Annual financial statement
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RNS Number : 4843P PZ CUSSONS PLC 06 August 2026 August 202 PZ Cussons RESULTS FOR THE YEAR ENDED 31 MAY 2026 Strong year with broad - based growth and strengthened balance sheet Refreshed strategy delivering early progress Jonathan Myers , Chief Executive Officer , said : " We delivered a strong trading performance in FY26 , with revenue growth across each of our four lead markets and each of our top ten brands . Combined with structural cost savings and more favourable FX movements in Nigeria , this translated into adjusted operating profit growth of nearly 25 % , excluding the contribution from the now sold PZ Wilmar joint venture . We also enjoyed good early success with our refreshed strategic approach for St. Tropez which returned to growth in its key market of North America . " At the same time , we completed our strategic review and established a refreshed strategy with a clearer financial framework and capital allocation policy . We are now a more focused and resilient business , leveraging competitive advantages from our locally - loved brands , go - to - market capabilities and manufacturing scale , with a portfolio balanced across developed and emerging markets . " Gross debt has reduced by £ 174m over the past three years , supported by growing cash flow generation and the proceeds from non - core asset sales . As a result , and reflecting our continued confidence in the Group's prospects , the Board is proposing the resumption of dividend growth . " The current year has started in line with expectations and we are pleased with the continued early signs of progress . While there is plenty more to do , and we are mindful of macro - economic uncertainties , we are well placed to continue delivering sustainable growth . " £ m Adjusted unless otherwise stated Revenue FY26 FY25 variance 541.4 513.8 5.4 % Statutory FY26 FY25 variance 541.4 513.8 5.4 % LFL revenue growth ( LFL ) Operating profit Operating margin Profit before ta Basic earnings / ( loss ) per 5.8 % 8.0 % 59.5 54.9 8.4 % 11.0 % 10.7 % 30bps 50.1 41.1 21.9 % 7.14p 7.34p ( 2.7 ) % 86.8 16.0 % 77.4 20 . 4.0 % 5 n.m. 1,200bps n.m. 4.70p 1.38 ) p n.m. share Dividend per share 3.70p 3. Op 2.8 % Operating profit 59.5 47.8 24.5 % 86.8 15.0 n.m. e cluding Wilmar joint venture ) Operating margin 11.0 % 9.3 % 170bps 16.0 % 2.9 % 1,310bps See page 14 for definitions of key terms and page 15 for the reconciliation between Alternative Performance Measures and Statutory results . ' n.m. ' represents non - meaningful growth rates .
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Growth in top 10 brands based on performance in their respective largest markets. St.Tropez grew in North America but declined overall. With the exception of LFL revenue growth, % changes are shown at actual FX rates. Summary Financial results · LFL revenue growth of 5.8% driven by price/mix growth of 4.3% and volume growth of 1.5%, with growth across each of our four lead markets and top ten brands[1]: o UK - solid growth across key washing and bathing brands, led by Sanctuary Spa giftingexecution o ANZ - innovation-led growth with strong market share performance o Nigeria - double-digit growth with a balance of price/mix and volume,supported by further distribution gains o Indonesia - re-staging of Cussons Baby and continued e-commerce growth · Adjusted operating profit increased by £11.7 million, or 24.5% ( excludingthe contribution from the PZ Wilmar joint venture) benefiting from cost savings of £8.5 million and FXrevaluation gains of £5.4 million, offset by £3.5 million increased marketing investment vs. FY25. · Net debt reduction of £87.0 million to £25.0 million, driven primarily by proceeds from the sale of the PZWilmar joint venture. Gross debt has now reduced by £174.3 million over the last three years, aided bythe sale of surplus assets and cash repatriation from Nigeria to the UK. · Adjusted PBT grew by 21.9%, driven by a reduced net finance charge due to strengthening of the balancesheet. · Adjusted EPS decreased by 2.7% due to the increased share of minority interest arising from the growth inNigeria and a higher effective tax rate. · Free cash flow improved by £12.4 million, reflecting the growth in adjusted operating profit and thereduction in transformation-related costs, supporting a proposed 2.8% increase in full year dividend. Delivery against strategy In FY26 , the Board completed its strategic review of the Africa business and established the Group's refreshed strategy, delivering growth from locally-loved brands, with a portfolio balanced between developed and emerging markets. Key achievements during the year included: · Disposal of PZ Wilmar - total of £51.2 million proceeds received in respect of the sale of our 50% stake inthe PZ Wilmar joint venture, simplifying the portfolio and significantly strengthening the balance sheet[2]. · Decision to retain our Africa business with plans to grow the business, subject to clear guardrails. Theseactions to mitigate risk significantly reduce sensitivity to future volatility in the Nigerian Naira. · Refreshed strategy for St.Tropez - returning to 6 .9% growth in its largest market of North America driven bya successful transition to the Emerson partnership in the US, offset by revenue decline in UK and Europe. · Continued investment in strengthening brand-building capabilities, supported by a £3.5 million increase inmarketing investment. Key brand-building activity in the year included: o UK - launch of Original Source 'workout recovery' range activated through a title sponsor ofHYROX London Olympia, partnering with celebrity ambassador Spencer Matthews. o ANZ - launch of the 'Easy Squeeze' Morning Fresh bottle and 1 litre Original Source launch, withfurther growth in Auto Dishwash product. o Indonesia - completed phased re-stage of overall Cussons Baby brand. o Nigeria - launch of Carex as part of our strategy to expandinto adjacent categories in Nigeria. Capital allocation and Dividend As set out at the Capital Markets Event in February 2026 , the Board has adopted the following capital allocation policy which defines the priorities of surplus cash after re-investment: 1. Adjusted net debt/Adjusted EBITDA to be in the range of 1.0-1.5x[3]; 2. A progressive dividend; 3. Bolt-on M&A to be considered alongside cash returns to shareholders.
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In this conte t, following the significant reduction in leverage throughout the year and the Board's confidence in the Group's future prospects, the Board is proposing a final dividend of 2.20p per share. This equates to a total FY26 dividend of 3.70p per share, representing an increase of 2.8% on the FY25 dividend. The dividend will be paid on 8 October 2026 to shareholders on the register at the close of business on 11 September 2026 . Current trading and guidance FY27 trading has started in line with expectations. While the Group remains mindful of macro-economic uncertainty, with good underlying momentum in the business, the Board expects to deliver adjusted operating profit in line with current market expectations[4]. Board changes PZ Cussons announces that Valeria Juarez and Jitesh Sodha, both Non-Executive Directors, have advised PZ Cussons that they will step down from the Board with effect from conclusion of the Company's Annual General Meeting on 1 October 2026 . The Board would like to thank Valeria and Jitesh very much for their contribution and commitment over the last five years and wish them every success in their future endeavours.[5] For further information please contact: Investors Simon Whittington - IR and Corporate Development Director +44 ( 0) 77 1137 2928 Media Headland PZCussons@headlandconsultancy.com +44 ( 0) 20 3805 4822 Susanna Voyle and Charlie Twigg Investor and Analyst conference call PZ Cussons' management will host a virtual audiocast presentation for analysts and institutional investors at 9.30am UK time today to present the results and provide the opportunity for Q&A. Details of the presentation are as follows: A webcast of the presentation is available at the link below and will also be available via our corporate website: www.pzcussons.com. Audience Webcast link: https://www.netroadshow.com/events/login/1PeTHmohLzppxZSt2Wvj6 ZZUW2Bg1Dlix0 Dial in: +44 20 3936 2999 / +44 808 189 0158 Access Code: 186 874 Notes to Editors About PZ Cussons PZ Cussons is a listed consumer goods business headquartered in Manchester, UK, employing c.2,000 people internationally. Since our founding in 1884, we have been creating products to delight, care for and nourish consumers. We are focused on our lead markets of the UK, ANZ, Nigeria and Indonesia across the core categories of Personal, Home and Baby Care. Our locally-loved brands include Carex, Childs Farm, Cussons Baby, Imperial Leather, Morning Fresh, Original Source, Premier, Sanctuary Spa, Stella and St.Tropez. Sustainability and the wellbeing of our employees and communities everywhere are core to what we do and captured by our purpose For Everyone. For Life. For Good.
