REG - Uniphar PLC - 2025 Interim Results
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RNS Number : 5446X Uniphar PLC 02 September 2025
Uniphar plc
2025 Interim Results
Uniphar plc, an international diversified healthcare services business,
announces its half year results for the six months ended 30 June 2025,
delivering 21% growth in adjusted EPS and 8.1% organic gross profit with
growth across each of its three divisions in line with expectations.
FINANCIAL HIGHLIGHTS
Growth
Six months ended 30 June(1) Reported Constant
2025 2024 currency(3)
€'000 €'000
Revenue 1,485,492 1,367,578 8.6% 8.6%
Gross profit 219,651 206,697 6.3% 6.2%
Uniphar Pharma 64,042 57,891 10.6% 10.7%
Uniphar Medtech 57,505 53,515 7.5% 7.0%
Uniphar Supply Chain & Retail 98,104 95,291 3.0% 3.0%
Gross profit margin (Group) % 14.8% 15.1%
EBITDA(1) 57,495 55,901 2.9% 2.8%
Operating profit(2) 38,472 36,447 5.6% 5.4%
Profit before tax(2) 28,704 23,430 22.5% 22.3%
Net bank debt(1) (197,535) (143,609)
Basic EPS (cent) 6.6 5.6 17.9%
Adjusted EPS (cent)(1) 9.8 8.1 21.0%
· Gross profit growth of 6.3% (8.1% organic(4)) reflecting strong
growth across all divisions with a gross profit margin of 14.8%.
· Organic(4) EBITDA growth of 4.9%, demonstrating the execution of
our strategy in each division. Reported EBITDA growth of 2.9%, from €55.9m
to €57.5m, reflecting the disposal of Inspired Health in 2024.
· Adjusted EPS growth of 21% to 9.8 cent (2024: 8.1 cent)
reflecting underlying business growth together with the positive impact of
lower finance costs and the share buyback in the period.
· Robust liquidity with net bank debt of €197.5m at 30 June 2025
(December 2024: €147.7m) and leverage at 1.90x.
· Share buyback programme of €35m completed in the period with
13.4m shares repurchased.
· The Board have declared an interim dividend of €0.0071 per
ordinary share for the period to 30 June 2025 representing growth of 6% in the
period (June 2024: €0.0067 per ordinary share).
· Uniphar enters the second half of the year with strong trading
momentum. For the full year 2025, the Group expects organic gross profit
growth across all divisions to be in line with medium-term targets and is well
positioned to deliver on market expectations of double-digit adjusted EPS
growth for the full year.
1. Additional information is set out in Alternative Performance
Measures (APMs) section.
2. Excludes exceptional items.
3. Constant currency growth is calculated by applying the prior period's
actual exchange rate to the current period's result.
4. Organic growth is calculated as the growth of the underlying
business in the period adjusting for the contribution from acquisitions and
disposals in the relevant period to ensure a like-for-like comparison.
STRATEGIC AND OPERATIONAL HIGHLIGHTS
· Strong performance in the period delivering adjusted EPS growth
of 21% to 9.8 cent with each division delivering growth consistent with their
strategic objectives.
· Organic gross profit growth of 8.1% with growth achieved across
all divisions:
§ Uniphar Pharma: 17.6% organic gross profit growth, reflecting the
execution of our strategy with particularly robust demand in the Global
Sourcing business.
§ Uniphar Medtech: 7.5% organic gross profit growth. This growth was
achieved through consistent growth in core markets, portfolio expansion and
expanding our geographic reach.
§ Uniphar Supply Chain & Retail: 3.0% organic gross profit
growth. Performance during the period was underpinned by consistent growth in
all business areas.
· Free cash flow conversion is 35.3% (H1 2024: 121.5%) reflecting
the partial unwind of prior year working capital benefits in the Pharma
Services business.
· Net bank debt increased in the period to €197.5m from €147.7m
in December 2024 representing a leverage multiple of 1.90x. The increase is
reflective of ongoing strategic capex expenditure together with the completion
of the €35m share buyback in the period.
· The Group completed an amendment to its existing debt facility in
August 2025 exercising an option to extend the current revolving credit
facility ('RCF') by two years to August 2029 in addition to placing a €150m
five-year term loan facility with the existing banking syndicate.
· Uniphar Pharma's On Demand business unit rebranded in the period
to become Global Sourcing. This change reflects our growing role as a global
sourcing and supply partner in healthcare. It represents an important
milestone in the integration of our global operations and in enhancing the
experience we offer to customers, partners and suppliers.
· The Group's strategic capital expenditure in a state-of-the-art
distribution facility in Ireland is progressing well with the build completed.
The focus is now on the technology integration, testing and deployment
planning in preparation for commissioning in 2026. Once completed, the
investment will more than double existing capacity levels and future proof the
Supply Chain & Retail division whilst also enabling us to scale our global
Pharma platform.
· Sustainability remains a key focus for the Group. The focus in
2025 has included building the foundations of our new Climate Change and
Responsible Sourcing Programmes. External ratings are maintained with MSCI at
'AAA', a Sustainalytics healthcare industry risk rating in the second
percentile and a CDP 'B' rating for a third consecutive year.
· Uniphar has consistently deployed capital in a disciplined manner
in both M&A and strategic investment opportunities. M&A remains an
objective of the Group in delivering its medium-term growth targets with the
Group continuing to maintain an active pipeline of opportunities.
Ger Rabbette, Uniphar Group Chief Executive Officer said:
"Uniphar delivered a strong performance in the first half of 2025 with
adjusted EPS growth of 21% and organic gross profit growth of 8.1% with each
division delivering in-line with their medium-term targets. Our uncompromising
focus on solving our healthcare clients' challenges, together with our
strategic investment programme, further enhances our capability to deliver
strong organic growth into the future. We remain confident of achieving our
target of €200m EBITDA by 2028 with at least 80% of that growth being
delivered organically."
Analyst presentation
A conference call for investors and analysts will be held at 09:30 (BST),
today, 2(nd) September 2025. Analysts and investors who wish to participate
should visit www.uniphar.ie (http://www.uniphar.ie) to register.
A copy of the presentation and announcement will be available on our website
at the time of the call.
Contact details
Uniphar Group Tel: +353 (0) 1 428 7777
Tim Dolphin
Chief Financial Officer
Allan Smylie
Head of Strategy and Investor Relations investor.relations@uniphar.ie (mailto:investor.relations@uniphar.ie)
About Uniphar plc
Headquartered in Dublin, Ireland, Uniphar is an international diversified
healthcare services business servicing the requirements of more than 200
multinational pharmaceutical and medical technology manufacturers across three
divisions - Uniphar Pharma, Uniphar Medtech and Uniphar Supply Chain &
Retail. The Group is active in Europe, North America, APAC and MENA and
delivers to 160+ countries.
The Company's vision is to improve patient access to pharmaco-medical products
and treatments by enhancing connectivity between manufacturers and healthcare
stakeholders. Uniphar represents a strong combination of scale, growth, and
profitability.
Uniphar Pharma
Uniphar Pharma operates a global business with high-value services across the
lifecycle of a pharmaceutical product. We enable pharma and biotech companies
to bring innovative medicines to global markets and provide healthcare
professionals with access to medicines they can't source through traditional
channels. Our strategy is to build a leading platform to provide the
specialist support and expertise needed to improve access to these medicines.
Uniphar Medtech
Uniphar Medtech is a leading pan-European medical device distributor and
solutions partner. The Group's strategy for Uniphar Medtech is to grow our
service offering across Europe and expand our addressable market by serving
new specialities and new manufacturers.
Uniphar Supply Chain & Retail
Uniphar Supply Chain & Retail is the leading pharmaceutical wholesaler in
Ireland with a growing symbol group offering of retail pharmacies. The Group's
strategy for Uniphar Supply Chain & Retail is to grow our wholesale market
share, our symbol group network and our own brand, in-licenced and consumer
products portfolio.
Cautionary statement
This announcement contains certain projections and other forward-looking
statements with respect to the financial condition, results of operations,
businesses, and prospects of the Uniphar Group. These statements are based on
current expectations and involve risk and uncertainty because they relate to
events and depend upon circumstances that may or may not occur in the future.
There are a number of factors which could cause actual results or developments
to differ materially from those expressed or implied by these projections and
forward-looking statements. Any of the assumptions underlying these
projections and forward-looking statements could prove inaccurate or incorrect
and therefore any results contemplated in the projections and forward-looking
statements may not actually be achieved. Recipients are cautioned not to place
undue reliance on any projections and forward-looking statements contained
herein. Except as required by law or by any appropriate regulatory authority,
the Uniphar Group undertakes no obligation to update or revise (publicly or
otherwise) any projection or forward-looking statement, whether as a result of
new information, future events or other circumstances.
Overview
Uniphar Group has delivered a strong performance in the first six months of
2025 achieving growth in gross profit and adjusted EPS. Gross profit increased
by 6.3% reflecting underlying organic growth of 8.1% after excluding the
effect of the prior year disposal of Inspired Health. Adjusted EPS grew by an
exceptionally strong 21.0% to 9.8 cent attributable to underlying business
growth supported by the positive impact of a lower interest rate environment
and the share buyback of €35m.
Each of our three divisions performed well and delivered organic gross profit
growth in line with their medium-term targets. Uniphar Pharma delivered
organic gross profit growth of 17.6% driven by a strong performance in Global
Sourcing. Uniphar Supply Chain & Retail delivered a 3.0% increase in gross
profit, continuing the steady growth trend seen in recent years. Uniphar
Medtech achieved gross profit growth of 7.5% through consistent growth in its
core markets, portfolio expansion and expanding our geographic reach in
Europe.
Organic EBITDA growth in the period was 4.9% (EBITDA June 2025: €57.5m)
reflecting the organic gross profit growth achieved in all divisions together
with the investment necessary to deliver future growth opportunities. The
Group continues to invest in organically developing its platforms to drive
future growth to reach our target of €200m EBITDA by 2028.
The Group completed a €35m share buyback programme in the period with 13.4m
ordinary shares repurchased. This reduction in ordinary shares added 0.3 cent
to adjusted EPS.
