REG - Naked Wines PLC - Half-year Financial Report
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RNS Number : 7328K Naked Wines PLC 09 December 2025
9 December 2025
Naked Wines plc
('Naked Wines', 'Group' or 'Company')
Half year results for the 26 weeks ended 29 September 2025 (HY26)
"Strategic Plan on track, adj. EBITDA(eil&ac 1) significantly ahead of
prior year, with performance in line with full year guidance"
Overview:
HY26 delivered significant progress, including improved adjusted EBITDA(eilac)
(1) and Gross Profit Margin, cash generation and delivery against the KPIs set
out in the new Strategic Plan articulated in March 2025. The Company also
successfully completed its first share buyback programme, which we believe has
increased intrinsic value per share for all remaining shareholders.
The Board and Leadership team have been strengthened, with Jack Pailing moving
to Non-Executive Chair, Jan-Hendrik Mohr joining as Non-Executive Director,
and David Atchison providing Board advisory support focused on advancing our
marketing strategy and customer growth initiatives. Performance is continuing
in line with FY26 guidance, which supports our medium term(2) goals of
progressive growth in adj. EBITDA(eil&ac), continued cash generation, and
recalibrating revenue around our highly profitable core.
Financial Highlights:
· Adjusted EBITDA(eil&ac)( )of £3.6m up 112% on prior year
(HY25: £1.7m), comfortably within guidance for the full year
· Net Cash excluding lease liabilities up £8.2m to £31.1m vs
prior year (HY25: £22.9m), reflecting £10m of cash generation less the £2m
share buyback completed in September 2025, and up £1m vs March 2025
· Revenue of £89.5m (HY25: reported £112.3m, constant currency
£108.9m) reducing in line with communicated FY26 guidance and our strategy of
recalibrating around our highly profitable Core Members (-18% constant FX /
-20% actual FX); this reflects the impact of the normal decline of exceptional
cohorts acquired in FY21 and FY22, the removal of inefficient acquisition
investment in late FY25 and FY26, and cautious consumer behaviour across the
economy
· Statutory loss before tax reduced to £3.0m (HY25: loss of
£5.6m), after £2.5m of adjusted items (HY25: £1.9m) and £2.6m of the
communicated $17m/£12m medium term inventory liquidation and associated costs
(HY25: £3.7m)
Delivering on our Strategic Plan:
Release cash tied up on the balance sheet:
· Free Cash Flow of £4.7m versus £7.4m for prior year, primarily
driven by cash generation through payables and Angel funds offset by cash
consumption through inventory, as we stock build for peak as planned but at
higher levels than prior year
· First share buyback programme under our new Capital Allocation
Policy successfully completed, with £2m purchased at prices well below the
Board's view of intrinsic value
· Return On Equity and Cash of 11% versus 5% in HY25, largely
driven by the significant growth in adjusted EBITDA(eil&ac)
Recalibrate around a profitable core:
· Adjusted EBITDA(eil&ac) of £3.6m up 112% on prior year
(HY25: £1.7m), in line with guidance for the full year
· Gross Profit Margin improving to 19.5% (HY25: 16.9%):
50%(3)( )of this driven by price increases and cost savings such as reduced
acquisition cost; with the balance largely reflecting higher FY25 inventory
costs
· As communicated in August, we have now determined our replacement
metric for 'Payback': Acquisition Break-even months. The target for this is
break-even on acquisition investment within 24 months, which equates to a
post-tax IRR of 23% and a 5-year forecast payback of 1.7x
1 adjusted EBITDA excluding inventory liquidation and associated costs
2 Medium Term = 3 - 5 years
3 the balance of the margin improvement reflected changes in inventory
movements
Return to sustainable growth:
· Core Members (customers who have been with us for more than two
years) remain both highly profitable and deeply engaged, with key satisfaction
and retention metrics continuing to be strong. Customer Net Promoter Score*
(NPS) of 76, rated 'excellent', was consistent with the prior year. Member
Retention Rate* held strong vs prior year at 76%, representing a 100 bps
improvement on the FY25 close (75%)
· Customer acquisition investment was reduced to £3.9m (HY25:
£9.4m) as a result of removing inefficient spend in line with our redefined
marketing strategy, as previously communicated this will lead to a smaller
more profitable business
· Demonstrable progress being made on Acquisition Break-even*,
falling from 75 months in HY25 to 44 months in the 5 months to August 2025**;
this reflects improved channel management, reduced Customer Acquisition Cost
(£69 from £78), and gross profit margin improvement (19.5% vs 16.9%)
· Initial revenue coming from new US growth opportunities. The
recently acquired Sonoma winery, established to generate manufacturing and
storage savings, also provides the opportunity for new sales in custom crush
and bulk storage. Going forward we also see opportunities in private label
production.
Post Period End and Current Trading:
· Performance continues to be in line with the communicated FY26
guidance, which supports progressive growth in adjusted EBITDA(eil&ac)
· Gross profit margin continuing to improve, benefiting from the
annualisation and compounding effect of cost efficiencies and pricing strategy
· Liquidation of excess inventory continuing as planned, supporting
strong cash generation towards the target of £40m over the medium term
· Committed to ongoing distributions in line with our new Capital
Allocation policy, and currently engaged with finance partners on future share
distributions
· Remain focused on disciplined return to organic revenue growth in
the medium term, while also considering inorganic opportunities that drive
shareholder value as they arise
Commenting on the HY26 performance, Rodrigo Maza, CEO, said:
"I'm pleased to present first-half results that show tangible progress against
the goals we set in March, and adj. EBITDA profitability up 112% on prior
year. We're delivering in line with guidance, and I remain confident that our
Strategic Plan will create meaningful value for shareholders.
"Lower CACs and improved margins have helped reduce Acquisition break-even
from 75 to 44 months - significant progress. Combined with our strong
performance on cash and improved profitability, this provides robust
foundations as we build towards a return to disciplined revenue growth in the
medium term."
* Definitions included with KPI definitions
** This being the cohorts (April - August) that have reached at least a 3
month tenure threshold at which point this metric is more stable.
Financials HY26 HY25 change
Total revenue £89.5m £112.3m -£22.8m
Adjusted EBITDA excluding inventory liquidation and associated costs(1) £3.6m £1.7m +£1.9m
Statutory loss before tax £(3.0)m £(5.6)m +£2.6m
Net cash (excl. lease liabilities) £31.1m £22.9m +£8.2m
KPIs
NPS(2) 76 76 -
Member Retention Rate %(3) 76% 76% -
Customer Acquisition Cost(4) £69 £78 -£9
Revenue Per Member(5) £162 £168 -£6
Gross Profit Margin %(6) 19.5% 16.9% +260 bps
5-Year Payback (old metric)(7) 1.2x 0.9x +0.3x
Acquisition Break-even (months) (new metric)(8) 44 75 -31
Free Cash Flow(9) £4.7m £7.4m -£2.7m
Return On Equity and Cash(10, 11) 11% 5% +600bps
KPIs as introduced, and reported, at FY25 year end
1. Adjusted EBITDA excluding inventory liquidation and associated
costs: EBITDA excluding inventory liquidation and associated costs and
adjusted items
2. Customer Net Promoter Score: Measures customer loyalty and
satisfaction based on the likelihood of customers to recommend Naked to
others. (NPS = % Promoters - % Detractors)
3. Member Retention Rate %: The % of members at the start of the
financial year that are retained at the end of the financial year
4. Customer Acquisition Cost: The cost to acquire a new member being
Investment in new customers divided by new members acquired
5. Revenue Per Member: Repeat Customer sales divided by the number of
closing members
6. Gross Profit Margin %: Gross profit as a % of revenue
7. 5-Year Payback: The ratio of projected future Repeat Customer
contribution we expect to earn from the new customers recruited in the year,
divided by the Investment in New Customers. This payback KPI will be replaced
with the new Acquisition Break-even months metric, reported here for the first
time.
8. Acquisition Break-even = The number of months it takes for the
profit generated from a newly acquired customer to cover the cost of acquiring
that customer. HY25 performance of 75 months is based on a
standardised/averaged contribution curve from 3 years of data - using this
model, HY26 ABe would have been 42 months not 44.
9. FCF = Free Cash Flow: Operating cash flow less capital expenditure
10. ROEC = Return On Equity and Cash: adjusted EBITDA excluding inventory
liquidation and associated costs as a percentage of equity including cash and
cash equivalents. We have included cash in the denominator because we have
committed to distributing as much cash as possible in the coming years. Doing
so, will be reflected in this metric.
11. The HY26 and HY25 ROEC scores have been based on 2 x adjusted EBITDA
excluding inventory liquidation and associated costs (as an annualised proxy
reference point in the calculation) as a percentage of equity including cash
and cash equivalents
5-Year Payback and Acquisition Break-even for HY26 reflect the cohorts
acquired for the 5 months to end August 2025. This being the cohorts (Apr -
Aug) that have reached at least a 3 month tenure threshold at which point
these metrics become more stable. This threshold will be applied to future
reporting.
