REG - Renew Holdings PLC - Final Results
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RNS Number : 8172I Renew Holdings PLC 25 November 2025
25 November 2025
Renew Holdings plc
("Renew" or the "Group" or the "Company")
Final Results
Record revenues and operating profit underpinned by considerable strategic
progress
Renew (AIM: RNWH), the leading Engineering Services Group supporting the
maintenance and renewal of critical UK infrastructure, announces its final
results for the year ended 30 September 2025 (the "Period").
Financial Highlights
Year ended 30 September 2025 2024 Change
Group revenue(1) £1,116.1m £1,057.0m 5.6%
Adjusted operating profit(1) £72.1m £70.9m 1.7%
Operating profit £60.6m £61.2m (0.9%)
Adjusted operating margin(1) 6.5% 6.7% (20bps)
Profit before tax £56.7m £60.2m (5.8%)
Adjusted earnings per share(1) 67.1p 65.9p 1.8%
Full year dividend 20.0p 19.0p 5.3%
Pre IFRS16 net cash(1) £6.2m £25.7m (£19.5m)
( )
· Another record financial performance with strong, high-quality revenue and
adjusted operating profit.
· Group revenue increased 5.6% to £1,116m (2024: £1,057m).
· Record Group order book at £915m (2024: £889m), underpinned by long-term
framework positions.
· Adjusted operating margin consistent with our compounding model financial
framework
· Full year dividend of 20.00p, an increase of 5.3%, reflecting the strong
trading performance, forward momentum and the Board's positive outlook for the
coming period.
Operational Highlights
· In Rail, we successfully navigated the challenging start to the year and we
are set to move through the remainder of CP7 in a stronger position in terms
of geographical reach, breadth of service offering and framework successes
across a wider client base.
· Momentum continues to build in Water and we entered AMP8 in our strongest
position yet, having secured key frameworks for 10 of the 12 largest combined
waste and water companies, versus three at the beginning of AMP7.
· Since entering the Transmission and Distribution market in 2024, the scale of
the opportunity and the progress we have made, has exceeded our expectations.
· The increasingly collaborative focus of our work in Highways is delivering
solid growth. The partnership between AmcoGiffen and Carnell (AGC) has proven
key to unlocking a wider range of geographies and work banks, setting us up
well to capitalise on a significantly larger addressable market at the
commencement of RIS3.
· We acquired Full Circle in October 2024 facilitating our entry into the highly
fragmented onshore wind services market.
· Disposed of Walter Lilly in October 2024 which has improved the balance of the
Group, positioning us as a pureplay engineering services business serving
high-growth sectors with significant barriers to entry.
· We continue to make significant investments in our safety, health,
environmental and quality programmes to ensure the highest standards of
performance across all our operations.
· We remain committed to investing in our industry leading early talent
programmes, and we now have 378 apprentices, trainees and graduates working
across the Group.
Post-period End
· On 13 October 2025 Excalon acquired Emerald Power Ltd, a specialist in
overhead lines, focused on the maintenance and upgrade of electricity networks
for Distribution Network Operators in the North West. This acquisition has
taken Excalon into the fast-growing overhead line maintenance and repair
market across voltages ranging from 11kV to 132kV and will be immediately
earnings enhancing.
· On 27 October 2025 we announced the successful refinancing of our existing
Revolving Credit Facility (RCF) with a new facility providing improved terms
and an extended maturity. The new £140m RCF reflects the continued confidence
of the Group's banking partners in Renew's resilient business model, strong
cash generation and long-term growth prospects.
Outlook
· Entered FY26 with positive momentum as a pureplay engineering services
provider.
· Remain strategically well positioned to capitalise on the UK Government's
committed investment as part of its "decade of renewal" strategy and we
continue to broaden our market leading offering with increasing
diversification into new, complementary markets.
· Compelling M&A pipeline alongside other organic investment opportunities
supported by our strong balance sheet.
· Record order book moving into 2026 through highly visible, committed,
long-term spending cycles providing confidence in delivering against our FY26
expectations.
Paul Scott, CEO of Renew, commented:
"I am very pleased with the performance delivered across the Group during
FY25. Despite well-documented headwinds in specific areas, our teams have
worked tirelessly to deliver another year of record revenues and operating
profit alongside the successful execution of a number of our key strategic
priorities. As a result, the foundations of this business have never been
stronger.
"Our ongoing focus on collaboration, diversification and the expansion of our
client portfolio continues to pay dividends and is further supported by our
strategic entry into new high-growth markets through targeted acquisitions.
The successful acquisitions of Full Circle and, post period end, Emerald Power
have further differentiated the strength and breadth of the Renew offering
into new, high growth sectors.
"On behalf of the Board, I would like to take this opportunity to thank all of
our colleagues for their unwavering dedication to delivering our
mission-critical services focused on protecting and improving the UK's
critical infrastructure. The momentum with which we have entered the new
financial year provides the Board with confidence in our ability to meet our
FY26 expectations and we look forward to continuing to execute against our
growth strategy in the current period and beyond."
For further information, please contact:
Renew Holdings plc www.renewholdings.com
Paul Scott, Chief Executive Officer via FTI Consulting
Sean Wyndham-Quin, Chief Financial Officer 020 3727 1000
Deutsche Numis (Nominated Adviser and Joint Broker) 020 7260 1000
Stuart Skinner / Kevin Cruickshank / Will Wickham
Peel Hunt LLP (Joint Broker) 020 7418 8900
Ed Allsopp / Charlotte Sutcliffe
FTI Consulting (Financial PR) 020 3727 1000
Alex Beagley / Tom Hufton / Amy Goldup / Matthew Young Renew@fticonsulting.com
About Renew Holdings plc
Renew is a leading UK Engineering Services business, performing a critical
role in keeping the nation's infrastructure functioning efficiently and
safely. The Group operates through independently branded subsidiaries across
its chosen markets, delivering non-discretionary maintenance and renewal tasks
through its highly skilled, directly employed workforce.
Renew's activities are focused on Engineering Services in the key markets of
Rail, Infrastructure, Energy (including Wind and Nuclear) and Environmental
which are largely governed by regulation and benefit from non-discretionary
spend with long-term visibility of committed funding.
For more information please visit the Renew Holdings plc
website: www.renewholdings.com (http://www.renewholdings.com)
Chair's statement
Introduction
I am pleased to announce that the Group achieved another year of record
financial performance, with a robust operating profit margin, strong operating
cash generation and a further successful acquisition. This is despite the
headwinds in Rail noted earlier in the year. These outstanding results
highlight the Group's fundamental strengths and its solid position in sectors
poised for long-term, sustainable growth.
Differentiated business model
Our distinctive compounding business model, along with the services we
deliver, continue to underpin essential infrastructure assets in regulated
markets. These markets benefit from committed funding, ensuring predictable
and resilient revenue streams through long-term programmes of work. Operating
in complex, challenging and highly regulated environments, our markets have
high barriers to entry. Our direct employment of a highly skilled workforce
enables us to respond swiftly and effectively to client requirements. We
remain firmly committed to operating safely at all times and delivering value
through continuous innovation and collaborative engagement.
