REG - Tracsis PLC - Interim Results
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RNS Number : 1039C Tracsis PLC 28 April 2026
Tracsis plc
('Tracsis', 'the Company' or 'the Group')
Unaudited interim results for the six months ended 31 January 2026
Improved trading performance in line with expectations, and continued
strategic progress
Tracsis plc (LSE: TRCS), a leading transport technology provider, is pleased
to announce its unaudited interim results for the six months ended 31 January
2026.
Financial Results (£m) H1 FY26 H1 FY25
Revenue 38.9 36.3 +7%
Adjusted EBITDA * 5.0 3.8 +31%
Adjusted EBITDA * % 12.8% 10.5% +236 bps
Cash 25.8 22.1
Diluted adjusted earnings per share * 10.2p 7.7p +34%
Statutory Results
Operating loss (0.1) (1.1)
Profit/(loss) before tax 0.0 (0.7)
Basic earnings/(loss) per share 0.0p (1.5p)
Interim dividend per share 1.3p 1.2p
Financial Highlights
· Improved financial performance versus H1 FY25 consistent with expectations
· Revenue and margin growth in both divisions
· Healthy cash generation and strong balance sheet to invest in growth
· 34% increase in diluted adjusted earnings per share
· Progressive dividend maintained
Strategic Highlights
· Higher quality revenue growth: recurring software licence revenue(1) up 4% to
£10.4m and consumer-driven transactional revenue(2) up 24% to £2.4m
· Strategic contract delivery: delivery progressing on Pay-As-You-Go ("PAYG")
Tap Converter (Rail Delivery Group), RailHub (Network Rail) and
GeoIntelligence (UK government)
· North America progress: new multi-year Train Dispatch contract win supports
future recurring revenue growth and international diversification
· Vesputi acquisition extends digital ticketing capability: post-period bolt-on
acquisition of German digital ticketing technology provider, establishing
operational foothold in German public transportation market
· 'One Tracsis' expansion: operating model transformation is being extended
beyond Rail Technology & Services across the Group as a whole
Current Trading and Outlook
· Trading in line with expectations: adjusted EBITDA expected to be in line with
market expectations for the full year(3)
· Building a scalable software-led transport technology business: strategic
focus remains on growing recurring software licence and consumer-driven
transactional revenues whilst continuing to diversify internationally
· Well positioned to benefit from long-term structural trends: near-term
resilience provided by installed base, recurring revenues and smart ticketing
activities
David Frost, Chief Executive Officer, commented:
"The Group delivered a solid first half performance in line with our
expectations, showing an improvement over H1 FY25. I am pleased with how we
are balancing delivery in the near-term with continued progress against our
strategy to deliver scalable, long-term growth.
During FY26 we have achieved a number of important milestones as we continue
to execute our growth transformation strategy, moving towards becoming a
focused software technology product business, strengthening revenue quality
and further enhancing the portfolio.
While near-term UK rail market headwinds remain, Tracsis remains well placed
to benefit from compelling long-term structural trends in our end markets. The
Railways Bill introduced in November 2025, and the Strategy for Integrated
Transport published in April 2026, reinforce the UK government's strategic
plans for UK Rail and provide further confidence that our offering aligns with
the future of the sector.
Supported by a robust balance sheet and healthy cash generation, we continue
to invest with discipline and pursue selected opportunities that further
strengthen our strategic position."
Presentation and Overview videos
Tracsis is hosting an online presentation open to all investors on Tuesday 28
April 2026 at 2.30pm UK time. Anyone wishing to connect should register here
(https://www.engageinvestor.com/event/699460fbf94b53940c75f922)
A video overview of the results featuring CEO David Frost and CFO Andy Kelly
is available to view here
(https://eur02.safelinks.protection.outlook.com/?url=https%3A%2F%2Fvimeo.com%2F1186966773%2F0b3d2d80fe%3Fshare%3Dcopy%26fl%3Dsv%26fe%3Dci&data=05%7C02%7Candrew.kelly%40tracsis.com%7C4753ff4eb3cb44f910d308dea46ec6cc%7C6b98f2667d234d0a8b8a7e4cf7fded86%7C0%7C0%7C639128992936385303%7CUnknown%7CTWFpbGZsb3d8eyJFbXB0eU1hcGkiOnRydWUsIlYiOiIwLjAuMDAwMCIsIlAiOiJXaW4zMiIsIkFOIjoiTWFpbCIsIldUIjoyfQ%3D%3D%7C4000%7C%7C%7C&sdata=BNjAROM91EVZitYmuOHiFrS86d6dPehxuUFNToQS44I%3D&reserved=0)
.
Enquiries
Tracsis plc +44 (0)845 125 9162
David Frost, CEO
Andy Kelly, CFO
Berenberg (Nominated Adviser, Corporate Broker & Financial Adviser) +44 (0)20 3207 7800
Mark Whitmore / Richard Andrews / Ryan Mahnke
James Thompson (QE)
Alma Strategic Communications +44 (0)20 3405 0205
David Ison / Rebecca Sanders-Hewett / Joe Pederzolli / Will Merison
tracsis@almastrategic.com (mailto:tracsis@almastrategic.com)
The information communicated in this announcement is inside information for
the purposes of Article 7 of the Market Abuse Regulation (EU) No. 596/2014.
* In addition to statutory reporting, Tracsis plc reports alternative
performance measures ("APMs") which are not defined or specified under the
requirements of International Financial Reporting Standards ("IFRS"). These
metrics adjust for certain items which impact upon IFRS measures, to aid the
user in understanding the activity taking place across the Group's businesses.
APMs are used by the Directors and management for performance analysis,
planning, reporting and incentive purposes. A summary of APMs used and their
closest equivalent statutory measures is given in note 10.
(1) Revenue from software licences where the product has been deployed with
the end customer. Includes annual renewals and multi-year contracts
(2) Revenue from processing consumer digital ticketing and delay repay
transactions
(3) The Company is aware of four analysts publishing independent research. The
Company's compiled analyst expectations for the year ending 31 July 2026 is
for a mean adjusted EBITDA of £13.4m, with a range from £13.0m to £13.9m.
Management Overview
The Group has made further progress against the growth transformation strategy
set out in the FY25 results statement through delivery in core markets,
strategic M&A, continued operating model simplification and ongoing
product investment, with a continued focus on higher quality revenue growth
and international diversification.
