 1,335).
                                                         The number of instructions for new reports increased 4%, demonstrating a
                                                         strong pipeline of future work.
               o                                         Bush & Co. Care Solutions continued its strong trajectory, with revenues
                                                         up 21% to £0.9m (2024: £0.7m), all of which is recurring revenue.

 

Current Trading and Outlook

 

 ·             The Group has started 2026 well, and performance through the three months to
               31 March 2026 ("Q1") was in line with the Board's expectations. Revenues were
               up 3% against the same period last year.
 ·             In Consumer Legal Services, the Group generated 3,983 personal injury
               enquiries, up 13% on Q1 FY25 and average cost per enquiry was 10% higher than
               in 2023.
 ·             A total of 1,220 new enquiries were placed into NAL in Q1, expected to
               generate future revenue and cash of £1.7m. NAL settled 851 claims, which
               generated £2.7m cash from settlements (Q1 FY25: 950 claims, resulting in
               £2.8m cash from settlements).  We expect to settle fewer claims than last
               year, as we started the year with fewer open claims.
 ·             In Critical Care, Bush & Co. delivered 376 expert witness reports in Q1,
               up 8% on Q1 FY25.  The business issued 103 INAs and ended Q1 with 39
               standalone cases. The number of instructions generated in Q1 across expert
               witness and case management services were 18% higher than the preceding
               quarter.
 ·             Since the start of the year, the Critical Care management team have been
               exploring various initiatives to deliver growth and operational efficiencies
               across the business. These include various technology solutions to drive
               productivity in expert witness and care services, and further development to
               the business model to drive growth in case management and care services. The
               Board expects these initiatives to start to contribute in 2026 and will
               provide a more detailed update later in the year.
 ·             The Group generated £1.0m of FCF in Q1, which reduced net debt to £2.2m at
               31 March 2026 (31 December 2025: £3.2m). We anticipate lower levels of FCF
               for the rest of the year due to the expected lower number of case settlements
               in NAL.
 ·             In May 2026, the Group successfully extended its banking facility with Virgin
               Money, reducing the £11m RCF, which was due to expire on 31 December 2026, to
               an £8.5m facility which runs to 31 December 2027.
 ·             The Board continues to focus on exploring strategic options to accelerate
               value for shareholders.

 

James Saralis, CEO of NAHL, commented:

 

"I am pleased to report that 2025 was a good year for NAHL, with the Group
delivering a 260% increase in underlying profit before tax to £5.0m, while
continuing to generate strong levels of cash and reduce net debt to £3.2m at
year end.

 

"Following a challenging 2024 for the Personal Injury business, the team
successfully managed enquiry generation costs down to historical norms through
2025. Concurrently, the Group's fully integrated law firm, National Accident
Law, had another strong year on case settlement while the number of open
cases continues to contract as working capital is prudently managed. The
Critical Care division was impacted by the Board's review of the future
ownership of the business, but the new year has got off to a solid start and
the team is exploring several exciting initiatives to deliver meaningful
growth over the medium-term.

 

"The positive trading momentum has continued into 2026 and the Group's Q1
performance was in line with the Board's expectations.  The cash conversion
delivered in 2025 has continued into the new year and, as a result, net debt
has been reduced further to £2.2m at 31 March 2026.

 

"As previously announced, the Board continues to explore options to accelerate
value for shareholders and is engaging with them to hear their
views.  This work is ongoing, and the Board will update the market as soon
as it is appropriate to do so."

 

The Annual Report and notice of Annual General Meeting will be available by
the end of May 2026.

 

Investor Meet Company Presentation - 14 May 2026

 

James Saralis CEO and Chris Higham CFO will provide a live presentation via
Investor Meet Company at 10:00 BST on 14 May 2026. The presentation is open to
all existing and potential shareholders. Questions can be submitted pre-event
via your Investor Meet Company dashboard up until 09:00 BST the day before the
meeting or at any time during the live presentation.

 

Investors can sign up to Investor Meet Company for free and add to meet NAHL
Group plc via:
https://www.investormeetcompany.com/nahl-group-plc/register-investor
(https://www.investormeetcompany.com/nahl-group-plc/register-investor) .
Investors who already follow NAHL Group plc on the Investor Meet Company
platform will automatically be invited.

 

 

Enquiries:

 

 NAHL Group plc                                               via FTI Consulting

 James Saralis (CEO)                                          Tel: +44 (0) 20 3727 1000

 Chris Higham (CFO)

 Allenby Capital (AIM Nominated Adviser & Broker)             Tel: +44 (0) 20 3328 5656

 Jeremy Porter/Vivek Bhardwaj (Corporate Finance)

 Amrit Nahal/Kelly Gardiner (Sales & Corporate Broking)

 FTI Consulting (Financial PR)                                Tel: +44 (0) 20 3727 1000

 Alex Beagley                                                 NAHL@fticonsulting.com

 Amy Goldup

 

Notes to Editors

 

NAHL Group plc (AIM: NAH) is a leader in the Consumer Legal Services market.
The Group provides services and products to individuals and businesses through
its two divisions:

 

Consumer Legal Services provides outsourced marketing services to law firms
through National Accident Helpline; and claims processing services to
individuals through National Accident Law and Law Together.  In addition, it
also provides property searches through Searches UK.

 

Critical Care provides a range of specialist services in the catastrophic and
serious injury market to both claimants and defendants through Bush & Co.

 

More information is available at www.nahlgroupplc.co.uk
(http://www.nahlgroupplc.co.uk/) , www.national-accident-helpline.co.uk,
www.national-accident-law.co.uk, www.bushco.co.uk (http://www.bushco.co.uk/) .

 

Throughout this document, references to 'joint venture' law firm relate to our
law firms Your Law LLP and Law Together LLP which we operate in partnership
with a minority member. The term 'joint venture' does not relate to the
UK-adopted International Accounting Standards (IFRS) definition. These law
firms are accounted for as subsidiary undertakings.

 

Chair's Report

 

Introduction

 

I am pleased to report that the Group performed well in 2025 delivering a
strong recovery in profitability; a further reduction in net debt; and
progress in both divisions across numerous key strategic areas.

 

 

Financial results

 

Group revenues increased by 3% in the year to £40.0m (2024: £38.8m) while
operating profit increased to £6.7m in 2025 from a loss of £36.6m in 2024
which reflected the one-off £39.9m impairment charge relating to our Personal
Injury business booked in 2024.

 

Statutory profit before tax also rebounded strongly, from a loss of £39.1m to
a profit of £4.4m.  The Group continued its strong cash generation, with
free cash flow up 51% to £3.9m.  This resulted in net debt reducing further,
to £3.2m at year-end, from £7.1m at 31 December 2024.

 

Given the Group's current position, the Board does not believe it is
appropriate to reinstate dividends at the present time and has therefore
proposed that no final dividend will be paid.

 

In the past year, the Board's focus was to grow both divisions, whilst
reducing net debt, and progressing our strategy to accelerate value for
shareholders.  The Board will continue to review its capital allocation
policy as the strategy evolves and will update shareholders as appropriate.

 

Strategy

 

We made good progress with our strategy in 2025 across both of our divisions.

 

In Consumer Legal Services, the business responded well to the lead generation
challenges of 2024 as the cost of acquiring new work was managed back to
historical levels.  We grew the average value of claims settled in National
Accident Law (NAL) and delivered further evidence of the strength of the law
firm operating model with a 26% increase in cash from settlements.

 

I was particularly pleased with the significant increase in the Trustpilot
score for NAL, from 2.9 out of 5.0 at the start of 2025 to 4.0 by year-end and
4.4 as of April 2026, which demonstrates the great service our teams provide
to our clients' day-in-day-out.

 

Whilst NAL is now a proven claims engine, effectively and efficiently
converting enquiries into cash, the number of claims we are processing is
shrinking as we continue to settle more claims than we add.  To grow NAL, we
would need to increase investment in working capital.    This is something
the Board is currently reviewing in conjunction with alternative options to
accelerate value for shareholders.

 

In Critical Care, following further expansion of our network of expert
witnesses, we experienced further growth from expert witness services, which
now make up over 50% of revenues in Bush & Co.  It is testament to the
exceptional service that our teams provide that 94% of case management and 97%
of expert witness customers said that they would instruct us again.

 

Whilst we can reflect positively on the achievements in each of our divisions
over the past year, the Board is very much aware of the current disconnect
between these successes and the present valuation of the Group. We recognise
this is a matter of frustration for both the Board and, importantly, our
shareholders.

 

We continue to focus on exploring strategic options to accelerate value for
shareholders, which included a potential sale of Bush & Co.  This
particular initiative concluded in June 2025, as the conditions for a
potential sale were not right to maximise value for shareholders.  However,
we are actively progressing work to explore alternative options and will
provide an update in due course.

 

I would like to thank all our shareholders for their support and engagement
over the last twelve months.

 

I have particularly enjoyed meeting lots of our shareholders at both formal
meetings, and the Annual General Meeting, and am grateful for the feedback
provided.  I also look forward to welcoming our shareholders to our upcoming
AGM.

 

Current trading and outlook

 

I'm pleased to report that the Group has made a solid start to the new
financial year and trading in the first quarter of 2026 was in line with the
Board's expectations.

 

The personal injury and medico legal markets in the UK are large and
resilient, and we have not experienced any impact from the unfolding
geopolitical and economic events on demand for our services.

 

Finally, I would like to thank our people for their continued hard work and
dedication to our customers.

 

 

Tim Aspinall

Chair

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CEO Report

 

 

2025 was a good year for NAHL, with a very significant growth in profits and
further reduction in net debt.  Whilst 2024 was a challenging year for the
Personal Injury business, the team successfully managed enquiry generation
costs down to historical norms through 2025. Concurrently, the Group's fully
integrated law firm, National Accident Law, had another strong year on case
settlement while the number of open cases continues to contract as working
capital is prudently managed.

