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REG - Topps Tiles - Interim Financial Report

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RNS Number : 8065E  Topps Tiles PLC  19 May 2026

19 May 2026

Topps Tiles Plc

Interim Financial Report

 

Topps Tiles Plc ("Topps Group", the "Company" or the "Group"), the UK's
leading tile specialist, announces its unaudited consolidated interim
financial results for the 26 weeks ended 28 March 2026.

Strategic and Operational Highlights:

The Company has made significant progress against Mission 365 and the
priorities for the year that we laid out in December 2025.

 •    Focus on profitability: We continue to expand gross margin and have
      implemented 3 major self-help cost initiatives aimed at accelerating progress
      to 8%+ PBT margin. This approach counteracts structural headwinds, creates a
      simpler and more flexible model and positions Group for sustainable
      long‑term growth to support Mission 365 ambition.
 •    Topps Group has outperformed the RMI market(1), underpinned by progress in key
      strategic areas:
      -                                         Delivering trade growth: Trade mix increased to 74.6% of revenue across the
                                                group, delivering 4.1% growth in Trade (ex-CTD), with Pro Tiler growing c.20%
                                                year on year, supported by H1 expansion of own-brand, PremTool.
      -                                         Accelerating digital: Online revenue rose to c.21% (H1 2025: c.18%).
                                                Positive results from new customer engagement platform, improved marketing
                                                efficiency, website conversion rates and customer offers including live stock
                                                visibility.  System modernisation rollout, including new tills and ERP
                                                upgrade, underway and on track.
      -                                         Driving sales excellence: Extended Topps Tiles brand to capture customer
                                                growth in value segment and consolidated Tile Warehouse into Topps,
                                                simplifying offer to customers, and leveraging Topps Tiles' greater brand
                                                penetration and better cost to serve. New category "hard surface" extensions
                                                up 7% year on year.
 •    Integrating acquisitions to drive sustainable profit: CTD loss improved by
      £0.6m year-on-year and on track to be profitable in the second half. Fired
      Earth exceeding business case expectations and already profitable in the
      period. Fired Earth range in 4 countries outside of the UK via branded
      stockists, opening up new growth options.
 •    New CFO: Caroline Browne joins on 26 May 2026.

 

Financial Highlights:

The financial impact of CTD was excluded from adjusted(2) measures in FY 2025.
In FY 2026 CTD is included in adjusted measures. For comparability,
proforma(3) financial measures are shown below with CTD trading included in H1
2025.

                                                        26 weeks to      26 weeks to      YoY
                                                        28 March 2026    29 March 2025
                                                        (H1 2026)        (H1 2025)
 Financial Measures(2)
 Group adjusted revenue                                 £142.6 million   £127.8 million   +11.6%
 Group adjusted gross profit                            £75.6 million    £68.2 million    +10.9%
 Group adjusted gross margin %                          53.0%            53.4%            (0.4) ppts
 Group adjusted operating profit                        £6.1 million     £6.2 million     (1.6)%
 Group adjusted profit before tax                       £2.2 million     £3.2 million     (31.3)%
 Group statutory revenue                                £142.6 million   £142.9 million   (0.2)%
 Group statutory profit before tax                      £0.5 million     £1.9 million     (73.7)%

 Proforma Measures(3) (CTD trading added into H1 2025)
 Group adjusted revenue proforma                        £142.6 million   £142.9 million   (0.2)%
 Group adjusted gross profit proforma                   £75.6 million    £73.5 million    +2.9%
 Group adjusted gross margin % proforma                 53.0%            51.4%            +1.6 ppts
 Group adjusted operating profit proforma               £6.1 million     £5.2 million     +17.3%
 Group adjusted profit before tax proforma              £2.2 million     £2.2 million     -

 

Financial Summary:

 •    Revenue performance robust, and ahead of the market, in a challenging
      environment. Adjusted revenue of £142.6m up 11.6% year-on-year driven by
      inclusion of £12.3 million of CTD revenue in H1 2026. Proforma adjusted
      revenue is marginally down 0.2%.
 •    Adjusted gross margin down 0.4 ppts, driven by mix due to margin dilutive CTD
      business included in H1 2026. Proforma adjusted gross margin up 1.6 ppts with
      strong margin growth in Topps Tiles.
 •    Proforma adjusted operating costs up 1.8% with management driven cost savings
      largely offsetting inflation driven cost increases.
 •    Self-help cost saving and profit driving initiatives will further underpin
      profit delivery in the second half.
 •    Proforma adjusted operating profit up 17.3% given solid gross margin growth
      and tight operating cost management.
 •    Adjusted profit before tax of £2.2 million down £1.0 million versus prior
      year, however, flat at £2.2 million on a proforma basis, given CTD trading
      was a loss of £1.0 million in H1 2025.
 •    Statutory revenue (including CTD in both years) of £142.6m marginally down
      0.2% year-on-year.
 •    Statutory profit before tax £0.5 million (H1 2025: £1.9 million) including
      the impact of store impairment, one-off property related closure costs, CTD
      residual one-off and non-recurring costs and management succession.
 •    Balance sheet remains robust, with adjusted net debt(4) of £3.1 million at
      the period end (H1 2025: net debt £1.2 million), and £30 million banking
      facility committed until October 2027.
 •    Interim dividend of 1.0 pence declared in line with policy.

 

Current Trading and Outlook

 •    Topps continues to outperform softer market:
      -                                         Topps Tiles like-for-like revenue in the first seven weeks of the second half
                                                has returned to positive, up 0.6% which, encouragingly, is a step up versus Q2
                                                2026 (down c. 2%).  CTD stores like-for-like revenue also up 3.0% in the
                                                first seven weeks of the second half.
      -                                         We continued to see strong growth in online across the first seven weeks of
                                                the second half, including record revenue weeks achieved in Pro Tiler.
 •    Significant progress has been made against our strategic priorities including
      resetting our cost base and consolidating Topps as the market leader in tiles.
      While the macro and geopolitical external environment remains challenging, the
      Group benefits from a resilient and well‑diversified supply chain. The
      self-help measures we have implemented along with a continued focus on
      productivity, efficiency and cost discipline mean we expect to deliver profit
      upside in the second half relative to the first half and deliver modest
      year-on-year profit growth in line with market expectations.

 

Commenting on the results, Alex Jensen, Chief Executive said:

"Topps remains a market outperformer despite a softer backdrop of weaker
consumer sentiment, geopolitical uncertainty and the cumulative impact of cost
inflation. We are making good progress in delivering our strategic agenda,
including a programme of self-help measures weighted towards the second half,
and we are accelerating growth in digital, trade and category extensions.
These actions are designed to support modest year on year profit growth and
provide a stronger financial platform for 2027, positioning the Group for
long-term sustainable profit growth."

 

Notes

1 Market performance as defined by Barclays "UK Consumer Spend Report" for
Home Improvements & DIY which was +0.4% in October 2025, -2.0% in November
2025, -5.4% in December 2025, -2.4% in January 2026, -3.1% in February 2026
and -2.5% in March 2026, averaging c. -2.5% over this period.

2 Adjusted items are Alternative Performance Measures which are used by Group
management to plan for, control and assess the performance of the Group.
These measures are not defined by IFRS and therefore a reconciliation between
each APM and the nearest IFRS measure is presented in the most recent Annual
Report and Accounts.  Topps Tiles like-for-like revenue is defined as sales
from Topps Tiles stores that have been trading for more than 52 weeks and
online sales made through the Topps Tiles brand (only).  Adjusted sales and
profit metrics exclude the impact of items which are either one-off in nature
or fluctuate significantly from year to year, described in the Financial
Review section of this document.

In the prior year FY 2025 period, the performance of CTD was fully excluded
from adjusted metrics due to the ongoing disruption caused by the CMA
investigation. In FY 2026, CTD is now included in the adjusted measures which
skews comparability year-on-year.

3 The proforma financial measures add CTD 'trading' back into the H1 2025 base
to provide a comparison of performance with CTD included in both the H1 2026
and H1 2025 financial periods. (For comparability, just the trading element of
CTD has been added back into H1 2025, not the one-off acquisition, legal and
advisor fees relating to the CMA investigation).

4 Adjusted net debt is defined as bank loans before unamortised issue costs,
less cash and cash equivalents, as at the balance sheet date.  It excludes
lease liabilities under IFRS 16.

 

For further information please contact:

 Topps Tiles Plc
 Alex Jensen, CEO            0116 282 8000

 Rob Swales, CFO (Interim)
 Citigate Dewe Rogerson
 Angharad Couch              020 7638 9571

 Jonah Boon

 

INTERIM MANAGEMENT REPORT

Topps Group is the largest specialist distributor of tiles and related
products in the UK.  Approximately 75% of sales across the Group are made to
trade customers, including tilers, general builders and contractors, with the
remaining 25% to domestic homeowners.  The majority of the Group's sales are
ultimately related to work in the domestic repair, maintenance and improvement
(RMI) sector, with the balance of sales relating to commercial projects,
infrastructure and new build housing.

 

The Group owns a number of brands which target different customer groups
within this market.  The largest is Topps Tiles, the market-leading,
omni-channel brand, which was founded in 1963 and, with its rich history and
289 stores, has strong brand recognition across the UK, serving both trade and
homeowner customers.  Pro Tiler Tools is the tile industry's leading Online
Pure Play brand focused on trade customers, offering a wide range of
trade-focused essentials items and a deep product specialism, at
market-leading pricing.  The Parkside brand operates in the commercial market
which includes tiles supplied across sectors such as leisure, retail,
hospitality, infrastructure and offices, where product specification is
heavily influenced by the architect and designer community. CTD joined the
Group in August 2024 and has over 50 years of experience serving the trade,
the commercial market, and the housebuilder sector. Fulfilment for both
Parkside and CTD is direct to customer, and via dedicated housebuilder hub
stores and increasingly via the store estate. Fired Earth was acquired in H1
2026 and allows us to access the premium tile market.