Results
Group revenue(1) increased to £1,116.1m (2024: £1,057.0m) with adjusted(1)
operating profit increasing to £72.1m (2024: £70.9m) and an adjusted(1)
operating margin of 6.5% (2024: 6.7%). Statutory operating profit was £60.6m
(2024: £61.2m). The adjusted(1) earnings per share has increased by 1.8% to
67.1p (2024: 65.9p) and basic earnings per share from continuing activities
was 56.1p (2024: 55.6p). The Group had a pre-IFRS 16 net cash(1) position of
£6.2m (2024: £25.7m), in line with our expectations following the €60m
acquisition of Full Circle.
During the period we were delighted to announce the acquisition of Full
Circle, a specialist provider of repair, maintenance and monitoring services
for onshore wind turbines in the UK and Europe. This has enabled the Group
to enter the high-growth and fragmented onshore wind services market and
signifies the first move to accessing end markets outside of the UK through
a low-risk and disciplined approach. The business continues to integrate in
line with our plan and we are delighted to welcome the management and staff of
Full Circle to the Renew family.
In the period the Group disposed of Walter Lilly & Co. Limited, consistent
with the Group's strategy of focusing activities on Specialist Engineering
where it targets end markets delivering maintenance and renewals programmes
that benefit from long-term, non-discretionary funding programmes.
Post period end, we announced that the Group's wholly owned subsidiary,
Excalon Holdings, acquired Emerald Power, a specialist in overhead lines,
focused on the maintenance and upgrade of electricity networks for
Distribution Network Operators in the North West. Emerald's expertise and
established relationships will strengthen the Group's position in the
regulated electricity distribution sector.
Dividend
The Group's strong trading performance, cash position and positive outlook
give the Board the confidence to propose a final dividend of 13.33p (2024:
12.67p) per share. If approved by shareholders, this will represent a full
year dividend of 20.00p (2024: 19.00p) per share, an increase of 5.3%.
ESG
We remain committed to achieving net zero by no later than 2040 and during the
year we have made further progress in supporting our subsidiary businesses in
reducing their carbon emissions. We were also pleased to retain our London
Stock Exchange's Green Economy Mark, which recognises those companies that
derive over 50 per cent of revenue from products and services that are
contributing to environmental objectives.
The ongoing training and development of our workforce is fundamental to the
Group's long-term strategic success. At present, we are proud to support
approximately 380 trainees, apprentices, and graduates across our operations.
In 2025, we continued to embed social value across our operations,
contributing to community wellbeing, environmental sustainability and
workforce development through targeted programmes and partnerships.
As a Board, we are responsible for ensuring the effective application of high
levels of governance within our business, balancing the interests of all our
stakeholders. Details of how the Group complies with the QCA Corporate
Governance Code can be found in the corporate governance section of the
Group's website and in the annual report. Risk management is led by the Board,
which reviews the Group's risk profile on an ongoing basis alongside the Audit
and Risk Committee.
Board changes
In January, Andries Liebenberg retired as a Director of the Company and from
his role as Executive Director (Rail). The Board would like to recognise his
contribution to the growth of Renew during his many years of service to the
business.
In accordance with the QCA Corporate Governance Code the Board continually
review the independence of non-executives. During the course of 2026 I will
have completed 9 years tenure on the Board and this will be subject to the
normal review to ensure continued leadership strength, continuity and
independence.
People and safety
The Board would like to thank all its colleagues for their ongoing dedication
and commitment to the success of the Group. The Group's priority is to
maintain a safe and secure working environment that protects all colleagues
and partners from harm across our operations and this is evidenced by the
focus given to this important topic at Board level. Our focus on health and
safety reflects its strategic importance and throughout the year we have
continued to support our strong safety record by placing increased emphasis on
the behavioural science aspects of safety management.
Future focus
The Group's long-term value creation is underpinned by a resilient business
model, a disciplined financial framework, and a strong commitment to
sustainability. Our ability to deliver consistent returns is closely linked to
our investment in people and our focus on responsible growth. As the UK
Government continues to prioritise the renewal and development of critical
infrastructure, the Board remains confident in the Group's capacity to achieve
continued growth through both organic initiatives and carefully targeted,
earnings-accretive acquisitions.
David Brown
Chair
24 November 2025
Chief Executive Officer's Review
Record profits underpinned by considerable strategic progress; well positioned
to unlock further growth across our end markets
I am very proud of the performance delivered across the Group in the last
twelve months. We have delivered another year of record revenues and adjusted
operating profit, in spite of some strong headwinds, and we have made
continued progress against a number of our key strategic objectives. This
includes entry into new high-growth markets through targeted acquisitions,
further collaboration across the Group and expanding our client portfolio.
The record performance delivered during the period is not only testament to
the hard work and dedication of our teams, but also the differentiated nature
of our business model. These high quality revenues are driven by committed,
long-term spending cycles delivering strong cashflows which we are able to
deploy into attractive acquisitions.
We were pleased to see the UK Government reaffirm its commitment to investing
in the maintenance and renewal of the UK's ageing critical infrastructure
through its decade long infrastructure strategy. Renew remains uniquely placed
to play a central role in delivering this ambition, which will see at least
£725 billion invested in long-term funding through to 2034.
The strength and breadth of the Renew service offering has been further
expanded through the successful acquisitions of Full Circle (October 2024),
and post period end, Emerald Power Ltd (October 2025), which have allowed us
to enter and strengthen our positions in two high-growth sectors; onshore
renewable energy, and transmission and distribution. These milestone
acquisitions, alongside the disposal of Walter Lilly (October 2024), improve
the balance of the Group and position us as a pureplay engineering services
business serving attractive, high-growth sectors with high barriers to entry.
With a record order book, increasingly diversified business model and the
clear revenue visibility afforded to us by committed regulatory spending
cycles, we remain confident in our future success and ability to deliver
against our FY26 expectations.
Our strong track record of resilient growth through economic cycles is
testament to the Group's market leading capabilities, entrepreneurial drive
and well-established reputation as a high-quality provider of mission-critical
services in long-term, sustainable growth sectors.
Over the past five years*, we have delivered:
· Group organic revenue growth of 40 per cent and total revenue growth of 80 per
cent;
· adjusted earnings per share growth of 63 per cent;
· Seven strategic acquisitions supported largely by our strong free cash flow,
deploying £135.4m; and
· Average ROCE of 27 per cent.
*Five years to 30 September 2025
Results overview
During the period, Group revenue1 increased to £1,116.1m (2024: £1,057.0m).
The headwinds in rail impacted revenue progression in the period however we
would point to our increase in organic revenue over the last 5 years
reflecting longer term growth through economic cycles. The Group achieved an
adjusted operating profit of £72.1m (2024: £70.9m) representing an adjusted
operating profit margin of 6.5% (2024: 6.7%), in line with our guided range.