Improved trading performance in H1 FY26 versus H1 FY25, in line with
expectations
· Revenue increased by 7% in both divisions, with further improvement in revenue
quality driven by recurring software licence revenue growth of 4% to £10.4m
and consumer-driven transactional revenue growth of 24% to £2.4m
· Traffic Data and Events profitability continued to improve, building on the
recovery in H2 FY25
· Healthy cash generation further strengthened the Group's balance sheet,
supporting continued investment in growth
Commercial progress underpins FY26 and supports future growth
· In Rail Technology & Services, delivery is progressing on multi-year
contracts including Tap Converter with the Rail Delivery Group, embedding
Tracsis' ticketing technology as the back-office solution for a UK rollout of
PAYG ticketing on the National Rail network. Deployment is expected to start
in the second half of 2026
· Implementation work is underway on the Group's new multi-year Train Dispatch
contract in North America, with full deployment expected during FY27, after
which the Group will receive recurring support and maintenance licence revenue
· In Data, Analytics, Consultancy & Events, the Group secured a new
GeoIntelligence contract with the UK government, while post period-end also
securing a four-year renewal with the Irish Department of Agriculture, Food
and the Marine with a total maximum revenue value of c.€12m
Transitioning to a more scalable software product business
· The post-period bolt-on acquisition of Vesputi establishes a small operational
foothold in the German public transport market and expands the Group's digital
ticketing capability in a strategically adjacent area
· A new groupwide 'One Tracsis' operating model with a single functional
leadership is being implemented. This builds on the integration of Rail
Technology & Services over the past two years, to remove duplication,
accelerate decision-making, and create clearer strategic focus around
market-led product roadmaps, while supporting broader go-to-market
co-ordination and streamlined integration of future acquisitions
· The Group expects to incur c.£1m of non-repeat cash costs during FY26 in
order to deliver this transformation, primarily related to headcount reduction
where roles are duplicated or no longer required
· Continued investment in the next generation Operations & Planning software
platform is intended to reinforce UK market leadership and support targeted
international expansion through a modular, SaaS-native architecture
· The Group continues to evaluate M&A opportunities in line with the Board's
disciplined criteria, with a strong net cash balance and a £35m revolving
credit facility in place that provides additional financing headroom,
flexibility and strategic optionality
Outlook: FY26 expectations unchanged
· Near-term UK rail market headwinds persist, with Network Rail Control Period 7
("CP7") funding constraints continuing to weigh on Remote Condition Monitoring
("RCM") hardware volumes and rail reform contributing to extended procurement
timelines. While timing remains uncertain, Tracsis' products and services
remain mission critical and well aligned with the long-term direction of the
sector, and the structural opportunity remains significant
· The Group's installed base continues to generate recurring revenues, and FY26
contract wins in overseas markets will add to this. Digital ticketing activity
has remained resilient, with good growth in transactional revenues during H1
FY26 and with delivery of Tap Converter progressing
· Against this backdrop the Board's expectations for FY26 performance are
unchanged and consistent with market expectations, supported by:
· Recurring revenues from the Group's large installed base
· Consumer-driven transactional revenues in the UK at a similar level to H1
FY26, supplemented by the incremental contribution from Vesputi for the period
from 1 April 2026
· A significant confirmed orderbook
· Expected run rate activity and pipeline conversion consistent with Q4 of FY25
Dividend
The Board remains committed to a progressive dividend policy. The Board has
declared an interim dividend of 1.3 pence per share which will be paid on 22
May 2026 to shareholders on the register at the close of business on 15 May
2026. A final dividend of 1.4 pence per share was paid on 12 February 2026 in
respect of the year ended 31 July 2025.
Jill Easterbrook David Frost
Non-Executive Chair Chief Executive Officer
28 April 2026
Financial Overview
Trading Performance
Total Group revenue of £38.9m was 7% (£2.6m) higher than the prior year (H1
FY25: £36.3m). Rail Technology & Services revenue increased by 7%
(£1.3m) including the benefit from continued growth in recurring and
transactional revenues, as well as the ongoing delivery of the Tap Converter
contract. Data, Analytics, Consultancy & Events revenue also increased by
7% (£1.3m), benefitting from a new GeoIntelligence contract win during the
period and higher activity levels in Events.
Adjusted EBITDA of £5.0m was 31% (£1.2m) higher than in the prior year (H1
FY25: £3.8m), with an adjusted EBITDA margin of 12.8% vs 10.5% in H1 FY25. In
addition to the revenue growth described above this reflects an improvement in
Traffic Data and Events profitability, building on the recovery in H2 FY25.
The Group made a small statutory profit before tax of <£0.1m, which was an
improvement on the prior year (H1 FY25: £0.7m loss). In addition to the
£1.2m increase in adjusted EBITDA outlined above, this reflects the following
items:
1. £1.1m non-recurring exceptional cash costs relating to M&A execution (H1
FY25: £0.7m mainly relating to headcount reductions);
2. £1.1m depreciation charge at a similar level to the prior period (H1 FY25:
£1.1m);
3. £2.6m amortisation of intangible assets at a similar level to the prior
period (H1 FY25: £2.7m);
4. £0.2m of share based payment charges, slightly lower than the prior period
reflecting a lower level of awards (H1 FY25: £0.3m); and
5. £0.1m net finance income (H1 FY25: £0.3m) reflecting a lower level of
interest received on cash deposits, and commitment fees relating to the
undrawn revolving credit facility.
Diluted adjusted earnings per share increased by 34% to 10.2 pence (H1 FY25:
7.7 pence).
The Group continues to have significant levels of cash and remains debt free.
Cash generation remains healthy. At 31 January 2026 the Group's cash balances
were £25.8m, which is £3.7m higher than the prior year (31 January 2025:
£22.1m).