Return on capital employed (ROCE) for the rolling 12-month period was 15.5%
(June 2024: 14.7%) and is above the Group's medium-term target of 12%-15%. The
reported ROCE is reflective of strong profitability in the period combined
with disciplined capital management.
Free cash flow conversion in the period is 35.3% (H1 2024: 121.5%) reflecting
the partial unwind of prior year working capital benefits in the Pharma
Services business.
The Group's Balance Sheet remains robust with net bank debt of €197.5m and
leverage of 1.90x. The increase in net bank debt of €49.8m is reflective of
ongoing strategic capex expenditure together with the completion of the €35m
share buyback in the period. In August 2025, the Group amended its debt
facility to exercise an option to extend the current revolving credit facility
('RCF') by two years to August 2029 in addition to placing a €150m five-year
term loan with the existing banking syndicate.
The Group remains focused on achieving its medium-term objective to deliver
EBITDA of €200m by 2028 with at least 80% of that growth being delivered
organically. These interim results represent progress towards that target. Our
management team have the track record of delivering on commitments and we are
confident we have the right strategy, the best people and the market
opportunity to continue to deliver for our stakeholders.
Sustainability
Sustainability remains a key focus for the Group and a core principle of how
we operate day-to-day. The Group has identified five sustainability pillars
that define our approach and we continue to make progress against each of the
pillars.
One particular focus in the period has been building on the foundations of our
Climate Change and Responsible Sourcing Programmes. These initiatives are
being led by stakeholders from across the business and ensure that the Group
continues to operate in a manner in line with our values and goals. The Group
completed its carbon foot printing and supplier base analyses in the period
paving the way to move on to our next actions.
The Group continues to focus on maintaining strong ratings from external
rating agencies with MSCI at "AAA", a second percentile risk rating in the
healthcare industry from Sustainalytics and CDP at "B" rating for a third
consecutive year.
In the community, the Group partnered with SeriousFun Children's Network and
Pieta House this year to support fundraising initiatives for these charities.
Furthermore, we have launched a new programme called 'Helping Hands' which
empowers our teams to volunteer with charities in Ireland and the UK. Uniphar
continues to be a proud sponsor of the 100 Million Trees Project which plants
mini-forests of native Irish trees across the country supporting biodiversity
and creating natural carbon sinks.
Current trading
Uniphar enters the second half of the year with strong trading momentum and is
delivering in-line with expectations.
Outlook
Uniphar remains well positioned to achieve continued gross profit growth in
each division in line with our medium-term targets and is confident of
delivering on current market expectations for the full year.
The Group's ambition is to grow EBITDA to €200m by 2028 with at least 80% of
that growth expected to be delivered organically.
The medium-term targets for gross profit growth are as follows:
· Uniphar Pharma: Double digit
· Uniphar Medtech: High-single digit
· Uniphar Supply Chain & Retail: Low-single digit
M&A will continue to play an important role in Uniphar's growth strategy,
and the Group continues to have a disciplined approach to capital allocation
while managing an active pipeline of acquisition opportunities to further
enhance the Group's growth potential.
Acquisitions and integration update
Uniphar continues to evaluate potential acquisition opportunities and
maintains an active pipeline of opportunities to further expand our capability
and geographic reach. The Group maintains a disciplined approach to capital
allocation and remains committed to ensuring capital is deployed in
investments that deliver a Return on Capital Employed within our target range
of 12% - 15% within three years.
Strategic capital expenditure
Uniphar's track record of investment in technology has been a critical enabler
of the Group's transformational growth journey to date. Investing in modern
infrastructure in strategic locations has driven the Group's ability to
achieve growth at pace.
We are well advanced through a multi-year strategic investment programme in an
Irish-based distribution facility together with the technology platform to
deliver the next phase of business growth. Once operational in 2026, this
investment will more than double current capacity levels in the Supply Chain
& Retail division whilst enabling us to scale our Pharma platform. The
investment is a key component in achieving our target of €200m EBITDA by
2028. The build and fitout of the facility is complete with the focus now
moving to testing and completing the technology infrastructure.
The Group's investment in a continental European hub in the Netherlands is
progressing to plan with the facility expected to be fully operational in
2026. This facility will enable us to build on the successful growth we have
achieved in continental Europe in recent years.
The Group has secured a new state-of-the-art facility in Derby, centrally
located in the UK Midlands. Strategically positioned with excellent access to
transport networks, this central hub will enhance operational efficiency and
provide a scalable platform to capitalise on growth opportunities in the UK
market.
Principal Risks and Uncertainties
The Board of Uniphar plc has overall responsibility for the Group's risk
management and internal control systems which are designed to identify, manage
and mitigate material risks the Group faces in pursuit of its strategic
objectives.
The principal risks and uncertainties facing the Group, as set out in the 2024
Annual Report on pages 59 to 62 (together with the principal mitigation
measures), continue to be the principal risks and uncertainties currently
facing the Group. The Group continues to actively assess changes in its
external environment which could change its risk assessment and profile and
actively manages all risks through its control and risk management process. A
copy of the Annual Report is available from our website www.uniphar.ie.
Business Reviews
Uniphar Pharma
Growth
Six months ended 30 June 2025 2024 Reported Constant
€'000 €'000 currency
Revenue 344,881 344,174 0.2% 0.2%
Gross profit 64,042 57,891 10.6% 10.7%
Gross profit margin % 18.6% 16.8%
EBITDA 13,456 10,153 32.5% 33.0%
EBITDA margin % 3.9% 2.9%
Overview
Uniphar Pharma provides access to innovative medicines and therapies in
addition to working collaboratively with manufacturers to maximise the value
of their assets across international healthcare markets. The division operates
on a global scale through its two business units - Global Sourcing (formerly
On Demand) and Pharma Services.
Performance
Uniphar Pharma delivered strong organic gross profit growth of 17.6% in the
period with reported growth of 10.6% reflecting the disposal of Inspired
Health in December 2024. EBITDA grew by 32.5% reflecting strong underlying
organic growth in gross profit and the ongoing scaling of the division.
Key highlights from the period include:
· Organic gross profit growth of 17.6% is a strong performance
reflective of the operational execution of our strategy.
· Gross profit margin increased to 18.6% (2024: 16.8%) driven by a
strategic transition into more profitable, higher margin business activities.
· Global Sourcing performed very well in the period delivering on
robust demand for difficult-to-source medicines with notable demand in the
clinical trial supply business.
· A truly global division, the business generates gross profit in
similar proportions from Ireland, Europe and Rest of World.
Division review
The Global Sourcing business is a leading global supplier of unlicensed and
difficult to source medicines ensuring the seamless flow of vital products
across borders. During the period, the business commenced a strategic rebrand
- an important milestone in the integration of our global operations and in
enhancing the experience we offer to customers, partners, and suppliers.
Performance in the period was strong, fuelled by robust customer demand and
our proven ability to effectively address sourcing challenges.
Pharma Services delivers high-value services to pharmaceutical and
biotechnology companies across the full product lifecycle, providing expert
support in overcoming launch and commercialisation challenges in target
markets. EAPs continue to act as a gateway to the broader suite of
commercialisation services offered by the business. The division continues to
invest in European launch capability offering comprehensive and end-to-end
services to pharma clients seeking to access the European market.
Outlook
Uniphar Pharma delivered a strong performance in the first half of 2025 with
organic growth in gross profit together with an increase in gross margin. The
division is progressing in line with its strategic goals and is confident of
achieving its target of delivering double-digit organic growth in gross profit
in 2025 and over the medium-term.
Uniphar Medtech
Growth
Six months ended 30 June 2025 2024 Reported Constant
€'000 €'000 currency
Revenue 140,368 132,545 5.9% 5.5%
Gross profit 57,505 53,515 7.5% 7.0%
Gross profit margin % 41.0% 40.4%
EBITDA 21,657 21,151 2.4% 1.9%
EBITDA margin % 15.4% 16.0%
Overview
Uniphar Medtech is a leading European medical device distributor offering
end-to-end solutions and expertise to the world's leading medical device
manufacturers. The business is headquartered in Ireland with a pan-European
presence and over half of our employees are clinically trained professionals
having the network and expertise to support healthcare professionals access
the latest medical device technology.
Performance
The division delivered a strong performance in the period achieving gross
profit growth of 7.5% in addition to increasing the gross margin to 41%. The
growth was delivered across all regions through continued execution for
existing clients together with sustained growth into new markets and products.
EBITDA grew by 2.4% in the period reflective of investment in business
development teams necessary to support growth in the second half of 2025 and
beyond.
Key highlights from the period include:
· Gross profit growth of 7.5% all of which was delivered
organically.
· Growth in gross profit margin to 41.0% (June 2024: 40.4%).
· Organic growth delivered by supporting existing manufacturer
clients to bring new products to market in addition to supporting them in new
geographies.
· Organic expansion into Austria in the period reflecting the
divisions ambition to further scale across Europe.
Division review
Uniphar Medtech brings deep expertise across a diverse range of medical
specialisms and holds leading market positions in areas such as interventional
cardiology and radiology, orthopaedics, ophthalmology, minimally invasive
surgery, diagnostic imaging, and critical care. These capabilities are
underpinned by exclusive, long-standing distribution agreements with some of
the world's leading medical device manufacturers.
The growth in the period was driven by growing both our geographic markets and
manufacturer relationships. The division expanded organically into Austria in
addition to introducing two new specialisms into the Nordic market. We
supported a medtech manufacturer whom we served in continental Europe launch
their products in Ireland and UK and we also supported a client we represent
in the Irish and UK markets with launching additional products in their
portfolio. These business wins underscore the effectiveness of targeted
investments in talent and infrastructure, which have been instrumental in
advancing our business development initiatives.
Outlook
Uniphar Medtech benefits from a highly experienced and committed team, whose
deep understanding of client needs enables the delivery of tailored,
high-impact solutions to complex challenges. The division is well positioned
to capitalise on substantial opportunities - particularly in the UK and
mainland Europe - by supporting existing and prospective clients in expanding
their market share and achieving commercial success. The division is confident
of achieving its medium-term target of high-single digit organic gross profit
growth both in the current year and over the medium-term.
