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REG - SIG PLC - Full year results for year ended 31 December 2025

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RNS Number : 2006V  SIG PLC  04 March 2026

4 March 2026

 

Full year results for the year ended 31 December 2025

 

SIG plc ("SIG", "the Group" or "the Company") today announces its results for
the full year ended 31 December 2025 ("FY25" or "the year").

 ( )                             2025        2024
 Underlying revenue              £2,591.0m   £2,611.8m
 LFL(1) sales                    0%          (4)%
 Gross margin                    24.2%       24.5%
 Underlying(2) operating profit  £32.1m      £25.1m
 Underlying operating margin     1.2%        1.0%
 Underlying loss before tax      £(20.0)m    £(14.3)m
 Underlying loss per share       (2.0)p      (1.7)p
 Net debt                        £518.2m     £497.3m

 Statutory results               2025        2024
 Revenue                         £2,591.0m   £2,611.8m
 Operating loss                  £(9.4)m     £(3.8)m
 Loss before tax                 £(61.7)m    £(44.8)m
 Total loss after tax            £(64.1)m    £(48.6)m
 Basic loss per share            (5.5)p      (4.2)p

 

 

Key highlights

·    FY25 results reflect continued strong commercial execution and
productivity gains against a challenging market backdrop, particularly in the
latter part of the year

·    Group like-for-like(1) ("LFL") sales flat versus the prior year, with
revenues of £2.59bn (2024: £2.61bn)

·    Underlying(2) operating profit of £32.1m, up 28% versus the prior
year (2024: £25.1m) and in line with market expectations

·    Good progress on strategic actions, including those benefitting
medium and longer term profitability:

o Group's operating companies continue to perform well relative to their
markets

o Restructuring and productivity initiatives contributed to year over year
underlying reduction in operating expenses of £39m, mitigating much of the
near-term impact of lower volumes and operating cost inflation

o UK Interiors' performance transformed with a £9m year over year improvement
in operating profit in its core Insulation and Drylining business

o Benelux delivered a £3.2m reduction in operating losses

·    Underlying loss before tax of £20.0m; statutory loss before tax of
£61.7m, reflecting £41.7m of Other items, including £29.7m of non cash
impairments and £9m of restructuring costs

·    Operating cash inflow(3) of £43m and free cash outflow(3) of £12m,
reflecting strong progress on working capital initiatives

·    Robust liquidity of £171m at year-end, consisting of cash balances
of £81m (2024: £87m) along with undrawn RCF of £90m

·    Year-end net debt of £518m (2024: £497m), including £323m (2024:
£321m) of net lease liabilities; leverage unchanged at 4.7x

 

Commenting, Pim Vervaat, Chief Executive Officer, said:

"In 2025 the Group delivered a robust trading performance in continued
difficult market conditions, and good progress in improving the underlying
performance and profitability of our businesses. Cost reduction initiatives
delivered a £39m saving which enabled us to deliver 28% growth in underlying
operating profit despite the challenging market backdrop.

"During my first five months at SIG, I have been impressed with the capability
of our people and can see a clear opportunity to increase the value that the
Group can deliver for shareholders, as outlined in our update in January.

"The Group is well positioned in markets that continue to have strong
long-term growth drivers. The operating leverage benefits when markets return
to growth will be significant, and further opportunities for self-help have
been identified. We will focus on optimising both the business performance and
the business portfolio in order to create a best-in-class growth platform for
building materials distribution in Europe. In 2026 we aim to deliver further
financial and strategic progress, and I look forward to working with the Board
and all the SIG management teams in driving substantial value over time."

 

Notes

1. Like-for-like is defined as sales per working day in constant currency,
excluding completed acquisitions and disposals, and adjusted to exclude the
net impact of branch closures and openings.

2. Underlying represents the results before Other items. Other items relate to
the amortisation of acquired intangibles, impairment charges, net
restructuring costs, cloud-based ERP implementation costs, costs associated
with refinancing and other specific items.

3. Free cash flow is defined as all cash flows excluding M&A transactions,
dividend payments, and financing transactions. Operating cash flow represents
free cash flow before interest and financing and tax.

 

An Investor and Analyst presentation will be available on www.sigplc.com from
7:15am UK time today. A live presentation of the results followed by Q&A,
hosted by Pim Vervaat, CEO, and Ian Ashton, CFO, will take place at 10:00am UK
time today.

Please click the link below to join the webinar:

https://storm-virtual-uk.zoom.us/webinar/register/WN_bKcDO5-wQGGVaUt9OCkPeA
(https://storm-virtual-uk.zoom.us/webinar/register/WN_bKcDO5-wQGGVaUt9OCkPeA)

Webinar ID:

869 0673 8129

 

Enquiries

 SIG plc                                                 +44 (0) 114 285 6300
 Pim Vervaat                   Chief Executive Officer

 Ian Ashton                    Chief Financial Officer

 FTI Consulting                                          +44 (0) 20 3727 1340
 Richard Mountain Vicky Hayns

 

LEI: 213800VDC1BKJEZ8PV53

 

About

SIG plc is a leading pan-European supplier of specialist building products to
trade customers across the UK, France, Germany, Ireland, Benelux and Poland.
With leading market positions in specialist insulation, interiors and roofing
products, SIG facilitates one-stop access to an extensive product range,
provides expert technical advice and coordinates often complex delivery
requirements. For suppliers, SIG offers a channel through which products can
be brought to a highly fragmented market of smaller customers and sites that
are of insufficient scale to supply direct. SIG employs approximately 6,500
employees across Europe and is listed on the London Stock Exchange (SHI). For
more information, please visit the Company's website, www.sigplc.com
(http://www.sigplc.com) .

 

Trading overview

Reported Group sales were 1% lower in the year. This included a net 1%
negative impact from the combined effect of exchange rates, the number of
working days, and branch closures and openings during the year.

Group LFL sales were flat versus the prior year, up 1% in H1 and down 2% in
H2. Subdued demand persisted across the Group's markets throughout 2025 and
softened further in the final months of the year in several geographies,
notably the UK, Germany and Ireland. Given this demand backdrop, pricing
pressure remained elevated, and this led to a net 1% reduction in pricing in
the year, despite modest increases in input costs. The impact of this was
similar across H1 and H2.

 

 LFL sales growth  2025 vs 2024   H1         H2     FY    FY25 sales

                                  Restated
                                                          £m
 UK Interiors                     6%         (1)%   3%    673
 UK Roofing                       4%         (1)%   2%    453
 UK                               5%         (1)%   2%    1,126

 France Interiors                 (7)%       (6)%   (6)%  190
 France Roofing                   (4)%       (5)%   (5)%  388
 Germany                          0%         (6)%   (3)%  432
 Poland                           3%         5%     5%    261
 Benelux                          3%         1%     2%    92
 Ireland                          3%         (10)%  (3)%  102
 EU                               (1)%       (4)%   (2)%  1,465

 Group                            1%         (2)%   0%    2,591

 

Demand in all markets remains well below historical levels, with European
construction remaining at a low point in the cycle for a protracted period,
without near term evidence of a meaningful recovery. Against this backdrop,
our businesses continue to outperform and the majority are taking share within
their end-markets.

The Group continues to make good progress on its operational initiatives,
including those to drive efficiencies in costs and working capital. Most
notably, the UK Interiors and Benelux businesses continue to benefit from the
self-help programmes put in place last year.

In Q4 2025 we removed the separate management structure that was supporting
the UK Specialist Markets businesses, and these businesses are now reported
within either UK Interiors or UK Roofing. We believe these changes in
management will allow us to better exploit the opportunities in these smaller
specialist businesses, including synergies across our own portfolio.

Strategic progress

During 2025, the Group made good progress on its strategic goals, encompassing
actions and focus on four key areas as follows:

Growth - despite the continued market weakness in 2025, we continued to
deliver sales growth ahead of the market in the majority of our geographies.
This was most pronounced in UK Interiors, driven by the successful turnaround
programme in the UK Insulation and Drylining business, our largest business by
revenue, which had a particularly strong year from a sales perspective,
growing 8% in H1, 3% in H2, and 5% for the full year.

Execution - the Group has focused on improving execution in order to deliver
consistent and profitable growth. In 2025 the Group continued to focus on
streamlining its operating costs to mitigate the impact of weaker demand, but
also to improve ongoing efficiency to drive higher margin and operating
leverage when markets recover. Most notably, the UK Interiors and Benelux
businesses continued to benefit from the self-help programmes put in place in
Q4 2024. In December 2025, as part of the early phase of a portfolio review,
we closed one of the smaller UK businesses, Mayplas, as it did not have the
ability to deliver sustainable profitable growth. Across the Group as a whole,
restructuring actions in 2025, including headcount reduction and realigning
our branch footprint in some areas, led to a decrease in underlying operating
costs of £39m, driven by these savings initiatives.

Modernisation - the progressive modernisation and digitalisation of our
operations is creating an important opportunity for the Group to increase
profitability and efficiency sustainably over the medium and longer term. In
2025 we continued to expand our customer facing e-commerce platforms, with our
French Interiors business launching its new e-commerce site in the pilot phase
in the final quarter of the year, following the launch of a similar platform
in Germany in 2024. These in-house developed platforms allow us to provide a
more seamless and convenient customer experience.

Specialisation - as noted above, the former UK Specialist Markets businesses
are now reported within either UK Interiors or UK Roofing. Growing in higher
margin categories remains a key focus and we believe these changes will allow
us to better exploit the opportunities in these smaller specialist UK
businesses, including synergies across our own portfolio. The strategic
assessment being undertaken of each business in the Group is also driving
clarity on areas of specialism that we can develop in the future.

Vision 2030

In January 2026, the Group outlined its new Vision 2030 strategy, with the aim
of creating an agile, focused and best-in-class pan-European distribution
platform in building materials. In the medium and longer term, it is expected
that this can deliver an operating margin of 3%-5% through the cycle,
alongside robust and predictable cash generation.

The Group's immediate priorities are to improve the operating margin through
further cost and efficiency programmes, including improved procurement. This
will also help maximise the upside potential from operational leverage as
markets recover and revenues grow. The Group also remains committed to
sustaining investment in commercial initiatives to drive continued local
market outperformance.

Procurement will be a key area of enhanced focus in 2026 and beyond. The
Group's current annual procurement spend is c£2.3bn, and the aim is that by
applying best practice we achieve an annualised benefit of at least 1% of
spend from 2027.

We will, in addition, assess opportunities to simplify and optimise the
current business portfolio to enhance the Group's focus on its most attractive
growth markets to accelerate outperformance and deliver value creation.

Sustainability

While improving the Group's financial performance remains the key priority, we
also made improvements in many of the Group's sustainability metrics during
the year. Operational carbon emissions were lowered by 1%, and we further
reduced waste that goes to landfill and completed our five-year focus period
for our waste improvement programme. Despite the actions taken to reduce
headcount and costs, the Group's employee engagement levels remained broadly
stable, with our businesses keeping employee engagement as a key priority.

Balance Sheet

Continued focus on working capital management drove an improved performance in
operating cash flow and resulted in a material reduction of the free cash
outflow in the year to £12.0m (2024: £38.6m). This, along with some
favourable currency movements, resulted in year end cash balances of £81.3m
(2024: £87.4m). The Group's revolving credit facility ("RCF") of £90m was
undrawn throughout 2025 and remains undrawn at the date of this report.
Maintaining healthy liquidity headroom remains a key priority for 2026, and
additional facilities are now available, specifically receivables factoring in
selected markets, to support this.