Divisional Performance
Rail Technology & Services
Large installed base of mission-critical solutions with continued progress in
long-term drivers of value
Revenue £18.1m (H1 FY25: £16.8m) +7%
Recurring Software Licence Revenue (1) £10.4m (H1 FY25: £10.0m) +4%
Consumer-Driven Transactional Revenue (2) £2.4m (H1 FY25: £2.0m) +24%
Adjusted EBITDA* £3.5m (H1 FY25: £3.0m) +16%
Profit Before Tax £1.2m (H1 FY25: £0.2m) +483%
· Revenue increased by 7% (£1.3m)
o Principally driven by Ticketing in the UK, including a full period of
development revenue for the Tap Converter contract that will be completed in
summer 2026, as well as continued strong growth in transactional revenues
o Further growth in recurring software licence revenue
o £0.3m increase in UK Remote Condition Monitoring hardware revenues, which
remain impacted by CP7 funding headwinds
o Increased level of project delivery revenue in North America including the
first month of revenue related to the new Dispatch contract win
· Ongoing growth in recurring software licence revenue and revenue from consumer
activity
o Recurring software licence revenue £10.4m, +4% (£0.4m) vs H1 FY25. Growth is
mainly in the UK from the Operations and Planning portfolio including the
benefit from price increases
o Consumer-driven transactional revenue £2.4m, +24% (£0.4m) vs H1 FY25. Growth
is driven by an increasing base of customers using PAYG digital ticketing, as
well as a higher volume of delay repay transactions processed
· Adjusted EBITDA increased by 16% (£0.5m)
o Reflects revenue growth outlined above
· Profit before tax increased by £1.0m
o £0.6m exceptional costs in the prior period mainly related to headcount
reductions in North America
Data, Analytics, Consultancy & Events
Improved performance against a soft comparable period, with Traffic Data and
Events profitability building on the recovery in H2 FY25 and support from a
new GeoIntelligence contract win
Revenue £20.8m (H1 FY25: £19.5m) +7%
Adjusted EBITDA * £1.5m (H1 FY25: £0.8m) +89%
Profit / (Loss) Before Tax £0.1m (H1 FY25: (£0.7m)) n/a
· Revenue increased by 7% (£1.3m)
o Traffic Data & Events revenue £14.2m, +3% (£0.4m) vs H1 FY25.
Principally reflects increased activity levels in Events
o Professional Services revenue £6.6m, +15% (£0.9m) vs H1 FY25. Mainly driven
by increased GeoIntelligence revenue following a new contract win with UK
Government
· Adjusted EBITDA increased by 89% (£0.7m)
o Largely driven by an improvement in Traffic Data and Events profitability
following the actions taken after the soft H1 FY25 performance, building on
the momentum established in H2 FY25
· Profit before tax of £0.1m is £0.8m better than the prior period
o Includes non-repeat of £0.2m exceptional costs in H1 FY25 relating to
headcount reductions
Exceptional Costs
The Group is executing a growth transformation strategy, focused on four
vectors to scale the business as outlined in the FY25 results statement.
Inorganic growth to build out the technology stack and address attractive
transport market applications in the UK and internationally is a core
component of the Group's growth strategy. The Board maintains a disciplined
approach to capital allocation including M&A.
In pursuing M&A execution, the Group engages third party advisors to
provide specialist knowledge and expertise, including to undertake focused due
diligence activity. Consistent with the Group's accounting policy, where these
costs are significant by virtue of their size and/or are considered
non-recurring, they are reported as exceptional costs so that the underlying
trading performance of the Group can be better understood. During the period
the Group incurred £1.1m of such costs.
In H1 FY25 the Group incurred £0.7m of exceptional costs relating to
headcount reductions.
Cash Generation
The Group continues to generate healthy cashflows. Free cash flow increased to
£2.5m (H1 FY25: £2.3m). The increase in adjusted EBITDA described above was
partly offset by a lower level of working capital inflows and an increased
level of tax paid reflecting the timing of instalments. The Group is
historically more cash generative in the second half of the year, reflecting
the timing of licence renewals and the seasonality of certain parts of the
Group.
Free Cash Flow*
Unaudited Unaudited Audited
Six months Ended Six months Ended Year
Ended
31 January 2026 31 January 2025 31 July
2025
£'m £'m £'m
Adjusted EBITDA * 5.0 3.8 12.6
Changes in working capital 0.3 0.9 0.6
Purchase of property, plant and equipment and intangible assets (net of (0.2) (0.3) (0.9)
proceeds from disposal)
Lease liability payments (0.7) (0.7) (1.4)
Capitalised development costs (0.5) (0.4) (0.8)
Tax paid (0.6) (0.2) (1.6)
Net interest received 0.2 0.3 0.6
Other (3) 0.1 (0.1) -
Free cash flow before exceptional items 3.6 3.3 9.1
Cash outflows on exceptional items (1.1) (1.0) (1.4)
Free Cash Flow 2.5 2.3 7.7
* In addition to statutory reporting, Tracsis plc reports alternative
performance measures ("APMs") which are not defined or specified under the
requirements of International Financial Reporting Standards ("IFRS"). These
metrics adjust for certain items which impact upon IFRS measures, to aid the
user in understanding the activity taking place across the Group's businesses.
APMs are used by the Directors and management for performance analysis,
planning, reporting and incentive purposes. A summary of APMs used and their
closest equivalent statutory measures is given in note 10.
(1)Revenue from software licences where the product has been deployed with the
end customer. Includes annual renewals and multi-year contracts
(2) Revenue from processing consumer digital ticketing and delay repay
transactions
(3) Includes profit or loss on disposal of property, plant and equipment or
internally-generated intangible assets, net exchange differences, proceeds
from exercise of share options, and rounding differences
Andy Kelly
Chief Financial Officer
28 April 2026
Tracsis plc - Condensed consolidated interim statement of comprehensive income
for the six months ended 31 January 2026
Unaudited six months ended 31 January Unaudited six months ended 31 January Audited year ended 31 July
2026 2025 2025
Notes £000 £000 £000
Revenue 3 38,931 36,308 81,890
Cost of sales (16,332) (15,863) (34,508)
Gross profit 22,599 20,445 47,382
Administrative costs (22,676) (21,526) (46,372)
Adjusted EBITDA* 3, 10 4,996 3,801 12,574
Depreciation (1,144) (1,141) (2,488)
Amortisation of intangible assets (2,613) (2,744) (5,926)
Other operating expense - - (357)
Share-based payment charges (214) (276) (432)
Operating profit / (loss) before exceptional items 1,025 (360) 3,371
Exceptional items 4 (1,102) (721) (2,361)
Operating (loss) / profit (77) (1,081) 1,010
Net finance income 5 106 339 578
Profit / (loss) before tax 29 (742) 1,588
Taxation (25) 285 (1,068)
Profit / (loss) after tax 4 (457) 520
Other comprehensive (expense) / income
Items that are or may be reclassified subsequently to profit or loss:
Foreign currency translation differences (261) 433 (356)
Total comprehensive (expense) / income for the period (257) (24) 164
Earnings per ordinary share
Basic 6 0.01p (1.51p) 1.72p
Diluted 6 0.01p (1.51p) 1.69p
( )
* Earnings before net finance income, tax, depreciation, amortisation,
exceptional items, other operating income or expense and share-based payment
charges - see note 10.
