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REG - Northamber PLC - Interim Report

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RNS Number : 3945X  Northamber PLC  20 March 2026

Northamber PLC

("Northamber" or the "Company" or the "Group")

Interim Report for the Six months to 31 December 2025

 

Chairman's Statement

 

Results

It is pleasing to share a return to positive, unadjusted EBITDA following the
actions taken during FY25 as Northamber continues to develop into a more
scalable, value-add technology distribution platform with broader geographic
reach and a more disciplined economic model.

 

Against a challenging market backdrop, Group revenue for the half increased by
22% year on year to £39.4m, gross profit increased by 14% to £5.9m and the
Group returned to positive, unadjusted EBITDA of £210k.

 

The 14% increase in gross profits compares to an 8% increase in overall costs
year on year, reflecting the benefits of our strategy to drive overhead
dilution through targeted acquisitions (including the initial contribution
from NUC Distribution) and the early benefits of the operational cost changes
made in FY25. While statutory results continue to reflect a degree of
transition and integration activity, the Board believes the Group is now
operating from a materially stronger financial and strategic position than a
year ago.

 

Since the start of the second half of the year trading has been in line with
the Board's expectations, and the third quarter has shown a return to
operating profitability.

 

Performance Overview

Our deliberate shift towards higher-value audio visual, unified
communications, cyber security and network infrastructure solutions continued,
with these technologies accounting for well over 80% of Group revenues. These
categories continue to offer attractive long-term growth opportunities,
particularly where supported by sales of our in-house services  and recurring
revenue streams.

 

All trading entities owned during the period again delivered a positive
contribution after direct costs, defined as gross profit less directly
attributable trading expenses. As a listed group operating across multiple
jurisdictions, Northamber carries a level of central corporate and governance
costs that are largely fixed in nature. At smaller scale, these costs weigh
disproportionately on reported profitability despite positive contribution at
operating level. Whilst we continue to look at measures to drive efficiency
and reduce costs, the Group's strategy to build scale also supports absorbing
these costs more effectively and improve underlying returns.

 

Working capital discipline has remained a central focus throughout the first
half. Cash increased from £2.6m to £2.8m year on year. Excluding inventory
acquired with NUC Distribution and Epatra, underlying stock levels reduced
from £9.9m to £8.8m. The NUC acquisition added a significant stock holding
late in the half.

 

Reported results reflects improving underlying trading performance despite
continued caution in the UK market and continue to include non-recurring
acquisition and integration costs.

 

Strategic Progress

A key theme of the period has been the continued evolution of Northamber from
a predominantly UK-focused distributor into a more geographically diversified
European technical distributor of audio visual, unified communications and
cyber security solutions.

 

Approximately one-third of Group sales are now generated outside the UK,
reflecting the strategic expansion into Ireland and the Benelux, up from
approximately 20% in the prior year. This materially improves the balance of
the Group's revenue profile and reduces reliance on any single market. The
Board has been encouraged by the performance of the international businesses,
with strong sustained growth in both Epatra and Renaissance, demonstrating the
benefits of the Group's broader footprint and its ability to support vendors
and partners across multiple territories.

 

Alongside geographic diversification, the Group has continued to invest in
higher-quality and more recurring revenue streams. The cloud marketplace
initiative is supporting subscription-based and recurring models, particularly
in cyber security, while the services business continues to grow and
strengthen the Group's value-add proposition through professional services,
technical design, deployment and support. These capabilities are strategically
important because they deepen partner relationships, enhance margin quality
and reduce reliance on purely transactional distribution.

 

 

Acquisition Strategy

The most significant strategic development in FY 26 has been the December 2025
acquisition of NUC Distribution, a specialist unified communications
distributor with approximately £29m of annual revenue and an 11% gross
margin, following a hive-down from Nuvias UC.

 

The transaction materially enhances the Group's scale in unified
communications and has been structured conservatively, with deferred
consideration and payment terms spread over 25 months. Importantly, the
acquisition adds a business with meaningful contribution at gross profit level
while leaving behind a significant proportion of legacy cost, thereby
improving the Group's risk profile and overhead absorption as scale increases.
The structure of the acquisition and the trading from the acquired company
both support cash generation while enabling Northamber to build scale
efficiently and with disciplined downside protection.