Year-end net debt was £518.2m (2024: £497.3m). Combined with the higher
profitability in the year, this resulted in year-end leverage of 4.7x (2024:
4.7x). Year-end net debt excluding lease liabilities was £194.9m (2024:
£175.9m). Net lease liabilities, including an unfavourable currency movement,
increased by £1.9m. Bond debt, including accrued interest, increased by
£14.9m due to an unfavourable currency movement.

Dividend

No dividend will be paid for 2025. The Board reiterates its commitment to
return to paying a dividend, appropriately covered by underlying earnings,
when it is prudent to do so. Continued successful strategic execution,
including sensible investment where appropriate, will deliver sustainable,
profitable growth and cash generation as markets recover, allowing the Board
to consider a range of capital allocation options.

Outlook

The Group continues to expect softness in market conditions in 2026 and, to
the extent there is a recovery, that it is more likely to materialise in the
second half of the year. Trading in the first weeks of 2026 has also been
adversely affected by particularly poor weather across Europe, and as a result
LFL sales for the first two months of the year have been weaker than expected.
We expect improvement over the balance of the year, along with continued
progress on self-help measures on both costs and working capital. We therefore
expect to deliver further financial and strategic progress in 2026, and expect
to maintain healthy levels of liquidity throughout the year.

The operational gearing in our business model applies equally strongly in
conditions of rising demand, and the Group remains well positioned to benefit
from the market recovery when it occurs. This also underpins the Board's
confidence that the Group will deliver its targeted 3-5% operating margin
range in the medium-term. This, combined with our focus on portfolio
optimisation, which will continue at pace throughout 2026, will support the
Board's overarching goal of delivering meaningful value creation over the
medium and long-term.

 

FINANCIAL REVIEW

The Group again managed effectively the impact of challenging market
conditions during 2025. At an underlying profit level, the effects of
continuing subdued demand and marginally falling prices were more than
mitigated by significant cost reduction, including ongoing restructuring and
productivity initiatives, and solid progress on working capital initiatives.
These actions also position the business to deliver a step-up in profitability
and cash generation when markets return to growth. The Group has maintained
robust liquidity and continued to invest in support of its commercial
initiatives, enabling the businesses to outperform their local markets.

Revenue

Group revenue of £2,591.0m (2024: £2,611.8m) was 1% lower on a reported
basis, including a net 1% negative impact from the combined effect of exchange
rates, the number of working days, and branch closures and openings during the
year. LFL revenues, which are adjusted to exclude the impact of branch
closures and openings, were flat year-on-year. Within this, the impact of
sales price deflation was approximately 1%.

Operating costs and profit

Gross profit decreased 2.0% to £627.1m (2024: £640.0m) at a gross profit
margin of 24.2% (2024: 24.5%). The reduction in gross margin reflects greater
than normal pricing pressure as a result of the weak demand environment.

The Group's operating costs decreased by 3.2% to £595.0m (2024: £614.9m).
The decrease was primarily due to savings initiatives, including restructuring
actions taken from H2 2023 onwards, partially offset by inflation, with the
biggest impact of the latter being on wages and salaries. Operating costs in
the year also benefited from £3.5m profit on the sale of properties in France
Roofing and Poland.

The Group's underlying operating profit increased to £32.1m (2024: £25.1m),
at an operating margin of 1.2% (2024: 1.0%). The reported operating loss was
£9.4m (2024: £3.8m) after Other items of £41.5m (2024: £28.9m). Other
items includes £23.4m impairment of goodwill and intangibles relating to
Miers and other former UK Specialist Markets businesses, £6.3m impairment of
right-of-use assets in the UK Interiors business, £9.0m of restructuring
costs and £1.3m of ERP implementation costs.

 

Segmental analysis

UK

               Revenue  Revenue    LFL sales  Underlying operating  Underlying operating profit

               2025     restated   vs 2024    profit                restated

               £m       2024                  2025                  2024

                        £m                    £m                    £m
 UK Interiors  673.1    665.0      3%         7.7                   0.6
 UK Roofing    453.4    448.7      2%         14.3                  13.9
 UK            1,126.5  1,113.7    2%         22.0                  14.5

Following a change in the UK management structure announced in November 2025,
we now report two segments in the UK, with the various Specialist Markets
businesses separated out and reported within Interiors and Roofing. The 2024
segmental information has been restated in order to present it on a consistent
basis with the 2025 numbers.

Revenue in UK Interiors, a specialist insulation, interiors and construction
accessories distribution business, increased 1% to £673.1m (2024: £665.0m).
LFL revenue was up 3% year-on-year, with the business outperforming the
market. The increase in revenue and good progress on operating cost
reductions, which were only partially offset by the impact of pricing pressure
on the gross margin, resulted in the business reporting an improved profit of
£7.7m (2024: £0.6m). The Insulation and Drylining business that forms the
majority of UK Interiors had a particularly strong year from a sales
perspective, growing 8% LFL in H1, 3% in H2, and 5% for the full year. Its
resulting turnaround in profit was the driver of the profit improvement in UK
Interiors as a whole.

Revenue in UK Roofing, a specialist roofing merchant, which now also includes
our Building Solutions business, increased 1% to £453.4m (2024: £448.7m),
with LFL revenue up 2%. This was despite a weak market, and was driven by the
business's successful execution of its multi-year programme of business
development and growth initiatives. Operating margin was stable, and this
resulted in an operating profit of £14.3m (2024: £13.9m).

France

                   Revenue  Revenue  LFL sales  Underlying operating  Underlying operating

                   2025     2024     vs 2024    profit                profit

                   £m       £m                  2025                  2024

                                                £m                    £m
 France Interiors  189.9    200.4    (6)%       4.8                   6.2
 France Roofing    388.4    410.1    (5)%       9.7                   8.0
 France            578.3    610.5    (5)%       14.5                  14.2

France Interiors, a structural insulation and interiors business trading as
LiTT, saw reported revenue decrease by 5% to £189.9m (2024: £200.4m), and by
6% on a LFL basis. This was driven by lower market demand, particularly in the
new-build residential segment. The revenue decline, coupled with increased
margin pressure, resulted in a £1.4m decrease in underlying operating profit
to £4.8m (2024: £6.2m).

Revenue in France Roofing, a specialist roofing business trading as
Larivière, decreased by 5% to £388.4m (2024: £410.1m), and also by 5% on a
LFL basis. Demand and volumes were lower due to continued softening of the
new-build market and input price deflation. The decreases in revenue and gross
margin were more than offset by reduced operating costs and also £3.0m of
profit on the disposal of certain properties, resulting in an operating profit
increase of £1.7m to £9.7m (2024: £8.0m).

 

Germany

          Revenue  Revenue  LFL sales  Underlying operating  Underlying operating

          2025     2024     vs 2024    profit                profit

          £m       £m                  2025                  2024

                                       £m                    £m
 Germany  432.5    438.5    (3)%       1.3                   4.7

Revenue in Wego/Vti, our specialist insulation and interiors distribution
business in Germany, decreased 1% to £432.5m (2024: £438.5m). LFL revenue
decreased 3%, though the business outperformed a soft overall market. Gross
margin percentage remained stable year-on-year, whilst operating costs
increased marginally, with inflation being mostly offset by cost savings,
resulting in lower operating profit of £1.3m (2024: £4.7m).

 

Poland

         Revenue  Revenue  LFL sales  Underlying operating  Underlying operating

         2025     2024     vs 2024    profit                profit

         £m       £m                  2025                  2024

                                      £m                    £m
 Poland  260.5    241.4    5%         4.0                   4.6

In our Polish business, a market-leading distributor of insulation and
interiors products, revenue increased to £260.5m (2024: £241.4m),
representing an 8% increase on a reported basis and 5% on a LFL basis. The
impact of a weak market was more than offset by further improvements in our
market position. However, the impact of this sales growth was more than offset
by pricing pressure and operating cost inflation, resulting in lower operating
profit of £4.0m (2024: £4.6m).

 

Benelux

          Revenue  Revenue  LFL sales  Underlying operating  Underlying operating

          2025     2024     vs 2024     (loss)                (loss)

          £m       £m                  2025                  2024

                                       £m                    £m
 Benelux  91.6     103.6    2%         (1.3)                 (4.5)

 

Reported revenue from the Group's business in Benelux decreased to £91.6m
(2024: £103.6m) with a c13% impact from the strategic decision to close seven
branches in late 2024. LFL revenue, adjusted for these branch closures, was up
2%, helped by an inflationary tailwind. Gross margin improved due to
favourable product mix in the remaining branches. The closures generated
material operating cost savings, resulting in a lower underlying operating
loss of £1.3m (2024: loss of £4.5m).

Ireland

          Revenue  Revenue  LFL sales  Underlying operating  Underlying operating

          2025     2024     vs 2024    profit                profit

          £m       £m                  2025                  2024

                                       £m                    £m
 Ireland  101.6    104.1    (3)%       2.7                   3.3

Our business in Ireland comprises a specialist distributor of interiors and
exteriors, and three separate specialist contracting businesses offering
office fit-out, industrial infrastructure coatings services and
kitchen/bathroom interiors fit-out. Revenue decreased by 2% to £101.6m (2024:
£104.1m), and by 3% on a LFL basis, driven by a deterioration in the market
in H2. This, coupled with operating cost inflation, resulted in reduced
operating profit of £2.7m (2024: £3.3m).

 

Reconciliation of underlying to statutory result

Other items, being items excluded from underlying results, amounted to a
charge of £41.7m for the year (2024: £30.5m) on a pre-tax basis and are
summarised in the table below:

                                             2025    2024

                                             £m      £m
 Underlying loss before tax                  (20.0)  (14.3)
 Other items - impacting profit before tax:
 Amortisation of acquired intangibles        (2.1)   (2.1)
 Impairment charges                          (29.7)  (7.3)
 Cloud-based ERP implementation costs        (1.3)   (1.0)
 Net restructuring costs                     (9.0)   (13.4)
 Costs associated with refinancing           -       (3.9)
 Other specific items                        0.6     (1.2)
 Non-underlying finance costs                (0.2)   (1.6)
 Total Other items                           (41.7)  (30.5)
 Statutory loss before tax                   (61.7)  (44.8)

 

Other items are disclosed separately in order to provide a better indication
of the underlying earnings of the Group. Further details of other items in
2025 are as follows:

·    Non-cash impairment charges in the year relate to right-of-use asset
impairment in the UK Interiors business (£6.3m) and impairment of goodwill
and other intangible assets in the Miers and other former UK Specialist
Markets businesses (£23.4m), as a result of a reduction in future cash flow
forecasts due to continued challenging market conditions.

·    Net restructuring costs in the year comprised £2.8m of redundancy
and related staff costs and £6.2m of branch closure costs. The latter
includes £4.2m non-cash impairment of right-of-use assets and tangible fixed
assets, of which £3.5m relates to a head office property which is no longer
being fully occupied by the Group, offset by £1.1m gain on lease
terminations, all related to restructuring across the Group.

·    Cloud-based ERP implementation costs relate to project configuration
and customisation costs associated with strategic cloud computing
arrangements, which are expensed, rather than being capitalised as intangible
assets.

·    Other specific items comprised income relating to an investment
property no longer in use by the Group and other credits relating to the
finalisation of amounts included in previous years.

Taxation

The effective tax rate for the Group on the total loss before tax of £61.7m
(2024: £44.8m loss) is a "negative tax rate" of 3.9% (2024: negative 8.5%).