Tracsis plc - Condensed consolidated interim balance sheet as at 31 January
2026
Unaudited at 31 January Unaudited at 31 January Audited at 31 July
2026 2025 2025
Notes £000 £000 £000
Non-current assets
Property, plant and equipment 6,175 4,104 5,326
Intangible assets 45,235 50,529 47,503
Deferred tax assets 2,059 1,669 1,869
53,469 56,302 54,698
Current assets
Inventories 805 1,650 1,156
Trade and other receivables 15,021 13,479 18,688
Current tax receivables - 663 40
Cash and cash equivalents 25,802 22,086 23,389
41,628 37,878 43,273
Total assets 95,097 94,180 97,971
Non-current liabilities
Lease liabilities 2,947 494 1,851
Deferred tax liabilities 5,689 6,416 6,264
8,636 6,910 8,115
Current liabilities
Lease liabilities 1,014 720 792
Trade and other payables 19,657 18,362 22,945
Provisions 659 - 664
Contingent consideration payable 11 159 154 158
Current tax liabilities 425 - 290
21,914 19,236 24,849
Total liabilities 30,550 26,146 32,964
Net assets 64,547 68,034 65,007
Equity attributable to equity holders of the Company
Share capital 119 122 119
Share premium 6,535 6,542 6,535
Merger reserve 6,161 6,161 6,161
Retained earnings 52,561 54,991 52,760
Capital redemption reserve 3 - 3
Translation reserve (782) 268 (521)
Fair value reserve (50) (50) (50)
Total equity 64,547 68,034 65,007
Tracsis plc - Consolidated interim statement of changes in equity for the six
months ended 31 January 2026
Unaudited Share Capital Share Premium Merger Reserve Retained Earnings Capital redemption reserve Translation Reserve Fair Value Reserve Total Equity
£000 £000 £000 £000 £000 £000 £000 £000
At 1 August 2024 121 6,535 6,161 55,567 - (165) (50) 68,169
Loss for the period - - - (457) - - - (457)
Other comprehensive income - - - - - 433 - 433
Total comprehensive loss - - - (457) - 433 - (24)
Transactions with owners:
Dividends - - - (395) - - - (395)
Share-based payment credit - - - 276 - - - 276
Exercise of share options 1 7 - - - - - 8
At 31 January 2025 122 6,542 6,161 54,991 - 268 (50) 68,034
At 1 February 2025 122 6,542 6,161 54,991 - 268 (50) 68,034
Profit for the period - - - 977 - - - 977
Other comprehensive expense - - - - - (789) - (789)
Total comprehensive income - - - 977 - (789) - 188
Transactions with owners:
Dividends - - - (364) - - - (364)
Buy back of ordinary shares (3) - - (2,985) 3 - - (2,985)
Buy back transaction costs - - - (15) - - - (15)
Share-based payment credit - - - 156 - - - 156
Exercise of share options - (7) - - - - - (7)
At 31 July 2025 119 6,535 6,161 52,760 3 (521) (50) 65,007
At 1 August 2025 119 6,535 6,161 52,760 3 (521) (50) 65,007
Profit for the period - - - 4 - - - 4
Other comprehensive expense - - - - - (261) - (261)
Total comprehensive loss - - - 4 - (261) - (257)
Transactions with owners:
Dividends - - - (417) - - - (417)
Share-based payment credit - - - 214 - - - 214
At 31 January 2026 119 6,535 6,161 52,561 3 (782) (50) 64,547
Tracsis plc - Condensed consolidated interim cash flow statement for the six
months ended 31 January 2026
Unaudited six months ended 31 January Unaudited six months ended 31 January Audited year ended 31 July
2026 2025* 2025
Notes £000 £000 £000
Operating activities
Profit / (loss) for the period 4 (457) 520
Net finance income 5 (106) (339) (578)
Depreciation 1,144 1,141 2,488
Amortisation of intangible assets 2,613 2,744 5,926
Exceptional items 4 1,102 721 2,361
Exceptional operating cash flows (1,113) (1,030) (1,445)
Profit on disposal of property, plant and equipment (25) - (4)
Loss on disposal of internally generated intangible assets - - 85
Other operating expense - - 357
Income tax charge / (credit) 25 (285) 1,068
Share-based payment charges 214 276 432
Net exchange differences 12 - 7
Operating cash inflow before changes in working capital 3,870 2,771 11,217
Movement in inventories 352 (135) (13)
Movement in trade and other receivables 3,628 8,265 3,610
Movement in trade and other payables (3,649) (7,279) (2,778)
Movement in provisions - - (195)
Cash generated from operations 4,201 3,622 11,841
Interest received 335 262 581
Interest paid (86) - -
Income taxes paid (574) (245) (1,590)
Net cash flow from operating activities 3,876 3,639 10,832
Investing activities
Purchase of property, plant and equipment (118) (253) (671)
Proceeds from disposal of property, plant and equipment 25 - 36
Capitalised development costs (492) (395) (835)
Purchase of intangible assets (131) - (312)
Net cash flow used in investing activities (716) (648) (1,782)
Financing activities
Dividends paid 8 - - (759)
Proceeds from exercise of share options - 8 1
Payment for ordinary shares bought back - - (2,985)
Share buy-back transaction costs - - (15)
Debt facility transaction costs (97) - (323)
Lease liability payments (653) (684) (1,380)
Net cash flow used in financing activities (750) (676) (5,461)
Net increase in cash and cash equivalents 2,410 2,315 3,589
Exchange adjustments 3 (2) 27
Cash and cash equivalents at the beginning of the period 23,389 19,773 19,773
Cash and cash equivalents at the end of the period 25,802 22,086 23,389
* Net cash flow from operating activities has been represented in the
comparative six-month period ended 31 January 2025 to show exceptional
operating cash outflows of £1,030,000 on a separate line; movement in trade
and other payables has been reduced by £315,000 accordingly in respect of
items that related to exceptional items.
Notes to the consolidated interim report for the six months ended 31 January
2026
1 Basis of preparation
The unaudited consolidated interim financial information has been prepared
under the historical cost convention and in accordance with the recognition
and measurement requirements of UK-adopted international accounting standards.
There has been no ISRE 2410 accordant review of the consolidated interim
financial information by an independent auditor. The condensed consolidated
interim financial information does not constitute financial statements within
the meaning of Section 434 of the Companies Act 2006 and does not include all
of the information and disclosures required for full annual financial
statements. It should therefore be read in conjunction with the Group's Annual
Report for the year ended 31 July 2025, which has been prepared in accordance
with UK-adopted international accounting standards and is available on the
Group's investor website.
