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REG - PipeHawk PLC - Half-year Report

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RNS Number : 5365Y  PipeHawk PLC  30 March 2026

The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the UK Market Abuse
Regulation

 

 
                30 March 2026

 

 

PipeHawk plc

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

 

Unaudited results for the six months ended 31 December 2025

 

Chairman's Statement

 

The six months ended 31 December 2025 ("H1 FY26") and the period since then
have been very difficult and frustrating for the Group. While the Directors
believe that there is abundant evidence of latent demand and companies wanting
to place orders with the Group, the economic and political environment is such
that confidence and/or funds are lacking to actually place those orders. All
this is against a backdrop of generally increasing costs. Consequently, this
has culminated with costs increasing and turnover decreasing in H1 FY26. Hence
the Group's unaudited results are as follows.

 

The Group's turnover in the six months ended 31 December 2025 was £1,144,000
(H1 2024: £2,089,000). This represented a decrease of approximately 45% over
the comparable period last year. The Group's loss before taxation was
£573,000 (H1 2024: profit before tax of £30,000;) and the Group's loss after
taxation was £495,000 (H1 2024: profit after tax of £59,000).

 

Thomson Engineering Design Ltd ("TED")

 

Since my last Chairman's Statement on 24 November 2025, TED has remained
relatively stable.

 

Unipart has continued to work hard on our global sales opportunities and has
embedded TED solutions into a number of high-profile infrastructure projects,
some of which are expected to come to fruition within the next three months.
Winning and delivering on these contracts is expected to provide the
springboard for TED's global success over the next decade.

 

Sadly, the UK market continues to be flat, with Network Rail appearing to
spend very little of its allocated £44 billion budget even though we are now
two years into Control Period 7. This is causing very real problems for the
Tier 1 and 2 contractors to the UK rail network. We believe that this
environment justifies our partnership with Unipart to target the worldwide
market.

 

Nevertheless, we have continued to work hard on the UK market. We have
successfully converted into sales £185,000 of the £500,000 RFQs (request for
quotes) generated at the Rail Live event in June last year, with most of the
balance, we are told, waiting on more commitment from Network Rail. However,
there can be no certainty that this balance will also be converted into sales,
nor as to the timing of any such potential sales. In any event, we are very
well positioned for when that commitment is made evident by Network Rail.
Furthermore, Transport for London and London Underground have approved, and in
some cases mandated, TED machinery for ongoing and future maintenance
projects.

 

Innovation remains the cornerstone of TED's development. I am delighted to
announce that development of the RT23 Rail Threader is now complete.
Furthermore, the SL21 Sleeper Laying Machine has also completed its primary
development phase and is currently undergoing rigorous endurance trials.

 

Both products will now be entered into Network Rail's Product Approval process
for use on the UK rail infrastructure.

 

Utsi Electronics Ltd ("Utsi")

 

For Utsi, the year started positively, with Utsi receiving a number of small
to medium sized orders and a variety of enquiries to quote for, with these
offering valuable potential over the coming months. Completing those orders on
time however, proved to be difficult, due to supply chain vagaries and
discontinuance/obsolescence of certain components which required work arounds.
Thus, the continuing raw material shortages, fluctuating parts costs and
stretched supply chains have once again elongated Utsi's delivery timeframes,
shrunk our profit margins and put future repeat orders potentially at risk.
Despite that, we have continued to innovate and remain relevant and
competitive with our overall product offerings. With on time delivery and
future support being key components of most tender enquiries, without adequate
forward funding our future potential will remain limited. With this foremost
in our minds, an initial approach from an overseas group, interested in a
potential long term distribution agreement for our products, quickly developed
into forward funding discussions and ultimately culminated into receiving a
formal offer to purchase UTSI from the group, thereby ensuring a continuity of
supply for the products of most interest to them.  This deal was announced by
the Group on 24 December 2025 being subject in the main only to formal
clearance by the National Security and Investment Authority ("NSIA"). We still
await this clearance.