The tax charge for the year of £2.4m is related to taxable profits made in
the majority of our EU markets. Tax losses in the UK and Benelux, which cannot
be surrendered or utilised cross border, are not currently recognised as
deferred tax assets, and this impacts the effective tax rate. Due to a
reduction of the profit before tax in the overseas operating companies and the
ongoing losses in the UK, the Group has generated an overall loss before tax
which, alongside the positive P&L tax charge in the overseas operating
companies, has resulted in the negative effective tax rate.

In accordance with UK legislation, the Group publishes an annual tax strategy,
which is available on our website (www.sigplc.com (http://www.sigplc.com) ).

Pensions

The Group operates a number of pension schemes, four of which provide defined
benefits based upon pensionable salary. One of these schemes, in the UK, has
assets held in a separate trustee administered fund, and three are overseas
book reserve schemes. The largest defined benefit pension scheme is the UK
scheme, which was closed to further accrual in 2016.

The Group's total pension charge for the year, including amounts charged to
interest after Other items, was £7.5m (2024: £8.3m), of which a charge of
£1.0m (2024: £1.1m) related to defined benefit pension schemes and £6.5m
(2024: £7.2m) related to defined contribution schemes.

The total net liability in relation to defined benefit pension schemes at 31
December 2025 was £16.4m (2024: £18.2m). The latest triennial actuarial
valuation of the UK scheme was as at 31 December 2022 and was concluded in
March 2024. The scheme remains well funded. The next triennial valuation as at
31 December 2025 has recently commenced.

Financial position

Overall, the net assets of the Group decreased by £59.3m to £120.5m (2024:
£179.8m), with a cash position at year end of £81.3m (2024: £87.4m) and net
debt of £518.2m (2024: £497.3m), which includes net lease liabilities of
£323.3m (2024: £321.4m). Excluding lease liabilities net debt was £194.9m
(2024: £175.9m).

The movement in net debt mainly reflects the movement in cash noted below. Net
lease liabilities increased by £1.9m in the year, including an unfavourable
currency impact.

Cash flow

                                                             2025    2024

                                                             £m      £m
      Underlying operating profit                            32.1    25.1
      Add back: Depreciation                                 77.4    78.9
      Add back: Amortisation                                 0.7     1.2
      Underlying EBITDA                                      110.2   105.2
      Decrease/(increase) in working capital                 28.5    (6.6)
      Repayment of lease liabilities                         (70.0)  (67.5)
      Capital expenditure                                    (16.0)  (16.1)
 Other                                                       (0.7)   2.2
      Operating cash flow pre exceptional cash items(1)      52.0    17.2
      Cash exceptional items                                 (9.3)   (13.0)
      Operating cash flow(1)                                 42.7    4.2
      Interest and financing                                 (51.2)  (34.8)
      Tax                                                    (3.5)   (8.0)
      Free cash flow(1)                                      (12.0)  (38.6)
      Acquisitions and investments                           -       (8.4)
      (Repayment)/drawdown of debt                           (0.8)   7.3
      Total cash flow                                        (12.8)  (39.7)
      Cash and cash equivalents at beginning of the year(2)  87.4    132.2
      Effect of foreign exchange rate changes                6.7     (5.1)
      Cash and cash equivalents at end of the year(2)        81.3    87.4

1.     Operating cash flow represents free cash flow before interest and
financing and tax. Free cash flow is defined as all cash flows excluding
M&A transactions, dividend payments and financing transactions.

2.     Cash and cash equivalents at 31 December 2025 comprise cash at bank
and on hand of £81.3m (2024: £87.4m) less bank overdrafts of £nil (2024:
£nil).

During the period, the Group delivered £52.0m of operating cash flow before
exceptional cash spend, which represents a 162% conversion of the underlying
operating profit. Post exceptional cash, the conversion was 133%. The higher
profit in the year and continued working capital discipline were the key
drivers of higher year-on-year operating cash flow, partially offset by
slightly higher lease repayments. The Group reported a free cash outflow of
£12.0m (2024: £38.6m). This improvement versus the prior year resulted from
the improved operating cash flow, partially offset by the increased interest
payments following the refinancing in October 2024.

Capex during the year was £16.0m (2024: £16.1m).

"Other" in the cash flow includes payments to the Employee Benefit Trust of
£1.7m (2024: £0.8m) to fund share plans, £2.5m payment to the defined
benefit pension scheme in the UK, add back of non-cash P&L items,
provision movements, and proceeds on sale of property, plant and equipment.
Cash exceptional items are those that are related to Other items in the
Consolidated income statement, and include restructuring costs and ERP
implementation costs.

Financing and funding

The Group's debt funding comprises €300m of 9.75% and €13.5m of 5.25%
fixed rate secured notes, maturing in October 2029 and November 2026
respectively, and an RCF of £90m which matures in April 2029. The secured
notes are subject to incurrence-based covenants only. The RCF has a leverage
maintenance covenant that was set at 6.5x for 2025, and is set at 5.5x for
2026 and 5.0x thereafter, all of which only apply if the facility is over 40%
drawn at a quarter end reporting date. The RCF was undrawn throughout 2025,
and remains undrawn at the date of this report.

The Group's liquidity position remained robust throughout 2025, and at the end
of the period stood at £171m, consisting of cash of £81m and the £90m
undrawn RCF noted above.

                                               2025   2024

                                               £m     £m
 Cash and cash equivalents at end of the year  81.3   87.4
 Undrawn RCF at end of the year                90.0   90.0
 Liquidity                                     171.3  177.4

 Net debt                                      518.2  497.3

 Leverage                                      4.7x   4.7x

 

Directors' responsibility statement on the Annual Report

The responsibility statement below has been prepared in connection with the
Company's full Annual Report for the year ended 31 December 2025. Certain
parts solely thereof are not included within this announcement.

We confirm that to the best of our knowledge:

(a) the financial statements, prepared in accordance with the relevant
financial reporting framework, give a true and fair view of the assets,
liabilities, financial position and profit or loss of the Company and the
undertakings included in the consolidation taken as a whole;

(b) the Strategic report includes a fair review of the development and
performance of the business and the position of the Company, and the
undertakings included in the consolidation taken as a whole, together with a
description of the principal risks and uncertainties that they face; and

(c) the Annual Report and financial statements, taken as a whole, are fair,
balanced and understandable and provide the information necessary for
shareholders to assess the Company's position and performance, business model
and strategy.

This responsibility statement was approved by the Board of Directors on 3
March 2026 and signed on its behalf by:

 By order of the Board

 Pim Vervaat            Ian Ashton
 Director               Director
 3 March 2026           3 March 2026

 

 

Cautionary statement

The securities of the Group have not been and will not be registered under the
US Securities Act of 1933, as amended (the "Securities Act"), or under the
securities laws of any state or other jurisdiction of the United States, and
may not be offered, sold, pledged or transferred, directly or indirectly, in,
into or within the United States except pursuant to an exemption from, or in a
transaction not subject to, the registration requirements of the Securities
Act and in compliance with any applicable securities laws of any relevant
state or other jurisdiction of the United States. There has been and will be
no public offering of the securities of the Group in the United States.

This announcement has been prepared to provide the Company's shareholders with
a fair review of the business of the Group and a description of the principal
risks and uncertainties facing it. It may not be relied upon by anyone,
including the Company's shareholders, for any other purpose.

This announcement contains forward-looking statements that are subject to risk
factors including the economic and business circumstances occurring from time
to time in countries and markets in which the Group operates and risk factors
associated with the building and construction sectors. By their nature,
forward-looking statements involve a number of risks, uncertainties and
assumptions because they relate to events and/or depend on circumstances that
may or may not occur in the future and could cause actual results and outcomes
to differ materially from those expressed in or implied by the forward-looking
statements. No assurance can be given that the forward-looking statements in
this announcement will be realised. Statements about the Directors'
expectations, beliefs, hopes, plans, intentions and strategies are inherently
subject to change and they are based on expectations and assumptions as to
future events, circumstances and other factors which are in some cases outside
the Group's control. Actual results could differ materially from the Group's
current expectations.

It is believed that the expectations set out in these forward-looking
statements are reasonable but they may be affected by a wide range of
variables, which could cause actual results or trends to differ materially,
including but not limited to, changes in risks associated with the level of
market demand, fluctuations in product pricing and changes in foreign exchange
and interest rates.

The Company's shareholders are cautioned not to place undue reliance on the
forward-looking statements. This announcement has not been audited or
otherwise independently verified. The information contained in this
announcement has been prepared on the basis of the knowledge and information
available to Directors at the date of its preparation and the Company does not
undertake any obligation to update or revise this announcement during the
financial year ahead.

 

 

Consolidated income statement

For the year ended 31 December 2025

 

                                               Underlying(1)  Other items(1)  Total      Underlying(1)  Other items(1)  Total
                                               2025           2025            2025       2024           2024            2024
                                         Note  £m             £m              £m         £m             £m              £m
 Revenue                                 2     2,591.0        -               2,591.0    2,611.8        -               2,611.8
 Cost of sales                                 (1,963.9)      -               (1,963.9)  (1,971.8)      -               (1,971.8)
 Gross profit                                  627.1          -               627.1      640.0          -               640.0
 Other operating expenses                3     (592.4)        (41.5)          (633.9)    (609.1)        (28.9)          (638.0)
 Impairment losses on trade receivables  3     (6.1)          -               (6.1)      (5.8)          -               (5.8)
 Gain on disposal of property            3     3.5            -               3.5        -              -               -
 Operating profit/(loss)                       32.1           (41.5)          (9.4)      25.1           (28.9)          (3.8)
 Finance income                          4     1.7            -               1.7        2.7            -               2.7
 Finance costs                           4     (53.8)         (0.2)           (54.0)     (42.1)         (1.6)           (43.7)
 Loss before tax                               (20.0)         (41.7)          (61.7)     (14.3)         (30.5)          (44.8)
 Income tax (expense)/credit             5     (2.7)          0.3             (2.4)      (5.4)          1.6             (3.8)
 Loss after tax                                (22.7)         (41.4)          (64.1)     (19.7)         (28.9)          (48.6)
 Attributable to:
 Equity holders of the Company                 (22.7)         (41.4)          (64.1)     (19.7)         (28.9)          (48.6)
 Loss per share
 Basic                                   6                                    (5.5)p                                    (4.2)p
 Diluted                                 6                                    (5.5)p                                    (4.2)p

( )

(1) Underlying represents the results before Other items. Other items have
been disclosed separately in order to give an indication of the underlying
earnings of the Group. Further details are disclosed in Note 3.