Statutory operating profit was £60.6m (2024: £61.2m). As at 30 September
2025, the Group had pre-IFRS16 net cash of £6.2m (2024: £25.7m). The Group's
order book at 30 September 2025 remained strong at £915m (2024: £889m)
underpinned by long-term framework positions.
Dividend
The Group's robust trading performance, cash position and strong forward order
book have given the Board the confidence to propose a final dividend of 13.33p
(2024: 12.67p) per share. This represents a full year dividend of 20.00p which
is a 5.3% increase over the prior year. Subject to shareholder approval, the
final dividend will be paid on 20 March 2026 to shareholders on the register
as at 13 February 2026, with an ex-dividend date of 12 February 2026.
Health & Safety
Our Group-wide safety programmes mean that our SHEQ (Safety, Health,
Environment and Quality) performance in the period was once again ahead of our
target for the year, but there is always more work to be done. We continue to
invest to ensure the highest standards of safety are met across all of our
operations and during the period we were pleased to receive a number of
awards, underscoring our commitment to protecting our colleagues.
Rail
Navigated a challenging period, unlocking new routes to market, delivering
landmark projects, and meeting rising demand for climate resilience and
accessibility
In Rail, I am pleased by the way our business has emerged from the challenging
start to this financial year, where we saw deferment and delay to a number of
renewals schemes. Whilst we expect activity levels for these schemes to remain
subdued, we are now in a more diversified position having taken advantage of
increased maintenance activities, unlocked new routes to market, expanded our
client base and delivered exceptional work on highly complex and iconic
projects, including the Severn Tunnel and Estuary Resilience Programmes.
During the period our teams have capitalised on the strong demand for
maintenance of the UK's Rail infrastructure. As a result, the Group will move
through the remainder of CP7, which runs until March 2029, in a stronger
position in terms of geographical reach, breadth of service offering and
framework successes. This calendar year marks the 200th anniversary of the
modern British Railway, and whilst this milestone naturally brings a period of
reflection and celebration, it also underscores the critical nature of our
work in protecting and restoring our ageing railways. The Group will continue
to maximise its position as a leading provider of maintenance and renewal
services across all five of Network Rail's devolved regions as well as
accessing opportunities from a broader client base including Train Operating
Companies (TOCs). The transition from CP6 to CP7 saw a 9% increase in
maintenance and renewal spend to £31.9bn and we expect this prioritisation
trend to continue over the medium and longer term. We note the progress being
made on the formation of Great British Railways and we look forward to
benefiting from the improved harmonisation between track and train.
Sector highlights:
· Continued diversification of our routes to market with a significantly broader
client base.
· Awarded several new Network Rail CP7 frameworks.
· Increased revenues across our climate resilience work banks, an area in which
we anticipate to see greater demand in the coming years.
· Continued success of our Rail Skills Academy, which has had more than 100
young people complete the programme.
Infrastructure
Highways
Successful collaboration and capability expansion is driving solid growth,
positioning us well to capitalise on a significantly larger addressable market
at the commencement of RIS3
In Highways we continue to play a critical role in supporting the UK
Government's Road Investment Strategy 2 ("RIS2"), which has received
investment of £27.4bn over the last five years. Addressing the nation's
"deteriorating" road infrastructure remains a core component of the UK
Government's ten-year Infrastructure Strategy that was announced in June 2025.
This is largely as a result of 70% of National Highway's network of roads and
bridges being more than 45 years old by the end of this calendar year,
necessitating a "greater focus than ever before on the maintenance and
renewal" of the network rather than on making large-scale enhancements. This
direction complements Renew's strengths and uniquely positions us to deliver
sustained growth in this market.
In August 2025, the Government published its draft RIS3 determination, which
will run from 1 April 2026 to 31 March 2031, and the final RIS3 determination
is expected by no later than March 2026. The draft strategy outlined a total
funding envelope worth c.£24.5bn and we expect the budget for renewals and
capital maintenance to double versus the previous cycle to circa £8.5bn.
The continued focus on renewing and maintaining the existing Strategic Roads
Network within RIS3 presents the Group with further opportunities to broaden
our range of services. Carnell's strategic acquisition of Route One in April
2024, alongside our incredibly successful collaboration efforts, such as the
AGC partnership between AmcoGiffen and Carnell, have proven key to unlocking a
wider range of geographies and work banks, contributing to an increased
presence in a larger total addressable market.
Helpfully, ahead of the final RIS3 determination, National Highways have also
been awarded an interim one-year funding cycle worth £4.8bn through to 2026
which included an 18% increase in spend on maintenance and renewals and
contributed to a very successful end of the previous control period for the
Group.
Sector highlights:
· Strategic acquisition of Route One in April 2024 has enabled access to a
broader range of market opportunities.
· The increasingly impactful collaboration between our brands remains a clear
differentiator, unlocking access to an increasing number of geographies and
work banks.
· Significant progression in preparing for RIS3 in 2026, which will see a number
of new strategically important programmes coming to market.
Aviation
Well positioned to scale within this expanding sector
We have delivered solid growth in Aviation and our strategy to increase market
share continues to yield positive results. We have successfully expanded our
service offering through new routes to market at various locations and during
the period we secured a number of new frameworks. In particular, our vital
work on the Manchester Airport Group (MAG) airfields framework continues at
three airports, alongside our airside maintenance framework positions across
both MAG and Leeds Bradford Airport. I am also particularly pleased to confirm
our involvement in the new Manchester Airport Terminal 2 link road; our work
on this project was secured and successfully delivered during the period.
We remain excited by the growth opportunities in this sector, as demand for
air travel continues to grow necessitating further investment in airport asset
renewal and maintenance across the UK's 40 commercial airports. Moreover, six
of the eight largest airports now have significant capacity enhancement
programmes in place and we are well positioned to continue securing new
opportunities.
Communication Networks
Strong momentum as demand for improvements to the UK's connectivity
infrastructure increases and the Group continues to unlock new routes to
market
In the Communication Networks sector, demand for improvements to the UK's
connectivity infrastructure continues to grow at pace. Our strategy in this
market focuses on broadening our range of capabilities and expanding our
client base, while maintaining our position as a valued partner to both the
nation's largest network providers and smaller private operators.
We continue to benefit from the increasing resource levels being dedicated to
developing the UK's historically underinvested communications infrastructure.
This significantly greater investment is becoming increasingly important as
the consumption of data from mobile devices rapidly accelerates to accommodate
more individuals and businesses utilising AI and business-critical connected
services.
Moreover, the digital infrastructure market is evolving to enable greater
connectivity between the organisations responsible for managing our critical
assets including energy, water, rail and highways. This exciting and rapidly
evolving part of the sector provides another opportunity to collaborate across
the Group, helping to further differentiate our market leading proposition. As
previously communicated, the Joint Venture between Vodafone and 3UK has
committed to £11bn of investment in its shared network over 10 years,
releasing significant resource dedicated to optimising services and to
unwinding the current model. We remain well positioned to capitalise on the
growth opportunity here as the work ramps up. Elsewhere, VM02 has committed a
£700m investment to improve reliability and coverage in 2025/26 and we remain
the number one direct supplier to VM02.