 

The combination of NUC and Tempura creates a significantly stronger unified
communications platform for the Group. Tempura brings deep technical
incubation expertise, services capability and long-standing vendor
relationships, while NUC adds meaningful scale, breadth of customer reach and
operational leverage. Together, this combination provides partners with a
highly capable UC offering spanning specialist technical expertise, services
enablement and volume distribution, underpinned by scale and resilience.

 

The Board's approach to acquisitions remains disciplined and
performance-aligned, balancing growth ambition with appropriate downside
protection for shareholders.

 

Board and Leadership

During the period, the Group has continued to strengthen its leadership team
to support the next phase of development. The refreshed structure, together
with increased depth in leadership, is improving execution, financial
discipline and oversight as the Group scales.

 

During the half, Ian Kilpatrick was appointed as a Non-Executive Director,
bringing deep cyber security distribution knowledge and experience to the
Board. The Board continues to keep its composition under review to ensure it
remains appropriate for the Group's strategy and stage of development.

 

Financial Position

The Group continues to benefit from a strong balance sheet, significant asset
backing and a conservative financial profile. At the FY26 half year, the Group
had total assets of £50.5m, net assets of £17.7m, cash of £2.8m supported
by significant property backing and modest leverage.

 

The property portfolio remains an important source of financial resilience.
The Board continues to review the estate to improve capital efficiency and,
where appropriate, release additional working capital. In line with this
approach, the Group is currently marketing two of its office buildings for
sale as our physical space requirements evolve.

 

Dividend

 

As in previous years, your Board has had regard to the strength of our balance
sheet and is proposing the interim dividend be 0.3p, at a total cost of
£81,340. The dividend will be paid on 23 April 2026 to shareholders on the
register as at 10 April 2026.

 

People

I would like to thank colleagues across the Group for their professionalism
and commitment. Their efforts have been central to the progress made in
strengthening the Group's platform and improving its execution.

 

Outlook

While trading conditions in the UK remain mixed, it is pleasing to share that
current trading is in line with the Board's expectations, and the third
quarter is showing a return to operating profitability, reflecting the benefit
of the actions taken during FY25, the contribution from NUC and continued
progress across the Group's international businesses.

 

The Board continues to expect a materially stronger second half, supported by
the full-period contribution from NUC, the annualised benefit of FY25 cost
actions, continued progress in services and recurring revenue, and improved
operating leverage across the enlarged Group.

 

Looking further ahead, the Board continues to see positive long-term prospects
for the Group into FY26/27 and beyond, reflecting the strategic actions taken,
improved scale, geographic diversification and the attractive markets in which
the Group now operates.

 

While we remain cautious given uncertainty in the market and broader economy,
the Board believes current FY26 trading demonstrates that Northamber's
turnaround and scale strategy is gaining traction and that the foundations are
in place for strong and sustainable returns over time.

 

Alexander Phillips

Chairman

 

20 March 2026

 

Contacts:

 Northamber PLC                Tel: +44 (0) 208 744 8200      investor_relations@northamber.com (mailto:investor_relations@northamber.com)
 Alexander Phillips, Chairman

 Singer Capital Markets (Nominated Adviser and Sole Broker)   Tel: +44 (0) 207 496 3000
 Philip Davies

 Patrick Weaver

investor_relations@northamber.com (mailto:investor_relations@northamber.com)

 

Singer Capital Markets (Nominated Adviser and Sole Broker)

Tel: +44 (0) 207 496 3000

Philip Davies

Patrick Weaver

 

 

 

Northamber PLC

("Northamber" or the "Company" or the "Group")

Interim Report for the Six months to 31 December 2025

 

 Consolidated Statement of Comprehensive Income
 6 months to 31 December 2025

                                                                         6 months           6 months   Year
                                                                         Ended              Ended      Ended
                                                                         31.12.25           31.12.24   30.06.25
                                                                         £'000              £'000      £'000
                                                                         Unaudited          Unaudited  Audited

