REG - Restore PLC - Full Year 2025 Results
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RNS Number : 3036W Restore PLC 12 March 2026
12 March 2026
Restore plc
("Restore" or the "Group" or the "Company")
Significantly improved performance; £20m share buyback; FY26 ahead of
expectations
Restore plc (AIM:RST), the UK's leading provider of secure and sustainable
business services for data, information, communications and assets, today
announces its results for the year ended 31 December 2025.
SUMMARY OF RESULTS(1)
Continuing operations 2025 2024 Change
Revenue (£m) 304.7 240.0 27%
Adjusted operating profit(2) (£m) 55.5 46.9 18%
Adjusted operating margin(3) (%) 20.8% 19.5% 130bps
Adjusted profit before tax(4) (£m) 40.6 33.2 22%
Statutory profit before tax (£m) 7.7 17.0 (55%)
Net debt(5) (£m) 123.8 89.0 (39%)
Leverage(6) 1.9x 1.6x (0.3x)
Adjusted basic earnings per share(7) (pence) 22.5p 18.3p 23%
Statutory basic earnings per share (pence) 1.0p 8.8p (89%)
Dividend per share (pence) 6.9p 5.8p 19%
FINANCIAL HIGHLIGHTS
· Revenue grew 27% to £304.7m, driven primarily by the acquisition
of Synertec and six bolt‑on acquisitions.
· Adjusted operating profit increased 18% to £55.5m, with Group
adjusted operating margin rising to 20.8%, surpassing our 20% medium‑term
target.
· Adjusted profit before tax rose 22% to £40.6m and adjusted basic
earnings per share increased 23% to 22.5p (2024: 18.3p), with a significantly
improved performance in each business.
· Statutory profit before tax and basic earnings per share impacted
by significant acquisition‑related costs, including the Synertec earn‑out
recognised as remuneration over the earn‑out period.
· Disposal of Harrow Green generated a loss from discontinued
operations of £7.7m.
· Cash conversion(8) of 103% (2024: 117%), with free cash flow(9)
of £42.9m, enabling continued organic and inorganic investment and return of
surplus capital.
· Leverage within 1.5x-2.0x range at 1.9x (2024: 1.6x); net debt
increased to £123.8m as a result of acquisitions.
· Proposed final dividend of 4.7p (2024: 3.8p), giving full year
dividend of 6.9p (2024: 5.8p), up 19%.
· Share buyback programme of £20m over the next 12 months.
STRATEGIC HIGHLIGHTS
· Acquisition of Synertec and six further bolt-ons, expanding the
Group's capabilities across inbound and outbound communications and
strengthening market share in shredding. Two further bolt-on acquisitions
added in early 2026.
· Disposal of Harrow Green, improving earnings visibility and Group
margins.
· Integration of digital and physical storage businesses now
complete, achieving annualised savings in excess of £5m and creating a unique
offering for Information Management customers.
· Property consolidation programme in final phase, with more than
fifteen sites exited in total.
· Strong growth at Datashred, supported by bolt‑on acquisitions,
operational efficiencies and paper price contract.
· Technology division transformation continued; positioned for
double‑digit margins in 2026.
CHARLES SKINNER, CEO, commented:
"We set ambitious financial targets for the Group in late 2023, and I'm
pleased that we have delivered on them. Reaching our 20% medium-term margin
objective demonstrates our disciplined operational execution, improved
performance across the digital, shredding and IT lifecycle businesses, and the
continued strength of our highly‑visible, cash‑generative businesses. This
gives me real confidence in our ability to sustain adjusted operating margins
above 20% for the foreseeable future.
The Group has generated over £120 million of free cashflow over the last
three years which has enabled us to invest, acquire and return capital to
shareholders. This ongoing cash generation has enabled us to announce a £20
million share buyback without impacting our continued focus on both organic
and inorganic growth.
Trading since the start of the year has been strong. All divisions are
performing in line with or above our expectations, and accordingly we expect
full year adjusted profit before tax to be slightly ahead of current market
expectations(11). We are well positioned to deliver both organic and inorganic
growth and remain confident in increasing the scale of the Group and
delivering further value to shareholders."
1) Following the disposal of Harrow Green in December 2025, the
performance of these activities has been presented as a discontinued operation
with comparatives also restated. Discontinued operations are excluded from our
headline performance metrics except for net debt, leverage and dividend per
share.
2) Calculated as statutory operating profit before adjusting items
(reconciled below Consolidated statement of comprehensive income)
3) Calculated as adjusted operating profit divided by revenue,
excluding Synertec postage costs. Wherever adjusted operating margin is
presented for the Group and the Information Management Division, it is
calculated excluding Synertec postage costs (reconciled in note 2)
4) Calculated as statutory profit before tax and adjusting items
(reconciled below Consolidated statement of comprehensive income)
5) Calculated as external borrowings less cash, excluding the effects
of lease obligations under IFRS 16 (reconciled in note 11)
6) Calculated as adjusted EBITDA divided by net debt, including a
pro-forma adjustment to EBITDA for acquisitions in line with financial debt
covenants (reconciled in note 3)
7) Calculated as adjusted profit before tax with a standard tax charge
applied, divided by the weighted average number of shares in issue (reconciled
in note 5)
8) Calculated as free cashflow divided by net operating profit after
tax(10) (reconciled below Consolidated statement of cash flows)
9) Calculated as cash generated from operations less income taxes
paid, capital expenditure and lease payments, but before the cash impact of
adjusting items (reconciled below Consolidated statement of cash flows)
10) Calculated as adjusted operating profit with a standard tax charge
applied (reconciled below Consolidated statement of comprehensive income)
11) FY26 Company compiled consensus is adjusted profit before tax of
£46.6m.
Cautionary Statement: This announcement contains certain statements,
statistics and projections that are or may be forward-looking. The accuracy
and completeness of all such statements, including, without limitation,
statements regarding the future financial position, strategy, projected costs,
plans and objectives for the management of future operations of Restore and
its subsidiaries is not warranted or guaranteed. These statements typically
contain words such as 'intends', 'expects', 'anticipated', 'estimates' and
words of similar import. By their nature, forward-looking statements involve
risk and uncertainty because they relate to events and depend on circumstances
that will occur in the future. Although Restore believes that the
expectations will prove to be correct, there are a number of factors, many of
which are beyond the control of Restore, which could cause actual results and
developments to differ materially from those expressed or implied by such
forward-looking statements.
Full year results presentation
Restore will host a presentation for analysts and investors at 9.30am today
which can be accessed via the details below:
https://www.investis-live.com/restoreplc/698af89460f1a900102c017e/hkjtyy
(https://www.investis-live.com/restoreplc/698af89460f1a900102c017e/hkjtyy)
Conference call:
United Kingdom (Local): +44 20 3936 2999
United Kingdom (Toll-Free): +44 808 189 0158
Global Dial-In Numbers
(https://www.netroadshow.com/conferencing/global-numbers?confId=95481)
Access Code: 092784
The presentation will be webcast live and a recording will be available after
the event.
For further information please contact:
Restore plc www.restoreplc.com (http://www.restoreplc.com)
Charles Skinner, CEO +44 (0) 207 409 2420
Dan Baker, CFO
Chris Fussell, Company Secretary
Investec (Nominated Adviser and Joint Broker) www.investec.com
Carlton Nelson +44 (0) 207 597 5970
James Rudd
Canaccord Genuity (Joint Broker) www.canaccordgenuity.com (http://www.canaccordgenuity.com)
Max Hartley +44 (0) 207 523 8000
Alex Aylen
FTI Consulting (PR Enquiries) www.fticonsulting.com/uk (http://www.fticonsulting.com/uk)
Nick Hasell +44 (0) 203 727 1340
Alex Le May
CHAIR'S INTRODUCTION
I am pleased to report on a year of positive delivery. The continued focus of
Charles, Dan and the management team has been to drive adjusted operating
margin towards our medium-term target of 20%, and the foundations they built
in late 2023 and during 2024 to achieve this have borne fruit this year.
The focus on margin improvement was enabled through a number of measures
introduced over the past two years: revitalisation of the businesses through
decentralisation; right sizing of our head office and support functions;
active treasury management; inflationary linked price rises as well as a
property consolidation programme within the physical storage business; the
integration of our digital and physical businesses into the Information
Management division; refocusing our Technology business towards higher quality
customers and those outsourcing their IT lifecycle services; and focusing on
operational efficiencies and regaining market share within Datashred. You can
read more about these from Charles and Dan in their respective reports, but in
summary these measures are delivering both improved profits and margins, and
2025 saw the achievement of our 20% adjusted operating margin medium-term
target.
Whilst we maintained our focus on organic growth and further margin
improvement, your Company returned to the well-proven strategy of growth
through acquisitions, with the purchase of seven businesses in sectors we lead
in. In addition, we completed the disposal of Harrow Green, creating a leaner
and more focused Group.
Artificial Intelligence ("AI") represents an exciting opportunity for Restore.
AI cannot work with non-digitised data. We hold much undigitised data for our
customers and are comfortably the UK's leading document digitiser. Restore is
uniquely positioned to unlock physical documents for AI's use.
Health and safety
Health and safety remains at the top of our Board agenda and is the first
matter we discuss at each of our meetings. The Group Health and Safety leader
we appointed in 2024 has driven further improvements in 2025, with training
from the Institution of Occupational Safety and Health rolled out across the
leadership team, a clear step forward in making health and safety a shared
responsibility in our business.
2025 performance(1)
Our highly contracted and recurring income streams combined with operational
improvements and acquisitions enabled the Group to deliver revenue growth of
27%, with revenue for the year ended 31 December 2025 of £304.7m (2024:
£240.0m).
Adjusted operating margin improved 130 basis points to 20.8% (2024: 19.5%) and
as a result our medium-term target of 20% has been achieved. Whilst clearly
structurally helped by the disposal of Harrow Green, the 130-basis point
improvement is primarily driven by the continuing business. This further
builds on growth of 270 basis points in the previous year, giving a 400-basis
point improvement over two years. Adjusted operating profit grew by 18% to
£55.5m (2024: £46.9m).
Adjusted profit before tax increased by 22% to £40.6m (2024: £33.2m). This
improvement in profitability reflects management's successful margin-enhancing
initiatives. As a result, adjusted basic earnings per share increased to 22.5
pence per share, an increase of 23% compared to the 18.3 pence achieved in
2024.
Cash generation continued to be strong, with cash conversion of 103%. As a
result of capital deployed on the acquisitions, leverage increased to 1.9x
from 1.6x last year, remaining within our target range, and net debt increased
to £123.8m (2024: £89.0m).
Our colleagues
After a significant amount of change in 2023 and 2024, I am pleased that 2025
has been a more stable year for our people. That said, 2025 has not been
without change. We welcomed more than 600 new employees to the Group through
acquisitions completed and contracts won while bidding farewell to
approximately 300 colleagues as a result of the disposal of Harrow Green.
We have continued to work on the areas for improvement we identified from the
all-staff survey we ran in 2024 and will be running a follow-up survey in 2026
to see how we are progressing.
Dividends
Your Board is recommending a final dividend of 4.7 pence, payable on 16 July
2026 to shareholders on the register at the close of business on 12 June 2026
and the Company's shares will be marked ex on 11 June 2026. This brings the
total dividend for the year to 6.9 pence (2024: 5.8 pence), an increase of
19%.
1. Following the disposal of Harrow Green in December 2025, the
performance of these activities has been presented as a discontinued operation
with comparatives also restated. Discontinued operations are excluded from our
headline performance metrics except for net debt and leverage.
The aggregate amount of the proposed dividend expected to be paid out of
retained earnings at 31 December 2025 but not recognised as a liability at
year end is £6.3m.
Strategic progress
The Restore business has been built on strengthening our positions in key
markets, principally through the acquisition of businesses with strong
customer retention and high-quality earnings. It has a strong record of being
able to integrate these, and maximise returns, in order to create shareholder
value. I am therefore pleased that during 2025, we returned to this pattern
and acquired seven businesses, all in either Information Management or
Datashred. Notably this included the Synertec business, which specialises in
outbound communications, having sent millions of Covid vaccination letters
during the pandemic on behalf of NHS England. This business has all of the
attributes we like, with a strong record of growth, and plenty of further
opportunity in its existing and adjacent markets. It is an excellent fit with
our physical and digital offerings within Information Management, and we are
pleased with its performance and growth prospects.
The other six acquisitions were bolt-on in nature, and immediately earnings
accretive. We will continue to be active buyers in the sectors we understand,
in accordance with our capital allocation framework.
Earlier in the year we undertook a strategic review of Harrow Green, which has
for many years made a strong contribution to the Group. However, in today's
climate the lack of revenue visibility and earnings quality meant that Restore
was no longer the best custodian of the business. Therefore, after a tightly
run process, in December 2025 we completed the sale of the business to the
owners of Pickfords, the leaders in UK domestic removals. We wish both the new
owners and our former colleagues the very best for the future.
Strong cash generation from high margin recurring revenues allows your Company
to continually invest in capital for growth, either in our businesses where it
accelerates progress, or through value accretive acquisitions in core or
adjacent business areas, as we did in 2025 with seven acquisitions. We will
continue to deliver shareholder returns through dividends and have launched a
£20m buyback programme to return excess cash to shareholders.
Following on from the solid progress made in 2024 and delivery of strong
growth in 2025 with improvement in each of our businesses, the Board remains
confident in the Group's ability to continue to deliver further progress.
CHIEF EXECUTIVE OFFICER'S STATEMENT
Introduction
I am pleased to report another year's improvement in your Company's
performance, with adjusted profit before tax increasing by 22% to £40.6m
(2024: £33.2m). The Group's adjusted operating margin is now above the 20%
target set in November 2023 when Dan Baker and I had recently been appointed
as CFO and CEO respectively. At the time we noted that the key to the Group
achieving this was for our digital, shredding and IT Lifecycle businesses to
drive towards 15% operating margins. We are steadily heading towards this
achievement:
· Our digital business has now been fully integrated into our
Information Management division and has been significantly restructured. This
restructuring has taken time, and our digital activities have faced specific,
expected issues in 2025. We feel most of these are behind us now and that our
digital activities will achieve adjusted operating margins in excess of 15%
within the short term.
