Picture of Premier Foods logo

PFD Premier Foods News Story

0.000.00%
gb flag iconLast trade - 00:00
Consumer DefensivesConservativeMid CapSuper Stock

REG - Premier Foods plc Premier Foods Fin - Half-year Results

For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20251113:nRSM3228Ha&default-theme=true

RNS Number : 3228H  Premier Foods plc  13 November 2025

13 November 2025

Premier Foods plc (the "Group" or the "Company")

 

 Half year results for the 26 weeks ended 27 September 2025

 

Good strategic progress and on track to deliver full year Trading profit
expectations

 

 Headline results (£m)                       FY25/26 H1  FY24/25 H1  change
 Headline Revenue(1)                         502.5       498.7       0.7%
 Headline Branded Revenue(1)                 453.0       444.7       1.9%
 Trading profit(2)                           70.5        70.2        0.4%
 Adjusted profit before taxation(5)          62.4        61.0        2.2%
 Adjusted earnings per share(8) (pence)      5.4         5.3         1.1%
 Net debt(12)                                207.1       221.3       £14.2m lower
 Headline Revenue(1)                         502.5       498.7       0.7%
 Headline Branded Revenue(1)                 453.0       444.7       1.9%

 Statutory measures (£m)                     FY25/26 H1  FY24/25 H1  % change
 Revenue (includes Charnwood in prior year)  502.1       501.0       0.2%
 Operating profit                            73.2        65.4        11.9%
 Profit before taxation                      63.4        53.5        18.5%
 Profit after taxation                       46.8        39.5        18.5%
 Basic earnings per share (pence)            5.4         4.6         17.4%

 

Alternative performance measures above are defined and reconciled to statutory
measures throughout.

Headline results presented for FY24/25 H1 exclude effect of the Charnwood site
closure; statutory measures include results of Charnwood prior to closure.

 

 Financial headlines
 •           H1 Headline branded revenue(1) up 1.9%; Q2 Headline branded revenue up 2.5%
 •           Headline Sweet Treats branded revenue(1) up 9.4%; strong innovation driving
             growth
 •           Headline Grocery branded revenue(1): H1 down (0.5%), Q2 up 0.9%
 •           Trading profit up 0.4%; underlying progress in H1 up c.7%, offset by
             recognition of full year packaging levy(20) in H1
 •           Statutory Profit before taxation up 18.5% to £63.4m; Profit after taxation
             also up 18.5% to £46.8m
 •           Net debt £207.1m; Net debt/Adjusted EBITDA(4,21) 1.0x and after £46m
             Merchant Gourmet acquisition
 •           On track to deliver full year Trading profit expectations

 

 Strategic headlines
 •           H1 UK Headline branded revenue(1) up 2.0%, Q2 UK Headline branded revenue(1)
             up 3.0%
 •           Brands now 90% of total revenue driven by Branded Growth Model
 •           Capital investment £23.3m; on track to increase high returning capital spend
             to c.£55m this year
 •           New categories revenue increased +41% including launch of FUEL10K Yogurt &
             Granola pots
 •           Further strategic progress in international markets
 •           Double-digit UK revenue growth for both The Spice Tailor and FUEL10K
 •           Acquisition of Merchant Gourmet, healthy, premium, convenient whole foods
             brand

 

 Alex Whitehouse, Chief Executive Officer

 

"We've continued to make strong progress across all our strategic pillars in
the first half of the year. In quarter 2, our UK branded revenue stepped up,
growing by 3.0%, led by another very strong Sweet Treats performance, of
+7.4%, together with a strengthened UK Grocery performance. The Sweet Treats
growth reflects the strength of our innovation programme, with notable
performances from Mr Kipling Breakfast Bakes, Cadbury Caramel Mini Rolls and
the recently launched Mr Kipling cake bites tubs. We are particularly pleased
with the continuing success of our Mr Kipling birthday cake tarts, with over 4
million packs sold since launch, as more people take up this US trend. The
Grocery portfolio also benefitted from new ranges like Bisto Peri-Peri gravy,
Batchelors microwaveable Pasta 'n' Sauce and Nissin Demae Ramen, and while
warmer weather held back growth in some categories in Q1, the sales trend
improved through the second quarter."

 

"In New Categories, we increased revenue by 41% in the first half, launching
FUEL10K yogurt and granola pots and delivered further growth from Ambrosia
porridge and Cape Herb & Spice. Overseas, Australia, our biggest
international market, grew in-market sales by 17%(15) although retailers
reduced stock buffer levels, temporarily reducing reported revenues. In the
USA, we've had a promising initial response to our Mr Kipling Apple Pies,
which were launched in the first retailer in quarter 2. Our acquired brands,
The Spice Tailor and FUEL10K, continued their strong trajectory with both
increasing UK revenue in double-digit terms and we acquired Merchant Gourmet,
the premium, healthy, convenient meals brand, which we expect to achieve
similar levels of growth as we apply our Branded Growth Model."

 

"Looking forward to the remainder of the year, we expect branded revenue
growth to build, supported by both a particularly exciting product innovation
programme and increased H2 marketing investment across a broader range of
digital communication platforms. In terms of capital investment, we expect to
spend around £55m this year which will deliver attractive returns. We'll be
driving benefits from the Merchant Gourmet acquisition and integration, and we
continue to explore additional inorganic opportunities which fit our M&A
criteria. With this continued strong strategic momentum, we remain on track to
deliver on full year Trading profit expectations."

 

 Outlook

 

The Group expects branded revenue growth to build in the second half, as
further new product development comes to market, accompanied by increased
marketing investment. It remains on track to deliver on Trading profit
expectations for the full year, underpinned by leveraging its Branded Growth
Model and benefits from its cost efficiency programmes. Adjusted profit before
tax is now expected to be slightly higher this year reflecting lower interest
costs. In the medium-term, the Group expects to continue to deliver strong
progress against all five pillars of its growth strategy.

 

 Strategy overview

 

The Group employs a five pillar strategy, to drive growth and create value,
which is outlined below.

 

 Pillar  Strategy                                           Overview                                                                         H1 Proof point

 1.      Continue to grow the UK core business              Our Branded Growth Model leverages our leading category positions, launching     H1 UK Headline branded revenue growth 2.0%; Q2 UK branded revenue 3.0%
                                                            new products to market driven by consumer trends, supporting our brands with
                                                            sustained levels of marketing investment and fostering strong customer and
                                                            retailer partnerships.

 2.      Supply chain investment                            Investing in operational infrastructure to increase efficiency and               Capital investment £23.3m, on track for full-year guidance of c.£55m
                                                            productivity providing a virtuous cycle for brand investment. Also facilitates
                                                            growth through our innovation strategy and enhances the safety and working
                                                            conditions of our colleagues.

 3.      Expand UK business into new categories             Leverage the strength of our brands, using our proven branded growth model to    Revenue growth 41%
                                                            launch products in adjacent, new food categories.

 4.      Build international businesses with critical mass  Building sustainable business units with critical mass overseas, applying        In-market Australia sales growth 17%(15)
                                                            brand building capabilities to deliver growth in target markets of Australia
                                                            & New Zealand, North America and EMEA. Brands which currently drive this
                                                            expansion are Mr Kipling, Sharwood's and The Spice Tailor.

 5.      Inorganic opportunities                            Financially disciplined approach to brand acquisitions, to drive significant     Merchant Gourmet acquisition. Double-digit UK revenue growth for The Spice
                                                            value through the application of our branded growth model.                       Tailor and FUEL10K

 

 Capital allocation

 

The Group is highly cash generative, benefits from strong EBITDA margins in
line with global branded food sector peers and has substantially reduced its
leverage in recent years.

 

The Group no longer pays deficit contribution payments to its pension scheme,
which historically have consumed a significant proportion of cash, and the
dividend match arrangement with the scheme has been removed. This, together
with the Group's strong underlying cash generative capacity, presents
increased options to help it deliver on its growth ambitions and allocates
capital according to a clear and disciplined framework as follows:

 

 1.                            Capital investment: Investment at attractive paybacks to increase efficiency
                               and automation at our manufacturing sites and facilitate growth through
                               product innovation.
 2.                            M&A: Continue to pursue branded assets which would benefit from the

                             application of the Group's proven branded growth model. Maintain financial
                               discipline on M&A, applying a similar approach as to the acquisitions of
                               The Spice Tailor, FUEL10K and Merchant Gourmet, with a focus on Return on
                               Invested Capital.
 3.                            Dividends: Expect to pay a progressive dividend, growing ahead of earnings.

The Group's current Net debt/Adjusted EBITDA leverage ratio(21) is 1.0x.

 

 Environmental, Social and Governance (ESG)

 

The Group's 'Enriching Life Plan', encompasses the three strategic pillars of
Product, Planet and People; more details can be found in the Group's Annual
Report for the 52 weeks ended 29 March 2025 and corporate website. Highlights
in the first half of the year include 10% revenue growth of non-HFSS
(non-high, fat, salt & sugar) products, the construction and completion of
a large solar farm at our Carlton site which will provide up to 70% of the
site's power requirements and a heat recovery system at our Lifton site to
recycle waste heat.

 

 Further information

 

A presentation to investors and analysts will be webcast today at 9:00am GMT.

To register for the webcast follow the link:
www.premierfoods.co.uk/investors/investor-centre
(http://www.premierfoods.co.uk/investors/investor-centre)

A recording of the webcast will be available on the Company's website later in
the day.

 

A conference call for bond investors and analysts will take place today, 13
November 2025, at 2:00pm GMT.

Dial in details are outlined below:

 

https://premierfoods.zoom.us/j/91902447806?pwd=AHo2qWtJpaRkM3kTvSLasnrvtTdGws.1
(https://premierfoods.zoom.us/j/91902447806?pwd=AHo2qWtJpaRkM3kTvSLasnrvtTdGws.1)

Webinar ID: 919 0244 7806

Passcode:550757

 

A factsheet providing an overview of the Half year results is available at:

www.premierfoods.co.uk/investors/results-centre
(http://www.premierfoods.co.uk/investors/results-centre)

 

A Premier Foods image gallery is available using the following link:

www.premierfoods.co.uk/media/image-gallery/
(http://www.premierfoods.co.uk/media/image-gallery/)

 

As one of Britain's largest food producers, we're passionate about food and
believe each and every day we have the opportunity to enrich life for
everyone. Premier Foods employs over 4,000 people operating from 13 sites
across the country, supplying a range of retail,
wholesale, foodservice and other customers with our iconic brands which
feature in millions of homes every day.

 

Through some of the nation's best-loved brands, including Ambrosia,
Batchelors, Bisto, Loyd Grossman, Mr Kipling, OXO and Sharwood's, we're
creating great tasting products that contribute to healthy and balanced diets,
while committing to nurturing our people and our local communities, and going
further in the pursuit of a healthier planet, in line with our Purpose of
'Enriching Life Through Food'.

 

 

 Contacts:
 Institutional investors and analysts:
 Duncan Leggett, Chief Financial Officer
 Richard Godden, Director of Investor Relations
 Investor.relations@premier (mailto:Investor.relations@premier) foods.co.uk

 Media enquiries:
 Lisa Kavanagh, Director of Corporate Affairs

 Headland
 Ed Young                                                                    +44 (0) 7884 666830
 Jack Gault                                                                  +44 (0) 7799 089357
 - Ends -

 

This announcement may contain "forward-looking statements" that are based on
estimates and assumptions and are subject to risks and uncertainties.
Forward-looking statements are all statements other than statements of
historical fact or statements in the present tense, and can be identified by
words such as "targets", "aims", "aspires", "assumes", "believes",
"estimates", "anticipates", "expects", "intends", "hopes", "may", "would",
"should", "could", "will", "plans", "predicts" and "potential", as well as the
negatives of these terms and other words of similar meaning. Any
forward-looking statements in this announcement are made based upon Premier
Foods' estimates, expectations and beliefs concerning future events affecting
the Group and subject to a number of known and unknown risks and
uncertainties. Such forward-looking statements are based on numerous
assumptions regarding the Premier Foods Group's present and future business
strategies and the environment in which it will operate, which may prove not
to be accurate. Premier Foods cautions that these forward-looking statements
are not guarantees and that actual results could differ materially from those
expressed or implied in these forward-looking statements. Undue reliance
should, therefore, not be placed on such forward-looking statements. Any
forward-looking statements contained in this announcement apply only as at the
date of this announcement and are not intended to give any assurance as to
future results. Premier Foods will update this announcement as required by
applicable law, including the Prospectus Rules, the UK Listing Rules, the
Disclosure Guidance and Transparency Rules, the rules of the London Stock
Exchange and any other applicable law or regulations, but otherwise expressly
disclaims any obligation or undertaking to update or revise any
forward-looking statement, whether as a result of new information, future
developments or otherwise.