 

All of our brands derive benefit from the scale of the Group, our market
position as category experts, and our cross-group focus on top quality
service. We enjoy a competitive advantage in sourcing differentiated products
from around the world that we often access on an exclusive basis.  Our
strategy is underpinned by our people strategy, which delivers world-class
customer service across the Group, our operational and digital excellence
strategy, including a high-quality, specialist supply chain and ongoing
investment in systems, and our environmental leadership strategy, including
our goal of being carbon neutral across Scope 1 and 2 emissions by 2030.

 

STRATEGIC AND OPERATIONAL REVIEW

The Company has made significant progress against Mission 365 and the
priorities for the year that we laid out in December 2025.

 

1) Focus on driving profitability and improving PBT margin:

We have increased our focus on profitability. We continued to improve
underlying gross margin in the first half, with margin expansion across Topps
Tiles, Pro Tiler and CTD, driving a 1.6ppts uplift on a proforma basis.
Adjusted gross margin % year‑on‑year reduced from 53.4% to 53.0% due to
the inclusion of CTD, a structurally lower‑margin business, into adjusted
numbers.

Our Topps Tiles store estate makes up around 60% of the Group's cost base,
operates with a relatively inflexible labour model, and has been exposed to
government-led inflation, in the form of National Living Wage, where rates
have risen by 29% over the last three years.

In addition to cost control on COGS, we therefore implemented three
business‑specific transformation plans to improve profit and improve PBT
margin.

In January 2026, we communicated to our organisation the closure of 23
loss‑making stores over nine months in 2026. Most of these stores were close
to other locations, allowing a proportion of sales to transfer (c. 20-40%
transfer observed in previous programmes), making the programme profit
accretive.

Across the remaining estate, we are rolling out a new store productivity model
designed to better match staffing to customer demand. This dynamic approach
increases flexibility and brings our labour model in line with best practice
in retail.

We have also consolidated a number of roles in head office and central
functions and reinvested some of the savings back into areas where we see the
largest growth momentum.

These programmes are weighted into H2 and full benefits will be realised in
2027.  Across all 3 they are expected to deliver c. £3m H2 benefit and c.
£6m sustainable annual benefits to offset future inflation and headwinds.

 

2) Delivering trade growth strategy:

With trade customers using the Group's brands frequently and acting as brand
ambassadors to other traders and to homeowners, we maintain our focus on
expanding trader acquisition and loyalty.  Our trade strategy continues
strongly, now representing c. 75% of the Group mix. In H1 we delivered 4.1%
growth in trade excluding CTD (0.9% including CTD, due to the revenue lost
during 2025 due to the CMA process).

In Topps we strengthened our proposition to the trade segment, placing a clear
emphasis on convenience and value.  In February, we launched live stock
visibility enabling our trade customers to see precise in-store availability
on essentials items. This capability was particularly important to support the
app launch that went live in May and improves planning and efficiency for our
customers.

We achieved a 55% increase in the adoption of Trade Pay, our trade credit
offering, compared to prior period, with 11% of trade customers using this
facility. By improving access to flexible payment options, we are better
supporting their ability to scale their business, and Trade Pay customers
spend 5 times as much as non-Trade Pay customers.  This offer is executed in
a disciplined, risk-assessed way in coordination with our credit control team.

Pro Tiler Tools continues to take market share and deliver strong financial
results. In the six-month period, sales of £18.4 million were up c. 20% year
on year, with current sales levels about three times higher than at the point
of acquisition in 2022.  Growth has been delivered by continued operational
improvements, including an industry-leading value proposition, specialised
capability in digital marketing and the expansion of our own-brand, PremTool,
which supports both revenue growth and margin expansion. We see further
opportunities to grow Pro Tiler.

 

3) Digital acceleration:

Online revenue rose to c.21% (H1 2025: c.18%).  In Topps Tiles, we launched
our new trader app in May.  This represents a step-change in the value
proposition we are offering this segment, particularly around convenience and
the ease with which they can now trade with us. Main benefits include live
stock feeds and fast access to click & collect, better loyalty visibility
with a rewards ladder, improved access to Trade Pay, exclusive app offers and
discounts to drive Average Transaction Value and frequency.

H1 marked the first 6 months that we used CRM capability, having launched it
in Q4 2025.  Already our email open rates are 20% higher than the industry
average. The launch of the app, enables us to personalise this, improving
effectiveness and efficiency of marketing spend. The app, with the link to CRM
is a cornerstone for the next phase of trade growth in Topps and we expect to
see an improvement in trade sales in H2.

Across the Group we improved our website capability, with new websites
launched for CTD, Topps retail and Fired Earth.  In Topps, year on year
conversion is up 16%, checkout abandonment has decreased by 20% and speed has
improved by 30%.  The number of products with reviews has increased by 10% to
44%, 2ppts higher than the industry average. At the same time, we are
increasing our focus on Search Engine Optimisation and Generative Engine
Optimisation, with organic visibility improving by 25% since the start of the
year and the highest share of voice and AI citations amongst our competitor
set.

The Group-wide system modernisation rollout is well underway, with the ERP
upgrade (Microsoft Dynamics 365 Business Central) all on track to be completed
by year end across central functions, the Topps Tiles and CTD store networks,
with Parkside, to follow in 2027 as planned.  Pro Tiler Tools runs on a
different system, and we will revisit this architecture following the core
systems upgrade. As part of this upgrade programme, we are enhancing our
point-of-sale infrastructure by introducing tills with customer-facing display
screens. This will enable the integration of CRM data, allowing us to deliver
more personalised promotional messaging to individual customers and, over
time, support self-service capabilities.

 

4) Driving sales excellence:

Our fourth priority is to drive sales excellence in Topps Tiles by converting
our differentiators into stronger sales performance. These differentiators
include market-beating product expertise and high-quality customer service.

In H1, we invested in sales capability-across people, process and
performance-to improve in-store labour productivity. This drove higher
conversion rates and increased average transaction values. We trained over
1,000 colleagues in a Topps-specific, benefits-led selling programme,
strengthened the use of our customer pipeline tools, and reset commission
schemes to reward these behaviours and outcomes.

We strengthened our position in the value segment through targeted pricing on
key items in Topps Tiles, driving gross profit improvement. We also simplified
our customer proposition by consolidating Tile Warehouse into the Topps Tiles
brand. While Tile Warehouse delivered c. 23% growth in the first half,
operating two brands constrained our ability to present a coherent, seamless
offer to customers. Bringing this together allows us to build on the momentum
achieved by both brands, whilst better leveraging the reach and efficiency of
the Topps Tiles brand.

In the period we grew category extensions by 7% with acoustic panels and
shower panels performing particularly well. We have plans to ramp up
investment and focus on category extensions in H2.

Our focus on driving sales is underpinned by excellent customer service, with
Google reviews averaging 4.9 stars across 85,000 reviews, supporting local
visibility and customer confidence.  Having a reputation for good customer
service supports local visibility and customer confidence and it is also a key
feed for generative engine optimisation where reviews are an important input
into the AI answer.

 

5) Integrating acquisitions to drive sustainable profit:

CTD has delivered +1.0% like-for-like revenue in its stores and more than
halved losses to £0.4m, improving by £0.6m year-on-year.  It is on track to
be profitable in the second half.  Two new housebuilder hubs, dedicated to
housebuilder needs, with racked warehouse, specified coverings and curated
essentials ranges are being opened in H2 2026, with CTD Minworth open in May,
and CTD Newcastle opening in Q4.

We continue to grow our Parkside business, which made a small profit in 2025
and is building momentum. We secure project specifications with architects and
designers, while also targeting contractors delivering these projects. By
leveraging our combined CTD and Topps store network, we are making it easier
for customers to access what they need and growing the business.

Fired Earth expands our addressable customer base into premium, strengthens
our proposition to homeowners and housebuilders and accelerates our digital
penetration.  By incorporating it into the Group, we leveraged the advantages
of group sourcing and logistics scale, group digital capability, all whilst
preserving the integrity of the Fired Earth brand.

Fired Earth sales are exceeding expectations, and the brand is already
profitable in the first 4 months of trading. In H1 we secured long term
collaborative design partnerships with Nina Campbell and Neisha Crossland, an
important aspect of newness and inspiration for Fired Earth customers.  In
May we launched a paint collection with 120 colours. Alongside our UK
stockists, we have extended the brand reach via international stockists in 4
countries.  We see international expansion as a good opportunity for a strong
brand with clear brand differentiation around heritage, artisan craftsmanship
and quality.

 

Summary

We have increased our focus on profitability. We continue to generate a strong
gross margin and have initiated and executed three self-help initiatives to
tackle unsustainably high costs driven principally by government-led
inflation. These initiatives have been executed and will underpin profit
delivery in H2 2026 and future years.

We are making good progress in delivering our strategic agenda, accelerating
growth in digital, trade and category extensions. In Q2 we refreshed our
strategy. The refresh confirmed a market valued at c. £2.4 billion in 2025,
with 50% of this in tiles and related ancillaries and 50% in new coverings
such as luxury vinyl tiles and outdoor tiles and related ancillaries. We look
forward to sharing the evolution of Mission 365 as part of our full year
results presentation.