· Our shredding division, Datashred, continued to make significant
progress in 2025, supported by several bolt-on acquisitions. Adjusted
operating margins have increased from 8.6% in 2023 to 12.3% in 2025 and we
expect this improvement in margins will continue in 2026.
· Our IT Lifecycle division, Technology, was significantly
loss-making in 2023. By removing ourselves from certain unattractive areas and
greatly strengthening management controls, we moved adjusted operating margins
up to 5.0% in 2024 and 7.8% in 2025. We are very hopeful of double-digit
margins in 2026.
The Group's trading performance, adjusted operating margins and strong
cashflow continues to be underpinned by the strength of the physical storage
element of Information Management. The UK records management market is mature,
but the growth opportunity deriving from our strength in both physical and
digital records, which are increasingly interwoven, is significant. We have
also continued to work hard on driving operating margins, particularly
around rationalising our property portfolio which has enabled us to neutralise
hikes in rent reviews and business rates.
Our confidence in our business model enabled us to return to making
acquisitions in our existing and closely related markets. We acquired seven
businesses in 2025. The most significant of these was Synertec, which is now
our offering in the outbound communication market, balancing our strong
position in inbound communications. Synertec is uniquely positioned: it has
highly developed systems which enable communication with our clients'
customers through letters, email and messaging. Synertec has an unrivalled
market position with the NHS, where there remains huge opportunity, and is
increasingly diversifying into other markets.
We undertook a strategic review of Harrow Green earlier in the year. Since its
acquisition in 2012, it had made a significant contribution to the Group,
particularly in terms of the significant number of stored boxes it held which
were transferred to our records management business. Its core business as the
leading office relocation provider in the UK contributed significant profits
under our ownership and it supported our other activities. Nevertheless, its
lack of earnings visibility and low operating margins meant it was an outlier
in the Restore stable where recurring revenues and double-digit operating
margins are the model. With the office relocation market steadily moving to a
more
commoditised service, we believed that it was better suited to ownership under
a private industry specialist. Accordingly, we sold Harrow Green in December
to Bouverie Holdings, the owner of the Pickfords removal business and
therefore Harrow Green's trading is treated as "discontinued" in these
financial statements.
Health and safety
Health and safety remains our foremost priority across the Group and is a
fundamental measure of leadership accountability. In 2025, we further
strengthened our expectations around individual and managerial responsibility
for risk, underpinned by a clear focus on competence. As our systems,
training, and data maturity increase, tolerance for poor or unsafe performance
correspondingly reduces. Where our internal assurance mechanisms identified
serious driving-related irregularities, decisive action was taken, including
the removal of individuals from the business, regardless of seniority or wider
performance. This reflects our clear position: as competence increases, so too
does accountability, and unsafe behaviours cannot be justified or excused.
Our Group Head of Health and Safety reports into the Group Health and Safety
Committee, which includes three Board Directors and meets twice a year. This
is supported by a Business Unit Best Practice Committee that meets monthly to
drive consistency and operational learning. I retain ultimate accountability
for health and safety across the Group. Given the diversity of our operations,
risk profiles vary significantly between activities-from desk-based
roles to high-bay warehousing operations where work at height can exceed 10
metres. Regardless of activity, all our operations are underpinned by the
prioritisation of health and safety, structured training, and the active
promotion of a sustainable safety culture at every level of the organisation.
Competency was a key strategic focus in 2025, with the introduction of a
Group-wide competency framework spanning Board members through to operational
colleagues. This included engagement with our insurers, the Royal Society for
the Prevention of Accidents ("ROSPA"), and most notably the Institution of
Occupational Safety and Health ("IOSH"). Restore is now registered as an
IOSH-approved training provider, enabling us to deliver certified training
internally that is tailored to our specific risk profile while supporting
professional development. During the year, 135 People Leaders completed
certified Health & Safety Leadership training against a target of 85, and
a further 8,272 ROSPA-approved health and safety courses were delivered across
the Group.
During 2025, we achieved an 11.5% reduction in lost time incidents, including
RIDDOR-reportable events. Manual handling incidents accounted for the largest
proportion of accidents (35%), reflecting the physical nature of our
operations, followed by cuts (20%) and vehicle-related incidents (16%). We
anticipate an increase in reported
vehicle incidents in 2026 as a direct consequence of our strengthened
reporting culture and heightened accountability expectations.
A further priority in 2025 was enabling colleagues to proactively raise
concerns and observations relating to risk. We have reinforced this two-way
engagement by investing in risk management software (EcoOnline) to support
incident reporting, audits, risk assessments, and health surveillance.
Colleagues can report issues easily via app, link, or QR code while operating
across our estate. While further progress is required, in 2025 we recorded an
increase of over 10% in near-miss and safety observation reporting compared
with 2024, which is an encouraging indicator of engagement. In 2026, this
platform will be used more explicitly to evidence the application and impact
of our competency investment.
We also continued our partnership with the British Standards Institution
through ongoing ISO 45001 certification, enabling independent verification and
benchmarking of our safety management systems across all divisions. Across the
estate, external audit outcomes show clear and measurable improvement, with
major non-conformances removed completely and an overall minor non-conformance
reduction of 31%. Opportunities for improvement remained stable, reflecting
both increased audit maturity and a continued focus on continuous improvement
rather
than compliance alone.
In both Information Management and Datashred, this strengthened performance
was further recognised through the achievement of ROSPA Gold Awards, providing
independent assurance that our leadership, governance, and operational safety
performance withstand external scrutiny.
Trading performance
Group revenue for 2025 increased 27% to £304.7m, primarily reflecting the
acquisition of Synertec, as well as smaller acquisitions. Organic growth was
broadly flat as we continued to focus on operating margins, particularly in
our digital and IT Lifecycle activities. We expect to see healthy organic
growth in 2026, now that our businesses are in the right shape.
Adjusted profit before tax grew 22% to £40.6m, driven by a clear focus on
operating margins and contribution from acquisitions exceeding interest costs.
This was an impressive performance, given sharp increases in Employer's
National Insurance Contributions and the National Minimum Wage which together
impacted profitability by c£2.5m in 2025.
Divisional performance
Information Management
For 2025, revenue was £227.2m, up 35% on 2024, with adjusted operating profit
up 16% on 2024 at £53.0m. Adjusted operating margin was 28.1% compared with
27.3% in 2024.
Adjusted operating margin excludes the postage costs at Synertec which are
largely determined by a regulatory framework of which we have no control. Even
allowing for this adjustment, Synertec's margins of c20% adversely impact the
division's operating margins against historic comparisons.
The physical storage business continued to perform steadily with increased
revenues supported by inflation-linked price increases on a broadly flat
number of boxes. Profitability also remained steady with continued focus on
cost needed to offset steep increases in labour and property costs.
During the year we continued to consolidate our large storage property estate
to minimise our costs of storage. This involves moving approximately four
million boxes over 3-4 years, no small feat of logistics. Given increases in
rents and rates which our competitors are experiencing as well, we believe
this exercise has been timely and that our costs of storing boxes is well
below the industry norm. Our 104,000 sq ft building in Chesterfield, leased in
2024, is now at optimal capacity, with our 84,000 sq ft property near Durham,
leased in 2025, approaching full capacity. These new
sites have enabled us to close over 10 far more expensive sites.
We had expected to take on another large building in Southern England, but the
combination of a new facility adjacent to our site in Stroud (Gloucestershire)
and the acquisition of Archive Warehouse with surplus space near our site in
Rainham (Essex) means that a further significant new site is unlikely to be
required to achieve our property goal. Once this major project is completed,
we will continue to seek smaller property rationalisation opportunities as
relevant leases come up for renewal.
We made two physical storage-related acquisitions in the year. In July, we
acquired Topwood in Wrexham which had records management and shredding
activities. We have retained the leasehold as a storage site, where storage
capacity has increased after we moved the shredding operations to Datashred's
Manchester site. In October, we acquired the assets of Archive Warehouse in
Rainham, close to our existing facility. There is surplus space at this
site, giving us extra capacity in South-East England.
As noted earlier in this report, the UK physical record storage industry is
mature. There remains certain large unvended opportunities, primarily in the
public sector, where potential customers continue to store their records
inefficiently in-house, but we do not expect the industry to grow rapidly as
it has over the last forty years. But the volume of boxes held is unlikely to
fall materially given the long-term nature of much of what we hold. There is a
benefit in holding a constant number of boxes in terms of a stable operation
and property portfolio.
There is also a significant opportunity deriving from the scale of our
physical storage operations. We increasingly see our customers looking at
physical and digital information as two sides of the same coin. The economics
of digitising all stored documents are prohibitive, but many customers are
increasingly looking to us as their physical document storer to work with them
on managing their digitisation programmes. As comfortably the largest scanning
business in the UK, this offers a strong opportunity for us, particularly at a
time when data extraction has become so important.
Our scanning activities have gone through very significant change over the
last two years, as the former Digital business has been integrated into our
Information Management division and the senior personnel has undergone
wholesale change. The issues faced ranged from an unsustainable overhead cost
and operational inefficiencies
such that we couldn't compete on price for basic scanning work, to huge
complexity of IT platforms and winning demanding contracts where the
capability to deliver was not established. I believe that we have worked
through the majority of these issues and are now poised for healthy growth at
attractive operating margins.
The supporting evidence is manifold. Overhead costs have fallen by £5m per
annum. Several, but not all, previously marginal digital mailroom contracts
are now decently profitable. The deployment of what we believe to be the
largest digital mailroom for DWP in Europe has been successfully executed. We
are consistently winning large bulk-scanning contracts, such as Oxford
University Hospitals, North West London GP Practices, Shared Services
Connected Limited and Derby and Burton NHS Foundation Trust at commercially
viable rates.
I believe 2025 was a transitional and transformative year for the digital side
of Information Management. We had suffered the loss of a major contract at the
end of 2024 and the new DWP contract did not achieve full volumes until the
end of 2025, but is now in full swing. Other digital mailrooms are operating
more efficiently now than they were in 2025 and previously. The bulk-scanning
wins referred to above will come on stream in 2026. We are improving our
online hosting services offering more flexibility to our customers for that
service. Our major exam scanning contract was smoothly executed. We also
acquired in October 2025 the digital mailroom activities of NEC Software,
which has been successfully relocated to our Manchester scanning bureau.
In addition to our digital activities benefiting from sitting together with
our physical storage business, the acquisition of Synertec in March 2025
further enhanced our mailroom activities and enhanced the Information
Management division's capability.
Synertec manages outbound communications in post, emails and texts,
predominantly serving the NHS. Although Synertec currently handles c25% of NHS
outbound communications, there is considerable scope for this to expand much
further, given the cost and operational efficiencies it delivers. Synertec has
also been steadily winning customers in the private sector such as insurance
and motor markets as well as other public sector bodies. There are extensive
opportunities for cross-selling into the Group's wider customer base.
Synertec has traded in line with the expectations held at the time of the
acquisition. There has been no erosion of the customer base and there is huge
scope for further organic growth. The recent inclusion on the NHS Notify
framework can be expected to drive revenues ahead of initial plans in 2026 and
beyond. The translation of its core proprietary software platform, Prism, onto
the cloud is underway and can be expected to significantly increase the
functionality for both Synertec and its customer base. We continue to see
several cost synergies resulting from Synertec being part of Restore.
Datashred
Datashred's 2025 revenue increased 16% to £41.6m. While the majority of the
increased revenue was attributable to acquisitions, organic growth was healthy
with visit numbers up year-on-year.
The increase in revenue is also despite a lower paper price across the market.
We entered into a fixed price contract for c50% of our paper sales in 2025 so
were not as badly affected as many of our competitors in this regard.
Adjusted operating profit increased by 38% to £5.1m and adjusted operating
margin for 2025 was 12.3%. We are confident that the division will achieve
operating margins of 15% or more in 2026, compared with 10.3% in 2024 and 8.6%
in 2023.
Our focus continued to be on driving operational efficiency with both the
average collections per vehicle per day and miles travelled per collection
broadly consistent with the prior year, despite the significant challenge of
integrating the acquisitions made in the year. This reflected our continually
improving routing efficiency and constant vigilance from our transport team.
Combined with price increases, our service revenues increased by 15%
year-on-year while operating costs increased by 13%.
In the year, we sold c60,000 tonnes of paper, including c10,000 tonnes
generated from destructions from our own box storage business. Total revenues
from paper sales were up 17%, despite a lower average price per tonne. The
price we achieved per tonne was nevertheless significantly above the market
price, partly due to our hedging policy in a falling market but also down to
the mills respecting the quality of the paper in our bales. I am particularly
pleased with the latter as we incentivise our warehouse operators to take
responsibility for their separation of low-quality content before shredding
and baling to produce better quality bales. We have hedged over two thirds of
our paper sales in 2026. This is at a lower price than in 2025, reflecting
global paper price predictions. This reduction in price will be more than
covered by the expected increase in volume. The paper price hedging reinforces
the quality
of earnings in this very stable operation.
We have continued to drive down operating costs by converting processing sites
to collection sites. In Manchester, we are closing our processing site in
Trafford Park and building a collection site in one of our Information
Management site's car park. By the end of 2026, we will be operating 11 UK
sites: two processing sites in England, one each in Wales and Scotland, and
seven collection sites, including three on Information Management premises.
This gives us optimal national coverage which only one other competitor can
match.