Sector highlights:
· Growing demand from both new and existing clients across all capabilities,
including exciting work on Project Reach, the biggest upgrade planned for the
UK's rail telecoms infrastructure in decades.
· Continued focus on developing our small cell service offering and we are now
the market leader in small cell roll out across the UK.
· Further progress made in building our presence across the Shared Rural Network
programme.
Energy
Renewables
Successfully entered the high-growth onshore wind services market
The UK and European energy markets are growing at pace and offer significant
long-term growth opportunities for the Group. As part of its clean energy
transition strategy, the UK Government has committed to at least doubling its
current level of investment in Clean Energy Industries to over £30bn per year
by 2035. This will help facilitate doubling the current capacity of onshore
wind to 27-29GW, an ambition that will drive a step‑change in renewable
generation and energy storage, providing significant opportunities for growth.
Alongside the UK, the European pathway to Net Zero is also underpinned by wind
power, with onshore wind capacity expected to double by 2030 in France, Italy,
Spain, Germany and Poland.
In October 2024, we successfully entered the highly fragmented onshore wind
services market, through the acquisition of Full Circle, a specialist provider
of repair, maintenance and monitoring services for onshore wind turbines in
the UK and Europe. This was a strategic milestone for the Group that will,
with the integration now complete, unlock significant long-term growth
opportunities. Underpinned by UK and European commitments to deliver on their
Net Zero 2050 targets, this market is expected to grow at 7.7% CAGR from 2024
to 2030.
Full Circle's performance in the period was impeded by the insolvency of one
of its clients, Emergya Wind Technologies (EWT), this one-off challenge has
now been successfully navigated. The strategy of the company remains to grow
the order book beyond the EWT fleet by expanding Master Service Agreements
with a broader client list. We are making good progress in this regard and we
look forward to capitalising on the significant opportunities in this
sector.
Sector highlights:
· The integration of Full Circle is now complete, unlocking significant future
opportunities in a high-growth sector.
· Growing number of Master Service Agreements ("MSA") contracts in line with pre
acquisition expectations, with a strong pipeline in the coming years.
· Evaluating an attractive pipeline of bolt-on M&A within this market.
Transmission & Distribution
Excalon performing ahead of expectations with post-period acquisition of
Emerald Power providing further expansion into the fast-growing overhead line
maintenance and repair market
Renew's diversified business model underpins our long-term success and we
remain committed to our continued expansion into new complementary sectors
with high barriers to entry and resilient characteristics. The success of this
strategy is exemplified by our acquisition of Excalon in June 2024, which has
provided access to a new, exciting market with significant growth
opportunities. I am delighted to report that Excalon has continued to go from
strength to strength, exceeding our expectations for the year and building
very strong momentum throughout FY25 and into the new financial year.
The UK electricity Distribution Network Operator (DNO) market functions in
five-year funding cycles. The existing funding for the RIIO-ED2 cycle, which
commenced in April 2023, is valued at £22.5bn and Renew's entry into this
dynamic market provides access to a number of opportunities, supporting
critical upgrades to the grid to better enable the UK's zero-carbon generation
and renewable energy objectives. The final determination for the next control
period, RIIO-T3, which will run from April 2026 to March 2031, is expected
before the end of 2025 and initial estimates suggest the sector is set to
enter a period of unprecedented investment.
Transmission network operators have already committed to investing c.£67bn
through to 2031 as the sector expands its capacity to accommodate for the 40
GW of additional renewable energy generation targeted by 2030. Within this
funding model, c.£1.1bn is expected to be spent annually on asset
replacement, with an additional c.£1.2bn on reinforcement and modification of
the existing network to service evolving customer demands.
Post period end, the Group was pleased to expand its capabilities with the
acquisition of Emerald Power Ltd (October 2025). Emerald's services are
complementary to Excalon and include specialist high voltage overhead line
expertise. We are extremely excited about the opportunities in this sector
where we will benefit from the synergies and greater collaboration.
Sector highlights:
· Secured a strong position in this exciting sector and are well positioned to
scale alongside the market.
· The combined skillset of Excalon and Emerald Power will unlock greater
opportunities as we continue to provide high voltage and extra high voltage
infrastructure to the UK electricity sector's broader client base.
· Excellent progress made across intergroup collaboration, underscoring the
strength of our combined offering.
· Improved momentum across the EV sector, with significant opportunity for
future growth.
Nuclear
Well placed to capitalise on significant long-term opportunities in this
sector
In civil nuclear, we continue to see a number of significant long-term
opportunities and we remain committed to leveraging our multidisciplinary
expertise to adapt to the evolving needs of our clients as they respond to
meet the UK's ambitious net zero targets as well as the requirement to safely
decommission legacy nuclear assets.
In June 2025, we were pleased to see the Government reaffirm its commitment to
delivering clean power by 2030, with nuclear set to play an integral part in
this new energy strategy. As a result, there are a significant number of
exciting opportunities for our civil nuclear business and we remain committed
to leveraging our multidisciplinary expertise to maintain momentum. On the
back of the Government's renewed commitment to invest in nuclear energy, we
are experiencing the most positive nuclear market for a generation.
While the Nuclear Decommissioning Authority's spending has remained flat
year-on-year, the long-term opportunity remains with visibility of
three-year's committed spend as part of the government's c.£4bn
decommissioning programme, underpinned by a 100-year decommissioning strategy.
Approximately 75% of the programme's spend is currently allocated to
Sellafield and with full site remediation expected to take until 2125, there
remains long-term opportunities for the Group.
Sector highlights:
· We remain one of the largest mechanical & electrical contractors at
Sellafield, operating across several decommissioning frameworks.
· Expanded into new geographies in nuclear decommissioning with increasing work
outside of Sellafield.
· Strengthened our position in the UK's new nuclear market, with a number of
framework successes in the period.
Environmental
Water
Momentum continues to build having entered AMP8 in our strongest position yet
On 1 April 2025, we entered AMP8 in our strongest position yet, having secured
key frameworks for 10 of the 12 largest combined waste and water companies in
the UK, up from three at the start of AMP7. The opportunities available to us
in AMP8, which will run from April 2025 to March 2030, are significant and
with a record total spend of £104bn over the course of the period, alongside
increased investment in new infrastructure of £45bn (AMP7: £11bn), we are
well positioned in this structurally growing addressable market.
The challenges of an increase in extreme weather events, rising population
figures, ageing assets and the drive towards Net Zero targets creates a major
opportunity within the water industry. Moreover, we welcome the introduction
of price control deliverable penalties and time-based incentives by Ofwat. We
believe these changes will lead to a more focused approach to delivery. This
is an exciting time for our Water business and we look forward with confidence
in our ability to capitalise on growth in this market.
Our operations with Thames Water remain unaffected by news headlines and our
critical work in maintenance and renewal frameworks will continue regardless
of the ownership structure.
Sector highlights:
· Strong start to AMP8 with excellent pipeline visibility.
· Expanded service offering and multidisciplinary approach has strengthened our
position.