For further information, please contact:
Naked Wines plc IR@nakedwines.com (mailto:IR@nakedwines.com)
Rodrigo Maza, Chief Executive Officer
Dominic Neary, Chief Financial Officer
Catherine Miles, Investors Relations
Panmure Liberum (Nomad & Joint Broker) Tel: 0203 100 2222
Ed Thomas / John More / Dru Danford
Vigo Consulting (Financial PR) Tel: 0207 390 0230
Guy Scarborough / Damian Reece / Tim McCall
CEO Overview: Building Momentum Through Focus and Discipline
Over the past six months, Naked has continued to make tangible progress against the three pillars of the strategy we shared in March: Release cash from the balance sheet, Recalibrate around our profitable core, and driving a Return to sustainable growth. Dominic will expand on the first two in his review; I'll focus on how we're building the foundations for growth.
We have significantly strengthened both our Board and Leadership Team. Jack
Pailing moving to Non-Executive Chair, and Jan Mohr, a long standing
shareholder and new Non-Executive Director, bringing a broad variety of
experience to the Board, including a strong track record of value creation
through M&A at Chapters Group. Dave Atchison advisory role also
meaningfully supplementing the Board's Marketing expertise, notably in US
based digital companies.
Our Global Leadership Team is now complete, following the appointments of
Anneleen Straetemans as Chief People & Legal Officer and Alice Thompson as
Chief Operating Officer. Together, we continue to embed a high-performance
culture, crystallising our values and linking them directly to results and
talent management. Naked today is faster, more effective, and more
accountable.
Growth begins with customer retention - and we are seeing encouraging
momentum. Metrics across Net Promoter Score and core member retention rates
remain strong, reflecting our focus on delivering great value, a frictionless
experience, and no guesswork for our Angels.
Reconnecting our community has also been central to our progress. Recent
campaigns have focused on reminding us all of what makes Naked special: a
community that rallies behind the people who make great wine possible. These
moments restored pride among Angels, Winemakers, and our teams alike.
Arco's Final Vintage: When much-loved South African winemaker Arco Laarman
sadly passed away last year, fellow Naked winemaker Johan Kruger helped his
family complete Arco's final vintages. The wines were received to
many touching tributes from our members, and to honour Arco's legacy, we're
donating all profits from their sale to a fund for his daughter's education,
a demonstration that the people behind our wines remain at the heart of
everything we do.
Corbières Rescue Case: After wildfires devastated vineyards in Corbières,
the Naked community rallied together through a crowdfunded rescue case
organised by winemaker Katie Jones. 7,000 members pledged support within days,
providing vital funds for those affected. It was a powerful reminder of the
compassion and commitment to helping others that make our community unique.
We've also expanded the Credit Back Guarantee globally, giving customers the
confidence to explore our range and discover new wines risk-free; a key step
toward restoring Naked's sense of adventure and discovery. We continue to
explore different benefits that improve our proposition and offering for
Angels and will scale those with the highest impact.
On the customer acquisition front, our channel mix looks very different from a
year ago. We've deliberately exited low-quality, high-churn channels, focusing
investment on those that attract the right Angels - customers who value
connection, quality, and fair prices. This disciplined approach has materially
reduced Customer Acquisition Cost across all markets, improved first-order
economics, and is driving a meaningful improvement in payback. While volumes
are down as a result, this is a deliberate trade-off. We are scaling only
where returns are sustainable.
At the same time, we're investing in the redesign of our homepage and customer
journey, making Naked's value proposition clearer and more transparent. This
work represents an essential driver of future growth.
We continue to make progress in our digital transformation programme, with
workstreams across the business improving both efficiency and customer
experience, and early results show strong productivity gains.
In B2B, what started as an outlet for surplus inventory is becoming a
credible, profitable revenue stream. Our new Sonoma facility will allow us to
leverage excess capacity to provide services such as custom crush and bulk
wine storage, generating incremental profit and further cash generation
We're now a business creating steady, reliable cashflows, with a plan to
reinvest in ways that strengthen Naked's long-term position. As we continue to
deliver, we will assess inorganic opportunities that could enhance
shareholder value and reinforce our community-led model as they arise.
The last 18 months have not been easy, but they've been transformative. We've
sharpened our culture, strengthened our team, and rebuilt momentum. The
strategy is clear, the foundations are solid; it's about execution now, and
that execution keeps improving. As the Brits say, I'm feeling quite
optimistic.
Rodrigo Maza
Group Chief Executive Officer
CFO Overview: Cash and profitability and value creation
HY26 has seen significant progress with the strategy we communicated in March.
We remain confident that we will continue to deliver the value to shareholders
we identified over the medium term.
Release cash tied up on the balance sheet
We continue to make significant progress with a notable £8.2m increase in net
cash excluding lease liabilities on prior year, and a £1.0m increase on March
2025:
· This represents cash generation driven by ongoing adjusted EBITDA
improvements
· Inventory has fallen by £26m vs prior year and despite stock
build for peak trading, is up only £5m vs March 2025
· This, in part, has funded a £2m share buyback which was
implemented in September 2025 and completed at prices well below the Board's
view of intrinsic value. We continue to anticipate ongoing distributions in
line with our previously communicated policy
Recalibrate around a profitable core
Adjusted EBITDA(eil&ac) of £3.6m is up 112% on prior year (HY25: £1.7m)
in line with guidance for the full year; this results, in particular, from the
application of rigorous Acquisition ROI targets in addition to cost
optimisation across the P&L.
· Marketing acquisition targets: as announced at the FY25 results,
we are implementing a more robust acquisition ROI metric 'Acquisition
Break-even'. Our target is to reach and exceed break-even on acquisition
investment within 24 months. This equates to a post-tax IRR of 23% and a
5-year forecast Payback of 1.7x
· Acquisition Break-Even has improved from 75 months in HY25 to 44
months in HY26, reflecting:
o Price increases in Australia and the UK coupled with improved margins
globally, have driven circa 82% of this improvement, with further pricing
anticipated in the US in Q4
o The remaining improvements largely reflect the uplift in retention we have
seen in the US and UK markets resulting from the focus on brand/engagement,
and revised channel strategy
· The ongoing focus on cost will drive significant value in FY26
and beyond:
o The IRR focus has generated in excess of £5m of acquisition investment
efficiencies in the first half
o Gross Profit Margin improving to 19.5% (HY25: 16.9%) following ongoing
cost saving actions including a focus on reduced acquisition cost, more than
offsetting significant government regulations and tax increases from Duty,
Packaging Taxes, and NI
o G&A costs (excluding adjusted items): a revised focus on G&A is a
key lever to ensure that our investments deliver anticipated IRR targets. We
continue to anticipate £3m efficiencies, more than offsetting the estimated
£1m inflationary impact in the period
Post Period End and Current Trading
· Performance continues to be in line with the communicated FY26
guidance, which supports progressive growth in adjusted EBITDA and significant
cash generation for FY26
· Gross profit margin continues to improve, benefiting from the
annualisation and compounding effect of cost efficiencies and pricing
strategy.
· Liquidation of excess inventory continuing as planned, supporting
strong cash generation towards the target of £40m over the medium term.
· Committed to ongoing distributions in line with the new
Shareholder Distributions policy, currently engaged with finance partners on
next share distributions.
· Remain focused on disciplined return to organic revenue growth
and executing on our Strategic Plan in the medium term, while also considering
inorganic opportunities that drive shareholder value as they arise.
FY26 guidance(1): (reiterated, as communicated within the FY25 results
published on 5 August 2025)
KPI FY26
Revenue £200m to £216m
Adjusted EBITDA(2) (excl. inventory liquidation and associated costs) £5.5m to £7.5m
Net cash (excl. lease liabilities)(3,4) £35m to £39m
Inventory liquidations and associated costs(5) $17m (c.£12m) of inventory liquidation cost over the Medium Term
1. This guidance has been provided based on constant FX rates of 1 GBP =
1.35 USD and 2.00 AUD
2. As highlighted in March 2025, implementing the £15m of FY26 savings
results in a likely £2-£3m exceptional cost throughout FY26
3. Net cash (excl. lease liabilities); the amount of cash we are holding
less borrowings at year end excluding lease liabilities
4. Net cash guidance assumes the £2m distribution via the share
distributions programme completed in calendar year 2025
5. Medium Term Inventory liquidation and associated costs to speed up cash
delivery, including bulk and cased goods, excess overhead absorption and
associated storage costs
Group financial summary(1)
HY26 HY25 HY26 vs HY25 Constant currency²
Total revenue³ £89.5m £112.3m -20% -18%
Total adjusted revenue³ £89.4m £112.3m -20% -18%
New £2.8m £7.9m -65% -64%
Repeat £85.0m £102.6m -17% -15%
Other £1.7m £1.9m -10% -4%
Investment in New Customers £(3.9)m £(9.4)m -59% -58%
Repeat Customer contribution £21.0m £25.9m -19% -16%
Other contribution £(2.5)m £(3.8)m -35% -30%
General and administrative £(14.6)m £(15.7)m -7% -6%
costs excluding adjusted items⁴
Operating general and administrative costs £(14.4)m £(14.9)m -3% -3%
Share-based payments £(0.2)m £(0.8)m -75% -75%
Memo: statutory general and £(16.5)m £(15.8)m 4% 5%
administrative costs
Adjusted EBIT⁵ £0.0m £(3.1)m -101% -101%
Adjusted items⁶ £(2.5)m £(1.9)m 29% 35%
Statutory operating loss £(2.4)m £(5.0)m -51% -53%
Net finance costs £(0.6)m £(0.7)m -11% 22%
Statutory loss before tax £(3.0)m £(5.6)m -46% -47%
Net cash excluding lease liabilities⁷ £31.1m £22.9m 36% 37%
Net assets £64.7m £67.3m -4% -3%
Inventory (including that under staged payments) £113.1m £139.2m -19% -18%
1. In addition to statutory reporting, Naked Wines reports alternative
performance measures (APMs) which are not defined or specified under the
requirements of UK-adopted international accounting standards. The Group uses
these APMs to improve the comparability of information between reporting
periods by adjusting for certain items which impact upon IFRS measures to aid
the user in understanding the activity taking place across the Group's
businesses. Definitions of the APMs used are given at the end of this
announcement.