 

Key Performance Indicators ("KPIs")

As set out in our most recent Annual Report, the Board monitors a number of
financial and non-financial KPIs when reviewing the implementation of the
Group's strategy.  Our performance in the 26 weeks to 28 March 2026 is set
out in the table below, together with the prior year performance data.  One
KPI, total scope 1 and 2 net carbon emissions (tonnes per annum), is only
available on an annual basis and so is not disclosed here.  The source of
data and calculation methods are consistent with those described in the 2025
Annual Report.

In FY24 the business acquired CTD which was removed from the 'adjusted'
measures in the 2024 and 2025 financial years.  However, in the 2026
financial year, the sales, margin, costs, profit and other financial metrics
have been brought fully into the 'adjusted' measures illustrated below.  For
comparative purposes, Adjusted Revenue growth/(decline), Adjusted Gross Margin
%, Adjusted Profit Before Tax, and Adjusted Earnings Per Share have been shown
as a proforma whereby CTD Trading has been added back into to H1 2025 numbers
to provide a like-for-like comparison (note the 'one off' elements of CTD
relating to acquisition costs and CMA investigation have been excluded,
meaning just the trading elements have been included in the proforma view):

 

                                                                26 weeks to      26 weeks to      YoY
                                                                28 March         29 March
                                                                2026             2025
                                                                (H1 2026)        (H1 2025)
 Financial KPIs
 Group adjusted revenue growth year on year*                    11.6%            4.1%             n/a
 Topps Tiles like-for-like revenue growth year on year*         0.1%             3.0%             n/a
 Group adjusted gross margin %*                                 53.0%            53.4%            (0.4) ppts
 Group adjusted profit before tax*                              £2.2 million     £3.2 million     (31.3)%
 Adjusted earnings per share*                                   0.83 pence       1.12 pence       (25.9)%
 Adjusted net (debt)/cash at period end*                        £(3.1) million   £(1.2) million   £(1.9) million
 Inventory days                                                 110              114              (4) days

 Proforma KPIs (CTD trading added into H1 2025)
 Group adjusted revenue growth/(decline) year on year proforma  (0.2)%           n/a              n/a
 Group adjusted gross margin % proforma                         53.0%            51.4%            +1.6 ppts
 Group adjusted profit before tax proforma                      £2.2 million     £2.2 million     -
 Adjusted earnings per share proforma                           0.83 pence       0.73 pence       +13.7%

 Non-financial KPIs
 Square metres of tiles sold in Topps Tiles (thousand)          1,883            2,102            (10.4)%
 Topps Tiles customer overall satisfaction score                91.0%            91.2%            (0.2) ppts
 Group colleague retention                                      77.6%            80.8%            (3.2) ppts

 

 * as defined in the Financial Review

 

FINANCIAL REVIEW

H1 2026 covers the 26 weeks to 28 March 2026.  The previous period ('H1
2025') covers the 26 weeks to 29 March 2025.

The addition of CTD into the 'Adjusted' financial measures in H1 2026 drives
positive sales growth year-on-year of 11.6%, given CTD did not form part of
the 'Adjusted' financial measures in the H1 2025 period.  On a proforma and
statutory basis (CTD in both H1 2026 and H1 2025) revenue growth is marginally
down 0.2%, albeit ahead of a weak market.  Within this Topps Tiles
like-for-like revenue in the half shows a small increase of 0.1% with consumer
confidence increasingly impacted by wider macro and geopolitical factors.

At an adjusted profit before tax level, the Group delivered £2.2 million in
the first half of 2026, versus £3.2 million in H1 2025.  However, on a
proforma basis, with the £1.0 million CTD trading loss included in the H1
2025 base, adjusted profit before tax of £2.2 million is flat year-on-year.

 

Key financial results are as follows:

                                                        26 weeks ended   26 weeks ended   YoY
                                                        28 March 2026    29 March 2025
                                                        (H1 2026)        (H1 2025)
 Adjusted Measures
 Topps Tiles like-for-like revenue growth year on year  0.1%             3.0%             n/a
 Group adjusted revenue                                 £142.6 million   £127.8 million   +11.6%
 Group adjusted gross profit                            £75.6 million    £68.2 million    +10.9%
 Group adjusted gross margin %                          53.0%            53.4%            (0.4) ppts
 Group adjusted operating profit                        £6.1 million     £6.2 million     (1.6)%
 Group adjusted profit before tax                       £2.2 million     £3.2 million     (31.3)%
 Adjusted earnings per share                            0.83 pence       1.12 pence       (25.9)%
 Adjusted net (debt)/cash at period end                 £(3.1) million   £(1.2) million   £(1.9) million

 Proforma Measures (CTD added into H1 2025)
 Group adjusted revenue proforma                        £142.6 million   £142.9 million   (0.2)%
 Group adjusted gross profit proforma                   £75.6 million    £73.5 million    +2.9%
 Group adjusted gross margin % proforma                 53.0%            51.4%            +1.6 ppts
 Group adjusted operating profit proforma               £6.1 million     £5.2 million     +17.3%
 Group adjusted profit before tax proforma              £2.2 million     £2.2 million     -
 Adjusted earnings per share proforma                   0.83 pence       0.73 pence       +13.7%

 Statutory Measures
 Group statutory revenue                                £142.6 million   £142.9 million   (0.2)%
 Group statutory gross profit                           £75.5 million    £74.1 million    +1.9%
 Group statutory gross margin %                         52.9%            51.9%            +1.0 ppts
 Group statutory profit before tax                      £0.5 million     £1.9 million     (73.7)%
 Basic earnings per share                               0.17 pence       0.61 pence       (72.1)%
 Interim dividend per share                             1.0 pence        0.8 pence        +25.0%

 

Acquisitions

CTD

In August 2024 the Group acquired the brand and certain assets from CTD Tiles
Limited (in administration) including the right to occupy 30 stores, selected
stock, intellectual property and branding.

As the Group fully integrates this acquisition, the performance of CTD has
been incrementally improving, particularly following the completion of the CMA
process in late 2025.  The Group has continued to focus on cost discipline,
optimising the operating model to deliver synergies, driving store performance
through the 22 CTD stores that it currently operates from, and recovering the
Housebuilder business which was impacted following the prolonged CMA
process.  As a result, the loss across the first half 2026 has been reduced
to £0.4 million compared to a trading loss in H1 2025 of £1.0 million.  The
Group is continuing to focus on bringing the CTD business to profit in the
second half and sustainable profit thereafter.

 

 £m                            H1 2025  H2 2025  Full Year 2025  H1 2026
 CTD Trading Profit / (Loss)*  (1.0)    (0.7)    (1.7)           (0.4)

* Note that just the trading loss has been added back into the H1 2025 base
for the proforma view.  Other one-off legal and advisor costs relating to the
acquisition and consequent CMA process have been excluded.

 

In both the 2024 and 2025 full year results, CTD's performance was excluded
from adjusted profit metrics, including its trading performance, acquisition
costs, and the costs of the CMA investigation.  However, in FY 2026, CTD's
results are now being included in the adjusted profit metrics of the Group,
which given CTD remains loss making, has introduced a £0.4 million drag on
reported adjusted profit before tax in H1 2026.

The table below illustrates the impact of this, showing that adding the CTD
trading loss into the H1 2025 base provides a more comparable proforma view of
year-on-year profitability:

                                               26 weeks ended  26 weeks ended   YoY
                                               28 March 2026   29 March 2025
                                               (H1 2026)       (H1 2025)

 Adjusted profit before tax                    £2.2 million    £3.2 million     (31.3)%
 Add back CTD trading loss* into H1 2025 base  -               £(1.0) million   n/a
 Adjusted profit before tax (proforma)         £2.2 million    £2.2 million     -

* Note that just the trading loss has been added back into the H1 2025 base
for the proforma view.  Other one-off legal and advisor costs relating to the
acquisition and consequent CMA process have been excluded.

 

Fired Earth

On 26 November 2025, the Group acquired - from administration - the Fired
Earth brand, associated IP, website and a provisional £2.5 million of stock,
for a total cash consideration of £3.0 million.  Significant focus was
placed on re-establishing the business, such that by 16 December 2025, Fired
Earth was trading through a fully transactional website. Trading performance
has continued to build, and Fired Earth has already delivered a modest profit
in the first half, whilst delivering revenue of c. £1m.  Given the newly
acquired Fired Earth brand was brought under the control of the Group almost
immediately after acquisition, and then the trading was re-established shortly
after, and from a materiality perspective the values are fairly modest, the
Group has brought the core underlying trading metrics into its "Adjusted"
financials immediately, with only the one-off acquisition costs being treated
as adjusted items. This approach differs versus the treatment of CTD which was
a larger transaction and was severely hampered by the prolonged CMA process
which meant the Group was not able to gain trading and operational control
over CTD until well after the acquisition.

Following the acquisition of Fired Earth, the Group is required to account for
the acquired assets and liabilities in accordance with IFRS 3 Business
Combinations. As permitted under IFRS 3, the acquisition accounting has been
recognised on a provisional basis at the reporting date, reflecting the fact
that the valuation exercise is not yet complete.

IFRS 3 permits the use of provisional amounts where the initial accounting for
a business combination is incomplete, with retrospective adjustment of those
amounts permitted during a measurement period of up to 12 months from the
acquisition date. The Group expects to finalise the acquisition accounting
prior to 25 November 2026, with the final values to be reflected in the FY26
results.

 

Tile Warehouse - Consolidation into Topps Tiles

The Group's Online Pure Play brand Tile Warehouse, which focuses on the value
DIY customer, was launched in May 2022 and delivered sales of £3.0 million in
the 2025 full financial year and £1.7 million in H1 2026. From a profit
perspective, the brand delivered a loss of £(0.5) million in the 2025
financial year and, whilst the position has improved slightly, remains in a
loss-making position in H1 2026.