           Revenue                                                       39,411             32,182     63,306
           Cost of sales                                                 (33,489)           (27,073)   (54,306)
           Gross Profit                                                  5,922              5,109      9,000
                                                                         (3,424)            (2,853)    (5,228)

           Distribution costs
           Administrative costs                                          (2,724)            (2,742)    (7,491)

            Operating Loss                                               (226)              (486)      (3,719)
           Finance income                                                1                  2          5
           Finance cost                                                  (153)              (114)      (312)

           Loss before Tax                                               (378)              (598)      (4,026)
           Tax expense                                                   -                  -          (2)
           Loss for the period and total comprehensive income
           Attributable to the owners                                    (378)              (598)      (4,028)

           Basic and diluted loss per ordinary share                     (1.38p)            (2.18) p   (14.69) p

(1.38p)

(2.18) p

(14.69) p

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consolidated Statement of Financial Position

As At 31 December 2025

 

                                                                          6 months Ended 31.12.25                6 months                                   Year Ended

                                                                                                                 Ended 31.12.24                             30.06.25
                                                                              £'000                                £'000                                        £'000

                                                                          Unaudited                              Unaudited                                  Audited

 Non -current assets
 Property, plant and equipment                                                          5,729                            5,748                       5,882
 Intangible assets                                                                      5,753                            4,128                       4,123
                                                                                        9,788                                 9,876                  10,005
 Current assets
 Inventories                                                                            19,294                           9,893                       9,767
 Trade and other receivables                                                            18,673                           12,808                      13,643
 Cash and cash equivalents                                                              2,788                            2,640                       4,576
                                                                                        40,655                           25,341                      27,986

 Total assets                                                                           50,543                           35,217                      37,991

 Current liabilities
 Trade and other payables                                                               (32,358)                         (12,875)                    (19,411)
 Corporation tax payable                                                                -                                -                           -

 Non-current liabilities

 Deferred tax liability                                                                 (514)                            (456)                       (551)
 Total liabilities                                                                      (32,872)                         (13,331)                    (19,929)

 Net assets                                                                             17,671                           21,886                      18,029

 Equity
 Share capital                                                                          179                              274                         271
 Share premium account                                                                  5,829                            5,832                       5,736
 Treasury Shares                                                                        3                                -                           3
 Capital redemption reserve                                                             1,514                            1,514                       1,514
 Retained earnings                                                                      10,126                           14,265                      10,505

 Foreign Currency Translation Reserve                                                   20

 Equity shareholders' funds attributable to the owners of the parent                    17,671                           21,886                      18,029

 

 

 

 

 

 

 

 

 

 

 

 Consolidated Statement of Changes in Equity
 As at 31 December 2025

                                             Share capital  Share premium account  Capital redemption reserve  Treasury Shares  Retained earnings   Total Equity
                                             £'000          £'000                  £'000                       £'000            £'000               £'000

               Period to 31 December 2024
               Unaudited
               Balance at 1 July 2024        274            5,832                  1,514                       -                14,865              22,485
               Dividends                     -              -                      -                           -                -                   -
               Loss and total comprehensive
               income for the period         -              -                      -                           -                (598)               (598)
               Balance at 31 December 2024   274            5,832                  1,514                       -                14,267              21,887

               Period to 31 December 2025
               Unaudited
               Balance at 1 July 2025        271            5,736                  1,514                       3                10,505              18,029
               Dividends                     -              -                      -                           -                -                   -
               Loss and total comprehensive
               Income for the period         -              -                      -                           -                (379)               (379)
               Balance at 31 December 2025   271            5,736                  1,514                       3                10,126              10,126

               Year to 30 June 2025
               Audited
               Balance at 1 July 2024        274            5,832                  1,514                       -                14,697              22,317

               Purchase of shares            (3)            (96)                   -                           3                -                   (96)
               Dividends                     -              -                      -                                            (164)                       (164)
               Transactions with owners      (3)            (96)                   -                           3                (164)               (260)
               Loss and total comprehensive
               Income for the period         -              -                      -                           -                      (4,028)         (4,028)
               Balance at 30 June 2025       271            5,736                  1,514                       3                10,505              18,029