2. Constant currency basis using current period FX rates for the translation
of the comparative period.
3. Refer to the reconciliation of reported performance to management adjusted
basis in the APM section at the end of this announcement for a reconciliation
of total revenue to total adjusted revenue.
4. Refer to the reconciliation of general and administrative (G&A) costs
in the APM section at the end of this announcement for a reconciliation of
G&A costs shown here to those reported in the income statement.
5. Refer to the reconciliation of reported performance to management adjusted
basis in the APM section at the end of this announcement for a reconciliation
of adjusted EBIT to operating loss (reported EBIT).
6. Refer to note 6 Adjusted items for further details.
7. Refer to the table in the APM section at the end of this announcement for
an analysis of net cash (excluding lease liabilities).
Due to rounding principles, numbers presented in £m may not sum to the totals
provided. This can also lead to individual amounts being rounded to zero.
Drivers of Group P&L performance
In HY26 total revenue declined by 18% on a constant currency basis to £89.5m
(HY25 CCY: £108.9m). This reflects the impact of the normal decline of
exceptional cohorts acquired in FY21 and FY22, the reduction in inefficient
acquisition investment in late FY25 and FY26, and cautious consumer behaviour
across the economy.
Repeat Customer contribution dropped broadly in line with Repeat Customer
sales. There was a 64% decline in New Customer sales on a constant currency
basis, with investment in the acquisition of new customers reducing by 58% in
HY26, in line with our redefined marketing strategy of removing inefficient
spend.
General and administrative (G&A) costs, excluding adjusted items, of
£14.6m were down 6% on prior year (HY25: £15.7m), reflecting the impact of
the cost savings implemented in April 2025. Statutory G&A costs of £16.5m
(HY25: £15.8m) includes £1.9m of the planned £2m - £3m restructuring costs
we guided to at FY25 year end.
This resulted in adjusted EBITDA excluding inventory liquidation and
associated costs of £3.6m (HY25: £1.7m). The adjusted EBITDA including
inventory liquidation and associated costs was £1.0m (HY25: loss of £2.0m).
The statutory loss before tax of £3.0m (HY25: loss of £5.6m) includes both
the £2.6m of inventory liquidation costs (HY25: £3.7m) and £2.5m of
adjusted items (HY25: £1.9m).
Adjusted items
HY26 HY25
£m £m
Right-sizing of US inventory 0.3 -
Under-absorption of current year's winery overheads - (1.8)
Extended Producer Responsibility levy for H2 FY26 (0.8) -
Restructuring costs (1.9) -
Fair value movement on forward foreign exchange contracts (0.1) (0.1)
Refer to note 6 Adjusted items for further details of all these adjusted
items. These are adjusted as they are either material one-time charges we do
not expect to be repeated or they are non-trading related, or in the case of
the Extended Producer Responsibility Levy, do not relate to the trading period
under review. We feel that treating them as adjusted items provides clarity of
these charges and also a more comparable view of business trading
performance. Note that the Extended Producer Responsibility Levy will be
reported within trading at the end of the year as the full year levy charge
aligns with a full year of trading performance.
Cash flow drivers
HY26 net cash excluding lease liabilities was £31.1m, up £8.2m on HY25
(HY25: £22.9m) and up £1m on March 2025 (£30.1m). There was £1.8m of net
cash generation in HY26 (excluding the impact of FX) and including share
distributions of £2m. The adverse movement in inventory reflects some stock
build ahead of Peak, which will reverse out in the second half.
Cash flow analysis
HY26 HY25
£m £m
(2.4) (5.0)
Add back: depreciation and amortisation 1.0 1.1
Add back: other non-cash amounts(1) (0.9) 0.6
Change in inventory (6.4) 0.6
Change in payables 8.6 1.0
Change in Angel funds and other deferred income 8.5 7.7
Change in receivables (2.2) 1.8
Operating cash flow 6.2 7.8
Net tax received/(paid) and net interest paid - (2.4)
Capital expenditure (1.5) (0.4)
Share buyback (2.0) -
Repayments of principal under lease liabilities (1.0) (0.8)
Movement in net cash excluding lease liabilities 1.8 4.3
Opening net cash excluding lease liabilities 30.1 19.6
Movement in net cash excluding lease liabilities 1.8 4.3
FX (0.7) (1.0)
Closing net cash excluding lease liabilities 31.1 22.9
1 Other non-cash amounts is made up of share-based payment charge of £0.1m
(HY25: £0.8m), movement in inventory provision of credit of £1.0m (HY25:
£0.3m) and fair value movement on foreign exchange contracts credit of
£0.1m (HY25:charge of £0.1m).Due to rounding principles, numbers presented
in £m may not sum to the totals provided. This can also lead to individual
amounts being rounded to zero.
Net interest charges totalled £0.2m in HY26 (HY25: £0.7m), being the net of
interest receivable on cash at bank and funds placed on deposit and finance
costs associated with the Group's asset-backed lending facilities.
The Group's statutory effective tax rate of (4.2)% (HY25: (16.1)%) is
substantially driven by the Group's tax adjusted loss-making position in the
UK and the US (in respect of which recognition of deferred tax is restricted)
in contrast to the small profitable position in Australia, resulting in taxes
to pay in this location.
Liquidity and going concern
The Group has continued to build its net cash excluding lease liabilities
position during HY26. Angel funds, which are heavily weighted to our core
members who have been with the business for more than 24 months, have remained
resilient during the period, reflecting the loyalty of our longer-term and
most engaged members.
The combination of this improvement and the reduction in covenant limitations
afforded by the credit facility, and the expectation of additional cash
generation that is typical through the peak trading period, has improved the
Group's resilience to weather any downturn. The Board has stress-tested a
range of trading scenarios, which incorporate a range of inventory liquidation
costs, and have a reasonable expectation that the Group and the Company will
be able to operate within the level of their available liquidity. For this
reason, and the reasons given above, the Board considers it appropriate for
the Group and the Company to adopt the going concern basis in preparing these
financial statements.
Dominic Neary
Group Chief Financial Officer
Condensed consolidated income statement
For the 26 weeks ended 29 September 2025
Continuing operations 26 weeks ended 26 weeks ended
29 September 2025
30 September 2024
Note £'000 £'000
Revenue 5 89,542 112,301
Cost of sales (57,458) (72,173)
Fulfilment costs (15,569) (21,402)
Gross profit pre movement in US inventory provision 16,515 18,726
Movement in US inventory provision 6 972 282
Gross profit 17,487 19,008
Advertising costs (3,408) (8,148)
General and administrative costs (16,516) (15,827)
Operating loss¹ (2,437) (4,967)
Finance costs (919) (802)
Finance income 340 151
Loss before tax (3,016) (5,618)
Tax 7 (126) (907)
Loss for the period (3,142) (6,525)
Loss per share
Basic and diluted 8 (4.3)p (8.8)p
1. Operating loss analysed as:
26 weeks ended 26 weeks ended
29 September 2025
30 September 2024
Note £'000 £'000
Analysed as:
Adjusted EBIT(2) 18 (3,061)
Adjusted items: 6
Right-sizing of US inventory 257 -
Under-absorption of current period's winery - (1,798)
overheads
Extended Producer Responsibility (EPR) for (798) -
packaging
Restructuring costs (1,856)
Other adjusted items (58) (108)
Operating loss (2,437) (4,967)
2. Refer to the table in the APM section at the end of this
announcement for analysis of adjusted EBIT identifying inventory liquidation
transactions.
The notes to the condensed consolidated interim financial statements following
the primary statements are an integral part of these condensed consolidated
interim financial statements.
Condensed consolidated statement of comprehensive income
For the 26 weeks ended 29 September 2025
26 weeks ended 26 weeks ended
29 September 2025
30 September 2024
£'000 £'000
Loss for the period (3,142) (6,525)
Items that may be reclassified subsequently to the income statement:
Exchange differences on translation of foreign operations (1,850) (3,727)
Other comprehensive loss for the period (1,850) (3,727)
Total comprehensive loss for the period (4,992) (10,252)
The total comprehensive loss for the period and the prior period is wholly
attributable to the equity holders of the parent company, Naked Wines plc.
The notes to the condensed consolidated interim financial statements following
the primary statements are an integral part of these condensed consolidated
interim financial statements.