Uniphar Supply Chain & Retail
Growth
Six months ended 30 June 2025 2024 Reported Constant
€'000 €'000 currency
Revenue 1,000,243 890,859 12.3% 12.3%
Gross profit 98,104 95,291 3.0% 3.0%
Gross profit margin % 9.8% 10.7%
EBITDA 22,382 24,597 -9.0% -9.0%
EBITDA margin % 2.2% 2.8%
Overview
Uniphar Supply Chain & Retail is the vertically integrated pharmaceutical
distribution and retail pharmacy division of the Group. The division comprises
of Pre-wholesale, Wholesale and Retail pharmacy businesses that work together
to supply medicines, consumer products and pharmacy services to our customers.
Uniphar holds market leading positions in the wholesale and hospital supply
markets in Ireland.
Performance
Each of the three business units, Pre-wholesale, Wholesale and Retail
contributed to organic gross profit growth of 3.0% in the period and continue
to deliver on their strategic objectives. EBITDA fell by 9.0% in the period
owing to investment in strengthening management teams ahead of the move to the
new distribution facility in 2026 in addition to increased cybersecurity and
IT costs and statutory wage increases as anticipated.
Key highlights from the period include:
· 3.0% growth in gross profit of which all is organic growth.
· Gross margin remains strong at 9.8% (June 2024: 10.7%) being
lower than in the prior year owing to faster growth in the Supply Chain
business.
· Retail pharmacy network increased by 10 stores to 455 stores.
· Strategic investment in the new Irish distribution facility is
progressing well with the focus now on technology integration, testing and
deployment.
Supply Chain
The Supply Chain business continues to play a pivotal role in supporting
patient health across Ireland by efficiently, reliably, and securely
delivering critical medicines to pharmacies and hospitals. During the period,
the business delivered a strong performance, achieving organic growth and
increasing volumes in the growing Wholesale market. Pre-wholesale performed
well in the period advancing new business opportunities with key client
partners. The build and fitout of our new distribution facility is now
complete, with current efforts focused on performance testing and IT
integration ahead of a phased go-live in 2026. Once fully operational, the
facility will mark a step-change for the Group, providing best-in-class
capabilities and the capacity to more than double existing volumes within a
highly efficient operating environment.
Retail
Our Retail pharmacy business comprises 455 pharmacies that are owned,
franchised or supported by the Group. The business operates across four brands
- Hickey's, McCauley, Allcare and Life Pharmacy - and together form the
largest pharmacy group in Ireland. The Retail business continued to grow in
the period notwithstanding some softness in demand for discretionary
front-of-shop products reflecting broader consumer sentiment.
Outlook
Supply Chain & Retail continues to deliver sustained gross profit growth
and the new distribution facility will further support that growth once it is
operational. The division is in a strong position to deliver on its
medium-term objective of low single-digit organic gross profit growth.
Financial Review
Summary financial performance
Growth
Six months ended 30 June 2025 2024 Reported Constant
€'000 €'000 currency
IFRS measures
Revenue 1,485,492 1,367,578 8.6% 8.6%
Gross profit 219,651 206,697 6.3% 6.2%
Operating profit, excluding exceptional items 38,472 36,447 5.6% 5.4%
Basic EPS (cent) 6.6 5.6
Alternative performance measures
Gross profit margin 14.8% 15.1%
EBITDA 57,495 55,901 2.9% 2.8%
Adjusted EPS (cent) 9.8 8.1 21.0%
Net bank debt (197,535) (143,609)
Return on capital employed 15.5% 14.7%
Revenue and Gross Profit
Revenue for the period increased by 8.6% with growth delivered across all
three divisions with the most significant increase being in the Supply Chain
& Retail division reflective of continued organic growth. Gross profit
increased by 6.3% which amounts to organic gross profit growth of 8.1% when
the impact of prior year disposals is reflected. Each division contributed to
the growth in gross profit delivering against their strategic objectives in
the period. Gross profit margin remained broadly consistent at 14.8%.
Divisional gross profit
Growth
Six months ended 30 June Constant
2025 2024 Reported Currency
€'000 €'000
Uniphar Pharma 64,042 57,891 10.6% 10.7%
Uniphar Medtech 57,505 53,515 7.5% 7.0%
Uniphar Supply Chain & Retail 98,104 95,291 3.0% 3.0%
219,651 206,697 6.3% 6.2%
EBITDA
EBITDA has increased by €1.6m (2.9%) to €57.5m which is driven by organic
growth in revenue and gross profit. Adjusting for the impact of the Inspired
Health disposal in 2024, organic EBITDA growth of 4.9% was achieved. The
growth in EBITDA incorporates targeted investments to drive future growth
opportunities. Some of these investments are expected to start delivering in
the second half of 2025.
Exceptional items
Exceptional costs net of tax in the period were €5.1m and primarily relate
to redundancy and restructuring costs (€3.4m), strategic business
transformation costs (€1.4m) and acquisition integration costs (€0.7m).
Further details are provided in note 3.
Earnings per share
Basic earnings per share increased from 5.6 cent to 6.6 cent reflecting an
increase in the profit attributable to owners of €2.1m in the period. The
weighted average number of shares in the period is 264,105,298 (June 2024:
273,015,000), the decrease being due to the share buyback programme.
Adjusted earnings per share has increased by 21% from 8.1 cent to 9.8 cent,
reflecting the increased operating profits arising from organic growth and
lower finance costs due to the lower interest rate environment.
On a like for like basis, adjusted earnings per share increased from 8.4 cent
to 9.8 cent by applying the weighted average number of shares as at June 2025
to both periods. The weighted average number of shares has decreased by 3.3%
reflecting the impact of the completed share buyback programme in March 2025.
Cash flow and net bank debt
Reported free cash flow conversion in the six months to 30 June 2025 was 35.3%
(June 2024: 121.5%) reflective of the partial unwind of prior year working
capital timing benefits in the Pharma Services business. The Group's net bank
debt at €197.5m in June 2025 has increased by €49.8m from December 2024 of
€147.7m. The increase is mainly driven by the €35m share buyback programme
together with the strategic capital investment programme and investment in
working capital.
Six months ended 30 June 2025 2024
€'000 €'000
Net cash inflow from operating activities 17,283 64,527
Net cash outflow from investing activities (21,632) (44,053)
Net cash inflow/(outflow) from financing activities 23,106 (10,818)
Foreign currency translation movement (673) 696
Increase in cash and cash equivalents in the period 18,084 10,352
Movement in restricted cash (59) 6
Non-cash movement in borrowings 1,793 (1,530)
Cash flow from movement in borrowings (69,677) (2,490)
Movement in net bank debt (49,859) 6,338
The cash inflow from operating activities of €17.3m in 2025 has dropped by
€47.2m since June 2024 reflecting both increased investment in working
capital and timing differences relating to EAP programme prepayments.
The net cash outflow from investing activities of €21.6m primarily consists
of capital investments (€21.8m) of which €13.3m is strategic in nature
primarily relating to the strategic investment in a new distribution facility
and ERP system.
The net cash inflow from financing activities of €23.1m is primarily
attributable to net inflows from borrowings of €71.8m partly offset by the
share buyback of €35.1m in addition to lease payments of €8.3m and
dividends of €3.2m.
Taxation
The tax expense excluding exceptional items in the period is €6.1m resulting
in an effective tax rate of 21.3%. This compares to an expense of €4.2m in
the same period last year with an effective tax rate of 17.8%. The increase in
the effective tax rate of 3.5% is reflective of the mix of financial
performance in different tax jurisdictions. The effective tax rate is
calculated as the pre-exceptional income tax expense for the period as a
percentage of the profit before tax and exceptional items.
Currency Exposure
The Group's expansion into new geographies, and the continued growth in
existing geographies operating outside of the Eurozone, results in the primary
foreign exchange exposure for the Group being the translation of local Income
Statements and Balance Sheets into Euro for consolidation purposes.
On a constant currency basis, revenue increased by 8.6% (same as 8.6% reported
growth), gross profit increased 6.2% vs. 6.3% reported growth and operating
profit increased by 5.4% vs. 5.6% reported growth.
H1 2025 H1 2024
Average Average
GBP 0.8420 0.8546
US Dollar 1.0898 1.0812
Australian Dollar 1.7204 1.6420
Swedish Krona 11.094 11.389
Return on capital employed
Return on capital employed (ROCE) for the rolling 12-month period is 15.5%
which is ahead of the Group's target range of 12% - 15% representing an
increase of 0.8% since June 2024 (14.7%) reflective of strong profitability in
the period combined with disciplined capital management.
Dividends
A final dividend of €3.2m relating to 2024 was paid in May 2025. The Board
has committed to a progressive dividend policy and, reflective of this, a 2025
interim dividend of €0.0071 per ordinary share has been declared. It is
proposed to pay the dividend on 3 October 2025 to ordinary shareholders on the
Company's register on 12 September 2025.
In accordance with company law and IFRS, these dividends have not been
provided for in the Balance Sheet at 30 June 2025.
Statement of Directors' responsibilities
The Directors confirm to the best of their knowledge that the condensed
consolidated interim financial statements have been prepared in accordance
with IAS 34 Interim Financial Reporting, as adopted by the EU, and to the best
of their knowledge and belief:
a) the condensed consolidated interim financial statements comprising the
Condensed Consolidated Group Income Statement, the Condensed Consolidated
Group Statement of Comprehensive Income, the Condensed Consolidated Group
Balance Sheet, the Condensed Consolidated Group Statement of Changes in Equity
and the Condensed Consolidated Group Cash Flow Statement and related notes
have been prepared in accordance with IAS 34 Interim Financial Reporting as
adopted by the EU, and are prepared in order to comply with the Euronext
Growth Market Rule Book and AIM Rules for Companies;
b) the interim results include a fair review of the important events that
have occurred during the first six months of the financial year and their
impact on the condensed consolidated interim financial statements for the half
year ended 30 June 2025.