The recent weak paper price combined with Datashred's several competitive
advantages (including scale, a captive market from Information Management's
box destructions, the ability to share Group sites and customers, Group
synergies and historic investment) has meant our returns are significantly
higher than smaller, independent operators. This has enabled us to consolidate
the market through acquisition, with four shredding acquisitions made in the
year, the largest of which was Shred-on-Site in Surrey. In 2026, we have
continued to acquire smaller shredding businesses with two transactions
completed in the year so far, with more expected.
We have also continued to increase the range of recycling services we offer.
Through Restore Recycle, launched in 2024, we have seen steady, significant
growth in collection of materials other than paper, such as dry mixed
recycling, food, batteries and electrical equipment, alongside other material
for shredding such as textiles, including uniforms. We expect to continue to
grow these recycling services, leveraging the strength of our customer
relationships both within Datashred and across the wider Group.
Like Information Management's physical activities (i.e. box storage), the UK
shredding market is mature. Datashred holds a very strong market position with
highly recurring revenues. The return on capital, including on acquisitions,
is now highly attractive. The cash-flow is also very strong. This provides a
platform for some growth within Datashred, including acquisitions, but also
for funding development elsewhere in the Group.
Technology
Technology's 2025 revenue was broadly flat at £35.9m but adjusted operating
profit increased by 56% to £2.8m. This is an impressive turnaround by new
management for a business which lost £1.4m in 2023.
We are hopeful that double-digit operating margins will be achieved in 2026 as
Technology moves towards its longer term goal of 15% adjusted operating
margins. This is a challenging target as much of Technology's revenues derive
from the sale of refurbished equipment where a rebate is often paid to the
equipment's original owners, adversely impacting reported operating margins.
I am not disappointed that Technologies' revenues were flat. We have been
repositioning Technology's customer base away from collecting low-quality
equipment from customers who had limited concerns about information security
and environmentally friendly disposal. This process is now largely complete
and we can focus on organic growth in our preferred markets. We have greatly
strengthened our management processes and information, we have a much-improved
understanding of the profitability of individual customers and services, and
we have restructured the cost base such that additional revenues will drive
operating margins.
The change of strategic direction is highlighted by the volume of items
processed. In 2023 we processed 1.9m assets. In 2025 we processed 1.5m items
but recorded 15% higher revenues. Processing higher-value items at higher
prices has been what we wanted to achieve in our IT recycling operations and
this has been achieved.
We have also continued to build strong relationships with the IT hardware
Value Added Resellers ("VARs") who accounted for 32% of our revenue in
Technology, compared to 14% in 2023. This included major projects, through
CDW, one of our VAR partners. As part of our relationship with the VARs, we
continue to develop our "Joiner, Mover, Leaver" capability where we manage our
customers' IT assets during their lifecycle, rather than focus exclusively on
end-of-life recycling. We continue to work directly on end-of-life recycling
for blue-chip customers with major projects in the year for well-established
customers, such as EY, Aviva and BT.
We have completed the rationalisation of our IT recycling processing sites; we
now have three facilities in Cardington, Runcorn and Birmingham. We closed our
Cannock facility during the year and have subsequently taken on appreciably
more operators at the three ongoing sites.
These sites are complemented by our specialist destruction operation in
Bristol, which destroys equipment with little resale value, as well as highly
sensitive equipment including non-IT material. All of the destroyed material
is recycled as part of our "Zero to Landfill" policy.
Our engineering activities, generally based on relocating IT equipment, works
increasingly closely with our VAR customer base. Activity has picked up from a
low base, largely on the back of these relationships and continues to build
healthily. Ultratec, our hard drive wiping, repairing and trading business,
showed steady improvement over the previous year's performance. Ultratest, our
hard drive-processing software business, traded well with healthy
licensing revenue and stronger equipment sales, attributable to a strengthened
sales team.
Technology sits comfortably in the Group's operations with a similar customer
base to Information Management. Increasingly it has the scale and reputation
to assure customers that their key assets are being looked after securely, as
is the model for other Group activities. Its market is surprisingly immature
with a wide range of smaller competitors. We now have a firm platform in place
to grow what is an increasingly strong business.
Harrow Green
As noted earlier, we sold Harrow Green in December to Bouverie Holdings and
are accordingly treating its trading performance as a discontinued activity.
Trading in the last two years has been very tough for Harrow Green. Inactivity
in the move market resulted in intense
competition and lower pricing on lower volumes. The simplification of many
larger office lay-outs reduced Harrow Green's scope for differentiated
pricing. Activity in our specialist market such as life-sciences and heritage
has also been quiet. We hope and expect the market will improve to the benefit
of our former colleagues who continued to operate highly professionally in a
very difficult environment.
People
The last two years has seen considerable change in how we run our businesses.
This has driven operating margins significantly higher and has given us better
market positions in all of our businesses. It has also given us a robust
platform for growth. While senior management can take some credit for this,
the key element in achieving this has been the attitude and professionalism of
our 2,600-strong colleagues. The degree of change has varied between
divisions, but our colleagues have accepted and worked with varying degrees of
change in their working environment.
As a service business, the key to our success is well-motivated people who
know what they are being asked to do and want to deliver excellence for our
customers. They can expect that their work environment is fulfilling, secure
and hopefully enjoyable. In 2026 we are undertaking our biennial "Your Say"
survey, conducted by external consultants. I hope this will show further
improvement in all three key metrics: overall satisfaction, employee Net
Promoter Score and response rate.
I would like to thank all of my colleagues across the company for their energy
and commitment to the Group's success. Our people can be confident of future
stability in a strong and growing company, with many opportunities for future
development.
Sustainability
We are determined that Restore operates as a good citizen in all of its
activities. I firmly believe that businesses are leading the way steadily, and
often quietly, moving ahead with environmentally positive change. We are keen
to be in the vanguard of this, while managing the commercial implications
smartly. I am thrilled that CDP, the global environmental disclosure
organisation, has placed Restore on their A-List, a status which is awarded to
just 4% of the global companies they cover. This is particularly noteworthy as
we have moved from a "D" rating in only two years.
The two key areas where our operations impact the environment are transport,
reflecting the scale of our fleet of c800 vehicles, and buildings, reflecting
our property estate of 72 sites with a total footprint of c6 million square
feet.
On our fleet, we have continued to increase the number of electric vehicles
and invest in EV infrastructure with 62% of our fleet now electric, hybrid or
using biofuel and 25% of sites with EV charging facilities, but the EV
technology is still inappropriate for much of our fleet, particularly at the
larger end. So in 2025, our key initiative has been the introduction of
Hydrotreated Vegetable Oil ("HVO") into our fleet, this is an alternative to
diesel which has significant carbon benefit but does not require any
adaptation of our vehicles. We now have 24% of our fleet using HVO in some
capacity and have installed bunded HVO tanks at three of our sites with more
on the horizon for 2026. We will continue to invest in EV infrastructure and
storage tanks over the medium term to enact our strategy and expect, given the
current adverse discrepancy between the price of conventional fuel and HVO,
that profit will be adversely affected by c£0.2-£0.3m, per annum; we believe
this is an acceptable cost as a trade-off to the environmental benefit we will
realise.
On our buildings, c90% of our sites are already powered by renewable
electricity and we continue to work with the remaining sites to transition to
renewable electricity as and when their contracts allow. We also continued
with several energy efficiency projects across the estate, in particular the
installation of LED lighting at a number of our larger sites - this will
continue into 2026.
More detail on our ESG progress and priorities appear in our Annual Report on
pages 27 to 49.
Strategy
We have achieved our medium-term target, set in November 2023, of driving
adjusted operating margins across the Group to 20%, although I acknowledge
that the disposal of Harrow Green in 2025 has helped this. Achieving 15%
adjusted operating margins in our former Digital (now part of Information
Management), Datashred and Technology operations, was part of that target. In
2023, those three businesses were delivering margins of 6.8%, 8.6% and minus
4.5%. In the short-term, I expect that the former Digital business (to the
extent it can be estimated given it is now part of Information Management) and
Datashred will deliver in excess of 15% operating margins, and Technology will
achieve double-digit operating margins.
Combining these with the robust operating margins in our physical storage
business and the historic margins of c20% (after discounting postage costs) in
our Synertec business acquired in 2025, I believe we are set to achieve
adjusted operating margins in excess of 20% for the foreseeable future.
I am confident in making this statement on the back of the recurring revenues
across our businesses. In Information Management, our physical storage
activity and Synertec have highly visible revenues and the same is true of
scanning apart from its bulk-scanning work. Datashred has very stable
contractual revenues with a typical contract lasting approximately seven
years. Technology can reflect the cyclicality of large customers' refresh
programmes but as we move away from the spike caused by major refreshes during
Covid, these patterns are becoming smoother. It is helpful that all of these
activities are strongly cash-generative and well-invested. We have seen some
element of exceptional cash expenditure over the last two years, such as the
construction of a new building in Sittingbourne and the costs associated with
double rents and moving four million boxes to rationalise our property
portfolio, but we expect these to continue to decline.
With these strong businesses in good shape, our focus is now on driving
revenue growth. We see decent opportunities for growth by acquisition through
bolt-on acquisitions for Datashred and occasional acquisition opportunities
for our physical Information Management business, but we acknowledge that both
of these are mature sectors with limited scope for material organic growth.
We do however see significant organic growth opportunities in the wider
Information Management division, particularly as organisations look to
capitalise on AI in order to both unlock information and maximise
efficiencies. The combination of our physical and digital activities
represents an attractive offering for our customers wrestling
with how to organise their data at a time where extracting information
securely, cost-efficiently and coherently is critical. We have been using AI
for many years, where it can classify, extract and validate data, whilst
ensuring that initiatives are secure, compliant and deliver genuine practical
benefits. Our outbound communication offering, Synertec, has been a
consistently high-growth business and this can be expected to continue given
the amount of inefficient, unvended activity in this market. We are also
hopeful that Technology can be a standard bearer in the highly fragmented UK
IT Lifecycle market.
Given your Company's strong cash generation, recurring revenues, healthy
operating margins and leading market positions, we are in a strong position to
take advantage of opportunities available to us. Whilst we have a healthy
acquisition pipeline and will continue to prioritise value accretive
acquisitions in our core business or adjacent areas, we will also return
excess cash to shareholders where leverage permits and have launched a share
buyback
programme to return excess cash to shareholders.
Outlook
We set ambitious financial targets for the Group in late 2023, and I'm pleased
that we have delivered on them. Reaching our 20% medium-term margin objective
demonstrates our disciplined operational execution, improved performance
across the digital, shredding and IT lifecycle businesses, and the continued
strength of our highly‑visible, cash‑generative businesses. This gives me
real confidence in our ability to sustain adjusted operating margins above 20%
for the foreseeable future.
The Group has generated over £120 million of free cashflow over the last
three years which has enabled us to invest, acquire and return capital to
shareholders. This ongoing cash generation has enabled us to announce a £20
million share buyback without impacting our continued focus on both organic
and inorganic growth.
Trading since the start of the year has been strong. All divisions are
performing in line with or above our expectations, and accordingly we expect
full year adjusted profit before tax to be slightly ahead of current market
expectations. We are well positioned to deliver both organic and inorganic
growth and remain confident in increasing the scale of the Group and
delivering further value to shareholders
CHIEF FINANCIAL OFFICER'S STATEMENT
Financial highlights
£m 2025 2024 Variance
Revenue 304.7 240.0 27%
Adjusted operating profit 55.5 46.9 18%
Adjusted operating margin (%) 20.8% 19.5% 130bps
Adjusted profit before tax 40.6 33.2 22%
Statutory profit before tax 7.7 17.0 (55%)
Adjusted basic earnings per share (pence) 22.5p 18.3p 23%
Free cash flow 42.9 41.1 4%
Cash conversion (%) 103% 117% (14%)
Net debt 123.8 89.0 (39%)
Leverage 1.9x 1.6x (0.3x)
Adjusted operating margin calculation
As previously indicated, the acquisition of Synertec structurally reduces
Group operating margins as more than half of its revenues are derived from
postage charges. These are determined by a regulatory framework of which we
have no control. Accordingly, in reporting the Group's performance in the
year, the postage costs directly incurred by the Group are excluded when
calculating adjusted operating margin.
£m 2025 2024
Revenue 304.7 240.0
Postage costs (38.4) -
Revenue (excluding postage costs) 266.3 240.0
Adjusted operating profit 55.5 46.9
Adjusted operating margin (%) 20.8% 19.5%
Overview
Revenue for the year ended 31 December 2025 increased by 27% to £304.7m. The
high proportion of recurring income in our physical storage business, together
with highly contracted collection fees in shredding, continued to underpin
overall Group revenue. Contributions from the seven acquisitions made in the
year, in particular Synertec and Shred-on-Site, were the principal drivers of
revenue growth.
Profitability has continued to be a focus area. While the disposal of Harrow
Green has clearly provided a structural uplift to margins, we are also seeing
strong momentum from the margin-enhancement measures implemented across 2024
and 2025, which are now delivering tangible benefits. These measures notably
include combining our digital activities and the physical storage business to
create Information Management - achieving annualised savings in excess of £5m
(almost double our initial estimate) - and the ongoing execution of the
property consolidation programme which is now into its final phase. As a
result, adjusted operating margin increased by 130 basis points to 20.8%
(2024: 19.5%), now comfortably exceeding the 20% medium-term target we
previously set. Adjusted operating profit also grew 18% to £55.5m (2024:
£46.9m) with adjusted profit before tax improving 22% to £40.6m (2024:
£33.2m), helped by lower interest rates.
On a statutory basis, the Group generated a profit before tax of £7.7m (2024:
£17.0m), profitability being impacted by the charge relating to the Synertec
earn-out consideration, which is recognised as remuneration and expensed over
the earn-out period.
Good cash generation endures as a key quality of the Group, with cash
conversion of 103% for 2025 (2024: 117%) and a free cashflow of £42.9 (2024:
£41.1m). As a result of the acquisitions made in the year, net debt increased
to £123.8m as at 31 December 2025 (2024: £89.0m), and the leverage ratio
increased from 1.6x in 2024 to 1.9x, within our target range.