Following a detailed review, the Group has made the decision to consolidate
the Tile Warehouse business into Topps Tiles allowing us to serve value led
customers more efficiently and sustainably.  Focusing efforts behind a Topps
Tiles value proposition allows the Group to invest in a brand with greater
market reach and penetration, stronger customer recognition, and a proven
margin profile.

Execution of this change will occur across H2 2026, with the financial impact
being accretive to the Group. The Group anticipate that the operating cost
savings, alongside transfer of existing Tile Warehouse trade into the Topps
Tiles brand, will more than offset the loss of revenue from retiring the Tile
Warehouse brand.  Note that the one-off costs associated with executing this
change will be reflected as an adjusting item and removed from adjusted profit
before tax.

 

Consolidated Statement of Profit or Loss

Topps Group adjusted revenue growth of +11.6% in the 26 weeks ended 28 March
2026 was supported by bringing CTD into the adjusted financials in H1 2026,
whereas in financial years 2024 and 2025 it was excluded from the adjusted
financials. Group statutory revenue, with CTD included in both H1 2026 and H1
2025, was marginally down 0.2% year-on-year.  Within this, Topps Tiles
revenue, which represents nearly 75% of Group revenue, was marginally down
1.7% year-on-year, driven by the closure of 8 stores in the period, whilst
Topps Tiles like-for-like sales delivered a modest growth of 0.1% in the half.

Sales in Online Pure Play remained very strong, up 25.6% to £21.1 million.
Within Online Pure Play, Pro Tiler Tools continued to deliver excellent
growth, up c. 20% year-on-year to £18.4 million. The introduction of the
newly acquired Fired Earth brand also delivered £1.0 million of revenue in
the half following its acquisition in November 2025. Parkside, our commercial
'architecture and design (A&D)' brand saw flat sales of £3.9 million in
the half. Revenue by business area is illustrated below, with the impact of
CTD also highlighted:

 Revenue by brand (£m)             H1 2026  H1 2025  Variance
 Topps Tiles                       105.3    107.1    (1.7)%
 Parkside                          3.9      3.9      -
 Online Pure Play*                 21.1     16.8     +25.6%
 CTD**                             12.3     -        n/a
 Adjusted revenue                  142.6    127.8    +11.6%
 CTD**                             -        15.1     n/a
 Statutory (and proforma) revenue  142.6    142.9    (0.2)%

 

*Online Pure Play includes Pro Tiler Tools and its associated brands, which
were acquired in March 2022, Tile Warehouse, which was launched in May 2022
(and will be consolidated into Topps in H2 2026) and Fired Earth which was
acquired in November 2025 and trading re-established in December 2025.

** CTD was acquired in August 2024.  Please see the section above for further
information.

 

Adjusted gross profit of £75.6 million was £7.4 million higher year-on-year
(H1 2025: £68.2 million) driven by the introduction of CTD into adjusted
measures in 2026.  On a proforma basis with CTD included in H1 2025, gross
profit increased £2.1 million year-on-year with both online driven sales
growth and higher margin rates in Topps Tiles and Pro Tiler the key drivers.

Whilst the adjusted gross margin has stepped back 0.4 ppts year-on-year to
53.0%, this is primarily a mix impact given the structurally lower margin CTD
business is included in H1 2026 measures but not in H1 2025.  The adjusted
gross margin on a proforma basis has increased 1.6 ppts year-on-year with
Topps Tiles the key driver of the growth.  Within Topps Tiles margin has
grown 1.8 ppts (contributing 1.7 ppts to overall Group margin) where the
impact of the higher mix of trade and essentials is fully offset by management
action on cost of goods and pricing.

The table below provides context on the drivers of gross margin year-on-year:

                                            Gross Margin %

 H1 2025 adjusted gross margin              53.4
 Add in H1 FY25 CTD                         (2.0)
 H1 2025 adjusted gross margin proforma(3)  51.4
 Topps Tiles                                1.7
 Parkside / CTD / Fired Earth               0.5
 Mix impact of growth in Online Pure Play   (0.6)
 H1 2026 adjusted gross margin              53.0
 Other                                      (0.1)
 H1 2026 statutory gross margin             52.9

 

Adjusted operating expenses of £69.5 million increased by £7.5 million
year-on-year, primarily due to bringing the CTD business into the adjusted
measures in financial year 2026. On a proforma basis with CTD included in both
years, operating expenses have increased by £1.2 million with management
driven cost savings largely offsetting inflationary headwinds and growth
investments.  The table below summarises the movements in operating expenses
year-on-year, including highlighting the impact of CTD:

                                                £ million
 H1 2025 adjusted operating expenses            62.0
 Add in H1 2025 CTD trading operating expenses  6.3
 H1 2025 proforma(3) operating expenses         68.3
 Inflationary costs                             2.3
 Growth investments                             1.4
 Self-help savings                              (2.5)
 H1 2026 adjusted operating expenses            69.5

 

Cost inflation was spread across a number of lines, including wage inflation
(driven by the 6.7% increase in National Living Wage and the increase in the
rate and reduction in the threshold of employers' NICs, both from April 2025),
and property costs.  Growth investments reflect the continued sales momentum
in Pro Tiler Tools, which drove associated cost growth (albeit at a lower rate
than revenue), particularly in digital marketing and the supply chain
following the relocation to the new Prologis Park distribution centre part way
through H1 2025. In addition, the acquisition of Fired Earth during the period
increased the Group's operating cost base, although this was more than offset
by its strong trading performance. The Group also continued to invest in
strategic capability, including the ERP upgrade and Trade App. These cost
increases were partly mitigated by self‑help savings, with CTD costs
reducing year‑on‑year compared to H1 2025 due to a smaller store base and
the realisation of Group cost synergies. Within Topps Tiles, further savings
were delivered through fewer stores year‑on‑year alongside ongoing cost
efficiency initiatives.

Adjusted operating profit was down 1.6% to £6.1 million (H1 2025: £6.2
million), however, proforma adjusted operating profit (CTD included in H1 2025
base) was up 17.3% given solid gross margin growth and tight operating cost
management.

Adjusted net finance costs were £3.9 million in H1 2026 (H1 2025: £3.0
million), as a result of higher IFRS 16 interest charges driven by the
inclusion of CTD stores in adjusted measures in the current year and the
full-year impact of the Prologis Park Pineham distribution centre, which was
partially excluded in the prior year while non-operational.  Statutory
interest costs were £3.9 million (H1 2025: £3.3 million), broken down as
follows:

                                                                  H1 2026  H1 2025  Variance
 Net interest payable on lease liabilities                        3.4      2.5      0.9
 Bank interest payable and amortisation of banking facility fees  0.6      0.6      -
 Interest receivable on credit balances                           (0.1)    (0.1)    -
 Adjusted net finance costs                                       3.9      3.0      0.9
 IFRS 16 interest payable on non-operational warehousing          -        0.3      (0.3)
 Net finance costs                                                3.9      3.3      0.6

 

Adjusted profit before tax for the period was £2.2 million (H1 2025: £3.2
million).  On a proforma basis, adjusted profit before tax of £2.2 million
was flat year-on-year, with CTD's trading loss of £1.0 million included in H1
2025.

After including the adjusting items described in the next section, the
statutory profit before tax was £0.5 million (H1 2025: £1.9 million).

Adjusting items

The Group's management uses adjusted performance measures, to plan for,
control and assess the performance of the Group.  Adjusted profit before tax
differs from the statutory profit before tax as it excludes the effect of
one-off or fluctuating items, allowing stakeholders to understand results
across years in a more consistent manner.  We have excluded property costs in
relation to both the prior store closure programme, which concluded in 2022,
and the latest store closure programme announced earlier this year. The
current programme forms part of wider cost-saving initiatives, including the
closure of 23 underperforming stores across the financial year.

In line with prior years, we treat any impairment charges or impairment
reversals of right-of-use assets, derecognition of lease liabilities where we
have exited a store, and one-off gains and losses through sub-lets as
adjusting items.  From the 2024 full year results, we have also excluded
impairment and impairment reversals of plant, property and equipment from
adjusted profit, as the impairment of these assets is a result of the same
impairment review process applied to right of use assets, implying the same
accounting presentation.  In addition, the impact of these impairments is
excluded from adjusted profit.  Impairments imply that assets will not incur
a depreciation charge moving forward in statutory profit, however, the Group's
adjusted profit before tax measure will carry a notional depreciation charge,
as if the assets had not been impaired, meaning that adjusted profit before
tax will continue to be comparable year on year, and is more reflective of the
actual lease payments made by the Group.  None of these impairments / lease
gains and losses have any cash impact, in 2024 or in future periods.

In the prior period, the Group relocated the warehouse operations of both Pro
Tiler Tools and CTD into a distribution centre at the Prologis Park Pineham.
The costs associated with the warehouse before operational use, costs
associated with the warehouse being exited, and the relocation of the Pro
Tiler operation to the new facility, were excluded from adjusted profit.

In August 2024, the CTD brand and certain assets were acquired from
administration and in the prior year, the financial impact of this business,
including its trading performance, one-off items and non-recurring costs, and
the costs of advisory fees relating to the CMA investigation were excluded
from adjusted profit.  The CMA's Initial Enforcement Order had the effect of
keeping CTD at arm's length of the company's management and prohibiting
further integration which would have improved the business's financial
performance.  In the current year, CTD's trading performance has been
included within adjusted profit, with the exception of one-off and
non-recurring costs and CMA-related advisory fees.

Costs associated with the acquisition of Fired Earth, including legal and
other professional fees, have been identified as non-recurring in nature and
have therefore been excluded from adjusted profit. This treatment ensures that
the reported performance reflects the ongoing operational activities of the
business.  Restructuring costs and other one-off costs have also been
excluded.