 

Adien

 

Adien had a difficult six months with turnover down from £855,000 to
£712,000. However, it had picked up from the £673,000 turnover in the first
half of 2025; as stated in my Chairman's Statement in November the project
pipeline had become somewhat difficult to navigate, but we had succeeded in
doing so and we entered 2026 with a full order book and all was looking very
promising for the rest of 2026.  Sadly, heavy snow and rain in December 2025
and January 2026 affected our ability to get on site, and then a significant
bad debt meant that the company was under severe financial pressure. On 13
March 2026, the Group announced that it was informed, amongst other matters,
that the board of directors of Adien had concluded that Adien was insolvent
and that a general meeting of the shareholders of Adien should be convened for
the purposes of passing a special resolution to wind up Adien, with an
accompanying decision procedure to creditors of Adien on the nomination of a
liquidator. It was also noted that the directors of Adien elected to instruct
BTG Begbies Traynor (Central) LLP ("BTG") for this purpose, with the formal
appointment of liquidators taking place in the coming weeks. In any event, I
pay tribute to all the employees and directors of the company who had worked
extremely hard to come through the last few difficult years since Covid. The
Directors believe that if the NSIA had given clearance to the Utsi transaction
in time, then Adien would have potentially survived.

 

Summary

 

Accordingly, I think there is cause for optimism:

·      TED is expecting the first of a number of global orders via its
Unipart partnership in the very near future.

·      The Utsi sale, if approved, will provide the Group with
sufficient funding to properly develop TED's offerings, and Utsi itself is
expected to go to a home which will fully develop its technologies and provide
it with warm introductions to more global customers.

·      The demise of Adien, whilst very sad, in accounting terms means
the write back of net liabilities of approximately £250,000.

 

Financial position

 

As previously announced, my letter of financial support was renewed on 16
November 2025 to provide the Group with financial support until 31 December
2026.

 

In addition to the loan I have provided to the Company in previous years, my
fellow directors and I have deferred a certain proportion of our fees and
interest payments due on loans until the Company is in a suitably strong
position to make these payments in full. During the six months ended 31
December 2025, these deferred fees and interest payments amounted to
approximately £127,000 in total, all of which have been accrued in the
Company's interim results, and at 31 December 2025 amounted in total to
£2,421,000.

 

Gordon Watt

Chairman

 

 Enquiries:

 PipeHawk Plc                        Tel no. 01252 338 959

 Gordon Watt (Chairman)

 Allenby Capital (Nomad and Broker)  Tel no. 020 3328 5656

 David Hart/Vivek Bhardwaj

 

Consolidated Statement of Comprehensive Income

For the six months ended 31 December 2025

 

                                                                               6 months ended 31 December 2025      6 months ended 31 December 2024      Year ended

                                                                               (unaudited)                          (unaudited)                          30 June

                                                                               £'000                                £'000                                2025 (audited)

                                                                                                                                                         £'000

 Revenue                                                                       1,144                                2,089                                3,743

 Staff costs                                                                   (886)                                (831)                                (1,674)

 Impairment of goodwill                                                        -                                    -                                    -
 General administrative expenses                                               (621)                                (1,021)                              (1,951)
 Profit / (Loss) on ordinary activities before interest, taxation and          (363)                                237                                  118
 exceptional items

 Finance costs                                                                 (210)                                (207)                                (428)

 Profit / (Loss) before taxation                                               (573)                                30                                   (310)

 and exceptional items

 Taxation credit / (charge)                                                    78                                   29                                   51

 Profit / (Loss) for the period attributable to equity holders of the Company

                                                                               (495)                                59                                   (259)

 Other comprehensive income - Revaluation reserve                              -                                    -                                    141
 Total comprehensive income / (expense) for the period net of tax

                                                                               (495)                                59                                   (118)

 Profit / (Loss) per share (pence) - basic                                     (1.36)                               0.16                                 (0.71)
 Profit / (Loss) per share (pence) - diluted                                   (1.36)                               0.03                                 (0.71)

 

 

Consolidated Statement of Financial Position

As at 31 December 2025

 

 

 

                                As at                    As at                  As at

                                 31 December 2025        31 December 2024       30 June

                                (unaudited)              (unaudited)            2025 (audited)