Income statement
Following the disposal of Harrow Green, our three divisions are: Information
Management (comprising our physical, digital and outbound communications
businesses), Datashred and Technology.
2025 2024 Variance
£m £m
Information Management
Revenue 227.2 167.9
Postage costs (38.4) -
Revenue (excluding postage costs) 188.8 167.9
Adjusted operating profit 53.0 45.8
Adjusted operating margin 28.1% 27.3% 80bps
Datashred
Revenue 41.6 36.0
Adjusted operating profit 5.1 3.7
Adjusted operating margin 12.3% 10.3% 200bps
Technology
Revenue 35.9 36.1
Adjusted operating profit 2.8 1.8
Adjusted operating margin 7.8% 5.0% 280bps
Group - continuing operations
Revenue 304.7 240.0
Divisional adjusted operating profit 60.9 51.3
Central (5.4) (4.4)
Adjusted operating profit 55.5 46.9
Adjusted operating margin 20.8% 19.5% 130bps
Revenue
Information Management
Our physical storage business has a base of highly recurring revenues,
primarily from blue-chip and Government customers. This is a very mature
market with box numbers continuing to be stable at 22 million in storage,
unchanged from 2024. Inflation linked price rises have provided solid box
storage revenue growth in the year.
The loss of a significant scanning contract for a large public sector
organisation at the end of 2024 created a specific headwind for 2025 within
our digital business. This was partially offset by the commencement of the DWP
digital mailroom service, although this did not become fully operational until
September 2025. That and the existing mailroom contract with HMRC provides a
solid base of contracted and recurring work for the digital business, and we
are seeing early indications of growth in this sector, especially as customers
increasingly look to extract information in digital form from the physical
boxes they store with us.
Synertec, our outbound communications business, was acquired in March 2025.
This business has proprietary software that is able to triage different
sources of data and determine the best form of communication with end users,
be it in digital or physical form (i.e. emails/texts or letters). Over three
quarters of its work is with the NHS, which follows the successful delivery of
the Covid vaccination communications contract for NHS England during the
pandemic. It has very high customer retention levels, a track record of strong
growth, and significant opportunity within its market, both within the NHS and
the wider public sector and corporate markets which the rest of our
Information Management business serve.
We believe the combination of physical records storage, digitisation of
records and inbound communications, and outbound communication in either
physical or digital form, creates a unique offering and a clear opportunity
for growth.
Datashred
Datashred's revenue benefited from four bolt-on acquisitions in the year which
increased service and paper revenues.
Service revenues account for approximately three quarters of Datashred revenue
and are highly contracted with a good portion of recurring customers. In the
year, the number of visits increased with a broadly consistent average
collections per vehicle per day despite the challenge of operationally
integrating the acquisitions. This led to a 15% increase in service revenue.
The remaining revenue is derived from the sale of shredded paper to paper
mills who use this in the manufacture of tissue-based products and cardboard.
In 2025 we entered into a fixed price contract with a UK paper mill for 25,000
tonnes, around half of our expected 2025 paper production, and as a result,
despite lower market prices in the second half of 2025, we were able to
maintain an average selling price for paper in 2025 of £171 per tonne, only
slightly lower than the £175 per tonne received in 2024 and higher than
market prices would have dictated.
Technology
The Technology business continued to refocus on higher-quality customers, who
typically possess more consistent and higher-value IT assets. This strategic
shift created an in-year headwind, as revenue from lower-quality customers
declined due to their smaller volumes and less homogeneous equipment profiles.
At the same time, this focus on higher-quality customers is positioning the
business to benefit from the growing trend of organisations outsourcing their
IT lifecycle services to leading VARs. Through partnerships with these VARs,
Technology is now providing end-of-life and mid-life cycle services to a
broadening customer base, including major Government departments. This
offering delivered strong growth during the year, more than offsetting the
revenue impact of our transition away from lower-quality customers.
Adjusted operating profit
We are pleased to report that each of our three divisions have improved both
adjusted operating profit and adjusted operating margin in the year resulting
in adjusted operating profit for the Group increasing by 18% to £55.5m,
giving an adjusted operating margin of 20.8% (2024: 19.5%).
Information Management
Within Information Management, the integration of the physical and digital
businesses was completed, achieving annualised savings in excess of £5m,
almost double our initial estimate of £3m. The cost of this integration,
mainly relating to redundancies, is included within adjusting items, and since
the integration started in 2024 amounts to £4.2m.
The Information Management property consolidation programme has seen over two
million boxes moved out of over ten smaller expensive sites into more
efficient warehouses, principally to the c104,000 square foot facility in
Markham Vale and the c84,000 square foot facility near Durham. With new leases
in place for warehouses in Rainham and Stroud, this programme will complete in
2027 by which time we anticipate we will have moved
around four million boxes and exited more than 15 sites.
Information Management faced one notable headwind during the year: the loss of
the significant scanning contract referenced previously. In addition, while
the acquisition of Synertec contributed positively to absolute
profits-providing over nine months of trading in 2025-its historic operating
margin of around 20%, excluding postage
costs, is structurally dilutive to the division's margin.
However, these factors were more than offset by the actions taken to enhance
profitability and the continued disciplined focus on cost control, resulting
in an 80-basis-point improvement in the divisional margin for the year.
Datashred
The fixed price paper contract provided increased stability for paper sale
revenue and further increased the quality of earnings for Datashred. Momentum
from operational efficiencies made in 2024, combined with initial synergies
from the bolt-on shredding acquisitions, positively contributed to increased
Datashred profit and margin.
Technology
As part of the focus on higher quality customers within the Technology
business, we have significantly improved operational efficiency, with new
systems and site rationalisation, resulting in increased profit and margin on
relatively flat revenues.
Central costs
Central costs represent costs relating to the Board and the head office. An
overall year-on-year increase in central costs is mainly attributable to an
increase in the charge for share based management incentive schemes.
Disposal of Harrow Green
Harrow Green was sold in December 2025 following a strategic review of the
business, and its results are therefore presented as a discontinued operation
with prior‑year comparatives restated. The business was disposed of for an
initial consideration of £3.5m, with a further £2.0m receivable contingent
on Harrow Green meeting defined performance conditions in FY26. The disposal
resulted in a £7.7m loss from discontinued operations.
Financing and interest expense
Net debt at 31 December 2025 was £123.8m (2024: £89.0m), with leverage
increasing from 1.6x to 1.9x, within our target range.
2022 2023 2024 2025
Net debt (£m) 103.5 97.8 89.0 123.8
Leverage 1.7x 1.9x 1.6x 1.9x
The Group successfully completed the refinancing of its Revolving Credit
Facility ("RCF") in October 2025, entering into a new £150m three-year
facility with the option of two one-year extensions and a £50m accordion. The
facility is provided by NatWest, Barclays, Bank of China, Allied Irish Bank
and Virgin Money. This new arrangement replaces the previous RCF, which was
due to expire in April 2027, and delivers enhanced balance sheet flexibility
at improved pricing.
In addition to the RCF, the Group has US Private Placement debt ("USPP") of
£25m with a fixed term and rate. Total available facilities of £175m is
considered to be ample given the Group's strategy. The Group has strong
relationships with its lenders should additional facilities be required.
Continuing operations (£m) 2025 2024
Interest on borrowings 8.3 7.9
Interest on finance lease liabilities 6.4 5.5
Amortisation of deferred finance costs 0.8 0.6
Other finance costs 0.6 -
Total finance costs 16.1 14.0
The increase in net debt resulting from acquisitions has led to a higher
interest expense on borrowings, although this impact has been partly offset by
the favourable effect of declining base rates over the year. Additionally,
interest on finance lease liabilities has risen, driven by the inclusion of
further leases onto the balance sheet following acquisitions and adjustments
to our property lease portfolio.
Adjusting items
Due to the nature of certain income or costs, the Directors believe that an
alternative measure of profit before tax and
earnings per share provides readers of the annual report with a useful
representation of the Group's performance that should be considered together
with statutory profit and earnings per share.
The adjusting items in arriving at adjusted profit before tax are as follows:
Continuing operations (£m) 2025 2024
Amortisation of intangible assets 14.2 11.8
Acquisition related costs 13.1 -
Restructuring and redundancy costs 2.1 2.1
Property related costs 3.5 1.5
Strategic IT reorganisation - 0.8
Total adjusting items 32.9 16.2
Adjusting items - operating costs 31.7 15.9
Adjusting items - finance costs 1.2 0.3
Total adjusting items 32.9 16.2
Amortisation of intangible assets increased to £14.2m from £11.8m due to the
additional intangible assets recognised primarily as part of the acquisitions
of Synertec and Shred-on-Site. Acquisition and related costs include £10.0m
related to the Synertec earn-out consideration which will be recognised as
remuneration and will be expensed over the earn-out period, £1.0m of
third-party advisory fees, £1.3m of integration costs and £0.8m relating to
the unwind of the discount on the Synertec contingent consideration liability.
Restructuring and redundancy costs of £2.1m relate to the integration of the
Group's Digital business into the Information Management segment. Property
costs primarily reflect the ongoing property consolidation with incremental
box move and dual-running costs.
Following these adjusting items, the Group made a statutory profit before tax
of £7.7m (2024: £17.0m).
Earnings per share
Continuing operations 2025 2024
Weighted average number of shares in issues 135,273,308 136,129,425
Weighted average fully diluted number of shares in issue 138,160,052 137,698,973
Adjusted profit before tax (£m) 40.6 33.2
Tax at 25% (2024: 25%) (£m) (10.2) (8.3)
Adjusted profit after tax (£m) 30.4 24.9
Adjusted basic earnings per share 22.5p 18.3p
Adjusted fully diluted earnings per share 22.0p 18.1p
Adjusted basic earnings per share is calculated by reference to the adjusted
profit before tax for the year with a standard tax charge applied, divided by
the weighted average number of shares in issue during the year.
Adjusted fully diluted earnings per share is calculated by reference to the
adjusted profit before tax for the year with a standard tax charge applied,
divided by the weighted average fully diluted number of shares in issue.
The 23% increase in adjusted basic earnings per share to 22.5 pence (2024:
18.3 pence) resulted primarily from a
22% increase in adjusted profit after tax.
Statutory basic earnings per share from continuing operations was 1.0 pence
(2024: 8.8 pence) with statutory diluted earnings per share from continuing
operations of 1.0 pence (2024: 8.7 pence).
Taxation
The tax charge for the year from continuing operations is £6.3m (2024:
£5.0m).
Cashflow and capital allocation
Cash generation endures as a key quality of Restore and in 2025 the Group
generated free cashflow before financing costs of £42.9m (2024: £41.1m).
£m 2025 2024
Free cashflow from continuing operations 42.9 41.1
Net operating profit after tax ("NOPAT") 41.6 35.2
Cash conversion (%) 103% 117%
£m 2025 2024
Opening net debt (89.0) (97.8)
Free cashflow from continuing operations 42.9 41.1
Proceeds from sale of subsidiary 2.2 -
Acquisitions (35.1) (0.5)
Acquired borrowings (11.2) -
Dividends (8.1) (7.3)
Finance costs (16.6) (13.8)
Purchase of treasury shares (2.2) (2.6)
Cash effect of adjusting items (7.7) (5.2)
Other (including discontinued operations) 1.0 (2.9)
Closing net debt (123.8) (89.0)
Our capital allocation framework remains largely unchanged from that presented
in 2024:
1. Invest for growth: invest in the business where it accelerates progress and
will deliver attractive returns; and target value accretive acquisitions in
our core business or adjacent areas.
2. Deliver shareholder returns: maintain a progressive dividend policy, with
consistent dividend cover; and return of surplus capital to shareholders in
the form of share buybacks.
3. Maintain a strong balance sheet with target leverage ratio over the medium
term of 1.5 - 2.0x net debt to adjusted EBITDA.
In 2025, we invested for growth through the acquisition of seven businesses,
deploying £35.1m of capital and assuming £11.2m of debt.
Whilst we have a healthy acquisition pipeline and will continue to prioritise
value accretive acquisitions in our core business or adjacent areas, we will
also return excess cash to shareholders where leverage permits. In the context
of our free cash flow outlook for 2026 and with consideration to our
acquisition pipeline, we are today announcing a share buyback programme. We
will return £20m of excess cash to shareholders over the next 12 months,
whilst maintaining our target leverage range of 1.5-2.0x. We will continue to
pay a sustainable dividend and will consider further excess cash returns to
shareholders in the future.
Statement of Financial Position
The Group remains in a strong financial position. Working capital management
continues to be a strength of the business, with debt ageing broadly
consistent at 48 days and total equity at £219.7m (2024: £233.8m).
The strength of the Statement of Financial Position is indicative of the
overall good health of the business and provides substantial capacity to
support future growth and investment requirements.
PRINCIPAL RISKS AND UNCERTAINTIES
The Group considers the following risks to be their principal risks; each are
aligned to its strategy. They are regularly reviewed and mitigated through
targeted investment, proactive actions, and continuous improvement.
Risk Mitigation
Growth · The Information Management division is now fully integrated,
enhancing customer offerings and expanding scanning capabilities.
· Strategic M&A activity has been executed, including bolt-on
Failure of the business to grow in acquisitions to consolidate the shredding market, the acquisition of Synertec
to introduce a complementary service, and the disposal of Harrow Green to
line with forecasts and investor remove a non-core service and enable greater focus on core businesses.
expectations. · The strengthened team in Technology have implemented a revised
market approach and strategy, reducing services in unattractive low-margin
markets and driving improved profitability.
· Pricing related to a portion of the paper sales in Datashred has
been hedged to mitigate volatility and uncertainty.
· Margin enhancement initiatives, including implementing
sustainable price increases and
progressing the property consolidation programme, have helped to offset rent
review and business rate pressures.