The accounting policies used in the financial information are consistent with
those used in the Group's consolidated financial statements as at and for the
year ended 31 July 2025, as detailed on pages 94 to 100 of the Group's Annual
Report and Financial Statements for the year ended 31 July 2025, a copy of
which is available on the Group's website: https://tracsis.com/investors
(https://tracsis.com/investors.) . (https://tracsis.com/investors.)
(https://tracsis.com/investors.)
The comparative financial information contained in the condensed consolidated
financial information in respect of the year ended 31 July 2025 has been
extracted from the 2025 Financial Statements. Those financial statements have
been reported on by Grant Thornton UK LLP and delivered to the Registrar of
Companies. The report was unqualified, did not include a reference to any
matters to which the auditor drew attention by way of emphasis without
qualifying their report, and did not contain a statement under Section 498(2)
or 498(3) of the Companies Act 2006.
Selected explanatory notes are included to explain events and transactions
that are significant to an understanding of the changes in financial position
and performance of the Group since the last annual consolidated financial
statements as at the year ended 31 July 2025.
The preparation of the interim financial statements requires management to
make judgements, estimates and assumptions that affect the application of
accounting policies and the reported amounts of assets and liabilities, income
and expenses. Estimates and judgements are continually evaluated and are based
on historical experience and other factors, such as expectations of future
events and are believed to be reasonable under the circumstances. Actual
results may differ from these estimates. In preparing these interim financial
statements, the significant judgements made by management in applying the
Group's accounting policies and the key sources of estimation uncertainty were
the same as those applied to the audited consolidated financial statements for
the year ended 31 July 2025.
There have been no new accounting standards or changes to existing accounting
standards applied for the first time from 1 August 2025 which have a material
effect on these interim results. The Group has chosen not to early adopt any
new standards or amendments to existing standards or interpretations.
The Directors have a reasonable expectation that the Group has adequate
resources to continue in operational existence for the foreseeable future.
Accordingly, the Directors continue to adopt the going concern basis in
preparing this interim financial information. The Group is debt free and has
substantial cash resources. At 31 January 2026 the Group had net cash and cash
equivalents totalling £25.8m (31 July 2025: £23.4m). The Board has
considered future cash flow requirements taking into account reasonably
possible changes in trading financial performance.
The condensed consolidated interim financial information was approved for
issue on 28 April 2026.
2 Principal risks and uncertainties
The Board considers risks on a periodic basis and has maintained that the
principal risks and uncertainties of the Group are consistent with the
previous year. These risks and uncertainties are expected to be unchanged for
the remainder of the financial year. Further details are provided on pages 52
to 58 of the Annual Report & Accounts for the year ended 31 July 2025.
3 Revenue and segmental analysis
a) Revenue
Revenue is summarised below:
Six months ended 31 January Six months ended 31 January Year ended 31 July
2026 2025 2025
£000 £000 £000
Rail Technology & Services 18,073 16,816 37,945
Data, Analytics, Consultancy & Events 20,858 19,492 43,945
Total revenue 38,931 36,308 81,890
Geographical split of revenue
A geographical analysis of revenue by customer location is provided below:
Six months ended 31 January Six months ended 31 January Year ended 31 July
2026 2025 2025
£000 £000 £000
United Kingdom 31,423 28,638 66,827
Ireland 4,961 4,817 9,095
Rest of Europe 256 171 513
North America 1,864 2,276 4,601
Rest of the World 427 406 854
Total revenue 38,931 36,308 81,890
b) Segmental analysis
The Group has divided its results into two segments being Rail Technology
& Services and Data, Analytics, Consultancy & Events consistent with
the disclosure in the 2025 financial statements.
The Group has a wide range of products and services for the rail industry,
such as software, hosting services and remote condition monitoring, and these
have been included within the Rail Technology & Services segment as they
have similar customer bases (such as Train Operating Companies and
Infrastructure Providers). Traffic data collection, event planning and traffic
management, data, analytics and consultancy offerings have similar economic
characteristics and distribution methods and so have been included within the
Data, Analytics, Consultancy & Events segment.
In accordance with IFRS 8 "Operating Segments", the Group has made the
following considerations to arrive at the disclosure made in these financial
statements. IFRS 8 requires consideration of the Chief Operating Decision
Maker ("CODM") within the Group. In line with the Group's internal reporting
framework and management structure, the key strategic and operating decisions
are made by the Executive Directors, who review internal monthly management
reports, budgets and forecast information as part of this. Accordingly, the
Executive Directors are deemed to be the CODM.
Operating segments have then been identified based on the internal reporting
information and management structures within the Group. From such information
it has been noted that the CODM reviews the business as two operating
segments, receiving internal information on that basis. The management
structure and allocation of key resources, such as operational and
administrative resources, are arranged on a centralised
basis.
Reconciliations of reportable segment revenues, profit or loss, assets and
liabilities and other material items
Information regarding the results of each reportable segment is included
below. Performance is measured based on segment profit before income tax, as
included in the internal management reports that are reviewed by the Board of
Directors. Segment profit is used to measure performance. There are no
material inter-segment transactions; however, when they do occur, pricing
between segments is determined on an arm's length basis. Revenues disclosed
below materially represent revenues to external customers. Segmental profit
before tax has been further analysed to allocate amortisation and exceptional
items. Segmental assets and liabilities have been further analysed to allocate
intangibles, investments and contingent consideration to each individual
segment.