 

 

Consolidated statement of comprehensive income

For the year ended 31 December 2025

 

                                                                                     2025    2024

£m
£m
 Loss after tax for the year                                                         (64.1)  (48.6)
 Items that will not subsequently be reclassified to the Consolidated income
 statement:
 Remeasurement of defined benefit pension liability                                  0.2     (0.2)
 Deferred tax movement associated with remeasurement of defined benefit pension      (0.2)   -
 liability
                                                                                     -       (0.2)
 Items that may subsequently be reclassified to the Consolidated income
 statement:
 Exchange difference on retranslation of foreign currency goodwill and               2.6     (2.2)
 intangibles
 Exchange difference on retranslation of foreign currency net investments            14.1    (13.1)
 (excluding goodwill and intangibles)
 Exchange and fair value movements associated with borrowings and derivative         (14.5)  12.3
 financial instruments
 Losses on cash flow hedges                                                          -       (1.1)
 Transfer to profit and loss on cash flow hedges                                     1.2     1.0
                                                                                     3.4     (3.1)
 Other comprehensive income/(expense)                                                3.4     (3.3)
 Total comprehensive expense                                                         (60.7)  (51.9)

 Attributable to:
 Equity holders of the Company                                                       (60.7)  (51.9)

 

 

Consolidated balance sheet

As at 31 December 2025

 

                                                      2025

                                                                                                 2024
                                                Note  £m                                         £m
 Non-current assets
 Property, plant and equipment                                         67.7                      64.9
 Right-of-use assets                                                 248.2                       250.3
 Goodwill                                                            115.6                       129.0
 Intangible assets                                                     2.4                       12.5
 Lease receivables                                                       1.6                     1.9
 Deferred tax assets                                                     5.1                     4.6
 Non-current financial assets                                            0.2                     0.3
                                                                     440.8                       463.5
 Current assets
 Inventories                                                         257.0                       253.8
 Lease receivables                                                       0.3                     0.3
 Trade and other receivables                                         359.9                       370.8
 Current tax assets                                                      1.5                     2.3
 Current financial assets                                                0.2                     0.1
 Cash at bank and on hand                                              81.3                      87.4
                                                                     700.2                       714.7
 Total assets                                                      1,141.0                       1,178.2
 Current liabilities
 Trade and other payables                                            370.9                       358.6
 Lease liabilities                                                     69.1                      64.9
 Interest-bearing loans and borrowings                                   16.5                    5.2
 Derivative financial instruments                                        0.2                     1.3
 Current tax liabilities                                                 0.1                     1.7
 Provisions                                     10                       5.1                     7.6
                                                                     461.9                       439.3
 Non-current liabilities
 Lease liabilities                                                   256.1                       258.7
 Interest-bearing loans and borrowings                               259.7                       256.9
 Derivative financial instruments                                        -                       0.1
 Other payables                                                          2.5                     2.8
 Retirement benefit obligations                                        16.4                      18.2
 Provisions                                     10                     23.9                      22.4
                                                                     558.6                       559.1
 Total liabilities                                                 1,020.5                       998.4
 Net assets                                                          120.5                       179.8
 Capital and reserves
 Called up share capital                                             118.2                       118.2
 Treasury shares reserve                              (6.1)                                      (8.6)
 Capital redemption reserve                                              0.3                     0.3
 Share option reserve                                                    6.7                     7.8
 Hedging and translation reserves                                        4.1                     0.7
 Cost of hedging reserve                                                 0.1                     0.1
 Merger reserve                                                        92.5                      92.5
 Retained losses                                      (95.3)                                     (31.2)
 Attributable to equity holders of the Company                       120.5                       179.8
 Total equity                                         120.5                                      179.8

Consolidated statement of changes in equity

For the year ended 31 December 2025

 

                                                                     Treasury shares reserve  Capital redemption reserve  Share option reserve  Hedging and translation reserves  Cost of hedging reserve  Merger reserve  Retained profits/ (losses)  Total

                                           Called up share capital
                                           £m                        £m                       £m                          £m                    £m                                £m                       £m              £m                          £m
 As at 1 January 2024                      118.2                     (11.6)                   0.3                         7.6                   3.8                               0.1                      92.5            17.6                        228.5
 Loss after tax                            -                         -                        -                           -                     -                                 -                        -               (48.6)                      (48.6)
 Other comprehensive expense               -                         -                        -                           -                     (3.1)                             -                        -               (0.2)                       (3.3)
 Total comprehensive expense               -                         -                        -                           -                     (3.1)                             -                        -               (48.8)                      (51.9)
 Purchase of treasury shares               -                         (0.9)                    -                           -                     -                                 -                        -               -                           (0.9)
 Credit to share option reserve            -                         -                        -                           4.1                   -                                 -                        -               -                           4.1
 Settlement of share options               -                         3.9                      -                           (3.9)                 -                                 -                        -               -                           -
 As at 31 December 2024                    118.2                     (8.6)                    0.3                         7.8                   0.7                               0.1                      92.5            (31.2)                      179.8
 Loss after tax                            -                         -                        -                           -                     -                                 -                        -               (64.1)                      (64.1)
 Other comprehensive income                -                         -                        -                           -                     3.4                               -                        -               -                           3.4
 Total comprehensive income/(expense)      -                         -                        -                           -                     3.4                               -                        -               (64.1)                      (60.7)
 Purchase of treasury shares               -                         (1.6)                    -                           -                     -                                 -                        -               -                           (1.6)
 Credit to share option reserve            -                         -                        -                           3.0                   -                                 -                        -               -                           3.0
 Settlement of share options               -                         4.1                      -                           (4.1)                 -                                 -                        -               -                           -
 As at 31 December 2025                    118.2                     (6.1)                    0.3                         6.7                   4.1                               0.1                      92.5            (95.3)                      120.5

 

The share option reserve represents the cumulative equity-settled share option
charge under IFRS 2 "Share-based payment" less the value of any share options
that have been exercised.

 

The hedging and translation reserves represent movements in the Consolidated
balance sheet as a result of movements in exchange rates and movements in the
fair value of cash flow hedges which are reflected in equity through Other
comprehensive income.

 

Treasury shares relate to shares purchased by the SIG Employee Benefit Trust
to satisfy awards made under the Group's share plans which are not vested and
beneficially owned by employees.

 

The merger reserve represents the premium on ordinary shares issued in a
previous year through the use of a cash box structure.

Consolidated cash flow statement

For the year ended 31 December 2025

 

                                                                           2025

                                                                                    2024
                                                                     Note  £m       £m
 Net cash flow from operating activities
 Cash generated from operating activities                            7     123.5    83.5
 Income tax paid                                                           (3.5)    (8.0)
 Net cash generated from operating activities                              120.0    75.5
 Cash flows from investing activities
 Finance income received                                                   1.7      2.7
 Purchase of property, plant and equipment and computer software           (16.0)   (16.1)
 Initial direct costs of right-of-use assets                               (0.1)    (0.6)
 Proceeds from sale of property, plant and equipment                       6.9      1.8
 Settlement of amounts payable for previous purchases of businesses        -        (4.4)
 Net cash flow from investing activities                                   (7.5)    (16.6)
 Cash flows from financing activities
 Finance costs paid                                                        (52.9)   (37.5)
 Repayment of lease liabilities                                            (70.0)   (67.5)
 Repayment of borrowings                                                   (0.8)    (239.7)
 Proceeds from borrowings                                                  -        247.0
 Acquisition of treasury shares                                            (1.6)    (0.9)
 Net cash flow from financing activities                                   (125.3)  (98.6)
 Decrease in cash and cash equivalents in the year                   8     (12.8)   (39.7)
 Cash and cash equivalents at beginning of the year(1)                     87.4     132.2
 Effect of foreign exchange rate changes                                   6.7      (5.1)
 Cash and cash equivalents at end of the year(1)                           81.3     87.4

( )

(1) Cash and cash equivalents comprise cash at bank and on hand of £81.3m
(2024: £87.4m) less bank overdrafts of £nil (2024: £nil).

 

( )

1. Basis of preparation

 

The Group's financial information has been prepared in accordance with the
recognition and measurement requirements of UK adopted international
accounting standards. It has been prepared on a basis consistent with that
adopted in the previous year. The Financial statements have been prepared
under the historical cost convention except for derivative financial
instruments and unquoted investments which are stated at their fair value.

 

Whilst the financial information included in this Preliminary Results
Announcement has been prepared in accordance with the recognition and
measurement criteria of IFRS, this announcement does not itself contain
sufficient information to comply with IFRS. The Preliminary Results
Announcement does not constitute the Company's statutory accounts for the
years ended 31 December 2025 and 31 December 2024 within the meaning of
Section 435 of the Companies Act 2006 but is derived from those statutory
accounts.

 

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.

 

Disclosure restatement - segmental reporting

Reported operating segments for the UK have been changed during the year to
align with changes in the UK leadership structure, and the segmental reporting
disclosure has been updated to reflect the way in which information is
reported to the Chief Operating Decision Maker. The prior year comparatives
have been restated to be consistent with the current year presentation.

 

Going concern

The Group closely monitors its funding position throughout the year, including
monitoring compliance with covenants and available facilities to ensure it has
sufficient headroom to fund operations.

 

The Group's financing facilities comprise €300m fixed rate secured notes,
due October 2029, €13.5m fixed rate secured notes, due November 2026, and a
£90m Revolving Credit Facility (RCF) that expires in April 2029. One of the
trading businesses also has a £0.5m bank loan repayable over the period to
June 2026. The secured notes are subject to incurrence-based covenants only,
and the RCF has a leverage maintenance covenant which is only effective if the
facility is over 40% (i.e. £36m) drawn at a quarter end reporting date. The
RCF was undrawn at 31 December 2025 and has remained undrawn at the date of
this report.

 

The Group has adequate available liquidity and on the basis of current
forecasts is expected to remain in compliance with all banking covenants
throughout the forecast period to 31 March 2027 ("the going concern period").

 

The Directors have considered the Group's forecasts which support the view
that the Group will be able to continue to operate within its banking
facilities and comply with its banking covenants. The Directors have
considered the following principal risks and uncertainties that could
potentially impact the Group's ability to fund its future activities and
adhere to its banking covenants, including:

 

·      prolonged challenging trading conditions in the Group's larger
businesses, leading to lower volumes;

·      pricing pressure on sales and modest net input cost deflation;
and

·      current economic and political uncertainties, potentially further
impacting market demand.

 

The forecasts on which the going concern assessment is based have been subject
to sensitivity analysis and stress testing to assess the impact of the above
risks and the Directors have also reviewed mitigating actions that could be
taken. Following two years of market-driven downturn in 2023 and 2024, with
LFL revenue declines of 2% and 4% respectively, subdued demand persisted
across the Group's markets in 2025, with demand remaining well below
historical levels and markets experiencing longer than anticipated delays to
the start of meaningful recovery, resulting in flat LFL revenue for the year.
Continued market uncertainty, alongside continued market share gains, is
reflected in the base forecasts for 2026. Further progress is also expected on
working capital. A severe but plausible downside scenario has been modelled,
which factors in a reduction in revenue from the base forecast (and a
reduction from the 2025 actual revenue), together with a reduction in gross
margin, and results in a 61% reduction in underlying operating profit from the
base forecast for the 12 months to 31 March 2027. Certain mitigations are also
included, for example delaying planned headcount increases, reducing
discretionary spend and delaying non-essential capital expenditure. Under this
scenario the analysis shows that sufficient cash would be available without
triggering a breach of the leverage covenant at a relevant quarter end date.

 

Reverse stress testing has also been performed, which shows that the Group
could withstand up to an 8% reduction in revenue from the base forecasts for
the nine months to the forecast liquidity low point of 30 September 2026, or
up to 14% reduction for the 12 months to 31 March 2027, before triggering a
covenant breach. Up to £90m RCF is available to meet working capital
requirements during the month, providing this is reduced to £36m before the
quarter end date if the leverage covenant is expected to be breached. Further
cash phasing mitigations would also be available to avoid the requirement to
draw over £36m at a quarter end date if required.

 

The Directors have considered the impact of climate-related matters on the
going concern assessment and this is not expected to have a significant impact
on the Group's going concern assessment to 31 March 2027.

 

On consideration of the above, the Directors believe that the Group has
adequate resources to continue in operational existence for the forecast
period to 31 March 2027 and the Directors therefore consider it is appropriate
to adopt the going concern basis in preparing the 2025 Consolidated financial
statements.

 

New standards, interpretations and amendments adopted

The Group has adopted the following amendments which apply for the first time
in 2025:

·      Amendments to IAS 21: The effects of changes in foreign exchange
rates

 

This did not have any impact on the Financial statements of the Group.