 

 Financial results

 

Overview

 

 £m                                      FY25/26 H1      FY24/25 H1      % change               % change

                                                                         (@ actual rates)       (@ constant currency)

 Branded revenue(1)                      453.0           444.7           1.8%                   1.9%
 Non-branded revenue(1)                  49.4            54.0            (8.5%)                 (8.5%)
 Headline revenue(1)                     502.5           498.7           0.7%                   0.7%

 Divisional contribution(3)              106.8           105.0           1.7%                   -

 Group & corporate costs                 (36.3)          (34.8)          (4.3%)                 -
 Trading profit(2)                       70.5            70.2            0.4%                   -
 Trading profit margin                   14.0%           14.1%           (0.1ppt)               -

 Adjusted EBITDA(4)                      83.2            82.4            1.0%                   -
 Adjusted profit before taxation(5)      62.4            61.0            2.2%                   -
 Adjusted earnings per share(8) (pence)  5.4             5.3             1.1%                   -
 Basic earnings per share (pence)        5.4             4.6             17.4%                  -

Headline revenue excludes Charnwood; reconciliations are provided in the
appendices.

 

Headline Revenue(1), which excludes Charnwood in the prior period, grew by
0.7% in the first half of the year and Headline branded revenue increased by
1.9%. Headline branded revenue stepped up in Quarter 2 to grow by 2.5%.
Divisional contribution increased by 1.7% to £106.8m and Trading profit
increased by 0.4% to £70.5m. Group and corporate costs were slightly higher
at £36.3m, reflecting salary inflation and IT investment. Trading profit in
the first half includes a full year impact of the new Extended Producer
Responsibility (packaging) levy levied by HM Government, although the Group's
recovery of these costs is phased over the whole of FY25/26. Headline Trading
profit margins of 14.0% were broadly in line with last year. Adjusted profit
before tax increased by 2.2% to £62.4m, while adjusted earnings per share
grew by 1.1%. Basic earnings per share for the period increased by 17.4% to
5.4p.

 

Statutory overview

 

 £m                                FY25/26 H1      FY24/25 H1      % change

 Grocery
 Branded revenue                   337.1           339.0           (0.6%)
 Non-branded revenue               31.9            37.4            (14.6%)
 Total revenue                     369.0           376.4           (2.0%)

 Sweet Treats
 Branded revenue                   115.6           105.7           9.4%
 Non-branded revenue               17.5            18.9            (7.5%)
 Total revenue                     133.1           124.6           6.8%

 Group
 Branded revenue                   452.7           444.7           1.8%
 Non-branded revenue               49.4            56.3            (12.2%)
 Statutory revenue                 502.1           501.0           0.2%

 Profit before taxation            63.4            53.5            18.5%
 Basic earnings per share (pence)  5.4             4.6             17.4%

The table above is presented including results from Charnwood.

 

Group revenue on a statutory basis was £502.1m in the period, with Branded
revenue growing by 1.8% to £452.7m. Non-branded revenue of £49.4m reflected
the exit of some contracts across both the Grocery & Sweet Treats
businesses. Grocery revenue was 2.0% lower than the prior period, partly due
to the exit of Charnwood in the prior period. Sweet Treats revenue increased
by 6.8% to £133.1m due to the strength of the Group's innovation programme.
Profit before tax increased by 18.5% to £63.4m the first half of the year,
due to growth in Operating profit of 11.9% from a higher net interest on
pensions and administrative expenses credit and lower net finance costs.

 

 

Trading performance

 

Grocery

 

 £m                                 FY25/26 H1      FY24/25 H1      % change              % change

                                                                    (at actual rates)     (@ constant currency)

 Branded revenue(1)                 337.5           339.0           (0.6%)                (0.5%)
 Non-branded revenue(1)             31.9            35.1            (9.0%)                (9.0%)
 Total headline revenue(1)          369.4           374.1           (1.4%)                (1.3%)

 Divisional contribution(3)         92.6            93.3            (0.8%)                -
 Divisional contribution margin(3)  25.1%           24.9%           0.2ppt                -

The table above is presented excluding the impact of Charnwood.

 

On a headline basis Grocery revenue was £369.4m in the first half of the
year, (1.3%) lower than the comparative period (excluding Charnwood). Branded
revenue was £337.5m and Non-branded revenue was £31.9m, a (9.0%) decrease on
the prior period. In the second quarter, Grocery branded headline revenue
returned to growth, increasing by 0.9%, of which UK branded revenue was up
1.5%, as weather in the UK started to normalise after an unusually hot summer.
Non-branded revenue trends were broadly similar through the period and were
due to contract exits on salt, stuffing and custard.

 

Divisional contribution in the period was marginally behind the prior year,
although margins increased by 20 basis points to 25.1%, due to the Group's
strong focus on efficiencies and also reflecting positive branded mix benefits
of the trading performance.

 

The Group's Branded Growth Model leverages the strength of its market leading
brands, launching insightful new products to market, supporting the brands
with emotionally engaging advertising and building strategic retail
partnerships. During the first quarter of this financial year, the underlying
benefits of this model were offset by strong volume growth in the comparative
period and much warmer weather in the UK, which reduced demand for categories
such as gravy, stock and soup. These effects continued into the early part of
the second quarter, although had normalised exiting the half year. The Group's
premium ranges which include Ambrosia Deluxe, The Spice Tailor and Bisto Best
continued to grow strongly in the period, with revenue 13% ahead of the prior
year.

 

Marketing the Group's category-leading brands in recent years has focused
heavily on employing television advertising to reach a wide market and
maintain long-term brand equity. The Group considers the return on investment
of this strategy is high however is now also evolving its approach to
incorporate increased levels out of home media and social media to drive
greater connection with a younger demographic, alongside the more traditional,
TV media.

 

The Grocery business launched a number of new products in the period,
including Bisto Peri-Peri gravy, Loyd Grossman premium Italian cooking sauces
and Batchelors microwaveable pasta 'n' sauce. This innovation has also
supported a further increase in Grocery's distribution points in the period,
which increased by 3.1% compared to the same period a year ago. Additionally,
the Group employs strategies to deliver effective and impactful instore
activity across many of its brands and categories. These activities can be
single or multi category and are often sited at the end of aisle in retailers
to deliver maximum impact and returns.

 

Revenue growth from expanding into adjacent new categories increased by 41%,
as the Group's brands continue to demonstrate their brand stretch
capabilities. Ambrosia porridge pots again delivered strong revenue growth in
the period; they now hold a 13% share of the category, are listed in all full
assortment grocery retailers and available in five variants. Cape Herb &
Spice also grew very strongly in the period and has now achieved significant
sequential sales progression over the last four years. Additionally, FUEL10K
Yogurt & Granola pots were launched in the chilled category in the first
half of the year. This is the Group's latest extension into new categories, is
initially listed in two major retailers, and early results are promising.

 

In the UK, both The Spice Tailor and FUEL10K delivered double-digit revenue
growth and market share gains in the period. Leveraging the Group's Branded
Growth Model, The Spice Tailor launched a Mexican range of sauce kits, Pad
Thai Noodles and Punjabi Masala Poppadoms. In addition to Yogurt & Granola
pots described above, FUEL10K added a protein enriched ready to eat porridge
pot range, building on the success of Ambrosia porridge pots. Additionally,
the Group also launched a protein enriched version of the popular Batchelors
cup-a-soups, noodle pots and protein bowls in pouch formats. Both these brands
are regularly using social media to drive connections with a younger
demographic.

 

The Group acquired Merchant Gourmet, the premium, healthy, convenient meals
brand in the period, effective 1 September 2025. It plans to leverage the
Group's Branded Growth Model to deliver further growth for the brand, in a
similar vein to how it has achieved growth of its other acquired brands, The
Spice Tailor and FUEL10K.

 

Sweet Treats

 

 £m                                 FY25/26 H1      FY24/25 H1      % change              % change

                                                                    (at actual rates)     (@ constant currency)

 Branded revenue                    115.6           105.7           9.4%                  9.4%
 Non-branded revenue                17.5            18.9            (7.5%)                (7.5%)
 Total headline revenue(1)          133.1           124.6           6.8%                  6.8%

 Divisional contribution(3)         14.2            11.7            21.4%                 -
 Divisional contribution margin(3)  10.7%           9.4%            1.3ppts               -

 

Sweet Treats headline revenue increased by 6.8% to £133.1m, led by branded
revenue which grew 9.4% to £115.6m. Non-branded revenue declined 7.5% as a
result of contract exits in Swiss rolls, slices and whirls. Divisional
contribution increased by £2.5m in the first half of the year to £14.2m,
resulting in margin growth of 130 basis points to 10.7%.

 

The strength of the Sweet Treats innovation programme has been instrumental to
the revenue growth delivered in the first half of the year; a perfect
illustration of the Group's Branded Growth Model at work. The shape of branded
revenue growth was split broadly equally between volume and price/mix, with
the strong Divisional contribution progress due to operational leverage
benefits from this strong branded volume growth.

 

Recent new product launches which contributed strongly to the growth in the
period included US-inspired Mr Kipling Birthday cake tarts, Mr Kipling
Signature collection Brownie bites and Cadbury Caramel Mini Rolls. The
Signature Brownie Bites again delivered double-digit revenue growth, aligned
as they are to the indulgence consumer trend. Towards the end of the first
half, Mr Kipling introduced a new range of cake bites tubs, in six different
variants, initially available in one major retailer and which have enjoyed a
very strong start. Another benefit of the innovation programme is that
weighted distribution points for Sweet Treats increased by a substantial 14.8%
in the period.

 

Further innovation is planned for the second half, and distribution of the Mr
Kipling best ever, indulgent, mince pies for Christmas is being expanded to
cover more retailers than last year.

 

International

 

Overseas Revenue was slightly lower in the period, 0.4%(9) lower (on a
constant currency basis) than FY24/25 H1, as it encountered a reduction of
buffer stocks held of cake in Australia, associated with reduced shipping
times. In-market performance remained strong, with retail sales up 17%, in
Australia, where record market shares were delivered in cake as the Group
leverages its Branded Growth Model.

 

In Australia, mainstream TV advertising of The Spice Tailor to build brand
awareness continued in the period, accompanied by incremental instore
promotional displays. Additionally, Sharwood's launched convenient 2-step
curry kits into market. Mr Kipling further demonstrated the strength of its
brand equity in Australia, achieving over 20% household penetration, while
additional listings have been agreed with a major convenience channel
retailer.

 

North America delivered a strong period of trading in quarter 2. Mr Kipling
Apple Pies have achieved listing in a major retailer and the packaging on the
slices ranges now accentuate the Britishness of the brand and product. The
Spice Tailor gained another retailer listing in the period, while Sharwood's
continues to gain distribution.

 

The Group continues to drive additional distribution of The Spice Tailor and
Sharwood's in Europe. Sharwood's has delivered strong growth in France and
Germany as it builds distribution.

 

In the second half, the effect of the buffer stock reduction described above,
on cake in Australia should neutralise, while The Spice Tailor will be
launching bigger pack versions of selected variants to market. In the USA,
listings of Mr Kipling Apple Pies will be instore, together with further
retailer listings of The Spice Tailor. Europe is focused on building further
distribution of Sharwood's and The Spice Tailor and the first listing of
FUEL10K is expected to be available in retailers.

 

Operating profit

 

Operating profit was £73.2m in the period, an increase of £7.8m compared to
the prior period. Trading profit increased by 0.4% to £70.5m, and after
recognising a full year impact of the new Extended Producer Responsibility
(packaging) levy, as described above. Net interest on pensions and
administrative expenses was a credit of £13.8m (FY24/25 H1: £9.7m), due to
the opening discount rate applied and a lower government levy charge compared
to the prior year. Non-trading items(10) were £1.7m in the first half of the
year, £2.1m lower than the comparative period, when costs associated with the
closure of the Charnwood and Knighton manufacturing sites were recognised.
Costs in the current year refer primarily to transaction costs associated with
the Merchant Gourmet acquisition partly offset by a gain on the sale of the
Charnwood site. Fair value movements on financial instruments was a credit of
£0.9m (FY24/25 H1: £0.5m charge).