On behalf of the Board
M. Pratt
G. Rabbette
1 September 2025
Independent review report to Uniphar plc
Report on the condensed consolidated interim financial statements
Our conclusion
We have reviewed Uniphar plc's condensed consolidated interim financial
statements (the "interim financial statements") in the 2025 Interim results of
Uniphar plc for the six-month period ended 30 June 2025 (the "period"). Based
on our review, nothing has come to our attention that causes us to believe
that the interim financial statements are not prepared, in all material
respects, in accordance with International Accounting Standard 34, 'Interim
Financial Reporting', as adopted by the European Union.
The interim financial statements, comprise:
· the Condensed Consolidated Group Balance Sheet at 30 June 2025;
· the Condensed Consolidated Group Income Statement for the period
then ended;
· the Condensed Consolidated Group Statement of Comprehensive
Income for the period then ended;
· the Condensed Consolidated Group Statement of Changes in Equity
for the period then ended;
· the Condensed Consolidated Group Cash Flow Statement for the
period then ended; and
· the explanatory notes to the interim financial statements.
The interim financial statements included in the 2025 Interim results have
been prepared in accordance with International Accounting Standard 34,
'Interim Financial Reporting', as adopted by the European Union.
As disclosed in note 1 to the interim financial statements, the financial
reporting framework that has been applied in the preparation of the full
annual financial statements of the group is applicable law and International
Financial Reporting Standards (IFRSs) as adopted by the European Union.
Basis for conclusion
We conducted our review in accordance with International Standard on Review
Engagements (Ireland) 2410, 'Review of Interim Financial Information Performed
by the Independent Auditor of the Entity' ("ISRE (Ireland) 2410") issued for
use in Ireland. A review of interim financial information consists of making
enquiries, primarily of persons responsible for financial and accounting
matters, and applying analytical and other review procedures.
A review is substantially less in scope than an audit conducted in accordance
with International Standards on Auditing (Ireland) and, consequently, does not
enable us to obtain assurance that we would become aware of all significant
matters that might be identified in an audit. Accordingly, we do not express
an audit opinion.
We have read the other information contained in the 2025 Interim results and
considered whether it contains any apparent misstatements or material
inconsistencies with the information in the interim financial statements.
Conclusions relating to going concern
Based on our review procedures, which are less extensive than those performed
in an audit as described in the Basis for conclusion section of this report,
nothing has come to our attention to suggest that the directors have
inappropriately adopted the going concern basis of accounting or that the
directors have identified material uncertainties relating to going concern
that are not appropriately disclosed.
This conclusion is based on the review procedures performed in accordance with
ISRE (Ireland) 2410. However future events or conditions may cause the group
to cease to continue as a going concern.
Responsibilities for the interim financial statements and the review
Our responsibilities and those of the directors
The 2025 Interim results, including the interim financial statements, is the
responsibility of, and has been approved by, the directors. The directors are
responsible for preparing the 2025 Interim results in accordance with
International Accounting Standard 34, 'Interim Financial Reporting', as
adopted by the European Union. In preparing the 2025 Interim results including
the interim financial statements, the directors are responsible for assessing
the group's ability to continue as a going concern, disclosing, as applicable,
matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the group or to
cease operations, or have no realistic alternative but to do so.
Our responsibility is to express a conclusion on the interim financial
statements in the 2025 Interim results based on our review. Our conclusion,
including our Conclusions relating to going concern, is based on procedures
that are less extensive than audit procedures, as described in the Basis for
conclusion paragraph of this report. This report, including the conclusion,
has been prepared for and only for the company for management purposes and for
no other purpose. We do not, in giving this conclusion, accept or assume
responsibility for any other purpose or to any other person to whom this
report is shown or into whose hands it may come save where expressly agreed by
our prior consent in writing.
PricewaterhouseCoopers
Chartered Accountants
1 September 2025
Dublin
Notes
(a) The maintenance and integrity of the Uniphar plc's website is the
responsibility of the directors; the work carried out by the auditors does not
involve consideration of these matters and, accordingly, the auditors accept
no responsibility for any changes that may have occurred to the financial
statements since they were initially presented on the website.
(b) Legislation in the Republic of Ireland governing the preparation and
dissemination of financial statements may differ from legislation in other
jurisdictions.
Condensed Consolidated Group Income Statement
for the six months ended 30 June 2025
Six months ended 30 June 2025 Six months ended 30 June 2024
Pre- Exceptional Total Pre- Exceptional Total
exceptional (Note 3) exceptional (Note 3)
Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited
Notes €'000 €'000 €'000 €'000 €'000 €'000
Revenue 2 1,485,492 - 1,485,492 1,367,578 - 1,367,578
Cost of sales (1,265,841) - (1,265,841) (1,160,881) - (1,160,881)
Gross profit 219,651 - 219,651 206,697 - 206,697
Selling and distribution costs (44,412) - (44,412) (40,369) - (40,369)
Administrative expenses (136,932) (5,866) (142,798) (130,153) (3,842) (133,995)
Other operating income / (expense) 165 - 165 272 (379) (107)
Operating profit 38,472 (5,866) 32,606 36,447 (4,221) 32,226
Finance cost 4 (10,365) - (10,365) (13,870) - (13,870)
Finance income 4 597 - 597 853 - 853
Profit before tax 28,704 (5,866) 22,838 23,430 (4,221) 19,209
Income tax expense 5 (6,101) 756 (5,345) (4,180) 357 (3,823)
Profit for the financial period 22,603 (5,110) 17,493 19,250 (3,864) 15,386
Attributable to:
Owners of the parent 17,473 15,371
Non-controlling interests 20 15
Profit for the financial period 17,493 15,386
Basic and diluted earnings per share (in cent) 6 6.6 5.6
Condensed Consolidated Group Statement of Comprehensive Income
for the six months ended 30 June 2025
Six months ended Six months ended
30 June 30 June
2025 2024
Unaudited Unaudited
€'000 €'000
Profit for the financial period 17,493 15,386
Other comprehensive (expense)/ income:
Items that may be reclassified to the Income Statement:
Unrealised foreign currency translation adjustments (9,931) 2,957
Total comprehensive income for the financial period 7,562 18,343
Attributable to:
Owners of the parent 7,542 18,328
Non-controlling interests 20 15
Total comprehensive income for the financial period 7,562 18,343
Condensed Consolidated Group Balance Sheet
as at 30 June 2025
30 June 31 December
2025 2024
Unaudited Audited
Notes €'000 €'000
ASSETS
Non-current assets
Intangible assets - goodwill 8 497,305 507,607
Intangible assets - other assets 8 70,587 59,696
Property, plant and equipment, and right-of-use assets 9 289,839 284,796
Financial assets - investments in equity instruments 25 25
Deferred tax asset 5 11,318 8,718
Other receivables 1,376 1,244
Total non-current assets 870,450 862,086
Current assets
Inventories 218,384 201,582
Trade and other receivables 348,165 248,882
Cash and cash equivalents 121,076 102,992
Restricted cash 235 294
Total current assets 687,860 553,750
Total assets 1,558,310 1,415,836
EQUITY
Capital and reserves
Called up share capital presented as equity 10 20,766 21,841
Share premium 176,501 176,501
Share-based payment reserve 7,450 5,936
Other reserves 6 8,862
Retained earnings 168,112 188,615
Attributable to owners 372,835 401,755
Attributable to non-controlling interests 11 146 126
Total equity 372,981 401,881
LIABILITIES
Non-current liabilities
Borrowings 12 311,603 241,646
Deferred contingent consideration 13 6,811 7,157
Provisions 979 1,827
Lease obligations 14 138,988 132,612
Total non-current liabilities 458,381 383,242
Current liabilities
Borrowings 12 7,243 9,316
Deferred contingent consideration 13 32,296 32,025
Lease obligations 14 18,937 22,580
Trade and other payables 662,302 562,969
Corporation tax 6,170 3,823
Total current liabilities 726,948 630,713
Total liabilities 1,185,329 1,013,955
Total equity and liabilities 1,558,310 1,415,836
Condensed Consolidated Group Statement of Changes in Equity
for the six months ended 30 June 2025
Other Reserves
Share Share Share based payment reserve Treasury Shares Foreign Revaluation Capital Retained Attributable Total
capital premium currency reserve redemption earnings to non- Equity
translation reserve controlling
reserve interests
€'000 €'000 €'000 €'000 €'000 €'000 €'000 €'000 €'000 €'000
At 1 January 2024 21,841 176,501 3,542 - 1,945 700 60 128,213 818 333,620
Profit for the financial period - - - - - - - 15,371 15 15,386
Other comprehensive income:
Movement in foreign currency translation reserve - - - - 2,957 - - - - 2,957
Transactions recognised directly in equity:
Movements in share-based payment reserve - - 1,472 - - - - - - 1,472
Purchase of non-controlling interest - - - - - - - 705 (705) -
Dividends paid (Note 7) - - - - - - - (3,248) - (3,248)
At 30 June 2024 Unaudited 21,841 176,501 5,014 - 4,902 700 60 141,041 128 350,187
At 1 January 2025 21,841 176,501 5,936 - 8,102 700 60 188,615 126 401,881
Profit for the financial period - - - - - - - 17,473 20 17,493
Other comprehensive expense:
Movement in foreign currency translation reserve - - - - (9,931) - - - - (9,931)
Transactions recognised directly in equity:
Movements in share-based payment reserve - - 1,883 - - - - - - 1,883
Transfer on exercise, vesting or lapse of share-based payments - - (369) - - - - 369 - -
Dividends paid (Note 7) - - - - - - - (3,245) - (3,245)
Share buyback - repurchase of shares * - - - (35,100) - - - - - (35,100)
Share buyback - cancellation of shares * (1,075) - - 35,100 - - 1,075 (35,100) - -
At 30 June 2025 Unaudited 20,766 176,501 7,450 - (1,829) 700 1,135 168,112 146 372,981
* In March 2025, the Group completed the purchase of a €35m share buyback
programme whereby the Group repurchased 13.44 million shares for cancellation,
c.4.9% of the count outstanding at 1 January 2025, at a weighted average price
of €2.604 per share.