 

As previously announced, the Board has been working with advisers on options
to accelerate value for shareholders.  In 2024, we commenced a project to
explore a sale of our Critical Care business, Bush & Co.  Unfortunately,
after a comprehensive process, this was concluded without a sale in June 2025
as none of the proposals received would have delivered appropriate value to
shareholders.

 

Since then, the Board has been exploring alternative options to accelerate
value and engaging with shareholders to hear their views.  This work is
ongoing, and the Board will update the market as soon as it is appropriate to
do so.

 

 

Financial performance

 

Group revenue increased by 3% in the year to £40.0m (2024: £38.8m).

 

The Group increased underlying operating profit by 85% to £7.3m (2024:
£3.9m) and statutory operating profit increased from a loss of £36.5m in the
prior year to £6.7m profit, largely due to a £39.9m exceptional non-cash
impairment charge in 2024.

 

Exceptional costs, which pertained to costs related to the potential disposal
of Bush & Co., and a restructure of the Personal Injury business, amounted
to £0.6m.  In 2024, the Group incurred equivalent costs of £0.6m plus the
goodwill impairment of £39.9m, resulting in total exceptional costs for 2024
of £40.5m

 

Profit attributable to members' non-controlling interests in LLPs was in line
with the prior year at £1.9m.

 

Borrowing costs on the Group's revolving credit facility fell by 33% to
£0.6m, reflecting the significant reduction in borrowings as a result of the
Group's continued strong cash generation.  In May 2026, the Group reduced the
size of its revolving credit facility from £11m to £8.5m and we aim to
continue to carefully manage our net debt and borrowing costs in 2026 and
beyond.

 

The Group increased underlying profit before tax by 260% to £5.0m (2024:
£1.4m).  Statutory profit before tax was £4.4m (2024: a loss of £39.1m).
After deducting tax of £1.1m (2024: 0.2m), the profit after tax for the year
was £3.3m, compared to a loss after tax of £39.3m in 2024.

 

Basic underlying earnings per share increased to 8.0p from 2.5p in 2024.

 

The Group continued to consistently generate strong levels of cash, with net
cash from operating activities up 30% to £6.6m (2024: 5.1m).  Free cash flow
(FCF) in the year was up 51% from £2.6m in 2024 to £3.9m.  As a result, the
Group reduced net debt, for the sixth consecutive year, to £3.2m (31 December
2024: £7.1m).

 

 

Divisional performance

 

Consumer Legal Services

 

In our Consumer Legal Services division, consisting of Personal Injury and
Residential Property, revenue increased by 4% to £23.8m in the year, driven
by growth in the Personal Injury business of 5%, with revenues of £20.4m
(2024: £19.5m).

 

Underlying operating profit for the division increased by 118%, from £2.0m in
2024, to £4.4m.  Again, this was driven by our Personal Injury business
which contributed £4m, 149% up from £1.6m in the prior year.

Residential property delivered an operating profit of £0.4m, which was in
line with prior year.  Operating profit margins improved from 8.7% in 2024 to
18.4% in 2025 as a result of lower enquiry acquisition costs, an increase in
case settlement revenue and lower enquiry volumes in NAL.

 

The division generated £5.0m of cash from operations in the year (2024:
£1.1m).  After deducting drawings paid to LLP members, both the Personal
Injury (2025: £2.3m; 2024: £0.7m) and Residential Property (2025: £0.4m;
2024: £0.4m) businesses were cash generative.

 

Personal Injury

 

UK personal injury and clinical negligence is a large, resilient,
counter-cyclical market, that was estimated to be worth £4.6bn(1) in 2025.
It is growing, having increased in value by 4.5%(1) in 2025, and we estimate
that NAHL's addressable market for personal injury services, being the
claimant side B2C market, is approximately £1bn.

 

Two years ago, we commissioned research that indicated that at least £1.6bn
of personal injury settlements were unclaimed in 2023 because of accident
victims' reluctance to make a claim.  This was supported by independent
research by a trade body published last year, which stated that one in five
people had been injured or suffered illness due to someone else's negligence,
but that 41% of those victims had not made a claim(2).  We believe this is
due to a lack of understanding of the claims process; a reduction in levels of
personal injury related marketing since the COVID-19 pandemic; and the
perceived stigma associated with making a claim in the UK.

 

This research leads us to believe that there is a significant latent demand
for a law firm that can unlock these claims by stimulating the market,
educating accident victims on their rights and changing the perception of
claiming.

 

We have observed a recent acceleration of capital into the UK legal sector by
firms seeing an opportunity.  Market commentators have put this down to the
fragmented nature of the market; by succession constraints in smaller firms;
and by long-term underinvestment in technology, marketing and professional
management, all of which are increasingly important in a fixed-cost
environment.

 

In 2019, we launched NAL to take advantage of these opportunities.  NAL is an
integrated, high‑volume, high‑quality law firm that converts personal
injury enquiries into cash through a proven, scalable operating model.  We
aim to do this by leveraging our market leading brands, improving unit
economics, and providing exceptional service to our customers with
market-leading levels of productivity.

 

We have developed a growth strategy for NAL, built on four pillars.

 

1.     We will generate high-quality work through our market-leading
brands - National Accident Helpline and Underdog.  National Accident Helpline
is one of the most trusted brands in the sector, with a strong heritage of
supporting accident victims for over 30 years.

2.     We will grow value in NAL to drive business growth and increase
profitability.  Scale is important in NAL to overcome the high fixed costs of
running a law firm, including compliance, insurance, facilities and finance
costs.

3.     We will deliver exceptional customer service which will result in
strong customer advocacy and trust.  This in turn, will create a positive
feedback loop into our marketing.

4.     We will leverage technology and streamlined processes to achieve
best-in-class levels of productivity and deliver operational efficiencies.
This is vital in the largely fixed-cost legal environment in which we
operate.  By industrialising the processes, shortening the claims cycle, and
making better use of data, we can position the firm to take further advantage
of AI capability enhancements and process opportunities.

 

This is all underpinned by our high-performance employee culture.  Our people
are motivated by our purpose - to help people who have had an accident that
wasn't their fault, to get their lives back on track - and we build trust and
accountability through our four values of being Driven, Unified, Passionate
and Curious.

 

I'm pleased to report that we are making good progress with this four pillar
strategy.

 

National Accident Helpline generated 13,389 enquiries in the year.  This was
lower than the prior year (2024: 19,744) as we had lower demand from our panel
of third-party law firms.  The mix of work varied slightly but remained
strong with RTA (road traffic accidents) making up 29% of all enquiries;
non-RTA 40%; and other claim types 31% (2024: RTA 27%; non-RTA 45%; other
claim types 28%).

 

As previously reported, we experienced a significant spike in the cost per
enquiry ("CPE") to acquire new work during 2024, it was pleasing to see that
the actions we took to address the challenges proved to be successful.  By
the end of 2024, CPE had returned to historical trends and the 2025 average
CPE was within 2% of the 2023 average.

 

We experienced lower demand for work from our panel of third-party law firms
in 2025.  The panel provide a good service to our customers, and we placed
5,784 new enquiries into the panel in the year (2024: 9,949 enquiries).

 

Law Together LLP, our joint venture law firm in partnership with HCC
Solicitors, had another strong year.  The firm is in a mature cycle now and
grew revenues by 18% to £4.6m (2024: 3.9m).  The firm delivers a higher
average return per enquiry than the panel, albeit with a longer working
capital cycle.  A total of 3,329 new enquiries were placed into Law Together
in the year (2024: 3,903).

 

In 2025, 4,276 new enquiries were placed into NAL.  This overall number was
lower than the previous year (2024: 5,892) as we sought to balance the working
capital demands of the business but represented a higher proportion of the
total number of new enquiries (2025: 32%; 2024: 30%).  Our proven model
suggests that these enquiries will be worth £5.8m in future cash and revenue
by the time they mature (2024: £6.2m).

 

NAL settled 3,197 claims in the year.  This was 10% lower than the previous
year (2024: 3,558) but the average revenue per settled claim was higher, in
part due to inflationary increases in average settlements but also a result of
our effective litigation tactics.  These claims generated £10.7m of cash
from settlements for NAL, 26% higher than the previous year (2024: £8.5m).

 

At 31 December 2025, NAL was processing 7,243 ongoing claims (31 December
2024: 8,457 ongoing claims).  These claims represent an embedded value to the
business, being the future profits and cash to be generated by processing them
to settlement.

 

We estimate that after expensing the marketing costs to generate these claims
and processing costs to date, our book of ongoing claims will generate future
revenues of £8.6m, future gross profits of £6.1m, and future cash of
£13.0m.  This includes a £3.5m uplift in the value of the historical claims
due to higher settlement values, as per the reasons set out above.

 

The year again saw the value of settlements exceed the value of new claims
added to the book. As a result, the value of the book has shrunk whilst
working capital continues to be managed.

 

Both National Accident Helpline and National Accident Law are rated Excellent
on Trustpilot, with over 28,000 customer reviews between them.  In the past,
the Trustpilot score for NAL has been disappointing and not reflective of the
high-quality service that our team provides.  In 2025, through our strategy,
we brought more focus to this important metric and sought more reviews from
customers at various stages of the claims journey.  As a result, the score
for NAL improved from 2.9 out of 5.0 at the start of 2025 to 4.0 by year-end
and has since improved further to 4.4.  I am particularly pleased with this
result, which more fairly reflects the care and attention our dedicated team
bring to their work

 

Throughout the year, the team also worked hard to improve our business
processes and adopt new technology to drive operational efficiencies.  In the
first quarter of 2025, we decided to close our helpline call centre over the
weekend as the number of leads received and the shift patterns required to
staff the weekends made it inefficient.  Instead, we increased capacity at
the start of the week and adjusted our marketing to optimise lead generation
around our new opening hours and found that this generated a much-improved
return.