2. Revenue and segmental information

 

In accordance with IFRS 8 "Operating Segments", the Group identifies its
reportable operating segments based on the way in which financial information
is reviewed and business performance is assessed by the CODM. Reportable
operating segments are grouped on a geographical basis.

 

                                         UK Interiors  UK Roofing  Total    France Interiors  France Roofing  Total    Germany  Benelux  Ireland  Poland  Eliminations  Total Group

                                                                    UK                                        France
 2025                                    £m            £m          £m       £m                £m              £m       £m       £m       £m       £m      £m            £m
 Type of product
 Interiors                               673.1         -           673.1    189.9             -               189.9    432.5    91.6     54.3     260.5   -             1,701.9
 Exteriors                               -             453.4       453.4    -                 388.4           388.4    -        -        47.3     -       -             889.1
 Inter-segment revenue                   2.4           2.5         4.9      0.1               10.3            10.4     -        -        0.2      -       (15.5)        -
 Total underlying and statutory revenue  675.5         455.9       1,131.4  190.0             398.7           588.7    432.5    91.6     101.8    260.5   (15.5)        2,591.0

 Nature of revenue
 Goods for resale                        675.5         455.9       1,131.4  190.0             398.7           588.7    432.5    91.6     94.0     260.5   (15.5)        2,583.2

 (recognised at point in time)
 Construction contracts                  -             -           -        -                 -               -        -        -        7.8      -       -             7.8

 (recognised over time)
 Total underlying and statutory revenue  675.5         455.9       1,131.4  190.0             398.7           588.7    432.5    91.6     101.8    260.5   (15.5)        2,591.0
 Segment result before Other items       7.7           14.3        22.0     4.8               9.7             14.5     1.3      (1.3)    2.7      4.0     -             43.2
 Parent company costs                                                                                                                                                   (11.1)
 Underlying operating profit                                                                                                                                            32.1
 Other items (Note 3)                                                                                                                                                   (41.5)
 Operating loss                                                                                                                                                         (9.4)
 Net finance costs before Other items                                                                                                                                   (52.1)
 Non-underlying finance costs                                                                                                                                           (0.2)
 Loss before tax                                                                                                                                                        (61.7)
 Income tax expense                                                                                                                                                     (2.4)
 Loss for the year                                                                                                                                                      (64.1)

 

 

 

                                         UK Interiors  UK Roofing   Total   France Interiors  France Roofing   Total   Germany  Benelux  Ireland  Poland  Eliminations  Total Group

                                                                   UK                                         France
 2024 (Restated)(1)                      £m            £m          £m       £m                £m              £m       £m       £m       £m       £m      £m            £m
 Type of product
 Interiors                               665.0         -           665.0    200.4             -               200.4    438.5    103.6    60.1     241.4   -             1,709.0
 Exteriors                               -             448.7       448.7    -                 410.1           410.1    -        -        44.0     -       -             902.8
 Inter-segment revenue                   4.7           2.8         7.5      0.1               11.8            11.9     -        -        0.2      -       (19.6)        -
 Total underlying and statutory revenue  669.7         451.5       1,121.2  200.5             421.9           622.4    438.5    103.6    104.3    241.4   (19.6)        2,611.8

 Nature of revenue
 Goods for resale                        669.7         451.5       1,121.2  200.5             421.9           622.4    438.5    103.6    96.2     241.4   (19.6)        2,603.7

 (recognised at point in time)
 Construction contracts                  -             -           -        -                 -               -        -        -        8.1      -       -             8.1

 (recognised over time)
 Total underlying and statutory revenue  669.7         451.5       1,121.2  200.5             421.9           622.4    438.5    103.6    104.3    241.4   (19.6)        2,611.8
 Segment result before Other items       0.6           13.9        14.5     6.2               8.0             14.2     4.7      (4.5)    3.3      4.6     -             36.8
 Parent company costs                                                                                                                                                   (11.7)
 Underlying operating profit                                                                                                                                            25.1
 Other items (Note 3)                                                                                                                                                   (28.9)
 Operating loss                                                                                                                                                         (3.8)
 Net finance costs before Other items                                                                                                                                   (39.4)
 Non-underlying finance costs                                                                                                                                           (1.6)
 Loss before tax                                                                                                                                                        (44.8)
 Income tax expense                                                                                                                                                     (3.8)
 Loss for the year                                                                                                                                                      (48.6)

 

 

 

 

Other segment information

                                                                         UK Interiors  UK Roofing  UK        France Interiors  France Roofing   France   Germany  Benelux  Ireland  Poland  Parent company  Total Group

                                                                                                    Total                                      Total
 2025                                                                    £m            £m          £m        £m                £m              £m        £m       £m       £m       £m      £m              £m
 Depreciation and amortisation of fixed assets, right-of-use assets and  12.3          15.0        27.3      8.6               13.1            21.7      18.2     1.8      2.9      6.1     0.1             78.1
 computer software
 Profit on sale of property                                              -             -           -         -                 3.0             3.0       -        -        -        0.5     -               3.5

 

 

                                                                         UK Interiors  UK Roofing  UK        France Interiors  France Roofing   France   Germany  Benelux  Ireland  Poland  Parent company  Total Group

                                                                                                    Total                                      Total
 2024 (Restated)(1)                                                      £m            £m          £m        £m                £m              £m        £m       £m       £m       £m      £m              £m
 Depreciation and amortisation of fixed assets, right-of-use assets and  15.7          15.2        30.9      8.0               13.2            21.2      17.0     2.0      3.1      5.7     0.2             80.1
 computer software

 

(1) The 2024 segmental information has been restated in order to present on a
consistent basis with the current year, as explained in Note 1.

 

Geographic information

 

The Group's non-current operating assets (including property, plant and
equipment, right-of-use assets, goodwill and intangible assets but excluding
lease receivables, deferred tax and financial assets) by geographical location
are as follows:

 

                 2025   2024
                 £m     £m
 United Kingdom  195.7  225.0
 Ireland         13.3   14.6
 France          130.8  129.1
 Germany         65.6   60.0
 Poland          21.6   21.0
 Benelux         6.9    7.0
 Total           433.9  456.7

( )

3. Operating expenses

 

a) Analysis of operating expenses

 

                                               2025                                    2024
                                               Before Other items  Other items  Total  Before Other items  Other items  Total
                                               £m                  £m           £m     £m                  £m           £m
 Operating expenses:
 Distribution costs                            312.7               3.2          315.9  316.1               10.3         326.4
 Selling and marketing costs                   167.0               0.7          167.7  172.5               1.1          173.6
 Management, administrative and central costs  112.7               37.6         150.3  120.5               17.5         138.0
 Total other operating expenses                592.4               41.5         633.9  609.1               28.9         638.0
 Impairment losses on trade receivables        6.1                 -            6.1    5.8                 -            5.8
 Gain on disposal of property                  (3.5)               -            (3.5)  -                   -            -
 Total net operating expenses                  595.0               41.5         636.5  614.9               28.9         643.8

 

b) Other items

 

Loss after tax includes the following Other items which have been disclosed in
a separate column within the Consolidated income statement in order to provide
a better indication of the underlying earnings of the Group:

 

                                          2025                                 2024
                                          Other items  Tax impact  Tax impact  Other items  Tax impact  Tax impact
                                          £m           £m          %           £m           £m          %
 Amortisation of acquired intangibles     (2.1)        0.1         4.8%        (2.1)        0.1         4.8%
 Impairment charges(1)                    (29.7)       -           -           (7.3)        -           -
 Net restructuring costs(2)               (9.0)        0.1         1.1%        (13.4)       1.0         7.5%
 Cloud-based ERP implementation costs(3)  (1.3)        0.2         15.4%       (1.0)        0.2         20.0%
 Costs associated with refinancing(4)     -            -           -           (3.9)        -           -
 Other specific items(5)                  0.6          (0.1)       16.7%       (1.2)        0.3         25.0%
 Impact on operating profit               (41.5)       0.3         0.7%        (28.9)       1.6         5.5%
 Non-underlying finance costs(6)          (0.2)        -           -           (1.6)        -           -
 Impact on loss before tax                (41.7)       0.3         0.7%        (30.5)       1.6         5.2%

 

(1) Impairment charges in the current year comprise £20.7m impairment of
goodwill and intangibles in the Miers CGU, £2.7m impairment of goodwill and
intangibles in the former UK Specialist Markets CGU and £6.3m impairment of
right-of-use assets in the UK Interiors CGU. The charge in the prior year
related to the impairment of right-of-use assets in the UK Interiors CGU.

(2) Net restructuring costs in the year comprise £2.8m (2024: £6.5m)
redundancy and related staff costs and £6.2m (2024: £6.9m) other branch
closure and impairment costs. The latter includes £4.2m (2024: £2.9m)
impairment of right-of-use assets and tangible fixed assets, of which £3.5m
relates to a head office property which is no longer being fully utilised by
the Group, offset by £1.1m gain on lease terminations, all related to
restructuring across the Group.

(3) Cloud based ERP implementation costs relate to costs incurred on strategic
projects which are expensed as incurred rather than being capitalised as
intangible assets.

(4) Costs associated with refinancing in the prior year related to legal and
professional fees incurred in connection with the refinancing of the Group's
debt arrangements.

(5) Other specific items in the current year includes £0.3m credit following
the finalisation of a property lease dispute provided for in the prior year,
together with sublease income relating to an investment property no longer in
use by the Group and other small credits relating to amounts included in Other
items in previous years. In the prior year, other specific items comprised the
estimated impact of a property lease dispute, including impairment of
right-of-use and fixed assets of £0.7m, and costs relating to the investment
property no longer in use by the Group which has been sublet in the current
year.

(6) Non-underlying finance costs in the current year relates to the investment
property noted above (2024: £0.2m). In the prior year, non-underlying finance
costs also included £1.4m write-off of arrangement fees in relation to the
previous debt arrangements.

 

The total impact of the above amounts on the Consolidated cash flow statement
is a cash outflow of £9.3m (2024: £17.1m), including costs accrued in the
prior year and paid in the current year.

 

4. Finance income and finance costs

                                                           2025   2024
                                                          £m      £m
 Finance income
 Interest on bank deposits and other                      1.7     2.7
 Total finance income                                     1.7     2.7
 Finance costs
 On bank loans, overdrafts and other associated items(1)  2.8     3.5
 On secured notes(2)                                      26.6    15.9
 On obligations under lease contracts                     23.8    22.1
 Net finance charge on defined benefit pension schemes    0.6     0.6
 Total finance costs before Other items                   53.8    42.1
 Non-underlying finance costs(3)                          0.2     1.6
 Total finance costs                                      54.0    43.7
 Net finance costs                                        52.3    41.0

 

(1) Other associated items includes the amortisation of arrangement fees of
£0.2m (2024: £0.2m).

(2) Included within finance costs on the secured notes is the amortisation of
arrangement fees of £0.5m (2024: £0.5m).

(3) See Note 3 for further details on non-underlying finance costs.

 

5. Income tax

 

The income tax expense comprises:

 

                                                                                                         2025    2024
                                                                                                         £m     £m
 Current tax
 UK & Ireland corporation tax:                                 charge for the year                       0.3    0.5
                                                               adjustments in respect of previous years  -      (0.1)
                                                                                                         0.3    0.4
 Mainland Europe corporation tax:                              charge for the year                       3.0    3.7
                                                               adjustments in respect of previous years  (0.6)  0.1
                                                                                                         2.4    3.8
 Total current tax                                                                                       2.7    4.2

 Deferred tax
 Origination and reversal of deductible temporary differences                                            (0.5)  (0.7)
 Adjustments in respect of previous years                                                                (0.1)  0.3
 Effect of change in rate                                                                                0.3    -
 Total deferred tax                                                                                      (0.3)  (0.4)
 Total income tax expense                                                                                2.4    3.8

 

As the Group's profits and losses are earned across a number of tax
jurisdictions an aggregated income tax reconciliation is disclosed, reflecting
the applicable rates for the countries in which the Group operates.