 

 

 

 Consolidated Statement of Cash Flows
 6 months to 31 December 2025
                                                      6 months       6 months       Year
                                                      Ended          Ended          Ended
                                                      31.12.25       31.12.24       30.06.25
                                                      £'000          £'000          £'000
                                                      Unaudited      Unaudited      Audited
 Cash flows from operating activities
 Operating loss from
 continuing operations                                (226)          (600)          (3,719)
 Depreciation of property, plant and equipment        284            301            486
 Amortisation of intangible assets                    151            247            448
 Gain on bargain purchase                             -              -              (441)
 Impairment on investments                            169
 Profit on disposal of property, plant and equipment  19                            24

 Operating loss before changes in
 working capital                                      396            (52)           (3,202)

 Decrease/(Increase) in inventories                   (9,526)        1,946          3,417
 Decrease/(increase) in trade and other receivables   (5,027)        (702)          681
 (Decrease)/increase in trade and
 other payables                                       12,943         (2,584)        (97)
 Cash generated/(used) from operations                (1,214)        (1,392)        799

 Income taxes paid                                    -              -              12
 Net cash from operating activities                   (1,214)        (1,392)        787

 Cash flows from investing activities
 Interest received                                    1              2              5
 Purchase of subsidiaries (net of cash acquired)      -              (382)          (86)
 Purchase of software                                 -              -              (7)
 Effect of exchange rate changes on cash
 and cash equivalents                                 20
 Purchase of property, plant and
 Equipment                                            (441)          (161)          (237)
 Net cash from investing activities                   (420)          (541)          (3,25)

 Cash flows from financing activities
 Dividends paid to equity shareholders                -              -              (164)
 Interest paid                                        (153)          (114)          (312)
 Purchase of treasury shares                          -              -              (96)
 Net cash used in financing activities                (153)          (114)          (572)

 Net increase/(decrease) in cash and
 cash equivalents                                     (1,788)        (2,046)        (111)
 Cash and cash equivalents at
 beginning of period                                  4,576          4,687          4,687

 Cash and cash equivalents at end of period           2,788          2,640          4,576

 

Notes to the financial statements

 

1.         Corporate Information

 

The financial information for the half year ended 31 December 2025 set out in
this interim report does not constitute statutory accounts as defined in
Section 434 of the Companies Act 2006. The auditor's report on the financial
statements for the year ended 30 June 2025 was unqualified and did not contain
statements under Sections 498(2) and 498(3) of the Companies Act 2006. The
interim results are unaudited. Northamber Plc is a public limited company
incorporated and domiciled in England and Wales. The Company's shares are
publicly traded on the London Stock Exchange's AIM market.

 

2.         Basis of preparation

 

These interim consolidated financial statements are for the six months ended
31 December 2025. They have been prepared in accordance with IAS34 Interim
Financial Reporting. They do not include all the information required for full
annual financial statements and should be read in conjunction with the
consolidated financial statements of the group for the year ended 30 June
2025.

 

These interim consolidated financial statements (the interim financial
statements) have been prepared in accordance with accounting policies adopted
in the last annual financial statements for the year to 30 June 2025 except
for the adoption of IAS1 Presentation of Financial Statements (Revised 2007).

 

The adoption of IAS1 (Revised 2007) does not affect the financial position or
profits of the group but gives rise to additional disclosures. The measurement
and recognition of the group's assets, liabilities, income and expenses is
unchanged. A separate 'Statement of changes in equity' is now presented.

 

The accounting policies have been applied consistently throughout the group
for the purposes of preparation of these interim consolidated financial
statements.

 

3.         Basis of Consolidation

 

The consolidated financial statements incorporate the financial statements of
Northamber plc and entities controlled by Northamber plc. Control is achieved
if all three of the following are achieved: power over the investee, exposure
to variable returns for the investee, and the ability of the investor to use
its power to affect those variable returns.

 

The results of subsidiaries are included in the consolidated statement of
comprehensive income and consolidated statement of financial position.