 

We have also developed and adopted several new technology applications in the
year, including utilising new AI capabilities across our marketing, IT and
operational teams, and we continue to explore further use cases for new
technology, to increase productivity and improve the service we provide to our
customers.  As a result of these, and other changes, we secured £0.5m of
annualised cost savings during the year, which should fully benefit the Group
through 2026.

 

Residential Property

 

The results of the Group's residential property business, Searches UK, were
broadly in line with the prior year.  Revenues amounted to £3.3m (2024:
£3.4m) and operating profit was £0.4m (2024: £0.4m).  The operating profit
margin was consistent with the previous year at 11%.  The business generated
£0.4m of cash from operations (2024: £0.4m).

 

Our customers ordered 2% fewer search packs in 2025 than the prior year,
whilst the average revenue per search remained broadly consistent.

 

Towards the end of 2025, the Government conducted a consultation on reforming
residential conveyancing in England and Wales.  Suggestions include requiring
sellers to provide more information at the outset, and it is possible that
future changes could include how property searches are procured and by whom.
This may have a knock-on impact on the business model for Searches UK.  We
along with the rest of the sector are awaiting the outcome of this
consultation and will provide an update on how we may respond in due course.

 

Critical Care

 

In Critical Care, the Board's review into the future ownership of Bush &
Co. caused a degree of inevitable distraction for the management team. Since
that process ended, and the business has had a change in leadership,
performance has improved and the team are exploring several exciting
initiatives to deliver meaningful growth over the medium-term.

 

Revenues in Bush & Co. grew by 2% to £16.3m in the year (2024: £15.9m);
43% of this was recurring revenue linked to case management and care services.

 

Operating profit was flat at £4.8m (2024: £4.9m) and the operating profit
margin was 29.5% (2024: 30.6%).  The business generated £4.5m of cash from
operations, which was lower than the prior year due to growth in expert
witness instructions (2024: £5.4m) which have a longer working capital cycle.

 

Bush & Co. operates in the catastrophic injury and care markets, where
claims are typically valued at over £500,000.  Management estimate that over
80% of case management revenue is linked to the RTA injury claims market and
the c.30k killed or seriously injured (KSI) casualties that arise each year.
Whilst overall RTA claims have been on a slight downward trend for some time,
the number of KSI injuries has remained stable for several years.

 

The business also works in the high value clinical negligence claims market
which cost the NHS £3.1bn(3) in compensation and associated costs in 2024/5,
up from £2.8bn the previous year. Bush & Co. works on a wide variety of
high value clinical negligence claims and the data from NHS Resolution shows
that the volume of such claims has increased by 29% over the past five years.

 

In Bush & Co, our low-risk, low-cost strategy for growth has been focused
on delivering further growth in expert witness and case management and
accelerated growth from care solutions reflecting the relatively small size of
the business and the scale of the market opportunity.  We have sought to
expand profit margins through the use of technology and the utilisation of
employed case managers which reduces delivery costs.  We have also been
working to expand the associate network of expert witnesses to broaden our
geographical reach and expand specialisms and capabilities to meet the
expected increase in demand.

 

In 2025, the business delivered further growth in expert witness services,
with revenues up 9% in the year to £8.5m (2024: £7.8m).  After several
years of sustained growth, expert witness services now make up over 50% of the
total Critical Care revenues for the first time.

 

In 2025, the team delivered 1,454 reports to customers, an increase of 9% on
the prior year (2024: 1,335), and the number of instructions for new reports
increased by 4%, demonstrating a strong ongoing pipeline of future work.  We
are the largest expert witness business supporting clients with catastrophic
injuries and complex care in the UK, through our network of 202 expert
witnesses, which we continue to grow to increase capacity. We are extremely
proud of the service we deliver, with 97% of our expert witness customers
telling us that they would instruct us again.

 

In case management services, revenues were 6% lower year-on-year at £6.9m
(2024: £7.4m).  The business delivered 424 initial needs assessment (INA)
reports, which was 13% lower than last year, and the number of new
instructions received in the year fell by 3%.  Bush & Co. is providing
ongoing services to 1,149 case management clients (2024: 1,335) that generate
recurring revenue for the Group through our claimant, defendant and insurer
relationships.  These services are billed on a monthly basis, depending on
the level of support required, and are highly valued by our customers.  94%
of case management customers said they would instruct us again.

 

The growth challenges faced in case management are due to two factors:

 

1.     First, we have experienced a gradual decline in new instructions
over the past few years.  New instructions usually start with an INA, and the
majority of these then develop into ongoing case management. Our data suggests
that a significant contributor to this is a reduction in new instructions from
insurers which are down 34% on 2023.

 

2.     Secondly, we have witnessed an increase in the rate of discharges
from ongoing case management, which reduces the number of cases that our case
managers can work on.

 

Management have taken several steps to address these challenges.  Most
notable is the introduction of the Bush & Co. Kids proposition, which
comprises specialist case management for children and young people from birth
to 18 years of age.  It is child-centred and tailored to families with
complex paediatric needs.  This new service, which was launched at the end of
2024, has been designed to complement our partnership with the Child Brain
Injury Trust, where together we offer the UK's leading case management service
focusing solely on childhood acquired brain injury.

 

This increased focus on children and young people ("CYP") is strategically
important as CYP cases are generally more complex, and require more
specialised case management support, for longer.  This results in higher
levels of monthly billing and longer case durations.

 

Other initiatives intended to grow case management include providing account
management for insurer customers, and more tailored triage processes for
matching associates to new enquiries, which has helped to improve conversion
rates from enquiry to instruction.  We have also continued to recruit more
associate and employed case managers across the UK, of which we had 134 at the
end of the year.

 

Finally, Bush & Co. Care Solutions continued its strong growth trajectory,
with revenues up 21% in the year to £0.9m (2024: £0.7m).  The number of
ongoing care packages, which result in monthly recurring income, increased
from 31 at 31 December 2024 to 39 at the end of 2025.  This business is
regulated by the Care Quality Commission and its service was rated as 'Good'
at our last inspection in December 2023, with no areas identified for
improvement.

 

At the end of the year, Helen Jackson left Bush & Co. and subsequently
Richard Rickwood was appointed to the role of Managing Director on 23 February
2026.  Richard is a capable and experienced leader who has served as the
Director of Operations at Bush & Co. for five years, and held various
roles, including Managing Director of the Group's Residential Property
division prior to 2018.

 

Our people and culture

 

At NAHL, our strategy is underpinned by our values-led employee culture.  We
aim to create a progressive, inclusive culture so that we can attract and
retain the very best talent, whilst also being mindful of our impact on the
planet and our local communities.  This enables us to provide a great service
to our customers, which supports the creation of long-term value for our
shareholders.  The Group's values of Driven, Curious, Passionate and Unified
continue to guide how we do things at NAHL.

 

The Group employed 261 people at 31 December 2025, which was 6% lower than the
prior year (31 December 2024: 279).

 

Our staff value the support and flexibility that we offer to our entire
employee base, regardless of whether an individual is permanently working
in-person, hybrid or fully remote, which allows us to maintain a low level of
staff turnover.

 

We are proud that our people come from a diverse range of backgrounds and
experience as we believe this makes us better able to serve our customers; and
we expect our leaders to engender trust with all our stakeholders by
demonstrating their ability, integrity and benevolence. When we surveyed our
people during the year, 94% said that they believed that everyone in our
business is treated fairly, regardless of race, gender, ethnicity, disability,
sexual orientation or other differences.

 

The gender split across the Group remained broadly consistent with 2024 with
72% female and 28% male, and on the Board it was 20% female and 80% male.

 

Developing our people is an important part of our culture, and we invested in
almost 1,100 hours of training and development across the Group in 2025.

 

Our employees are also passionate about the communities in which we operate
and in 2025, the Group and its employees raised over £7,500 for a variety of
charities and volunteered 128 hours of their contracted time to working in our
local communities.

 

Every year we measure employee engagement through a survey which is based on
the Gallup(3) Q12 Survey.  I'm proud to report that in 2025, we achieved
another excellent result, with a score of 81% engagement (2024: 82%).  To put
this in context, according to Gallup, the average engagement score of other UK
companies is just 10%; and across Gallup's best performing cohort of companies
globally, who are awarded Exceptional Workplaces status, the average is 70%.

 

This is all summarised in the statistic that 87% of our people said that they
would recommend the Group as a good place to work.  As a leadership team, we
are very proud of our employee culture, and we remain committed to ensuring
that NAHL remains a good place to work and develop a career.

 

Current trading and outlook

 

The Group has started 2026 well, and performance through the three months to
31 March 2026 ("Q1") was in line with the Board's expectations.

 

In Consumer Legal Services, in Q1, the Group generated 3,983 personal injury
enquiries, which was 13% more than in the equivalent period last year.  The
average CPE of these new enquiries was approximately 10% higher than the
average for 2023 but we expect this to revert to historical norms later in the
year.

 

NAL also performed well in Q1.  A total of 1,220 new enquiries were placed
into NAL, 5% fewer than the equivalent period last year.  These enquiries are
expected to generate future revenue and cash of £1.7m. The firm settled 851
claims in the period, which generated £2.7m cash from settlements (three
months ended 31 March 2025: 950 claims, resulting in £2.8m cash from
settlements).  We expected settlements to be lower than last year, as we
started the year with fewer open claims.