 

The total tax charge for the year differs from the expected tax using a
weighted average tax rate which reflects the applicable statutory corporate
tax rates on the accounting profits/losses in the countries in which the Group
operates. The differences are explained in the following aggregated
reconciliation of the income tax expense:

 

                                                                               2025             2024
                                                                               £m      %        £m      %
 Loss before tax                                                               (61.7)           (44.8)
 Expected tax credit                                                           (16.0)  25.9%    (11.8)  26.3%
 Factors affecting the income tax expense for the year:
 Expenses not deductible for tax purposes(1)                                   3.5     (5.7)%   3.3     (7.4)%
 Non-taxable income                                                            -       -        (0.4)   0.9%
 Taxed at a different rate                                                     0.1     (0.2)%   0.4     (0.9)%
 Impairment and disposal charges not deductible for tax purposes(2)            4.1     (6.6)%   -       -
 Deductible temporary differences not recognised for deferred tax purposes(3)  11.0    (17.8)%  12.0    (26.7)%
 Other adjustments in respect of previous years                                (0.7)   1.1%     0.3     (0.7)%
 Effect of change in rate on deferred tax(4)                                   0.3     (0.5)%   -       -
 Provisions in relation to uncertain tax positions                             0.1     (0.2)%   -       -
 Total income tax expense                                                      2.4     (3.9)%   3.8     (8.5)%

 

(1) The majority of the Group's expenses that are not deductible for tax
purposes are in relation to share-based payments, business entertainment,
leasing of assets and other disallowable expenditure in the current year.

(2) During the year the Group incurred impairment charges of £16.4m (2024:
£nil) in relation to goodwill and certain tangible fixed assets which are not
deductible for tax purposes.

(3) Deductible temporary differences not recognised for deferred tax purposes
mainly relate to losses in the UK and Benelux and interest restricted under
the UK corporate interest restriction rules which are not recognised as
deferred tax assets.

(4) During the year, legislation was enacted in Germany providing for a phased
reduction in the corporation tax rate from 15% to 10% between 2028 and 2032.
The Group has remeasured its deferred tax balances in Germany using the
substantively enacted rates expected to apply when the underlying temporary
differences reverse. This remeasurement resulted in a £0.3m reduction in
deferred tax assets.

 

The effective tax rate for the Group on the total loss before tax of £61.7m
(2024: £44.8m) is negative 3.9% (2024: negative 8.5%). The tax impact of
Other items is shown in Note 3. The tax charge for the year of £2.4m (2024:
£3.8m) is related to taxable profits made in the majority of the EU
businesses. Tax losses in the UK and Benelux, which cannot be surrendered or
utilised cross border, are not currently recognised as deferred tax assets,
and this impacts the overall effective tax rate. Due to a reduction in the
profit before tax of the overseas operating companies and the ongoing losses
in  the UK, the Group has generated an overall loss before tax, which
alongside the positive tax charge in the overseas operating companies, has
resulted in the negative effective tax rate.

 

Factors that will affect the Group's future total tax charge as a percentage
of underlying profits are:

·      the mix of profits and losses between the tax jurisdictions in
which the Group operates;

·      the impact of non-deductible expenditure and non-taxable income;

·      agreement of open tax computations with the respective tax
authorities; and

·      the recognition or utilisation (with corresponding reduction in
cash tax payments) of unrecognised deferred tax assets.

 

Pillar Two legislation has been enacted or substantively enacted in certain
jurisdictions in which the Group operates. The legislation is effective for
the Group's financial year beginning 1 January 2024. The Group is in scope of
the enacted or substantively enacted legislation and based on an assessment of
the rules, the Pillar Two effective tax rates in most of the jurisdictions in
which the Group operates are above 15%, or one of the other transitional safe
harbour reliefs is available. Management is not currently aware of any
circumstances under which this might change and therefore the Group does not
expect additional liabilities to arise as a result of Pillar Two top-up
taxes.

 

 

In addition to the amounts charged to the Consolidated income statement, the
following amounts in relation to taxes have been recognised in the
Consolidated statement of comprehensive income:

 

                                                                                  2025   2024
                                                                                 £m      £m
 Deferred tax movement associated with remeasurement of defined benefit pension  (0.2)   -
 liabilities(1)
 Exchange rate movements                                                         0.4     (0.1)
 Total                                                                           0.2     (0.1)

( )

(1) This item will not subsequently be reclassified to the Consolidated income
statement.

 

6. Loss per share

The calculations of loss per share are based on the following (losses)/profits
and numbers of shares:

 

                                                                           Basic and diluted
                                                                           2025       2024
                                                                           £m         £m
 Loss attributable to ordinary equity holders of the parent for basic and  (64.1)     (48.6)
 diluted loss per share
 Add back:
 Other items (see Note 3)                                                  41.4       28.9
 Loss attributable to ordinary equity holders of the parent for basic and  (22.7)     (19.7)
 diluted earnings per share before Other items

 

 

                                        2025           2024
 Weighted average number of shares      Number         Number
 For basic loss per share               1,163,811,056  1,159,276,035
 Effect of dilution from share options  -              -
 Adjusted for the effect of dilution    1,163,811,056  1,159,276,035

 

Share options are considered antidilutive in the current year and prior year
as their conversion into ordinary shares would decrease the loss per share.
The calculation of diluted loss per share does not assume conversion,
exercise, or other issue of potential ordinary shares that would have an
antidilutive effect on loss per share.

 

The weighted average number of shares excludes those held by the SIG Employee
Benefit Trust which are not vested and beneficially owned by employees.

 

                                                      2025    2024
 Loss per share
 Basic and diluted loss per share                     (5.5)p  (4.2)p
 Loss per share before Other items(1)
 Basic and diluted loss per share before Other items  (2.0)p  (1.7)p

 

(1) Loss per share before Other items (also referred to as underlying loss per
share) has been disclosed in order to present the underlying performance of
the Group.

 

 

7. Reconciliation of loss before tax to cash generated from operating
activities

 

                                                           2025    2024
                                                           £m      £m
 Loss before tax                                           (61.7)  (44.8)
 Net finance costs                                         52.3    41.0
 Depreciation of property, plant and equipment             12.4    12.5
 Depreciation of right-of-use assets                       65.0    66.4
 Amortisation of computer software                         0.7     1.2
 Amortisation of acquired intangibles                      2.1     2.1
 Impairment of property, plant and equipment               0.5     1.2
 Impairment of goodwill                                    15.9    -
 Impairment of acquired intangibles and computer software  7.5     -
 Impairment of right-of-use assets                         10.0    9.8
 Gain on lease transactions                                (1.7)   -
 Gain on disposal of property, plant and equipment         (4.3)   (1.0)
 Share-based payment expense                               3.0     4.1
 Net foreign exchange differences                          (0.5)   (0.2)
 Decrease in provisions                                    (4.0)   (1.2)
 Working capital movements:
 - Decrease/(increase) in inventories                      5.0     (1.5)
 - Decrease in receivables                                 20.3    10.1
 - Increase/(decrease) in payables                         1.0     (16.2)
 Cash generated from operating activities                  123.5   83.5

 

Included within the cash generated from operating activities is a defined
benefit pension scheme employer's contribution of £2.5m (2024: £2.5m).

 

8. Reconciliation of net cash flow to movements in net debt

 

                                                               2025      2024
                                                               £m       £m
 Decrease in cash and cash equivalents in the year             (12.8)   (39.7)
 Net cash outflow from repayment of leases and other debt(1)   121.0    95.3
 Decrease in net debt resulting from cash flows                108.2    55.6
 Non-cash movement in lease liabilities and lease receivables  (86.7)   (92.0)
 Other non-cash items(2)                                       (25.4)   (17.5)
 Exchange differences                                          (17.0)   14.6
 Increase in net debt in the year                              (20.9)   (39.3)
 Net debt at 1 January                                         (497.3)  (458.0)
 Net debt at 31 December                                       (518.2)  (497.3)

 

(1) Including interest paid on borrowings and the interest element of lease
payments.

(2) Other non-cash items relates to interest accrued on borrowings and the
fair value movement of debt and derivative financial instruments recognised in
the year which does not give rise to a cash inflow or outflow.

 

 

Net debt is defined as follows:

 

                                        2025     2024
                                        £m       £m
 Non-current assets:
 Derivative financial instruments       -        0.1
 Lease receivables                      1.6      1.9
 Current assets:
 Derivative financial instruments       0.2      0.1
 Lease receivables                      0.3      0.3
 Cash at bank and on hand               81.3     87.4
 Current liabilities:
 Lease liabilities                      (69.1)   (64.9)
 Interest-bearing loans and borrowings  (16.5)   (5.2)
 Derivative financial instruments       (0.2)    (1.3)
 Non-current liabilities:
 Lease liabilities                      (256.1)  (258.7)
 Interest-bearing loans and borrowings  (259.7)  (256.9)
 Derivative financial instruments       -        (0.1)
 Net debt                               (518.2)  (497.3)

 

Of the cash at bank and on hand of £81.3m (2024: £87.4m), £nil (2024:
£0.6m) is required to be held to cover bank guarantees issued to third
parties and is therefore restricted for use by the Group.

Analysis of movements in net debt:

 

                                                      At 31 December 2024  Cash flows  Non-cash items(1)  Exchange differences  At 31 December 2025
                                                      £m                   £m          £m                 £m                    £m
 Cash at bank and on hand                             87.4                 (12.8)      -                  6.7                   81.3
 Lease receivables                                    2.2                  (0.4)       0.1                -                     1.9
                                                      89.6                 (13.2)      0.1                6.7                   83.2
 Liabilities arising from financing activities
 Financial assets - derivative financial instruments  0.2                  -           -                  -                     0.2
 Debts due within one year                            (6.5)                27.0        (37.2)             -                     (16.7)
 Debts due after one year                             (257.0)              -           11.8               (14.5)                (259.7)
 Lease liabilities                                    (323.6)              94.4        (86.8)             (9.2)                 (325.2)
                                                      (586.9)              121.4       (112.2)            (23.7)                (601.4)
 Net debt                                             (497.3)              108.2       (112.1)            (17.0)                (518.2)

 

(1) Non-cash items include the fair value movement of debt recognised in the
year which does not give rise to a cash inflow or outflow, movements between
debts due within one year and after one year, and non-cash movements in lease
liabilities and lease receivables.

 

9. Dividends

 

No interim dividend was paid for the year ended 31 December 2025 and no final
dividend is proposed. No interim or final dividend was proposed or paid for
the year ended 31 December 2024. No dividends have been paid between 31
December 2025 and the date of signing the Financial statements.

 

10. Provisions

 

                                            Onerous leases  Leasehold dilapidations  Other amounts  Total
                                            £m              £m                       £m             £m
 At 1 January 2024                          0.6             25.9                     3.5            30.0
 Unused amounts reversed in the period      -               (1.4)                    (0.6)          (2.0)
 Utilised                                   (0.7)           (2.6)                    (1.8)          (5.1)
 New provisions                             0.5             2.9                      2.4            5.8
 Exchange differences                       -               0.2                      0.1            0.3
 At 31 December 2025                        0.4             25.0                     3.6            29.0

 

                                                  2025  2024
                                                  £m    £m
 Included in current liabilities                  5.1   7.6
 Included in non-current liabilities              23.9  22.4
 Total                                            29.0  30.0

 

Onerous leases

In accordance with IFRS 16, the future rental payments due over the remaining
term of existing lease contracts is included in the lease liability, with the
right-of-use asset impaired to reflect the future cost not covered through
sublease income. The remaining onerous lease provision relates to other
non-rental costs due over the remaining lease term based on expected value of
costs to be incurred and assumptions regarding subletting. The balance at 31
December 2025 is payable over the relevant lease terms, the longest unexpired
term being 18 years to 2043.