 

Finance costs

 

Net finance cost was £9.8m in the first half of FY24/25, a decrease of £2.1m
compared to the prior period. Net regular interest(6) was £1.1m lower at
£8.1m, largely as a result of higher interest receivable reflecting increased
average cash balances over the period. Interest on the Group's Senior secured
notes ("Notes") of £5.8m was in line with the prior period. Other interest of
£1.7m in the prior period related to the write-off of debt issuance costs
associated with the previous revolving credit facility (RCF).

 

During the period, the Group increased available facilities under the RCF to
£282.5m, exercising an accordion option on the facility. The RCF currently
attracts a margin of 1.8% above SONIA and matures in May 2029. The Group also
entered into a £275m bridge facility to November 2027 in the period, which
was undrawn as at 27 September 2025. This is a committed facility which can
provide the Group with additional financing, if required, until a bond is
issued. The Group intends to refinance the Notes in due course, at which
point, the bridge facility will expire. FY25/26 guidance for net regular
interest is now £20-22m and cash interest £18-20m.

 

Taxation

 

The taxation charge for the period was £16.6m (2024/25 H1: £14.0m) and was
largely due to a charge on operating activities of £15.9m (2023/24 H1:
£13.4m). Tax on operating activities substantially reflects the rate of UK
corporation tax (25%) owing to the Group's large UK presence.

 

Earnings per share

 

 £m                                 FY25/26 H1      FY24/25 H1      % change

 Operating profit                   73.2            65.4            11.9%
 Net finance cost                   (9.8)           (11.9)          17.6%
 Profit before taxation             63.4            53.5            18.5%
 Taxation                           (16.6)          (14.0)          (18.6%)
 Profit after taxation              46.8            39.5            18.5%
 Average shares in issue (million)  872.6           863.3           1.1%
 Basic Earnings per share (pence)   5.4             4.6             17.4%

 

The Group reported profit before taxation of £63.4m in the period, a 18.5%
increase on the comparative period, due to Operating profit growth and lower
net finance cost, both as described above. Profit after tax was £46.8m, an
increase of £7.3m and basic earnings per share was 5.4 pence, a rise of
17.4%.

 

Cash flow

 

Net debt as at 27 September 2025 was £207.1m, a reduction of £14.2m compared
to the same point a year ago and £63.5m higher than 29 March 2025, the latter
largely reflecting the Merchant Gourmet acquisition.

 

Trading profit was £70.5m, as described above, while depreciation and
software amortisation(11) was £12.7m. A working capital outflow of £36.1m in
the period was due to finished good stock build ahead of the Group's largest
trading quarter. Pension payments were £2.4m, in line with guidance and which
refer to standard ongoing costs of administering the Scheme.

 

On a statutory basis, cash generated from operating activities was £32.8m
(FY24/25 H1: £50.6m) after deducting net finance cost of £8.2m (FY24/25 H1:
£12.0m), of which £1.0m is transaction costs related to the new RCF. The
Group paid Taxation of £6.1m in the first half of the year (2024/25 H1:
£4.0m).

 

Cash used in investing activities was £67.4m (FY24/25 H1: £22.5m), the
increase being principally due to the acquisition of Merchant Gourmet in the
period. Capital expenditure was £23.3m, and in line with full year guidance
which is now c.£55m. The Group also received proceeds of £2.0m from the sale
of the Charnwood site. Capital investment includes both growth projects
supporting the Group's innovation strategy and cost release projects to
deliver efficiency savings. With pension deficit payments suspended, the Group
is allocating more funds to capital investment to deliver Gross margin
accretion through efficiency and automation, which in turn provides funds to
invest in marketing and so drive further branded growth. Examples of
investment in the period include a new 4-pack kit to facilitate production of
birthday cake and strawberry & cream tarts and an enhanced cooling process
for Cadbury Mini Rolls, which increases line efficiency.

 

Cash used in financing activities was £29.5m in the period (FY24/25 H1:
£16.5m), the majority of which included a £24.2m dividend payment to
shareholders (FY24/25 H1: £14.9m). Purchase of shares by the EBT to satisfy
colleague and executive share awards amounted to £3.8m (FY24/25 H1: £0.4m
net proceeds). As at 27 September 2025, the Group held cash and bank deposits
of £127.4m and its £282.5m revolving credit facility, was undrawn.

 

Pensions

 

 Pensions accounting valuation (£m)           27 September 2025      29 March 2025      Change

 Fair value of plan assets                    3,098.7                3,212.8            (114.1)
 Present value of defined benefit obligation  (2,526.3)              (2,564.1)          37.8
 Surplus                                      572.4                  648.7              (76.3)

 

As previously disclosed, the Group announced the suspension of deficit
contribution payments to the pension scheme Trustee with effect from 1 April
2024 and this year also agreed the removal of the dividend match with the
Trustee. The Triennial valuation of the Scheme as at 31 March 2025 remains
ongoing and is expected to conclude in early 2026. The scheme continues to
make good progress with its investment strategy and a full resolution, where
the scheme has fully de-risked, is forecast to take place by the end of 2026.
When the Group and Trustee agreed the suspension of pension deficit
contributions, effective April 2024, Letters of Credit, equal to the value of
the suspended contributions, were arranged in favour of the Scheme. The scheme
has now reached the funding criteria that triggers release of these Letters of
Credit, and this was effective September 2025.

 

The surplus on the Group's pension scheme was £572.4m as at 27 September
2025, a decrease of £76.3m compared to the prior period. Asset values were
£114.1m lower at £3,098.7m, largely due to a reduction in private equity,
global property and other illiquid assets, as the scheme continues its
de-risking strategy. The applicable discount rate used to value liabilities
increased from 5.75% to 5.85%, as a result of rises in UK 15 year corporate
bond yields. The value of liabilities decreased by £37.8m to £2,526.3m. The
RPI inflation rate assumption used decreased from 3.05% to 2.90%.

 

 Principal risks and uncertainties

 

The Group's Annual Report for the 52 weeks ended 29th March 2025 reported our
enterprise risk management process on pages 59 to 61, with the principal risks
disclosed on pages 61 to 67. The material risks identified both top-down from
the Board and bottom-up from management teams underpin the identification of
principal risks. As a result of assessments with the Executive Leadership
Team, and the formalisation of controls to mitigate material risks, we believe
that there has been no significant change to the profile of our principal
risks, which are not currently expected to change in the second half of the
year. The principal risks are as follows (in alphabetic order): Climate
change, Food safety, Impact of government legislation on our products, M&A
activity, Macroeconomic and geopolitical instability, Market and retailer
actions, People, Product profile, Supply chain interruption, and Technology
and cyber.

 

 Alex Whitehouse                      Duncan Leggett
 Chief Executive Officer              Chief Financial Officer

 

 Appendices

The Group's Half year results are presented for the 26 weeks ended 27
September 2025 and the comparative period, 26 weeks ended 28 September 2024.
All references to the 'period', or 'H1', unless otherwise stated, are for the
26 weeks ended 27 September 2025 and the comparative periods, 26 weeks ended
28 September 2024.

All references to the 'quarter', or 'Q2', unless otherwise stated, are for the
13 weeks ended 27 September 2025 and the comparative periods, 13 weeks ended
28 September 2024.

 

 Half year and Quarter 2 Revenue

 

 Half year revenue  FY25/26 H1

 (£m)
                    Statutory revenue      Charnwood      Headline revenue(1)      Headline revenue(1)       Headline revenue             Headline revenue

                                                                                   (constant currency)       % change vs prior year       % change at constant currency
 Grocery
 Branded            337.1                  -              337.1                    337.5                     (0.6%)                       (0.5%)
 Non-branded        31.9                   -              31.9                     31.9                      (9.0%)                       (9.0%)
 Total              369.0                  -              369.0                    369.4                     (1.4%)                       (1.3%)

 Sweet Treats
 Branded            115.6                  -              115.6                    115.6                     9.4%                         9.4%
 Non-branded        17.5                   -              17.5                     17.5                      (7.5%)                       (7.5%)
 Total              133.1                  -              133.1                    133.1                     6.8%                         6.8%

 Group
 Branded            452.7                  -              452.7                    453.1                     1.8%                         1.9%
 Non-branded        49.4                   -              49.4                     49.4                      (8.5%)                       (8.5%)
 Total              502.1                  -              502.1                    502.5                     0.7%                         0.7%

 

 Quarter 2 revenue  FY25/26 Quarter 2

 (£m)
                    Statutory revenue      Charnwood      Headline revenue(1)      Headline revenue(1)       Headline revenue             Headline revenue

                                                                                   (constant currency)       % change vs prior year       % change at constant currency
 Grocery
 Branded            178.7                  -              178.7                    178.8                     0.9%                         0.9%
 Non-branded        15.9                   -              15.9                     15.9                      (9.3%)                       (9.3%)
 Total              194.6                  -              194.6                    194.7                     0.0%                         0.0%

 Sweet Treats
 Branded            57.8                   -              57.8                     57.8                      7.4%                         7.4%
 Non-branded        10.0                   -              10.0                     10.0                      (8.8%)                       (8.8%)
 Total              67.8                   -              67.8                     67.8                      4.7%                         4.7%

 Group
 Branded            236.5                  -              236.5                    236.6                     2.4%                         2.5%
 Non-branded        25.9                   -              25.9                     25.9                      (9.1%)                       (9.1%)
 Total              262.4                  -              262.4                    262.5                     1.1%                         1.1%

 

Note: Headline revenue in the tables above exclude Charnwood in both periods.

 

 EBITDA to Operating profit reconciliation (£m)                       FY25/26 H1      FY24/25 H1

 Adjusted EBITDA(4)                                                   83.2            82.4
 Depreciation                                                         (9.7)           (9.5)
 Software amortisation(11)                                            (3.0)           (2.7)
 Trading profit(2)                                                    70.5            70.2
 Amortisation of brand assets                                         (10.3)          (10.2)
 Fair value movements on foreign exchange & derivative contracts      0.9             (0.5)
 Net interest on pensions and administrative expenses                 13.8            9.7
 Non-trading items                                                    (1.7)           (3.8)
 Operating profit                                                     73.2            65.4

 

 

 

 

 

 

 Finance costs (£m)                                                        FY25/26 H1      FY24/25 H1      Change

 Senior secured notes interest                                             5.8             5.8             0.0
 Bank debt interest - net                                                  1.3             2.5             1.2
                                                                           7.1             8.3             1.2
 Amortisation of debt issuance costs                                       1.0             0.9             (0.1)
 Net regular interest(6)                                                   8.1             9.2             1.1

 Impact of discount rate change on provisions and acquisitions contingent  1.4             0.9             (0.5)
 consideration
 Write-off of financing costs                                              -               1.4             1.4
 Other finance cost                                                        0.3             0.4             0.1
 Net finance cost                                                          9.8             11.9            2.1

 

 Adjusted earnings per share (£m)     FY25/26 H1      FY24/25 H1      Change

 Trading profit                       70.5            70.2            0.4%
 Less: Net regular interest(6)        (8.1)           (9.2)           12.9%
 Adjusted profit before taxation      62.4            61.0            2.2%
 Less: Notional tax @ 25%             (15.6)          (15.3)          (2.2%)
 Adjusted profit after tax(7)         46.8            45.7            2.2%
 Average shares in issue (millions)   872.6           863.3           1.1%
 Adjusted earnings per share (pence)  5.4             5.3             1.1%

 

 Net debt (£m)

 Net debt(12) at 29 March 2025     143.6
 Movement in cash                  64.1
 Movement in debt issuance costs   -
 Movement in lease creditor        (0.6)
 Net debt at 27 September 2025     207.1

 Adjusted EBITDA(4,21)             214.0
 Net debt / Adjusted EBITDA(4,21)  1.0x

 

 Free cash flow (£m)                                   FY25/26 H1      FY24/25 H1

 Trading profit                                        70.5            70.2
 Depreciation & software amortisation                  12.7            12.2
 Other non-cash items                                  2.4             2.1
 Capital expenditure                                   (23.3)          (22.5)
 Working capital                                       (36.1)          (2.9)
 Operating cash flow(15)                               26.2            59.1
 Net interest paid                                     (7.1)           (8.3)
 Pension contributions                                 (2.4)           (5.6)
 Free cash flow(13)                                    16.7            45.2
 Non-trading items                                     0.4             (6.4)
 Net share (repurchase)/issue                          (3.8)           0.4
 Financing fees                                        (1.0)           (3.7)
 Taxation                                              (6.1)           (4.0)
 Dividend (including pensions match)                   (24.2)          (19.9)
 Acquisition of subsidiaries, net of cash acquired     (46.1)          -
 Net (decrease)/increase in cash and cash equivalents  (64.1)          11.6

 

 Notes and definitions of alternative performance measures

The Company uses a number of alternative performance measures to measure and
assess the financial performance of the business. The directors believe that
these alternative performance measures assist in providing additional useful
information on the underlying trends, performance and position of the Group.
These alternative performance measures are used by the Group for reporting and
planning purposes and it considers them to be helpful indicators for investors
to assist them in assessing the strategic progress of the Group.