· Increasing collaboration success across our four water brands, providing
greater opportunities going forward.
· Continued to provide an agile emergency response across the UK, amidst
increasingly extreme weather events.
Flood and Coastal
Significant opportunities ahead in an expanding sector
Ongoing climate change and more extreme weather events have resulted in flood
and coastal defences becoming an increasingly critical focus area. As a
result, the Government has committed to investing £7.9bn in flood defences
from 2026-2036. While this total budget excludes spending on routine
maintenance and incident management activities, we remain well positioned in
this expanding sector and are confident in our ability to capitalise once the
spending cycle begins. Alongside the £7.9bn investment, an additional
£2.65bn of funding has been committed to provide defences to 52,000
properties between 2024-2027, with similar programmes also planned in Scotland
and Wales.
Sector Highlights:
· Continued to progress our position, with work on all five lots of the
Environment Agency's Asset Operations Maintenance & Repairs frameworks.
· Expanded our range of capabilities, positioning us well to capitalise on
future opportunities.
Sustainability
Continued progress against sustainability targets
The Group remains committed to achieving net zero by no later than 2040 and
the Board is pleased with the progress we have made against our quantitative
sustainability targets which serve to embed our ESG strategy across the
business. The improvements delivered in the period include:
· Undertaking additional carbon data assurance work to further improve how we
measure and report our Scope 1 and 2 emissions, including collaborative work
across our supply chain on the capture of Scope 3 emissions.
· Good progress in overall carbon emission reduction.
· Continued roll out of Battery Storage Units (BSUs) and Hydrotreated Vegetable
Oil (HVO) to reduce carbon emissions from temporary site power setups and
vehicle fleet.
· Progression against the Group-wide mandatory EV commercial vehicle trial.
Talent retention, attraction and development
Continue to invest in our industry leading early talent programmes to ensure
the Group is well positioned for the future
The training and development of our colleagues remains essential to ensure we
are well positioned for long-term growth and I am thrilled to confirm we now
have a total of 378 apprentices, trainees and graduates working across the
business, an increase from 330.
To complement the development schemes offered by our individual subsidiaries,
Renew also provides a number of dedicated programmes at Group-level, designed
to further support employees as they progress on their chosen career paths.
The Board and I are also delighted by the ongoing success of our Rail Skills
Academy. The purpose-built programme is designed to encourage and inspire the
next generation of industry talent and our investment here continues to pay
dividends with nearly all of those who have successfully completed the
programme continuing to work in the sector.
Outlook
Renew's strategy is underpinned by long-term structural growth drivers with
increasing diversification into new, complementary markets, alongside our
sustained focus on mission-critical maintenance and renewal services. We
remain ideally positioned to capitalise on the Government's committed
investment in the UK's ageing critical infrastructure as part of its decade of
renewal strategy.
The foundations of the business have never been stronger and through the
continued leveraging of innovation, collaboration and talent retention we are
uniquely placed to expand our presence in each of our attractive end markets
as we capture the long-term growth opportunities available to us.
We were pleased to report further strategic successes through the post-period
acquisition of Emerald Power and the refinancing of our revolving credit
facility which provides further firepower to deliver on our exciting pipeline
of potential acquisitions, alongside other organic investment opportunities.
With a record order book afforded to us by highly visible, committed,
long-term spending cycles, we look to the future with confidence and
excitement as we continue to execute against our ambitious growth strategy.
Paul Scott
Chief Executive Officer
24 November 2025
1 Renew uses a range of statutory performance measures and alternative
performance measures when reviewing the performance of the Group against its
strategy. Definitions of the alternative performance measures, and a
reconciliation to statutory performance measures, are included in Note 9.
Group income statement
for the year ended 30 September
Before Exceptional Before Exceptional
exceptional items and exceptional items and
items and amortisation items and amortisation
amortisation of intangible amortisation of intangible
of intangible assets of intangible assets
assets (see Note 3) Total assets (see Note 3) Total
2025 2025 2025 2024 2024 2024
Note £000 £000 £000 £000 £000 £000
Group revenue including share of joint ventures* 1,116,053 - 1,116,053 1,056,985 - 1,056,985
Less share of joint ventures' revenue* (35,154) - (35,154) (48,015) - (48,015)
Group revenue from continuing activities 1,080,899 - 1,080,899 1,008,970 - 1,008,970
Cost of sales (919,525) - (919,525) (867,306) - (867,306)
Gross profit 161,374 - 161,374 141,664 - 141,664
Administrative expenses (92,205) (11,310) (103,515) (74,980) (9,479) (84,459)
Other operating income 2,853 - 2,853 4,165 - 4,165
Share of post-tax result of joint ventures 62 (161) (99) 25 (224) (199)
Operating profit 72,084 (11,471) 60,613 70,874 (9,703) 61,171
Finance income 559 - 559 791 - 791
Finance costs (4,632) - (4,632) (1,828) - (1,828)
Other finance income - defined benefit pension schemes 126 - 126 90 - 90
Profit before income tax 5 68,137 (11,471) 56,666 69,927 (9,703) 60,224
Income tax expense (15,053) 2,797 (12,256) (17,771) 1,558 (16,213)
Profit for the year from continuing activities 53,084 (8,674) 44,410 52,156 (8,145) 44,011
Profit/(loss) for the year from discontinued operations 4 4,404 (2,440)
Profit for the year 48,814 41,571
Basic earnings per share from continuing activities 7 67.07p (10.96)p 65.91p (10.30)p 55.61p
56.11p
Diluted earnings per share from continuing activities 7 67.06p (10.96)p 56.10p 65.88p (10.29)p 55.59p
Basic earnings per share 7 67.07p (5.40)p 61.67p 65.91p (13.38)p 52.53p
Diluted earnings per share 7 67.06p (5.40)p 61.66p 65.88p (13.37)p 52.51p
* Alternative performance measure, please see Note 9 for further details
Group statement of comprehensive income
for the year ended 30 September 2025 2024
£000 £000
Profit for the year 48,814 41,571
Exchange differences on retranslation of foreign operations 731 -
Items that will not be reclassified to profit or loss:
Movement in actuarial valuation of the defined benefit pension schemes (441) 81
Movement on deferred tax relating to the pension schemes 111 (5)
Total items that will not be reclassified to profit or loss (330) 76
Total comprehensive income for the year net of tax 49,215 41,647
Group statement of changes in equity
for the year ended 30 September
Share Capital Cumulative Share based
Share premium redemption translation payments Retained Total
capital account reserve reserve reserve earnings equity
£000 £000 £000 £000 £000 £000 £000
At 1 October 2023 7,913 66,419 3,896 - 1,267 99,902 179,397