During the period, the previously announced senior management changes
progressed, including the retirement of Rob Parker as Chief Executive. Several
management transition costs were incurred, including dual‑running and
recruitment‑related costs, all of which have been treated as adjusting
items.

An analysis of movements from adjusted profit before tax to statutory profit
before tax is given below:

                                                                              H1 2026 £m   H1 2025 £m
 Adjusted profit before tax                                                   2.2          3.2

 Property
 -     Vacant property and closure costs                                      (0.7)        (0.4)
 -     Store impairment, reversal of impairment and lease exit gains and      (1.7)        0.4
 losses
 -     Removal of notional depreciation on impaired assets                    2.0          2.9
 -     Non-operational warehouse costs                                        -            (0.9)
                                                                              (0.4)        2.0

 Business development
 CTD
 -     Trading                                                                -            (1.0)
 -     Retention of title benefits                                            -            0.8
 -     One off items & non-recurring costs                                    (0.4)        (1.3)
 -     CMA advisory costs                                                     (0.2)        (1.6)
 -     Fired Earth acquisition costs                                          (0.1)        -
 -     Restructuring and other one-off costs                                  -            (0.2)
                                                                              (0.7)        (3.3)

 Management succession                                                        (0.6)        -

 Statutory profit before tax                                                  0.5          1.9

 

Tax and earnings per share

The tax expense was £0.1 million (H1 2025: £0.7 million).  On an adjusted
basis, the tax expense was £0.5 million (H1 2025: £1.0 million) and the
effective tax rate for the period was 24.2% (H1 2025: 30.3%), slightly lower
than the headline rate of corporation tax in the UK of 25% as a result of
certain disallowable expenses offset by the movement in share based payment
and the net impact of depreciation compared to capital allowances.

Adjusted earnings per share were 0.83 pence, down 25.9% when compared to 1.12
pence in H1 2025, mirroring the reduction in adjusted profit year-on-year,
driven by the inclusion of CTD losses in H1 2026 (excluded from H1 2025). On a
proforma basis (CTD trading reflected in H1 2025 base), adjusted earnings per
share is up 13.7%.

Basic earnings per share were 0.17 pence (H1 2025: 0.61 pence).

Dividend

Under the Group's capital allocation and dividend policy, interim dividends
are set at one third of the full year dividend from the previous year.  The
full year dividend relating to FY 2025 was 2.9 pence and, as such, an interim
dividend of 1.0 pence has been declared by the Board (H1 2025: 0.8 pence).
The shares will trade ex-dividend on 4 June 2026 and the dividend will be paid
on 10 July 2026.

Consolidated Statement of Financial Position and Consolidated Cash Flow
Statement

Capital Expenditure and Store Estate

Capital expenditure in the first half was £2.3m (H1 2025: £4.0m) with the
investment focused on our digital acceleration including the upcoming Topps
Trade App and personalisation of our Customer Engagement Platform ('CEP'),
expenditure on the new till systems and ERP upgrade, and investment in
existing stores.  The year-on-year reduction in capital expenditure is
largely driven by last year's investment in the Group's new distribution
centre to support the Pro Tiler Tools and CTD operations.

In the period, no new Topps Tiles stores opened and eight Topps Tiles stores
closed.  At the period end there were 289 trading stores (H1 2025: 298
stores).  We retain significant flexibility within our store estate, with an
average unexpired lease term of 2.5 years (H1 2025: 2.8 years), or 2.2 years
excluding strategically important stores (H1 2025: 2.7 years).  At the period
end, there were six closed stores (H1 2025: one closed store), some of which
are expected to be exited in the second half of the year.

Inventory

Inventory at the period end was £41.9 million (H1 2025: £40.3 million),
representing 110 stock days (H1 2025: 114 stock days).  This includes £5.0m
million of stock held in Pro Tiler (H1 2025: £4.1 million), representing 68
stock days (H1 2025: 66 stock days) and £4.8 million of stock held at CTD (H1
2025: £5.4 million), representing 102 stock days (H1 2025: prior year
inventory days were distorted by the short period of CTD trading in H2
2024).  At the last year end, inventory was £40.6 million, equivalent to 105
stock days.

Consolidated Cash Flow Statement

The Group's adjusted net cash/(debt) position decreased in the period by
£10.5 million from £7.4 million of adjusted net cash at year end to £3.1
million of adjusted net debt at the half year end.  Adjusted net cash/(debt)
is defined as cash and cash equivalents, less bank loans, before unamortised
issue costs.  The table below analyses the Group's adjusted net cash flow:

 

                                                                           H1 2026  H1 2025
                                                                           £m       £m

 Cash generated by operations, including interest and capital elements of  4.9      4.2
 leases, before WC movements and CTD/CMA
 Changes in working capital excluding CTD/CMA                              (6.2)    (4.5)
 CTD operational cash flows and CMA advisory fees                          1.1      (2.3)
 Net bank interest                                                         (0.4)    (0.4)
 Tax                                                                       -        (0.3)
 Capital expenditure                                                       (2.3)    (4.0)
 Other                                                                     (0.5)    (0.2)
 Free cash flow                                                            (3.4)    (7.5)

 Dividends                                                                 (4.1)    (2.4)

 Change in adjusted net cash before acquisitions                           (7.5)    (9.9)

 Acquisition of Fired Earth                                                (3.0)    -

 Change in adjusted net cash                                               (10.5)   (9.9)

 Adjusted net cash/(debt) at start of period                               7.4      8.7
 Adjusted net cash/(debt) at end of period                                 (3.1)    (1.2)

 

Cash generated by operations, after leases but before working capital
movements and excluding CTD was £4.9 million, £0.7 million higher than the
previous year.  A working capital outflow excluding CTD of £6.2 million in
the first half (H1 2025: outflow of £4.5 million) was driven by a reduction
in trade creditors versus the year‑end, reflecting the normal unwinding of
elevated year‑end purchasing ahead of the peak trading period, compounded by
weaker Q2 trading resulting in lower purchasing levels. Softer trading in Q2
also led to a reduction in VAT payable, creating a further cash outflow
compared with the year‑end position. There was also an increase in Pro Tiler
stock vs year-end, resulting in a cash outflow, reflecting strong growth.  In
addition, H1 includes the payment of the prior year head office bonus, which
was higher than the equivalent payment made in the prior year, increasing the
year‑on‑year outflow.  CTD cash flows were an inflow of £1.1m, driven by
a reduction in stock across the first half. Capital expenditure is detailed in
the section above.  Net interest paid was a £0.4 million cash outflow, which
was flat year-on-year.  Cash tax payments were nil in the first half as a
result of statutory losses made in prior years, however dividends were up
year-on-year, with the payment in the first half being in relation to the FY
2025 final dividend of 2.1 pence per share (H1 2025: final dividend of 1.2
pence per share). The acquisition of certain assets of Fired Earth resulted in
a £3.0 million outflow in the first half.

Return on Capital Employed

Lease adjusted returns on capital employed in the first half were 15.0% (H1
2025: 12.9%), based on an increase in the rolling 12-month adjusted operating
profit compared to the previous year, in particularly the second half of FY
2025.

Banking Facilities

The Group maintains a robust balance sheet, providing resilience and allowing
investment in growth opportunities.  A £30.0 million revolving credit
facility is in place which is committed to October 2027 (H1 2025: £30.0
million facility, committed to October 2027).  At the half year, £19.0
million of this facility was drawn (H1 2025: £14.0 million drawn) following
£3.0 million required for the Fired Earth acquisition in H1 2026, alongside
higher year-on-year dividend.  Based on a closing net debt excluding lease
liabilities position of £3.1 million at the period end, the Group had £26.9
million of headroom to its banking facilities at the period end (H1 2025:
£28.8 million).

Forward Guidance

Certain factors weight profit to the second half:

 •    Typical trading phasing with modest revenue bias to the second half.
 •    Self-help management interventions add c. £3m benefit in the second half (c.
      £6m annualised benefit).
 •    Gross margins in the second half are expected to be broadly consistent with
      the first half.
 •    Inflation driven wage costs including the increase in the National Living Wage
      from 1 April will impact employment costs in the second half by approximately
      £0.8 million relative to the first half.
 •    Cash generation expected in the second half through H2 weighted profit and
      favourable working capital.

 

Current Trading and Outlook

The macro environment remains challenging, given ongoing political unrest and
weak consumer sentiment. Despite this, through self-help management
intervention and a strong focus on delivering for the customer, trading has
shown an improving trend across the start of the second half.  The first
seven weeks of the second half have seen Topps Tiles like-for-like revenues
return to a positive position, up 0.6%, which follows a challenging second
quarter performance where like-for-like revenue was down c. 2%. In the same
period CTD store like-for-like revenues have also increased 3.0%.  The Group
is also seeing a continuation of the strong growth of its online brands in the
first seven weeks of the second half, with Pro Tiler recording record sales
weeks in this period.

The combination of strong strategic execution of self-help interventions
benefitting the second half, coupled with accelerating growth in digital,
trade and category extensions, gives the Group confidence that it will deliver
modest year-on-year profit growth in line with market expectations, assuming
macro conditions and consumer confidence do not deteriorate further.

Risks and Uncertainties

The Board continues to monitor the key risks and uncertainties of the Group on
a quarterly basis as part of their core governance processes. No principal
risks have been removed since the 2025 Annual Report, but some have been
amended given the increased macro-economic and geopolitical volatility
developing in 2026. The principal risks on Global Supply Chain and
Macro-economic Outlook have been updated to reflect the potential fallout from
the conflict in the Middle East that could impact the Group, such as the
availability and increases in the cost of goods for resale, and the impact of
higher inflation on consumers and costs in the UK. The Group continues to
monitor the situation closely, particularly regarding the Group's global
allocation of supply, consumer demand and fuel prices.