Six months ended 31 January 2026
Rail Technology & Services Data, Analytics, Consultancy & Events Unallocated Total
£000 £000 £000 £000
Income statement
Total revenue for reportable segments 18,073 20,858 - 38,931
Cost of sales (3,176) (13,156) - (16,332)
Gross profit 14,897 7,702 - 22,599
Underlying administrative costs (11,397) (6,206) - (17,603)
Adjusted EBITDA for reportable segments 3,500 1,496 - 4,996
Amortisation of intangible assets (1,983) (630) - (2,613)
Depreciation (403) (741) - (1,144)
Exceptional items (6) - (1,096) (1,102)
Share-based payment charges - - (214) (214)
Net finance income / (expense) 116 (10) - 106
Consolidated profit / (loss) before tax 1,224 115 (1,310) 29
Six months ended 31 January 2025
Rail Technology & Services Data, Analytics, Consultancy & Events Unallocated Total
£000 £000 £000 £000
Income statement
Total revenue for reportable segments 16,816 19,492 - 36,308
Cost of sales (2,934) (12,929) - (15,863)
Gross profit 13,882 6,563 - 20,445
Underlying administrative costs (10,871) (5,773) - (16,644)
Adjusted EBITDA for reportable segments 3,011 790 - 3,801
Amortisation of intangible assets (2,137) (607) - (2,744)
Depreciation (466) (675) - (1,141)
Exceptional items (554) (167) - (721)
Share-based payment charges - - (276) (276)
Net finance income / (expense) 356 (17) - 339
Consolidated profit / (loss) before tax 210 (676) (276) (742)
Year ended 31 July 2025
Rail Technology & Services Data, Analytics, Consultancy & Events Unallocated Total
£000 £000 £000 £000
Income statement
Total revenue for reportable segments 37,945 43,945 - 81,890
Cost of sales (6,347) (28,161) - (34,508)
Gross profit 31,598 15,784 - 47,382
Underlying administrative costs (21,985) (12,823) - (34,808)
Adjusted EBITDA for reportable segments 9,613 2,961 - 12,574
Amortisation of intangible assets (4,683) (1,243) - (5,926)
Depreciation (927) (1,561) - (2,488)
Exceptional items (1,474) (298) (589) (2,361)
Other operating expense - - (357) (357)
Share-based payment charges - - (432) (432)
Net finance income 283 295 - 578
Consolidated profit / (loss) before tax 2,812 154 (1,378) 1,588
31 January 2026
Rail Technology & Services Data, Analytics, Consultancy & Events Unallocated Total
£000 £000 £000 £000
Assets
Total other assets for reportable segments 11,961 10,040 - 22,001
Intangible assets 37,127 8,108 - 45,235
Deferred tax assets - - 2,059 2,059
Cash and cash equivalents 12,888 12,914 - 25,802
Consolidated total assets 61,976 31,062 2,059 95,097
Liabilities
Total other liabilities for reportable segments (15,157) (9,128) (417) (24,702)
Deferred tax liabilities - - (5,689) (5,689)
Contingent consideration payable - (159) - (159)
Consolidated total liabilities (15,157) (9,287) (6,106) (30,550)
31 January 2025
Rail Technology & Services Data, Analytics, Consultancy & Events Unallocated Total
£000 £000 £000 £000
Assets
Total other assets for reportable segments 10,417 9,479 - 19,896
Intangible assets 42,081 8,448 - 50,529
Deferred tax assets - - 1,669 1,669
Cash and cash equivalents 17,151 4,935 - 22,086
Consolidated total assets 69,649 22,862 1,669 94,180
Liabilities
Total other liabilities for reportable segments (14,658) (4,523) (395) (19,576)
Deferred tax liabilities - - (6,416) (6,416)
Contingent consideration payable - (154) - (154)
Consolidated total liabilities (14,658) (4,677) (6,811) (26,146)
31 July 2025
Rail Technology & Services Data, Analytics, Consultancy & Events Unallocated Total
£000 £000 £000 £000
Assets
Total other assets for reportable segments 10,256 14,954 - 25,210
Intangible assets 39,075 8,428 - 47,503
Deferred tax assets - - 1,869 1,869
Cash and cash equivalents 15,181 8,208 - 23,389
Consolidated total assets 64,512 31,590 1,869 97,971
Liabilities
Total other liabilities for reportable segments (16,542) (10,000) - (26,542)
Deferred tax liabilities - - (6,264) (6,264)
Contingent consideration payable - (158) - (158)
Consolidated total liabilities (16,542) (10,158) (6,264) (32,964)
4 Exceptional items
The Group has incurred exceptional items which are analysed as follows:
Six months ended 31 January Six months ended 31 January Year ended 31 July
2026 2025 2025
£000 £000 £000
Non-cash:
Unwind of discounting of contingent consideration - - 4
Transformation costs - footprint - 6 -
Transformation costs - other - - 377
Cash:
Merger and acquisition costs 1,098 - -
Transformation costs - headcount (2) 662 1,228
Transformation costs - footprint 6 28 147
Transformation costs - other - 25 -
Contract termination costs - - 453
Other exceptional costs - - 152
Total exceptional items 1,102 721 2,361
Split:
Non-cash - 6 381
Cash 1,102 715 1,980
Total 1,102 721 2,361
In the six-months ended 31 January 2026, the Group has recognised costs of
£1,098,000 in respect of merger and acquisition activities.
The Group's accounting policy is to classify items which are significant by
their size or nature and/or which are considered non-recurring as exceptional
operating items. The costs associated with these activities have been reported
as exceptional operating items consistent with this policy since they are
material in size and nature, and are non-recurring.
In addition, the Group has recognised costs of £4,000 in respect of a series
of actions as described in the Group's Annual Report for the year ended 31
July 2025, to transform its operating model. These actions will establish a
consistent and scalable approach to how the Group develops and delivers
application software solutions based around industry best practice, as well as
ensuring that its operating systems, processes and footprint are aligned with
this operating model. These changes will improve the timeliness, quality and
repeatability of delivery, which will enable the Group to accelerate its
future growth trajectory.
Exceptional cash flows in the period were £1,113,000, comprising £560,000 in
respect of opening accruals and £1,102,000 of cash exceptional items for the
period, less £549,000 in respect of closing accruals.
5 Net finance income
Six months ended 31 January Six months ended 31 January Year ended 31 July
2026 2025 2025
£000 £000 £000
Interest received on bank deposits 292 392 717
Net interest on lease liabilities (96) (53) (143)
Other interest income 1 - 4
Bank commitment fees (91) - -
Total net finance income 106 339 578
6 Earnings per share
Basic earnings per share
The calculation of basic earnings per share for the half year ended 31 January
2026 was based on the profit attributable to ordinary shareholders of £4,000
(half year to 31 January 2025: loss (£457,000), year ended 31 July 2025:
profit £520,000) and a weighted average number of ordinary shares in issue of
29,748,000 (half year to 31 January 2025: 30,359,000, year ended 31 July 2025:
30,284,000), calculated as set out below.
Diluted earnings per share
The calculation of diluted earnings per share for the half year ended 31
January 2026 was based on the profit attributable to ordinary shareholders of
£4,000 (half year to 31 January 2025: loss (£457,000), year ended 31 July
2025: profit £520,000) and the weighted average number of ordinary shares in
issue after adjustment for the effects of all dilutive potential ordinary
shares of 30,260,000 (half year to 31 January 2025: 30,359,000, year ended 31
July 2025: 30,812,000), calculated as set out below.