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Cautionary note regarding forward-looking statements This announcement contains certain forward-looking statements relating to expected or anticipated results, performance or events. Such statements are subject to normal risks associated with the uncertainties in our business, supply chain and consumer demand, along with risks associated with macro- economic, political and social factors in the markets in which we operate. While we believe that the expectations reflected herein are reasonable based on the information we have as of the date of this announcement, actual outcomes may vary significantly owing to factors outside the control of the PZ Cussons Group, such as cost of materials or demand for our products, or within our control such as our investment decisions, allocation of resources or changes to our plans or strategy. The PZ Cussons Group expressly disclaims any obligation to revise forward-looking statements made in this or other announcements to reflect changes in our expectations or circumstances. No reliance may be placed on the forward-looking statements contained within this announcement. GROUP REVIEW Introduction from our Chief Executive Officer FY26 was an inflection point for PZ Cussons. We concluded a significant strategic review, evolved our portfolio and developed a clearer financial framework and capital allocation policy. With the conclusion of the strategic review in December last year, we set out a refreshed strategy demonstrating how we are now a more focused and more resilient business, centred on three core categories of Personal, Home and Baby Care. We operate in four lead markets of UK, ANZ, Nigeria and Indonesia with a portfolio of locally-loved brands, balanced between developed and emerging markets. At our Capital Markets Event in February 2026 , we set out our competitive advantages of: 1. our winning portfolios of locally-loved brands; 2. our go-to-market capabilities; and 3. our manufacturing scale and agility. Combined, these advantages provide us in each of our four lead markets with both the scale to compete with our larger, global peers, and the focus to compete with smaller, local players. It is these competitive advantages on which our strategy is based and they are drivers of the value creation we are determined to deliver. Strong financial performance We have delivered a strong performance in the year, with growth across each of our four lead markets. Our like for like revenue growth of 5.8% was broad-based, with momentum on both price/mix and volume. This performance has been supported by a £3.5 million increase in marketing investment - representing the most we have invested in marketing in recent years - while delivering cost savings of £8.5 million. As a result, we have delivered operating profit of £86 .8 million and adjusted operating profit of £59.5 million, representing growth of 8.4%, or 24.5% excluding the contribution from the PZ Wilmar joint venture in FY25, providing early evidence that the actions we have taken to reshape the business are beginning to come through in performance. The sale of our stake in the PZ Wilmar joint venture, combined with the proceeds from the sale of further non- operating, surplus assets and ongoing cash generation, have significantly strengthened our balance sheet during FY26 . Over the last three years, our gross debt has fallen by £174.3 million as cash repatriated to the UK, primarily from Nigeria, has been used to pay down borrowings. Conclusion of strategic review In December 2025, we concluded our strategic review of Africa. The Board took the decision during the year to retain our African business, having announced the sale of our 50% stake in the non-core PZ Wilmar joint venture. This decision reflects the strength of the operations we have in the region and the Board's view of the long-term opportunities in the market. Our business demonstrated its underlying resilience as we navigated a period of volatility and is well-placed given the greater stability in the Nigerian economy and currency throughout the year,
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further benefitting from the guardrails we have been embedding to mitigate downside risks and limit the impact of future currency movements. We also took the decision in the year to retain St.Tropez - our sunless tanning brand. The Board concluded that value would be maximised through refreshing the strategy with a renewed operating model built around a partnership with The Emerson Group in the US, a major distributor to retail outlets, with a focused and incentivised St.Tropez team. Our priority in FY26 has been on transitioning to the new operating model in the US, and we are pleased that the business returned to growth of 6 .9% in North America after two years of double- digit declines. Although the brand has yet to return to growth in the UK and Europe in the year, we are confident in its future prospects globally, building on the refreshed 'Life is better in St.Tropez' brand positioning launching this summer, strengthened New Product Development ( NPD) for this year and next and the recent launch of St.Tropez on TikTok Shop in the UK. Delivering against our strategy With our refreshed strategy launched in February this year, we have been able to demonstrate good early progress with strategic highlights in FY26 as follows: Build brands Building brands is central to our strategy: creating consumer demand by better understanding and addressing consumer needs and desires, driving brand equity and in turn supporting pricing power and volume growth. During the year, we were pleased with the expansion of our gifting programme in the UK, with Christmas gift pack sales up over 30%, growing from our initial focus on Sanctuary Spa. We are now applying these learnings to broaden our gifting ranges across other brands and occasions throughout the year. We see a multi-year opportunity to significantly expand the range of gift packs offered, both in terms of products and price points, creating incremental demand within the personal care category. Innovation has continued to play an important role in driving growth in our lead markets. Nigeria saw the launch of Carex, while we completed the phased re-stage of Cussons Baby in Indonesia. In Australia, we introduced consumer-preferred 1 litre pump packs on Original Source and our Morning Fresh Auto Dishwash proposition has continued to strengthen, with shares peaking at up to 10% when on promotion in customers where the brand is listed, leveraging Morning Fresh's position as the market's leading washing up liquid brand. Partnerships have been another source of growth, helping to strengthen brand relevance and extend reach. These included Original Source's partnership with social media influencer Spencer Matthews as part of our sponsorship of HYROX London, building on the use of well-loved animated characters including Bluey, Zog and The Gruffalo across Childs Farm and Carex. We are increasingly focused not only on investing in current-year campaigns and innovation, but also on strengthening the multi-year innovation pipeline, including targeted 'seed' investment to qualify future innovation and 'test and learn' activity to refine future growth plans. Reflecting increased confidence in the return on marketing investment and funded through the reduction in overheads, total marketing investment increased by £3.5 million versus FY25, representing the Group's highest level of investment in recent years. Serve consumers We have continued to improve the way we serve consumers by increasing both the depth and quality of our distribution, ensuring the right products are available in more stores. In Nigeria, this has been an important driver of performance for several years. During FY26 , we increased both the number of stores served directly and the number of Golden Outlets by more than 40%. These are the stores in Nigeria which see increased investment and focus to deliver a superior shopping experience to consumers. This means we are reaching more consumers across the country, while also improving our visibility and influence over how our products are promoted and presented in-store, supporting stronger execution and improved financial returns.
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Elsewhere, we are strengthening our ability to serve consumers in the channels where they increasingly choose to shop. In Indonesia, e-commerce, including 'quick commerce' grew by more than 50% and now represents 14% of total revenue. This is supported in part by our expanding live-streaming platform and strong execution across TikTok Shop and Shopee. TikTok is increasingly important elsewhere too; in the UK, we launched St.Tropez on TikTok Shop. Finally, our partnership with The Emerson Group has helped secure in-store listings for Childs Farm in US Walmart stores in June 2026 , following the successful launch on Walmart.com earlier in the year. This represents an important milestone for the brand, and we will seek to build on this initial distribution over the coming years. Reduce complexity We made good progress in simplifying the Group's portfolio during FY26 , improving strategic focus and strengthening the balance sheet. This includes both the disposal of our 50% stake in the PZ Wilmar joint venture as well as the disposal of a number of surplus, non-operating assets in Africa and Asia, generating proceeds of £27.6 million during the year. Together, these actions have strengthened the balance sheet, reduced our holdings in non-core assets and enabled greater focus on our core categories of Personal, Home and Baby Care. We have simplified our operational footprint during the year. We closed our offices in the US following the decision to partner with The Emerson Group, and the Childs Farm office in the UK following its integration into the wider UK business. We have also simplified or streamlined a number of business processes through the use of AI tools and data analytics. Develop people We continued to invest in the culture and capabilities required to deliver our refreshed strategy. During the year, we launched our Employee Promise, 'Dare. Discover. Do.', providing a clearer articulation of the behaviours and mindset we seek to encourage across the Group. This supports our ambition to build a more agile, ambitious and consumer-focused organisation, with teams empowered to act with pace, accountability and entrepreneurial spirit. We also launched our engagement survey on a new platform, enabling more frequent feedback and improved insight into the employee experience. While the change in platform means that results are not directly comparable with the prior year, we achieved an extremely strong 97% completion rate of our c.2,000 employees, with engagement remaining well ahead of the benchmark for consumer companies. This provides an important foundation as we continue to build the capabilities, leadership and ways of working required to deliver sustainable growth. Grow sustainably Sustainability remains central to how we create long-term value. During FY26 , we continued to make progress in reducing the Group's carbon footprint, achieving a reduction of 73% compared with the 2021 baseline. This reflects sustained action across our operations and supply chain and supports our broader commitment to grow responsibly. We also continued to make progress on packaging and plastic reduction. We became a founding signatory to the UK Packaging Pact and continued to reduce plastic usage across our portfolio, including through the 1 litre Original Source bottle, which reduces plastic per litre of product while also offering better value in a preferred pump format to cost-conscious consumers. These actions demonstrate how our sustainability agenda can support both environmental progress and consumer relevance, helping us deliver our purpose: For Everyone. For Life. For Good. Conclusion Looking ahead, there is plenty more to do, and while we remain mindful of macro-economic uncertainties, we are confident in the foundations that are now in place. The business today is simpler, stronger and more resilient, with clearer priorities and sharper execution. We are focused on delivering against the