Condensed Consolidated Group Cash Flow Statement
for the six months ended 30 June 2025
Six months ended Six months ended
30 June 30 June
2025 2024
Notes Unaudited Unaudited
€'000 €'000
Operating activities
Cash inflow from operating activities 15 35,214 84,262
Interest paid (8,994) (9,763)
Interest received 597 853
Interest paid on lease liabilities 14 (3,405) (2,903)
Corporation tax payments (6,129) (7,922)
Net cash inflow from operating activities 17,283 64,527
Investing activities
Payments to acquire property, plant and equipment - Maintenance (5,408) (4,320)
Payments to acquire property, plant and equipment - Strategic projects (2,797) (19,073)
Receipts from disposal of property, plant and equipment 130 44
Receipts from disposal of businesses (net of cash disposed and disposal - 75
expenses)
Payments to acquire intangible assets - Maintenance (3,056) (2,368)
Payments to acquire intangible assets - Strategic projects (10,529) (9,630)
Payments on prior year acquisitions (15) (157)
Receipts on prior year disposals 43 -
Payment of deferred and deferred contingent consideration - (8,624)
Net cash outflow from investing activities (21,632) (44,053)
Financing activities
Proceeds from borrowings 71,750 15,050
Share buyback - Repurchase of shares (35,100) -
Decrease in invoice discounting facilities (2,073) (12,560)
Movement in restricted cash 59 (6)
Payment of dividends 7 (3,245) (3,248)
Acquisition of further equity in subsidiaries - (470)
Principal element of lease payments 14 (8,285) (9,584)
Net cash inflow/(outflow) from financing activities 23,106 (10,818)
Increase in cash and cash equivalents in the period 18,757 9,656
Foreign currency translation of cash and cash equivalents (673) 696
Opening balance cash and cash equivalents 102,992 85,652
Closing balance cash and cash equivalents 16 121,076 96,004
Notes to the Consolidated Financial Statements
1. General information
Basis of preparation
The condensed consolidated interim financial statements of Uniphar plc and its
subsidiaries (the 'Group') have been prepared in accordance with IAS 34,
Interim Financial Reporting, as endorsed by the European Union.
The financial information in the condensed interim consolidated financial
statements has been prepared on a basis consistent with that adopted for the
year ended 31 December 2024. The accounting policies applied in the interim
financial statements are the same as those applied in the 2024 Annual Report.
The Group's auditors have reviewed, not audited, the condensed consolidated
interim financial statements contained in this report. These interim financial
statements are prepared in order to comply with the Euronext Growth Market
Rule Book and AIM Rules for Companies and are not statutory financial
statements as they do not include all of the information required for full
annual financial statements and should be read in conjunction with the Uniphar
Group Annual Report (statutory financial statements) for the year ended 31
December 2024. The audit report on those statutory financial statements was
unqualified and did not contain any matters to which attention was drawn by
way of emphasis.
The preparation of interim financial statements in compliance with IAS 34
requires management to make estimates and assumptions that affect the reported
amount of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the interim financial statements and the reported
amounts of revenue and expenses during the reporting period. Actual results
could differ from those estimates. The areas involving a high degree of
judgement or complexity, or areas where assumptions and estimates are
significant to the financial statements are disclosed in the Group's Annual
Report for the year ended 31 December 2024 in note 1 on page 140 - 141.
The Group's interim financial statements are prepared for the six-month period
ended 30 June 2025. The interim financial statements incorporate the Company
and all of its subsidiary undertakings. A subsidiary undertaking is
consolidated by reference to whether the Group has control over the subsidiary
undertaking. The Group controls an entity when the Group is exposed to, or has
rights to, variable returns from its involvement with the entity and has the
ability to affect those returns through its power to direct the activities of
the entity.
Uniphar plc is incorporated in the Republic of Ireland under registration
number 224324 with a registered office at 4045 Kingswood Road, Citywest
Business Park, Co. Dublin, D24 V06K.
Going Concern
The Group Condensed Consolidated Interim Financial Statements have been
prepared on the going concern basis of accounting. The Directors have made
appropriate enquiries and carried out a thorough review of the Group's
forecasts, projections, and available banking facilities taking account of
committed outflows including deferred contingent consideration and committed
capital expenditure. Consideration was also given to possible changes in
trading performance and potential business risk. The forecasts indicate
significant liquidity headroom will be maintained above the Group's borrowing
facilities and applicable financial covenants will be met throughout the
period.
The Group has a robust capital structure with strong liquidity supported into
the future by the banking facility. The facility was amended in August 2025
with the RCF extension options exercised which extends the maturity to August
2029. Furthermore, a five-year term loan was placed with the existing banking
syndicate with a maturity date of August 2030 in addition to two options to
extend by a further one year each.
Having regard to the factors outlined above, the Directors have a reasonable
expectation that the Group has adequate resources to continue in operational
existence for the foreseeable future, being a period of 12 months from the
date of approval of these interim financial statements. As a result, the
Directors consider that it is appropriate to continue to adopt the going
concern basis in preparing the interim financial statements.
Other Matters
From time to time, in the normal course of business, the Group can be subject
to claims from various parties. Having considered the status of such matters
as at 30 June 2025, the Directors are satisfied that there are no such matters
which require either a provision or contingent liability disclosure in the
financial statements.
New Standards, Amendments, and Interpretations
The following standards and interpretations are effective for the Group from 1
January 2025 but do not have a material effect on the results or financial
position of the Group:
- Lack of Exchangeability - Amendments to IAS 21
New Standards and Interpretations not yet adopted
Certain new accounting standards and interpretations have been published that
are not mandatory for 30 June 2025 reporting periods and have not been adopted
by the Group. These standards are not expected to have a material effect on
the results or financial position of the Group. The Group is currently
performing an assessment of the impact of IFRS18 - Presentation and Disclosure
in Financial Statements, which is effective for annual reporting periods
beginning on or after 1 January 2027.
2. Revenue
H1 2025 H1 2024
€'000 €'000
Revenue 1,485,492 1,367,578
H1 2025 H1 2024
€'000 €'000
Uniphar Pharma 344,881 344,174
Uniphar Medtech 140,368 132,545
Uniphar Supply Chain & Retail 1,000,243 890,859
Total Revenue 1,485,492 1,367,578
Segmental information
Segmental information is presented in respect of the Group's geographical
regions and operating segments. The operating segments are based on the
Group's management and internal reporting structures.
Geographical analysis
The Group operates in three principal geographical regions being Ireland, the
Netherlands and the UK. The Group also operates in several other European
countries, the US and Asia Pacific region which are not material for separate
identification.
The following is a geographical analysis presented in accordance with IFRS 8
"Operating Segments" which requires disclosure of information about the
country of domicile (Ireland) and countries with material revenue.
H1 2025 H1 2024
€'000 €'000
Ireland 1,133,543 1,018,715
The Netherlands 106,423 112,373
UK 104,497 133,326
Rest of the World (ROW) 141,029 103,164
1,485,492 1,367,578
Operating segments
IFRS 8 "Operating Segments" requires the reporting information for operating
segments to reflect the Group's management structure and the way the financial
information is regularly reviewed by the Group's Chief Operating Decision
Maker (CODM), which the Group has defined as the Board of Directors.
The Group operates with three divisions: Uniphar Pharma, Uniphar Medtech and
Uniphar Supply Chain & Retail. These divisions align to the Group's
operational and financial management structures:
· Uniphar Pharma operates a global business with high-value
services across the lifecycle of a pharmaceutical product. The business
enables pharma and biotech companies to bring innovative medicines to global
markets and provide healthcare professionals with access to medicines they
cannot source through traditional channels. Our strategy is to build a leading
platform to provide the specialist support and expertise needed to improve
access to these medicines. The division operates through its Global Sourcing
(formerly On Demand) and Pharma Services business units;
· Uniphar Medtech provides outsourced services, specifically sales,
distribution and support services to medical device manufacturers. The
business is headquartered in Ireland with a presence in 16 markets primarily
across Europe in addition to a facility in the US to support clients seeking
to access the North American market; and
· Uniphar Supply Chain & Retail provides both pre-wholesale and
wholesale distribution of pharmaceutical, healthcare and animal health
products to pharmacies, hospitals and veterinary clinics in Ireland. Uniphar
operates a network of pharmacies under the Life, Allcare, Hickey's and
McCauley brands. Additionally, through the extended Uniphar symbol group, the
business provides services and supports that help independent community
pharmacies to compete more effectively.
Operating segments results
The Group evaluates performance of the operational segments on the basis of
gross profit and EBITDA from operations.
Uniphar Pharma Uniphar Medtech Uniphar Supply Chain & Retail
Total
Six months ended 30 June 2025
€'000 €'000 €'000 €'000
Revenue 344,881 140,368 1,000,243 1,485,492
Gross profit 64,042 57,505 98,104 219,651
EBITDA 13,456 21,657 22,382 57,495
Six months ended 30 June 2024
€'000 €'000 €'000 €'000
Revenue 344,174 132,545 890,859 1,367,578
Gross profit 57,891 53,515 95,291 206,697
EBITDA 10,153 21,151 24,597 55,901
Assets and liabilities are reported to the Board at a Group level and are not
reported on a segmental basis.
3. Exceptional charge
H1 2025 H1 2024
€'000 €'000
Professional fees including acquisition costs 148 1,167
Acquisition integration costs 738 248
Redundancy and restructuring costs 3,372 2,026
Strategic business transformation 1,349 295
Loss on disposal of businesses and assets - 379
Other exceptional costs 259 106
Exceptional charge recognised in operating profit 5,866 4,221
Exceptional credit recognised in income tax expense (756) (357)
Total exceptional charge 5,110 3,864
Professional fees including acquisition costs
Professional fees including acquisition costs are primarily costs relating to
recent acquisitions together with costs incurred on transactions under
consideration in the period.
Acquisition integration costs
Acquisition integration costs primarily relate to costs incurred on the
integration of acquisitions into the expanded Group. Such costs include those
associated with winding-down and exiting facilities acquired through
acquisitions in addition to restructuring costs incurred to facilitate the
integration of those businesses.
Redundancy and restructuring costs
Redundancy and restructuring costs include redundancy, ex-gratia and
termination costs and other costs arising on reorganisations in the Group.