                                £'000                    £'000                  £'000

 Assets

 Non-current assets
 Property, plant and equipment  531                      432                    553
 Right of use                   135                      252                    187
 Goodwill                       -                        -                      -
                                666                      684                    740

 Current assets
 Inventories                    152                      91                     105
 Current tax assets             129                      96                     51
 Trade and other receivables    759                      843                    728
 Cash                           17                       49                     15
                                1,057                    1,079                  899

 Total assets                   1,723                    1,763                  1,639

 Equity and liabilities

 Equity
 Share capital                  363                      363                    363
 Share premium                  5,316                    5,316                  5,316

 Revaluation reserve            -                        -                      141
 Other reserves                 (12,565)                 (11,893)               (12,211)
                                (6,886)                  (6,214)                (6,391)

 Non-current liabilities
 Borrowings                     3,839                    3,690                  3,663

 Trade and other payables       -                        -                      -
                                3,839                    3,690                  3,663

 Current liabilities
 Bank overdrafts and loans      3,593                    3,120                  3,401
 Trade and other payables       1,177                    1,167                  966
                                4,770                    4,287                  4,367

 Total equity and liabilities   1,723                    1,763                  1,639

 

Consolidated Statement of Cash Flow

For the six months ended 31 December 2025

 

                                                             6 months ended 31 December 2025      6 months ended         Year ended

                                                             (unaudited)                          31 December 2024       30 June

                                                             £'000                                (unaudited)            2025 (audited)

                                                                                                  £'000                  £'000

 Cash inflow from operating activities
 Profit / (Loss) from operations                             (363)                                237                    118

 Depreciation                                                73                                   83                     170
                                                             (290)                                320                    288

 (Increase) / Decrease in inventories                        (47)                                 22                     8
 Decrease/(Increase) in receivables                          (31)                                 164                    279
 Increase/(Decrease) in liabilities                          297                                  (255)                  (369)

 Cash generated from/(used in) operations                    (71)                                 251                    206

 Interest paid                                               (83)                                 (73)                   (169)
 Corporation tax received                                    -                                    13                     80

 Net cash generated from/(utilised in) operating activities

                                                             (154)                                191                    117

 Cash flows from investing activities
 Purchase of fixed assets                                    -                                    (16)                   (18)

 Net cash utilised in investing activities                   -                                    (16)                   (18)

 Cash flows from financing activities
 (Repayments)/Proceeds from borrowings                       58                                   (53)                   28
 Repayments of bank and other loans                          (16)                                 (150)                  (242)

 Proceeds of bank and other loans                            179                                  46                     165
 Repayment of leases                                         (65)                                 (64)                   (130)

 Net cash (utilised in)/generated from financing activities  156                                  (221)                  (179)

 Increase/(Decrease) in cash and cash equivalents            2                                    (46)                   (80)

 Cash and cash equivalents at beginning of period

                                                             15                                   95                     95

 Cash and cash equivalents at end of period                  17                                   49                     15

 

Consolidated Statement of Changes in Equity

For the six months ended 31 December 2025

 

                                                            Share premium account

                                       Share capital                                      Retained earnings          Revaluation

                                                                                                                     Reserve              Total
                                       £'000                £'000                         £'000                      £'000                £'000

 6 months ended 31 December 2024

 As at 1 July 2024                 363        5,316                   (11,952)                              -                      (6,273)

 Loss for the period               -          -                       59                                    -                      59

 Total comprehensive income        -          -                       59                                    -                      59

 Issue of shares                              -                       -                                     -                      -

 As at 31 December 2024            363        5,316                   (11,893)                              -                      (6,214)

 12 months ended 30 June 2025

 As at 1 July 2024                 363        5,316                   (11,952)                              -                      (6,273)

 Loss for the period               -          -                       (259)                                 -                      (259)

 Revaluation gain                  -          -                       -                                     141                    141

 Total comprehensive income        -          -                       (259)                                 141                    (118)

 Issue of shares                   -          -                       -                                     -                      -

 As at 30 June 2025                363        5,316                   (12,211)                              141                    (6,391)