Condensed consolidated statement of changes in equity
For the 26 weeks ended 29 September 2025
Share capital Share premium EBT reserve Capital redemption reserve Currency translation reserve Retained earnings Total equity
£'000 £'000 £'000 £'000 £'000 £'000 £'000
At 1 April 2024 5,550 21,162 - 363 6,497 43,195 76,767
Loss for the period - - - - - (6,525) (6,525)
Other comprehensive loss for the period - - - - (3,727) - (3,727)
Total comprehensive loss for the period - - - - (3,727) (6,525) (10,252)
Credit to equity for equity-settled share-based payments - - - - - 806 806
At 30 September 2024 5,550 21,162 - 363 2,770 37,476 67,321
At 31 March 2025 5,550 21,162 (10) 363 4,883 39,583 71,531
Loss for the period - - - - - (3,142) (3,142)
Other comprehensive loss for the period - - - - (1,850) - (1,850)
Total comprehensive loss for the period - - - - (1,850) (3,142) (4,992)
Share buyback (172) - - 172 - (2,000) (2,000)
Credit to equity for equity-settled share-based payments - - - - - 149 149
Deferred tax on share-based payments - - - - - 14 14
At 29 September 2025 5,378 21,162 (10) 535 3,033 34,604 64,702
The notes to the condensed consolidated interim financial statements following
the primary statements are an integral part of these condensed consolidated
interim financial statements.
Condensed consolidated balance sheet 29 September 2025 31 March 2025
As at 29 September 2025
Note £'000 £'000
Non-current assets
Goodwill and intangible assets 9 7,636 6,438
Property, plant and equipment 1,669 2,012
Right-of-use assets 4,657 5,802
Deferred tax assets 3,877 4,030
17,839 18,282
Current assets
Inventory staged payments to winemakers 8,842 10,346
Inventories 104,215 97,241
Trade and other receivables 10,115 8,493
Financial instruments at fair value 77 70
Cash and cash equivalents 10 31,133 30,055
154,382 146,205
Current liabilities
Trade and other payables (29,897) (21,777)
Current tax liabilities (55) (34)
Angel funds and other deferred income (70,316) (62,872)
Lease liabilities (1,318) (1,595)
Provisions (1,516) (1,575)
Customer-funded bonds (35) (35)
Financial instruments at fair value (98) (152)
(103,235) (88,040)
Net current assets 51,147 58,165
Total assets less current liabilities 68,986 76,447
Non-current liabilities
Provisions (204) (99)
Lease liabilities (4,080) (4,817)
(4,284) (4,916)
Net assets 64,702 71,531
Equity
Share capital 5,378 5,550
Share premium 21,162 21,162
EBT reserve (10) (10)
Capital redemption reserve 535 363
Currency translation reserve 3,033 4,883
Retained earnings 34,604 39,583
Total equity 64,702 71,531
The condensed consolidated interim financial statements of Naked Wines plc
(company registration number 02281640) have been prepared in accordance with
International Accounting Standard 34 Interim Financial Reporting, as adopted
for use in the UK.
The notes to the condensed consolidated interim financial statements following
the primary statements are an integral part of these condensed consolidated
interim financial statements.
By order of the Board,
Dominic Neary
Chief Financial Officer Date: 9 December 2025
Condensed consolidated cash flow statement
As at 29 September 2025
26 weeks ended 26 weeks ended
29 September 2025
30 September 2024
Note £'000 £'000
Operating activities
Net cash flows from operations 10 6,179 7,817
Overseas income tax received 805 -
Overseas income tax paid (602) (2,157)
Net cash from operating activities 6,382 5,660
Investing activities
Interest received 340 -
Purchase of property, plant and equipment (213) (358)
Capitalisation of internally developed software 9 (1,270) -
Proceeds on disposal of property, plant and equipment 34 12
Net cash used in investing activities (1,109) (346)
Financing activities
Interest paid (498) (376)
Interest received - 151
Share buyback (2,000) -
Repayments of principal under lease liabilities (1,011) (791)
Debt issuance costs paid - (1,801)
Repayment of borrowings - (12,303)
Drawdown of borrowings - 8,301
Net cash (used in) financing activities (3,509) (6,819)
Net increase/(decrease) in cash 1,764 (1,505)
Cash and cash equivalents at the beginning of the period 30,055 31,851
Effect of foreign exchange rate changes (686) (1,082)
Cash and cash equivalents at the end of the period 10 31,133 29,264
The notes to the condensed consolidated interim financial statements following
the primary statements are an integral part of these condensed consolidated
interim financial statements.
Notes to the condensed consolidated interim financial statements
1. General Information
Naked Wines plc (the Company) is a public limited company and is limited by
shares. It is incorporated in the United Kingdom under the Companies Act
2006 and is registered in England and Wales. The Company is the ultimate
controlling party of the Naked Group and its ordinary shares are traded on the
Alternative Investment Market (AIM).
The Company's registered address is Norvic House, 29-33 Chapel Field Road,
Norwich, NR2 1RP, UK. The Group's principal activity is the direct-to-consumer
retailing of wine. The Company's principal activity is to act as a holding
company for its subsidiaries.
2. Basis of preparation
The annual financial statements of the Group are prepared in accordance with
UK-adopted international accounting standards.
These condensed consolidated interim financial statements have been prepared
applying the accounting policies set out in the Annual Report and Accounts for
the 52 weeks ended 31 March 2025.
The auditor's report on those accounts was not qualified and did not contain
statements under section 498(2) or (3) of the Companies Act 2006.
The condensed consolidated interim financial statements included in this
report have been prepared in accordance with International Accounting Standard
34 Interim Financial Reporting, as adopted for use in the UK. These should
be read in conjunction with the group' last annual consolidated financial
statements for the 52 weeks ended 31 March 2025. They do not include all of
the information required for a complete set of financial statements prepared
in accordance with IFRS Accounting Standards. However, selected explanatory
notes are included to explain events and transaction that are significant to
an understanding of changes in the Group's financial position and performance
since the last annual financial statements.
The financial reporting period represents the 26 weeks ended 29 September 2025
and the prior period, 26 weeks ended 30 September 2024. The condensed
consolidated financial statements are presented in GBP which is the Group's
functional currency and all values are rounded to the nearest thousand
(£'000), except when otherwise indicated.
The new accounting standards that came into effect in the current accounting
period beginning 1 April 2025, noted below, did not have a material impact,
nor introduce any new disclosures that are explicitly required in the
condensed consolidated interim financial statements.
Effective date 1 January 2025
· Lack of Exchangeability - Amendments to IAS 21 The Effects of
Changes in Foreign Exchange Rates
At the reporting date, the Group has not applied the following new and revised
IFRSs that have been issued but are not yet effective. The Directors do not
expect that the adoption of the Standards listed below will have a material
impact on the financial statements of the Group in future periods.
Effective date 1 January 2026
· Classification and Measurement of Financial Instruments -
Amendments to IFRS 9 Financial Instruments and IFRS 7 Financial
Instruments: Disclosures
· Annual Improvements to IFRS Accounting Standards - Amendments to:
· IFRS 1 First-time Adoption of International Financial Reporting
Standards;
· IFRS 7 Financial Instruments: Disclosures and its
accompanying Guidance on implementing IFRS 7;
· IFRS 9 Financial Instruments;
· IFRS 10 Consolidated Financial Statements; and
· IAS 7 Statement of Cash flows
· Contracts Referencing Nature-dependent Electricity - Amendments
to IFRS 9 and IFRS 7
Effective date 1 January 2027
· IFRS 18 Pre Presentation and Disclosure in Financial Statements
· IFRS 19 Subsidiaries without Public Accountability: Disclosures
· IFRS for SMES third edition (effective date is for the updated
sections only)
To be determined
· Sale or Contribution of Assets between an Investor and its
Associate or Joint Venture - Amendments to IFRS 10 and IAS 28.
3. Critical accounting estimates and judgements
Going concern
In concluding on the going concern basis of the financial statements, the
Directors have made a number of judgments as set out in note 4 Going concern.
The Directors draw attention to the critical nature of these estimates and
judgements in the preparation of these financial statements.
Classification of adjusted items
A number of judgements are made in the presentation of costs and income as
adjusted items. Refer to note 6 Adjusted items for further details.
US overstock inventory provision
For both bulk and cased wine inventory in the US, the full range of reasonably
possible outcomes in a period of 12 months is inherently difficult to
calculate as it is dependent on key assumptions, such as the expected future
sales of wine and the use of the inventory in future wine projects. The
Directors highlight, therefore, it is possible that outcomes within the next
12 months may differ from their estimates, and that the magnitude of the
inventory provision in the Group's US business unit could materially change in
the next financial year.
a) Bulk wine (gross inventory £21.1m, overstock provision £6.6m (FY25:
gross inventory £25.6m, overstock provision £7.9m)).
If management are not able to realise expected proceeds for bulk wine
expected to reach commercial expiry in the next 24 months, the inventory
provision required for this inventory would increase by £1.0m. However, were
management to meet the upper end of its expectations of expected proceeds, the
inventory provision required for this inventory would reduce by £0.5m.
Additionally, for every 10% of the remaining bulk wine on hand at the balance
sheet date planned for bottling and sale in the normal course of business,
which management subsequently could not use in future wine projects, but for
which it could achieve expected secondary market disposal proceeds, a further
£0.7m increase in provision would be required.
b) Cased wine (gross inventory £52.6m, overstock provision £1.9m, (FY25:
gross inventory £52.3m, overstock provision £2.0m)).
In the event that cased wine held on the balance sheet reaches the end of its
prime commercial life 12 months earlier than anticipated, the provision
required for cased wine reaching expiry before sale would increase by £1.5m.