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financial algorithm we have set out which seeks to generate double-digit total shareholder return through the cycle. Our progress throughout FY26 has been an important step in moving PZ Cussons beyond the strategic review to a period of more consistent delivery. On behalf of the Board, I would like to thank our teams across the Group for their energy and commitment through a period of significant uncertainty and change. We now move forward with a clearer strategy, a stronger business and a greater sense of momentum. FINANCIAL REVIEW Overview of Group financial performance FY26 was a strong year financially, with broad-based growth across each of our four lead markets translating into higher revenue, profit and cash generation. Performance was in line with our financial algorithm, set out at our Capital Markets Event in February. This targets, over the course of a cycle: · mid-single digit % LFL revenue growth; · increased marketing investment; · gross margin expansion; and · overheads growth limited to below that of revenue. Revenue in FY26 increased by 5.8% on a LFL basis, while improvements in gross profit and cost savings of £8.5 million resulted in adjusted operating profit increasing by nearly 25%, excluding the contribution from the PZ Wilmar joint venture. We have also increased marketing investment by £3.5 million supporting a strengthened longer-term innovation pipeline. Results also included non-recurring gains of £5.4 million related to the revaluation of liabilities in Nigeria as a result of the strengthening of the Naira. On a statutory basis, operating profit increased from £20.6 million to £86 .8 million reflecting gains on disposals and an impairment reversal of Sanctuary Spa and compares to a charge in FY25 related to the impairment of goodwill. We were pleased to see greater levels of stability in the Nigerian economy and Naira exchange rate during the year, with inflation falling from over 20% at the beginning of our financial year to 16 % in May 2026 . Against this backdrop we delivered continued growth in pricing and volume in Nigeria. Reported results include a gain associated with the revaluation of liabilities within Nigeria, compared to losses in recent years. Looking ahead however, the guardrails we have been embedding, including the reduction in intra-group loans and third-party liabilities, mean that our sensitivity to Naira movements has greatly reduced. Prior to the reduction in liabilities, a 100 Naira movement compared to the US Dollar ( representing a c.7% move at today's rates) would have equated to a more than £7 million change in Group operating profit brought about by the revaluation of liabilities. That same change in FX would now be approximately £1.5 million. Free cash flow remained strong and, together with proceeds from portfolio transformation activity, enabled asignificant reduction in net debt. Net debt reduced by £87.0 million to £25.0 million at 31 May 2026 , representinga reduction in gross debt of £174.3 million over the last three years resulting from the sale of surplus assets andcash repatriation from Nigeria to the UK. Our adjusted net debt/adjusted EBITDA ratio is now0.7x, strengthening our financial position and providing flexibility withinour capital allocation framework. Overall, FY26 represents an important step forward in improving the quality, resilience and consistency of the Group's financial performance. While we are mindful of macro-economic uncertainty, we enter FY27 with a significantly stronger balance sheet and greatly reduced exposure to Nigerian foreign exchange volatility, with a better funded innovation pipeline, providing a solid platform from which to continue delivering against our strategic and financial objectives. Performance by geography Europe and the Americas
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£m unless otherwise stated FY26 FY25 Growth/ decline) Revenue 200.3 199.4 0.5% LFL revenue growth ( %) 0.9% 0.6 % - Adjusted operating profit 36 .6 36 .8 ( 0.5)% Margin ( %) 18.3% 18.5% ( 20)bps Operating profit 47.2 50.9 ( 7.3)% Margin ( %) 23.6 % 25.5% ( 190)bps Revenue grew 0.9% on a LFL basis, with overall price/mix growth of 1.2% and volume decline of 0.3%. Growth across our larger brands was offset by a decline in performance in St.Tropez in Europe and our hair care brands. UK revenue In our lead market of the UK, revenue grew 0.5% to £175.4 million. We delivered growth across our washing and bathing brands of Carex, Imperial Leather, Original Source and Sanctuary Spa. The brands largely held market share in their respective category segments, with the overall washing and bathing category growing 5.0%. Sanctuary Spa was the biggest contributor to growth, driven by a highly successful Christmas gifting period and the full year benefit of the Aqua Serenity NPD. Carex continued to benefit from the partnership with Magic Light Pictures to use the Zog and The Gruffalo animated characters on key products while Original Source's performance was driven by its 'Nature Hits Different' campaign and partnership to sponsor the London HYROX event. Imperial Leather delivered continued growth launching the 'Right Royal Lather' campaign towards the end of the year. Childs Farm gained market share with growth in consumer sales driven by the OatDerma range and the partnership with the Bluey animated character, albeit reported revenue declined as higher levels of stock held at retailers towards the end of FY25 normalised throughout the year. We saw a decline in our smaller brands, primarily Charles Worthington and Fudge which underperformed their categories, while St.Tropez revenue declined following strong growth in FY25 which was driven by very strong online orders towards the end of that year. Other Europe and Americas revenue Outside of our lead market of the UK, revenue grew 3.8%. This comprised primarily growth of 6 .9% in St.Tropez North America where we started to deliver the benefits from our partnership with The Emerson Group, established in June 2025, and the refreshed strategy for the brand. This growth was offset by a decline in continental Europe. Operating profit Europe and Americas adjusted operating profit was broadly flat as improvement in gross margins and good cost containment offset underlying inflationary increases in overheads. On a statutory basis, operating profit was £47.2 million which included an impairment reversal of Sanctuary Spa partly offset by impairment charges for Charles Worthington and Fudge. Asia Pacific £m unless otherwise stated FY26 FY25 Growth / (decline) Revenue 173.1 173.5 ( 0.2)% LFL revenue growth ( %) 3.9% ( 0.1)% - Adjusted operating profit 23.9 25.2 ( 5.2)% Margin ( %) 13.8% 14.5% ( 70)bps Operating profit 27.1 25.1 8.0% Margin ( %) 15.7% 14.5% 120bps
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Revenue grew 3.9% on a LFL basis, with overall price/mi growth of 3.5% and volume of 0.4%. On a reported basis, revenue declined 0.2% reflecting the depreciation of the Indonesian Rupiah and Australian Dollar. ANZ revenue In our lead market of ANZ, revenue grew 4.0% to £91.3 million. We delivered strong growth across our largest brands of Morning Fresh, Radiant and Rafferty's Garden. Morning Fresh saw its strong market share in the Hand Dishwash category decline slightly following strong promotional activity from competitors but this was more than offset by a very strong performance from our Auto Dishwash NPD which took two percentage points of share of the segment. Rafferty's Garden grew strongly driven in part by early successes of a relaunch into New Zealand and strong share gains in Australia, while Radiant maintained share in a growing category. The launch of the 1 litre Original Source product provided a step-change for the brand in Australia. Indonesia revenue In our lead market of Indonesia, revenue grew 10.2% to £6 0.5 million driven by growth in Cussons Baby with improvements in both price/mix and volume. Growth was driven primarily by the phased re- staging of the overall Cussons Baby brand, focusing in FY26 on Telon Oil, Baby Wash and Hair Lotion. E-commerce continues to be a major driver of performance, growing over 50% with very strong growth in TikTok Shop and Shopee. We continue to expand our live-streaming platform, extending the duration of the daily operations, whilst increasing the number of affiliates used to market the brand and optimising 'always-on' promotional activity during key trading dates. Other APAC revenue Elsewhere, revenue declined in a number of our smaller, lower-margin markets in Asia and the Middle East, driven by a strategic focus on higher margin revenue streams. Operating profit Adjusted operating profit declined by £1.3 million to £23.9 million. This reflected increased marketing investment in our Auto Dishwash NPD and Cussons Baby re-staging and depreciation of both the Australian Dollar and Indonesian Rupiah. On a statutory basis, operating profit grew to £27.1 million reflecting gains on disposal related to the surplus assets sold in Asia during the year. Africa £m unless otherwise stated FY26 FY25 Growth / (decline) Revenue 16 8.0 140.9 19.2% LFL revenue growth ( %) 14.7% 34.9% - Adjusted operating profit 21.9 23.4 ( 6 .4)% Margin ( %) 13.0% 16 .6 % ( 36 0)bps Operating profit 34.2 18.9 81.0% Margin ( %) 20.4% 13.4% 700bps Adjusted operating profit ex. share of results of JV 21.9 16 .3 34.4% Margin ( %) 13.0% 11.6 % 140bps Revenue grew 14.7% on a LFL basis, with overall price/mix growth of 9.5% and volume growth of 5.2%. On a reported basis, revenue grew 19.2% as a result of the 3% appreciation of the Nigerian Naira. Nigeria performance
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In our lead market of Nigeria, revenue grew 21.7% to £133.0 million with growth in both price/mix and volume with inflation remaining high but moderating throughout the year. We delivered double-digit growth across the majority of our largest brands. Stella - a long-lasting moisturising jelly and our largest brand in Nigeria - was particularly strong driven by increased exports and continuing the strategy of 'de-seasonalising' the brand - extending the typical purchase period beyond the harmattan dry season. Further route-to-market improvements drove growth in volumes, despite the price increases. The overall number of stores served has increased over 40% compared to FY25, to 250,000, and the number of Golden Outlets - those stores which see increased investment and focus to deliver a superior shopping experience to consumers - has also increased over 40% to c.14,000. Exports to West and Central African markets also grew in the year, further supporting growth in revenue recorded in Nigeria. Revenue in our Electricals business grew over 20% driven primarily by the refrigeration sub-category and the ongoing strength of our exclusive showrooms network. We have continued to invest in insights-driven and locally relevant ( 'Naijanised') energy saving innovation for the Nigerian consumer to help protect disposable income in view of the increased costs of energy. Other Africa revenue Elsewhere revenue declined by 1.1% due to temporary disruption at a distributor affecting exports from Kenya. Operating profit Excluding the contribution from the PZ Wilmar joint venture in the comparative period, adjusted operating profit grew £5.6 million to £21.9 million. This includes a £4.6 million benefit due to the revaluation of US Dollar-denominated liabilities in Nigeria following the appreciation of the Naira compared to the prior year. Marketing investment increased significantly compared to FY25 driven primarily by activity supporting the launch of Carex during the year and investment in brand and category expansions. On a statutory basis, operating profit increased by £15.3 million to £34.2 million representing the non-recurrence of the revaluation of US Dollar-denominated liabilities in FY25 as well as the gain on disposal of other surplus property assets in FY26 . As a result of the reduction in recent years of intra-group and third-party liabilities denominated in non-local currency, the Group's sensitivity to movements in the Nigeria Naira has greatly reduced. Central £m unless otherwise stated FY26 FY25 Growth / (decline) Adjusted operating loss ( 22.9) ( 30.5) ( 24.9)% Operating loss ( 21.7) ( 74.3) ( 70.8)% Adjusted central operating loss declined by £7.6 million to £22.9 million. This reflects primarily the structural cost savings programme the Group implemented during FY25 and a £0.8 million gain associated with FX revaluation of US Dollar- denominated liabilities in Nigeria but which benefited a central entity. After inclusion of the gain on disposal relating to the PZ Wilmar joint venture and advisory fees incurred in relation to the strategic review of Africa, central operating loss on a statutory basis was £21.7 million. This is a reduction from FY25 which included an impairment charge relating to goodwill.