Transfer from income statement for the year 41,571 41,571
Dividends paid (see Note 6) (14,506) (14,506)
New shares issued 1 1
Recognition of share based payments 707 707
Vested share option transfer (599) (257) (856)
Actuarial movement recognised in pension schemes 81 81
Movement on deferred tax relating to the pension schemes (5) (5)
At 30 September 2024 7,914 66,419 3,896 - 1,375 126,786 206,390
Transfer from income statement for the year 48,814 48,814
Dividends paid (see Note 6) (15,309) (15,309)
New shares issued 2 2
Recognition of share based payments 839 839
Vested share option transfer (597) 597 -
Exchange difference on retranslation of foreign operations 731
731
Actuarial movement recognised in pension schemes (441) (441)
Movement on deferred tax relating to the pension schemes 111 111
At 30 September 2025 7,916 66,419 3,896 731 1,617 160,558 241,137
Group balance sheet
At 30 September
2025 2024
£000 £000
Non-current assets
Intangible assets - goodwill 194,377 161,172
- other 42,839 33,925
Property, plant and equipment 27,461 25,608
Right of use assets 29,362 26,294
Investment in joint ventures 3,681 3,780
Retirement benefit asset 2,435 2,954
300,155 253,733
Current assets
Inventories 14,514 6,365
Assets held for resale - 19,519
Trade and other receivables 208,199 183,488
Current tax assets 1,557 4,389
Cash and cash equivalents 6,222 80,219
230,492 293,980
Total assets 530,647 547,713
Non-current liabilities
Lease liabilities (17,651) (15,605)
Retirement benefit obligation - (641)
Deferred tax liabilities (10,028) (9,982)
Provisions (288) (338)
(27,967) (26,566)
Current liabilities
Borrowings - (52,000)
Trade and other payables (235,022) (207,244)
Lease liabilities (10,084) (8,975)
Provisions (16,437) (17,461)
Liabilities directly associated with assets held for resale - (29,077)
(261,543) (314,757)
Total liabilities (289,510) (341,323)
Net assets 241,137 206,390
Share capital 7,916 7,914
Share premium account 66,419 66,419
Capital redemption reserve 3,896 3,896
Cumulative translation reserve 731 -
Share based payments reserve 1,617 1,375
Retained earnings 160,558 126,786
Total equity 241,137 206,390
Group cashflow statement
for the year ended 30 September
2025 2024
£000 £000
Profit for the year from continuing operating activities 44,410 44,011
Share of post-tax trading result of joint ventures 99 199
Amortisation of intangible assets 9,027 5,960
Research and development expenditure credit (4,803) (4,894)
Depreciation of property, plant and equipment and right of use assets 15,909 12,683
Profit on sale of property, plant and equipment and right of use assets (643) (549)
Increase in inventories (2,213) (1,770)
Increase in receivables (5,956) (1,520)
Decrease in payables and provisions (2,996) (4,593)
Charge in respect of share options 839 707
Pension contribution (437) -
Settlement of share options - (856)
Finance income (559) (791)
Finance expense 4,506 1,738
Interest paid (4,632) (1,828)
Income taxes paid (6,088) (16,243)
Income tax expense 12,256 16,213
Net cash inflow from continuing operating activities 58,719 48,467
Net cash outflow from discontinued operating activities (254) (4,032)
Net cash inflow from operating activities 58,465 44,435
Investing activities
Interest received 559 791
Proceeds on disposal of property, plant and equipment 1,109 1,326
Purchases of property, plant and equipment (5,868) (6,146)
Acquisition of subsidiary net of cash acquired (47,374) (26,083)
Net cash outflow from continuing investing activities (51,574) (30,112)
Net cash outflow from discontinued investing activities - (545)
Net cash outflow from financing activities (51,574) (30,657)
Financing activities
Dividends paid (15,309) (14,506)
Issue of share equity 2 1
New loan 35,000 72,000
Loan repayments (87,000) (20,000)
Repayments of obligations under lease liabilities (11,046) (9,246)
Net cash (outflow)/inflow from financing activities (78,353) 28,249
Net (decrease)/increase in continuing cash and cash equivalents (71,208) 46,604
Net decrease in discontinued cash and cash equivalents (254) (4,577)
Net (decrease)/increase in cash and cash equivalents (71,462) 42,027
Cash and cash equivalents at beginning of year 77,684 35,657
Cash and cash equivalents at end of year (Note 12) 6,222 77,684
Bank balances and cash 6,222 77,684
Notes
1 Basis of preparation
The consolidated financial statements for the year ended 30 September 2025
have been prepared in accordance with UK adopted International Accounting
Standards ("UK adopted IAS"). These preliminary results are extracted from
those financial statements.
Going concern
The Board has concluded that it is appropriate to adopt the going concern
basis, having undertaken a rigorous review of financial forecasts and
available resources. The Directors have robustly tested the going concern
assumption in preparing these financial statements, taking into account the
Group's liquidity position at 30 September 2026. The Directors have considered
the results of the stress testing of key assumptions and consider the
likelihood of events or circumstances that would impact the going concern
assessment as collectively remote. The Directors have reviewed the period to
31 December 2026.
2 Segmental analysis
The Chief Operating Decision Maker ("CODM") is responsible for the overall
resource allocation and performance assessment of the Group. The Board
approves major capital expenditure and assesses the performance of the Group
and its progress against the strategic plan through monitoring key performance
indicators. The Board also determines key financing decisions such as raising
equity, all loan or bank borrowing arrangements and granting of security over
the Group's assets. As such the Group considers that the Board is the CODM.
As set out in the accounting policy, the Group's operating segments have been
identified at the level of the individual subsidiaries based on the
information provided to the CODM. However, these operating segments are then
combined to identify the externally reportable segments based on aggregation
criteria in IFRS 8. In previous years, having applied the aggregation
criteria, the Group identified two reportable segments - Engineering Services
and Specialist Building. Historically, the Specialist Building segment
comprised Walter Lilly and Allenbuild Limited. Walter Lilly was sold on 4
October 2024 and, as a separate major line of business, was classified as a
discontinued operation under IFRS 5. Allenbuild Limited had previously been
disposed of in October 2014.
As Walter Lilly represented the last remaining CGU in the Specialist Building
segment, and was classified as a discontinued operation at September 2024 and
September 2025, the Group now comprises a single operating segment -
Engineering Services.
3 Exceptional items and amortisation of intangible assets 2025 2024
£000 £000
Costs associated with acquisitions 2,283 3,519
Total loss arising from exceptional items 2,283 3,519
Amortisation of intangible assets 9,188 6,184
Total exceptional items and amortisation charge before income tax 11,471 9,703
Taxation credit on exceptional items and amortisation (2,797) (1,558)
Total exceptional items and amortisation charge 8,674 8,145
During the year the Group incurred £2.3m (2024: £3.5m) on acquisitions. The
costs this year included costs on Full Circle £0.3m and Excalon deferred
remuneration £2.0m.