 

Leasehold dilapidations

This provision relates to contractual obligations to reinstate leasehold
properties to their original state of repair. The provision is calculated
based on both the estimated liability to rectify or reinstate leasehold
improvements and modifications carried out on the inception of the lease
(recognised on inception with corresponding fixed asset) and the liability to
rectify general wear and tear which is recognised as incurred over the life of
the lease. The costs will be incurred both at the end of the leases
(reinstatement) and during the lease term (wear and tear).

 

Other amounts

Other amounts relate principally to claims and warranty provisions based on
expected value and past experience and provisions for restructuring costs
based on expected value but where the amount and timing are uncertain. The
transfer of economic benefit is expected to be made between one and four
years' time.

 

11. Contingent liabilities

 

As at the balance sheet date, the Group had outstanding obligations under
customer guarantees, claims, standby letters of credit and discounted bills of
up to £10.3m (2024: £10.8m). Of this amount, £4.1m (2024: £4.3m) relates
to a standby letter of credit issued by HSBC Bank plc in respect of the
Group's insurance arrangements.

 

As part of the disposal of the Building Plastics business in 2017 a guarantee
was provided to the landlord of the leasehold properties transferred with the
business covering rentals over the remaining term of the leases in the event
that the acquiring company enters into administration before the end of the
lease term. The maximum liability that could arise from this would be
approximately £0.3m (2024: £0.5m) based on the remaining future rent
commitment at 31 December 2025. No provision has been made in these financial
statements as it is not considered likely that any loss will be incurred in
connection with this.

 

12. Related party transactions

 

Transactions between the Company and its subsidiaries, which are related
parties, have been eliminated on consolidation and have therefore not been
disclosed.

 

In 2025, SIG incurred expenses of £0.4m (2024: £0.6m) on behalf of the SIG
plc Retirement Benefits Plan, the UK defined benefit pension scheme.

 

Remuneration of key management personnel

The total remuneration of key management personnel of the Group, being the
Executive Leadership Team members and the Non-Executive Directors, is set out
below in aggregate for each of the categories specified in IAS 24 "Related
Party Disclosures".

 

                                     2025  2024
                                     £m    £m
 Short-term employment benefits      7.4   7.2
 IFRS 2 share-based payment expense  1.6   2.9
                                     9.0   10.1

 

 

Principal risks and uncertainties

 

The Board, supported by the Audit Committee, sets the strategy for the Group
and ensures the associated risks are effectively identified and managed
through the implementation of the risk management and control frameworks.

 

The Group employs a three lines model to provide a simple and effective way to
enhance risk and control management processes and ensure roles and
responsibilities are clear. The Board maintains oversight to ensure risk
management and control activities carried out by the three lines are
proportionate to the perceived degree of risk and its own risk appetite across
the Group.

 

To identify our risks, we focus on our strategic objectives and consider what
might stop us achieving our plan within our strategic planning period. The
approach combines a top-down strategic Group-level view and a bottom-up
operational view of the risks at operating company level. Meetings are held
with our operating company leadership teams to identify the risks within their
operations. These are consolidated and, in conjunction with a series of
discussions held with Executive Leadership Team and Non-Executive Directors,
provide the inputs to identify and validate our principal risks.

 

The Board regularly monitors the Group risk register, which includes the ten
principal risks to the Group set out below. These risks, if they materialise,
could have a significant impact on the Group's ability to meet its strategic
objectives.

 

 Risk                                                                             Mitigations
 Cyber security: Internal or external cyber-attacks could result in system        Cyber security continues to receive Board and Executive Leadership Team focus
 disruption or sensitive data being compromised                                   with an emphasis on ensuring that appropriate technologies are deployed across

                                                                                IT infrastructure to manage cyber threats.

 In the context of widespread dependency on increasingly complex digital

 systems, growing cyber threats are outpacing society's ability to effectively    Regular and independent reviews are performed to assess the nature of
 prevent and manage them. These risks are also exacerbated by a combination of    potential cyber threats, security processes and initiatives. They also ensure
 the increasing interconnectedness and interdependencies of our technology        that we implement appropriate tools and processes to better identify and

                                                                                remediate new and emerging cyber risks and vulnerabilities.
 platforms and ecosystems, as demonstrated during 2025 by the high-profile

 attacks on a number of major UK businesses.

 The increasing willingness of nation states to engage in asymmetric cyber        Cyber-incident response protocols are in place to support our ability to
 warfare to achieve geopolitical aims and the relative ease with advances in AI   effectively respond to and recover from a cyber threat or incident and ongoing
 is transforming the threat landscape through the increased automation,           cyber training campaigns and initiatives ensure employees are alert to the
 sophistication and availability of new cyber threats is lowering the bar for     nature and consequences of cyber-attacks. We also implemented a series of
 potential adversaries to conduct and engage in cyber-attacks.                    cyber response exercises in 2025 to test and confirm the effectiveness of our

                                                                                cyber capabilities.
 There is a risk that we lack the capabilities to effectively prevent, monitor,

 respond to, or recover from, suspected cyber-attacks on our IT infrastructure.
 Such attacks may result in a loss of data or disruption to IT services which

 may have a significant impact on our ability to operate and comply with data     Cyber policies are regularly reviewed and updated to ensure they reflect the
 protection and privacy laws (e.g. GDPR), and may have a detrimental effect on    nature of risks and threats and we continue to invest in our business
 our reputation.                                                                  resilience and continuity management capabilities and arrangements.
 Health and Safety: Danger of incident or accident, resulting in injury or loss   Our CEO, supported by the Group HSE Director, is responsible for providing
 of life to employees, customers, or the general public                           strategic leadership for all health, safety and environmental matters. Local

                                                                                health and safety managers in each of our businesses provide local leadership
                                                                                  and support, monitor and report our performance and key metrics, and implement

                                                                                actions and initiatives.
 There is a risk that poor organisational arrangements or behavioural culture

 with regards to health & safety causes harm to individuals and may result
 in enforcement action,

                                                                                A compliance standards framework is in place to ensure the adequacy of local
 penalties, reputational damage, or adverse press coverage.                       health and safety standards and arrangements, with assurance provided through

                                                                                a programme of compliance audits performed by suitably trained and experienced
                                                                                  health and safety professionals.
 Macroeconomic uncertainty: Macroeconomic volatility may impact the Group's       The Group's geographical diversity across Europe, serving customers across
 ability to accurately forecast and to meet internal and external expectations    residential, commercial, industrial and infrastructural sectors, combined with

                                                                                our broad portfolio of categories, product offerings and specialisms, all
                                                                                  serve to reduce the impact of changes in a specific territory or market.

 Geopolitical and macroeconomic events can lead to a decline in general
 economic activity and, or including, a decline in construction industry

 activity.                                                                        Industry-based KPIs, monitored monthly at a Group and operating company level,

                                                                                help to ensure that warnings and indicators of risks and opportunities are
                                                                                  identified early, and appropriate mitigation strategies implemented.

 2025 continued to see further contraction in construction activity across our
 UK and European markets.

                                                                                We continue to assess inflationary and other fiscal pressures and impacts on

A combination of ongoing economic and geopolitical uncertainty and volatility,  product pricing and will continue to work with our suppliers to identify
 high long-term interest rates, an acceleration in construction costs, and the    opportunities to ensure ongoing supply chain resilience.
 slow progress in simplifying building regulations building permit procedures

 continue to delay a meaningful recovery and industry confidence remains          We will also continue to make the necessary 'self-help' measures to ensure we
 fragile.                                                                         optimise our organisational resilience and maintain our ability to respond to

                                                                                volatile market conditions.

Nevertheless, structural housing shortages and government's desire to address
 the availability of affordable homes and deliver infrastructure improvements
 across Europe mean that markets will recover but its timing will remain
 contingent on economic and geopolitical headwinds.

 Any delay in a recovery has the potential to further impact customer demand,
 and create financial and operational pressure, while adding costs to our
 operations and making planning and forecasting more difficult.
 Attract, recruit and retain our people: Failure to attract and retain people     We continue to invest in learning and development programmes to ensure both
 with the right skills, drive and capability to reshape and grow the business     vocational and technical training needs are met whilst retaining an agile

                                                                                workforce. Our apprenticeships and training academies help develop the near
                                                                                  and long-term skills of our employees.

 SIG's ability to deliver its objectives and to compete effectively is, in
 part, dependent on its ability to recruit and retain colleagues with the

 necessary skills, experience and ability to deliver expected performance         We regularly review our organisational structures and accountabilities, and
 levels.                                                                          ensure our structures optimise employee motivation and engagement. Employee

                                                                                engagement is monitored through an annual survey and a Workforce Engagement
                                                                                  programme run by the Board.

 A combination of medium-term structural labour and vocational skills shortages
 in the construction sector, exacerbated by near term employee concerns

 regarding the performance and stability of the construction sector, and the      Ongoing enhancements to pay and conditions, including market benchmarking,
 potential impacts of change to the business portfolio on our employees, has      broadening variable remuneration elements and retention and succession
 the potential to negatively impact SIG's ability to attract, recruit and         planning also help to mitigate this risk.
 retain staff across the full spectrum of disciplines.

                                                                                  Our businesses have also introduced programmes to support employee health and
                                                                                  wellbeing. This includes training for all employees on keeping themselves and
                                                                                  their colleagues safe and well.
 Data quality and governance: Poor data quality could impact our financial        Product and customer data quality remains a focus area for our operating
 management, fact-based decision making, business efficiency, and credibility     companies, who continue to monitor, assess and upgrade their product data
 with customers                                                                   requirements, capabilities and governance considering ongoing changes in

                                                                                business needs and regulation.

During 2025, we continued to enhance our data, information management and
 There is a risk that we lack the necessary quality of systems and processes to   governance capabilities and will seek to accelerate these capabilities further
 ensure sufficient granularity, completeness and accuracy of vendor, product      throughout 2026 as we invest in new or upgraded ERP capabilities across our
 and pricing master data. This has the potential to impact our ability to         Irish and French businesses and ensure our IT systems continue to support the
 deliver a digital customer experience, provide enhanced product and customer     required data quality and governance required.
 analytics or insight and comply with both existing and new regulatory
 requirements.
 Environmental, social and governance (ESG): Reputational impacts from poor       ESG commitments include a focus on health and safety leadership, reaching net
 environmental, social and governance arrangements and performance                zero carbon, sending zero SIG waste to landfill, partnering to reduce carbon

                                                                                and waste across the supply chain, and becoming an employer of choice in our
                                                                                  industry.

 Public and commercial consciousness, driven in part by ongoing regulatory
 pressures, continues to evolve on a wide range of environmental, social and

 governance issues, including climate change, employee wellbeing and how an       Our activities will be supported by verified data to ensure that progress in
 organisation contributes to society.                                             achieving these aims and ambitions is monitored and subject to appropriate

                                                                                rigour. To do this, we have enhanced our sustainability reporting and
                                                                                  budgeting processes (particularly in relation to carbon emissions) to ensure

                                                                                that we are able to effectively track both the progress and financial impacts
 While SIG has a long and rich heritage in helping the construction industry      of these focus areas and ensure we are able to respond to increasing customer
 deliver energy efficient solutions and products, risks remain in terms of how    demands for performance data.
 we deliver our ESG agenda.