 1.          Headline revenue, including Grocery, UK or International branded revenue is
             stated on a constant currency basis, while the non-branded revenue is not
             impacted by the foreign currency movements. The constant currency calculation
             is made by adjusting the current year's sales to the same exchange rate as the
             prior year to give a like for like comparison. Headline revenue and
             non-branded revenue excludes residual Charnwood revenue in FY24/15 H1.
 2.          The Group uses Trading profit to review overall Group profitability. Trading
             profit is defined as profit/(loss) before taxation, before net finance costs,
             amortisation of brand assets, non-trading items (items requiring separate
             disclosure by virtue of their nature in order that users of the financial
             statements obtain a clear and consistent view of the Group's underlying
             trading performance), fair value movements on foreign exchange and other
             derivative contracts, net interest on pensions and administration expenses and
             past service costs. Trading profit margin is calculated by dividing Trading
             profit by Headline Revenue at actual rates.
 3.          Divisional contribution refers to Gross Profit less selling, distribution and
             marketing expenses directly attributable to the relevant business segment.
             Divisional contribution margin is calculated by dividing Divisional
             contribution by Headline Revenue at actual rates.
 4.          Adjusted EBITDA is Trading profit as defined in (2) above excluding
             depreciation and software amortisation.
 5.          Adjusted profit before taxation is Trading profit as defined in (2) above less
             net regular interest.
 6.          Net regular interest is defined as net finance cost after excluding write-off
             of financing costs, early redemption fees, other finance cost and other
             finance income.
 7.          Adjusted profit after taxation is Adjusted profit before taxation as defined
             in (5) above less a notional tax charge of 25.0%.
 8.          References to Adjusted earnings per share are on a non-diluted basis and is
             calculated using Adjusted profit after tax as defined in (6) above divided by
             the weighted average of the number of shares of 872.6 million (26 weeks ended
             28 September 2024: 863.3 million).
 9.          International sales remove the impact of foreign currency fluctuations and
             adjusts prior year sales to ensure comparability in geographic market
             destinations. The constant currency calculation is made by adjusting the
             current year's sales to the same exchange rate as the prior year. The constant
             currency adjustment is calculated by applying a blended rate. International
             sales exclude sales to the Republic of Ireland.

 

 £m                  Reported  Adjustment  Constant currency
 FY25/26 H1          24.3      0.4         24.7
 FY24/25 H1          24.8      N/A         24.8
 Growth/(decline) %  (2.0%)    N/A         (0.4%)

 

 10.    Non-trading items have been presented separately throughout the financial
        statements. These are items that management believes require separate
        disclosure by virtue of their nature in order that the users of the financial
        statements obtain a clear and consistent view of the Group's underlying
        trading performance. In identifying non-trading items, management have applied
        judgement including whether i) the item is related to underlying trading of
        the Group; and/or ii) how often the item is expected to occur.
 11.    Software amortisation is the annual charge related to the amortisation of the
        Group's software assets during the period.
 12.    Net debt is defined as total borrowings, less cash and cash equivalents and
        less capitalised debt issuance costs.
 13.    Free cash flow is Net increase or decrease in cash and cash equivalents
        excluding proceeds and repayment of borrowings, less dividend paid, additional
        employer contributions, disposal proceeds, re-financing fees, purchase of
        shares to satisfy share awards net of proceeds from share issues, taxation
        paid, acquisitions of subsidiaries net of cash acquired and non-trading items.
 14.    Circana, 24 weeks ended 27 September 2025.
 15.    Circana, 26 weeks ended 7 September 2025; In-market retail sales refers to
        sales from retailer to end consumer.
 16.    Operating cash flow is Free cash flow as defined in (13) excluding interest
        paid and pension contributions.
 17.    Defined as scoring less than 4 on UK Government's Nutrient Profiling Model
 18.    Working capital is the cash movement from the opening to closing balance sheet
        position for inventory, trade and other receivables, trade and other payables
        and provisions; it also includes outflows related to the principal element of
        leases and is adjusted to exclude non-cash movements in non-trading items. 22.
 19.    Bank debt interest - net represents finance costs payable on bank loans and
        overdrafts minus finance income receivable on bank deposits
 20.    Extended Producer Responsibility (EPR) packaging levy, levied by HM
        Government. A full year impact of this new EPR levy is recognised in the
        period, although the Group's recovery of these costs is phased over the whole
        of FY25/26. Underlying progress is referred to in respect of FY25/26 H1, to
        aid the reader in assessing the comparative illustration of the Group's
        performance reflecting a half year's recognition of the levy.
 21.    Net debt/EBITDA leverage ratio uses a rolling last 12 month Adjusted EBITDA

 

Additional notes:

 

·       The directors believe that users of the financial statements
are most interested in underlying trading performance and cash generation of
the Group. As such intangible brand asset amortisation and impairment are
excluded from Trading profit because they are non-cash items.

·       Group & corporate costs refer to group and corporate
expenses which are not directly attributable to a reported segment and are
disclosed at total Group level.

·       In line with accounting standards, the International operating
segment, the results of which are aggregated within the Grocery reported
segment, are not required to be separately disclosed for reporting purposes.

 

 Alternative Performance Measures (APM) Glossary

 APM                                                                         Statutory equivalent      Definition & purpose
 Headline Revenue                                                            Revenue                   -       Revenue excluding the impact of disposed businesses e.g.
                                                                                                       Charnwood, Knighton which distort year on year comparability

                                                                                                       -       Presented at constant currency rates

                                                                                                       -
 Headline Branded Revenue                                                    No direct equivalent      -       Revenue excluding products not depicting a brand

                                                                                                       -       Presented at constant currency rates

                                                                                                       -
 Divisional contribution                                                     No direct equivalent      -       Gross Profit less selling, distribution and marketing expenses
                                                                                                       directly attributable to the relevant business segment

                                                                                                       -       Gives users of the financial statements a consistent view of the
                                                                                                       underlying trading performance of the business (and segments within) excluding
                                                                                                       group and corporate costs.
                                                                                                       -
 Trading profit                                                              Operating profit          -       Key measure of Group profitability

                                                                                                       -       Trading profit is Operating profit presented before adjusting
                                                                                                       items as defined in the notes and definitions

                                                                                                       -       Is presented at a Group level

                                                                                                       -       Is a major KPI for management incentive purposes
                                                                                                       -
 Net regular interest                                                        Net finance costs         -       Net regular interest is adjusted for one-offs, write-offs and
                                                                                                       other finance cost or income

                                                                                                       -       Assists in providing a comparable year on year illustration of
                                                                                                       interest costs.
                                                                                                       -
 Adjusted profit before taxation                                             Profit before taxation    -       A measure which deducts Net regular interest from Trading profit

                                                                                                       -
 Adjusted profit after taxation                                              Profit after taxation     -       A measure which deducts a notional rate of taxation from
                                                                                                       Adjusted profit before taxation
                                                                                                       -
 Adjusted earnings per share                                                 Basic earnings per share  -       A measure which divides Adjusted profit after taxation by the
                                                                                                       number of weighted average shares in issuance
                                                                                                       -
 EBITDA (earnings before interest, taxation, depreciation and amortisation)  Operating profit          -       A profitability measure widely used by investors and analysts
                                                                                                       and used to compare different companies, often in conjunction with other
                                                                                                       measures such as Net debt and Enterprise Value.
                                                                                                       -
 Net debt/EBITDA                                                             No direct equivalent      -       A measure widely used by investors, analysts and credit ratings
                                                                                                       agencies to assess ability of a Company to repay indebtedness. Uses 12-month
                                                                                                       rolling EBITDA

 

Statement of directors' responsibilities

 

The directors confirm that these condensed consolidated interim financial
statements have been prepared in accordance with UK adopted International
Accounting Standard 34, 'Interim Financial Reporting' and the Disclosure
Guidance and Transparency Rules sourcebook of the United Kingdom's Financial
Conduct Authority and that the interim management report includes a fair
review of the information required by DTR 4.2.7 and DTR 4.2.8, namely:

 

 •    an indication of important events that have occurred during the first 26 weeks
      and their impact on the condensed set of financial statements, and a
      description of the principal risks and uncertainties for the remaining 26 week
      period of the financial year;
 •    material related-party transactions in the first 26 weeks and any material
      changes in the related-party transactions described in the last annual report.

 

The maintenance and integrity of the Premier Foods Plc website is the
responsibility of the directors; the work carried out by the authors does not
involve consideration of these matters and, accordingly, the auditors accept
no responsibility for any changes that might have occurred to the interim
financial statements since they were initially presented on the website.

 

The directors of Premier Foods plc are listed on pages 70-71 of the Premier
Foods plc Annual Report for the 52 weeks ended 29 March 2025. A list of
current directors is maintained on the Premier Foods plc website:
www.premierfoods.co.uk (http://www.premierfoods.co.uk) .

 

Approved by the Board on 13 November 2025 and signed on its behalf by:

 

Alex Whitehouse

Chief Executive Officer

 

Duncan Leggett

Chief Financial Officer

 

Independent review report to Premier Foods plc

Report on the condensed consolidated interim financial statements

Our conclusion

We have reviewed Premier Foods plc's condensed consolidated interim financial
statements (the "interim financial statements") in the Half year results of
Premier Foods plc for the 26 week period ended 27 September 2025 (the
"period").

Based on our review, nothing has come to our attention that causes us to
believe that the interim financial statements are not prepared, in all
material respects, in accordance with UK adopted International Accounting
Standard 34, 'Interim Financial Reporting' and the Disclosure Guidance and
Transparency Rules sourcebook of the United Kingdom's Financial Conduct
Authority.

The interim financial statements comprise:

 •    the Condensed consolidated balance sheet as at 27 September 2025;
 •    the Condensed consolidated statement of profit or loss and the Condensed
      consolidated statement of comprehensive income for the period then ended;
 •    the Condensed consolidated statement of cash flows for the period then ended;
 •    the Condensed consolidated statement of changes in equity for the period then
      ended; and
 •    the explanatory notes to the interim financial statements.

The interim financial statements included in the Half year results of Premier
Foods plc have been prepared in accordance with UK adopted International
Accounting Standard 34, 'Interim Financial Reporting' and the Disclosure
Guidance and Transparency Rules sourcebook of the United Kingdom's Financial
Conduct Authority.

Basis for conclusion

We conducted our review in accordance with International Standard on Review
Engagements (UK) 2410, 'Review of Interim Financial Information Performed by
the Independent Auditor of the Entity' issued by the Financial Reporting
Council for use in the United Kingdom ("ISRE (UK) 2410"). A review of interim
financial information consists of making enquiries, primarily of persons
responsible for financial and accounting matters, and applying analytical and
other review procedures.

A review is substantially less in scope than an audit conducted in accordance
with International Standards on Auditing (UK) and, consequently, does not
enable us to obtain assurance that we would become aware of all significant
matters that might be identified in an audit. Accordingly, we do not express
an audit opinion.

We have read the other information contained in the Half year results and
considered whether it contains any apparent misstatements or material
inconsistencies with the information in the interim financial statements.

Conclusions relating to going concern

Based on our review procedures, which are less extensive than those performed
in an audit as described in the Basis for conclusion section of this report,
nothing has come to our attention to suggest that the directors have
inappropriately adopted the going concern basis of accounting or that the
directors have identified material uncertainties relating to going concern
that are not appropriately disclosed. This conclusion is based on the review
procedures performed in accordance with ISRE (UK) 2410. However, future events
or conditions may cause the group to cease to continue as a going concern.

Responsibilities for the interim financial statements and the review

Our responsibilities and those of the directors

The Half year results, including the interim financial statements, is the
responsibility of, and has been approved by the directors. The directors are
responsible for preparing the Half year results in accordance with the
Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's
Financial Conduct Authority. In preparing the Half year results, including the
interim financial statements, the directors are responsible for assessing the
group's ability to continue as a going concern, disclosing, as applicable,
matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the group or to
cease operations, or have no realistic alternative but to do so.