Capitalised development costs
In the first half of FY26, the Group capitalised £1.3m (HY25: £nil, FY25:
£0.6m) of internally developed software as part of the digital transformation
programme. Judgement is required in determining whether each individual
workstream meets the recognition criteria for capitalisation as an intangible
asset. In making this determination, management assess the stage of completion
of each project, technical feasibility, the intention and ability to complete
the software for use, the expected economic benefits, the availability of
resources to complete the project and the reliability of cost measurement.
Expenditure that relates to research activities or does not clearly meet the
criteria for capitalisation is expensed as incurred. Give the qualitative
nature of these criteria, the capitalisation decision represents a significant
judgement.
Other sources of estimation uncertainty
The Group uses estimates of future profits to determine whether goodwill and
other non-current assets should be impaired and the amount of deferred tax
assets that are recognised at each balance sheet date. These are not
considered significant sources of estimation in the current or prior period.
In the process of applying the Group's accounting policies, the Directors
consider there are no further sources of estimation uncertainty that have a
significant risk of causing a material adjustment to the carrying value of
assets and liabilities within the next financial year.
4. Going concern
In order to assess the appropriateness of the going concern assumption, the
Directors have prepared a number of cash flow scenarios extending for a period
of at least 12 months from the date of the approval of these condensed
consolidated interim financial statements ("the going concern assessment
period").
Base case scenario
In its base case scenario, the Directors have used projected recent run rates
of key performance indicators to forecast the cash flow of the business,
taking into consideration current business initiatives and planned business
improvement activities, and the funding available from existing cash reserves
and the Group's 60-month credit facility with PNC Bank which is contracted to
be available throughout and beyond the going concern assessment period.
The Directors have also considered in their deliberations the principal risks
and uncertainties of the Group as set out in the Group's FY25 annual report
and accounts.
Under this scenario, the Group has sufficient liquidity to meet the needs of
the trading business and to exceed the springing covenant requirement of its
credit facility throughout the going concern assessment period.
Severe but plausible downside scenario
The Directors have then prepared a severe but plausible downside scenario
incorporating a 5% and then 10% reduction in mature customer order frequency,
resulting in a closing annualised 8% decline in repeat sales. This
sensitivity scenario then incorporates available mitigating actions within
management's control to both planned business initiatives as well as cost and
cash saving opportunities within the operations of the business, including
· Reductions in new customer investment spend;
· Automatic and discretionary reductions in general and
administrative costs, and
· Reduction in discretional in capital expenditure
In this severe but plausible downside scenario, the Group would maintain
sufficient headroom in the going concern assessment period versus the
springing covenant test requirement of $12m (around £9m) of available
liquidity.
Conclusion
After considering the forecast, sensitivity and mitigating actions available
and having regard to potential risks and uncertainties in its operating
markets, the Directors have a reasonable expectation that Naked Wines has
sufficient liquidity to trade and meet the obligations of its credit facility
and therefore meet its liabilities as they fall due for at least 12 months
from the date of the approval of these consolidated interim financial
statements. For these reasons, the Board considers it appropriate for the
Group to adopt the going concern basis in preparing these condensed
consolidated interim financial statements.
5. Segmental reporting
IFRS 8 Operating segments requires operating segments to be determined based
on the Group's internal reporting to the Chief Operating Decision Maker
(CODM). The Board has determined that the Executive Directors of the Company
are the CODM of the business. This is on the basis that they have primary
responsibility for the allocation of resources between segments and the
assessment of performance of the segments. In line with the information
presented to the Executive Directors of the Company, the Group presents its
segmental analysis based on the three geographic locations in which the Group
operates.
Performance of these operating segments is assessed on revenue and adjusted
EBIT (being operating profit excluding any adjusted items), as well as
analysing the business between new customer, repeat customer and other lines
of business.
These are the financial performance measures that are reported to the CODM,
along with other operational performance measures, and are considered to be
useful measures of the underlying trading performance of the segments.
Adjusted items are allocated in accordance with how they are reported to the
CODM.
Now that we are operating under the new strategic plan announced in March
2025, the financial performance measures that are reported to the CODM, along
with other operational performance measures remain consistent with previous
financial periods and therefore no changes are required to the operating
segments disclosed.
The table below sets out the basis on which the performance of the business is
presented to the CODM. The CODM considers that, as a single route to market
and solely consumer-facing business in three geographically and economically
diverse locations, the business comprises three operating segments. The
Group reports revenue from external customers as a single product group, being
principally wine and some spirits.
Unallocated assets include goodwill and other intangible assets held by
holding companies and unallocated impairment charges relate to impairments
recorded against these assets. For the purposes of the geographical analysis,
these assets are allocated to the UK as these assets arose as a result of an
acquisition by a UK holding company. For impairment analysis, these assets are
allocated to the relevant CGU.
Unallocated assets also include capitalised software development costs and
unallocated amortisation relates to amortisation against these assets. These
assets are unallocated for the purpose of the segmental disclosure as these
are not included in the assets and liabilities reported to the CODM for each
operating segment.
Costs relating to global Group functions are not allocated to the operating
segments for the purposes of assessing segmental performance and consequently
global costs are presented separately. This is consistent with the
presentation of those functions to the CODM.
Revenues are attributed to the countries from which they are earned. The Group
is not reliant on a major customer or group of customers.
All revenue is recognised at a single point in time when it is probable that
the economic benefits will flow to the Group and the revenue can be reliably
measured. Specific to the Group, the performance obligations of the Group
are deemed to be fulfilled when the product is delivered to our customer or
Angel, typically within one to three days following dispatch, which is when
the customer obtains control of their purchase and there is reasonable
certainty regarding the recovery of the consideration.
The Group is subject to seasonal fluctuations resulting in varying profits
over the full year period. The Group experiences increased sales in the
third quarter which covers the holiday period, accounting for around 40% of
total revenue compared to around 20% in each of the other quarters.
Included within Angel funds and other deferred income is deferred income of
£6.3m (FY25: £6.5m). These balances represent value of funds received in
advance, but the order is yet to be fulfilled or delivered. This will be
recognised as revenue when the order is fulfilled or delivered, which is
expected to occur over the next six months.
26 weeks ended 29 September 2025 Naked Wines US Naked Wines UK Naked Wines Australia Unallocated Total
£'000 £'000 £'000 £'000 £'000
Total segment revenue 37,455 41,553 12,281 - 91,289
less intercompany revenue (1,747) - - - (1,747)
External revenue 35,708 41,553 12,281 - 89,542
Revenue associated with the US inventory impairment (123) - - - (123)
Total adjusted revenue (1) 35,585 41,553 12,281 - 89,419
Analysed as:
New Customer sales 1,036 792 927 - 2,755
Repeat Customer sales 32,849 40,761 11,354 - 84,964
Other revenue 1,700 - - - 1,700
35,585 41,553 12,281 - 89,419
Investment in New Customers (1,411) (1,171) (1,320) - (3,902)
Repeat Customer contribution 10,411 7,563 3,005 - 20,979
Other contribution(2) (2,033) (424) - - (2,457)
Total contribution after advertising costs(3) 6,967 5,968 1,685 - 14,620
General and administrative costs(4) (3,266) (2,028) (1,145) (8,163) (14,602)
Adjusted EBIT 3,701 3,940 540 (8,163) 18
Adjusted items:
Right-sizing of US inventory 257 - - - 257
Extended Producer Responsibility - (798) - - (798)
(EPR)
Restructuring costs (960) (487) (9) (400) (1,856)
Other adjusted items 16 23 - (97) (58)
Operating profit/(loss) 3,014 2,678 531 (8,660) (2,437)
Finance costs (668) (21) (10) (220) (919)
Finance income 311 29 - - 340
Profit/(loss) before tax 2,657 2,686 521 (8,880) (3,016)
Tax (8) - (115) (3) (126)
Profit/(loss) for the period 2,649 2,686 406 (8,883) (3,142)
Adjusted EBITDA(5) 4,597 3,997 541 (8,091) 1,044
Depreciation 896 57 1 - 954
Amortisation - - - 72 72
Total assets 96,831 43,891 19,682 11,817 172,221
Total liabilities 44,545 46,450 11,198 5,326 107,519
Capital expenditure 207 - 6 1,270 1,483
26 weeks ended 29 September 2025 US UK Australia Total
£'000 £'000 £'000 £'000
Geographical analysis
Revenue 35,708 41,553 12,281 89,542
Non-current assets excluding deferred tax assets 5,626 8,331 5 13,962
1. Total adjusted revenue is calculated as external revenue excluding
revenue associated with the right-sizing of US inventory as analysed in note 6
Adjusted items.
2. Other contribution constitutes loss on inventory liquidation and
associated costs
3. Contribution after advertising costs is calculated as gross profit
(£17.5m), less advertising costs (£3.4m), excluding transactions associated
with right-sizing of inventory (£0.3m credit) and EPR levy (£0.8m) (details
in note 6 Adjusted items).
4. Refer to the table in the APM section at the end of this
announcement for a reconciliation of G&A costs to those reported in the
income statement.