 

The results of entities acquired or disposed of during the year are included
in the consolidated statement of comprehensive income from the effective date
of acquisition or up to the effective date of disposal, as appropriate.

 

Where necessary, the accounts of the subsidiaries are adjusted to conform to
the group's accounting policies. All intra-group transactions, balances,
income and expenses are eliminated on consolidation.

 

 

 

 

 

4.         Segmental Reporting

 

Although the sales of the group are predominantly to the UK there are sales to
other countries and the following schedule sets out the split of the sales for
the period. Revenue is attributable to individual countries based on the
location of the customer. All non-current assets are located in the country of
domicile.

 

                            UK        Other     Total

                            £'000     £'000     £'000
 6 months to December 2025
 Total Segment revenue      26,574    12,837        39,411

 Year to 30 June 2025
 Total Segment revenue      48,822    14,484    63,306

 

No customer accounted for more than 10% of the Group's revenue during the
period.

 

5.         Taxation

 

No tax charge has been provided in the interim consolidated financial
statements due to the availability of carried forward losses.

 

6.         Earnings per Share

 

The calculation of earnings per share is based on the Loss after tax for the
six months to 31 December 2025 of £478,000 (2024: Loss £598,000) and a
weighted average of 27,413,404 (2024: 27,413,404) ordinary shares in issue.

 

7.         Risks and Uncertainties

 

The principal risks and uncertainties affecting the business activities of the
group are detailed in the strategic report which can be found on pages 13 to
14 of the Annual Report and Accounts for the year ended 30 June 2025 (the
Annual Report). A copy of the Annual Report is available on the company's web
site at www.northamber.com.

 

The risks affecting the business remain the same as in the Annual Report. In
summary these include: -

 

·    Market risk particularly those relating to the suppliers of products
to the group

 

·    Financial risks including exchange rate risk, liquidity risk,
interest rate risk and credit risk

 

·    Inflationary risk

 

In the opinion of the directors, these will remain the principal risks for the
remainder of the year, however, the directors have reviewed the company's risk
analysis and are of the opinion that steps have been taken to minimise the
potential impact of such risks.

 

 

 

 

9.         Related Party Transactions

 

Mr A M Phillips is the ultimate controlling party of the Company.

 

During the six months period, the company paid £150,000 (2024: £150,000)
rent to Anitass Limited, a wholly owned subsidiary. At 31 December 2025
Northamber plc owed Anitass Ltd £7,690,791 (2024: £9,372,796).

 

During the six months period, the company received £12,000 (2024: £12,000)
rent and £33,000 (2024: £33,000) management charge from Audio Visual
Material Limited "AVM", a wholly owned subsidiary.

 

During the six months period, AVM purchased £257,035 (2024: £292,707) worth
of goods from Northamber Plc and Northamber Plc purchased £111,769 (2024:
£219,766) worth of goods from AVM. AVM owed £14,729 (2024: £623,027) to
Northamber at 31 December 2025.

 

During the six months period Tempura Communication Limited, purchased
£432,172 (2024: £38,745) worth of goods from Northamber Plc and Northamber
Plc purchased £152,414 (2024: £204,060) worth of goods from Tempura
Communication Limited. Tempura Communication Limited owed £201,538 (2024:
£120,121) to Northamber at 31 December 2025.

 

During the six months period, Renaissance Contingency Ltd purchased £1,896
(2024: £0) worth of goods from Northamber Plc and Northamber Plc purchased
£0 (2024: £0) worth of goods from Renaissance Contingency Ltd. Renaissance
Contingency Ltd owed £255,009 (2024: £623,027) to Northamber at 31 December
2025.

 

 

10.       Directors' Confirmation

 

The Directors confirm that to the best of their knowledge these condensed
consolidated half year financial statements have been prepared in accordance
with IAS 34 and that the interim management report herein includes a fair
review of the information required by DTR 4.2.7R, an indication of important
events during the first 6 months and descriptions of principal risks and
uncertainties for the remaining six months of the year, and DTR 4.2.8R the
disclosure of related party transactions and changes therein.

 

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