One new principal risk has been recognised to reflect the heightened threat
from competition and the potential impact on turnover and profit in the short
to medium term. Mitigating actions to generate incremental sales and profit
are being developed and deployed. The Board has focused the principal risk of
developing and delivering the Group's strategy onto delivery to ensure that
projects are effectively executed under the revised strategy. Additional
capability and resource has been brought in to support the successful
implementation of the new ERP. Finally, the principal risk for Artificial
Intelligence (AI) has been refreshed to recognise the continual development in
the use of AI in PPC (pay per click) and search.

The Board believes that the other principal risks remain largely as documented
in the 2025 Annual Report, by nature and scale. These key risks and
uncertainties include growth through mergers and acquisitions; aging systems;
cyber security; quality and ethical sourcing; sustainability and climate
change; health and safety.

Going concern

When considering the going concern assertion, the Board reviews several
factors including a review of risks and uncertainties, the ability of the
Group to meet its banking covenants and operate within its banking facilities
based on current financial plans, along with a detailed review of more
pessimistic trading scenarios that are deemed severe but plausible. The two
downside scenarios modelled include a moderate decline and more severe decline
in sales, both resulting in lower gross profit and worse profit and cash
outcomes than the base scenario. The more severe downside scenario modelled
this year was based on a prolonged period of macroeconomic stress in the UK,
lasting for more than one year, with sales falling 10% year-on-year across the
remainder of FY26 and then no growth year-on-year in FY27, in both our Topps
Tiles brand and Pro Tiler Tools brand.  The scenario also assumes declines in
gross margins across the remainder of FY26 equating to a year-on-year decrease
of approximately one percentage point, with recovery over a two-year period.
The more severe downside scenario also incorporated elements of reverse stress
testing to assess the level of sales decline required before the Group would
begin to approach covenant breach. Even in this scenario the Group has a
significant amount of cash headroom. This scenario also assumes that variable
costs would reduce in line with sales and direct mitigating cost reduction
actions, which would be taken if such a downturn occurred.

The going concern analysis, prepared for the Board, also outlined a range of
additional mitigating actions that could be taken in a severe but plausible
trading scenario. These included, but were not limited to, further savings on
store colleague costs and central support costs, reduced marketing activity, a
reduction of capital expenditure, management of working capital and suspension
of the dividend. The Group's cash headroom and covenant compliance was
reviewed against current lending facilities in both the base case and the
severe but plausible downside scenarios. In no scenario modelled does the
Group breach covenant compliance. The current lending facility, of £30.0
million, was refinanced in October 2022 and expires in October 2027.

In all scenarios, the Board has concluded that there is sufficient available
liquidity, with sufficient covenant headroom for the Group to continue to meet
all its financial commitments as they fall due for the foreseeable future, a
period of not less than 12 months from the date of this report. Accordingly,
the Board continues to adopt the going concern basis in preparing the Interim
Accounts.

Responsibility Statement

We confirm that to the best of our knowledge:

(a) the condensed set of financial statements has been prepared in accordance
with IAS 34 'Interim Financial Reporting' as contained in UK-adopted IFRS;

(b) the interim management report includes a fair review of the information
required by DTR 4.2.7R (indication of important events during the first six
months and description of principal risks and uncertainties for the remaining
six months of the year); and

(c) the interim management report includes a fair review of the information
required by DTR 4.2.8R (disclosure of related parties' transactions and
changes therein).

 

 Alex Jensen              Rob Swales
 Chief Executive Officer  Interim Chief Financial Officer
 19 May 2026

 

 Condensed Consolidated Statement of Profit or Loss
 for the 26 weeks ended 28 March 2026

                                                           26 weeks ended 28 March 2026  26 weeks ended 29 March 2025  52 weeks

                                                                                                                       ended 27 September 2025
                                                           £'000                         £'000                         £'000
                                                     Note  (Unaudited)                   (Unaudited)                   (Audited)

 Group revenue                                       2     142,602                       142,902                       295,754
 Cost of sales                                             (67,128)                      (68,805)                      (141,428)
 Gross profit                                              75,474                        74,097                        154,326

 Distribution and selling costs                            (50,472)                      (48,480)                      (98,809)
 Other operating expenses                                  (2,195)                       (2,399)                       (6,232)
 Administrative costs                                      (11,653)                      (13,633)                      (27,215)
 Marketing and online costs                                (4,889)                       (4,830)                       (9,459)
 Property related impairment reversal/(charge)             (1,991)                       396                           2,425
 Other income                                              125                           71                            263
 Group operating profit                                    4,399                         5,222                         15,299
 Net finance costs                                         (3,925)                       (3,339)                       (7,037)
 Profit before taxation                                    474                           1,883                         8,262
 Taxation                                            3     (131)                         (687)                         (2,274)
 Profit for the period                                     343                           1,196                         5,988

 Profit is attributable to:
 Owners of Topps Tiles Plc                                 343                           1,196                         5,988
 Non-controlling interests                                 -                             -                             -
                                                           343                           1,196                         5,988

 All results relate to continuing operations of the Group.

 Earnings per ordinary share
 - Basic                                             5     0.17p                         0.61p                         3.05p
 - Diluted                                           5     0.17p                         0.60p                         3.01p

 

There were no items of other comprehensive income in the current or preceding
financial periods and therefore a separate Condensed Consolidated Statement of
Comprehensive Income has not been presented.

 Condensed Consolidated Statement of Financial Position
 as at 28 March 2026

                                                                                            28 March          29 March        27 September 2025

                                                                                            2026              2025
                                                                                            £'000             £'000           £'000
                                                                                  Note      (Unaudited)       (Unaudited)     (Audited)
 Non-current assets
 Goodwill                                                                                   6,757             8,365           5,496
 Intangible assets                                                                          5,663             3,892           5,744
 Property, plant and equipment                                                              16,096            18,211          16,776
 Deferred tax assets                                                                        1,212             3,773           1,339
 Right-of-use assets                                                                        77,828            70,388          77,947
 Other financial assets                                                                     1,180             1,447           1,302
                                                                                            108,736           106,076         108,604
 Current assets
 Inventories                                                                                41,944            40,334          40,613
 Other financial assets                                                                     377               343             298
 Trade and other receivables                                                                16,229            16,143          18,047
 Current tax debtor                                                                         1,588             1,327           1,588
 Derivative financial instruments                                                           -                 -               138
 Cash and cash equivalents                                                                  15,928            12,763          18,434
 Assets classified as held for sale                                                         -                 -               171
                                                                                            76,066            70,910          79,289
 Total assets                                                                               184,802           176,986         187,893
 Current liabilities
 Trade and other payables                                                                   (57,758)          (59,256)        (64,351)
 Lease liabilities                                                                          (17,239)          (15,791)        (16,782)
 Derivative financial instruments                                                           (33)              (98)            -
 Provisions                                                                                 (247)             (232)           (247)
 Total current liabilities                                                                  (75,277)          (75,377)        (81,380)
 Net current assets/(liabilities)                                                           789               (4,467)         (2,091)
 Non-current liabilities
 Lease liabilities                                                                          (81,844)          (80,518)        (83,010)
 Provisions                                                                                 (4,943)           (2,770)         (4,776)
 Bank loans                                                                       6         (19,000)          (13,996)        (11,000)
 Total liabilities                                                                          (181,064)         (172,661)       (180,166)
 Net assets                                                                                 3,738             4,325           7,727
 Equity
 Share capital                                                                    8         6,556             6,556           6,556
 Share premium                                                                              2,636             2,636           2,636
 Own shares                                                                                 (193)             (82)            (28)
 Merger reserve                                                                             (399)             (399)           (399)
 Share-based payment reserve                                                                6,780             6,378           6,563
 Capital redemption reserve                                                                 20,359            20,359          20,359
 Accumulated losses                                                                         (32,001)          (31,123)        (27,960)
 Capital and reserves attributable to owners of Topps Tiles Plc                             3,738             4,325           7,727

 Non-controlling interests                                                                  -                 -               -
 Total equity                                                                               3,738             4,325           7,727

 

Condensed Consolidated Statement of Changes in Equity

For the 26 weeks ended 28 March 2026

 

                                                                     Equity attributable to equity holders of the parent
                                                            Share capital      Share premium  Own shares  Merger reserve  Share based payment reserve  Capital redemption reserve  Accum-ulated losses  Non controlling interest  Total equity
                                                            £'000              £'000          £'000       £'000           £'000                        £'000                       £'000                £'000                     £'000
 Balance at
 27 September                                               6,556              2,636          (28)        (399)           6,563                        20,359                      (27,960)             -                         7,727

 2025 (Audited)
 Profit and total comprehensive income for the period
                                                            -                  -              -           -               -                            -                           343                  -                         343

 Dividends                                                  -                  -              -           -               -                            -                           (4,124)              -                         (4,124)

 Own shares purchased in the period                         -                  -              (425)       -               -                            -                           -                    -                         (425)
                                                            -                  -              260         -               -                            -                           (260)                -                         -

 Own shares disposed of in the period

 Credit to equity for equity-settled share- based payments  -                  -              -           -               217                          -                           -                    -                         217

 Balance at
 28 March 2026
 (Unaudited)                                                6,556              2,636          (193)       (399)           6,780                        20,359                      (32,001)             -                         3,738

 

Condensed Consolidated Statement of Changes in Equity (continued)