 

In Critical Care, Bush & Co. delivered 376 expert witness reports in Q1,
which was 8% more than last year.  The business issued 103 INAs, 6% lower
than last year, and ended Q1 with 39 standalone cases.  The number of
instructions generated in Q1 across expert witness and case management
services were 18% higher than the preceding quarter.

 

Since the start of the year, the Critical Care management team have been
exploring various initiatives to deliver growth and operational efficiencies
across the business.  These include various technology solutions to drive
productivity in expert witness and care services, and further development to
the business model to drive growth in case management and care services.  I
expect these initiatives to start to contribute in 2026 and will provide a
more detailed update later in the year.

The Group generated £1.0m of FCF in Q1 which reduced net debt to £2.2m at 31
March 2026 (31 December 2026: £3.2m). We anticipate lower levels of FCF for
the rest of the year due to the expected lower number of settlements in NAL.

 

Finally, I'd like to thank all of our people for their hard work and
dedication over the past year.

 

James Saralis

Chief Executive Officer

1. IRN UK Legal Services Market Trends Report 2026

2. APIL UK Personal Injury Market Briefing, January 2025

3. NHS Resolution Annual Report and Accounts 2024/25

4. State of the Global Workplace Report 2025 - Gallup

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CFO Report

Overview

2025 was a good year for NAHL which saw profits increase and net debt continue
to fall.

 

Revenue increased by 3% to £40.0m (2024: £38.8m). The Group made an
operating profit of £6.7m (2024: loss of £36.5m) largely due to improved
results from the Personal Injury business as well as no repeat of the
amortisation of intangibles which were fully amortised in 2024, and the
goodwill impairment relating to the Personal Injury business in 2024.
Underlying operating profit grew by 85% to £7.3m (2024: £3.9m). Profits
attributable to non-controlling interests were in line with the prior year at
£1.9m, and net interest paid was £0.3m lower than prior year. The resulting
operating profit after tax was £3.3m (2024: loss of £39.3m).

 

 

Review of income statement

 

                                                              2025   2024    Change  Change
                                                              £m     £m      £m      %
 Consumer Legal Services                                      23.8   22.9    0.8     3.7%
 Critical Care                                                16.3   15.9    0.4     2.5%
 Revenue                                                      40.0   38.8    1.2     3.2%
 Consumer Legal Services                                      4.4    2.0     2.4     118.4%
 Critical Care                                                4.8    4.9     (0.1)   -1.1%
 Shared Services                                              (1.7)  (1.7)   (0.0)   0.1%
 Other items                                                  (0.2)  (1.3)   1.0     -81.6%
 Underlying Operating Profit                                  7.3    3.9     3.4     85.0%
 Exceptional items
 Exceptional costs                                            (0.6)  (0.6)   (0.0)   0.1%
 Impairment of goodwill                                       0.0    (39.9)  39.9    -100.0%
 Operating Profit / (Loss)                                    6.7    (36.5)  43.2    -118.4%
 Profit attributable to non controlling interest in LLP       (1.9)  (1.9)   (0.1)   5.3%
 Financial income                                             0.3    0.3     0.0     0.0%
 Financial expense                                            (0.6)  (1.0)   0.3     -34.0%
 Profit / (Loss) before tax                                   4.4    (39.1)  43.5    -111.2%
 Taxation                                                     (1.1)  (0.2)   (0.9)   478.1%
 Profit / (Loss) and total comprehensive income for the year  3.3    (39.3)  42.6    -108.3%

 

 

Consumer Legal Services

Revenue in the Consumer Legal Services division grew by 4% to £23.8m (2024:
£22.9m) and operating profit increased by 118% to £4.4m (2024: £2.0m). In
the personal injury business, management took a firm grip on marketing costs,
which negatively impacted 2024.  The volume of enquiries generated was lower
than recent years due to reduced demand from solicitor panel firms, alongside
managing the working capital investment into our wholly owned law firm,
National Accident Law (NAL), and our joint venture Law Together. The division
made a profit of £2.4m (2024: £0.2m) after deducting non-controlling
interests.

 

Enquiry volumes were 13,389 (2024: 19,744), 32% lower than 2024 albeit a
similar run rate to the levels seen in Q4 2024. A total of 4,276 enquiries
were placed into NAL (2024: 5,892), which although lower in volume terms, was
around 32% of the total enquiries generated, and approximately 2% higher than
the previous year. These new cases are expected to generate future revenue and
cash of £5.8m (2024: £6.2m) across the life cycle.

 

Case processing within NAL performed well, generating £10.7m in cash receipts
from settled claims (2024: £8.5m) as cases from investments in previous years
reached conclusion. Cases are however settling at a faster rate than new
volumes taken on by NAL. As a result, the number of open cases being worked by
NAL has again contracted, finishing the year at 7,243 (2024: 8,457). These
cases are expected to generate £8.6m of future revenue (2024: £10.5m) and
£13.0m of future cash (2024: £14.4m) as these cases settle. Cases continue
to settle at a higher average value year on year, and this has led to a
further positive revaluation of £3.5m in the year as inflationary increases,
higher value settlements within small claims following the 2024 Rabot vs
Hassam Supreme Court ruling and our litigation tactics deliver positive
results.

 

Profit attributable to non-controlling interests was in line with the prior
year at £1.9m (2024: £1.9m).

 

The Residential Property business again generated a positive contribution with
revenue of £3.3m (2024: £3.4m) and a profit of £0.4m (2024: £0.4m) after
allocation of shared costs.

 

Critical Care

 

Revenues in the Critical Care division grew by 2.5% to £16.3m (2024: £15.9m)
but the business had a softer year overall with the protracted sale process
and a change in leadership no doubt impacting performance. Operating profit
fell by 1% to £4.8m (2024: £4.9m) whilst operating margins fell to 29.5%
(2024: 30.6%).

 

The business continues to show strong growth in Expert Witness where revenues
grew by 9% partly offset by a 6% reduction in revenue from Case Management.
Bush & Co. Care Solutions grew revenues by 21% to £0.9m (2024: £0.7m)

 

Overheads increased by 11% year on year to £5.0m (2024: £4.5m) primarily due
to the full year impact of rises in Employers National Insurance costs in
April 2024, employee annual increases and the recruitment of a new Finance
Director, HR manager and business development resource.

 

Shared Services and other items

 

The costs for the Group's Shared Services functions were in line with the
prior year at £1.7m (2024: £1.7m). Underlying costs fell by £0.3m offset by
£0.2m in management bonuses (2024: nil).

 

Other items of £0.2m (2024: £1.3m) related to share-based payments and there
was no amortisation of intangibles related to business combinations in the
year (2024: £0.8m) as the balance was fully amortised in 2024.

 

Financial expense

 

Costs relating to the financing of debt reduced to £0.6m in the year (2024:
£1.0m) with net debt falling by £3.9m. Average interest rates were lower
year on year as Bank of England base rate reductions flowed through. In 2025,
the facility was linked to the Sterling Overnight Index Average (SONIA) plus a
margin of 2.45%.

 

Exceptional and non-underlying items

 

The Group's policy is to separately identify exceptional and non-underlying
items and exclude them from underlying performance measures, providing readers
with a consistent basis on which to assess the core trading performance.

 

The Group incurred £0.6m (2024: £0.6m) in exceptional costs during the year.
£0.3m of this related to costs linked to the aborted sale process for the
Critical Care business and ongoing strategic review, whilst £0.3m related to
management restructuring costs.

 

Goodwill impairment charge

 

Goodwill is tested annually for impairment. Following an impairment of the
Goodwill relating to the Personal Injury business in 2024, the group holds no
Goodwill in either the Personal Injury or Residential Property businesses. An
impairment review relating to the Critical Care business was carried out with
no impairment required.

 

Taxation

 

The Group's tax charge of £1.1m (2024: £0.2m) represents an effective tax
charge of 22.7% of underlying profit before tax (2024: 14.1%). This is lower
than the standard corporation tax rate of 25%, due to the reasons set out in
note 4. The deferred tax credit originates from temporary differences in
intangible assets acquired on business combinations.

 

Earnings per share (EPS) and dividend

 

Basic EPS for the year was 6.8p (2024: -83.1p) and Basic underlying EPS was
8.0p (2024: 2.5p).

 

The Board does not believe it is appropriate to re-instate dividends at this
time and the Directors have recommended that no final dividend be paid in
respect of 2025 (2024: nil).

 

Review of the statement of financial position

In reviewing the statement of financial position, I consider the significant
items to be working capital, defined as trade and other receivables less trade
and other payables, net debt and goodwill.

 

Working Capital

 

Trade and other receivables less trade and other payables totalled £13.1m at
year end, in line with 2024 (2024: £13.1m) albeit receivables have fallen by
£0.7m and payables have increased by the same amount.

 

The reduction in receivables is driven by a £0.4m fall in disbursement
receivables to £9.5m (2024: £9.9m) largely driven by the continued wind down
of the Your Law joint venture and lower open case volumes in National Accident
Law as well as the repayment of a corporation tax receivable in the year.

 

Uncertainty remains in the estimation of contract assets and Management review
historical case performance to inform the assumptions adopted. The Directors
believe that the assumptions adopted are appropriate. In practice, it is rare
for contract assets to be downgraded once an admission of liability has been
received. These assumptions are updated with actual results as claims settle.

 

Payables reduced from £14.8m on 31 December 2024 to £14.1m at the balance
sheet date, again partly driven by a reduction in disbursement payables linked
to lower volumes, as well as timing movements on product commissions.