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Other financial items Adjusted operating profit Adjusted operating profit increased by 8.4% to £59.5 million from £54.9 million in the prior year, or by 24.5% if the contribution from the PZ Wilmar joint venture is excluded from FY25. This growth was driven by strong growth in gross profit, reduced overheads and the benefit of the revaluation of intercompany liabilities, partly offset by increased marketing investment. Adjusting items Adjusting items in the year totalled a net gain of £27.3 million before tax. This included a net impairment reversal on brand intangibles of £11.4 million mainly relating to Sanctuary Spa, a £12.6 million gain on the disposal of non-core properties and a £4.5 million profit on disposal of the Group's investment in the PZ Wilmar joint venture. This compares to a net adjusting expense of £34.6 million in FY25, which primarily comprised an £18.8 million impairment charge and costs associated with the Group's transformation programme. After accounting for adjusting items, the Group's statutory operating profit was £86 .8 million compared to £20.6 million in the prior year. The increase primarily reflects gains on disposals of non-core assets, a material impairment reversal and the non-recurrence of the significant impairment charge recognised in FY25. See note 3 for further details on adjusting items. Net finance expense Net finance expense decreased by £4.7 million to £9.4 million ( 2025: £14.1 million), driven principally by lower interest expense on borrowings as net debt reduced following the sale of the PZ Wilmar joint venture and a number of surplus assets, as well as continued strong cash generation. Taxation The effective tax rate ( ETR) on adjusted profit before tax was 29.7%, or £14.9 million, an increase from 21.9% in the prior year. This increase largely reflects the non-recurrence of income from the PZ Wilmar joint venture which the Group had equity-accounted in the prior period, recording its 50% share of the joint venture's post-tax income in operating profit. On a statutory basis, taxation was £49.0 million. This includes current and deferred tax effects on the adjusting items recognised during the year, together with movements in uncertain tax positions relating to a local tax matter, and a charge relating to intercompany debt relief following conclusion of the Africa strategic review. Earnings per share Basic adjusted EPS decreased 2.7% to 7.14p per share. This reflects growth in profit before tax offset by increased minority interest arising from the growth in profitability in Nigeria, particularly in our Electricals business where our share ownership is lower. On a statutory basis, EPS was 4.70p, compared to ( 1.38)p in the prior period. Balance sheet and cash flow
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Net debt as at 31 May 2026 was £25.0 million, compared to £112.0 million at 31 May 2025 driven largely by the proceeds of £47.8 million[6 ] from the sale of our 50% stake in the PZ Wilmar joint venture and proceeds from a number of surplus, non-operating assets of £27.6 million. The Group has cash of £24.5 million in Nigeria as at 31 May 2026 . Our adjusted net debt/adjusted EBITDA ratio as at 31 May 2026 was 0.7x, compared to a target range of 1.0-1.5x. £m unless otherwise stated FY26 FY25 Total cash 51.9 45.1 Gross debt 76 .9 157.1 Net debt 25.0 112.0 Add back Nigeria cash 24.5 20.2 Adjusted net debt 49.5 132.2 Adjusted EBITDA 72.0 6 6 .5 Adjusted net debt/EBITDA 0.7x 2.0x Total free cash flow was £54.7 million compared to £42.3 million in the prior period. The increase reflects the improvement in adjusted operating profit and the reduction in the cash flow impact of adjusting items, primarily those related to the transformation activities, partly offset by a working capital outflow. £m unless otherwise stated FY26 FY25 Adjusted EBITDA 72.0 66.5 Cash flow impact of adjusting items ( 5.4) ( 14.0) Working capital movement ( 9.7) 2.3 Capital expenditure ( 6 .1) ( 6 .9) Share of results of joint venture - ( 7.1) Other 3.9 1.5 Free cash flow 54.7 42.3 Net assets increased by £28.6 million to £242.1 million ( 2025: £213.5 million), primarily reflecting statutory profit for the year and favourable FX reserve movements, offset by dividends paid. At 31 May 2026 , the Group had a £270.0 million ( 2025: £325.0 million) committed credit facility which is available for general corporate purposes. The credit facility incorporates both a Term Loan, of up to £70.0 million, originally £125.0 million, with the balance as a Revolving Credit Facility ( RCF) structure. As at 31 May 2026 , the headroom on the committed facility was £193.1 million, compared to £16 7.5 million at 31 May 2025. In June 2026 , the Group refinanced these facilities, entering into a new £225.0 million Revolving Credit Facility maturing in June 2030. Further details on this refinancing are provided in note 19. Foreign exchange The movement of Sterling against our other currencies resulted in a £1.5 million reduction to FY25 revenue as setout below. % of FY26 Average FX rates Revenue impact revenue FY26 FY25 % change (£m) GBP 34% 1 1 - - NGN ( Nigeria) 25% 1,945 2,015 3% 3.8 AUD ( Australia) 16 % 2.00 1.99 ( 1)% ( 0.5) IDR ( Indonesia) 13% 22,46 8 20,742 ( 8)% ( 5.3) USD ( USA) 3% 1.34 1.29 ( 4)% ( 0.7) Other 9% - - - 1.2 Total[7] 100% - - (1.5) The rates of the Nigerian Naira used in recent reporting periods are summarised below.
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NGN/GBP FY24 FY25 FY26 Rate used for income statement 1,257 2,015 1,945 Rate used for balance sheet 1,893 2,136 1,851 Glossary Term Definition ANZ Australia and New Zealand APAC Asia-Pacific region APM Alternative performance measure BEST values Our PZ Cussons values ( Bold, Energetic, Striving and Together) CGU Cash generating unit EBITDA Earnings before interest, taxes, depreciation and amortisation Employee engagement % score based upon a set of questions within our annual survey of employees EPS Earnings per share ETR Effective tax rate Free cash flow Cash generated from operations less capital expenditure Free cash flow conversion Free cash flow as a % of adjusted EBITDA from continuing operations JV Joint venture Like for like (LFL) revenue growth Growth on the prior year at constant currency, excluding unbranded sales and the impact of disposals and acquisitions, and adjusting for the number of reporting days in the period Minority interest Used interchangeably with Non-controlling interest Net debt Cash, short-term deposits and current asset investments, less bank overdrafts and borrowings. Excludes IFRS 16 lease liabilities NPD New Product Development n.m. Represents non-meaningful growth rates Price/mix The effect of pricing, promotional and mix activity on revenue Revenue Growth Management (RGM) Maximising revenue through ensuring optimised price points across customers and channels and across different product sizes SKUs Stock keeping units Alternative Performance Measures 2026 2025 Business performance excluding adjusting items Adjusting items Statutory results Business performance excluding adjusting items Adjusting items Statuto £m £m £m £m £m Revenue 541.4 - 541.4 513.8 - Cost of sales (322.0) - (322.0) ( 307.0) - ( Gross profit 219.4 - 219.4 206 .8 - Selling and distribution expense (92.0) - (92.0) ( 85.4) - ( Administrative expense (67.9) 10.2 (57.7) ( 73.6 ) ( 32.8) ( Other operating income - 12.6 12.6 - - Gain on disposal of joint venture undertakings - 4.5 4.5 - - Share of results of joint venture - - - 7.1 ( 1.5) Operating profit/(loss) 59.5 27.3 86.8 54.9 ( 34.3) Finance income 3.4 - 3.4 3.9 - Finance expense (12.8) - (12.8) ( 17.7) ( 0.3) ( Net finance expense (9.4) - (9.4) ( 13.8) ( 0.3) (