Our responsibility is to express a conclusion on the interim financial
statements in the Half year results based on our review. Our conclusion,
including our Conclusions relating to going concern, is based on procedures
that are less extensive than audit procedures, as described in the Basis for
conclusion paragraph of this report. This report, including the conclusion,
has been prepared for and only for the company for the purpose of complying
with the Disclosure Guidance and Transparency Rules sourcebook of the United
Kingdom's Financial Conduct Authority and for no other purpose. We do not, in
giving this conclusion, accept or assume responsibility for any other purpose
or to any other person to whom this report is shown or into whose hands it may
come save where expressly agreed by our prior consent in writing.

 

PricewaterhouseCoopers LLP

Chartered Accountants

London

13 November 2025

 

Condensed interim financial statements

 

 Condensed consolidated statement of profit or loss (unaudited)

                                                                            26 weeks ended                                                  26 weeks ended
                                                                            27 September 2025                                               28 September 2024
 Note                                                                       £m                                                              £m
 Revenue                                    4                                                       502.1                                                 501.0
 Cost of sales                                                                                   (321.5)                                                     (318.8)
 Gross profit                                                                                      180.6                                                         182.2
 Selling, marketing and distribution costs                                                           (73.8)                                                    (77.2)
 Administrative costs                                                                             (33.6)                                                      (39.6)
 Operating profit                           4                                                  73.2                                                              65.4
 Finance cost                               5                                                       (13.5)                                                    (14.5)
 Finance income                             5                                                           3.7                                                         2.6
 Profit before taxation                                                                          63.4                                                         53.5
 Taxation                                   6                                                (16.6)                                                          (14.0)
 Profit for the period attributable to owners of the parent                                          46.8                                                 39.5

 Basic earnings per share (pence)
 Basic                                      7                               5.4                                                                              4.6
 Diluted                                    7                               5.3                                                             4.5

 

 

 Condensed consolidated statement of comprehensive income (unaudited)

                                                                                                  26 weeks ended                                  26 weeks ended
                                                                                                  27 September 2025                               28 September 2024
                                                          Note                                    £m                                              £m
 Profit for the period                                                                            46.8                                            39.5
 Other comprehensive (expense) / income, net of tax
 Items that will never be reclassified to profit or loss
 Remeasurements of defined benefit schemes                8                                       (93.0)                                          57.5
 Deferred tax credit / (charge) on pensions movements     6                                                         23.3                          (15.3)
 Current tax credit on pensions movements                                                                            -                                         1.2
 Items that are or may be reclassified subsequently to profit or loss
 Exchange differences on translation                                                                                 0.4                                             (0.2)
 Other comprehensive (expense) / income, net of tax                                               (69.3)                                          43.2
 Total comprehensive (expense) / income attributable to owners of the parent                      (22.5)                                          82.7

 

 

 Condensed consolidated balance sheet (unaudited)
                                                                 As at                                                     As at
                                                                 27 September 2025                                         29 March 2025
                                              Note               £m                                                        £m
 ASSETS:
   Non-current assets
   Property, plant and equipment                                                  213.3                                    204.3
   Goodwill                                   17                                    736.3                                  702.7
   Other intangible assets                                          275.2                                                  271.2
   Deferred tax assets                                                              17.0                                             16.7
   Net retirement benefit assets              8                                     572.4                                          648.7
                                                                                   1,814.2                                       1,843.6
   Current assets
   Inventories                                                                      146.5                                  101.5
   Trade and other receivables                                                       119.3                                 115.0
   Cash and cash equivalents                  12                                    127.4                                  191.5
   Derivative financial instruments           10                                          0.7                                           0.1
                                                                                    393.9                                             408.1
 Total assets                                                                     2,208.1                                         2,251.7

 LIABILITIES:
   Current liabilities
   Trade and other payables                                                        (276.8)                                      (260.1)
   Financial liabilities:
      - derivative financial instruments      10                                        (0.3)                                            (0.6)
   Lease liabilities                          9                                      (1.1)                                              (1.9)
   Provisions for liabilities and charges     11                                        (6.4)                                         (6.7)
   Other liabilities                                                           (1.0)                                                      (1.0)
                                                                                  (285.6)                                           (270.3)
   Non-current liabilities
   Long-term borrowings                       9                                      (325.2)                                  (325.2)
   Lease liabilities                          9                                 (8.2)                                                  (8.0)
   Provisions for liabilities and charges     11                                       (7.5)                                             (7.3)
   Deferred tax liabilities                                                   (167.9)                                                 (178.3)
   Other liabilities                                                                (20.3)                                            (20.6)
                                                                                      (529.1)                                      (539.4)
 Total liabilities                                                            (814.7)                                                 (809.7)
 Net assets                                                                        1,393.4                                       1,442.0

 EQUITY:
   Capital and reserves
   Share capital                                                                  86.9                                           86.9
   Share premium                                                                       2.7                                             2.7
   Merger reserves                                                                   351.7                                         351.7
   Other reserves                                                                   (9.3)                                                9.3)
   Retained earnings                                                              961.4                                       1,010.0
 Total equity                                                                     1,393.4                                       1,442.0

 

 

 Condensed consolidated statement of cash flows (unaudited)
                                                                                     26 weeks ended                                              26 weeks ended
                                                                                     27 September 2025                                           28 September 2024
                                                               Note                  £m                                                          £m

 Cash generated from operations                                12                                       47.1                                                    66.6
 Finance cost paid                                                                                        (11.9)                                              (14.6)
 Finance income received                                                                                      3.7                                                  2.6
 Taxation paid                                                                                         (6.1)                                                     (4.0)
 Cash generated from operating activities                                                                    32.8                                                 50.6

 Acquisition of subsidiaries, net of cash acquired             17                                        (46.1)                                   -
 Purchase of property, plant and equipment                                                               (19.7)                                                 (19.8)
 Purchase of intangible assets                                                                               (3.6)                                                 (2.7)
 Sale of property, plant and equipment                                                                         2.0                                                      -
 Cash used in investing activities                                                                       (67.4)                                                 (22.5)

 Principal element of lease payments                                                                       (1.5)                                                 (2.0)
 Dividends paid                                                                                           (24.2)                                                 (14.9)
 (Purchase of) / proceeds from shares to satisfy share awards                                                (3.8)                                                   0.4
 Cash used in financing activities                                                                         (29.5)                                               (16.5)

 Net (decrease) /increase in cash and cash equivalents                                                     (64.1)                                                11.6
 Cash and cash equivalents at beginning of period                                                          191.5                                                102.3
 Cash and cash equivalents at end of period                    12                                          127.4                                                 113.9

 

 

 Condensed consolidated statement of changes in equity (unaudited)

                                                                      Share capital  Share premium  Merger reserve  Other reserves  Retained earnings  Total equity

                                            Note                      £m             £m             £m              £m              £m                 £m
 At 31 March 2024                                                     86.9           2.7            351.7           (9.3)           894.9              1,326.9
 Profit for the period                                                -              -              -               -               39.5               39.5
 Remeasurements of defined benefit schemes                            -              -              -               -               57.5               57.5
 Deferred tax charge                                                  -              -              -               -               (15.3)             (15.3)
 Current tax credit                                                   -              -              -               -               1.2                1.2
 Exchange differences on translation                                  -              -              -               -               (0.2)              (0.2)
 Other comprehensive income                                           -              -              -               -               43.2               43.2
 Total comprehensive income                                           -              -              -               -               82.7               82.7
 Share-based payments                                                 -              -              -               -               2.2                2.2
 Deferred tax movements on share-based payments                       -              -              -               -               1.7                1.7
 Proceeds from shares to satisfy share awards                         -              -              -               -               0.4                0.4
 Dividends                                  13                        -              -              -               -               (14.9)             (14.9)
 At 28 September 2024                                                 86.9           2.7            351.7           (9.3)           967.0              1,399.0

 At 30 March 2025                                                     86.9           2.7            351.7           (9.3)           1,010.0            1,442.0
 Profit for the period                                                -              -              -               -               46.8               46.8
 Remeasurements of defined benefit schemes  8                         -              -              -               -               (93.0)             (93.0)
 Deferred tax credit                        6                         -              -              -               -               23.3               23.3
 Exchange differences on translation                                  -              -              -               -               0.4                0.4
 Other comprehensive expense                                          -              -              -               -               (69.3)             (69.3)
 Total comprehensive expense                                          -              -              -               -               (22.5)             (22.5)
 Share-based payments                                                 -              -              -               -               2.4                2.4
 Deferred tax movements on share-based payments                       -              -              -               -               (0.5)              (0.5)
 Purchase of shares to satisfy share awards                           -              -              -               -               (3.8)              (3.8)
 Dividends                                  13                        -              -              -               -               (24.2)             (24.2)
 At 27 September 2025                                                 86.9           2.7            351.7           (9.3)           961.4              1,393.4

 

 1.           General information

 

Premier Foods plc (the "Company") is a public limited company incorporated in
the United Kingdom and domiciled in England, registered number 05160050, with
its registered office at Premier House, Centrium Business Park, Griffiths Way,
St Albans, Hertfordshire AL1 2RE. The principal activity of the Company and
its subsidiaries (the 'Group') is the manufacture and distribution of branded
and own label food products.

 

 2.           Basis of preparation

 

This condensed set of consolidated interim financial statements has been
prepared in accordance with IAS 34 Interim Financial Reporting as adopted for
use in the UK.

 

Premier Foods plc Annual Report for the 52 weeks ended 28 March 2026 will be
prepared in accordance with UK-adopted international accounting standards and
with the requirements of the Companies Act 2006 as applicable to companies
reporting under those standards. As required by the Disclosure Guidance and
Transparency Rules of the Financial Conduct Authority, this condensed set of
consolidated interim financial statements has been prepared applying the
accounting policies and presentation that were applied in the preparation of
the Premier Foods plc Annual Report for the 52 weeks ended 29 March 2025 which
were prepared in accordance with UK-adopted international accounting standards
in conformity with the requirements of the Companies Act 2006. There has been
no material impact on the Group profit or net assets on adoption of new or
revised accounting standards in the period. Amounts are presented to the
nearest £0.1m, unless otherwise stated. These condensed interim financial
statements do not comprise statutory accounts within the meaning of section
434 of the Companies Act 2006.

 

The condensed interim financial statements for the 26 weeks ended 27 September
2025 is unaudited but has been subject to an independent review by
PricewaterhouseCoopers LLP.

 

Premier Foods plc Annual Report for the 52 weeks ended 29 March 2025, which
was approved by the Board of Directors on 15 May 2025, were reported on by
PricewaterhouseCoopers LLP and delivered to the Registrar of Companies. The
report of the auditors was unqualified, did not contain a reference to any
matters to which the auditors drew attention by way of emphasis without
qualifying their report and did not contain any statement under section 498
(2) or (3) of the Companies Act 2006.

 

This condensed set of consolidated financial statements was approved for issue
on 13 November 2025.

 

Going concern

 

The Group's revolving credit facility includes net debt/EBITDA and
EBITDA/interest covenants as detailed in note 9. In the event these covenants
are not met then the Group would be in breach of its financing agreement and,
as would be the case in any covenant breach, the banking syndicate could
withdraw funding to the Group. The Group was compliant with its covenant tests
as at 29 March 2025 and 27 September 2025.

 

Having undertaken a robust assessment of the Group's forecasts with specific
consideration to the trading performance of the Group, cashflows and covenant
compliance, the directors have a reasonable expectation that the Group is able
to operate within the level of its current facilities, meet the required
covenant tests and has adequate resources to continue in operational existence
for at least 12 months from the date of approval of these financial
statements. Determining the appropriate assessment period is a matter of
judgement for the directors and 12 months from the approval of these financial
statements is considered appropriate given the fast-moving nature of the
business. The Group therefore continues to adopt the going concern basis in
preparing its financial information for the reasons set out below:

 

At 27 September 2025, the Group had total assets less current liabilities of
£1,922.5m, net current assets of £108.3m and net assets of £1,393.4m.
Liquidity as at that date was £426.9m, made up of cash and cash equivalents,
and undrawn committed credit facilities of £282.5m expiring in July 2029. The
Group has a £275m bridge facility that expires November 2027 subject to being
drawn by October 2026. At the time of the approval of this report, the cash
and liquidity position of the group has not changed significantly.