· Monthly profit and cash re-forecasting is completed across all
businesses to ensure performance is closely monitored against investor
expectations and market consensus.
Systems, technology, data and cyber defence failure · A comprehensive Group IT strategy is in place, supported by
appropriate investment plans to mitigate material operational and cyber risks.
This includes robust measures to protect systems against unauthorised access,
viruses, malware, and spyware.
Failure or loss of systems, operational technology or cyber defence results in
business interruption for Restore, loss of service and potential data · Enhanced training programmes across the Group have increased
breaches, impacting customers as well as revenues and business reputation for awareness of key risks, incorporating realistic phishing simulations to
Restore. identify vulnerabilities and a cyber incident simulation for the Board.
· The Group IT strategy aligns with National Cyber Security Centre
(NCSC) guidelines, with Cyber Essentials Plus certification achieved across
all businesses.
· Governance has been strengthened through the appointment of a
Group Head of Cyber Security, tasked with driving consistency and best
practice across the organisation.
· Disaster recovery and business continuity plans are in place and
regularly tested for each site and the Group's IT platforms.
· Comprehensive cyber and professional indemnity insurance cover is
maintained across the Group.
· Detailed data protection policies and procedures are implemented
to mitigate significant data incident risks, supported by enhanced training
and awareness initiatives across the organisation.
Health, safety and wellbeing of the workforce · Clear policies are in place across the Group covering a wide
range of health, safety, and wellbeing risks, including health and safety,
fire prevention, wellbeing, stress, safe driving, and drugs and alcohol.
Strengthened policies and process are now in place around contractor risk.
Any loss of life, injury, mental health issues, are all of serious concern to
Restore and will impact Restore's reputation, workforce morale and financial · A holistic approach to driver and vehicle risk management
continues, supported by a well-maintained fleet, licence checks, driver
performance. assessments, and extensive telematics data.
· A new health and safety system implemented in 2025 has
significantly improved incident reporting, enabling detailed root cause
analysis and performance benchmarking across the Group.
Extent, complexity and suitability of the Group's property portfolio · Strong governance of property risk is maintained through regular
Property Committee meetings led by the Chair, an experienced real estate
professional and attended by the CEO, CFO, MD of Information Management, and
Group Property Director.
Property is the Group's second largest cost, and the property network is a key
enabler of business efficiency. Damage to property or inefficient utilisation · Strategic progress has been made on site consolidation
opportunities to support margin
impacts customer service, whilst headwinds of unforeseen dilapidation, rents
and rates optimisation and expansion strategies.
increase costs. · The management-led Property Working Forum, chaired by the Group
Property Director and
sponsored by the CFO, continues to operate with representation from
operations, facilities, finance, and health and safety.
Organisational change occurring within a condensed timeframe, which may result · Decentralisation of the People team has driven greater
in empowerment and collaboration, enabling leaders to manage business-specific
issues more effectively.
challenges around adaptation and operational stability
· The ongoing People Leadership Programme continues to strengthen
leadership capability and support succession planning, with a focus on change
management and transformation.
High volume of concurrent organisational changes may lead to reduced
productivity, compromised quality and resource strain, impacting strategic · Enhanced recognition initiatives include long-service awards and
delivery and overall performance. improved benefits, such as
a more accessible benefits portal and enhanced life assurance, have helped in
the retention of the workforce.
Impact of climate-related · The Group's net zero commitments are reviewed annually by the ESG
Committee and adjusted as required in line with the SBTi Corporate Net Zero
matters Standard to ensure credibility.
· Each business is implementing a comprehensive fleet
decarbonisation roadmap, leveraging
The Group's climate-related commitments, whilst credible, are ambitious and
will require the appropriate decarbonisation of its fleet and the ability to strategies such as electrification and alternative fuels where appropriate.
work with its value chain to reduce emissions both upstream and downstream.
There is a reputational, and potentially commercial, risk to the Group from · Electricity at 90% of Group sites is backed by REGO contracts.
not meeting these commitments.
· The Group has a fully quantified carbon footprint and a
TPT-aligned transition plan, setting out actions required to achieve net zero
ambitions.
Financial · The Group's revolving credit facility was refinanced in 2025,
increasing the credit facility to £150m for an initial term of three years
with an option of two one-year extensions, supported by a broad banking
syndicate.
Ongoing macro-economic instability could lead to pressure on the Group's
financial covenants through volatile interest rates, increasing level of · A portion of fixed-rate debt remains in the Group's profile,
inflationary costs, restricted access to future liquidity and enhanced credit including £25m of US private placement debt at a fixed term and rate until
risk as customers face their own 2028.
challenges to the instability. · The Group operates well within borrowing covenants, with monthly
reviews of cashflow forecasts and covenant compliance.
· Credit risk is assessed at customer onboarding and monitored
monthly thereafter.
STATEMENT OF DIRECTORS RESPONSIBILITIES IN RESPECT OF THE FINANCIAL STATEMENTS
The Directors are responsible for preparing the Annual Report and the
financial statements in accordance with applicable law and regulation.
Company law requires the Directors to prepare financial statements for each
financial year. Under that law the directors have prepared the Group and the
Parent Company financial statements in accordance with UK-adopted
international accounting standards.
Under company law, Directors must not approve the financial statements unless
they are satisfied that they give a true and fair view of the state of affairs
of the Group and Parent Company and of the profit or loss of the Group for
that period. In preparing the financial statements, the Directors are required
to:
· select suitable accounting policies and then apply them
consistently;
· state whether applicable UK-adopted international accounting
standards have been followed, subject to any material departures disclosed and
explained in the financial statements;
· make judgements and accounting estimates that are reasonable and
prudent; and
· prepare the financial statements on the going concern basis
unless it is inappropriate to presume that the group and parent company will
continue in business.
The Directors are responsible for safeguarding the assets of the Group and
Parent Company and hence for taking reasonable steps for the prevention and
detection of fraud and other irregularities.
The Directors are also responsible for keeping adequate accounting records
that are sufficient to show and explain the Group's and Parent Company's
transactions and disclose with reasonable accuracy at any time the financial
position of the Group and Parent Company and enable them to ensure that the
financial statements comply with the Companies Act 2006.
The Directors are responsible for the maintenance and integrity of the Parent
Company's website. Legislation in the United Kingdom governing the preparation
and dissemination of financial statements may differ from legislation in other
jurisdictions.
DIRECTORS' CONFIRMATIONS
In the case of each Director in office at the date the Directors' report is
approved:
· so far as the Director is aware, there is no relevant audit
information of which the Group's and Parent Company's auditors are unaware;
and
· they have taken all the steps that they ought to have taken as a
Director in order to make themselves aware of any relevant audit information
and to establish that the Group's and Parent Company's auditors are aware of
that information.
Consolidated statement of comprehensive income
For the year ended 31 December 2025
Continuing operations Year ended Year ended
31 December 31 December
2025 2024
Note Restated*
£m £m
Revenue 2 304.7 240.0
Cost of sales (172.6) (128.3)
Gross profit 2 132.1 111.7
Administrative expenses (108.2) (80.6)
Movement in trade receivables loss allowance (0.1) (0.1)
Operating profit 23.8 31.0
Finance costs (16.1) (14.0)
Profit before tax 7.7 17.0
Taxation 4 (6.3) (5.0)
Profit after tax from continuing operations 1.4 12.0
(Loss)/profit from discontinued operations (7.7) 0.4
(Loss)/profit after tax from total operations (6.3) 12.4
Other comprehensive income - 0.1
Total comprehensive (loss)/profit for the year attributable to owners of the (6.3) 12.5
parent
Total comprehensive (loss)/profit for the year attributable to owners of the :
parent arising from:
Continuing operations 1.4 12.1
Discontinued operations 8 (7.7) 0.4
From continuing operations: 5
Basic earnings per share 1.0p 8.8p
Diluted earnings per share 1.0p 8.7p
From discontinued operations: 5
Basic (loss)/earnings per share (5.7p) 0.3p
Diluted (loss)/earnings per share (5.7p) 0.3p
From continuing and discontinued operations: 5
Basic (loss)/earnings per share (4.7p) 9.1p
Diluter (loss)/earnings per share (4.7p) 9.0p
* Comparatives have been re-presented to separately disclose discontinued
operations. Refer to note 8 for further details.
The reconciliation between the statutory results shown above and the non-GAAP
adjusted measures are shown below:
Continuing operations Year ended Year ended
31 December 31 December
2025 2024
Note Restated*
£m £m
Operating profit 23.8 31.0
Adjusting items - administrative expenses 3 17.5 4.1
Adjusting items - amortisation of intangible assets 3 14.2 11.8
Total adjusting items 31.7 15.9
Adjusted operating profit 55.5 46.9
55.5 46.9
Adjusted operating profit
Tax at 25% (2024: 25%) (13.9) (11.7)
NOPAT (Net operating profit after tax) 41.6 35.2
7.7 17.0
Profit before tax
Adjusting items - operating costs (as stated above) 31.7 15.9
Adjusting items - finance costs 3 1.2 0.3
Adjusted profit before tax 40.6 33.2
* Comparatives have been re-presented to separately disclose discontinued
operations. Refer to note 8 for further details.
Consolidated statement of financial position
At 31 December 2025
Company registered no. 05169780
Note 31 December 31 December
2025 2024
£m £m
ASSETS
Non-current assets
Intangible assets 9 310.0 274.4
Property, plant and equipment 84.9 83.1
Right of use assets 118.6 125.6
Other receivables 6.0 4.6
519.5 487.7
Current assets
Inventories 3.2 1.3
Trade and other receivables 61.1 56.5
Cash and cash equivalents 11 3.4 8.0
Current tax assets - 0.2
67.7 66.0
Total assets 587.2 553.7
LIABILITIES
Current liabilities
Trade and other payables (46.0) (40.5)
Financial liabilities - borrowings 11 (3.7) (3.2)
Financial liabilities - lease liabilities (19.3) (19.3)
Current tax liabilities (0.7) -
Provisions 12 (2.8) (3.9)
(72.5) (66.9)
Non-current liabilities
Financial liabilities - borrowings 11 (123.5) (93.8)
Financial liabilities - lease liabilities (113.6) (120.7)
Deferred tax liability (34.2) (28.7)
Provisions 12 (7.7) (9.6)
Other payables (16.0) (0.2)
(295.0) (253.0)
Total liabilities (367.5) (319.9)
Net assets 219.7 233.8
EQUITY
Share capital 6.8 6.8
Share premium 187.9 187.9
Other reserves (1.8) (0.5)
Retained earnings 26.8 39.6
Total equity 219.7 233.8
Consolidated statement of changes in equity
For the year ended 31 December 2025
Share Share premium Other reserves Retained Total
capital £m £m earnings equity
£m £m £m
Balance at 1 January 2024 6.8 187.9 3.7 31.5 229.9
Profit for the year - - - 12.4 12.4
Other comprehensive income for the year - - 0.1 - 0.1
Total comprehensive income for the year - - 0.1 12.4 12.5
Transactions with owners:
Dividends - - - (7.3) (7.3)
Share-based payments - - 1.3 - 1.3
Transfer* - - (3.2) 3.2 -
Purchase of treasury shares - - (2.6) - (2.6)
Disposal of treasury shares - - 0.2 (0.2) -
Balance at 31 December 2024 6.8 187.9 (0.5) 39.6 233.8
Balance at 1 January 2025 6.8 187.9 (0.5) 39.6 233.8
Loss for the year - - - (6.3) (6.3)
Total comprehensive loss for the year - - - (6.3) (6.3)
Transactions with owners:
Dividends - - - (8.1) (8.1)
Share-based payments - - 2.2 - 2.2
Deferred tax on share-based payments - - 0.3 - 0.3
Transfer* - - (1.6) 1.6 -
Purchase of treasury shares - - (2.2) - (2.2)
Balance at 31 December 2025 6.8 187.9 (1.8) 26.8 219.7
* In 2025 a net amount of £1.6m (2024: £3.2m) was reclassified from the
share-based payments reserve to retained earnings in respect of lapsed and
exercised options.
Consolidated statement of cash flows
For the year ended 31 December 2025
Year ended Year ended
31 December 31 December
2025 2024
Note £m £m
Cash generated from operating activities 10 78.6 78.1
Net finance costs (17.3) (14.5)
Income taxes paid (8.1) (5.1)
Net cash generated from operating activities 53.2 58.5
Cash flows used in investing activities
Purchase of property, plant and equipment, right of use assets and (13.2) (15.2)
applications software IT
Proceeds from sale of a subsidiary, net of cash disposed 8 2.2 -
Proceeds from sale of property, plant and equipment 0.3 0.1
Purchase of subsidiary undertakings, net of cash acquired 7 (32.2) -
Purchase of trade and assets 9 (2.9) (0.5)
Net cash used in investing activities (45.8) (15.6)
Cash flows used in financing activities
Dividends paid (8.1) (7.3)
Purchase of treasury shares (2.2) (2.6)
Repayment of invoice credit facility, net (1.5) -
Repayment of other bank loans (8.1) -
Repayment of revolving credit facility - (27.0)
Drawdown of revolving credit facility 30.4 -
Lease principal repayments (21.4) (23.9)
Net cash used in financing activities (10.9) (60.8)
Net decrease in cash and cash equivalents (3.5) (17.9)
Cash and cash equivalents at start of year 4.8 22.7
Cash and cash equivalents at end of year* 1.3 4.8
* Cash and cash equivalents at end of year include overdraft of £2.1m
(2024: £3.2) (refer to note 11).