For the 26 weeks ended 29 March 2025

                                                            Equity attributable to equity holders of the parent
                                                            Share capital  Share premium  Own shares  Merger reserve  Share based payment reserve  Capital redemption reserve  Accum-ulated losses  Non controlling interest  Total equity
                                                            £'000          £'000          £'000       £'000           £'000                        £'000                       £'000                £'000                     £'000
 Balance at
 28 September 2024 (Audited)                                6,556          2,636          (7)         (399)           6,349                        20,359                      (29,909)             -                         5,585
 Profit and total comprehensive income
 for the period                                             -              -              -           -               -                            -                           1,196                -                         1,196

 Dividends                                                  -              -              -           -               -                            -                           (2,357)              -                         (2,357)

 Own shares purchased in the period                         -              -              (128)       -               -                            -                           -                    -                         (128)
                                                            -              -              53          -               -                            -                           (53)                 -                         -

 Own shares disposed of in the period
                                                            -              -              -           -               29                           -                           -                    -                         29

 Credit to equity for equity-settled share-based payments
 Balance at
 29 March 2025
 (Unaudited)                                                6,556          2,636          (82)        (399)           6,378                        20,359                      (31,123)             -                         4,325

 

Condensed Consolidated Statement of Changes in Equity (continued)

For the 52 weeks ended 27 September 2025

 

                                                           Equity attributable to equity holders of the parent
                                                           Share capital  Share premium  Own shares  Merger reserve  Share-based payment reserve  Capital redemption reserve  Accum-ulated losses  Non-controlling interest  Total equity
                                                           £'000          £'000          £'000       £'000           £'000                        £'000                       £'000                £'000                     £'000
 Balance at
 28 September 2024 (Audited)                               6,556          2,636          (7)         (399)           6,349                        20,359                      (29,909)             -                         5,585
 Profit and total comprehensive loss
 for the period                                            -              -              -           -               -                            -                           5,988                -                         5,988

 Dividends                                                 -              -              -           -               -                            -                           (3,929)              -                         (3,929)

 Own shares purchased in the period                        -              -              (127)       -               -                            -                           -                    -                         (127)

 Own shares disposed of in the period                      -              -              106         -               -                            -                           (106)                -                         -

 Credit to equity for equity-settled share-based payments  -              -              -           -               214                          -                           -                    -                         214

 Deferred tax on share-based payment transactions          -              -              -           -               -                            -                           (4)                  -                         (4)

 Balance at
 27 September 2025
 (Audited)                                                 6,556          2,636          (28)        (399)           6,563                        20,359                      (27,960)             -                         7,727

 

 Condensed Consolidated Cash Flow Statement

 for the 26 weeks ended 28 March 2026

                                                                                                26 weeks ended 28 March 2026   26 weeks ended 29 March 2025   52 weeks ended 27 September 2025
                                                                                                £'000                          £'000                          £'000
                                                                              Notes             (Unaudited)                    (Unaudited)                    (Audited)
 Cash flow from operating activities
 Profit for the period                                                                          343                            1,196                          5,988
 Taxation                                                                     3                 131                            687                            2,274
 Finance costs                                                                                  4,031                          3,493                          7,295
 Finance income                                                                                 (106)                          (154)                          (258)
 Group operating profit                                                                         4,399                          5,222                          15,299
 Adjustments for:
 Depreciation of property, plant and equipment                                                  1,766                          2,101                          4,034
 Depreciation of right-of-use assets                                                            7,401                          6,166                          12,761
 Amortisation of intangible assets                                                              469                            338                            913
 Loss on disposal of property, plant and equipment                                              65                             -                              86
 Loss/(gain) on sublease                                                                        20                             (32)                           (32)
 Loss on disposal of goodwill                                                                   -                              -                              478
 Impairment of property, plant and equipment                                                    594                            628                            759
 Impairment reversal of property, plant and equipment                                           (25)                           -                              -
 Impairment of right-of-use assets                                                              3,659                          2,184                          3,986
 Impairment reversal of right-of-use assets                                                     (2,237)                        (3,208)                        (7,170)
 Gain on lease disposal                                                                         (352)                          (21)                           (5)
 Share option charge                                                                            217                            28                             214
 (Decrease)/increase in earn out liability and other provisions                                 (38)                           (600)                          775
 Non-cash loss/(gain) on derivative contracts                                                   170                            (280)                          (516)
 Cash generated from operations before movements in working capital, tax and                    16,108                         12,526                         31,582
 interest
 Decrease/(increase) in trade and other receivables                                             2,063                          (2,808)                        (4,784)
 Decrease/(increase) in inventories*                                                            576                            (2,484)                        (2,562)
 (Decrease)/increase in trade and other payables*                                               (6,879)                        1,652                          6,735
 Cash generated from operations before tax and interest                                         11,868                         8,886                          30,971
 Interest paid on borrowings                                                                    (434)                          (515)                          (959)
 Interest received on operational cash balances                                                 79                             163                            249
 Interest element of lease liabilities paid                                                     (3,459)                        (2,903)                        (6,125)
 Settlement of earn out liability and other provisions                                          -                              -                              (150)
 Taxation paid                                                                                  -                              (311)                          (312)
 Net cash generated from operating activities                                                   8,054                          5,320                          23,674
 Investing activities
 Interest received on sublease assets                                                           21                             24                             44
 Receipt of capital element of sublease assets                                                  47                             109                            279
 Proceeds from capital expenditure incentives                                                   -                              160                            160
 Purchase of property, plant, equipment                                                         (1,728)                        (3,601)                        (4,848)
 Direct costs relating to right-of-use assets                                                   (173)                          (530)                          (649)
 Purchase of intangibles*                                                                       (385)                          (67)                           (165)
 Purchase of business                                                                           (3,000)                        -                              -
 Proceeds on disposal of property, plant and equipment                                          8                              -                              500
 Net cash used in investment activities                                                         (5,210)                        (3,905)                        (4,679)
 Financing activities
 Payment of capital element of lease liabilities                                                (8,762)                        (8,760)                        (16,009)
 Dividends paid                                                               4                 (4,124)                        (2,357)                        (3,929)
 Financing arrangement fees                                                                     (39)                           (89)                           (178)
 Purchase of own shares                                                                         (425)                          (128)                          (127)
 Proceeds from borrowings                                                     6                 17,500                         16,000                         21,000
 Repayment of borrowings                                                      6                 (9,500)                        (17,000)                       (25,000)
 Net cash used in financing activities                                                          (5,350)                        (12,334)                       (24,243)
 Net decrease in cash and cash equivalents                                                      (2,506)                        (10,919)                       (5,248)
 Cash and cash equivalents at beginning of period                                               18,434                         23,682                         23,682
 Cash and cash equivalents at end of period                                                     15,928                         12,763                         18,434

 *  In the 26 weeks ending 28 March 2026, these movements excluded Fired Earth
 acquired balances.

 

1. General information

The interim report was approved by the Board on 19 May 2026. The financial
information for the 52 week period ended 27 September 2025 has been based on
information in the audited financial statements for that period.

The comparative figures for the 52 week period ended 27 September 2025 are an
abridged version of the Group's full financial statements and, together with
other financial information contained in these interim results, do not
constitute statutory financial statements of the Group as defined in section
434 of the Companies Act 2006.  A copy of the statutory accounts for that 52
week period has been delivered to the Registrar of Companies.  The auditor
has reported on those accounts: their report was unqualified, did not draw
attention to any matters by way of emphasis and did not contain a statement
under s498 (2) or (3) of the Companies Act 2006.

This condensed set of consolidated financial statements has been prepared for
the 26 weeks ended 28 March 2026 and the comparative period has been prepared
for the 26 weeks ended 29 March 2025.

The interim financial statements have not been audited or reviewed by auditors
pursuant to the Auditing Practices Board guidance on "Review of interim
financial information" and do not include all the information required for
full annual financial statements.

Basis of preparation and accounting policies

The financial statements of Topps Tiles Plc have been prepared in accordance
with UK-adopted International Accounting Standards in conformity with the
requirements of the Companies Act 2006 and the disclosure guidance and
transparency rules sourcebook of the United Kingdom's Financial Conduct
Authority. The unaudited condensed consolidated set of financial statements
included in this half-yearly financial report has been prepared in accordance
with International Accounting Standard 34 'Interim Financial Reporting', as
adopted by UK-adopted International Accounting Standards and in conformity
with the requirements of the Companies Act 2006. The same accounting policies,
presentation and methods of computation are followed in the condensed set of
financial statements as applied in the Group's latest annual audited financial
statements.

New and amended standards adopted by the Group

The Group continues to monitor the potential impact of other new standards and
interpretations which have been or may be endorsed and require adoption by the
Group in future reporting periods.

Going concern

When considering the going concern assertion, the Board reviews several
factors including a review of risks and uncertainties, the ability of the
Group to meet its banking covenants and operate within its banking facilities
based on current financial plans, along with a detailed review of more
pessimistic trading scenarios that are deemed severe but plausible. The two
downside scenarios modelled include a moderate decline and more severe decline
in sales, both resulting in lower gross profit and worse profit and cash
outcomes than the base scenario. The more severe downside scenario modelled
this year was based on a prolonged period of macroeconomic stress in the UK,
lasting for more than one year, with sales falling 10% year-on-year across the
remainder of FY26 and then no growth year-on-year in FY27, in both our Topps
Tiles brand and Pro Tiler Tools brand.  The scenario also assumes declines in
gross margins across the remainder of FY26 equating to a year-on-year decrease
of approximately one percentage point, with recovery over a two-year period.
The more severe downside scenario also incorporated elements of reverse stress
testing to assess the level of sales decline required before the Group would
begin to approach covenant breach. Even in this scenario the Group has a
significant amount of cash headroom. This scenario also assumes that variable
costs would reduce in line with sales and direct mitigating cost reduction
actions, which would be taken if such a downturn occurred.