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Profit/loss) before taxation 50.1 27.3 77.4 41.1 ( 34.6 ) Ta ation (14.9) (34.1) (49.0) ( 9.0) ( 2.7) ( Profit/(loss) for the period 35.2 (6.8) 28.4 32.1 ( 37.3) ( Attributable to: Owners of the Parent 30.1 (10.3) 19.8 30.8 ( 36 .6 ) ( Non-controlling interests 5.1 3.5 8.6 1.3 ( 0.7) 35.2 (6.8) 28.4 32.1 ( 37.3) ( Adjusted earnings per share Profit/(loss) for the year attributable to owners of the Parent (£m) 30.1 (10.3) 19.8 30.8 ( 36 .6 ) ( Basic weighted average shares in issue during the year ( '000) 421,313 421,313 421,313 419,457 419,457 Basic Earnings per share (p) 7.14 (2.44) 4.70 7.34 ( 8.72) ( Diluted weighted average shares in issue during the year ( '000) 423,856 423,856 423,856 420,751 420,751 Diluted earnings per share (p) 7.10 (2.43) 4.67 7.32 ( 8.70) ( The Group's business performance is assessed using a number of Alternative Performance Measures ( APMs).These APMs include adjusted profitability measures where results are presented excluding separatelydisclosed items ( referred to as adjusting items) as we believe this provides both management and investors with useful additional information about the Group's performance and supports a more effective comparison of the Group'strading performance from one period to the next. Like for like ( LFL) revenue growth represents the growth on the prior year at constant currency, excluding unbranded sales and the impact of disposals and acquisitions, and adjusting for the number ofreporting days in the period. Adjusted Consolidated Income Statement Details of adjusting items are provided in Note 3 to the condensed consolidated financial statements. Reconciliations fromIFRS reported results to APMs are set out below. Alternative Performance Measures (continued) Adjusted operating profit and adjusted operating margin 2026 2025 £m £m Group Operating profit from continuing operations 86.8 20.6 Exclude: adjusting items (27.3) 34.3 Adjusted operating profit 59.5 54.9 Revenue 541.4 513.8 Operating margin 16.0% 4.0% Adjusted operating margin 11.0% 10.7% By segment Europe & the Americas: Operating profit from continuing operations 47.2 50.9 Exclude: adjusting items (10.6) ( 14.1) Adjusted operating profit 36.6 36 .8 Revenue 200.3 199.4 Operating margin 23.6% 25.5% Adjusted operating margin 18.3% 18.5% Asia Pacific Operating profit from continuing operations 27.1 25.1 Exclude adjusting items (3.2) 0.1 Adjusted operating profit 23.9 25.2
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Revenue 173.1 173.5 Operating margin 15.7% 14.5% Adjusted operating margin 13.8% 14.5% Africa: Operating profit from continuing operations 34.2 18.9 Exclude: adjusting items (12.3) 4.5 Adjusted operating profitExclude: adjusted share of results of joint venture 21.9 - 23.4 ( 7.1) Adjusted operating profit excluding share ofresults of joint venture 21.9 16 .3 Revenue 168.0 140.9 Operating margin 20.4% 13.4% Adjusted operating marginAdjusted operating margin excluding share ofresults of joint venture 13.0%13.0% 16 .6 %11.6 % Central: Operating loss from continuing operations (21.7) ( 74.3) Exclude: adjusting items (1.2) 43.8 Adjusted operating loss (22.9) ( 30.5) Alternative Performance Measures (continued) Adjusted share of results of joint venture 2026 2025 £m £m Share of results of joint venture - 5.6 Exclude: adjusting items - 1.5 Adjusted share of results of joint venture - 7.1 Adjusted profit before taxation 2026 2025 £m £m Profit before taxation from continuingoperations 77.4 6 .5 Exclude: adjusting items (27.3) 34.6 Adjusted profit before taxation 50.1 41.1 Adjusted Earnings Before Interest Depreciation and Amortisation (Adjusted EBITDA) 2026 2025 £m £m Profit before taxation from continuing operations 77.4 6 .5 Add back: net finance expense 9.4 14.1 Add back: depreciation 8.4 8.0 Add back: amortisation 4.1 4.1 Add back: impairment and impairment reversal (11.4) 18.3 87.9 51.0 Exclude: adjusting items* (15.9) 15.5 Adjusted EBITDA 72.0 6 6 .5 * Excludes adjusting items relating to impairment. Free cash flow 2026 2025 £m £m Cash generated from operations 60.8 49.2 Deduct: purchase of property, plant and equipment and software (6.1) ( 6 .9) Free cash flow 54.7 42.3 CONDENSED CONSOLIDATED INCOME STATEMENT 2026 2025 Note £m £m Revenue 541.4 513.8 Cost of sales (322.0) ( 307.0)
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Gross profit 219.4 206 .8 Selling and distribution e pense 92.0) ( 85.4) Administrative expense (57.7) ( 106 .4) Other operating income 3 12.6 - Gain on disposal of joint venture undertakings 9 4.5 - Share of results of joint venture 9 - 5.6 Operating profit 2 86.8 20.6 Finance income 3.4 3.9 Finance expense (12.8) ( 18.0) Net finance expense (9.4) ( 14.1) Profit before taxation 77.4 6 .5 Taxation 4 (49.0) ( 11.7) Profit/(loss) for the year1 28.4 ( 5.2) Attributable to: Owners of the Parent 19.8 ( 5.8) Non-controlling interests 8.6 0.6 28.4 ( 5.2) Profit/(loss) per share1 Basic ( p) 4.70 ( 1.38) Diluted ( p)2 4.67 ( 1.38) 1 Wholly derived from continuing operations.2 The basic and diluted loss per share are equal in 2025 as a result of the Group incurring a loss for the year. CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 2026 2025 £m £m Profit/(loss) for the year 28.4 ( 5.2) Other comprehensive (expense)/income: Items that will not be reclassified to income statement: Re-measurement loss on net retirement benefit surplus (3.1) ( 4.6 ) Taxation on items that will not be reclassified to incomestatement 0.8 1.2 Total items that will not be reclassified to income statement (2.3) ( 3.4) Items that may be subsequently reclassified to income statement: Exchange differences on translation of foreign operations1 0.2 0.2Reclassification of currency translation reserve on the disposal of joint ventureundertaking 13.6 - Share of other comprehensive expense of joint ventureaccounted for using the equity method - ( 1.0) Cash flow hedges - fair value movements (0.8) 0.2 Taxation on items that may be subsequently reclassified toincome statement 1.3 - Total items that may be subsequently reclassified to income statement 14.3 ( 0.6 ) Other comprehensive income/(expense) for the year 12.0 ( 4.0) Total comprehensive income/(expense) for the year 40.4 ( 9.2) Attributable to: Owners of the Parent 26.3 ( 10.1) Non-controlling interests 14.1 0.9 40.4 ( 9.2) 1 Includes a hyperinflation adjustment of £nil (2025: £1.9 million) in relation to Ghana, net of £nil (2025: £0.8 million) deferred taxation. CONDENSED CONSOLIDATED BALANCE SHEET 2026 2025 Note £m £m Assets Non-current assets Goodwill and other intangible assets 7 265.3 253.9 Property, plant and equipment 44.0 43.4 Investment properties 1.2 10.0 Right-of-use assets 11.5 13. Net investments in joint venture - -
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Trade and other receivables 1.9 2.1 Deferred ta ation assets 13.0 15.8 Tax receivable 1.3 4.8 Retirement benefit surplus 25.0 27.4 363.2 371.0 Current assets Inventories 78.8 70.0 Trade and other receivables 99.2 119.2 Derivative financial assets 0.1 0.4 Current tax receivable 1.3 0.1 Cash and cash equivalents 8 51.9 45.1 231.3 234.8 Assets held for sale - 9.4 231.3 244.2 Total assets 594.5 6 15.2 Equity and liabilities Equity Share capital 4.3 4.3 Treasury shares (29.1) ( 32.0) Capital redemption reserve 0.7 0.7 Hedging reserve (0.8) ( 0.2) Currency translation reserve (150.6) ( 158.4) Retained earnings 402.3 399.6 Other reserves 7.4 5.7 Attributable to owners of the Parent 234.2 219.7 Non-controlling interests 7.9 ( 6 .2) Total equity 242.1 213.5 Liabilities Non-current liabilities Borrowings 8 7.0 102.4 Trade and other payables 1.1 0.6 Lease liabilities 10.5 12.6 Deferred taxation liabilities 45.3 34.1 Retirement and other long-term employee benefit obligations 11.5 11.7 75.4 16 1.4 Current liabilities Borrowings 8 69.9 54.7 Trade and other payables 165.8 155.1 Lease liabilities 2.4 2.3 Derivative financial liabilities 2.1 0.4 Current taxation payable 36.4 27.5 Provisions 0.4 0.3 277.0 240.3 Total liabilities 352.4 401.7 Total equity and liabilities 594.5 6 15.2 CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY Attributable to owners of the Parent Capital Currency Share Ownredemption Hedging translation Retain capital shares reserve Reserve1 Reserve2 Earni £m £m £m £m £m £ At 1 June 2024 4.3 ( 34.5) 0.7 ( 0.4) ( 159.6 ) 425. ( Loss)/profit for the year - - - - - ( 5.8 Other comprehensive income/( expense) for the year - - - 0.2 1.2 ( 5.7 Total comprehensive income/( expense) for the year - - - 0.2 1.2 ( 11.5 Transactions with owners: Ordinary dividends - - - - - ( 15.1 Share-based payments - - - - - 3. Shares issued from ESOT - 2.5 - - - ( 2.5 Total transactions with owners recognised directly in equity - 2.5 - - - ( 14.2 At 31 May 2025 4.3 ( 32.0) 0.7 ( 0.2) ( 158.4) 399.