A reconciliation between the statutory results above and the non-GAAP cashflow
measures is shown below:
Note Year ended Year ended
31 December 31 December
2025 2024
Restated*
£m £m
Cash generated from operating activities - total operations 10 78.6 78.1
Cash generated from operating activities - discontinued operations 8 (3.1) (1.5)
Cash generated from operating activities - continuing operations 75.5 76.6
Income taxes paid - continuing operations (8.1) (4.6)
Purchase of property, plant and equipment, right of use assets and (13.1) (14.5)
applications software IT - continuing operations
Lease principal repayments - continuing operations (19.1) (21.6)
Add back: Cash impact of adjusting items - administrative expenses (continuing 3 7.7 5.2
operations)
Free cashflow from continuing operations 42.9 41.1
NOPAT (Net operating profit after tax) 41.6 35.2
Cash conversion 103% 117%
* Comparatives have been re-presented to separately disclose discontinued
operations. Refer to note 8 for further details.
Notes to the preliminary financial information
For the year ended 31 December 2025
1. General information
Basis of preparation
The financial information in this preliminary announcement has been extracted
from the audited consolidated financial statements for the year ended 31
December 2025 and does not constitute the Group's statutory accounts for the
years ended 31 December 2025 or 2024 within the meaning of s435 of the
Companies Act 2006.
The Group's statutory accounts for the year ended 31 December 2024 have been
filed with the Registrar of Companies, and those for 2025 will be delivered
following the Company's Annual General Meeting. The Auditor has reported on
the statutory accounts for 2025 and 2024. Their report for 2025 and 2024 was
(i) unqualified, (ii) included no matters to which the auditor drew attention
by way of emphasis and (iii) did not contain statements under Sections 498 (2)
or 498 (3) of the Companies Act 2006 in relation to the financial statements.
The consolidated financial statements of the Group have been 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.
The consolidated financial statements have been prepared on a historical cost
basis, except for certain financial assets and liabilities, share options and
contingent consideration which are held at fair value. The accounting policies
have been consistently applied, other than where new policies have been
adopted. The preparation of financial statements in conformity with IFRS
requires the use of certain accounting estimates. It also requires management
to exercise its judgement in the process of applying the Group's accounting
policies. The consolidated financial statements are presented in pounds
sterling and, unless stated otherwise, shown in pounds million to one decimal
place.
Going concern
The Group meets its day-to-day working capital requirements through its
financing facilities and the cash generated through its earnings. Details of
the Group's borrowing facilities are given in note 11.
The Directors have a reasonable expectation that the Group has adequate
resources to continue in operational existence for a period of at least 12
months from the approval date of these financial statements. Thus, they
continue to adopt the going concern basis of accounting in preparing the
annual financial statements.
In making this assessment, the Directors have considered the financing
arrangements available to the Group and the Group's cashflow forecasts through
to 30 June 2027, taking into account severe but plausible downside trading
scenarios involving a reduction to non-recurring income streams. The
Directors' assessment includes reviewing the level of liquidity headroom and
financial covenant compliance headroom over the period in review, including in
the downside scenarios modelled. The Group's budget for 2026 and forecasts for
2027 show that the Group is expected to operate within the level of its
current facilities under the base case and severe but plausible downside
trading scenarios during the going concern period. In each of these scenarios
the Group is also forecast to be in compliance with the covenants on its
current borrowing facilities.
Adoption of new and revised standards
The following new amendment to standards was effective for the first time
during the financial year: Lack of Exchangeability (Amendments to IAS 21).
This new amendment to standards did not have a material effect on the
financial statements.
2. Segmental analysis
Following the disposal of the Harrow Green division in December 2025, the
Group has the following three segments: Information Management, Datashred and
Technology. Services per segment operate as described earlier in this report.
The vast majority of the trading of the Group is undertaken within the United
Kingdom. Segment assets include intangible assets, property, plant and
equipment, right of use assets, inventories, receivables and operating cash.
Central assets include deferred tax and head office assets. Segment
liabilities comprise operating liabilities. Central liabilities include income
tax and deferred tax, corporate borrowings and head office liabilities.
Capital expenditure comprises additions to computer software and property,
plant and equipment. Segment assets and liabilities are allocated between
segments on an actual basis.
Revenue and segmental information
The revenue from external customers was derived from the Group's principal
activities primarily in the UK (where the Company is domiciled) as follows:
Revenue - continuing operations 2025 2024
Restated*
£m £m
Information Management 227.2 167.9
Datashred 41.6 36.0
Technology 35.9 36.1
Total revenue 304.7 240.0
* Comparatives have been re-presented to separately disclose discontinued
operations. Refer to note 8 for further details.
For the year ended 31 December 2025 no customers individually accounted for
more than 3% (2024: 3%) of the Group's total revenue.
The Group had sales of goods of £31.5m (2024: £31.6m) relating to the sale
of recycled paper and recycled IT assets. The remainder of revenue relates
to the sales of services.
Segmental information
2025 (continuing operations) Datashred Technology 31 December
£m £m 2025
Information Total
Management Central £m
£m £m
Revenue 227.2 41.6 35.9 - 304.7
Cost of sales (124.6) (25.0) (23.0) - (172.6)
Gross profit 102.6 16.6 12.9 - 132.1
Adjusted operating profit/(loss) 53.0 5.1 2.8 (5.4) 55.5
Revenue 227.2 41.6 35.9 - 304.7
Postage costs (38.4) - - - (38.4)
Revenue (excluding postage costs) 41.6 35.9
188.8 - 266.3
Adjusted operating margin(1) 28.1% 12.3% 7.8% - 20.8%
Adjusting items (17.4) (1.1) (0.1) (13.1) (31.7)
Operating profit/(loss) 35.6 4.0 2.7 (18.5) 23.8
Finance costs (16.1)
Profit before tax 7.7
1. As previously indicated, the acquisition of Synertec structurally
reduces Group operating margins as more than half of its revenues are derived
from postage charges. These are determined by a regulatory framework of which
we have no control. Accordingly, in reporting the Group's performance in the
year, the postage costs directly incurred by the Group are excluded when
calculating adjusted operating margin.
2024 (continuing operations) Datashred Technology 31 December
Restated* £m £m 2024
Information Total
Management Central(1) £m
£m £m
Revenue 167.9 36.0 36.1 - 240.0
Cost of sales (84.0) (21.1) (23.2) - (128.3)
Gross profit 83.9 14.9 12.9 - 111.7
Adjusted operating profit/(loss) 45.8 3.7 1.8 (4.4) 46.9
Adjusted operating margin 27.3% 10.3% 5.0% - 19.5%
Adjusting items (4.2) (0.3) (0.3) (11.1) (15.9)
Operating profit/(loss) 41.6 3.4 1.5 (15.5) 31.0
Finance costs (14.0)
Profit before tax 17.0
* Comparatives have been re-presented to separately disclose discontinued
operations. Refer to note 8 for further details.
1. In 2024, the £0.2m amortisation of acquired intangibles related to Harrow
Green segment was recognised centrally.
2025 Information Management Datashred Technology 2025
£m
£m
£m
Total
£m
Total continuing operations
£m Discontinued operations
Central £m
£m
Segment assets 493.1 45.3 40.1 8.7 587.2 - 587.2
Segment liabilities 172.0 24.5 12.4 158.6 367.5 - 367.5
Capital expenditure 11.5 0.9 0.7 - 13.1 0.1 13.2
Depreciation and amortisation 25.0 5.0 1.8 13.3 45.1 2.4 47.5
Information Management Datashred Technology 2024
£m
£m
£m
Total
£m
2024 Total continuing operations
Restated* £m Discontinued operations
Central £m
£m
Segment assets 429.1 37.9 43.5 11.4 521.9 31.8 553.7
Segment liabilities 135.9 23.7 11.2 130.1 300.9 19.0 319.9
Capital expenditure 12.6 0.7 1.2 - 14.5 0.7 15.2
Depreciation and amortisation 25.4 4.6 1.7 10.8 42.5 3.2 45.7
* Comparatives have been re-presented to separately disclose discontinued
operations. Refer to note 8 for further details.
The impairment of goodwill and customer relationships and the amortisation of
acquired intangible assets have been recorded centrally.
3. Adjusting items
Management believe it is useful to provide readers of the financial statements
with alternative performance measures ("APMs") that describe the performance
of the Group before the effects of significant costs or income that are
considered to be distorting due to their nature or size, and non-cash
amortisation primarily arising from acquired intangible assets.
Adjustments made from statutory measures to adjusted measures are referred to
as adjusting items within the financial statements and include impairments,
amortisation, expenses associated with acquisitions and subsequent integration
costs, costs associated with major restructuring programmes, and other
significant costs and credits that are considered to be distorting due to
their nature or size when assessing the performance of the business. The
Group's adjusting items are set out below:
Cash adjusting items Non-cash adjusting items Cash adjusting items Non-cash adjusting items
2025 2024
Total Total
Restated* Restated* Restated*
Continuing operations £m £m £m £m £m £m
Amortisation - 14.2 14.2 - 11.8 11.8
Acquisition and related costs(1) 2.3 10.8 13.1 - - -
Restructuring and redundancy 2.1 - 2.1 2.1 - 2.1
Property related costs(2) 3.3 0.2 3.5 2.3 (0.8) 1.5
Strategic IT reorganisation - - - 0.8 - 0.8
Total adjusting items 7.7 25.2 32.9 5.2 11.0 16.2
* Comparatives have been re-presented to separately disclose discontinued
operations. Refer to note 8 for further details.
1. Adjusting items - finance costs of £0.8m related to the unwind of the
discount on the Synertec contingent consideration liability are included in
acquisition and relate costs (2024: nil)
2. Adjusting items - finance costs of £0.4m related to dual running lease
liability interest costs are included in property related costs (2024: £0.3m)
Total adjusting items include £17.5m of "adjusting items - administrative
expenses" (2024: £4.1m), £1.2m of "adjusting items - finance costs" (2024:
£0.3m) and £14.2m of "adjusting items - amortisation of intangible assets"
(2024: £11.8m).
Amortisation
The amortisation charge primarily relates to acquired intangible assets
arising from business combinations. Given the overall quantum of the
amortisation charge and its non-cash nature, this cost is adjusted for in
deriving the Group's alternative performance measures. For transparency, we
note that the Group does not similarly adjust for the related revenue and
profits generated from its business combinations in its alternative profit
measures.
Acquisition costs
· £10.0m relates to the Synertec earn-out that is treated as
remuneration. Given the overall quantum of the earn-out remuneration expense
and the fact that the nature of the charge is acquisition-related, this cost
is adjusted for in deriving the Group's alternative performance measures. Any
changes to the value of the earn-out remuneration in future years will also be
recognised in adjusting items.
· £1.3m primarily relates to property and restructuring and
redundancy costs associated with the integration of the acquired businesses.
· £1.0m relates to legal, due diligence and other third-party
advisory costs incurred in association with business acquisition activity.
· £0.8m relates to the unwind of the discounting of the Synertec
contingent consideration liability.
For transparency, we note that the Group does not similarly adjust for the
related revenue and profit generated from its acquisitions in its alternative
profit measures.
Restructuring and redundancy
The restructuring and redundancy costs relate to the actions implemented to
improve the operational efficiency and profitability of the digital business,
including the integration of Digital and Records Management into the
Information Management division, which was ongoing throughout 2024 and
completed in 2025. Total costs associated with this restructuring programme
were £4.2m spread over two years. Cost savings have been realised from the
restructuring activity during the year, however, for transparency we note that
these cost savings will not be adjusted for in deriving the Group's
alternative performance measures.
Property related costs
Property related costs of £3.5m relate primarily to the ongoing property
consolidation programme with Information Management. This programme is
anticipated to complete in 2027. Cost savings are expected from the site
consolidation activity, however, for transparency we note that these cost
savings will not be adjusted for in deriving the Group's alternative
performance measures.
The Group's APMs are summarised below:
APMs Description
Adjusted operating profit Calculated as statutory operating profit before adjusting items.
Adjusted operating margin Calculated as adjusted operating profit divided by revenue, excluding Synertec
postage costs.
Net operating profit after tax ("NOPAT") Calculated as adjusted operating profit with a standard tax charge applied.
APM used for calculation of cash conversion.
Adjusted EBITDA Calculated as EBITDA before IFRS 16, adjusting items and share-based payments,
including a pro-forma adjustment to EBITDA for acquisitions. APM used for
calculation of leverage, in line with the calculation of financial debt
covenants. Reconciliation set out below.
Adjusted profit before tax Calculated as statutory profit before tax and adjusting items.
Adjusted basic earnings per share Calculated as adjusted profit before tax with a standard tax charge applied,
divided by the weighted average number of shares in issue.
Adjusted fully diluted earnings per share Calculated as adjusted profit before tax with a standard tax charge applied,
divided by the weighted average fully diluted number of shares in issue.
Net debt Calculated as external borrowings less cash, excluding the effects of lease
obligations under IFRS 16.
Leverage Calculated as adjusted EBITDA divided by net debt, which for the purposes of
leverage in line with financial debt covenants includes £1.0m of pre-IFRS 16
leases and deferred consideration.
Free cashflow Calculated as cash generated from operations less income taxes paid, capital
expenditure and lease payments, but before the cash impact of adjusting items
Cash conversion Calculated as free cashflow divided by NOPAT
Discontinued operations are excluded from the Group's headline performance
metrics except for net debt and leverage.
The Group's APMs should be considered as supplementary to statutory measures
and readers of the accounts should note the limitations of the measures and
that they are not comparable across companies.
Year ended 31 December 2025 Year ended 31 December 2024
Continuing operations Total
£m operations
£m
Operating profit 23.8 32.6
IFRS 16 impact (4.3) (4.2)
Add back: Adjusting items - operating costs 31.7 16.2
Add back: Depreciation 10.0 9.8
Add back: Share-based payments 2.1 1.3
Pro-forma adjustment 3.9 -
Adjusted EBITDA 67.2 55.7
Proforma adjustments reflect the permitted modifications under our financing
agreement that allow us to incorporate the historical performance and expected
synergies of acquisitions into the leverage covenant calculation. As no
acquisitions were completed in 2024, no proforma adjustments were required for
the year.