Strategic business transformation
Strategic business transformation are costs associated with establishing the
strategic platform that will enable the next phase of growth. They include
costs associated with the Group's strategic capital expenditure programmes
whilst in the initiation phase together with the costs of establishing a
strategic presence in new markets. The costs include setup costs, initiation
costs and relocation costs in addition to the costs of a long-term incentive
plan associated with building a strategically significant business in
the US market.
Loss on disposal of businesses and assets
In March 2024 the Group disposed of 100% of the share capital of Duffy's
Medical Hall Limited resulting in a loss on disposal of €379,000.
Exceptional credit recognised in income tax
The tax credit recognised in the tax expense is the tax impact of the
components of the exceptional charge listed above.
4. Finance cost and Finance income
H1 2025 H1 2024
€'000 €'000
Finance income
Interest income (597) (853)
Total finance income (597) (853)
Finance cost
Interest on lease obligations (Note 14) 2,239 2,903
Interest payable on borrowings and invoice discounting facilities 7,391 9,791
Unwinding of discount applicable to deferred and deferred contingent 499 961
consideration
Unwinding of discount applicable to long term incentive programme 21 -
Amortisation of refinancing transaction fees 215 215
Total finance cost 10,365 13,870
Net finance income and cost 9,768 13,017
Finance costs do not include capitalised borrowing costs of €1,738,000 (H1
2024: €1,096,000) on qualifying assets included within Intangible assets
(note 8) and Property, plant and equipment (note 9). Interest is capitalised
at the Group's weighted average interest rate for the period.
5. Taxation
Income tax expense
Income tax expense is recognised based on management's estimate of the
weighted average effective income tax rate expected for the full financial
year taking into account financial performance in the various tax
jurisdictions that the Group operates in. In addition to the Republic of
Ireland, the Group has operations in the overseas tax jurisdictions of the UK,
Germany, the Netherlands, the Nordics, Switzerland, USA and the Asia Pacific
region. The effective income tax rate before exceptional items for the period
ended 30 June 2025 was 21.3% (2024:17.8%). The full year effective income tax
rate for 2024 was 18.4%.
Effective 1 January 2024, Ireland adopted the OECD International Base Erosion
and Profit Shifting (BEPS) Pillar Two Agreement whereby in scope multinational
groups with revenues in excess of €750m pay a minimum rate of 15%
corporation tax in every jurisdiction in which they operate.
The Uniphar Group is in scope for Pillar Two tax obligations. The Pillar Two
legislation sets out a detailed and highly complex set of rules on how to
calculate the 15% effective tax rate. As a result of these complexities, the
accounting effective tax rate is not always indicative of the effective tax
rate as calculated under Pillar Two. The Group continues to monitor changes in
tax law and it is expected that Pillar Two will not have a material impact on
the Group's tax expense. The Group expects that top up taxes will not be
required either because temporary safe harbour provisions can continue to be
relied upon or because the jurisdictional effective tax rate under GloBE
(Global Anti Base Erosion) rules will exceed 15%.
Deferred Tax Asset
The movement in the deferred tax asset primarily reflects the Group's expected
utilisation of tax relief associated with interest payments at the parent
company and tax losses associated with Retail pharmacy and Pharma division
businesses in Ireland and overseas.
Trading tax losses can be carried forward to shelter future taxable profits in
the same trading business. In certain tax jurisdictions, current year tax
losses can be surrendered to other tax profitable group companies in the same
tax jurisdiction at the time of corporate tax return filing. The Directors
expect that the Group's net deferred tax asset will be recoverable against
future taxable income over the medium term.
6. Earnings per share
Basic and diluted earnings per share for the six months ended 30 June have
been calculated by reference to the following:
H1 2025 H1 2024
Profit for the financial period attributable to owners (€'000) 17,473 15,371
Weighted average number of shares ('000) 264,105 273,015
Earnings per ordinary share (in cent):
- Basic 6.6 5.6
- Diluted 6.6 5.6
Adjusted earnings per share has been calculated by reference to the following:
H1 2025 H1 2024
€'000 €'000
Profit for the financial period attributable to owners 17,473 15,371
Exceptional charge recognised in operating profit (note 3) 5,866 4,221
Exceptional credit recognised in income tax (note 3) (756) (357)
Tax credit on acquisition related intangibles (189) (190)
Share-based payments 1,883 1,472
Amortisation of acquisition related intangibles (note 8) 1,710 1,706
Profit after tax excluding exceptional items 25,987 22,223
Weighted average number of shares in issue in the period (000's) 264,105 273,015
Adjusted basic and diluted earnings per ordinary share (in cent) 9.8 8.1
7. Dividends
A final dividend of €3.2m (€0.0125 per ordinary share) relating to 2024
was declared and paid in May 2025 (May 2024: €3.2m). Continuing with the
Board's commitment to a progressive dividend policy, the Board declared a 2025
interim dividend of €0.0071 per ordinary share. It is proposed to pay the
dividend on 3 October 2025 to ordinary shareholders on the Company's register
on 12 September 2025.
In accordance with company law and IFRS, these dividends have not been
provided for in the Balance Sheet at 30 June 2025.
8. Intangible assets
Goodwill Computer Trademark & licences Technology assets Brand Customer Relationships Total
software €'000 €'000 Names €'000
€'000 €'000 €'000 €'000
Cost
At 1 January 2025 526,316 73,465 202 3,585 22,185 3,393 629,146
FX movement (10,302) (105) (1) (269) - (365) (11,042)
Additions - 15,241 - - - - 15,241
Disposals/retirements - (824) - - - - (824)
At 30 June 2025 516,014 87,777 201 3,316 22,185 3,028 632,521
Accumulated Amortisation
At 1 January 2025 18,709 30,967 173 2,481 6,685 2,828 61,843
FX movement - (36) 1 (195) - (327) (557)
Amortisation - 1,647 6 276 1,109 325 3,363
Disposals/retirements - (20) - - - - (20)
At 30 June 2025 18,709 32,558 180 2,562 7,794 2,826 64,629
Net book amounts
At 31 December 2024 507,607 42,498 29 1,104 15,500 565 567,303
At 30 June 2025 497,305 55,219 21 754 14,391 202 567,892
Included in computer software are assets under construction with a net book
value of €45,429,504 (31 December 2024: €34,338,000). Amortisation has not
commenced on these assets
Reconciliation to Balance Sheet 30 June 31 December
2025 2024
€'000 €'000
Intangible assets- goodwill 497,305 507,607
Intangible assets- other assets 70,587 59,696
Intangible assets total 567,892 567,303
Impairment testing of goodwill
Goodwill is not amortised but it is tested for impairment annually, or more
frequently if events or changes in circumstances indicate that it might be
impaired and is carried at cost less accumulated impairment losses. An
impairment loss is recognised for the amount by which the carrying amount
exceeds its recoverable amount. The recoverable amount is the higher of an
asset's fair value less costs of disposal and value in use. For the purposes
of assessing impairment, assets are grouped at the lowest levels for which
there are separately identifiable cash inflows which are largely independent
of the cash inflows from other assets or groups of assets (CGUs).
There is no material change to the circumstances that existed at 31 December
2024 and consequently no impairment indicators were identified. The Group's
annual impairment assessment will be performed at 31 December 2025.
9. Property, plant and equipment, and right-of-use assets
Land and Leasehold Plant and Fixtures and Computer Motor Instruments Total
buildings improvements equipment fittings equipment vehicles
€'000 €'000 €'000 €'000 €'000 €'000 €'000 €'000
Cost
At 1 January 2025 225,516 32,725 88,013 15,401 8,336 7,686 9,355 387,032
Foreign exchange movement (1,112) (532) (244) (103) (42) (47) - (2,080)
Additions 10,209 1,203 2,654 3,366 808 1,444 1,074 20,758
Disposals/retirements (1,095) (20) (554) (94) (591) (1,533) (178) (4,065)
Reclassification - 2,950 (2,955) 5 - - - -
At 30 June 2025 233,518 36,326 86,914 18,575 8,511 7,550 10,251 401,645
Accumulated depreciation
At 1 January 2025 50,743 8,953 21,076 7,777 4,172 3,551 5,964 102,236
Foreign exchange movement (355) (65) (71) (80) - (22) - (593)
Charge for the period 7,135 990 2,165 1,096 676 1,233 482 13,777
Disposals/retirements (947) (1) (552) (87) (506) (1,345) (176) (3,614)
At 30 June 2025 56,576 9,877 22,618 8,706 4,342 3,417 6,270 111,806
Net book value
At 31 December 2024 174,773 23,772 66,937 7,624 4,164 4,135 3,391 284,796
At 30 June 2025 176,942 26,449 64,296 9,869 4,169 4,133 3,981 289,839
Reconciliation to Balance Sheet
Property, plant and equipment 35,887 26,449 63,222 9,869 4,169 281 3,981 143,858
Right-of-use assets 141,055 - 1,074 - - 3,852 - 145,981
Net book value at 30 June 2025 176,942 26,449 64,296 9,869 4,169 4,133 3,981 289,839
Included in property, plant and equipment are assets under construction to the
net book value of €57,838,000 (31 December 2024: €58,517,000).
Depreciation has not commenced on these assets.
10. Called up share capital
30 June
2025
€'000
Authorised:
453.2 million (31 December 2024: 453.2 million) ordinary shares of 8c each 36,256
16.0 million (31 December 2024: 16.0 million) "A" ordinary shares of 8c each 1,280
37,536
Movement in the period in issued share capital presented as equity
2025
€'000
Allotted, called up and fully paid ordinary shares
At 1 January - 273,015,254 ordinary shares of 8c each 21,841
Share buyback - 13,440,956 ordinary shares of 8c each (1,075)
At 30 June - 259,574,298 ordinary shares of 8c each 20,766
Total allotted share capital:
At 30 June 2025 - 259,574,298 (31 December 2024: 273,015,254) ordinary shares 20,766
11. Non-controlling interests
Non-controlling interests own the following stakes in the issued ordinary
share capital of the entities set out below at 30 June 2025:
- 4.29% Macromed (UK) Limited.