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At 1 June 2025 4.3 32.0) 0.7 0.2) 158.4) 399. Profit for the year - - - - - 19. Reclassification of currency translation reserve on the disposal of joint venture undertaking - - - - 13.6 Other comprehensive ( expense)/income for the year - - - (0.6) (5.8) (0.7 Total comprehensive (expense)/income for the year - - - (0.6) 7.8 19. Transactions with owners: Ordinary dividends - - - - - (15.1 Share-based payments - - - - - 1. Shares issued from ESOT - 2.9 - - - (2.9 Total transactions with owners recognised directly in equity - 2.9 - - - (16.4 At 31 May 2026 4.3 (29.1) 0.7 (0.8) (150.6) 402. 1 Reserve relates to continuing hedges. 2 Includes a hyperinflation adjustment of £nil (2025: £1.9 million) in relation to Ghana. 3 Other reserves relate to the Group's share-based payment schemes. CONDENSED CONSOLIDATED CASH FLOW STATEMENT 2026 2025 Note £m £m Cash flows from operating activities Cash generated from operations 9 60.8 49.2 Interest paid (10.0) ( 14.9) Taxation paid (21.1) ( 10.8) Net cash generated from operating activities 29.7 23.5 Cash flows from investing activities Interest received 1.9 2.2 Purchase of fixed assets (6.1) ( 6 .9) Proceeds from disposal of fixed assets 27.6 0.9 Proceeds from disposal of joint venture 21.2 - Proceeds from disposal of current asset investment - 0.9 Rental income 1.2 1.1 Loan repayments from joint venture 26.6 2.5 Net cash generated from investing activities 72.4 0.7 Cash flows from financing activities Dividends paid to Company shareholders 5 (15.1) ( 15.1) Acquisition of non-controlling interests - ( 0.2) Repayment of lease liabilities ( principal) (2.4) ( 3.5) Repayment of borrowings (291.5) ( 16 5.7) Proceeds from borrowings 211.0 156 .0 Financing fees paid on committed credit facility - ( 0.2) Net cash used in financing activities (98.0) ( 28.7) Net increase/(decrease) in cash and cash equivalents 4.1 ( 4.5) Effect of foreign exchange rates 2.7 ( 1.7) Cash and cash equivalents at the beginning of the year 45.1 51.3 Cash and cash equivalents at the end of the year 8 51.9 45.1 1. Basis of preparation PZ Cussons plc is a public limited company registered in England and Wales which is listed on the London Stock Exchange and is domiciled and incorporated in the UK under the Companies Act 2006 . The principal activitiesof the Group are the manufacturing and distribution of hygiene, baby and beauty products. These condensed consolidatedfinancial statements are presented in Pound Sterling ( GBP) and, unless otherwise indicated, have been presented in £ million to one decimal place.The condensed consolidated financial statements are prepared in accordance with UK-adopted International AccountingStandards including interpretations issued by the IFRS Interpretations Committee and with the requirements of the Companies Act 200 as applicable to companies reporting under those standards. The financial statements have been prepared on a historical cost basis, except for the following
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• Certain financial assets and liabilities ( including derivative instruments) - measured at fair value. • Defined benefit pension plans - plan assets measured at fair value. • Hyperinflationary accounting in Ghana ( for the periods ended 31 May 2025 and 31 May 2024 only). The preparation of financial statements, in conformity with IFRS, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenuesand expenses during the reporting year. Although these estimates are based on management's bestknowledge of the amounts, events or actions, actual results may ultimately differ from those estimates. Accounting estimates and judgementsThe Group's material accounting policies under IFRS have been set by management with the approval of the Audit and Risk Committee. The application of these policies requires management to make assumptions and estimates about future events. Theresulting accounting estimates will, by definition, differ from the actual results. Estimates and judgements are continuallyevaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Key sources ofestimation uncertainty as described below, relate to areas more likely to be materially adjusted within thenext 12 months due to the inherent uncertainty regarding estimates and assumptions. Key sources of estimation uncertainty Pensions The cost of defined benefit pension schemes and the present value of the pension obligation are determined using actuarialassumptions in those valuations. These include the determination of the discount rate, future salary increases, mortality rates andfuture pension increases. Due to the complexity of the valuation, the underlying assumptions and its long-term nature, a definedbenefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date. Significant differences in actual experience or significant changes in key assumptions could affect theretirement benefit surplus/obligations and the net interest expense. In determining the discount rate,management considers the interest rates of corporate bonds with at least an 'AA' rating or above and having terms to maturity approximating to the terms of the related pension obligation to be appropriate. The mortality rate isbased on publicly available mortality tables for the specific countries. Those mortality tables tend to change only at intervals inresponse to demographic changes. Future salary increases and pension increases are based on expected future inflation rates for the respective countries. Current taxation Current taxation liabilities/assets relate to the expected amount oftaxation to be paid/received as a result of the operating performance of the Group's entities. In calculatingthe appropriate taxation charge, assumptions and judgements are made regarding application and interpretation of local laws. In situations where tax impacts are subject to uncertain treatment, interpretation of local rule or regulation, or otherwise remain to be agreed with relevant tax authorities, an estimate of any resulting financial impactmay be recorded in the Consolidated Financial Statements. Any such management estimates are made in accordance with IFRSrequirements, including IAS 12 Income Taxes and IFRIC 23 Uncertainty over Income Tax Treatments when considering income tax and IAS 37 Provisions, Contingent Liabilities and Contingent Assetsin relation to non-income taxes. Due to the uncertainty associated with such tax items,there is a possibility that on conclusion of open tax matters at a future date, the final outcome may differ significantly from the original amounts recorded. Where the eventual taxation paid or reclaimed is different tothe amounts originally estimated, the difference will be charged or credited to the income statement in the period in which it isdetermined. Included within the current taxation liability of the Group are current taxation estimates with net carrying values as at 31 May 2026 of £33.7 million ( 2025: £23.1million), of which £23.0 million ( 2025: £21.7 million) relates to a single estimate arising due to a difference intechnical standpoint between PZ Cussons plc and a tax authority on a subjective and complex piece of legislation. Due to the known difference in technical standpoint, this potentialtaxation liability has been provided for in full as the range of possible outcomes could be a liability up to thefull value of the provided amount, however the potential future settlement remains a cash risk. The increase in year primarily relates to an increase in risk that certain matters previously recorded as contingent liabilities will crystallise. The most materialitem relates to an overseas court verdict that found against the Group and the possible crossover risk into later years, which willcontinue to be appealed by the Group. In addition to the provision items indicated above, as at 31 May 2026 , the Group had further contingenttaxation liabilities of £8.4 million ( 2025: £18.5 million) and contingent assets of £1.5 million ( 2025: £0.5 million). Items recorded as contingent liabilities include the interpretation of new taxlaws implemented in an overseas jurisdiction, and amounts recorded as contingent assets relate to ongoing discussions with alocal tax authority. Such positions have been disclosed in accordance with IAS 37 Provisions, Contingent Liabilities and Contingent Assets. Deferred taxation assets - temporary differences Deferred taxation is provided on temporary differences between the carrying amounts of assets and liabilitiesrecognised for financial reporting purposes and the amounts used for taxation purposes, on an undiscountedbasis. The amount of deferred taxation provided is based on the expected manner of realisation or settlement of the carrying amounts of assets and liabilities, using tax rates enacted orsubstantively enacted at the financial year-end date.