4. Taxation
Continued operations Discontinued operations 2025 Continued operations Discontinued operations 2024
Total Total
Restated* Restated* Restated*
£m £m £m £m £m £m
Current tax:
UK corporation tax on profit for the year 9.0 0.2 9.2 5.9 0.5 6.4
Adjustment in respect of previous years (0.6) - (0.6) (0.3) - (0.3)
Total current tax 8.4 0.2 8.6 5.6 0.5 6.1
Deferred tax:
Current year decrease in deferred tax (2.7) (0.1) (2.8) - - -
Adjustment in respect of previous years 0.6 - 0.6 (0.6) - (0.6)
Total deferred tax (2.1) (0.1) (2.2) (0.6) - (0.6)
Total tax charge 6.3 0.1 6.4 5.0 0.5 5.5
* Comparatives have been re-presented to separately disclose discontinued
operations. Refer to note 8 for further details.
The charge for the year can be reconciled to the profit in the Consolidated
statement of comprehensive income as follows:
Continued operations Discontinued operations 2025 Continued operations Discontinued operations 2024
Total Total
Restated* Restated* Restated*
£m £m £m £m £m £m
Profit/(loss) before tax 7.7 (7.6) 0.1 17.0 0.9 17.9
Profit/(loss) before tax multiplied by the rate of corporation rax of 25%
(2024: 25%)
1.9 (1.9) - 4.3 0.2 4.5
Effects of:
Expenses not deductible 4.3 2.0 6.3 1.2 0.2 1.4
Adjustment In respect of previous year - - - (0.9) - (0.9)
Share-based payments - - - 0.2 - 0.2
Other differences 0.1 - 0.1 0.2 0.1 0.3
Total tax charge 6.3 0.1 6.4 5.0 0.5 5.5
* Comparatives have been re-presented to separately disclose discontinued
operations. Refer to note 8 for further details.
The tax charge for the year is higher than the profit before tax multiplied by
the rate of corporation tax (2024: higher).
5. Earnings/(loss) per share attributable to owners of the parent
Basic earnings/(loss) per share have been calculated on the profit/(loss) for
the year after taxation and the weighted average number of ordinary shares in
issue during the year.
2025 2024
Restated*
Profit after tax for the year from continuing operations (£m) 1.4 12.0
(Loss)/profit after tax for the year from discontinued operations (£m) (7.7) 0.4
(Loss)/profit after tax for the year from total operations (£m) (6.3) 12.4
Basic earnings per share (pence) from continuing operations 1.0 8.8
Basic (loss)/earnings per share (pence) from discontinued operations (5.7) 0.3
Basic (loss)/earnings per share (pence) from total operations (4.7) 9.1
Weighted average number of shares in issue 135,273,308 136,129,425
Dilutive options (number) 2,886,744 1,569,548
Weighted average fully diluted number of shares in issue 138,160,052 137,698,973
Fully diluted earnings per share (pence) from continuing operations 1.0 8.7
Fully diluted (loss)/earnings per share (pence) from discontinued operations (5.7) 0.3
Fully diluted (loss)/earnings per share (pence) from total operations (4.7) 9.0
* Comparatives have been re-presented to separately disclose discontinued
operations. Refer to note 8 for further details.
Adjusted earnings per share
The Directors believe that adjusted earnings per share provides a more
appropriate representation of the underlying earnings derived from the Group's
business. The adjusting items are shown in the table below:
Continuing operations 2025 2024
Restated*
£m £m
Profit before tax 7.7 17.0
Adjusting items - amortisation of intangible assets 14.2 11.8
Adjusting items - administrative expenses 17.5 4.1
Adjusting items - finance costs 1.2 0.3
Adjusted profit before tax 40.6 33.2
* Comparatives have been re-presented to separately disclose discontinued
operations. Refer to note 8 for further details.
The adjusted earnings per share and adjusted fully diluted earnings per share,
based on the weighted average number of shares in issue during the year of
135.3m (2024: 136.1m) and weighted average fully diluted number of shares in
issue during the year of 138.2m (2024: 137.7m) respectively, are calculated
below using a standard tax charge:
Continuing operations 2025 2024
Restated*
Adjusted profit before tax (£m) 40.6 33.2
Tax at 25% (2024: 25%) (£m) (10.2) (8.3)
Adjusted profit after tax (£m) 30.4 24.9
Adjusted basic earnings per share (pence) 22.5 18.3
Adjusted fully diluted earnings per share (pence) 22.0 18.1
* Comparatives have been re-presented to separately disclose discontinued
operations. Refer to note 8 for further details.
6. Dividends
The Directors recommend a final dividend of 4.7p per share for the year ended
31 December 2025 (2024: 3.8p per share) to give a full year dividend of 6.9p
per share (2024: 5.8p). The aggregate amount of the proposed dividend expected
to be paid on 16 July 2026 out of retained earnings at 31 December 2025 but
not recognised as a liability at year end is £6.3m. An interim dividend of
2.2p was paid during the year (2024: 2.0p).
7. Business Combinations
Synertec (Holdings) Limited and Synertec Limited ("Synertec")
On 13 March 2025, the Group acquired the entire issued share capital of
Synertec (Holdings) Limited and Synertec Limited, a UK based leading document
management business, for an initial consideration of £22.0m. Synertec's
business is a highly complementary addition to the Group and supports the
Group's growth strategy in broadening its offering to existing customers and
facilitating the cross-selling of existing services to Synertec customers.
A purchase price allocation exercise has been completed for the Synertec
acquisition, which identified £10.9m of acquired intangible assets relating
to customer relationships, £15.4m of acquired intangible assets relating to
technology and £1.2m of acquired intangible assets relating to brand, which
are identifiable and separable, and will be amortised between five and eleven
years.
The discount rates applied to the forecast cash flows from the acquired
customer relationships and brand and from the technology are 29% and 19%
respectively. Goodwill of £10.7m has arisen on the acquisition, representing
the excess of the consideration over the fair value of identifiable net assets
acquired, including the recognition of a £6.5m deferred tax liability on the
acquired intangible assets and £1.6m relating to the assembled workforce.
From 13 March 2025, the date of the acquisition, Synertec contributed £61.3m
of revenue and £3.9m of adjusted operating profit to the Group's performance
for the year. If the acquisition had taken place at the beginning of the year,
Synertec would have contributed £75.2m of revenue and £5.1m of adjusted
operating profit to the Group's performance for the year.
Mass Holdings and Investments Limited and Shred-on-Site Limited
("Shred-on-Site")
On 4 April 2025, the Group acquired the entire issued share capital of Mass
Holdings and Investments Limited and Shred-on-Site Limited, a UK based
shredding business. Purchase consideration settled in cash was £8.1m, with
£7.9m paid in April 2025 and £0.2m paid in August 2025. Shred-on-Site is
expected to be an accretive acquisition which will deliver growth in our core
business activities.
A purchase price allocation exercise has been completed for the Shred-on-Site
acquisition, which identified £1.8m of acquired intangible assets relating to
customer relationships, which are identifiable and separable, and will be
amortised over ten years.
The discount rate applied to the forecast cash flows from the acquired
customer relationships is 12%. £5.9m of goodwill has arisen on the
acquisition of Shred-on-Site and is primarily attributable to anticipated
synergies.
From 4 April 2025, the date of the acquisition, Shred-on-Site contributed
£3.3m of revenue and £0.6m of adjusted operating profit to the Group's
performance for the year. If the acquisition had taken place at the beginning
of the year, Shred-on-Site would have contributed £4.7m of revenue and £0.7m
of adjusted operating profit to the Group's performance for the year.
Topwood Limited ("Topwood")
On 3 July 2025, the Group acquired the entire issued share capital of Topwood
Limited, a shredding and records management business, for an initial
consideration of £2.8m.
A purchase price allocation exercise has been completed for the Topwood
acquisition, which identified £1.6m of acquired intangible assets relating to
customer relationships, which are identifiable and separable, and will be
amortised between ten and twenty years.
The discount rate applied to the forecast cash flows from the acquired
customer relationships related to the Information Management business is
11.9%, whilst 12.4% was applied to acquired customer relationships related to
the shredding business. £1.7m of goodwill has arisen on the acquisition of
Topwood and is primarily attributable to the use of Topwood's property to
increase the storage capabilities of the Group.
From 3 July 2025, the date of the acquisition, Topwood contributed £0.7m of
revenue and £0.3m of adjusted operating profit to the Group's performance for
the year. If the acquisition had taken place at the beginning of the year,
Topwood would have contributed £1.6m of revenue and £0.4m of adjusted
operating profit to the Group's performance for the year.
Data Shredding Services Limited ("DSS")
On 1 July 2025, the Group acquired the entire share capital of Data Shredding
Servies Limited, a shredding business, for a cash consideration of £0.2m. The
consideration was fully satisfied on 1 July 2025.
Assets acquired and liabilities assumed
The provisional fair values of the identifiable assets and liabilities of the
acquired entity as at the acquisition date are disclosed below. The fair value
of the identifiable assets and liabilities are estimated by taking into
consideration all available information at the reporting date and are on a
provisional basis due to the timing of the acquisitions.
Synertec £m Shred-on-Site £m Topwood £m DSS Total
£m £m
Assets
Acquired intangible assets recognised on acquisition 27.5 1.8 1.6 0.2 31.1
Property, plant and equipment 3.9 0.9 0.4 - 5.2
Right of use assets 4.7 0.7 0.7 - 6.1
Inventory 1.8 - - - 1.8
Trade and other receivables 9.1 0.8 0.3 - 10.2
Cash and cash equivalents - 0.5 0.4 - 0.9
47.0 4.7 3.4 0.2 55.3
Liabilities
Trade and other payables (8.8) (0.5) (0.4) - (9.7)
Lease liabilities (4.3) (0.6) (0.7) - (5.6)
Current tax liability (0.5) - (0.1) - (0.6)
Deferred tax liability (6.9) (0.8) (0.3) - (8.0)
Borrowings (11.2) - - - (11.2)
Provisions (1.8) (0.6) (0.3) - (2.7)
(33.5) (2.5) (1.8) - (37.8)
Total identifiable net assets at fair value 13.5 2.2 1.6 0.2 17.5
Goodwill arising on acquisition 10.7 5.9 1.7 - 18.3
Fair value of consideration 24.2 8.1 3.3 0.2 35.8
The acquired lease liabilities were measured using the present value of the
remaining lease payments as at the date of acquisition. The right-of-use
assets were measured at an amount equal to the lease liabilities, less any
acquisition related adjustments.
The fair value of acquired receivables is £10.2m, which is equivalent to the
gross contractual amount of acquired receivables. The best estimate at the
acquisition date of the contractual cash flows not expected to be collected is
nil.
The net deferred tax liabilities mainly comprise the tax effect of the
accelerated amortisation of the acquired intangible assets recognised on
acquisition.
Purchase consideration
Synertec £m Shred-on-Site £m Topwood £m DSS Total
£m £m
Amount settled in cash 22.0 8.1 2.8 0.2 33.1
Contingent cash consideration 2.2 - 0.5 - 2.7
Fair value of consideration 24.2 8.1 3.3 0.2 35.8
Consideration paid in the year, net of cash acquired, was £32.2m and is
included in cash flows from investing activities.
The discounted fair value of the contingent consideration payable to the
sellers of Synertec, subject to certain performance targets being achieved,
was £2.2m as at the acquisition date. The unwinding of the discount applied
will be recognised in the statement of comprehensive income over the earn-out
period (refer to note 3). Contingent consideration of £2.9m payable to the
sellers of Synertec is included in trade and other payables as at 31 December
2025.
Earn-out remuneration of £10.1m is the amount payable to the sellers of
Synertec subject to certain future performance targets being achieved as well
as their continuing services to Synertec (refer to note 3). This is included
in trade and other payables as at 31 December 2025.
The earn out is primarily linked to Synertec's profit targets for FY28 and
FY29, with a portion also subject to continued service requirements for
certain sellers. The total earn out payable will range from nil to £50m,
dependent on the achievement of these conditions.
An estimated £0.5m of contingent cash consideration will be payable 12 months
after the acquisition date to the previous owners of Topwood dependant on the
retention of customers. This is included in trade and other payables as at 31
December 2025.
Analysis of cash flows on acquisition
Synertec £m Shred-on-Site £m Topwood £m DSS Total
£m £m
Consideration paid (included in cash flows from investing activities 22.0 8.1 2.8 0.2 33.1
Cash acquired with the subsidiary (included in cash flows from investing - (0.5) (0.4) - (0.9)
activities)
Total net cash flow included in cash flows from investing activities 22.0 7.6 2.4 0.2 32.2
Transaction costs (included in cash flows from operating activities)* 0.8 0.1 0.1 - 1.0
Net cash flow on acquisition 22.8 7.7 2.5 0.2 33.2
* Transaction costs are presented within adjusted items set out in note 3.
8. Discontinued operations
On 8 December 2025, the Group sold the Harrow Green division for a cash
consideration of £5.5m of which £2.0m is contingent on the performance of
the business in 2026. Harrow Green provides services in respect of relocation,
furniture storage, asset disposal and recycling.
The net results of the Harrow Green division and the loss on disposal are
presented in the (loss)/profit for the year from discontinued operations in
the Group income statement.