 

Net debt and bank facilities

 

There was a continued focus on further reducing debt levels through careful
cash management in the year with each division contributing towards this. As a
result, net debt reduced from £7.1m to £3.2m at year end. Net debt is
defined below and is comprised of £1.5m of cash (2024: £1.9m) offset by
£4.7m of borrowings (2024: £9.0m).

 

The borrowings represent a balance on the Group's Revolving Credit Facility
with its lender, Virgin Money.  On 1 May 2026, the group further extended the
facility through to 31st December 2027 and reduced the size of the facility to
£8.5m.

 

Review of the cash flow statement

 

 

                                                                         2025   2024   Change  Change
                                                                         £m     £m     £m      %
 Net cash generated from operating activities                            6.6    5.1    1.5     30.0%
 Net cash used in investing activities (excl disposals of subsidiaries)  (0.1)  (0.2)  0.1     -46.9%
 Disposal of subsidiary                                                  0.1    0.1    0.0     0.0%
 Facility arrangement fees                                               (0.1)  (0.1)  0.0     -6.1%
 Principal element on lease payments                                     (0.3)  (0.2)  (0.1)   29.4%
 Drawings paid to LLP members                                            (2.3)  (2.1)  (0.3)   -13.8%
 Net cash using in financing activities (before borrowings)              (2.6)  (2.3)  (0.3)   -13.0%
 Free cash flow                                                          3.9    2.6    1.3     50.7%
 Repayment of borrowings                                                 (4.3)  (2.8)  (1.5)   54.5%
 Net decrease in cash and cash equivalents                               (0.3)  (0.2)  (0.2)   -118.7%

 

 

 

The Group's cash and cash equivalents reduced by £0.3m in the year (2024:
decrease of £0.2m). In line with previous years, the significant items in the
consolidated cash flow statement are net cash from operating activities,
drawings paid to LLP members and the repayment of borrowings.

 

Net cash from operating activities was £6.6m, up 30% year on year (2024:
£5.1m). This was primarily due to increased cash collection from high
settlements in NAL and lower marketing costs offset by a reduction from
Critical Care. NAL settled 3,197 cases in the year (2024: 3,588), generating
£10.7m in receipts (2024: £8.5m).  In addition, £1.9m of cash was received
from joint venture relationships (2024: £2.1m).

 

The Critical Care division generated £4.4m of cash before payments for
capital expenditure and taxation (2024: £5.4m). This year-on-year reduction
is primarily due to increased revenues from Expert Witness which have a longer
average working capital cycle.

 

Net Bank interest payments totalled £0.3m (2024: £0.7m).

 

The Group paid £2.3m (2024: £2.1m) of drawings to its partners in the joint
venture law firms during the year, under the terms of our agreements. This
reflects the continuing closure of claims won and settled during the year. The
Group also acquired £0.1m (2024: £0.2m) of intangible assets in the year as
it completed technology upgrades in Critical Care.

 

The Group repaid £4.3m (2024: £2.8m) of borrowings in the year on its
Revolving Credit Facility.

 

Free Cash Flow (FCF) is the Group's KPI with regards to cash flow. FCF in 2025
was £3.9m compared to £2.6m in 2024.

 

The Group also monitors underlying operating cash conversion. This was 111% in
the year (2024: 173%), a direct reflection of the movements outlined above.

 

 

 

 

Summary

 

In summary, the group delivered good levels of profit in both divisions albeit
with the ongoing book of work within NAL contracting whilst cash again
performed well resulting in a further reduction to net debt.

 

Chris Higham

Chief Financial Officer

 

 

 

Alternative performance measures

 

Management monitors a number of non-statutory, alternative performance
measures (APMs) as part of its internal performance monitoring and when
assessing the future impact of operating decisions. The APMs allow a
year-on-year comparison of the underlying performance of the business by
removing the impact of items occurring either outside the normal course of
operations or as a result of intermittent activities, such as acquisitions or
strategic projects. The Directors have presented these APMs in the Strategic
Report because they believe they provide additional useful information for
shareholders on underlying business trends and performance. As these APMs are
not defined by UK-adopted International Accounting Standards (IFRS), they may
not be directly comparable to other companies' APMs. They are not intended to
be a substitute for, or superior to, UK-adopted International Accounting
Standards (IFRS) measurements and the Directors recommend that the UK-adopted
International Accounting Standards (IFRS) measures should also be used when
users of this document assess the performance of the Group. The APMs used in
the Strategic Report are defined below.

 

Underlying operating profit

Allows management and users of the financial statements to assess the
underlying trading results after removing material, non-recurring items that
are not reflective of the core trading activities and allows comparability of
core trading performance year-on-year.

 

 

                                                2025  2024
                                                £m    £m
 Statutory measure - Operating Profit / (Loss)  6.7   (36.6)
 Exceptional costs                              0.6   0.6
 Goodwill impairment                            0.0   39.9
 Total exceptional and non-underlying items     0.6   40.5
 Underlying Operating Profit                    7.3   3.9

 

 

Underlying profit before tax and underlying EPS

As above, these measures allow management and users of the financial
statements to assess the final trading results prior to tax charges and after
removing material, non-recurring items that are not reflective of the core
trading activities and allows comparability of core trading performance
year-on-year.

 

 

 

                                                 2025                                                    2024
                                                 £m                                                      £m
 Statutory measure - Profit / (Loss) before tax  4.4                                                     (39.1)
 Exceptional costs                               0.6                                                     0.6
 Goodwill impairment                             0.0                                                     39.9
 Total exceptional and non-underlying items      0.6                                                     40.5
 Underlying Profit before tax                    5.0                                                     1.4
 Taxation                                        (1.1)                                                   (0.2)
 Underlying Profit after tax                     3.9                                                     1.2
 Basic underlying EPS                                                      8.0                                                     2.5

 

 

Free Cash Flow

Calculated as net cash generated from operating activities less net cash used
in investing activities less payments made to partner LLP members and less
principal element of lease payments. This measure provides management

with an indication of the amount of cash available for discretionary investing
or financing after removing material non-recurring expenditure that does not
reflect the underlying trading operations.

 

                                                                         2025   2024
                                                                         £m     £m
 Statutory measure - net cash generated from operating activities        6.6    5.1
 Net cash used in investing activities (excl disposals of subsidiaries)  (0.1)  (0.2)
 Disposal of subsidiary                                                  0.1    0.1
 Facility arrangement fees                                               (0.1)  (0.1)
 Principal element of lease payments                                     (0.3)  (0.2)
 Drawings paid to LLP members                                            (2.3)  (2.1)
 Net cash used in financing activities (before borrowings)               (2.6)  (2.3)
 Free cash flow                                                          3.9    2.6

 

 

 

 

 

 

Underlying operating cash conversion

Calculated as cash generated from operations excluding cash flows relating to
exceptional items divided by underlying operating profit. This measure allows
management to monitor the conversion of underlying operating profit into
operating cash.

 

 

                                                               2025    2024
                                                               £m      £m
 Statutory measure - cash generated from operating activities  7.4     6.6
 Cash flow relating to exceptional items                       0.7     0.2
 Underlying operating cash flow                                8.1     6.8
 Underlying operating profit                                   7.3     3.9
 Underlying operating cash conversion                          111.2%  173.2%

 

 

Net debt

Net debt is defined as cash and cash equivalents less interest-bearing
borrowings net of loan arrangement fees. Net debt allows management to monitor
the overall level of debt in the business. As stated in the strategic report,
managing the level of net debt is a key strategic objective for the Group.

 

 

                                                  2025   2024
                                                  £m     £m
 Statutory measure - cash and cash equivalents    1.5    1.9
 Statutory measure - interest bearing borrowings  (4.7)  (9.0)
 Net debt                                         (3.2)  (7.1)

 

 

 

Working capital

Working capital is defined by management as being trade and other receivables
less trade and other payables. It allows management to assess the short-term
cash flows from movements in the more liquid assets.

 

 

                                                  2025    2024
                                                  £m      £m
 Statutory measure - trade and other receivables  26.9    27.9
 Statutory measure - trade and other payables     (13.8)  (14.8)
 Working Capital                                  13.1    13.1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

 

FOR THE YEAR ENDED 31 DECEMBER 2025

 

 

 

 

                                                                          2025      2024
                                                                          £000      £000
                                                                    Note            re-presented (1)
 Revenue                                                            1,2   40,043    38,805
 Cost of sales                                                            (19,468)  (20,432)
 Gross profit                                                             20,575    18,373
 Administrative expenses before exceptionals                              (13,281)  (14,431)
 Underlying operating profit                                              7,294     3,942
 Exceptional items
 Impairment of goodwill                                             3,5   -         (39,897)
 Transaction costs                                                  3     (320)     (436)
 Restructuring costs                                                3     (263)     (146)
 Operating profit/(loss)                                            2     6,711     (36,537)
 Profit attributable to members' non-controlling interests in LLPs        (1,949)   (1,850)
 Financial income                                                         267       250
 Financial expense                                                        (643)     (958)
 Profit /(Loss) before tax                                                4,386     (39,095)
 Taxation                                                           4     (1,129)   (195)
 Profit /(Loss) and total comprehensive income for the year               3,257     (39,290)

 

 

(1)   The December 2024 results have been re-presented to reflect the
cessation of the Critical Care cash generating unit sales process. See note 11
for further details.

All profits and losses and total comprehensive income are attributable to the
owners of the Company.