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Assessment of impairment of goodwill and other indefinite life assets Goodwill and brands have all arisen from business combinations and all have indefinite useful lives and, in accordance with IAS 36Impairment of Assets, are subject to annual impairment testing ( which the Group carries out at the year-end date), ormore frequently if there are indicators of impairment. The method used for impairment testing is to allocate assets ( including goodwill and brands) to appropriate CGUs based on the smallest identifiable group of assets that generateindependent cash inflows, and to estimate the recoverable amounts of the CGUs as the higher of the asset's fair values less costsof disposal and the value-in-use. For the purposes of goodwill impairment testing, goodwill associated with the acquisitions of the former Beauty brands is allocated to a group of CGUs, reflecting the level at which the related acquisition synergies are generatedand monitored. Value-in-use is determined using cash flow projections from approved budgets and plans which are thenextrapolated based on estimated long-term growth rates applicable to the markets and geographies in which the CGUs operate. The cash flow projections are discounted based on a pre-tax weighted average cost of capital for comparable companies operating in similar markets and geographies as the Group adjusted for risks specific to the particular CGU. Theassumptions used in the cash flow projections, and associated sensitivities, are described and set out in note 7. Critical areas of judgment Assessment of useful lives of acquired brands The Directors are required to assess whether the useful lives of acquired brands are finite or indefinite. Under IAS 38 Intangible Assets, an intangible asset should be regarded as having an indefinite useful life when, based on all of the relevant factors, thereis no foreseeable limit to the period over which the asset is expected to generate net cash inflows for theentity. Deferred tax assets - unused tax losses A deferred taxation asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset can be used. Deferred taxationassets are recognised for unused tax losses to the extent that it is probable that futuretaxable profits will be available against which they can be used. At 31 May 2026 , the Group recorded a deferred taxation asset of £21.5 million ( 2025: £26 .8 million) on recognised but unusedtax losses. The Group has concluded that the deferred taxation assets will be recoverableas it is probable that the related taxation benefit will be realised in the foreseeable future. Going concern The Group meets its funding requirements through internal cash generation and borrowings. Borrowings are amounts drawnunder both committed and uncommitted borrowing facilities. The Group had, as at 31 May 2026 a £200.0 million committed Revolving Credit Facility which is available for general corporate purposes and a £70.0 million Term Loan. As at 31 May 2026 , theGroup had headroom on the committed facility of £193.1 million and net debt of £25.0 million comprising cash of £51.9 millionand borrowings of £76 .9 million. On 9 June 2026 , the Group agreed terms on a new four-year £225.0 million Revolving Credit Facility. In assessing going concern, the Group has prepared both base case and severe but plausible cash flow forecasts for aperiod of 18 months until the end of November 2027 ( the going concern review period), which is at least 12 monthsfrom the date of approval of the financial statements. The Group's base case forecasts are based on the Board-approved budget and the first year of the current five-year plan and indicate forecasted continued compliance with its banking covenants andsufficient liquidity throughout the going concern review period. Management has prepared a base case forecast for the goingconcern period and, consistent with the approach taken at 31 May 2025, has modelled the following severe but plausible downside scenarios: a 5% reduction in Group revenue, a Group gross margin decline of 200bps and a 10% decline in the Nairaexchange rate from the USD/NGN 1,450 rate used in the base case forecast. The scenario set has beenupdated in FY26 to reflect emerging geopolitical risks, including a prolonged conflict in the Middle East with the impact extending to 18 months. None of these severe but plausible scenarios, either separately or in combinationwith another, forecast a breach in covenants prior to management action and there remain mitigating actions available tomanagement should they be required. The Directors consider it appropriate to continue to adopt the going concern basis in preparing the Consolidated Financial Statements. New and amended accounting standards adopted by the Group The following amended standards and interpretations were adopted by the Group during the year ending 31 May 2026 : · Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates issued in August 2023. These amended standards have not had a significant impact on the Consolidated Financial Statements. New accounting standards and interpretations in issue but not yet effective The following new and amended standards have been issued which are not yet effective: · Amendments to IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures ( effective from 1 January 2026 ). · Annual improvements to the following IFRS Accounting Standards Volume 11 ( effective from 1 January2026 ). · IFRS 18 Presentation and Disclosure in Financial Statements ( effective from 1 January 2027). · IFRS 19 Subsidiaries without Public Accountability: Disclosures ( effective from 1 January 2027). · Amendments to IAS 21 - Translation to a Hyperinflationary Presentation Currency ( effective from 1 January 2027). · IFRS S1 General Requirements for Disclosure of Sustainability-related Financial Information and IFRS S2 Climate-relatedDisclosures, effective from 1 January 2024 ( subject to endorsement and applicability in the UK reporting framework). The Group continues to assess the expected impact of these standards. Based on current assessments
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· the amendments to IFRS 9 and IFRS 7 and the Annual Improvements, are not e pected to have asignificant impact on the Group's Consolidated Financial Statements; · the amendments to IAS 21 are not expected to have a significant impact unless the Group adopts ahyperinflationary presentation currency; and · IFRS S1 and IFRS S2 may result in enhanced sustainability-related disclosures in the Group's Annual Report and Accounts, subject to regulatory adoption and implementation requirements. IFRS 18 replaces IAS 1 'Presentation of Financial Statements' and introduces new presentation and disclosure requirements,particularly for the Income Statement. IFRS 18 does not affect the recognition or measurement of items in the financial statements. The requirements are effective for periods beginning on or after 1 January 2027, with retrospective applicationrequired, including specified reconciliations for comparative periods. The Group is currently assessing the impact of IFRS 18 on presentation and disclosures in the Consolidated Financial Statements. Although the adoption of IFRS 18 will have no impact on the Group's profit after taxation, there will be animpact on presentation of the primary financial statements and certain disclosures. To date, the following potential impacts havebeen identified: · Items of income and expenses presented in the Consolidated Income Statement will be grouped intothe new categories: operating, investing, financing, income taxes, and discontinued operations. · An additional mandatory subtotal for 'Profit/( loss) before financing and income taxes' will be presented. · The enhanced principles on aggregation and disaggregation will require some changes to line items presented in theprimary financial statements, however this change is not expected to be significant. · Certain new or enhanced disclosures will be required for: - management-defined performance measures ( MPMs), most of which are currently disclosed as alternativeperformance measures; - a breakdown of the nature of expenses for line items presented by function in the operatingcategory of the Consolidated Income Statement; and - a reconciliation for each line item in the Consolidated Income Statement between the restated amounts and amounts previously published upon transition from IAS 1 to IFRS 18. · There will be a minor impact on the presentation of the Consolidated Cash Flow Statement, as the starting point for thecash flow statement will be the 'Operating profit/( loss)' subtotal. The Group intends to adopt IFRS 18 for the reporting period commencing 1 June 2027. Preparatory activities are underway toensure readiness for adoption, including updates to reporting systems and chart of accounts. 2. Segmental analysis The segmental information presented in this note is consistent with management reporting provided to theExecutive Committee, which is the Chief Operating Decision-Maker ( CODM). The CODM reviews the Group's internal reporting to assess performance and allocate resources. The CODM considers the business from a geographicperspective, with Europe & the Americas, Asia Pacific and Africa being the operating segments. In accordance with IFRS 8 Operating Segments, the Executive Committee has identified these as thereportable segments. The CODM assesses the performance based on operating profit before adjusting items. Revenue andoperating profit of the Europe & the Americas and Asia Pacific segments arise from the sale of Personal, Home and Baby care products. Revenue and operating profit from the Africa segment also arise from the sale of Personal, Home and Baby Careproducts as well as Electrical products. The prices between Group companies for intra-group sales of materials, manufacturedgoods, and charges for franchise fees and royalties are on an arm's length basis. Central includes expenditure associated with the global headquarters and above market functions net of recharges to our regions. Reporting used by theCODM to assess performance contains information about brand-specific performance. Global segmentation between the portfolioof brands is not part of the regular internally reported financial information. Business segments 2026 Europe & the Americas £m Asia Pacific £m Africa £m Central £m Elimin-ations £m Gross segment revenue 202.2 176.4 168.0 46.4 (51.6) Inter segment revenue (1.9) (3.3) - (46.4) 51.6 Revenue 200.3 173.1 168.0 - - Segmental operating profit/( loss) before adjusting items 36.6 23.9 21.9 (22.9) - Adjusting Items 10.6 3.2 12.3 1.2 - Segmental operating profit/(loss) 47.2 27.1 34.2 (21.7) - Finance income Finance expense Profit before taxation 2025 Europe & the Americas Asia Pacific Africa Central Elimin-ations