 

The directors have rigorously reviewed all key risk assumptions in their Going
Concern assessment considering both internal and external factors. Applying
judgement, the global political environment, increasing costs including
inflation, climate change, risk of cyber-attack and the retail market are the
assumptions modelled by the directors in the severe but plausible downside
case impacting future financial performance, cash flows and covenant
compliance, that cover a period of at least 12 months from the date of
approval of the financial statements.

 

The downside case is deemed severe but plausible, having an adverse impact on
revenue, margin and cash flow. Should circumstances mean there is further
downside, whilst not deemed plausible, the directors, in response have
identified further mitigating actions within their control, that would reduce
costs, optimising cashflow and liquidity. Amongst these are the following
actions: reducing capital expenditure, reducing marketing spend and delaying
or cancelling discretionary spend. The directors have assumed no significant
structural changes to the business will be needed in any of the assumptions
modelled. None of the assumptions modelled are sufficiently material to
prevent the Group from continuing as a going concern.

 

The Directors, after reviewing financial forecasts and financing arrangements,
have a reasonable expectation that the Group has adequate resources to
continue to meet its liabilities as they fall due for at least 12 months from
the date of approval of this report. Accordingly, the Directors are satisfied
that it is appropriate to continue to adopt the going concern basis (in
accordance with the guidance 'Guidance on the Going Concern Basis of
Accounting and Related Reporting' issued by the FRC) in preparing its
consolidated financial information.

 

 3.          Accounting policies

 

These Group condensed interim financial statements have been prepared in
accordance with the accounting policies adopted in the Premier Foods plc
Annual Report for the 52 weeks ended 29 March 2025.

 

When preparing the Group condensed interim financial statements management
undertakes judgements, estimates and assumptions that affect the recognition
and measurement of assets and liabilities, income and expense. The actual
results may differ from the judgements, estimates and assumptions made by
management.

 

In preparing these Group condensed interim financial statements the material
judgements, estimates and key sources of estimation uncertainty made by
management were the same as those that applied to the Premier Foods plc Annual
Report for the 52 weeks ended 29 March 2025.

 

 4.          Segmental analysis

 

IFRS 8 requires operating segments to be determined based on the Group's
internal reporting to the Chief Operating Decision Maker ('CODM'). The CODM
has been determined to be the Executive Leadership Team as it is primarily
responsible for the allocation of resources to segments and the assessment of
performance of the segments.

 

The Group's operating segments are defined as 'Grocery', 'Sweet Treats', and
'International'. The CODM reviews the performance by operating segment. The
Grocery segment primarily sells savoury ambient food products, and the Sweet
Treats segment sells primarily sweet ambient food products. The International
segment has been aggregated within the Grocery segment for reporting purposes
as revenue is below 10% of the Group's total revenue and the segment is
considered to have similar characteristics to that of Grocery as identified in
IFRS 8. There has been no change to the Group's reported segments during the
period.

 

The CODM uses Divisional contribution as the key measure of the segments'
results. Divisional contribution is defined as gross profit after selling,
marketing and distribution costs. Divisional contribution is a consistent
measure within the Group and reflects the segments' underlying trading
performance for the period under evaluation. Gross profit is used as part of
the Group segment performance reviews, whilst this is material in the context
of the financial statements, the gross profit split between segments is
broadly proportionate to that of divisional contribution. As a result, Gross
profit presented by segment would not influence the decisions of the financial
statement users.

 

The Group uses Trading profit to review overall Group profitability. Trading
profit is defined as pre tax profit/loss before net finance costs,
amortisation of intangible assets, fair value movements on foreign exchange
and other derivative contracts, net pensions, finance income and
administrative expenses, and any material items that require separate
disclosure by virtue of their nature in order that users of the financial
statements obtain a clear and consistent view of the Group's underlying
trading performance. The Group's largest quarter in terms of Revenue is
quarter three, reflecting seasonality across both segments.

 

The segment results for the 26 weeks ended 27 September 2025 and 28 September
2024, and the reconciliation of the segment measures to the respective
statutory items included in the financial information, are as follows:

 

                                                       26 weeks ended                                                              26 weeks ended

                                                       27 September 2025                                                           28 September 2024
                                                       Grocery                     Sweet                       Total               Grocery  Sweet    Total

                                                                                   Treats                                                   Treats
                                                       £m                          £m                          £m                  £m       £m       £m
 External revenues                                     369.0                       133.1                          502.1            376.4    124.6      501.0
 Divisional contribution                               92.6                        14.2                           106.8            93.3     11.7      105.0
 Group and corporate costs                                                                                        (36.3)                             (34.8)
 Trading profit                                                                                                     70.5                                70.2
 Amortisation of brand assets                                                                                     (10.3)                              (10.2)
 Fair value movements on foreign exchange and other                                                                  0.9                               (0.5)

 derivative contracts
 Net interest on pensions and administrative expenses                                                               13.8                                  9.7
 Non-trading items:
 - Restructuring items¹                                                                                               0.9                              (3.8)
 - Other non-trading items²                                                                                         (2.6)                                     -
 Operating profit                                                                                                   73.2                                65.4
 Finance cost                                                                                                      (13.5)                             (14.5)
 Finance income                                                                                                        3.7                                2.6
 Profit before taxation                                                                                              63.4                                53.5
 ¹Restructuring costs in current period relates to the closure of the
 Charnwood site and includes the profit on sale of the site. The prior period
 relate to the closure of the Knighton and Charnwood sites.
 ²Other non-trading items in the current period relate to primarily M&A
 transaction costs.anayl

Inter-segment transfers or transactions are entered into under the same terms
and conditions that would be available to unrelated third parties.

 

The Group primarily supplies the UK market, although it also supplies certain
products to other countries in Europe and the rest of the world. The following
table provides an analysis of the Group's revenue, which is allocated on the
basis of geographical market destination, and an analysis of the Group's
non-current assets by geographical location.

 

                         26 weeks ended     26 weeks ended
                         27 September 2025  28 September 2024
                         £m                 £m
 United Kingdom          465.0                                       465.0
 Other Europe            15.8                                          14.5
 Rest of world           21.3                                          21.5
 Total                   502.1                                       501.0

 

 

 Non-current assets
                                  As at                                             As at
                                  27 September 2025                                 29 March 2025
                                  £m                                                £m
  United Kingdom                                       1,224.8                      1.178.2

 

Non-current assets are all held in the United Kingdom and exclude deferred tax
assets and net retirement benefit assets.

 

 

 5.    Finance income and costs

 

 

 Finance costs payable on bank loans and overdrafts  26 weeks ended                                                          26 weeks ended
                                                     27 September 2025                                                       28 September 2024
                                                     £m                                                                      £m
 Finance cost payable on bank loans and overdrafts   (5.0)                                                                   (5.1)
 Finance cost on senior secured notes                (5.8)                                                                   (5.8)
 Other finance cost payable(1)                                                 (1.7)                                                                  (1.3)
 Write off of financing cost²                                                       -                                                             (1.4)
 Amortisation of debt issuance cost                  (1.0)                                                                   (0.9)
 Total finance cost                                  (13.5)                                                                  (14.5)
 Finance income receivable on bank deposits          3.7                                                                     2.6
 Total finance income                                3.7                                                                     2.6
 Net finance cost                                    (9.8)                                                                   (11.9)
 (1) Included in other finance cost payable is £0.3m (26 weeks ended 28
 September 2024: £0.3m) charge relating to non-cash interest cost on lease
 liabilities under IFRS 16 and £1.4m (26 weeks ended 28 September 2024:
 £1.0m) primarily relating to the unwind of the contingent consideration
 liability and the Group's long-term provisions.
 (2) Write off of financing cost in the prior period relates to the refinancing
 of the revolving credit facility.

 

 6.    Taxation

 

Current tax

                          26 weeks ended                                    26 weeks ended
                          27 September 2025                                 28 September 2024
                          £m                                                £m
 Current tax
    -  Current period                          (8.0)                                            (4.7)
    -  Prior periods       -                                                                     (0.2)
 Deferred tax
    -  Current period                           (8.6)                                            (9.1)
 Income tax charge                           (16.6)                                            (14.0)

 

Tax relating to items recorded in other comprehensive (expense) / income
included:

 

                                                         26 weeks ended                                    26 weeks ended
                                                         27 September 2025                                 28 September 2024
                                                         £m                                                £m
 Corporation tax credit on pension movements                                   -                                         1.2
 Deferred tax credit / (charge) on pension movements                     23.3                                          (15.3)
                                                                            23.3                                         (14.1)

 

The applicable rate of corporation tax for the period is 25%.

 

Tax charged for the 26 weeks ended 27 September 2025 has been calculated by
applying the effective rate of tax which is expected to apply to the Group for
the 52 weeks ended 28 March 2026 using rates substantively enacted by 27
September 2025 as required by IAS 34 'Interim Financial Reporting'. The tax
charge for the period differs from the standard rate of corporation tax in the
United Kingdom of 25.0% (26 weeks ended 28 September 2024: 25.0%). The reasons
for this are explained below:

 

 

                                                                             26 weeks ended                                   26 weeks ended
                                                                             27 September 2025                                28 September 2024
                                                                             £m                                               £m
 Profit before taxation                                                                            63.4                                       53.5
 Tax charge at the domestic income tax rate of 25.0% (26 weeks ended 28      (15.9)                                                         (13.4)
 September 2024: 25.0%)
 Tax effect of:
 Non-taxable items                                                           (0.1)                                                           0.5
 Adjustments to prior years                                                  -                                                                 (0.2)
 Current tax relating to overseas business                                   -                                                                (0.3)
 Other disallowable items                                                    (0.6)                                                         (0.6)
 Income tax charge                                                           (16.6)                                                          (14.0)

 

The Group is in scope of the Pillar Two legislation and has performed an
assessment of the Group's potential exposure to Pillar Two income taxes. The
assessment of the potential exposure to Pillar Two income taxes is based on
the most recent country-by-country reporting prepared for the Group and based
on this assessment, the Group will not have any material potential exposure to
Pillar Two top-up taxes.

 

 7.    Earnings per share

 

Basic earnings per share has been calculated by dividing the profit for the 26
weeks ended 27 September 2025 attributable to owners of the parent of £46.8m
(26 weeks ended 28 September 2024: £39.5m profit) by the weighted average
number of ordinary shares of the Company.

                                                                                 26 weeks ended                                              26 weeks ended      28 September 2024

                                                                                 27 September 2025
                                                                                  Number (m)                                                 Number (m)
 Weighted average number of ordinary shares for the purpose of basic earnings                               872.6                                                863.3
 per share
 Effect of dilutive potential ordinary shares                                                           9.3                                                       22.2
 Weighted average number of ordinary shares for the purpose of diluted earnings                          881.9                                                     885.5
 per share

 

Contingently issuable shares are included in the calculation for the weighted
average number of ordinary shares used for basic earnings per share.

 

                                          26 weeks ended 27 September 2025                                          26 weeks ended 28 September 2024
                                          Basic                   Dilutive effect of share options  Diluted         Basic                     Dilutive effect of share options  Diluted
  Profit after tax (£m)                          46.8                                                  46.8                   39.5                                              39.5
  Weighted average number of shares (m)   872.6                                9.3                  881.9           863.3                            22.2                        885.5
  Earnings per share (pence)                        5.4                      (0.1)                        5.3                  4.6                     (0.1)                           4.5

 

Dilutive effect of share options

 

The dilutive effect of share options is calculated by adjusting the weighted
average number of ordinary shares outstanding to assume conversion of all
dilutive potential ordinary shares. The only dilutive potential ordinary
shares of the Company are share options and share awards. A calculation is
performed to determine the number of shares that could have been acquired at
fair value (determined as the average annual market share price of the
Company's shares) based on the monetary value of the share awards and the
subscription rights attached to the outstanding share options.

 

No adjustment is made to the profit or loss in calculating basic and diluted
earnings per share.

 

Adjusted earnings per share ("Adjusted EPS")

 

Adjusted basic earnings per share is defined as trading profit less net
regular interest payable, less a notional tax charge at 25.0% (26 weeks ended
28 September 2024: 25.0%) divided by the weighted average number of ordinary
shares of the Company.

Net regular interest is defined as net finance cost after excluding other
finance cost and other finance income.

 

Trading profit and Adjusted basic EPS have been reported as the directors
believe these assist in providing additional useful information on the
underlying trends and performance of the Group.