 

 

 

 

 

 

 

 

 

 

 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AT 31 DECEMBER 2025

 

                                                                               2025      2024
                                                                               £000      £000
                                                                    Note                 re-presented (1)
 Non-current assets
 Goodwill                                                           5          15,592    15,592
 Other intangible assets                                                       517       785
 Property, plant and equipment                                                 247       290
 Right of use assets                                                           1,231     1,488
 Deferred tax asset                                                            128       20
                                                                               17,715    18,175

 Current assets
 Trade and other receivables (including £4,970,000 (2024:
 £4,443,000) due in more than one year)                             6          26,871    27,873
 Cash and cash equivalents                                                     1,513     1,855
                                                                               28,384    29,728
 Total assets                                                                  46,099    47,903

 Current liabilities
 Trade and other payables                                           7          (13,767)  (14,784)
 Lease liabilities                                                             (247)     (252)
 Member capital and current accounts                                           (3,107)   (3,492)
 Interest-bearing loans and borrowings                                         (4,713)   (8,966)
 Current tax liability                                                         (685)     -
                                                                               (22,519)  (27,494)

 Non-current liabilities
 Lease liabilities                                                             (916)     (1,225)
 Deferred tax liability                                                        (44)      (56)
                                                                               (960)     (1,281)
 Total liabilities                                                             (23,479)  (28,775)
 Net assets                                                                    22,620    19,128

 Equity
 Share capital                                                                 121       119
 Share option reserve                                                          5,572     5,339
 Share premium                                                                 14,595    14,595
 Merger reserve                                                                (66,928)  (66,928)
 Retained earnings                                                             69,260    66,003
 Capital and reserves attributable to the owners of NAHL Group plc             22,620    19,128

 

(1)  The December 2024 results have been re-presented to reflect the
cessation of the Critical Care cash generating unit sales process and
reclassification of secured bank loan. See Note 11 for further details.

 

 

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 

FOR THE YEAR ENDED 31 DECEMBER 2025

 

                                                                  Share Capital  Share Option Reserve  Share premium  Merger Reserve  Retained earnings  Capital and reserves attributable to the owners of NAHL Group plc

                                                                  £000           £000                  £000           £000            £000               £000

 Balance at 1 January 2024                                        117            4,985                 14,595         (66,928)        105,293            58,062

 Total comprehensive income for the year
 Loss for the year                                                -              -                     -              -               (39,290)           (39,290)

 Total comprehensive income                                       -              -                     -              -               (39,290)           (39,290)
 Transactions with owners, recorded directly in equity

 Share-based payments                                             -              354                   -              -               -                  354
 Issue of share capital                                           2              -                     -              -               -                  2

 Total transactions with owners, recorded directly in equity      2              354                   -              -               -                  356

 Balance at 31 December 2024                                      119            5,339                 14,595         (66,928)        66,003             19,128

 Total comprehensive income for the year

 Profit for the year                                              -              -                     -              -               3,257              3,257

 Total comprehensive income                                       -              -                     -              -               3,257              3,257
 Transactions with owners, recorded directly in equity

 Share-based payments                                             -              233                   -              -               -                  233
 Issue of share capital                                           2              -                     -              -               -                  2

 Total transactions with owners, recorded directly in equity      2              233                   -              -               -                  235
 Balance at 31 December 2025                                      121            5,572                 14,595         (66,928)        69,260             22,620

 

 

 

CONSOLIDATED CASH FLOW STATEMENT

 

FOR THE YEAR ENDED 31 DECEMBER 2024

 

                                                                        2025     2024
                                                                        £000     £000
 Cash flows from operating activities
 Profit/(Loss) for the year                                             3,257    (39,290)
 Adjustments for:
 Profit attributable to members' non-controlling interests in LLPs      1,949    1,850
 Property, plant and equipment depreciation                             101      116
 Right of use asset depreciation                                        268      264
 Amortisation of intangible assets                                      309      1,110
 Impairment of goodwill                                                 -        39,897
 Acquisition of rights of use assets                                    (411)    -
 Disposal of rights of use assets                                       400      -
 Financial income                                                       (267)    (250)
 Financial expense                                                      643      958
 Share-based payments                                                   233      354
 Taxation                                                               1,129    195
                                                                        7,611    5,204
 Decrease in trade and other receivables                                832      2,870
 (Decrease)/Increase in trade and other payables                        (1,075)  (1,460)
 Cash generated from operations                                         7,368    6,614
 Interest paid                                                          (585)    (896)
 Interest received                                                      210      181
 Tax paid                                                               (395)    (817)
 Net cash generated from operating activities                           6,598    5,082

 Cash flows from investing activities
 Acquisition of property, plant and equipment                           (58)     (78)
 Acquisition of intangible assets                                       (41)     (111)
 Disposal of subsidiary                                                 59       59
 Net cash used in investing activities                                  (40)     (130)

 Cash flows from financing activities
 Repayment of borrowings                                                (4,250)  (2,750)
 Loan arrangement fees                                                  (61)     (65)
 Issue of share capital                                                 2        2
 Lease payments                                                         (257)    (245)
 Drawings paid to LLP members                                           (2,334)  (2,050)
 Net cash used in financing activities                                  (6,900)  (5,108)

 Net decrease in cash and cash equivalents                              (342)    (156)
 Cash and cash equivalents at 1 January                                 1,855    2,011
 Cash and cash equivalents at 31 December                               1,513    1,855

 

 

NOTES TO THE FINANCIAL STATEMENTS

1 Accounting policies

Basis of preparation

Consolidated Financial Statements

The preliminary financial statements do not constitute statutory accounts for
NAHL Group plc within the meaning of section 434 of the Companies Act 2006 but
do represent extracts from those accounts.

The statutory accounts will be delivered to the Registrar of Companies in due
course.  The auditors' have reported on those accounts.  Their report was
unqualified.  The auditors' report does not contain a statement under either
section 498(2) of Companies Act 2006 (accounting records or returns inadequate
or accounts not agreeing with records and returns), or section 498(3) of
Companies Act 2006 (failure to obtain necessary information and explanations).

The Group's financial statements have been prepared in accordance with
UK-adopted International Accounting Standards (IFRS) in conformity with the
Companies Act 2006, IFRIC interpretations and under the historical cost
convention.

Going Concern

In determining the appropriate basis of preparation of the financial
statements, the Directors are required to consider whether the Company and
Group can continue in operational existence for the foreseeable future.

The assessment includes detailed financial forecasts covering the Group's
adopted strategy and considers a range of sensitivities. The period considered
for the going concern review is to the end of June 2027, being approximately
12 months from the date of signing of the 2025 Annual Report and financial
statements. The going concern assessment focuses on two key areas, being the
ability of the Group to meet its debts as they fall due and being able to
operate within its banking facility. The Group refinanced its banking
facilities post year end in May 2026 and has access to an £8.5m revolving
credit facility (RCF) with its bankers which is due to mature on 31 December
2027. At the year end, the Group had drawn £4.75m under this facility.

The forecasts indicate that the Group will have sufficient liquidity within
the RCF to meet its liabilities as they fall due and would not need to access
additional funding throughout the period of review. It would also be able to
adhere to its financial covenants in every quarter.

The principal risks and uncertainties impacting the Going Concern assessment
are the accuracy of business model assumptions and working capital management.
These have been considered as part of the sensitivity review by considering
the key assumptions behind the business models.

The key inputs into the going concern sensitivity review are the cost of
generating new enquiries in the personal injury business and a return to
growth in the Critical Care business. The key assumption behind the Personal
Injury profit is the cost of generating new enquiries holding consistent to
levels seen in 2025. The key assumption for Critical Care is that it can
return to growth albeit with a lower operating cash flow conversion percentage
compared to recent years given the longer working capital cycle associated
with expert witness revenues which is where strong growth has been
experienced.

Sensitivities have been considered on these inputs by modelling scenarios in
which cost per enquiry is maintained at higher levels rather than reducing
over the forecast period (£0.7m profit and cash impact over the two period)
and Critical Care profit and cash generation is 10% lower than the base
forecasts (c.£1.1m lower profit and c.£1.0m lower cash over the two year
period). Under these scenarios the Group would still be able to adhere to its
financial covenants and meet its debts as they fall due.

Management have not considered any climate-related factors in the assessment
of Going Concern as these do not present a material business risk to the
Group.

Considering the above, the Directors have a reasonable expectation that the
Group has adequate resources to continue in existence for the foreseeable
future and have concluded it is appropriate to adopt the going concern basis
of accounting in the preparation of the financial statements.

 

New standards and amendments adopted by the Group

The following amended standard is applicable to the Group for the current
reporting period:

Amendments to IAS 21 - Lack of Exchangeability

The amendments above have not had a material effect on the amounts reported or
disclosures included in the 2025 financial statements.

New standards, interpretations and amendments not yet effective

IFRS 18 is expected to introduce significant changes to presentation and
disclosure; the Group is currently assessing the impact.