The going concern analysis, prepared for the Board, also outlined a range of
additional mitigating actions that could be taken in a severe but plausible
trading scenario. These included, but were not limited to, further savings on
store colleague costs and central support costs, reduced marketing activity, a
reduction of capital expenditure, management of working capital and suspension
of the dividend. The Group's cash headroom and covenant compliance was
reviewed against current lending facilities in both the base case and the
severe but plausible downside scenarios. In no scenario modelled does the
Group breach covenant compliance. The current lending facility, of £30.0
million, was refinanced in October 2022 and expires in October 2027.

In all scenarios, the Board has concluded that there is sufficient available
liquidity, with sufficient covenant headroom for the Group to continue to meet
all its financial commitments as they fall due for the foreseeable future, a
period of not less than 12 months from the date of this report. Accordingly,
the Board continues to adopt the going concern basis in preparing the Interim
Accounts.

2. Business segments

The Group trades in four related sectors, which are Topps Tiles, Parkside, CTD
and Online Pure Play. The Board receives monthly financial information at this
level and uses this information to monitor performance, allocate resources and
make operational decisions. The Group sells tiles and tile-associated products
in each of these sectors, predominantly to UK-based retail, trade and
commercial customers, and offers a range of delivery and collection options
for orders.

 

Revenue can be split by the following geographical regions:

                   26 weeks      26 weeks      52 weeks

             ended
                   ended         ended         27 September

             2025
                   28 March      29 March      £'000

             (Audited)
                   2026          2025

                   £'000         £'000

                   (Unaudited)   (Unaudited)
 UK                142,456       142,789       295,486
 EU                72            86            167
 Rest of World     74            27            101
 Total             142,602       142,902       295,754

 

UK

142,456

142,789

295,486

 

EU

72

86

167

 

Rest of World

74

27

101

 

Total

142,602

142,902

295,754

 

 

 

 

 

3. Taxation

 26 weeks     26 weeks     52 weeks
                              ended        ended        ended
                              28 March     29 March     27 September
                              2026         2025         2025
                              £'000        £'000        £'000
                              (Unaudited)  (Unaudited)  (Audited)
 Current tax - debit for the period                        -            -            360
 Current tax - adjustment in respect of prior periods      -            -            (621)
 Deferred tax - debit for the period                       131          687          2,008
 Deferred tax - adjustment in respect of previous periods  -            -            527
 Total tax charge                                          131          687          2,274

 

 

4. Interim dividend

An interim dividend of 1.00p (2025: 0.80p) per ordinary share has been
declared. A final dividend of 2.10p per ordinary share was approved and paid
in the period, in relation to the 52-week period ended 27 September 2025.

 

5. Earnings per share

The calculation of earnings per share is based on the earnings for the
financial period attributable to equity shareholders and the weighted average
number of ordinary shares.

                                                                          26 weeks                  52 weeks

                                                                                       26 weeks
                                                                          ended        ended        ended
                                                                          28 March     29 March     27 September
                                                                          2026         2025         2025
                                                                          (Unaudited)  (Unaudited)  (Audited)
 Weighted average number of issued shares for basic earnings per share    196,681,818  196,681,818  196,681,818
 Weighted average impact of treasury shares for basic earnings per share  (291,542)    (135,400)    (134,599)
 Total weighted average number of shares for basic earnings per share     196,390,276  196,546,418  196,547,219
 Weighted average number of shares under option                           2,117,335    1,413,412    2,668,897
 For diluted earnings per share                                           198,507,611  197,959,830  199,216,116

                                                                          £'000        £'000        £'000
 Profit for the period                                                    343          1,196        5,988
 Adjusting items                                                          1,294        1,007        762
 Adjusted profit for the period                                           1,637        2,203        6,750

 Earnings per ordinary share - basic                                      0.17p        0.61p        3.05p
 Earnings per ordinary share - diluted                                    0.17p        0.60p        3.01p
 Earnings per ordinary share - adjusted                                   0.83p        1.12p        3.43p

 

The calculation of the basic and diluted earnings per share used the
denominators as shown above for both basic and diluted earnings per share.

Adjusted earnings per share for the 26 weeks ended 28 March 2026 were
calculated after adjusting for the post-tax impact of the following items:
vacant property and closure costs of £0.6m (2025: £0.4m), impairment of
right-of-use assets and lease exit gains and losses of £1.2m loss (2025:
£0.2m gain), removal of notional depreciation on impaired assets of £1.5m
gain (2025: £2.2m), non-operational warehouse costs of £nil (2025: £0.7m),
CTD trading losses of £nil (2025: £0.7m), CTD one off costs £0.3m (2025:
£0.9m), CTD retention of title benefits of £nil (2025: £0.6m),
restructuring and other one-off costs of £nil (2025: £0.1m), CMA advisory
costs of £0.1m (2025: £1.2m), management succession costs of £0.5m
(2025:nil) and Fired Earth acquisition costs of £0.1m (2025: £nil).

 

6. Bank loans

 

                                               26 weeks  26 weeks             52 weeks
                                               ended     ended                ended
                                               28 March  29 March             27 September
                                               2026      2025                 2025
                                               £'000     £'000                £'000
                                               (Unaudited)       (Unaudited)  (Audited)

 Bank loans (all sterling)                     18,947            13,846       11,000
 The borrowings are repayable as follows:
 On demand or within one year                  19,000            14,000       11,000
 In the second year                            -                 -            -
 In the third to fifth year                    -                 -            -
                                               19,000            14,000       11,000
 Less: total unamortised issue costs           (53)              (154)        -
                                               18,947            13,846       11,000
 Issue costs to be amortised within 12 months  53                154          -

 

 

 

The Group has a revolving credit facility to October 2027 of £30.0 million.
As at 28 March 2026, £19.0 million of this facility was drawn (29 March 2025:
£14.0 million), leaving £11.0 million of undrawn committed banking
facilities. The Group has the flexibility to repay these drawdowns at any
time, though the underlying facility remains committed until October 2027. The
loan facility contains financial covenants, which are tested on a bi-annual
basis. The Group did not breach any covenants in the period.

 

7. Financial instruments

The Group has the following financials instruments which are categorised as
fair value through profit and loss:

 

                                     Carrying value and fair value

                                     26 weeks     26 weeks     52 weeks
                                     ended        ended        ended
                                     28 March     29 March     27 September
                                     2026         2025         2025
                                     £'000        £'000        £'000
                                     (Unaudited)  (Unaudited)  (Audited)

 Financial liabilities
 Fair value through profit and loss  (33)         (98)         138

 

The fair values of financial assets and financial liabilities are determined
as follows:

Foreign currency forward contracts are measured using quoted forward exchange
rates and yield curves derived from quoted interest rates matching maturities
of the contracts.

The fair values are therefore categorised as Level 2 (2025: Level 2), based on
the degree to which the fair value is observable. Level 2 fair value
measurements are those derived from inputs other than unadjusted quoted prices
in active markets (Level 1 categorisation) that are observable for the asset
or liability, either directly (i.e. as prices) or indirectly (i.e. derived
from prices).

At 28 March 2026 the fair value of the Group's currency derivatives is a loss
of £33,000 (29 March 2025: loss of £98,000). These amounts are based on the
market value of equivalent instruments at the Statement of Financial Position
date.

A loss of £170,000 is included in cost of sales in the 26 weeks ended 28
March 2026 (26 weeks ended 29 March 2025: gain of £280,000).

 

8. Share capital

The issued share capital of the Group as at 28 March 2026 amounted to
£6,556,000 (29 March 2025: £6,556,000). The number of shares at 28 March
2026 were 196,681,818 (29 March 2025: 196,681,818).

 

9. Seasonality of sales

Historically there has not been a significant seasonal difference in sales
between the first and second half of the reporting period, with approximately
50% of annual sales arising in the period from October to March (H1 2025: 48%,
H2 2025: 52%).

 

10. Related party transactions

MS Galleon AG is a related party by virtue of their 29.9% shareholding
(58,753,435 ordinary shares) in the Group's total voting rights (29 March
2025: 29.8% shareholding).

MS Galleon AG is the owner of Cersanit, a supplier of ceramic tiles with whom
the Group made purchases of £287,000 during the first half of the year which
is 0.4% of cost of goods sold (2025: purchases of £294,000 during the first
half of the year which is 0.4% of cost of goods sold).

An amount of £166,000 was outstanding with Cersanit at 28 March 2026 (29
March 2025: £159,000). All transactions were conducted on commercial arm's
length terms.

Transactions between the Company and its subsidiaries, which are related
parties, have been eliminated on consolidation and are not disclosed in this
note, in accordance with the exemption available under IAS 24.

 

11. Fired Earth acquisition

On 26 November 2025 the Group acquired - from administration - the Fired Earth
brand, associated IP, website and a provisional £2.5 million of stock, for a
total cash consideration of £3.0 million.

Following the acquisition of Fired Earth, the Group is required to account for
the acquired assets and liabilities in accordance with IFRS 3 Business
Combinations. As permitted under IFRS 3, the acquisition accounting has been
recognised on a provisional basis at the reporting date, reflecting the fact
that the valuation exercise is not yet complete.

IFRS 3 permits the use of provisional amounts where the initial accounting for
a business combination is incomplete, with retrospective adjustment of those
amounts permitted during a measurement period of up to 12 months from the
acquisition date. The Group expects to finalise the acquisition accounting
prior to 25 November 2026, with the final values to be reflected in the FY26
results.

 

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