Six months ended 31 January Six months ended 31 January Year ended 31 July
2026 2025 2025
£000 £000 £000
Profit / (loss) after tax 4 (457) 520
Weighted average number of ordinary shares
Six months ended 31 January Six months ended 31 January Year ended 31 July
In thousands of shares 2026 2025 2025
Issued ordinary shares at start of period 29,732 30,326 30,326
Effect of shares issued for cash 16 33 53
Effect of share buy-back - - (95)
Weighted average number of shares for the period 29,748 30,359 30,284
For the purposes of calculating basic earnings per share 29,748 30,359 30,284
Adjustment for the effects of all dilutive potential ordinary shares 512 - 528
For the purposes of calculating diluted earnings per share 30,260 30,359 30,812
Basic earnings per share 0.01p (1.51p) 1.72p
Diluted earnings per share 0.01p (1.51p) 1.69p
Adjusted EPS
In addition, Adjusted Profit EPS is calculated below on the grounds that it is
a common metric used by the market in monitoring similar businesses. These
figures are relevant to the Group and are provided to enable a comparison to
similar businesses and are metrics used by equity analysts who cover the
Group. Amortisation of acquired intangible assets and share-based payment
charges are deemed to be non-cash at the point of recognition in nature, and
exceptional items by their very nature are one-off, and therefore excluded in
order to assist with the understanding of underlying trading. A reconciliation
of this figure is provided below.
Six months ended 31 January Six months ended 31 January Year ended 31 July
2026 2025 * 2025
£000 £000 £000
Profit / (loss) after tax 4 (457) 520
Amortisation of acquired intangible assets 2,503 2,726 5,846
Share-based payment charges 214 276 432
Exceptional items - net 1,102 721 2,361
Other operating expense - - 357
Tax impact of the above adjusting items (724) (914) (1,885)
Adjusted profit for EPS purposes 3,099 2,352 7,631
Weighted average number of ordinary shares
In thousands of shares
For the purposes of calculating basic adjusted earnings per share 29,748 30,359 30,284
Adjustment for the effects of all dilutive potential ordinary shares 512 353 528
For the purposes of calculating diluted adjusted earnings per share 30,260 30,712 30,812
Basic adjusted earnings per share 10.42p 7.75p 25.20p
Diluted adjusted earnings per share 10.24p 7.66p 24.77p
* Adjusted profit for EPS purposes for the six-months ended 31 January 2025
has been represented with amortisation of acquired intangible assets and the
resulting tax impact as an adjusting item; this reduced each of basic adjusted
earnings per share and diluted adjusted earnings per share by 0.04p compared
to the amounts disclosed in the unaudited interim results for the six months
ended 31 January 2025.
7 Seasonality and phasing
The Group offers a wide range of products and services within its overall
suite, meaning that revenues can fluctuate depending on the status and timing
of certain activities.
Some of the Group's revenue streams are exposed to high levels of seasonality.
This is most material in the Group's Data, Analytics, Consultancy & Events
Division, which derives significant amounts of revenue from work taking place
at certain times of the year, in particular for Events which has a very high
level of seasonality based on the timing of events, and Traffic Data where
work typically takes place when the weather conditions are more predictable.
These factors mean that revenue in the Group's Data, Analytics, Consultancy
& Events Division is usually higher in the second half of the financial
year.
Other revenue streams are dependent on the timing of new contract wins,
project milestones, and software licence renewals.
The Group's Rail Technology and Services Division delivers some large software
development projects, where revenue is recognised dependent on either the work
performed or project milestones delivered. The timing of these can vary
depending on commercial terms and customer requirements. Revenues from remote
condition monitoring are also driven by the size and timing of significant
orders received from major customers. The timing of certain software licence
renewals, including where revenue is recognised at a point in time, can
fluctuate over a twelve-month cycle. The timing of new contract wins is also
variable between reporting periods.
Customers in the North American rail technology market have historically
procured software licences under a perpetual licence model more than in the UK
market. The Group believes that this will transition to an increasingly
SaaS-focused model over time. During this period there will likely be more
volatility in the phasing of revenue growth in the North American market.
In the Group's Data, Analytics, Consultancy and Events Division, certain
revenue streams are similarly impacted by the timing of projects and delivery
of work depending on customer requirements.
As such, the overall Group continues to be exposed to a high degree of
seasonality throughout the year and variability in revenue phasing between
reporting periods.
8 Dividends
The Board has declared an interim dividend of 1.3 pence per share which will
be paid on 22 May 2026 to shareholders on the register at 15 May 2026. A final
dividend of 1.4 pence per share was paid on 12 February 2026 in respect of the
year ended 31 July 2025 and a corresponding liability of £417,000 has been
recognised within trade and other payables at 31 January 2026. The Board
intends to pursue a sustainable and progressive dividend policy in the future,
having regard to the development of the Group.
9 Related party transactions
The following transactions took place during the period with related parties:
Purchase of goods and services Amounts owed to related parties
Six months ended 31 January Six months ended 31 January Year ended 31 July At 31 January At 31 January At 31 July
2026 2025 2025 2026 2025 2025
£000 £000 £000 £000 £000 £000
Ashtead Group ((1)) - 14 - - - 8
Headland Consulting ((2)) - - 58 - - -
Sale of goods and services Amounts owed by related parties
Six months ended 31 January Six months ended 31 January Year ended 31 July At 31 January At 31 January At 31 July
2026 2025 2025 2026 2025 2025
£000 £000 £000 £000 £000 £000
Bytes Software Services Limited ((3)) - - 133 - - 45
((1)) Ashtead Group Limited ("Ashtead ") is a company which is connected to
Jill Easterbrook who served as a Non-Executive Director of Tracsis plc and of
Ashtead during the period. Sales to and purchases from Ashtead took place at
arm's length commercial rates and were not connected to Ms Easterbrook's
position at Ashtead.
((2)) Headland Consulting is a company which was connected to Jill Easterbrook
who served as a Non-Executive Director of Tracsis plc and also of Verde Bidco,
Headland Consultancy's parent company. Sales to and purchases from Headland
Consulting took place at arm's length commercial rates and were not connected
to Ms Easterbrook's position at Headland Consulting.
((3)) Bytes Technology Group is a company which was connected to Ross Paterson
who served as a Non-Executive Director of Tracsis plc and also of Bytes
Technology Group plc, the ultimate parent company of Bytes Software Services
Limited. Sales to Bytes Software Services Limited took place at arm's length
commercial rates and were not connected to Mr Paterson's position at Bytes
Technology Group plc.