 6 months ended 31 December 2025

 As at 1 July 2025                 363        5,316                   (12,211)                              141                    (6,391)

 Profit for the period             -          -                       (495)                                 -                      (495)

 Revaluation gain                  -          -                       -                                     -                      -

 Total comprehensive income        -          -                       (495)                                 -                      (495)

 Issue of shares                              -                       -                                                            -

 As at 31 December 2025            363        5,316                   (12,706)                              141                    (6,886)

 

Notes to the Interim Results

1. Basis of preparation

 

The Interim Results for the six months ended 31 December 2025 are unaudited
and do not constitute statutory accounts in accordance with section 240 of the
Companies Act 2006.

 

Full accounts for the year ended 30 June 2025, on which the auditors gave a
qualified report and contained no statement under Section 498 (2) or (3) of
the Companies Act 2006, have been delivered to the Registrar of Companies."

 

The interim financial information has been prepared on a basis which is
consistent with the accounting policies adopted by the Company for the last
financial statements and in compliance with basic principles of IFRS.

 

 

2. Segmental information

 

The Company operates in one geographical location being the UK.  Accordingly,
the primary segmental disclosure is based on activity.

 

 

                                       Utility detection and mapping services  Development, assembly and sale of GPR equipment  Automation and test system solutions  Total
                                       £'000                                   £'000                                            £'000                                 £'000

 6 months ended 31 December 2025
 Total segmental revenue               712                                     122                                              310                                   1,144

 Segment result                        (86)                                    (113)                                            (164)                                 (363)
 Finance costs                         (22)                                    (171)                                            (17)                                  (210)
 Profit / (loss) before taxation       (108)                                   (284)                                            (181)                                 (573)

 Segment assets                        598                                     445                                              680                                   1,723
 Segment liabilities                   781                                     6,969                                            859                                   8,609
 Non-current asset additions           -                                       -                                                -                                     -
 Depreciation and amortisation         19                                      1                                                53                                    73

 6 months ended 31 December 2024
 Total segmental revenue               855                                     144                                              1,090                                 2,089

 Segment result                        64                                      (49)                                             222                                   237
 Finance costs                         (18)                                    (175)                                            (14)                                  (207)
 Profit / (loss) before taxation       46                                      (224)                                            208                                   30

 Segment assets                        687                                     323                                              753                                   1,763
 Segment liabilities                   585                                     6,477                                            941                                   8,003
 Non-current asset additions           2                                       -                                                14                                    16

 Depreciation and amortisation         21                                      8                                                54                                    83

 12 months ended 30 June 2025
 Total segmental revenue               Utility detection and mapping services  Development, assembly and sale of GPR equipment  Automation and test system solutions  Total

                                       £'000                                   £'000

                                                                                                                                £'000

                                       1,537                                   433

                                                                                                                                1,773

                                                                                                                                                                      £'000

                                                                                                                                                                      3,743

 Segmental result                      68                                      (114)                                            164                                   118
 Finance costs                         (53)                                    (350)                                            (25)                                  (428)
 Profit / (loss) before taxation       15                                      (464)                                            139                                   (310)

 Segment assets                        612                                     430                                              597                                   1,639
 Segment liabilities                   659                                     6,510                                            878                                   8,047
 Non-current asset additions           3                                       -                                                15                                    18

 Revaluation reserve - property        -                                       93                                               48                                    141
 Depreciation and amortisation         44                                      17                                               109                                   170

 

 

3. Profit / loss per share

 

This has been calculated on the loss for the period of £495,000 (H1 2024:
profit £59,000) and the number of shares used was 36,312,823 (H1 2024:
36,312,823), being the weighted average number of shares in issue during the
period.

 

4. Dividends

 

No dividend is proposed for the six months ended 31 December 2025.

 

5. Copies of Interim Results

 

The Interim Results will be posted on the Company's website www.pipehawk.com
(http://www.pipehawk.com) and copies will be available from the Company's
registered office at 2a & 3 Crabtree Rd, Forest Vale Industrial Estate,
Cinderford, GL14 2YQ.

 

 

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.   END  IR PPUQCWUPQGWB



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