 

                                       26 weeks ended                                                            26 weeks ended

                                       27 September 2025                                                         28 September 2024
                                       £m                                                                        £m
 Trading profit (note 4)               70.5                                                                      70.2
 Less net regular interest             (8.1)                                                                     (9.2)
 Adjusted profit before tax            62.4                                                                      61.0
 Notional tax at 25%                   (15.6)                                                                    (15.3)
 Adjusted profit after tax             46.8                                                                      45.7
 Average shares in issue (m)           872.6                                                                     863.3
 Adjusted basic EPS (pence)            5.4                                                                       5.3

 Net regular interest
 Net finance cost                      (9.8)                                                                     (11.9)
 Exclude other interest payable        1.7                                                                       1.3
 Exclude write-off of financing costs                                    -                                       1.4
 Net regular interest                  (8.1)                                                                     (9.2)

 

 8.    Retirement benefit schemes

 

Defined benefit schemes

 

The Group operates a number of defined benefit schemes under which current and
former employees have built up an entitlement to pension benefits on their
retirement. These are as follows:

 •    The RHM Pension Scheme
 •    Premier Grocery Products Ireland Pension Scheme ('PGPIPS')
 •    Premier Foods Ireland Pension Scheme
 •    Chivers 1987 Pension Scheme

 

The Premier Foods Pension Scheme and the Premier Grocery Products Pension
Scheme were merged with the RHM Pension Scheme in 2020 on a "segregated" basis
as three sections in the RHM Pension Scheme - the RHM Section, the Premier
Foods Section and the Premier Grocery Products Section - each with its own
separate pool of assets and its own liabilities.

 

With effect from 29 March 2025, the RHM Pension Scheme was "desegregated" with
the liabilities of all three sections now paid from a single pool of assets
(the 'desegregation'). As a result the following disclosures are presented on
a combined basis.

 

 The exchange rates used to translate the overseas euro based schemes are
£1.00 = €1.1628 (26 weeks ended 28 September 2024: £1.00 = €1.1807) for
the average rate during the period, and £1.00 = €1.1463 (26 weeks ended 28
September 2024: £1.00 = €1.1994) for the closing position at 27 September
2025.

 

All pension schemes are closed to future accrual.

 

At the balance sheet date, the combined principal actuarial assumptions were
as follows:

 

                                                As at 27 September 2025  As at 29 March 2025

 Discount rate                                  5.85%                    5.75%
 Inflation - RPI                                2.90%                    3.05%
 Inflation - CPI                                2.55%                    2.65%
 Future pension increases
 -       RPI (min 0.0% and max 5.0%)            2.75%                    2.80%
 -       CPI (min 3.0% and max 5.0%)            3.50%                    3.50%

 

For the smaller overseas schemes, the discount rate used was 3.8% (29 March
2025: 3.7%) and future pension increases were 1.9% (29 March 2025: 1.8%).

 

The mortality assumptions are based on the latest standard mortality tables at
the reporting date. The directors have considered the impact of the Covid-19
pandemic on the mortality assumptions and consider that use of the updated
Continuous Mortality Improvement (CMI) 2024 projections for the future
improvement assumption a reasonable approach.

 

The life expectancy assumptions are as follows:

                                                                  As at 27 September 2025  At 29 March 2025

 Male pensioner, currently aged 65                                85.3                     85.0
 Female pensioner, currently aged 65                              87.4                     87.3
 Male non-pensioner, currently aged 45                            86.4                     86.1
 Female non-pensioner, currently aged 45                          89.1                     89.0

 

Following the desegregation the disclosure of assets and liabilities are
presented in total for the current and prior periods as outlined in the tables
below.

 

                                                     As at 27 September 2025     As at 29 March 2025
                                                     Total         % of total    Total       % of total
                                                     £m                          £m
 Assets with a quoted price in an active market:
 Government bonds                                    976.7         31.5          951.0       29.6
 Cash                                                44.8          1.4           47.7        1.5
 Assets without a quoted price in an active market:
 Global equities                                     2.0           0.1           1.8         0.1
 Government bonds                                    32.8          1.1           31.7        1.0
 Corporate bonds                                     11.1          0.4           10.8        0.3
 Global property                                     343.4         11.1          382.5       11.9
 Absolute return products                            207.5         6.7           227.8       7.1
 Infrastructure funds                                382.0         12.3          383.9       11.9
 Interest rate swaps                                 225.4         7.3           224.5       7.0
 Inflation swaps                                     22.7          0.7           19.3        0.6
 Private equity                                      266.9         8.6           334.9       10.4
 LDI                                                 7.2           0.2           7.1         0.2
 Global credit                                       318.7         10.3          304.0       9.5
 Illiquid credit                                     155.3         5.0           186.9       5.8
 Cash                                                3.7           0.1           4.0         0.1
 Other                                               98.5          3.2           94.9        3.0
 Fair value of scheme assets                         3,098.7       100%          3,212.8     100%

For assets without a quoted price in an active market fair value is determined
with reference to net asset value statements provided by third parties.

 

Pension assets have been reported using 26 September 2025 valuations where
daily valuations are available or 30 September 2025 valuations for monthly
valued funds. As is usual practice for pension assets where valuations at this
date were not available, the most recent valuations (predominantly at 30 June
2025) have been rolled forward for cash movements to 27 September 2025 and
recognised as lagged valuations. This is considered by management the most
appropriate estimate of valuations for these assets using the information
available at the time. At 27 September 2025 the financial statements include
£306.2m of assets (29 March 2025: £399.0m) using lagged valuations and were
these lagged valuations to move by 1% there would be a £3.1m impact (29 March
2025: £4.0m) on the fair value of scheme assets. This approach is principally
relevant for Private Equity, Property Assets, Illiquid Credits and Global
Credits asset categories.  Pension assets valuations are subject to
estimation uncertainty due to market volatility, which could result in a
material movement in asset values over the next 12 months.

 

Included in Other Assets without quoted price in an active market is £108.4m
of assets which were sold after the 26 weeks ended 27 September 2025. Of
these, £54.0m are awaiting settlement at the year-end date and are dependent
upon specific future events to which a +/-20% valuation corridor will be
applied.

 

The amounts recognised in the balance sheet arising from the Group's
obligations in respect of its defined benefit schemes are as follows:

 

                                              As at 27 September 2025  As at 29 March 2025

                                              £m                       £m
 Present value of defined benefit obligation  (2,526.3)                (2,564.1)
 Fair value of plan assets                    3,098.7                  3,212.8
 Surplus in schemes                           572.4                    648.7

 

The aggregate surplus of £648.7m as at 29 March 2025 has decreased to a
surplus of £572.4m during the 26 weeks ended 27 September 2025. The decrease
of £76.3m (29 March 2025: £47.2m increase) is primarily due to the
remeasurement loss on plan assets.

 

Changes in the present value of the defined benefit obligation were as
follows:

                                                                  £m         £m
 Defined benefit obligation at 30 March 2025 / 31 March 2024      (2,564.1)  (2,963.5)
 Finance cost                                                     (70.8)     (136.7)
 Remeasurement gain                                               16.0       352.4
 Exchange differences                                             (2.0)      0.9
 Benefits paid                                                    94.6       182.8
 Defined benefit obligation at 27 September 2025 / 29 March 2025  (2,526.3)  (2,564.1)

 

Changes in the fair value of plan assets were as follows:

                                                                   £m       £m
 Fair value of scheme assets at 30 March 2025 / 31 March 2024      3,212.8  3,565.0
 Finance income on scheme assets                                   88.9     165.5
 Remeasurement losses                                              (109.0)  (338.8)
 Administrative costs                                              (4.3)    (9.0)
 Contributions by employer                                         2.4      9.2
 Additional employer contribution(1)                               -        5.0
 Exchange differences                                              2.5      (1.3)
 Benefits paid                                                     (94.6)   (182.8)
 Fair value of scheme assets at 27 September 2025 / 29 March 2025  3,098.7  3,212.8
 (1) Contribution by the Group to the Premier schemes prior to
 de-sectionalisation due to the payment of dividends during the prior year.
                                                                            ( )

 

The reconciliation of the net defined benefit surplus over the period is as
follows:

                                                                £m      £m
 Surplus in schemes at 30 March 2025 / 31 March 2024            648.7   601.5
 Amount recognised in profit or loss                            13.8    19.8
 Remeasurements recognised in other comprehensive income        (93.0)  13.6
 Contributions by employer                                      2.4     9.2
 Additional employer contribution(1)                            -       5.0
 Exchange differences recognised in other comprehensive income  0.5     (0.4)
 Surplus in schemes at 27 September 2025 / 29 March 2025        572.4   648.7
 (¹)Contribution by the Group to the Premier Schemes prior to
 de-sectionalisation due to the payment of dividends during the prior year

 

The Virgin Media Limited v NTL Pension Trustees II Limited decision, handed
down by the High Court on 16 June 2023, considered the implications of Section
37 of the Pension Schemes Act 1993. Section 37 of the Pension Schemes Act 1993
only allowed the rules of contracted-out schemes in respect to benefits, to be
altered where certain requirements were met. Following an appeal on 25 July
2024, the Court of Appeal upheld the High Court's decision, that the statutory
actuarial confirmation was required, and without this, alterations to schemes
were void.  In June 2025, the UK Government announced they will be
introducing legislation to give affected schemes the ability to
retrospectively obtain written actuarial confirmation that historic benefit
changes met the necessary standards.  The Trustees are aware of recent
developments and are discussing with their legal advisers the potential
implications and monitoring the progress of the draft legislative changes.
In this matter, the Group has concluded that there continues to be no
requirement for quantification within the accounts.

 

The total amounts recognised in the consolidated statement of profit or loss
are as follows:

 

                       26 weeks ended     26 weeks ended     52 weeks ended
                       27 September 2025  28 September 2024  29 March 2025
                       £m                 £m                 £m
 Operating profit
 Administrative costs  (4.3)              (4.3)              (9.0)
 Net finance credit    18.1               14.0               28.8
 Total credit          13.8               9.7                19.8

 

 9.    Bank and other borrowings

 

                                                As at                                                   As at
                                                27 September 2025                                       29 March 2025
                                                £m                                                      £m
 Current:
 Lease liabilities                                                  (1.1)                                       (1.9)
 Total borrowings due within one year                                (1.1)                                        (1.9)
 Non-current:
 Transaction costs(1)                                                   4.8                                       4.8
 Senior secured notes                                           (330.0)                                      (330.0)
                                                                 (325.2)                                    (325.2)
 Lease liabilities                                                   (8.2)                                        (8.0)
 Total borrowings due after more than one year                   (333.4)                                      (333.2)
 Total bank and other borrowings                                   (334.5)                                    (335.1)
 (1)Included in transaction costs is £3.8m (29 March 2025: £3.2m) relating to
 the revolving credit facility.

 

During the period the Group increased the Revolving Credit Facility ('RCF')
from £227.5m to £282.5m, released the security on the Group's financing and
pension arrangements and signed a new bridging facility for £275m which is a
facility to November 2027 subject to being drawn by October 2026.

 

Banking covenants of net debt / EBITDA and EBITDA / interest are in place and
are tested biannually and remain unchanged. The covenant package attached to
the revolving credit facility is:

 

          Net debt / EBITDA(1)      EBITDA / Interest(1)
 2026 FY  3.50x                     3.00x
 2027 FY  3.50x                     3.00x
 (1)Net debt, EBITDA and Interest are as defined under the revolving credit
 facility.

 

Senior secured notes

The senior secured notes are listed on the Irish GEM Stock Exchange. The notes
totalling £330m mature in October 2026 and attract an interest rate of 3.5%.

 

 10.  Financial instruments

 

The following table shows the carrying amounts (which approximate to fair
value except as noted below) of the Group's financial assets and financial
liabilities. Fair value is the price that would be received to sell an asset
or paid to transfer a liability in an orderly transaction between market
participants at the measurement date. Set out below is a summary of methods
and assumptions used to value each category of financial instrument.