10 Reconciliation of alternative performance measures ("APMs")
The Group uses APMs, which are not defined or specified under the requirements
of International Financial Reporting Standards ("IFRS"). These metrics adjust
for certain items which impact upon IFRS measures, to aid the user in
understanding the activity taking place across the Group's businesses. The
largest components of the adjusting items, being depreciation, amortisation
and share-based payments, are "non-cash" items and are separately analysed to
assist with the understanding of underlying trading. Share-based payments are
adjusted to reflect the underlying performance of the Group as the fair value
on initial recognition is impacted by market volatility that does not
correlate directly to trading performance. APMs are used by the Directors and
management for performance analysis, planning, reporting and incentive
purposes.
Adjusted EBITDA
Calculated as earnings before net finance income or expense, tax,
depreciation, amortisation, exceptional items, other operating income or
expense and share-based payment charges. This metric is used to show the
underlying trading performance of the Group from period to period in a
consistent manner and is a key management incentive metric. The closest
equivalent statutory measure is profit before tax. Adjusted EBITDA can be
reconciled to statutory profit before tax as set out below:
Six months ended 31 January Six months ended 31 January Year ended 31 July
2026 2025 2025
£000 £000 £000
Profit / (loss) before tax 29 (742) 1,588
Net finance income (106) (339) (578)
Share-based payment charges 214 276 432
Exceptional items 1,102 721 2,361
Other operating expense - - 357
Amortisation of intangible assets 2,613 2,744 5,926
Depreciation 1,144 1,141 2,488
Adjusted EBITDA 4,996 3,801 12,574
Adjusted basic earnings per share
Calculated as profit after tax before amortisation of acquired intangible
assets, share-based payment charges, exceptional items and other operating
income or expense divided by the weighted average number of ordinary shares in
issue during the period. This is a common metric used by the market in
monitoring similar businesses and is used by equity analysts who cover the
Group to better understand the underlying performance of the Group. See note
6: Earnings per share.
Free cash flow
Calculated as net cash flow from operating activities after purchase of
property, plant and equipment, proceeds from disposal of property, plant and
equipment, proceeds from exercise of share options, lease liability payments,
purchase of intangible assets and capitalised development costs, and before
payment of contingent consideration. This measure reflects the cash generated
in the period that is available to invest in accordance with the Group's
growth strategy and capital allocation policy.
Free cash flow reconciles to net cash flow from operating activities as set
out below:
Six months ended 31 January Six months ended 31 January Year ended 31 July
2026 2025 2025
£000 £000 £000
Net cash flow from operating activities 3,876 3,639 10,832
Add back: exceptional operating cash flows 1,113 1,030 1,445
Purchase of property, plant and equipment (118) (253) (671)
Proceeds from disposal of property, plant and equipment 25 - 36
Capitalised development costs (492) (395) (835)
Purchase of intangible assets (131) - (312)
Proceeds from exercise of share options - 8 1
Lease liability payments (653) (684) (1,380)
Free cash flow before exceptional items 3,620 3,345 9,116
Cash flows on exceptional items (1,113) (1,030) (1,445)
Free cash flow 2,507 2,315 7,671
11 Contingent consideration
In 2022 the Group acquired The Icon Group Limited ("Icon"). Under the share
purchase agreement, contingent consideration is payable which was based on the
profitability of Icon in the three-year period after the acquisition, and on
the successful renewal of certain key contracts in the four-year period after
the acquisition. Contingent consideration is payable in Euros up to a maximum
of €1,750,000 (£1,517,000). Based on reduced activity under certain
contracts and the renewal of certain contracts during the four-year period,
the fair value of the amount payable was assessed as €183,000 (£159,000 at
31 January 2026).
At the balance sheet date, the Directors assessed the fair value of the
remaining amounts payable which were deemed to be as follows:
At 31 January At 31 January At 31 July
2026 2025 2025
£000 £000 £000
The Icon Group Limited 159 154 158
The movement on contingent consideration can be summarised as follows:
Six months ended 31 January Six months ended 31 January Year ended 31 July
2026 2025 2025
£000 £000 £000
At the start of the period 158 151 151
Unwind of discounting - - 4
Exchange adjustment 1 3 3
At the end of the period 159 154 158
The ageing profile of the remaining liabilities can be summarised as follows:
At 31 January At 31 January At 31 July
2026 2025 2025
£000 £000 £000
Payable in less than one year 159 154 158
Payable in more than one year - - -
Total contingent consideration payable 159 154 158
12 Post balance sheet events
Acquisition of Vesputi GmbH
On 31 March 2026 the Group acquired Vesputi GmbH, a German digital ticketing
technology provider. Vesputi provides a digital ticketing platform,
Mobilitybox, launched in 2022, which connects public transport operators with
consumers via third-party apps and websites.
Vesputi generates revenue primarily through transaction revenues linked to the
volume of tickets processed. The business employs six full-time staff, all of
whom will remain with Vesputi following completion of the acquisition.
Tracsis has established digital ticketing capabilities in the UK rail market.
Mobilitybox is strategically adjacent to this activity, providing a proven,
scalable platform and domain expertise to support the further deployment of
digital ticketing across Germany. Vesputi will be integrated within the Rail
Technology & Services Division alongside the Group's existing digital
ticketing capabilities, under existing divisional leadership and operating
structures.
The acquisition consideration comprised an initial net cash payment of €4.7m
(c.£4.1m) funded from the Group's existing cash resources.
Additional contingent consideration of up to €2.4m (c.£2.1m) is payable
subject to certain performance criteria for the period to 31 December 2027. A
maximum of €0.5m (c.£0.4m) of this additional consideration will be settled
in newly issued Tracsis shares, with the balance payable in cash. Any share
consideration will be issued at a price of 307p per share being the 30-day
volume weighted average share price for the period to 30 March 2026.
A formal valuation exercise has not yet been completed due to the timing of
the acquisition.
Further information for shareholders
Company number: 05019106
Registered office: Nexus
Discovery Way
Leeds
LS2 3AA
Directors: Jill Easterbrook (Non-Executive Chair)
David Frost (Chief Executive Officer)
Andrew Kelly (Chief Financial Officer)
Ross Paterson (Non-Executive Director)
James Routh (Non-Executive Director)
Tracy Sheedy (Non-Executive Director)
Company Secretary: Jan Mitson
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