5. Adjusted EBITDA defined as adjusted EBIT, adding back depreciation
and amortisation
26 weeks ended 30 September 2024 Naked Wines US Naked Wines UK Naked Wines Australia Unallocated Total
£'000 £'000 £'000 £'000 £'000
Total segment revenue 51,989 47,513 13,964 - 113,466
less intercompany revenue (1,165) - - - (1,165)
External revenue 50,824 47,513 13,964 - 112,301
Analysed as:
New Customer sales 4,245 2,317 1,296 - 7,858
Repeat Customer sales 44,699 45,196 12,668 - 102,563
Other revenue 1,880 - - - 1,880
Revenue 50,824 47,513 13,964 - 112,301
Investment in New Customers (4,747) (3,513) (1,183) - (9,443)
Repeat Customer contribution 15,069 7,437 3,372 - 25,878
Other contribution(1) (3,545) (232) - - (3,777)
Total contribution after advertising costs(2) 6,777 3,692 2,189 - 12,658
General and administrative costs(3) (3,781) (2,093) (1,149) (8,696) (15,719)
Adjusted EBIT 2,996 1,599 1,040 (8,696) (3,061)
Adjusted items:
Under-absorption of current period's winery overheads (1,798) - - - (1,798)
Other adjusted items (2) (189) (2) 85 (108)
Operating profit/(loss) 1,196 1,410 1,038 (8,611) (4,967)
Finance costs (674) (102) (25) (1) (802)
Finance income 147 4 - - 151
Profit/(loss) before tax 669 1,312 1,013 (8,612) (5,618)
Tax (551) (77) (179) (100) (907)
Profit/(loss) for the period 118 1,235 834 (8,712) (6,525)
Adjusted EBITDA(5) 4,012 1,683 1,040 (8,696) (1,961)
Depreciation 1,016 84 - - 1,100
Total assets 112,929 48,328 20,139 9,793 191,189
Total liabilities 56,905 52,110 12,087 2,766 123,868
Capital expenditure 220 138 - - 358
Geographical analysis US UK Australia Total
£'000 £'000 £'000 £'000
Revenue 50,824 47,513 13,964 112,301
Non-current assets excluding deferred tax assets 3,460 6,681 - 10,141
Adjusted EBITDA(5) 4,012 1,683 1,040 (8,696) (1,961)
1. Other contribution constitutes loss on inventory liquidation and
associated transactions
2. Contribution after advertising costs is calculated as gross profit
(£19.0m), less advertising costs (£8.1m), excluding transactions associated
with the under-absorption of current period's winery overheads (£1.8m)
(details in note 6 Adjusted items).
3. Refer to the table in the APM section at the end of this
announcement for a reconciliation of G&A costs to those reported in the
income statement.
4. Adjusted EBITDA defined as adjusted EBIT, adding back depreciation
and amortisation.
6 Adjusted items
The Directors believe that adjusted EBIT provides additional useful
information for shareholders on trends and performance. These measures are
used for performance analysis. Adjusted EBIT is not defined by IFRS and
therefore may not be directly comparable with other companies' adjusted profit
measures. It is not intended to be a substitute for, or superior to, IFRS
measurements of profit.
The adjustments made to reported loss before tax are:
26 weeks ended 26 weeks ended
29 September 2025
30 September 2024
£'000 £'000
(a) Right-sizing of US inventory
Net movement in US inventory provision 522 -
Loss on the disposal of US inventory - contribution loss(1) (265) -
Right-sizing of US inventory included in contribution 257 -
(b) Under-absorption of current period's winery overheads - (1,798)
(c) Extended Producer Responsibility (EPR) for packaging (798) -
for second half of FY26
(d) Restructuring costs (1,856) -
(e) Other adjusted items:
Fair value movement on foreign exchange contracts and (58) (108)
associated unrealised foreign currency inventory
(58) (108)
Total adjusted items (2,455) (1,906)
1. Contribution loss analysed as sales of £0.1m (HY25: £nil) less
cost of goods sold of £0.4m (HY25: £nil) resulting in a net contribution
loss of £0.3m (HY25: £nil).
(a) Right-sizing of US inventory
As a result of management's US inventory right-sizing exercise strategy,
during HY26, the Group recorded a net credit of £0.3m (HY25: £nil),
reflecting the release and utilisation of the inventory provision created in
prior years and a contribution loss of £0.3m (analysed as sales of £0.1m
less cost of goods sold of £0.4m),(HY25: £nil)) where inventory that was
provided against has been sold on the secondary market as part this
right-sizing exercise for less than historic cost of goods.
These amounts relate to purchases made on the basis of continued expected
growth following the COVID pandemic and based on the Group's previous strategy
of customer acquisition. As a result of the strategic shift from customer
acquisition to short-term profitability and cash generation, this charge forms
part of an exercise to better align purchasing and inventory management going
forwards, whilst still ensuring the Group holds sufficient inventory to meet
customer demand.
Management has concluded it is appropriate to include the provision, write
off, release and utilisation within adjusted items to provide a more
consistent basis with the comparative adjusted EBIT APM.
(b) Under-absorption of prior period's winery overheads
As a result of a reduction in the expected volume of wine to be produced by
the Group's US business unit in the prior half year, the Group was unable to
allocate all of the associated wine production overhead costs into the wine
produced. Per the relevant accounting standard (IAS 2 Inventories),
unallocated overheads as a result of low production must be expensed to the
income statement in the period in which they are incurred. The charge
reported at £nil for HY26 and £1.8m for HY25 includes both the
under-absorption of incurred production costs to date and a provision for the
remainder of an onerous third-party production cost relating to prior period
production.
(c) Extended Producer Responsibility (EPR) for packaging for second half of
FY26
EPR is a new levy on UK companies that supply or import packaging. The
obligating event for the first year of the levy is meeting the definition of a
producer at any time during the assessment year commencing on 1 April 2025, at
which point the liability of £1.6m is recognised in full. The charge of
£0.8m (HY25: £nil) relating to the second half of the financial year has
been disclosed within adjusted items. The second half liability reported
here will be reported within adjusted EBIT at the end of FY26 as the full
year levy charge aligns with a full year of trading performance.
(d) Restructuring costs
One of the key elements in the new strategic plan was to organise the Group as
one global team, with the resultant team reorganisation announced at the
beginning of FY26. As such, the Group incurred one-off termination payments
and associated costs amounting to £1.9m (HY25: £nil).
(e) Other adjusted items
Fair value movement on foreign exchange contracts and associated unrealised
foreign currency inventory
The Group commits in advance to buying foreign currency to purchase wine to
mitigate exchange rate fluctuations. UK-adopted international accounting
standards require us to mark the value of these contracts to market at each
balance sheet date. As this may materially fluctuate, we adjust this, and
associated foreign currency inventory revaluation, so as to reflect our
trading profitability on a more consistent basis.
7 Tax
Tax for the 26 weeks ended 29 September 2025 is charged at an effective tax
rate of (4.2)% (HY25: (16.1)%) representing the best estimate of the Group's
expected annual effective tax rate, applied to the profit before tax of the
period. The main contributors to this effective tax rate are the Group's tax
adjusted loss-making position in the UK and the US (in respect of which
recognition of deferred tax is restricted) in contrast to the small profitable
position in Australia, resulting in taxes to pay in this location.
26 weeks ended 26 weeks ended
29 September 2025
30 September 2024
£'000 £'000
Current tax charge (111) (183)
Deferred tax
Change in UK deferred tax asset recognition (2) (177)
Change in US deferred tax asset recognition (13) (551)
Other deferred tax movements - 4
Deferred tax charge (15) (724)
Total tax charge for the period recognised in the income statement (126) (907)
Effective tax rate (4.2)% (16.1)%
US Bill Act Enactment
The One Big Beautiful Bill Act of 2025, or the 2025 Tax Act, enacted on 5 July
2025 makes changes to U.S. corporate income taxes including reinstating the
option to claim 100% accelerated depreciation deductions on qualified
property, with retroactive application beginning 20 January 2025 and
modifications to the interest expense limitation rules under Section 163(j).
Naked Wines does not expect that the enactment of the 2025 Tax Act will have a
material impact on its financial position or results of operations but will
account for it as applicable.
8 Loss per share
Basic and diluted loss per share is calculated by dividing the loss
attributable to ordinary shareholders by the weighted average number of
ordinary shares in issue of the Company, excluding 129,547 (HY25: 137,298)
shares held by the Naked Wines plc Share Incentive Plan Trust and the Naked
Wines Employee Benefit Trust (which have been treated as dilutive share-based
payment awards).
The dilutive effect of share-based payment awards is calculated by adjusting
the weighted average number of ordinary shares in issue to assume conversion
of all dilutive potential ordinary shares. Share options granted over 28,084
(HY25: 830,701) ordinary shares have been excluded from the calculation as
they are anti-dilutive. There are no outstanding share awards that are
potentially dilutive at the year end.
26 weeks ended 26 weeks ended
29 September 2025
30 September 2024
Basic and diluted loss per share (pence) (4.3)p (8.8)p
Loss for the purposes of basic earnings per share calculation (£'000) (3,142) (6,525)
Weighted average number of ordinary shares used as the denominator in 73,456,779 73,844,059
calculating basic earnings per share
Dilutive potential ordinary shares:
Employee share awards 2,818,181 652,709
Weighted average number of shares for the purpose of diluted earnings per 76,274,960 74,496,768
share
Total number of shares in issue 71,717,079 74,004,135
As noted above, the denominator for the purposes of calculating both basic and
diluted loss per share has been adjusted to exclude the shares held by the
Naked Wines plc Share Incentive Plan Trust and the Naked Wines Employee
Benefit Trust.