Discontinued operations 2025 2024
£m £m
Revenue 27.8 35.3
Cost of sales (19.4) (24.5)
Gross profit 8.4 10.8
Administrative expenses (7.7) (9.2)
Operating profit 0.7 1.6
Finance costs (0.7) (0.7)
Profit before tax - 0.9
Taxation (0.1) (0.5)
(Loss)/profit after tax (0.1) 0.4
Loss on disposal (7.6) -
(Loss)/profit after tax from discontinued operations (7.7) 0.4
2025
£m
Cash 3.5
Fair value of contingent consideration 2.0
Total disposal consideration 5.5
Costs to sell (2.2)
Consideration less costs to sell 3.3
Net book value of assets disposed
Intangible assets (5.9)
Property, plant and equipment (1.2)
Right of use assets (14.7)
Trade and other receivables (6.7)
Cash and cash equivalents (0.1)
Trade and other payables 2.3
Finance liabilities - lease liabilities 15.4
Net book value of assets disposed (10.9)
Loss on disposal (7.6)
In the event that the operations of Harrow Green achieve certain performance
criteria during the year from 1 January 2026 to 31 December 2026, cash
consideration of up to £2.0m will be receivable. At 31 December 2025, the
fair value of the consideration was determined to be £2.0m. It has been
recognised as a financial asset at fair value through profit or loss and
included in trade and other receivables as at 31 December 2025. The £2.2m
costs to sell primarily relate to expenses incurred in assigning Harrow
Green's main operational site as part of the disposal process.
On the date Harrow Green was designated as a held‑for‑sale disposal group,
we performed an impairment assessment in accordance with IAS 36 and noted no
impairment at that time. The subsequent loss on disposal reflects the outcome
of the Group's strategic review, which concluded that despite its
long‑established presence, Harrow Green's limited earnings visibility and
structurally low operating margins made it an outlier within Restore, where
recurring revenues and double‑digit operating margins are the standard.
Given the increasing commoditisation of the office relocation market, the
business was considered better placed under specialist private ownership.
Cash flow statement of discontinued operations
Discontinued operations 2025 2024
£m £m
Cash generated from operating activities 3.1 1.5
Income tax paid - (0.5)
Net finance costs (0.7) (0.7)
Net cash flows from operating activities 2.4 0.3
Net cash flows from investing activities (0.1) (0.7)
Net cash flows from financing activities (2.3) (2.3)
Net cash flows from discontinued operations - (2.7)
The total cash inflows of £2.2m presented in the investing category of the
Group cash flow statement materially comprise gross proceeds and the disposed
cash and cash equivalents.
9. Intangible Assets
Goodwill Customer relationships Trade Applications software IT(1) Total
£m
£m
names
£m
£m
Technology
£m
£m
Cost
1 January 2024 219.1 178.3 - 4.3 11.1 412.8
Additions - 0.5 - - 1.3 1.8
31 December 2024 219.1 178.8 - 4.3 12.4 414.6
Additions - 2.9 0.8 - 2.8 6.5
Additions acquired through business combinations (note 7) 18.3 14.5 15.4 1.2 - 49.4
Disposal of a subsidiary (note 8) (4.5) (1.9) - - - (6.4)
Disposals - - - - (0.2) (0.2)
31 December 2025 232.9 194.3 16.2 5.5 15.0 463.9
Accumulated amortisation and impairment
1 January 2024 50.1 67.3 - 3.2 7.5 128.1
Charge for the year(2) - 10.2 - 0.1 1.8 12.1
31 December 2024 50.1 77.5 - 3.3 9.3 140.2
Disposal of a subsidiary (note 8) - (0.5) - - - (0.5)
Charge for the year(2) - 11.1 1.8 0.3 1.2 14.4
Disposals - - - - (0.2) (0.2)
31 December 2025 50.1 88.1 1.8 3.6 10.3 153.9
Carrying amount
31 December 2025 182.8 106.2 14.4 1.9 4.7 310.0
31 December 2024 169.0 101.3 - 1.0 3.1 274.4
1. Additions include internally generated intangible assets of £2.4m (2024:
£0.9m).
2. Charge for year include charge related to continuing operations of £14.2m
(2024: £11.8m) and charge related to discontinued operations of £0.2m (2024:
£0.3m)
In 2025, the Group acquired the trade and assets from NEC Software Solutions
for a cash consideration of £1.0m, from Archive Warehouse Limited for a cash
consideration of £1.8m and from Shred First Limited for a cash consideration
of £0.3m. The acquisitions included customer relationships of £2.9m and
property, plant and equipment of £0.2m.
Annual test for impairment
Goodwill is tested annually for impairment, or more frequently if there are
indicators that an impairment may be required. For the purposes of impairment
testing, goodwill, other intangible assets, property, plant and equipment and
right of use assets are allocated to cash-generating units ("CGUs") which
represent the smallest identifiable group of assets that generates cash
inflows from continuing use. As a result of the business combinations in 2025
(refer to note 7), and disposal of Harrow Green (refer to note 8), the Group
comprises five CGUs as at 31 December 2025 being Information Management
(Physical), Information Management (Digital), Information Management
(Synertec), Datashred, and Technology that represent the smallest identifiable
groups of assets that generate largely independent cash inflows. The
recoverable amount of each CGU is determined from value-in-use calculations.
The calculations use pre-tax cash flow projections based on financial budgets
and forecasts approved by the Directors.
As at 31 December 2025, an impairment review was conducted over the carrying
values of each the CGUs including downside scenario modelling. The model
utilised forecasts based upon the Group's FY26 budget and 5 year-plan through
to FY30. Terminal cash flows are based on the Group's FY30 projections assumed
to grow perpetually at 2% (2024: 2%). In accordance with IAS 36, the growth
rates for beyond the initially forecast years do not exceed the long-term
average growth rate for the industry. The forecasts have been discounted using
a pre-tax discount rate specific to each CGU ranging from 11.9%-12.5% (2024:
11.9%-12.5%).
A summary of the management's base case value-in-use calculation, including
key assumptions, is set out below:
2025 Base case value in use calculation summary
NPV of
terminal
FY245 to FY30 year
FY25 to FY30 EBIT FY25 to FY30 cashflows
revenue compound EBIT margin into
compound annual growth (bps) Headroom perpetuity
annual growth Carrying as % as % of
growth rate rate value of of asset value-in-use
(%) (%) Discount assets Headroom carrying calculation
rate (%) (£m) (£m) value (%) (%)
Information Management (Physical)(1) 2.4% 3.2% 120 11.9% 345.6 187.4 54.2% 56.1%
Information Management (Digital)(2) 6.8% 14.6% 400 12.1% 53.6 23.2 43.3% 61.6%
Information Management (Synertec) 17.7% 34.8% 630 13.2% 45.4 78.7 173.3% 62.2%
Datashred 4.9% 10.8% 370 12.4% 34.5 40.6 117.7% 52.1%
Technology 5.5% 18.0% 630 12.5% 34.3 23.2 67.6% 61.9%
1. Records Management changed their name to Information Management (Physical).
2. Digital changed their name to Information Management (Digital).
2024 Base case value in use calculation summary
NPV of
terminal
FY24 to FY29 year
FY24 to FY29 EBIT FY24 to FY29 cashflows
revenue compound EBIT margin into
compound annual growth (bps) Headroom perpetuity
annual growth Carrying as % as % of
growth rate rate value of of asset value-in-use
(%) (%) Discount assets Headroom carrying calculation
rate (%) (£m) (£m) value (%) (%)
Records Management 2.8% 3.3% 80 11.9% 340.9 204.5 60.0% 57.0%
Digital 2.0% 20.4% 860 12.1% 53.9 6.0 11.1% 67.2%
Datashred 4.0% 8.8% 230 12.4% 30.0 22.5 75.0% 48.7%
Harrow Green 4.6% 25.2% 590 12.1% 22.2 22.7 102.3% 53.0%
Technology 6.8% 34.2% 890 12.5% 36.1 15.0 41.4% 66.6%
Climate related matters
The Group monitors climate-related risks and opportunities and has considered
the potential impact of climate change on the impairment review conducted.
Based on our assessment of climate-related risks likely to emerge, we do not
expect these risks to drive a significant downturn in cashflows across the
Group. Therefore, there are no overriding changes to key assumptions built
into the forecasts and no specific sensitivities relating to climate change
are considered necessary over and above the sensitivities performed below.
Sensitivity
Several sensitivities have been modelled to highlight the way in which changes
in trading and/or market conditions affect the value-in-use calculation. These
assumptions were modelled in isolation. The Group have not identified any
reasonably possible changes that would result in an impairment in any CGU
apart from Technology. A summary of the sensitivity analysis performed for
Technology is summarised below:
Headroom/
Revenue (Impairment)
reduction as % of
assuming carrying
gross margin Headroom/ value
in line with (impairment)
plan (%) (£m)
Technology (11%) 1.0 2.9%
(12%) (1.6) (4.7%)
(13%) (4.2) (12.2%)
Headroom/
(impairment)
EBIT Headroom/ as % of
reduction (impairment) carrying value
(%) (£m)
Technology (40%) 2.2 6.6%
(45%) (0.6) (1.7%)
(50%) (3.4) (10.0%)
Headroom/
(impairment)
Headroom/ as % of carrying value
Discount rate (impairment)
increase (£m)
Technology 7% 0.8 2.3%
8% (1.1) (3.2%)
9% (2.9) (8.4%)
Technology
Given that Technology's revenue is subject to cyclical market dynamics, there
is a reasonably possible scenario in which non-delivery of revenue and profit
in line with the base plan could result in a potential impairment. A revenue
reduction of 12% from the base case assumptions in each of the forecast years
dropping down to profit with gross margin in line with the plan would trigger
an impairment of £1.6m. A 45% reduction to EBIT from the base case
assumptions in each of the forecast years would drive an impairment of £0.6m.
An 8% increase in a pre-tax discount rate would drive an impairment of £1.1m.
10. Cash flow information 2025 2024
£m Restated*
£m
Cash generated from operations
Profit/(loss) before tax from:
Continuing operations 7.7 17.0
Discontinued operations (7.6) 0.9
Profit before tax from total operations 0.1 17.9
Depreciation of property, plant and equipment and right-of-use assets 33.1 33.6
Amortisation of intangible assets 14.4 12.1
Impairment charge 0.3 -
Net finance costs 16.8 14.7
Earn-out remuneration 10.0 -
Share-based payments charge (including related NI) 2.3 1.7
Share-based payment settlement - (0.2)
Loss on disposal of fixed assets 0.5 0.3
Loss on disposal of subsidiary 7.6 -
(Increase)/decrease in inventories (0.1) 0.2
(Increase)/decrease in trade and other receivables (0.4) 7.2
Decrease in trade and other payables (6.0) (9.4)
Cash generated from operating activities 78.6 78.1
* Comparatives have been re-presented to separately disclose discontinued
operations. Refer to note 8 for further details.
11. Financial liabilities - borrowings
2025 2024
£m
£m
Current:
Overdraft facility 2.1 3.2
Bank loans 1.6 -
Total current borrowings 3.7 3.2
Non-current:
Bank loans - unsecured 100.3 70.0
Other loans - unsecured (US Private Placement) 25.0 25.0
Deferred financing costs (1.8) (1.2)
Total non-current borrowings 123.5 93.8
Total borrowings 127.2 97.0
At 31 December 2025 the Group's financing arrangements comprise a £150m RCF
(due 23 October 2028) including a carved out £10m overdraft facility with
Barclays Bank plc and £25m of USPP fixed rate notes (due 28 March 2028). The
RCF was refinanced in October 2025 for an initial term of three years with the
option of two further one-year extensions, £1.2m of costs were incurred in
executing the refinancing. The RCF also includes an accordion which the Group
can exercise to increase the facility by up to a further £50m. £100.3m of
drawn RCF debt and £25m of USPP fixed rate notes was outstanding at year end.
The Group utilised £2.1m of the overdraft facility at 31 December 2025.
Committed but undrawn borrowings at 31 December 2025 amounted to £47.6 m
including £7.9m of unutilised overdraft.
The RCF borrowings are subject to a floating interest rate and a margin of
1.70% which can vary depending on the leverage the Group.
At 31 December 2024 the Group's financing arrangements comprised a £125m RCF
(due 30 April 2027) including a carved out £10m overdraft facility with
Barclays Bank plc and £25m of USPP fixed rate notes (due 28 March 2028). The
RCF included an accordion which the Group could exercise to increase the
facility by up to a further £25m. £70m of drawn RCF debt and £25m of USPP
fixed rate notes was outstanding at previous year end. The Group utilised
£3.2m of the overdraft facility at 31 December 2024. Committed but undrawn
borrowings at 31 December 2024 amounted to £51.8m including £6.8m of
unutilised overdraft.
The RCF and the USPP are subject to a leverage covenant (net debt to adjusted
EBITDA not to exceed 3x) and an interest cover covenant (EBITDA to finance
charges not to be less than 4x) as defined in the facility agreement. The
Group has been in compliance with covenants throughout the year and as at 31
December 2025 the leverage covenant was 1.9x (2024:1.6x) and the interest
cover was 7.0x (2024:6.5x).
Analysis of net debt 2025 2024
£m
£m
Cash at bank and in hand 3.4 8.0
Borrowings due within one year (3.7) (3.2)
Borrowings due after one year (123.5) (93.8)
Net debt (123.8) (89.0)
12. Provisions
2025 2024
£m
£m
1 January 13.5 18.6
Acquired through business combinations (note 7) 2.7 -
Additional provision 1.8 4.4
Utilised (3.5) (2.6)
Released (4.0) (6.9)
31 December 10.5 13.5
The balance above represents dilapidation provisions which relate to the
future anticipated costs to restore leased properties into their original
state at the end of the lease term. Estimates are stated at nominal value
because the impact of discounting is not material. An increase in costs of 5%
per square foot across the portfolio would result in an increase in the
provision of £0.2m (2024: £0.4m).
13. Post balance sheet events
On 30 January 2026, the Group acquired the trade and assets from RDS
Confidential Shredding Limited for a cash consideration of £0.1m. The
consideration was fully satisfied on 30 January 2026.
On 20 February 2026, the Group acquired the entire share capital of Russell
Richardson & Sons LTD, a shredding and storage business, for a cash
consideration of £2.1m. The consideration was fully satisfied on 20 February
2026.
The Group has launched a £20.0m share buyback programme.
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