 

2 Operating segments

 Year ended 31 December 2025                                     Consumer Legal Services  Critical Care  Shared Services (1)     Other Items (1)  Total
                                                                 £000                     £000           £000        £000                              £000
 Revenue                                                         23,767                   16,276         -           -                                 40,043
 Depreciation and amortisation                                   (145)                    (261)          (272)       -                                 (678)
 Underlying Operating profit/(loss)                              4,377                    4,809          (1,659)     (233)                             7,294
 Exceptional items                                               (147)                    (62)           (374)       -                                 (583)
 Operating profit/(loss)                                         4,230                    4,747          (2,033)     (233)                             6,711
 Profit attributable to on-controlling interest members in LLPs  (1,949)                  -              -           -                                 (1,949)
 Financial income                                                180                      61             26          -                                 267
 Financial expenses                                              (9)                      (8)            (626)       -                                 (643)
 Profit/(Loss) before tax                                        2,452                    4,800          (2,633)     (233)                             4,386
 Trade receivables                                               1,603                    6,244          -           -                                 7,847
 Total assets                                                    21,015                   7,960          17,124      -                                 46,099
 Segment liabilities                                             (13,914)                 (2,389)        (1,734)     -                                 (18,037)
 Capital expenditure (Including intangibles)                     56                       41             2           -                                 99

 Year ended 31 December 2024
 Revenue                                                         22,918                   15,887         -           -                                 38,805
 Depreciation and amortisation                                   (202)                    (166)          (339)       (782)                             (1,489)
 Underlying operating profit/(loss)                              2,004                    4,862          (1,659)     (1,265)                           3,942
 Impairment                                                      (39,897)                 -              -           -                                 (39,897)
 Exceptional items                                               (185)                    -              (397)       -                                 (582)
 Operating profit/(loss)                                         (38,078)                 4,862          (2,056)     (1,265)                           (36,537)
 Profit attributable to on-controlling interest members in LLPs  (1,850)                  -              -           -                                 (1,850)
 Financial income                                                189                      42             19          -                                 250
 Financial expenses                                              -                        -              (958)       -                                 (958)
 Profit/(Loss) before tax                                        (39,739)                 4,904          (2,995)     (1,265)                           (39,095)
 Trade receivables                                               1,625                    5,537          -           -                                 7,162
 Total assets (2)                                                22,835                   7,410          17,658      -                                 47,903
 Segment liabilities (2)                                         (15,277)                 (1,809)        (2,667)     -                                 (19,753)
 Capital expenditure (including intangibles)                     68                       121            -           -                                 189

 

 

 

 

(1) Shared services and Other Items do not form part of the operating segments
of the Group. They include expenses incurred that cannot be attributable to an
operating segment

(2) Total assets and segment liabilities exclude intercompany loan balances as
these are not included in the segment results reviewed by the chief operating
decision maker. Segment liabilities comprise trade and other payables (2025:
£13,767,000 2024: £14,784,000), current lease liabilities (2025: £247,000,
2024: £252,000), non-current lease liabilities (2025: £916,000, 2024:
£1,225,000) and member capital accounts (2025: £3,107,000, 2024:
£3,492,000).

 

Significant customers

No customer accounted for 10.0% or more of the total Group revenue (2024: no
customer accounted for 10.0% of the total Group revenue).

 

Geographic information

All revenue and assets of the Group are based in the UK.

Operating segments

The activities of the Group are managed by the Board, which is deemed to be
the chief operating decision maker (CODM).  The CODM has identified the
following segments for the purpose of performance assessment and resource
allocation decisions. These segments are split along product lines and are
consistent with those reported last year.

Consumer Legal services - Revenue is derived from two divisions being Personal
Injury and Residential Property.

Within Personal Injury, revenue is generated from:

a) Marketing services - revenue from the provision of marketing activities to
generate enquiries which are panelled to our panel law firms, based on a
cost-plus margin model.

b) Product Provision - consisting of commissions received from product
providers for the sale of additional products by them to the panel law firms.

c) Service provision (legal services) - in the case of our ABS law firms and
self- processing operation, National Accident Law, revenue receivable from
clients for the provision of legal services.

Residential Property - Revenue is generated from expert reports.  Searches UK
provides search reports.

Critical Care - Revenue from the provision of expert witness reports and case
management support within the medico-legal framework for multi-track cases.

Shared services - Costs that are incurred in managing Group activities or not
specifically related to a product.

Other items - Other items represent share-based payment charges and
amortisation charges on intangible assets recognised as part of business
combinations.

Exceptional items - items that are non-recurring and that are material by
nature and separately identified to allow for greater comparability of
underlying Group operating results year-on-year. Details of exceptional items
incurred in the current year are given in note 3.

 

                             2025    2024

                             £000    £000
 Personal Injury             20,424  19,487
 Residential Property        3,343   3,431
 Critical Care               16,276  15,887
 Total                       40,043  38,805

 

3 Exceptional items

 

Exceptional items included in the statement of comprehensive income are
summarised below:

                                                            2025   2024

                                                            £000   £000
 Goodwill impairment(1)                                     -      39,897
 Transaction costs for potential Critical Care disposal(2)  320    436
 Management restructuring costs and Group strategic review  263    146
                                                            583    40,479

 

(1)   Impairment of the Goodwill allocated to the Personal Injury cash
generating unit. See Note 5 for further details.

(2)   Costs incurred in relation to the disposal of Critical Care. These
include external legal and consultancy costs.

 

4 Taxation

Recognised in the consolidated statement of comprehensive income

                                                                                      2025        2024
                                                                                      £000        £000
 Current tax expense
 Current tax on income for the year                                                   1,251       475
 Adjustments in respect of prior years                                                (3)         (79)
 Total current tax                                                                    1,248       396
 Deferred tax credit
 Origination and reversal of timing differences                                       (120)       (201)
 Total deferred tax                                                                   (120)       (201)
 Tax expense in statement of comprehensive income                                     1,129       195
 Total tax charge                                                                     1,129       195

 Reconciliation of effective tax rate                      2025                            2024
                                                           £000                            £000
 Profit/(Loss) for the year                                3,257                           (39,290)
 Total tax expense                                         1,129                           195
 Profit/(Loss) before taxation                             4,386                           (39,095)

 Tax using the UK corporation tax rate of 25% (2024: 25%)  1,097                           (9,774)

 Non-deductible expenses                                   136                             10,162
 Adjustments in respect of prior years                     (3)                             (79)
 Share scheme deductions                                   (101)                           (114)
 Total tax charge                                          1,129                           195

 

Changes in tax rates and factors affecting the future tax charge

There are currently no factors that are expected to affect the future tax
charge.

 

 

 

5 Goodwill

                      Personal Injury  Critical Care  Total
                      £000             £000           £000
 Cost
 At 1 January 2024    39,897           15,592         55,489
 At 31 December 2024  39,897           15,592         55,489
 At 31 December 2025  39,897           15,592         55,489
 Impairment
 At 1 January 2024    -                -              -
 Charge for the year  (39,897)         -              (39,897)
 At 31 December 2024  (39,897)         -              (39,897)
 Charge for the year  -                -              -
 At 31 December 2025  (39,897)         -              (39,897)

 Net book value
 At 31 December 2024  -                15,592         15,592
 At 31 December 2025  -                15,592         15,592

 

Where goodwill arose as part of a business acquisition, it forms part of the
CGU's asset carrying value which is tested for impairment annually. The Group
has determined that for the purposes of impairment testing, there are three
CGUs being Personal Injury, Critical Care and Residential Property. The
goodwill in respect of Critical Care and Residential Property arose on
separate acquisitions. Critical Care operates independently from the rest of
the Group with very little overlap of shared resource and its cashflows can be
easily separated.

In 2020 the Group undertook a review of its operations and merged the Personal
Injury and Residential Property cash generating units (CGUs) into one segment,
Consumer Legal Services (see note 2). For the purposes of allocating goodwill,
the goodwill relating to Personal Injury and Residential Property was
allocated prior to this merger when the two businesses operated as separate
CGUs. The impairment of the residential property CGU took place in 2019, prior
to the restructure.

The recoverable amounts for the CGUs are based on value in use which is
calculated on the operating cash flows expected to be generated by the
division using forecasts for the next five years.

These cash flows are discounted at a post-tax weighted average cost of capital
(WACC) of 10.5% (2024: 10.4%). This equates to a pre-tax WACC of 10.8% (2024:
11.0%)

A terminal value is included within each forecast which represents the cash
flows of the CGU into perpetuity. A 2% terminal growth rate has been assumed
(2024: 2%), as permitted under IAS36 Impairment of Assets.

In 2024, the Directors gave careful consideration to the performance of the
Group's Personal Injury business and the ongoing impact of recent structural
changes in the personal injury market. The Government's whiplash reforms
(introduced in 2021) and the COVID-19 pandemic had a detrimental effect on the
number of claims in the market, which has not recovered to pre-pandemic
levels.  The Directors concluded that the supply of enquiries will recover
more slowly and with no meaningful recovery in panel demand

As a result of the above challenges, the Directors adopted a prudent approach
resulting in an impairment charge of £39.9m and a nil carrying value of
goodwill for the Personal Injury CGU.

 

 

 

 

Key assumptions

Discount rate

Management consider the key variables to the WACC calculation (including the
risk-free rate, market risk premium and beta) using a range of external
sources.

Given the current economic uncertainties in the wider markets, there is
inherent uncertainty as to whether the rate will increase or decrease in the
short to medium term. This could in turn lead to a higher or lower WACC for
the Group.

 Critical Care growth assumptions

The growth rate of Critical Care assumes top level growth across all services
and takes into account the strategic plans for the division over the coming
years.

Operating cash flows are based on the operating profits of the CGU adjusted
for changes in working capital movements

Value in use results

The amount by which the Critical Care CGU recoverable amount exceeds its
carrying amount is £39.6m.

Sensitivity analysis

Management have performed sensitivity analysis on the key assumptions (WACC
and growth rate) and have determined that for Critical Care there is ample
headroom under the value in use calculation to determine that no significant
changes to key assumptions would affect the overall judgement as to whether
the CGU is impaired.

 

 

6 Trade and other receivables

                                                      2025    2024
                                                      £000    £000
                                                              re-presented
 Trade receivables: receivable in less than one year  5,402   5,162
 Trade receivables: receivable in more than one year  2,445   2,000
 Contract assets: receivable in less than one year    6,518   7,346
 Contract assets: receivable in more than one year    2,524   2,443
 Other receivables                                    33      93
 Prepayments                                          732     746
 Corporation tax receivable                           42      210
 Recoverable disbursements                            9,175   9,873
 Total trade and other receivables                    26,871  27,873

 

A provision against trade receivables, contract assets and disbursements of
£1,353,000 (2024: £558,000) is included in the figures above.