If all the Company's share option schemes had vested at 100%, the Company
would have 75,788,226 issued shares (HY25: 78,727,032).
9 Goodwill and intangible assets
Goodwill Facilities and trademarks Customer lists Brands Software Internally generated software Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000
Cost
At 1 April 2024 31,004 1,607 14,300 10,100 2,480 - 59,491
Additions - - - - - 579 579
Foreign currency (609) - - - - - (609)
At 31 March 2025 30,395 1,607 14,300 10,100 2,480 579 59,461
Additions - - - - - 1,270 1,270
Foreign currency (854) - - - - - (854)
At 30 September 2025 29,541 1,607 14,300 10,100 2,480 1,849 59,877
Accumulated amortisation
At 1 April 2024 (25,145) (1,607) (14,300) (10,100) (2,480) - (53,632)
Foreign currency 609 - - - - - 609
At 31 March 2025 (24,536) (1,607) (14,300) (10,100) (2,480) - (53,023)
Charge for the period - - - - - (72) (72)
Foreign currency 854 - - - - - 854
At 30 September 2025 (23,682) (1,607) (14,300) (10,100) (2,480) (72) (52,241)
Net book value
At 30 September 2025 5,859 - - - - 1,777 7,636
At 31 March 2025 5,859 - - - - 579 6,438
At 1 April 2024 5,859 - - - - - 5,859
In the first half of FY26, the Group invested £1.3m (HY25: £nil, FY25:
£0.6m) as part of the digital transformation programme. This investment has
been capitalised as internally generated software in accordance with IAS38
Intangible assets.
10 Notes to the cash flow statement
(a) Cash flows from operations
26 weeks ended 26 weeks ended
29 September 2025
30 September 2024
£'000 £'000
Cash flows from operations
Loss for the year (3,142) (6,525)
Adjustments for:
Tax expense 126 907
Net finance costs 579 651
Depreciation and amortisation 1,026 1,100
(Loss)/profit on disposal of fixed assets 30 (9)
Net arising on early termination of right-of-use assets - (1)
and associated lease liability
Fair value movement on foreign exchange contracts (61) 126
Inventory provision movement (972) (282)
Share-based payment charges 149 806
Operating cash flows before movements in working capital (2,265) (3,227)
(Increase)/decrease in inventories (6,434) 576
Increase in Angel funds and other deferred income 8,504 7,704
(Increase)/decrease in trade and other receivables (2,177) 1,790
Increase in trade and other payables 8,551 974
Net cash flows from operations 6,179 7,817
(b) Analysis of movement in net cash and changes in liabilities arising from
financing activities
31 March 2025 Cash flows Non-cash movements 29 September 2025
£'000 £'000 £'000 £'000
Cash and cash equivalents 30,055 1,764 (686) 31,133
Borrowings:
Borrowings net of issuance costs(1) - - - -
Customer-funded bonds (35) - - (35)
Lease liabilities (6,412) 1,011 3 (5,398)
(6,447) 1,011 3 (5,433)
Total net cash/(borrowings) 23,608 2,775 (683) 25,700
1. Issuance costs are disclosed within trade and other receivables.
1 April 2024 Cash flows Non-cash movements(1) 30 September 2024
£'000 £'000 £'000 £'000
Cash and cash equivalents 31,851 (1,505) (1,082) 29,264
Borrowings:
Borrowings(2) (12,468) 12,303 165 -
Borrowings(3) - (8,301) 379 (7,922)
Issuance costs 220 1,801 (386) 1,635
Borrowing, net of issuance costs (12,248) 5,803 158 (6,287)
Customer-funded bonds (35) - - (35)
Lease liabilities (3,638) 791 (16) (2,863)
(15,921) 6,594 142 (9,185)
Total net cash/(borrowings) 15,930 5,089 (940) 20,079
1. Non-cash movements relate to lease additions and foreign exchange
movements.
2. Borrowings held with Silicon Valley Bank, repaid on 8 July 2024.
3. Borrowings held with PNC Bank, National Association, drawn down on
8 July 2024.
11 Events after the balance sheet date
There were no post balance sheet events that have a material impact on the
financial position and performance of the Company.
Glossary of definitions, alternative performance measures (APMs)
and key performance indicators (KPIs)
Definitions
5-Year Forecast Payback The ratio of projected future Repeat Customer contribution we expect to earn Investment measure
from the new customers recruited in a discrete period of time, divided by the
Investment in these New Customers. We forecast contribution at a cohort level
using number of new members x retention x order frequency x AOV (average order
value) x contribution margin %. This is aggregated to a monthly and then
annual level for reporting purposes. As this is an undiscounted
forward-looking estimate it cannot be reconciled back to reported financial
results.
5-Year Lifetime Value (LTV) The future Repeat Customer contribution we expect to earn from customers Investment measure
recruited in a discrete period of time. We calculate this future contribution
at a cohort level using number of new members x retention x order frequency x
AOV (average order value) x contribution margin %.
5* customer service The percentage of feedback ratings received by our Customer Happiness teams Customer experience KPI
that expressed 5* satisfaction on a scale of 1 to 5.
Active Angel An Angel that is an active subscriber who has placed an order in the past 12
months.
Active member An active subscriber who has placed an order in the last 12 months.
Acquisition Break-even The number of months it takes for the profit generated from a newly acquired Investment measure
customer to cover the cost of acquiring that customer.
Adjusted EBIT Operating profit adjusted for acquisition costs, impairment of non-current APM
assets, restructuring costs, fair value movement through the income statement
on financial instruments and revaluation of funding cash balances held and any
items that are either material one-time charges we do not expect to be
repeated, are non-trading related, or do not relate to the trading period
under review. A reconciliation to operating profit can be found on the face of
the consolidated income statement.
Adjusted EBITDA Adjusted EBIT plus depreciation and amortisation. APM
Adjusted EBITDA excluding inventory liquidation and associated costs (Adjusted Adjusted EBITDA as defined above, excluding any costs directly arising from APM
EBITDA EIL&AC) the excess level of inventory and the liquidation of that inventory, including
inventory provisions arising in the period.
AGM Annual general meeting
Angel A customer who deposits funds into their account each month to spend on the
wines on our website.
Compound annual growth rate (CAGR) The year-on-year growth rate required for a number of years for a value to
grow from its beginning balance to its ending balance.
Company, Naked or Naked Wines Naked Wines plc
Contribution A profit measure equal to gross profit. We often split contribution into that
from new and repeat customers as they can have different levels of
profitability.
Core members Member with more than 24 months post-acquisition.
Customer Acquisition Cost (CAC) The cost to acquire a new member, calculated as Investment in new customers / Investment measure
new members acquired.
DtC Direct-to-Consumer
EBIT Operating profit as disclosed in the consolidated income statement. APM
EBITDA EBIT plus depreciation and amortisation APM
Group Naked Wines plc and its subsidiary undertakings
Free Cash Flow (FCF) Operating cash flow less capital expenditure APM
Gross Profit Margin % Gross profit as a percentage of revenue
Definitions continued
Immature Angel An Angel who has had an account for less than three months.
Inventory liquidation and associated costs Costs directly arising from the excess level of inventory and the liquidation
of that inventory, including inventory provisions arising in the period.
Investment in New Customers The Investment in New Customers during the year, including contribution Investment measure
profit/loss from New Customer sales and advertising costs.
LTIP Long-Term Incentive Plan
Mature Angel An Angel who has had an account for more than three months.
Member A subscriber with an Angel or Wine Genie membership.
Member Retention Rate The percentage of members at the start of the financial year that are retained
at the end of the financial year.
Net cash excluding lease liabilities The amount of cash we are holding less borrowings at period end excluding APM
lease liabilities.
New Customer A customer who, at the time of purchase, does not meet our definition of a
repeat customer; for example, because they are brand new, were previously a
repeat customer and have stopped subscribing with us at some point or cannot
be identified as a repeat customer.
New Customer sales Revenues derived from transactions with customers who meet our definition of a
new customer. A reconciliation of total sales to New Customer sales is shown
in note 5 Segmental reporting.
Net Promoter Measures customer loyalty and satisfaction based on the likelihood of
Score (NPS) customers to recommend Naked to others. (NPS = % Promoters − % Detractors)
Other revenue Revenue from all activity on secondary markets with the purpose of optimising
inventory holding levels. Other revenue reported on an adjusted basis is a
subset of total other revenue which only includes transactions relating to
inventory which has not previously been provided for as an adjusted item.
Other contribution The profit or loss attributable to sales meeting the definition of other
revenue.
Product availability The average percentage of products we have defined as core to the portfolio Customer experience KPI
that is available to our customers throughout the year.
Repeat Customer A customer (Angel) who has subscribed and made their first monthly
subscription payment.
Repeat Customer contribution The profit attributable to sales meeting the definition of Repeat Customer Investment measure
sales after fulfilment and service costs. A reconciliation of adjusted EBIT
to Repeat Customer contribution is shown in note 5 Segmental reporting.
Repeat Customer contribution margin Repeat Customer contribution as a percentage of Repeat Customer sales. Investment measure
Repeat Customer sales These are the revenues derived from orders placed by customers meeting our
definition of a repeat customer at the time of ordering. A reconciliation of
total sales to Repeat Customer sales is shown in note 5 Segmental reporting.