4 Profit/(loss) for the year from discontinued operations
2025 2024
£000 £000
Allenbuild ongoing cost provision (3,096) (3,466)
Profit after tax on disposal of Walter Lilly 7,500 -
Walter Lilly profit for the year - 1,026
Profit/(loss) for the year from discontinued operations 4,404 (2,440)
On 31 October 2014, the Board reached an agreement to sell Allenbuild Ltd to
Places for People Group Ltd. As a term of the disposal Renew Holdings plc
retained both the benefits and the obligations associated with a number of
Allenbuild contracts. At the time of the disposal, the sale of this business
was accounted for as a discontinued operation. During the year an additional
provision of £3,096,000 (2024: £3,466,000) has been recognised, and because
this adjustment relates to uncertainties directly related to the operations of
Allenbuild before its disposal, this has been classified within discontinued
operations. This additional provision was as a result of the settlement of
historical claims during the financial year and a subsequent internal
reassessment of the likely costs required to settle other known contractual
disputes.
Walter Lilly was sold on 4 October 2024 for a profit of £7,500,000. An
analysis of its trading revenue, expenses, pre-tax profit and income tax
expense for the comparative year are disclosed in Note 14 to the Annual Report
and Accounts.
5 Income tax expense
(a) Analysis of expense in year 2025 2024
£000 £000
Current tax:
UK Corporation tax on profits of the year (14,148) (16,407)
Adjustments in respect of previous period 501 (668)
Total current tax (13,647) (17,075)
Deferred tax - defined benefit pension schemes (136) (36)
Deferred tax - other temporary differences 1,527 898
Total deferred tax 1,391 862
Income tax expense in respect of continuing activities (12,256) (16,213)
(b) Factors affecting income tax expense for the year 2025 2024
£000 £000
Profit before income tax 56,666 60,224
Profit multiplied by standard rate of corporation tax in the UK of 25% (2024: (14,167) (15,056)
25%)
Effects of:
Expenses not deductible for tax purposes (461) (1,139)
Non-taxable income 700 -
Change in tax rate 706 129
Adjustment in respect of tax losses 465 521
Adjustments in respect of previous period 501 (668)
(12,256) (16,213)
Deferred tax has been provided at a rate of 25% (2024: 25%) following the
decision that the UK corporation tax rate should increase to 25% (effective
from 1 April 2023 and substantively enacted on 24 May 2021). The deferred tax
asset and liability at 30 September 2025 has been calculated based on these
rates, reflecting the expected timing of reversal of the related temporary
timing differences.
The Group has available further unused UK tax losses of £5.3m (2024: £7.5m)
to carry forward against future taxable profits. A substantial element of
these losses relates to activities which are not forecast to generate the
level of profits needed to utilise these losses. A deferred tax asset has been
provided to the extent considered reasonable by the Directors, where recovery
is expected to be recognisable within the foreseeable future. The
unrecognised deferred tax asset in respect of these losses amounts to £1.3m
(2024: £1.6m).
6 Dividends 2025 2024
Pence/share Pence/share
Interim (related to the year ended 30 September 2025) 6.67 6.33
Final (related to the year ended 30 September 2024) 12.67 12.00
Total dividend paid 19.34 18.33
£000 £000
Interim (related to the year ended 30 September 2025) 5,280 5,009
Final (related to the year ended 30 September 2024) 10,029 9,497
Total dividend paid 15,309 14,506
Dividends are recorded only when authorised and are shown as a movement in
equity. The Directors are proposing that a final dividend of 13.33p per
Ordinary Share be paid in respect of the year ended 30 September 2025. This
will be accounted for in the 2025/26 financial year.
7 Earnings per share
2025 2024
Earnings EPS DEPS Earnings EPS DEPS
£000 Pence Pence £000 Pence Pence
Earnings before exceptional items and amortisation 53,084 67.07 67.06 52,156 65.91 65.88
Exceptional items and amortisation (8,674) (10.96) (10.96) (8,145) (10.30) (10.29)
Basic earnings per share - continuing activities 44,410 56.11 56.10 44,011 55.61 55.59
Profit/(loss) for the year from discontinued operations 4,404 5.56 5.56 (2,440) (3.08) (3.08)
Basic earnings per share 48,814 61.67 61.66 41,571 52.53 52.51
Weighted average number of shares ('000) 79,151 79,164 79,137 79,165
The dilutive effect of share options is to increase the number of shares by
13,000 (2024: 28,000) and reduce basic earnings per share by 0.01p (2024:
0.02p).
8 Preliminary financial information
The financial information set out above does not constitute the company's
statutory accounts for the years ended 30 September 2025 or 2024. Statutory
accounts for 2024 have been delivered to the registrar of companies. The
auditor has reported on those accounts; his reports were (i) unqualified, (ii)
did not include a reference to any matters to which the auditor drew attention
by way of emphasis without qualifying their report and (iii) did not contain a
statement under section 498 (2) or (3) of the Companies Act 2006. The
statutory accounts for 2025 will be finalised on the basis of the financial
information presented by the Directors in this preliminary announcement and
will be delivered to the Registrar of Companies in due course.
9 Alternative performance measures
Renew uses a variety of alternative performance measures ('APMs') which,
although financial measures of either historical or future performance,
financial position or cash flows, are not defined or specified by IFRSs. The
Directors use a combination of APMs and IFRS measures when reviewing the
performance, position and cash of the Group.
The Directors believe that APMs provide a better understanding of the ongoing
trading performance of the business by removing costs such as amortisation,
and one-off exceptional items which will not directly impact the future
cashflows and will mainly relate to the unrepeated cash outflows incurred in
acquiring a specific equity investment.
Depreciation is not removed on the basis that the tangible and right of use
assets will be replaced at the end of their useful economic lives resulting in
future cash outflows.
Furthermore, they believe that the Group's stakeholders use these APMs, for
example when assessing the performance of the Group against discounted cash
flow models, and it is therefore appropriate to give them prominence in the
Annual Report and Accounts.
The APMs used by the Group are defined below:
Net Cash - This is the cash and cash equivalents less debt. This measure is
visible in Note 32 in the Annual Report & Accounts. The Directors consider
this to be a good indicator of the financing position of the Group.
Adjusted operating profit (£72.084m) and adjusted profit before tax
(£68.137m) - Both of these measures are reconciled to total operating profit
and total profit before tax on the face of the consolidated income statement.
The Directors consider that the removal of exceptional items and amortisation
provides a better understanding of the ongoing performance of the Group. The
equivalent GAAP measures are operating profit (£60.613m) and profit before
tax (£56.666m).
Adjusted operating margin (6.5%) - This is calculated by dividing operating
profit before exceptional items and amortisation of intangible assets
(£72.084m) by Group revenue including share of joint venture (£1,116.053m)
both of which are visible on the face of the income statement. The Directors
believe that removing exceptional items and amortisation from the operating
profit margin calculation provides a better understanding of the ongoing
performance of the Group. The equivalent GAAP measure is operating profit
margin (5.6%) which is calculated by dividing operating profit (£60.613m)
from group revenue from continuing activities (£1,080.899m).
Adjusted earnings per share (67.07p) - This measure is reconciled to the
earnings per share calculation based on earnings before exceptional items and
amortisation in Note 7. The Directors believe that removing exceptional items
and amortisation from the EPS calculation provides a better understanding of
the ongoing performance of the Group.