12. Borrowings
Bank loans are repayable in the following periods:
30 June 31 December
2025 2024
€'000 €'000
Amounts falling due within one year 7,243 9,316
Amounts falling due between one and five years 311,603 241,646
318,846 250,962
The Group's total bank loans at 30 June 2025 were €318,846,000 (31 December
2024: €250,962,000). Borrowing under invoice discounting (recourse) as at
the balance sheet date was €7,243,000 (31 December 2024: €9,316,000).
The Group's bank debt facility comprises a revolving credit facility ('RCF')
of up to €400m with an additional uncommitted accordion facility of €150m.
In August 2025, the Group placed a five-year amortising term loan (with two
one-year extension options) of €150m with its banking syndicate and
exercised an option to extend the current RCF by two years to August 2029.
At 30 June 2025, the Group's revolving credit facility loans in use were
subject to an interest margin of +1.69% (December 2024: +1.69%) on inter-bank
interest rates (EURIBOR, GBP SONIA and USD SOFR).
Bank security
Bank overdrafts (including invoice discounting) and bank loans of
€318,846,000 (31 December 2024: €250,962,000) are secured by cross
guarantees and fixed and floating charges from the Company and certain
subsidiary undertakings.
13. Deferred contingent consideration
2025
€'000
At 1 January 2025 39,182
Unwinding of discount 499
Foreign currency movement (574)
At 30 June 2025 39,107
Current 32,296
Non-current 6,811
Total deferred contingent consideration 39,107
Deferred contingent consideration represents the present value of deferred
contingent acquisition consideration which will become payable based on
pre-defined performance thresholds being met. The deferred contingent
consideration liability at 30 June 2025 is €39,107,000 (31 December 2024:
€39,182,000). Significant estimation and judgement is exercised in
determining the liability indicating that the final liability may be different
to the amount provided.
14. Leases
(i) Amounts recognised in the Balance Sheet
The Balance Sheet shows the following amounts relating to leases:
30 June 31 December
2025 2024
€'000 €'000
Right-of-use assets:
Buildings 141,055 138,317
Plant and equipment 1,074 967
Motor vehicles 3,852 3,754
Net book value of right-of-use assets 145,981 143,038
Lease liabilities:
Current 18,937 22,580
Non-current 138,988 132,612
Total lease liabilities 157,925 155,192
Right-of-use assets are included in the line 'Property, plant and equipment'
on the Balance Sheet and are presented in note 9.
Additions to the right-of-use assets during the period ended 30 June 2025 were
€12,339,000 (30 June 2024: €41,994,000).
Lease liabilities are presented separately on the face of the Balance Sheet.
(ii) Amounts recognised in the Income Statement:
The Income Statement shows the following amounts relating to leases:
H1 2025 H1 2024
€'000 €'000
Buildings 6,668 8,292
Plant and equipment 213 88
Motor vehicles 1,163 1,285
Right-of-use assets depreciation charge 8,044 9,665
Interest expense on lease liabilities (note 4) 2,239 2,903
Total interest expense in respect of lease liabilities 2,239 2,903
(iii) Amounts recognised in the Cash Flow Statement:
The Cash Flow Statement shows the following amounts relating to leases:
H1 2025 H1 2024
€'000 €'000
Interest on lease obligations 3,405 2,903
Principal repayments 8,285 9,584
Total cash outflow in respect of leases 11,690 12,487
15. Reconciliation of operating profit to cash flow from operating activities
H1 2025 H1 2024
€'000 €'000
Operating profit before exceptional items 38,472 36,447
Cash related exceptional items (4,320) (2,361)
34,152 34,086
Add back non-cash and/or non-operating expenses:
Depreciation 13,777 15,078
Amortisation 3,363 2,904
Changes in working capital:
Increase in inventories (16,802) (13,415)
Increase in receivables (99,446) (49,456)
Increase in payables 98,314 93,951
Other:
Share-based payment expense 1,883 1,472
Foreign currency translation adjustments (27) (358)
Cash inflow from operating activities 35,214 84,262
16. Analysis of net debt
30 June 31 December 30 June
2025 2024 2024
€'000 €'000 €'000
Cash and cash equivalents 121,076 102,992 96,004
Restricted cash 235 294 179
Total cash 121,311 103,286 96,183
Bank loans repayable within one year (7,243) (9,316) (608)
Bank loans payable after one year (311,603) (241,646) (239,184)
Bank loans (318,846) (250,962) (239,792)
Net bank debt (197,535) (147,676) (143,609)
Current lease obligations (note 14) (18,937) (22,580) (20,051)
Non-current lease obligations (note 14) (138,988) (132,612) (158,394)
Lease obligations (157,925) (155,192) (178,445)
Net debt (355,460) (302,868) (322,054)
17. Financial instruments
Financial instruments by category
The accounting policies for financial instruments have been applied to the
line items below:
Financial Financial Total Fair
assets at assets at value
FVOCI* amortised
cost
€'000 €'000 €'000 €'000
Financial assets
30 June 2025:
Investments in equity instruments 25 - 25 25
Trade and other receivables ** - 325,823 325,823 325,836
Cash and cash equivalents - 121,076 121,076 121,076
Restricted cash - 235 235 235
25 447,134 447,159 447,172
* Fair value through other comprehensive income.
** Excluding non-financial assets.
Financial Financial Total Fair
liabilities at liabilities at value
FVTPL*** amortised
cost
€'000 €'000 €'000 €'000
Financial liabilities
30 June 2025:
Borrowings - 318,846 318,846 318,846
Trade and other payables **** - 650,769 650,769 650,769
Deferred contingent consideration 39,107 - 39,107 39,107
Lease liabilities - 157,925 157,925 157,925
39,107 1,127,540 1,166,647 1,166,647
*** Fair value through profit and loss.
**** Excluding non-financial liabilities.
Measurement of fair values
In the preparation of the financial statements, the Group finance department,
which reports directly to the Chief Financial Officer (CFO), reviews and
determines the major methods and assumptions used in estimating the fair
values of the financial assets and liabilities which are set out below:
Investments in equity instruments
Investments in equity instruments are measured at fair value through other
comprehensive income (FVOCI).
Trade and other receivables/trade and other payables
For receivables and payables with a remaining life of less than 12 months or
demand balances, the carrying value less impairment provision where
appropriate, is deemed to reflect fair value. The fair value of long-term
receivables is determined by discounting future cash flows at market rates of
interest at the period end.
Cash and cash equivalents, including short-term bank deposits
For short-term bank deposits and cash and cash equivalents, all of which have
a maturity of less than three months, the carrying amount is deemed to reflect
fair value.
Interest-bearing loans and borrowings
For floating rate interest-bearing loans and borrowings with a contractual
repricing date of less than six months, the nominal amount is deemed to
reflect fair value. For loans with repricing dates of greater than six months,
the fair value is calculated based on the present value of the expected future
principal and interest cash flows discounted at appropriate market interest
rates (level 2) effective at the Balance Sheet date and adjusted for movements
in credit spreads.
Deferred contingent consideration
The fair value of the deferred contingent consideration is calculated by
discounting the expected future payment to the present value. The expected
future payment represents the deferred contingent consideration which would
become payable based on pre-defined performance thresholds being met and is
calculated based on management's best estimates of the expected future cash
outflows using current budget forecasts. The provision for deferred contingent
consideration is principally in respect of acquisitions completed from 2018 to
2022.
The significant unobservable inputs are:
· Expected future profit forecasts which have not been disclosed
due to their commercial sensitivities; and
· Risk adjusted discount rate of between 2.5% and 4% (2024: between
2.5% and 4%).
For the fair value of deferred contingent consideration, a 1% increase in the
risk adjusted discount rate at 30 June 2025, holding the other inputs constant
would reduce the fair value of the deferred contingent consideration by
€0.1m. A 1% decrease in the risk adjusted discount rate would result in an
increase of €0.1m in the fair value of the deferred contingent
consideration.
Fair value hierarchy
The following table sets out the fair value hierarchy for financial
instruments which are measured at fair value.
Level 1 Level 2 Level 3 Total
€'000 €'000 €'000 €'000
Recurring fair value measurements
At 30 June 2025
Investments in equity instruments - - 25 25
Deferred contingent consideration - - (39,107) (39,107)
- - (39,082) (39,082)
There were no transfers between the fair value levels for recurring fair value
measurements during the period. The Group's policy is to recognise transfers
into and transfers out of fair value hierarchy levels as at the end of the
reporting period.
Level 1: The fair value of financial instruments traded in active markets is
based on quoted market prices at the end of the reporting period. The quoted
market price used for financial assets held by the Group is the current bid
price. These instruments are included in level 1.
Level 2: The fair value of financial instruments that are not traded in an
active market is determined using valuation techniques which maximise the use
of observable market data and rely as little as possible on entity-specific
estimates. If all significant inputs required to fair value an instrument are
observable, the instrument is included in level 2.
Level 3: If one or more of the significant inputs is not based on observable
market data, the instrument is included in level 3.
Fair value measurements using significant unobservable inputs (level 3)
The following table presents the changes in level 3 items for the period ended
30 June 2025:
Shares in Deferred Total
unlisted contingent
companies consideration
€'000 €'000 €'000
At 1 January 2025 25 (39,182) (39,157)
Unwinding of discount* - (499) (499)
Foreign currency movement - 574 574
At 30 June 2025 25 (39,107) (39,082)
* These amounts have been charged to the Income Statement in finance costs.
Financial risk management
The Group's operations expose it to various financial risks. The Group has a
risk management programme in place which seeks to limit the impact of these
risks on the financial performance of the Group and it is the Group's policy
to manage these risks in a non-speculative manner.
The Group has exposure to the following risks from its use of financial
instruments: credit risk, liquidity risk, currency risk, interest risk and
price risk. The condensed consolidated financial statements do not include all
financial risk management information and disclosures required in the annual
financial statements; they should be read in conjunction with the Group's 2024
Annual Report.
18. Events after the reporting period
The Group completed an amendment to its debt facility on 8 August 2025 that
placed a five-year term loan of €150m with two one-year extension options
with its banking syndicate and exercised an option to extend the current
revolving credit facility ('RCF') by two years to August 2029.