                                                                                While the EU ESG Omnibus proposals have sought to simplify and reduce the
 This is particularly the case in how we ensure we achieve our stated aims with   regulatory burden of new legislation, including the Corporate Sustainability
 regards to climate change and decarbonisation. These risks include the cost      Reporting Directive (CSRD) and the Corporate Sustainability Due Diligence
 and complexity of compliance, the challenges presented by the decarbonisation    Directive (CSDDD), we remain committed to implementing the appropriate
 of our vehicle fleet and estate and how we engage with the wider industry to     management and reporting arrangements, systems and processes, required to
 reduce product and supply-chain carbon impacts.                                  ensure compliance.

                                                                                  As regards employee wellbeing, each of our businesses has introduced
                                                                                  programmes and initiatives to support employees, underpinned by a Group-wide
                                                                                  employee health and wellbeing policy and training for all employees to
                                                                                  understand their responsibilities to keep themselves and their colleagues safe
                                                                                  and well.
 Mergers, acquisitions and disposals: Inability to successfully execute,          We have appropriate M&A resource across the organisation, and utilise
 integrate and leverage mergers, acquisitions and disposals opportunities         external advisors where necessary for the effective identification and

                                                                                prioritisation of acquisition opportunities.

 Where necessary, we may from time to time acquire new businesses or dispose of

 existing businesses to ensure we optimise and make best use of capital and       Resource is also available in the organisation to ensure that transactions are
 resources. Such decisions are based on detailed plans that assess the value      subject to the necessary pre and post-acquisition and integration activities
 creation, savings, synergies or efficiency opportunities for the Group. By       and processes.
 their nature, there is an inherent risk that we fail to manage the execution

 and integration or separation risks, which may result in delays or additional
 costs and impact the realisation of anticipated benefits.

                                                                                  Clear accountability and authority limits for the initiation and approval of
                                                                                  M&A activity are defined in the Group Delegation of Authority.
 Legal or regulatory compliance: Failing to comply with or breaching legal or     Our Group General Counsel is a member of the Executive Leadership Team and is
 regulatory requirements                                                          supported by appropriately skilled in-house legal and company secretarial

                                                                                resource at Group and operating company level, with further support provided
                                                                                  by an approved panel of external lawyers and advisors.

 The Group's operations are subject to an increasing and evolving range of
 regulatory and other requirements in the markets in which it operates. A major

 corporate failure resulting from a non-compliance with legislative, regulatory   Policies and procedures are in place to ensure compliance with legal and
 or other requirements would impact our brand and reputation, could expose us     regulatory frameworks, including health and safety, environmental, ethical,
 to significant operational disruption or result in enforcement action or         fraud, data protection and product safety.
 penalties.

                                                                                  The Group's internal controls function ensures that appropriate and effective
                                                                                  controls are in place against material financial misstatement, errors,
                                                                                  omissions or fraud.

                                                                                  Our Code of Conduct is available on our website and forms part of our employee
                                                                                  induction programme. E-learning tools are also deployed across the
                                                                                  organisation to ensure employees are aware of, and understand, their
                                                                                  obligations.

                                                                                  A whistleblowing hotline, managed and facilitated by an independent third
                                                                                  party, is in place throughout the Group. All calls are followed up and
                                                                                  investigated fully with all findings reported to the Board.
 Modernisation: Failure to deliver the digital capabilities necessary to          We continue to evaluate new technologies and make investments in the digital
 support improved efficiency and productivity or to remain competitive in the     workplace to ensure that we maintain a competitive digital proposition.
 marketplace

                                                                                Across our markets each operating company is responsible for ensuring that it
 Increased technological innovation and change has accelerated the increasing     has an appropriate technology roadmap to identify how it implements the
 role digitalisation will have in the construction materials supply chain. We     necessary technologies and ways of working to ensure that it can maximise
 continue to seek opportunities to ensure we can deliver digital solutions to     digital opportunities in terms of enhancing the customer experience and
 enable a more efficient, integrated, and frictionless experience for our         optimising transactional, fulfilment or process efficiencies.
 colleagues, customers and suppliers.

                                                                                During 2025 we started to further investigate the opportunities presented by
 This risk may be exacerbated by legacy systems and technologies which are        the development of AI technologies, including exploiting process efficiencies
 heavily customised, require significant system maintenance to prevent outages    from the use of autonomous AI agents and ensuring we have appropriate
 and lack the functionality to allow their integration into a more modern         oversight and governance for AI-generated outputs and use cases.
 digital infrastructure.

In 2026 we will also invest in new or upgraded ERP systems for our Irish and
                                                                                  French businesses that will enhance our digital capabilities and provide the
                                                                                  platform to support further modernisation and efficiency initiatives.
 Change management: Inability to change and grow the organisation as planned in   Operating companies continue to manage change portfolios through programme
 order to meet growth targets                                                     management governance committees. Increased monitoring has been implemented,

                                                                                particularly regarding progress against growth initiatives, in line with our
                                                                                  strategy.

 The Group is committed to improving its operating performance with a strategy,
 key actions and progress on these.

                                                                                Monitoring of business growth metrics and early warning indicators or trends
                                                                                  continues as part of business reviews at both the management and Board level.

 This will inevitably require changes to organisational structures, roles and     We will also continue to perform the necessary assurance activities to ensure
 ways of working, supported by investments to modernise existing and implement    that change and transformational programmes are monitored and the benefits
 new IT systems.                                                                  realised.

                                                                                  Our ongoing employee engagement surveys continue to facilitate the early

                                                                                identification of change impact in terms of our employees, and action plans
 There is a risk that these initiatives, allied to the impacts of challenging     are implemented and monitored accordingly.
 market conditions for our business and employees, results in 'change fatigue'
 and either future changes are not implemented as planned, or the benefits are
 not realised.

 

 

Non-statutory information

 

The Group uses a number of alternative performance measures, which are
non-IFRS, to describe the Group's performance. The Group considers these
performance measures to provide useful historical financial information to
help investors evaluate the underlying performance of the business.
Alternative performance measures are not a substitute for, or superior to,
statutory IFRS measures.

 

These measures, as shown below, are used to improve the comparability of
information between reporting periods and geographical units and to adjust for
Other items. This also reflects how the business is managed and measured on a
day-to-day basis. Measures presented are aligned with the key performance
measures used in the business and as included in the Strategic report.

 

a) Leverage

 

Leverage is the financial covenant applicable to the RCF and is used as a key
performance metric for the Group. It is calculated as net debt divided by the
last twelve months underlying EBITDA.

 

                                                                        2025    2024
                                                                        £m     £m
 Underlying operating profit                                            32.1   25.1
 Add back:
 Depreciation of right-of-use assets and property, plant and equipment  77.4   78.9
 Amortisation of computer software                                      0.7    1.2
 Underlying EBITDA                                                      110.2  105.2

 Reported net debt                                                      518.2  497.3
 Leverage                                                               4.7x   4.7x

 

 

b) Operating margin

 

This is used to enhance understanding and comparability of the underlying
financial performance of the Group and is calculated as underlying operating
profit as a percentage of underlying revenue.

 

                              2025      2024
                              £m       £m
 Underlying revenue           2,591.0  2,611.8
 Underlying operating profit  32.1     25.1
 Operating margin             1.2%     1.0%

c) Like-for-like sales

 

Like-for-like sales is calculated on a constant currency basis and represents
the growth in the Group's sales per working day, excluding any acquisitions or
disposals completed or agreed in the current and prior year, and adjusted to
exclude the net impact of branch closures or openings. This measure shows how
the Group has developed its revenue for comparable business relative to the
prior period. As such it is a key measure of the growth of the Group during
the year. Underlying revenue is revenue from continuing operations excluding
non-core businesses.

 

                                                      UK Interiors  UK Roofing  UK        France Interiors  France Roofing   France   Germany  Benelux  Ireland  Poland  Total Group

                                                                                 Total                                      Total
                                                      £m            £m          £m        £m                £m              £m        £m       £m       £m       £m      £m
 Statutory and underlying revenue 2025                675.5         455.9       1,131.4   190.0             398.7           588.7     432.5    91.6     101.8    260.5   2,606.5
 Less inter-segment revenue                           (2.4)         (2.5)       (4.9)     (0.1)             (10.3)          (10.4)    -        -        (0.2)    -       (15.5)
 External revenue                                     673.1         453.4       1,126.5   189.9             388.4           578.3     432.5    91.6     101.6    260.5   2,591.0

 Statutory and underlying revenue 2024 (Restated)(1)  669.7         451.5       1,121.2   200.5             421.9           622.4     438.5    103.6    104.3    241.4   2,631.4
 Less inter-segment revenue (Restated)(1)             (4.7)         (2.8)       (7.5)     (0.1)             (11.8)          (11.9)    -        -        (0.2)    -       (19.6)
 External revenue (Restated)(1)                       665.0         448.7       1,113.7   200.4             410.1           610.5     438.5    103.6    104.1    241.4   2,611.8

 % change year on year:
 Underlying revenue                                   1.2%          1.0%        1.1%      (5.2)%            (5.3)%          (5.3)%    (1.4)%   (11.6)%  (2.4)%   7.9%    (0.8)%
 Impact of currency                                   -             -           -         (1.3)%            (1.3)%          (1.3)%    (1.3)%   (1.2)%   (1.3)%   (3.2)%  (0.9)%
 Impact of branch changes                             0.9%          0.3%        0.7%      (0.4)%            2.0%            1.2%      (0.3)%   13.6%    -        (0.6)%  1.0%
 Impact of working days                               0.4%          0.4%        0.4%      0.8%              -               0.2%      0.4%     1.4%     0.4%     0.4%    0.4%
 Like-for-like sales                                  2.5%          1.7%        2.2%      (6.1)%            (4.6)%          (5.2)%    (2.6)%   2.2%     (3.3)%   4.5%    (0.3)%

(1) The 2024 segmental information has been restated in order to present on a
consistent basis with the current year, as explained in Note 1.

 

 

d) Free cash flow

 

Free cash flow is defined as all cash flows excluding M&A transactions,
dividend payments and financing transactions. Operating cash flow represents
free cash flow before interest and financing, costs of refinancing and tax.
These measures are used to enhance understanding and comparability of the cash
generation of the Group.

 

                                                                               2025    2024
                                                                               £m      £m
 Decrease in cash and cash equivalents in the year                             (12.8)  (39.7)
 Add back:
 Settlement of amounts payable for previous purchases of businesses (included  -       4.4
 within cash flows from investing activities)
 Settlement of amounts payable for previous purchases of businesses (included  -       4.0
 within cash flows from operating activities)
 Repayment of borrowings                                                       0.8     239.7
 Proceeds from borrowings                                                      -       (247.0)
 Free cash flow                                                                (12.0)  (38.6)
 Add back:
 Finance costs paid                                                            52.9    37.5
 Finance income received                                                       (1.7)   (2.7)
 Tax paid                                                                      3.5     8.0
 Operating cash flow                                                           42.7    4.2

 

 

e) Other non-statutory measures

 

In addition to the alternative performance measures noted above, the Group
also uses underlying loss per share (as set out in Note 6), underlying net
finance costs (as set out in Note 4) and average trade working capital to
sales ratio. Average trade working capital to sales ratio is calculated as the
average trade working capital each month end (net inventory, gross trade
creditors, net trade receivables and supplier rebates receivable) divided by
underlying revenue.

 

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