Trade receivables and contract assets receivable in greater than one year are
classified as current assets as the Group's working capital cycle is
considered to be up to 36 months as extended credit terms are offered as part
of commercial agreements.

Contract assets consist of a) balances of £3,527,000 (2024: £4,391,000) in
respect of amounts due under contracts with customers that have not yet been
invoiced but where there is a contractual obligation to settle funds once they
become due. These amounts are increased as performance obligations are
satisfied being the provision of marketing services and generation of
enquiries to panel law firms and reduced by the subsequent raising of invoices
and payments when the balances are due for payment; and b) law firm contact
assets. These consist of estimated balances due under 'no win, no fee'
agreements where liability has been admitted. These balances increase as
liability is admitted on more claims underway and decrease either due to
amounts being invoiced and paid on claims that have settled during the year
or, in a small number of cases, where claims are subsequently abandoned prior
to settlement.

 

7 Trade and other payables

                                                    2025    2024
 Amounts due within one year:                       £000    £000
                                                            re-presented
 Trade payables                                     1,263   1,209
 Disbursements payable                              5,600   6,297
 Other taxation and social security                 1,299   1,186
 Other payables, accruals and contract liabilities  5,451   5,928
 Customer deposits                                  154     164
 Total trade and other payables                     13,767  14,784

 

8 Earnings per share

The calculation of basic earnings per share at 31 December 2025 is based on
profit attributable to ordinary shareholders of the parent company of
£3,257,000 (2024: loss of £39,290,000) and a weighted average number of
Ordinary Shares outstanding of 47,938,752 (2024: 47,283,991).

Profit attributable to ordinary shareholders

 £000                                                                                                   2025        2024
 Profit/(loss) for the year attributable to the shareholders                                            3,257       (39,290)
 Exceptional items                                                                                      583         40,479
 Underlying profit/(loss) for the year attributable to the shareholders                                 3,840       1,189

 Weighted average number of ordinary shares
 Number                                                                                                 2025        2024
 Issued Ordinary Shares at 1 January                                                                    47,518,103  46,894,697
 Weighted average number of Ordinary Shares at 31 December                                              47,938,752  47,283,991

                                                                                                        2025        2024
 Basic earnings per share (p)                                                                           6.8         (83.1)
 Underlying basic earnings per share (p)                                                                8.0         2.5

 

The Group has in place share-based payment schemes to reward employees. At 31
December 2025, there were potentially dilutive share options under the Group's
share option schemes. The total number of options available for these schemes
included in diluted earnings per share calculation is 1,225,000.  There are
no other diluting items.  In 2024, in line with IAS 33, as the group has a
negative earnings per share, the effect of potential ordinary shares is
anti-dilutive.

                                   2025  2024
 Diluted earnings per share (p)    6.7   (83.1)

 

9 Dividends

No dividends were paid in 2024 and none are proposed for the 2025 financial
year.

 

10 Changes in liabilities arising from financing activities

 

The tables below detail changes in the group's liabilities arising from
financing activities, including both cash and non-cash changes:

Set out below is a reconciliation of movements in interest-bearing loans and
borrowings arising from financing activities:

                                                                    2025     2024
                                                                    £000     £000

 Net outflow from decrease in debt and debt financing               4,250    2,750
 Loan arrangement fees                                              61       65
 Movement in net borrowings resulting from cash flows               4,311    2,815
 Non-cash movements - net release of prepaid loan arrangement fees  (58)     (62)
 Interest-bearing loans and borrowings at beginning of period       (8,966)  (11,719)
 Interest bearing loans and borrowings at end of period             (4,713)  (8,966)

 

Set out below is a reconciliation of movements in lease liabilities arising
from financing activities:

                                                                                2025     2024
                                                                                £000     £000
 Net outflow from decrease in lease liabilities                                 296      285
 Movement in lease liabilities resulting from cash flows                        296      285
 Non-cash movements arising from initial recognition of new lease liabilities,  18       (40)
 revisions and interest charges
 Lease liabilities at beginning of period                                       (1,477)  (1,722)
 Lease liabilities at end of period                                             (1,163)  (1,477)

 

Set out below is a reconciliation of movements in member capital accounts
arising from financing activities:

                                                                   2025     2024
                                                                   £000     £000
 Movement in member capital liabilities resulting from cash flows  2,334    2,050
 Non-cash movements: allocation of profits for the year            (1,949)  (1,850)
 Member capital liabilities at beginning of period                 (3,492)  (3,692)
 Member capital liabilities at end of period                       (3,107)  (3,492)

 

11 Prior period restatements

Bush & Company

The group has restated its 2024 financial statement to reflect the
reclassification of assets and liabilities.  In 2024, the Board announced its
intention to explore a potential sale of Bush and Company which makes up its
Critical Care operating segment and cash generating unit. The Board considered
the progress of the sales process with reference to IFRS 5, Non-current assets
held for sale and discontinued operations and determined that the business met
the criteria as held for sale as at 31 December 2024. It was therefore
presented as a discontinued operation in the statement of financial position
at that date.

Subsequently, on 19 June 2025, the Board announced that the process to dispose
of the Critical Care business, Bush & Co., had concluded without a sale.
The Board determined that at this point, the Critical Care cash generating
unit no longer met the criteria as held for sale and, in line with IFRS 5, the
prior period statement of comprehensive income has been re-presented to
include these results as a continuing operation and the statement of financial
position has been re-stated to declassify the assets and liabilities of Bush
& Co as Assets Held for Sale.

Secured Bank Loan

As at year ended 2024, the secured bank loan of £8.97m (drawn on the Group's
revolving credit facility) was due within one year. On review, management
determined that the loan did not meet the criteria of unconditional right to
defer and thus should have been presented as a current liability.  There is
no impact to the Group's total assets, total liabilities or equity, nor is
there any impact to the Group's solvency or liquidity as at 31 December 2023,
as a result of the restatement.

A reconciliation of the re-stated statement of financial position to the
amounts as previously reported is as follows:

                                                                            31 December 2024                                                                                                                                                                                                                        31 December 2024
                                                                            £000                                                                          £000                                                                        £000                                                                          £000
                                                                            As previously reported                                                        Reclassification of asset Held for sale                                     Reclassification of secured bank loan                                          Re-stated
 Non-current assets
 Goodwill                                                                                                       -                                         15,592                                                                      -                                                                             15,592
 Other intangible assets                                                    177                                                                           608                                                                         -                                                                             785
 Property, plant and equipment                                              236                                                                           54                                                                          -                                                                             290
 Right of use assets                                                        1,488                                                                                                                                                     -                                                                             1,488
                                                                                                                                                          -
 Deferred tax asset                                                         20                                                                                                                                                        -                                                                             20
                                                                                                                                                          -
                                                                            1,921                                                                         16,254                                                                      -                                                                             18,175
 Current assets
 Assets classified as held for sale                                         22,377                                                                        (22,377)                                                                    -                                                                                                                  -
 Trade and other receivables                                                21,750                                                                        6,123                                                                       -                                                                             27,873
 Cash and cash equivalents                                                  1,855                                                                                                                                                     -                                                                             1,855
                                                                                                                                                          -
                                                                            45,982                                                                        (16,254)                                                                                                        -                                         29,728
 Total assets                                                               47,903                                                                                                                                                                                        -                                         47,903
                                                                                                                                                          -

 Current liabilities
 Liabilities directly associated with the assets held for sale              (1,813)                                                                       1,813                                                                       -                                                                                                                  -
 Trade and other payables                                                   (12,975)                                                                      (1,809)                                                                     -                                                                             (14,784)
 Lease liabilities                                                          (252)                                                                         -                                                                           -                                                                             (252)
 Member capital and current accounts                                        (3,492)                                                                       -                                                                           -                                                                             (3,492)
 Other interest-bearing loans and borrowings                                -                                                                             -                                                                           (8,966)                                                                       (8,966)
                                                                            (18,532)                                                                      4                                                                           (8,966)                                                                       (27,494)
 Non-current liabilities
 Lease liabilities                                                          (1,225)                                                                       -                                                                                                               -                                         (1,225)
 Other interest-bearing loans and borrowings                                (8,966)                                                                       -                                                                           8,966                                                                                                              -
 Deferred tax liability                                                     (52)                                                                          (4)                                                                                                             -                                         (56)
                                                                            (10,243)                                                                      (4)                                                                         8,966                                                                         (1,281)
 Total liabilities                                                          (28,775)                                                                                                                                                                                      -                                         (28,775)
                                                                                                                                                          -

 Net assets                                                                 19,128                                                                                                                                                                                        -                                         19,128
                                                                                                                                                          -

 Equity
 Share capital                                                              119                                                                                                                                                                                           -                                         119
                                                                                                                                                          -
 Share option reserve                                                       5,339                                                                                                                                                                                         -                                         5,339
                                                                                                                                                          -
 Share premium                                                              14,595                                                                                                                                                                                        -                                         14,595
                                                                                                                                                          -
 Merger reserve                                                             (66,928)                                                                                                                                                                                      -                                         (66,928)
                                                                                                                                                          -
 Retained earnings                                                          66,003                                                                                                                                                                                        -                                         66,003
                                                                                                                                                          -
 Capital and reserves attributable to the owners of NAHL Group plc          19,128                                                                                                                                                                                        -                                         19,128
                                                                                                                                                          -

 

 

12 Discontinued operations

In 2023 the Group sold its wholly owned subsidiary Homeward Legal Limited.
Consideration for the sale was £117,000 which was equivalent to the net asset
value of Homeward Legal at the date of sale.  The consideration was payable
in two annual instalments in each of the two years following completion, with
the second instalment of £59,000 being paid in 2025

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