 

 

                                                                                            As at 27 September 2025                                     As at 29 March 2025
                                                                                            Carrying amount             Fair                            Carrying amount        Fair

                                                                                                                        value                                                  value
                                                                                            £m                          £m                              £m                     £m
 Financial assets at amortised cost:
 Trade and other receivables                                                                64.6                        64.6                              61.2                      61.2
 Cash and cash equivalents                                                                  127.4                       127.4                             191.5                   191.5
 Financial assets at fair value through profit or loss:
 Trade and other receivables                                                                      13.1                           13.1                       14.1                 14.1
 - Forward foreign currency exchange contracts                                                         0.7                         0.7                           0.1             0.1
 Financial liabilities at fair value through profit or loss:
 Derivative financial instruments
 - Forward foreign currency exchange contracts                                                         (0.3)                         (0.3)                      (0.6)             (0.6)
 Other financial liabilities at fair value through profit or loss:
 - Deferred contingent consideration                                                                 (20.1)                       (20.1)                        (18.8)           (18.8)
 Financial liabilities at amortised cost:
 Trade and other payables                                                                          (267.0)                         (267.0)                   (250.0)            (250.0)
 Senior secured notes                                                                             (330.0)                         (325.0)                   (330.0)             (325.0)

 

The following table presents the Group's assets and liabilities that are
measured at fair value using the following fair value measurement hierarchy:

 •    Quoted prices (unadjusted) in active markets for identical assets or
      liabilities (level 1).
 •    Inputs other than quoted prices included within level 1 that are observable
      for the asset or liability, either directly (that is, as prices) or indirectly
      (that is, derived from prices) (level 2).
 •    Inputs for the asset or liability that are not based on observable market data
      (that is, unobservable inputs) (level 3).

 

 

 

                                                As at 27 September 2025                                                               As at 29 March 2025
                                                Level 1                         Level 2                       Level 3                 Level 1  Level 2         Level 3
                                                £m                              £m                            £m                      £m       £m              £m
 Financial assets at fair value through profit or loss:
 Trade and other receivables                     -                                        9.6                 3.5                     -        11.7            2.4
 Derivative financial instruments
 - Forward foreign currency exchange contracts   -                                         0.7                      -                 -              0.1          -
 Financial liabilities at fair value through profit or loss:
 Derivative financial instruments
 - Forward foreign currency exchange contracts   -                                     (0.3)                           -              -            (0.6)         -
 Other financial liabilities at fair value through profit or loss:
 - Deferred contingent consideration             -                                          -                   (20.1)                -         -                 (18.8)
 Financial liabilities at amortised cost:
 Senior secured notes                            (325.0)                         -                             -                      (325.0)   -               -

 

The fair value of trade and other receivables and trade and other payables is
considered to be equal to the carrying amount of these items due to their
short-term nature.

 

Calculation of fair values

 

The fair values of the financial assets and liabilities are defined as the
price that would be received to sell an asset or paid to transfer a liability
in an orderly transaction between market participants at the measurement date.

 

The Group recognised other receivables with a fair value of £3.5m (29 March
2025: £2.4m). Included in the current year is £1.8m resulting from the
acquisition of Merchant Gourmet Ltd on 1 September 2025 and deferred
contingent consideration with a fair value of £20.1m (29 March 2025: £18.8m)
as a result of previous acquisitions. The fair values for both are based on
unobservable inputs and are classified as a level 3 fair value estimate under
the IFRS fair value hierarchy.

Methods and assumptions used to estimate all other fair values are consistent
with those used in Premier Foods plc Annual Report for the 52 weeks ended 29
March 2025.

 

 11.  Provisions for liabilities and charges

 

                             As at                                                               As at
                             27 September 2025                                                   29 March 2025
                             £m                                                                  £m
 Within one year                                          (6.4)                                               (6.7)
 Between one and five years                               (6.5)                                                  (6.3)
 After 5 years                                            (1.0)                                                  (1.0)
 Total                                                  (13.9)                                                 (14.0)

 

During the period, as a result of the acquisition of Merchant Gourmet, the
Group recognised provisions of £1.8m relating to the fair value of contingent
liabilities acquired as part of the business combination. See note 17 for
further details.

 

Total provisions for liabilities and charges of £13.9m (29 March 2025:
£14.0m) comprise primarily of provisions for dilapidations and environmental
liabilities related to leasehold properties, and contingent liabilities
related to acquisitions.

 

 12.  Notes to the cash flow statement

 

 Reconciliation of profit before taxation to cash flows from operations

                                                             26 weeks ended                                                          26 weeks ended
                                                             27 September 2025                                                       28 September 2024
                                                             £m                                                                      £m
 Profit before taxation                                      63.4                                                                    53.5
 Net finance cost                                            9.8                                                                     11.9
 Operating profit                                            73.2                                                                    65.4
 Depreciation of property, plant and equipment               9.7                                                                     9.5
 Amortisation of intangible assets                           13.3                                                                    12.9
 Net gain on disposal of non-current assets                  (1.1)                                                                                                -
 Fair value movements on financial instruments               (0.9)                                                                   0.5
 Net finance income on pensions and administrative expenses  (13.8)                                                                  (9.7)
 Equity settled employee incentive schemes                   2.4                                                                     2.2
 Increase in inventories                                     (40.7)                                                                  (32.9)
 Decrease / (increase) in trade and other receivables        0.5                                                                     (2.9)
 Increase in trade and other payables and provisions         6.9                                                                     32.2
 Additional employer contribution(1)                                                        -                                                                  (5.0)
 Contribution to defined benefit pension schemes             (2.4)                                                                   (5.6)
 Cash generated from operations                              47.1                                                                    66.6
 (1)Additional employer contribution in the prior period relates to
 contribution by the Group to the Premier sections of the RHM pension schemes
 due to the payment of dividends.

 

 

 Analysis of movement in borrowings
                                                                     As at                          Cash flows  Non-cash interest expense  Other                                   As at

                                                                     29 March 2025                                                         non-cash movements                      27 September 2025
                                                                     £m                             £m          £m                         £m                                      £m
 Cash and bank deposits                                              191.5                          (64.1)      -                          -                                       127.4
 Net cash and cash equivalents                                       191.5                          (64.1)      -                                           -                                   127.4
 Borrowings - Senior Secured Fixed Rate Notes maturing October 2026  (330.0)                        -           -                                    -                                         (330.0)
 Lease liabilities ³                                                 (9.9)                          1.5         (0.3)                              (0.6)                                          (9.3)
 Gross borrowings net of cash(1)                                     (148.4)                        (62.6)      (0.3)                            (0.6)                                       (211.9)
 Debt issuance costs(2)                                              4.8                            1.0         (1.0)                                   -                                           4.8
 Total net borrowings(1)                                             (143.6)                        (61.6)      (1.3)                              (0.6)                                      (207.1)
 (1) Borrowings excludes derivative financial instruments.
 (2) The non-cash finance costs movement in debt issuance costs relates to the
 amortisation of capitalised borrowing costs
 (3) The non-cash finance cost relates to IFRS16 interest.           ( )

 

 13.         Dividends

 

The following final dividends were declared at the Annual General Meeting on
17 July 2025 and paid by the Group on 25 July 2025.

                                                                               26 weeks ended     26 weeks ended
                                                                               27 September 2025  28 September 2024
                                                                               £m                 £m
 Ordinary final of 2.80 pence per ordinary share (26 weeks ended 28 September  24.2                                   14.9
 2024: 1.728 pence)

 

 14.          Capital commitments

 

The Group has capital expenditure on property, plant and equipment contracted
for at the end of the reporting period but not yet incurred at 27 September
2025 of £20.5m (29 March 2025: £15.3m).

 

 15.         Contingencies

 

There were no material contingent liabilities as at 27 September 2025 and 29
March 2025.

 

 16.         Related party transactions

 

The Group's related party transactions and relationships for the 52 weeks
ended 29 March 2025 were disclosed on page 158 in the Premier Foods plc Annual
Report.

 

As at 27 September 2025 the following are also considered to be related
parties under the Listing Rules due to their shareholdings exceeding 10% of
the Group's total issued share capital:

 

-     Nissin Foods Holding Co., Ltd. ('Nissin') is considered to be a
related party by virtue of its 24.84% (29 March 2025: 24.84%) equity
shareholding in Premier Foods plc and its right to appoint a member to the
Board of directors.

 

Transactions with related parties

 

Transactions with associates and major shareholders during the period are set
out below.

                     26 weeks ended                                                    26 weeks ended
                     27 September 2025                                                 28 September 2024
                     £m                                                                £m
 Sale of services:
 - Nissin                              0.1                                                                0.1
 Total sales                                  0.1                                                          0.1
 Purchase of goods:
 - Nissin                                    17.7                                                         20.3
 Total purchases                             17.7                                                        20.3

                     As at                                                             As at
                     27 September 2025                                                 29 March 2025
                     £m                                                                £m
 Trade receivables:
 - Nissin                                        -                                                          0.1
 Total receivables                               -                                                          0.1

 Trade payables:
 - Nissin                                   (5.6)                                                         (3.4)
 Total payables                              (5.6)                                                       (3.4)

 

Retirement benefit obligations

The Group has entered into an arrangement with the Pension Scheme Trustees as
part of the funding requirements for any actuarial deficit in the scheme.

 

 17. Acquisitions

 

On 1 September 2025, the Group acquired 100% of the ordinary share capital of
Merchant Gourmet Holdings Limited ('Merchant Gourmet') and its wholly owned
subsidiary Merchant Gourmet Limited for a total consideration of £46.1m (this
comprises £49.6m cash consideration less £3.5m cash acquired). The
acquisition is well aligned to the Group's growth strategy, being highly
complementary to Premier Foods' portfolio and aligned to the Group's
acquisition strategy.

The following table summarises the Group's preliminary assessment of the
consideration for Merchant Gourmet, and the amounts of the assets acquired and
liabilities assumed.

                                                                                    Provisional fair value
 Recognised amounts of identifiable assets acquired and liabilities assumed         £m
 Brands and other intangible assets                                                 13.8
 Inventories                                                                        4.3
 Trade and other receivables¹                                                       6.7
 Cash and cash equivalents                                                          3.5
 Trade and other payables                                                           (7.1)
 Deferred tax liability                                                             (3.4)
 Provisions                                                                         (1.8)
 Total identifiable net assets                                                      16.0

 Goodwill on acquisition                                                            33.6

 Initial consideration transferred in cash                                          49.6
 Total consideration                                                                49.6
 ¹Fair value adjustment relates to the recognition of indemnification assets
 in relation to contingent liabilities acquired.

Identifiable net assets

 

The fair values of the identifiable assets and liabilities acquired have been
determined provisionally at given proximity of the acquisition to period end.
As permitted under IFRS 3 the Group will retrospectively adjust the
provisional amounts recognised to reflect new information obtained about facts
and circumstances that existed and, if known, would have affected the
measurement of the amounts recognised as at the acquisition date.

 

As a result of the business combination, the Group recognised provisions of
£1.8m, including £1.8m in relation to the fair value of contingent
liabilities acquired.

 

The fair value of the trade and other receivables acquired as part of the
business combination was £6.8m. This includes an indemnification asset of
£1.8m in relation to the contingent liabilities assumed, and trade and other
receivables amounting to £4.9m which approximated to the contractual cash
flows.

 

Consideration transferred

 

Consideration was cash of £49.6m transferred on completion of the
acquisition.

 

Acquisition-related costs amounting to £2.6m are not included as part of
consideration transferred and have been recognised as an expense in the
consolidated statement of profit or loss, as part of administrative expenses.

 

Goodwill

 

Goodwill amounting to £33.6m was provisionally recognised on acquisition and
while the Merchant Gourmet brand forms a portion of the enterprise value of
the business, there is a premium associated to the purchase of a pre-existing,
well positioned business and synergies are expected from combining the
operations.  This goodwill is not expected to be deductible for tax purposes.

 

The carrying amount of goodwill and the beginning and end of the period is as
follows:

 

                                                      £m                                                 £m
 Carrying value at 30 March 2025 / 31 March 2024      702.7                                                       702.7
 Acquisition of subsidiary                                                   33.6                         -
 Carrying value at 27 September 2025 / 29 March 2025                       736.3                                  702.7

 

Merchant Gourmet contribution to the Group results

 

From the date of the acquisition to 27 September 2025, Merchant Gourmet
contributed £2.8m to the Group's Revenues and a profit before tax of £0.4m.
Had the acquisition occurred on 30 March 2025, on a pro forma basis, the
Group's Revenue for the period to 27 September 2025 would have been £512.4m
and Profit before tax for the same period would have been £64.1m.

 

 18.    Subsequent events

 

There are no reportable subsequent events after the date of the balance sheet.

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  IR FLFLALRLFLIE



            Copyright 2019 Regulatory News Service, all rights reserved

Recent news on Premier Foods

See all news