There were no other material events subsequent to 30 June 2025 that would
require adjustment to or disclosure in this report.
19. Approval by the Board of Directors
The Directors approved the interim financial statements on 1 September 2025.
Additional Information
ALTERNATIVE PERFORMANCE MEASURES
The Group reports certain financial measurements that are not required under
IFRS. These key alternative performance measures (APMs) represent additional
measures in assessing performance and for reporting both internally, and to
shareholders and other external users. The Group believes that the
presentation of these APMs provides useful supplemental information which,
when viewed in conjunction with IFRS financial information, provides
stakeholders with a more meaningful understanding of the underlying financial
and operating performance of the Group and its divisions. These measurements
are also used internally to evaluate the historical and planned future
performance of the Group's operations.
None of these APMs should be considered as an alternative to financial
measurements derived in accordance with IFRS. The APMs can have limitations as
analytical tools and should not be considered in isolation or as a substitute
for an analysis of results as reported under IFRS.
The principal APMs used by the Group, together with reconciliations where the
APMs are not readily identifiable from the financial statements, are as
follows:
Definition Why we measure it
EBITDA Earnings before exceptional items, net finance expense, income tax expense, EBITDA provides management with an assessment of the underlying trading
depreciation, intangible assets amortisation and share-based payment expense. performance of the Group and excludes transactions that are not reflective of
the ongoing operations of the business, allowing comparison of the trading
performance of the business across periods and/or with other businesses.
Adjusted EBITDA is used for leverage calculations.
&
Earnings before exceptional items, net finance expense, income tax expense,
depreciation, intangible assets amortisation and share-based payment expense,
adjusted for the impact of IFRS 16 and the pro-forma EBITDA of acquisitions.
Adjusted EBITDA
Net bank debt Net bank debt represents the net total of current and non-current borrowings, Net bank debt is used by management as an input into the Group's current
cash and cash equivalents, and restricted cash as presented in the Group leverage which management will consider when evaluating investment
Balance Sheet. opportunities, potential acquisitions, and internal resource allocation.
Net debt Net debt represents the total of net bank debt, plus current and non-current Net debt is used by management as it gives a complete picture of the Group's
lease obligations as presented in the Group Balance Sheet. debt including the impact of lease liabilities recognised under IFRS 16.
Leverage Net bank debt divided by adjusted EBITDA for the period. Leverage is used by management to evaluate the Group's ability to cover its
debts. This allows management to assess the ability of the company to use debt
as a mechanism to facilitate growth.
Adjusted Operating Profit This comprises of operating profit as reported in the Group Income Statement Adjusted operating profit is used to assess the underlying operating
before amortisation of acquired intangible assets and exceptional items (if performance excluding the impact of non-operational items. This is a key
any). measure used by management to evaluate the businesses operating performance.
Adjusted earnings per share This comprises of profit for the financial period attributable to owners of Adjusted EPS is used to assess the after-tax underlying performance of the
the parent as reported in the Group Income Statement before exceptional items business in combination with the impact of capital structure actions on the
(if any), amortisation of acquisition related intangibles (and tax thereon) share base. This is a key measure used by management to evaluate the
and share-based payment expense, divided by the weighted average number of businesses operating performance, generate future operating plans, and make
shares in issue in the period. strategic decisions.
Like for like adjusted earnings per share is calculated for both the current
and prior period by dividing the profit of the relevant period attributable to
& owners of the parent as reported in the Group Income Statement before Like for like adjusted EPS is used to assess the after-tax underlying
exceptional items (if any) and amortisation of acquisition related intangibles performance of the business assuming a constant share base.
(and tax thereon) and share-based payment expense, by the weighted average
number of shares in issue in the current period.
Like for Like adjusted earnings per share
Free cash flow conversion Free cash flow conversion calculated as EBITDA, less investment in working Free cash flow represents the funds generated from the Group's ongoing
capital, less maintenance capital expenditure, less principal and interest operations. These funds are available for reinvestment, and for future
payments on leases, and foreign exchange translation adjustment, divided by acquisitions as part of the Group's growth strategy. A high level of free cash
EBITDA. flow conversion is key to maintaining a strong, liquid Balance Sheet.
Return on capital employed (ROCE) ROCE is calculated as the 12 months rolling operating profit before the impact This measure allows management to monitor business performance, review
of exceptional costs and amortisation of acquisition related intangibles, potential investment opportunities and the allocation of internal resources.
expressed as a percentage of the adjusted average capital employed for the
same period. The average capital employed is adjusted to ensure the capital
employed of acquisitions and disposals completed during the period are
appropriately time apportioned.
EBITDA
H1 2025 H1 2024
€'000 €'000
Operating profit Income Statement 32,606 32,226
Exceptional charge recognised in operating profit Note 3 5,866 4,221
Amortisation Note 8 3,363 2,904
Depreciation Note 9 13,777 15,078
Share-based payment expense 1,883 1,472
EBITDA 57,495 55,901
Adjust for the impact of IFRS 16 (10,286) (12,127)
Pro-forma EBITDA of acquisitions - -
Adjusted EBITDA 47,209 43,774
Net bank debt
30 June 31 December 30 June
2025 2024 2024
€'000 €'000 €'000
Cash and cash equivalents Balance Sheet 121,076 102,992 96,004
Restricted cash Balance Sheet 235 294 179
Bank loans repayable within one year Balance Sheet (7,243) (9,316) (608)
Bank loans payable after one year Balance Sheet (311,603) (241,646) (239,184)
Net bank debt (197,535) (147,676) (143,609)
Net debt
30 June 31 December 30 June
2025 2024 2024
€'000 €'000 €'000
Net bank debt APMs (197,535) (147,676) (143,609)
Current lease obligations Balance Sheet (18,937) (22,580) (20,051)
Non-current lease obligations Balance Sheet (138,988) (132,612) (158,394)
Net debt (355,460) (302,868) (322,054)
Leverage
30 June 31 December 30 June
2025 2024 2024
€'000 €'000 €'000
Net bank debt APMs (197,535) (147,676) (143,609)
Rolling 12 months adjusted EBITDA 103,916 100,481 96,171
Leverage (times) 1.90 1.47 1.49
Adjusted operating profit
H1 2025 H1 2024
€'000 €'000
Operating profit Income Statement 32,606 32,226
Amortisation of acquisition related intangibles Note 8 1,710 1,706
Exceptional charge recognised in operating profit Note 3 5,866 4,221
Adjusted operating profit 40,182 38,153
Adjusted earnings per share
H1 2025 H1 2024
€'000 €'000
Adjusted earnings per share has been calculated by reference to the following:
Profit for the financial period attributable to owners 17,473 15,371
Exceptional charge recognised in operating profit (note 3) 5,866 4,221
Exceptional credit recognised in income tax (note 3) (756) (357)
Tax credit on acquisition related intangibles (189) (190)
Amortisation of acquisition related intangibles (note 8) 1,710 1,706
Share-based payments expense 1,883 1,472
Profit after tax excluding exceptional items 25,987 22,223
Weighted average number of shares in issue in the period (000's) 264,105 273,015
Adjusted basic and diluted earnings per ordinary share (in cent) 9.8 8.1
Like for like weighted average number of shares (000's) 264,105 264,105
Like for like adjusted earnings per ordinary share (in cent) 9.8 8.4
Free cash flow conversion
Six months ended Six months ended
30 June Year ended 30 June
2025 31 December 2024
2024
€'000 €'000 €'000
EBITDA APMs 57,495 123,458 55,901
Increase in inventories Note 15 (16,802) (17,159) (13,415)
Increase in receivables Note 15 (99,446) (18,378) (49,456)
Increase in payables Note 15 98,314 84,423 93,951
Foreign currency translation adjustments Note 15 (27) (522) (358)
Payments to acquire property, plant and equipment - maintenance Cash Flow (5,408) (10,911) (4,320)
Payments to acquire intangible assets - maintenance Cash Flow (3,056) (6,172) (2,368)
Payments on leases - principal and interest Note 14 (11,690) (25,570) (12,487)
Settlement of acquired:
Settlement of acquired financial liabilities* 892 1,120 450
Free cash flow 20,272 130,289 67,898
EBITDA 57,495 123,458 55,901
Free cash flow conversion 35.3% 105.5% 121.5%
*The adjustment to free cash flow ensures that payments made after an
acquisition to settle loans with former shareholders of acquired companies, or
other similar financial liabilities, are excluded from the movement in
payables in the free cash flow conversion calculation.
Return on capital employed
30 June 30 June 30 June
2025 2024 2023
€'000 €'000 €'000
Rolling 12 months operating profit 82,369 71,928 56,084
Adjustment for 12 months exceptional costs 4,806 8,205 16,694
Acquisition related 12 months intangible amortisation 3,432 3,411 2,921
Adjusted 12 months rolling operating profit 90,607 83,544 75,699
Total equity 372,981 350,187 304,146
Net bank debt 197,535 143,609 178,045
Deferred contingent consideration 39,107 68,489 85,987
Deferred consideration payable - - 100
Total capital employed 609,623 562,285 568,278
Average capital employed 585,954 565,282
Adjustment for acquisitions/disposals (note A / B below) - 1,158
Adjusted average capital employed 585,954 566,440
Return on capital employed 15.5% 14.7%
Note A: Adjustment for disposal (2025) Capital Completion Adjustment
employed Date
€'000 €'000
Inspired Insight, LLC 21,834 Dec 2024 -
Adjustment for disposal -
Note B: Adjustment for acquisitions (2024) Capital Completion Adjustment
employed Date
€'000 €'000
Acquisitions completed during 2023 6,375 Various 1,158
Adjustment for acquisitions 1,158
The adjustment ensures that the capital employed of acquisitions and disposals
completed during the period are appropriately time apportioned to align with
the corresponding periods for adjusted operating profit. These adjustments
include cash consideration, deferred and deferred contingent consideration,
debt acquired/disposed, cash acquired/disposed, and any cash impact of
shareholder loans or other similar financial liabilities repaid
post-acquisition.
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