Group Revenue (£1,116.053m) - This measure is visible on the face of the
income statement as: Group Revenue including share of joint ventures.
Group order book - This measure is calculated by the Directors taking a
conservative view on secured orders and visible workload through long-term
frameworks.
Organic growth (-2.5%) reflects the Group's revenue movement year on year
excluding the impact of any acquisitions made in the current or comparative
financial period. For the current financial year the impact of Full Circle,
Excalon and Route 1 were excluded.
10 Acquisition of subsidiary undertaking - Full Circle Group Holding B.V.
On 7 October 2024 the Group announced that it had acquired 100% of the share
capital of Full Circle Group Holding B.V. ("Full Circle" or the "Company"), a
specialist provider of repair, maintenance and monitoring services for onshore
wind turbines in the UK and Europe for a total cash consideration of €59.0m
(£49.3m), funded from the Group's existing cash resources and banking
facilities. There is no deferred or contingent consideration payable. Prior to
the acquisition by Renew, Full Circle was controlled and owned predominantly
by AtlasInvest Holding, a company focused on investing in energy assets and
businesses.
Full Circle, headquartered in Amersfoort, the Netherlands, is a leading
provider of onshore wind turbine
repair, maintenance and monitoring services to the European renewable energy
market. The Company
operates on a scalable platform, with a directly employed workforce of c.160
highly-skilled technicians
located near operational sites in the UK, the Netherlands, France, Italy and
Greece.
The acquisition represents a compelling strategic fit for Renew, entering the
high-growth renewable energy services market with a leading position, in line
with the Group's stated strategy of capitalising on the green energy
transition. With governments in the UK and across Europe reaffirming their
commitment to achieving net zero carbon emissions by 2050, the opportunity
within this sector is significant and growing at pace. Through the addition of
Full Circle's best-in-class, direct delivery service model, Renew will be able
to fully capitalise on this transition, while benefitting from the long-term,
non-discretionary maintenance programmes that will continue to underpin it.
The fair value of the assets and liabilities of Full Circle at the date of
acquisition were:
Fair value
£000
Assets
Intangible assets 17,747
Property, plant and equipment 1,251
Right of use assets 1,239
Inventories 5,936
Trade and other receivables 18,741
Cash 2,070
Total assets 46,984
Liabilities
Borrowings (102)
Lease liabilities (1,291)
Trade and other payables (27,490)
Current tax liability (76)
Deferred tax liabilities (1,530)
Total liabilities (30,489)
Total identifiable net assets at fair value 16,495
Goodwill arising on acquisition 32,847
Purchase consideration transferred 49,342
Goodwill of £32,847,000 arose on acquisition and is attributable to the
expertise and workforce of the acquired business. Other intangible assets
valued at £17,747,000, which represent customer relationships and brand, were
also acquired and will be amortised over their useful economic lives in
accordance with IAS 38 and as defined within accounting policy Note 1.v
Intangible assets in the Annual Report and Accounts. Amortisation of this
intangible asset commenced from October 2024. Deferred tax has been provided
on this amount. None of the goodwill recognised is expected to be deductible
for income tax purposes.
The fair value of trade and other receivables was £18.7m. The gross amount of
trade and other receivables was £19.7m and there is a £1.0m fair value
provision following the insolvency of a customer but it is expected that the
net contractual amounts will be collected.
Transaction costs of £0.3m were expensed and are included in exceptional
items (please see Note 3).
From the date of acquisition, Full Circle has contributed £29.5m to revenue
and £3.2m to profit before tax from continuing operations of the Group. If
the acquisition of Full Circle had occurred on 1 October 2024, Group revenue
from continuing operations and profit before tax for the year ended 30
September 2025 would not be materially different from the results reported.
The trading result has been impacted by a major customer and supplier entering
administration during the year, with consequential legal and bad debt costs
amounting to £1.2m.
11 Disposal of Walter Lilly & Co Ltd
On 4 October 2024 the Company announced the disposal of Walter Lilly & Co.
Limited ("Walter Lilly") for a nominal net cash impact on a cash free/debt
free basis to Size Holdings Limited ("Size"), a leading provider of premium
quality construction, specialist crafts and maintenance services. Size will
assume any ongoing liabilities relating to Walter Lilly. Further details are
disclosed in Note 14 to the Annual Report & Accounts.
12 Cash and cash equivalents
For the purpose of the statement of cash flows, cash and cash equivalents
comprise the following at 30 September 2025:
2025 2024
£000 £000
Cash at banks 6,212 80,208
Cash in hand 10 11
6,222 80,219
Bank overdraft attributable to discontinued operation - (2,535)
6,222 77,684
Net cash APM (Note 9) 2025 2024
£000 £000
Cash and cash equivalents (as above) 6,222 77,684
Bank loans - (52,000)
Net cash 6,222 25,684
13 Post balance sheet events
a) Acquisition of Emerald Power Ltd
On 9 October 2025 Renew's wholly owned subsidiary, Excalon Holdings Limited
("Excalon"),
acquired 100% of the share capital of Emerald Power Ltd ("Emerald") for a
total cost of up to
£12.3m. The initial cash consideration of £7.8m has been funded from the
Group's existing banking facilities and is based upon Emerald having delivered
an adjusted EBITDA of £1.9m in the year to 31 July 2025.
Emerald Power, based in Cheshire, is a specialist in overhead lines, focused
on the maintenance
and upgrade of electricity networks for Distribution Network Operators (DNOs)
in the North West.
This acquisition represents a strong strategic fit for the Group, further
expanding the Group's
capabilities by taking Excalon into the fast-growing overhead line maintenance
and repair market
across voltages ranging from 11kV to 132kV. Emerald's expertise and regulated
established
relationships will strengthen the Group's position in the electricity
distribution sector.
Additional consideration of up to £4.5m, payable in instalments in 2026 and
2027, is conditional on the vendors remaining with the business and specific
profit targets being achieved. As these payments are linked to continuing
employment of certain personnel, they are not included in purchase
consideration but will instead be accounted for as remuneration. The valuation
of the business was based on Emerald generating a sustainable EBITDA of at
least £3m per annum and the profitability of Emerald is expected to be in
line with Renew's current Engineering Services operating profit margin.
Due to the very short timescale since the acquisition, it has been impractical
to provide the
additional disclosures required under IFRS 3. The fair value exercise for
assets and liabilities has
not commenced which means that full acquisition disclosures will be presented
in the Interim
accounts for March 2026.
b) Revolving Credit Facility renewal
On 24 October 2025 the Group announced the refinancing of its existing
Revolving Credit Facility
(RCF) with a new facility providing improved terms and an extended maturity.
The new £140m RCF replaces the previous £120m facility and has been made
available to the Company for a committed 4 year term expiring in October 2029.
The new facility was agreed with National Westminster Bank Plc, HSBC UK Bank
plc and Barclays Bank Plc.
14 Posting of Report & Accounts
The Group confirms that the annual report and accounts for the year ended 30
September 2025 will be posted to shareholders as soon as practicable and a
copy will be made available on the Group's website:
www.renewholdings.com
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