Repeat Customer sales retention Total sales delivered over a period of time, from customers in place in the Investment measure
same period last year, as a % of the prior period sales.
Return on Equity and Adjusted EBITDA EIL&AC as a percentage of equity including cash and cash Investment measure
Cash (ROEC)% equivalents.
Revenue Per Member (RPM) Repeat Customer sales divided by the number of closing members
SIP Share Incentive Plan
Total Addressable Market (TAM) TAM represents the available market which Naked sees as a revenue opportunity
which it could serve.
Wine Genie A customer who signs up to receive tailor-made cases at the frequency of their
choice. This type of customer does not deposit funds into an account.
Wine quality - The percentage of 'Yes' scores given by customers in the year indicating that Customer experience KPI
"Buy it again" ratings the customer would buy the product again.
Year 1 Payback A short-term payback measure showing the actual return in this financial year Investment measure
of our investment in the prior year.
Alternative performance measures (APMs)
Reconciliation of reported results to prior period comparable figures(1)
1. Please note due to rounding principles, numbers presented in £m
may not sum to the totals provided. This can also lead to individual amounts
being rounded to zero.
26 weeks ended 29 September 2025 26 weeks ended 30 September 2024
Reported Adjusted items Adjusted Reported FX Reported at CCY Adjusted items Adjusted @ constant FX
£m £m £m £m £m £m £m £m
Sales Group
New Customer sales 2.8 - 2.8 7.9 (0.3) 7.6 - 7.6
Repeat Customer sales 85.0 - 85.0 102.6 (3.0) 99.6 - 99.6
Other revenue 1.8 (0.1) 1.7 1.9 (0.1) 1.8 - 1.8
89.5 (0.1) 89.4 112.3 (3.4) 108.9 - 108.9
Naked Wines US
New Customer sales 1.0 - 1.0 4.2 (0.1) 4.1 - 4.1
Repeat Customer sales 32.8 - 32.8 44.7 (2.1) 42.6 - 42.6
Other revenue 1.8 (0.1) 1.7 1.9 (0.1) 1.8 - 1.8
35.7 (0.1) 35.6 50.8 (2.4) 48.4 - 48.4
Naked Wines UK
New Customer sales 0.8 - 0.8 2.3 - 2.3 - 2.3
Repeat Customer sales 40.8 - 40.8 45.2 - 45.2 - 45.2
41.6 - 41.6 47.5 - 47.5 - 47.5
Naked Wines Australia
New Customer sales 0.9 - 0.9 1.3 (0.1) 1.2 - 1.2
Repeat Customer sales 11.4 - 11.4 12.7 (0.9) 11.8 - 11.8
12.3 - 12.3 14.0 (1.0) 13.0 - 13.0
Contribution after advertising costs Group
Investment in New Customers (3.9) - (3.9) (9.4) 0.2 (9.2) - (9.2)
Repeat Customer contribution 20.2 0.8 21.0 25.9 (1.0) 24.9 - 24.9
Repeat contribution margin (%) 24% - 25% 25% - 25% - 25%
Other contribution (2.2) (0.3) (2.5) (5.6) 0.4 (5.2) 1.7 (3.5)
14.1 0.5 14.6 10.9 (0.4) 10.5 1.7 12.2
Naked Wines US
Investment in New Customers (1.4) - (1.4) (4.7) 0.1 (4.6) - (4.6)
Repeat Customer contribution 10.4 - 10.4 15.1 (0.7) 14.4 - 14.4
Repeat contribution margin (%) 32% - 32% 34% - 34% - 34%
Other contribution (0.1) (0.3) (0.3) (5.3) 0.3 (5.0) 1.7 (3.3)
8.9 (0.3) 8.7 5.0 (0.3) 4.8 1.7 6.5
Naked Wines UK
Investment in New Customers (1.2) - (1.2) (3.5) - (3.5) - (3.5)
Repeat Customer contribution 6.8 0.8 7.6 7.4 - 7.4 - 7.4
Repeat contribution margin (%) 17% - 17% 16% - 16% - 16%
Other contribution (0.4) - (0.4) (0.2) - (0.2) - (0.2)
5.2 0.8 6.0 3.7 - 3.7 - 3.7
Naked Wines Australia
Investment in New Customers (1.3) - (1.3) (1.2) 0.1 (1.1) - (1.1)
Repeat Customer contribution 3.0 - 3.0 3.4 (0.3) 3.1 - 3.1
Repeat contribution margin (%) 26% - 26% 27% - 26% - 26%
1.7 - 1.7 2.2 (0.2) 2.0 - 2.0
General and administrative Naked Wines US (4.2) - (4.2) (3.8) 0.1 (3.7) - (3.7)
Naked Wines UK (2.5) 0.5 (2.0) (2.3) - (2.3) 0.2 (2.1)
Naked Wines Australia (1.2) - (1.1) (1.2) 0.1 (1.1) - (1.1)
Unallocated (8.7) 0.5 (8.2) (8.6) - (8.6) (0.1) (8.7)
Group (16.5) 1.9 (14.6) (15.9) 0.2 (15.7) 0.1 (15.6)
EBIT Naked Wines US 3.0 0.7 3.7 1.2 (0.1) 1.1 1.7 2.8
Naked Wines UK 2.7 1.3 3.9 1.4 - 1.4 0.2 1.6
Naked Wines Australia 0.5 - 0.5 1.0 - 1.0 - 1.0
Unallocated (8.7) 0.5 (8.2) (8.6) - (8.6) (0.1) (8.7)
Group (2.4) 2.4 - (5.0) (0.2) (5.2) 1.9 (3.3)
General and administrative costs reconciliation
26 weeks ended 26 weeks ended
29 September 2025
30 September 2024
£m £m
G&A costs per income statement (16.5) (15.8)
Add back adjusted items (see note 6):
Restructuring costs 1.9 -
Fair value movement on open foreign exchange contracts 0.1 0.1
G&A costs per segmental reporting in note 5 (14.6) (15.7)
Add back share-based payment costs 0.2 0.8
Operating G&A costs (14.4) (14.9)
Net cash excluding lease liabilities
29 September 2025 30 September 2024 31 March 2025
£m £m £m
Cash and cash equivalents 31.1 29.3 30.1
Borrowings and other loans:
Credit facility net of issuance costs - (6.3) -
Total borrowings and other loans - (6.3) -
Total net cash excluding lease liabilities 31.1 22.9 30.1
Inventory liquidation and associated costs
26 weeks ended 26 weeks ended
29 September 2025
30 September 2024
£m £m
Adjusted EBITDA excluding inventory liquidation and associated costs 3.6 1.7
Depreciation and amortisation (1.0) (1.1)
Adjusted EBIT before inventory liquidation and associated costs 2.6 0.6
less inventory liquidation and associated costs:
Net loss on inventory disposal with no associated (0.4) (0.8)
inventory provision release which was previously
created as an adjusted item(1)
US inventory provision(2) (1.0) (2.5)
Winemaker contract cancellation payments (0.1) (0.4)
Prior period production costs(3) (0.4) -
UK rightsize margin diminution(4) (0.3) -
Storage costs for bulk wine held for sale on the (0.4) -
secondary market
(2.6) (3.7)
Adjusted EBIT - (3.1)
1. See also note 6 Adjusted items for net profit on disposal of
inventory made with an associated provision previously provided for as an
adjusted item.
2. Overstock inventory provisions created in the US business unit are
charged to adjusted EBIT and amount to £1.0m as reported here (HY25: £2.5m).
3. Excess third party production costs relating to prior vintages
advised at the expiry of the contract
4. Lower margins incurred selling US inventory in the UK market not
previously provided in the US.
Repeat Customer contribution margin
Naked Wines US Naked Wines UK Naked Wines Australia Group
£m £m £m £m
26 weeks ended 29 September 2025
Repeat Customer sales £m 32.8 40.8 11.4 85.0
Repeat Customer contribution £m 10.4 7.6 3.0 21.0
Repeat contribution margin % 31.7% 18.6% 26.5% 24.7%
26 weeks ended 30 September 2024 (at constant currency FX)
Repeat Customer sales £m 42.6 45.2 11.8 99.6
Repeat Customer contribution £m 14.4 7.4 3.1 24.9
Repeat contribution margin % 33.8% 16.4% 26.3% 25.0%
Free Cash Flow 26 weeks ended 26 weeks ended
29 September 2025
30 September 2024
£m £m
Operating cash flow excluding tax paid per note 10 6.2 7.8
Less capital expenditure per cash flow statement (1.5) (0.4)
Free Cash Flow 4.7 7.4
Return on Equity and Cash % 26 weeks ended 26 weeks ended
29 September 2025
30 September 2024
Adjusted EBITDA excluding inventory liquidation and associated costs (£m) 3.6 1.7
Equity (£m) 64.7 67.3
11% 5%
Customer Acquisition Cost 26 weeks ended 26 weeks ended
29 September 2025
30 September 2024
Investment in New Customers (£m) 3.9 9.4
New customers acquired ('000) 57 121
Customer Acquisition Cost £ 69 78
Revenue Per Member 26 weeks ended 26 weeks ended
29 September 2025
30 September 2024
Repeat Customer sales (£m) 85.0 102.6
Closing members ('000) 524 609
Revenue Per Member £ 162 168
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