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£m £m £m £m £m Gross segment revenue 202.5 175.3 140.9 40.2 ( 45.1) Inter segment revenue ( 3.1) ( 1.8) - ( 40.2) 45.1 Revenue 199.4 173.5 140.9 - - Segmental operating profit/( loss) before adjusting items and share of results of joint ventures 36 .8 25.2 16 .3 ( 30.5) - Share of results of joint ventures - - 7.1 - - Segmental operating profit/( loss) before adjusting items 36 .8 25.2 23.4 ( 30.5) - Adjusting Items 14.1 ( 0.1) ( 4.5) ( 43.8) - ( Segmental operating profit/(loss) 50.9 25.1 18.9 ( 74.3) - Finance income Finance expense ( Profit before taxation Segment assets and liabilities are not routinely reported to or reviewed by the CODM and, accordingly, measures of segment current assets and liabilities are not presented for operating segments. Revenue for the year ended 31 May 2026 was £175.4 million in the UK ( 2025 restated1: £174.6 million), £133.0 million in Nigeria ( 2025: £105.5 million), £91.3 million in Australia and New Zealand ( 2025: £88.5 million), and £6 8.8 million in Indonesia ( 2025: £6 8.5 million), representing the Group's four largest geographical markets by revenue. Non-current assets ( excluding deferred tax assets and retirement benefit surpluses) at 31 May 2026 were £26 4.0 million in the UK ( 2025: £255.3 million), £14.5 million in Nigeria ( 2025: £10.6 million), £35.4 million in Australia and New Zealand ( 2025: £35.6 million), and £7.0 million in Indonesia ( 2025: £7.5 million). 1 Comparative amounts have been restated from £182.1 million following a reassessment of the revenue allocation to reflect revenue based on customer location. The Group analyses its revenue by the following categories: 2026 2025 Personal Care 271.3 26 9.2 Baby Care 115.6 106 .6 Home Care 86.3 81.7 Electricals 59.9 47.0 Other 8.3 9.3 541.4 513.8 During the year, the Group re-assessed how it analyses its revenue categories from Hygiene, Baby, Beauty, Electricals and Other and has restated its analysis accordingly. No single customer generates revenue greater than 10% of the consolidated revenue. 3. Adjusting items Adjusting items expense/( income), all of which are within continuing operations, comprise: 2026 £m 2025 £m Simplification and transformation1 (9.3) 8.7 Acquisition and disposal-related items2 (3.2) 1.7 Net impairment ( reversal)/charge4 (11.4) 18.8 Foreign exchange ( gains)/losses arising on loans previously classified as permanent as equity4 (3.4) 3.9 Foreign exchange losses arising on loans previously classified as permanent as equity to joint venture undertaking3 - 1.5 Adjusting items before taxation (27.3) 34.6 Taxation 34.1 2.7 Adjusting items after taxation 6.8 37.3 1 Costs of £3.3 million ( 2025 £8.7 million) are included in administrative expense in the Consolidated Income Statement. Income of £12. million ( 2025
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£nil) included in other operating income.2 £4.5 million income ( 2025: £nil) is included in gain of disposal of joint venture undertakings, costs of £1.3 million ( 2025: £1.4 million) are included inadministrative expenses and £nil ( 2025: £0.3 million) is included in finance income in the Consolidated Income Statement.3 Included in share of results of joint venture in the Consolidated Income Statement.4 Included in administrative expense in the Consolidated Income Statement. A description of the principal adjusting items is provided below. Simplification and transformation For the years ended 31 May 2026 and 31 May 2025, costs in this category primarily relate to the strategic review of our Africabusiness and our global cost optimisation programme. Such costs total £3.3 million ( 2025: £8.7 million). These costs are offset by income relating to the gain on disposal of non-core properties. The gain on disposal of £12.6 million for non-coreproperties is as follows: £m Total proceeds ( cash) 27.5 Net assets disposed: Investment properties (12.7) Transaction costs (2.2) Gain on disposal 12.6 Acquisition and disposal-related items For the year ended 31 May 2026 , the income of £3.2 million is mainly driven by the profit on disposal of the investment in PZWilmar Limited of £4.5 million. This is partially offset by £1.3 million relating to foreign exchange losses onforeign currency forward contracts directly attributable to the sale of PZ Wilmar Limited but not designated as formal hedges. For the year ended 31 May 2025, the expense relates to the re-measurement of the deferred considerationfor the Childs Farm acquisition and costs incurred in relation to the sale of the Group's joint venture undertakings. In the yearended 31 May 2025, the Group made the final settlement payment of the deferred consideration for the Childs Farm acquisition. Impairment charge (net of impairment reversal) The current year net impairment reversal relates to the £24.4 million impairment reversal of the Sanctuary Spa brand intangibleoffset by the impairment of the Charles Worthington brand of £5.1 million and impairment of the Fudge brand of £7.9 million( note 7). For the year ended 31 May 2025, the impairment charge relates to the £35.3 million goodwill impairment of the CharlesWorthington, Fudge, Sanctuary Spa and St.Tropez group of CGUs which was partially offset by the £16 .5 million impairmentreversal of the Sanctuary Spa brand intangible ( note 7). Foreign exchange losses arising on loans previously designated as permanent as equity (including to joint venture) For the year ended 31 May 2026 and 31 May 2025, this primarily relates to realised and unrealised foreignexchange ( gains)/losses primarily resulting from the Nigerian Naira foreignexchange movements on loans with the joint venture undertaking ( period ended 31 May 2025only) and subsidiary undertakings which were de-designated from permanent as equity in the year ended 31 May 2024. Themajority of these loans have been repaid during the year ended 31 May 2026 and from 1 December 2025 onwards, the Group nolonger recognised the foreign exchange ( gains)/losses on these loans as adjusting items. The closing NGN/GBP rate at 31 May 2026 was 1,851 ( 2025: 2,136 ), and the average NGN/GBP for the current yearwas 1,945 ( 2025: 2,015). Taxation For the year ended 31 May 2026 , the tax charge relating to adjusting items for the year was £34.1 million( FY25: £2.7 million). This comprises current and deferred tax effects of the underlying adjustingitems recognised during the year, together with a £10.8 million movement in uncertain tax positions relatingto a local tax matter. In addition, it includes associated exposures that mayextend into future periods. Also it reflects a £3.9 million impact arising from changes in localtax legislation, and a £5.7 million impact relating to intercompany debt relief provided following conclusion ofthe Africa strategic review. 4. Taxation 2026 2025 £m £m Current taxation UK corporation tax - current year 4.7 2.7 - adjustments in respect of prior years (0.8)( 1.6 ) 3.9 1.1 Overseas corporation tax - current year 24.5 11.9 - adjustments in respect of prior years 3.4( 0.2) 27.9 11.7 Total current taxation charge 31.8 12.8 Deferred tax
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Origination and reversal of temporary timing differences 13.1 1.5 Adjustments in respect of prior years 4.5( 2.6 ) Effect of rate change adjustments (0.4) - Total deferred taxation charge/( credit) 17.2( 1.1) Total taxation charge 49.0 11.7 Analysed as: Taxation on profit before adjusting items 14.9 9.0 Taxation on adjusting items 34.1 2.7 49.0 11.7 The effective tax rate in relation to continuing operations for the year is 6 3.3% ( 2025: 180.0%). Before adjusting items, the effective tax rate is 29.7% ( 2025: 21.9%). Primary adjustments during the year include utilisation of realised FX losses in Nigeria, together with the impacts of new Nigerian tax legislation implemented from 1 January 2026 as well as impacts due to ongoing discussions with regional tax authorities. UK corporation tax is calculated at 25.0% ( 2025: 25.0%) of the estimated assessable profit for the year. Taxation for other jurisdictions is calculated at the rates prevailing in the respective jurisdictions with further impacts due to distribution of local profits. The Group has chosen to use the UK corporation tax rate for the reconciliation of the tax charge for the year to the profit before taxation as this is the seat for the central management and control of the Group. 2026 2025 £m £m Profit before tax77.4 6 .5 Tax at the UK corporation tax rate of 25% ( 2025: 25%) 19.4 1.6 Adjusted for: Effect of non-deductible expenses 10.5 13.6 Effect of non-taxable income (12.9)( 2.9) Effect of rate changes on deferred taxation ( all territories) (0.4) - Taxation effect of share of results of joint ventures -( 1.8) Other taxes suffered outside of the UK 11.8 3.0 Net adjustment to amount carried in respect of uncertain tax positions 9.4 1.0 Movements in deferred taxation assets not recognised 0.3 0.1 Adjustments in respect of prior years 7.1( 4.4) Differences in overseas rates 3.8 1.5 Tax charge for the year 49.0 11.7 5. Dividends 2026 2025 £m £m Amounts recognised as distributions to ordinary shareholders in the year comprise: Final dividend for the year ended 31 May 2025 of 2.10p ( 2024: 2.10p) per ordinary share 8.8 8.8 Interim dividend for the year ended 31 May 2026 of 1.50p ( 2025: 1.50p) per ordinary share 6.3 6 .3 15.1 15.1 After the balance sheet date, a final dividend for the year ended 31 May 2026 was proposed by the Directors of 2.20p per ordinary share. This results in a total proposed dividend of £15.6 million ( 2025: £15.1 million). Subject to approval by shareholders at the Annual General Meeting, the dividend will be paid on 8 October 2026 to the shareholders on the register on 11 September 2026 . The proposed dividend has not been included as a liability in the Consolidated Financial Statements as at 31 May 2026 . 6. Earnings per share Earnings per share ( EPS) represents the amount of earnings attributable to each ordinary share in issue. Basic EPS is calculated by dividing the profit/( loss) after taxation attributable to owners of the Parent by the weighted average number of ordinary shares in issue during the year, excluding treasury shares owned by employee trusts.
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For diluted EPS, the weighted average number of ordinary shares in issue is adjusted to assume conversion of all dilutive potential ordinary shares. The Group's dilutive potential ordinary shares relate to awards granted under the Group's share incentive schemes. The average number of shares is reconciled to the basic weighted average and diluted weighted average number of shares as set out below: 2026 Number 2025 Number 000 000 Average number of ordinary shares in issue during the year 428,725 428,725 Less: weighted average number of shares held by employee trusts (7,412)( 9,26 8) Basic weighted average shares in issue during the year 421,313 419,457 Dilutive effect of share incentive schemes 2,543 1,294 Diluted weighted average shares in issue during the year 423,856 420,751 An adjusted EPS measure is provided which calculates EPS excluding adjusting items from profits attributable to owners of the Parent. The Directors believe that the separate disclosure of adjusting items is relevant to an understanding of the Group's financial performance, and excluding such items provides a more meaningful basis upon which to analyse underlying business performance and make year-on-year comparisons. 7. Goodwill and other intangible assets Goodwill £m Software £m Brands £m Total £m Cost At 1 June 2024 6 6 .6 6 5.5 26 7.2 399.3 Additions - 0.4 - 0.4 Exchange differences - ( 0.1) ( 2.8) ( 2.9) At 31 May 2025 66.6 65.8 264.4 396.8 Additions - 0.5 - 0.5 Exchange differences - - 3.6 3.6 At 31 May 2026 66.6 66.3 268.0 400.9 Accumulated amortisation and impairment At 1 June 2024 11.9 47.2 6 0.9 120.0 Amortisation charge - 4.1 - 4.1 Impairment charge 35.3 - - 35.3 Impairment reversal - - ( 16 .5) ( 16 .5) At 31 May 2025 47.2 51.3 44.4 142.9 Amortisation charge - 4.1 - 4.1 Impairment charge - - 13.0 13.0 Impairment reversal - - (24.4) (24.4) At 31 May 2026 47.2 55.4 33.0 135.6 Net book value At 31 May 2026 19.4 10.9 235.0 265.3 At 31 May 2025 19.4 14.5 220.0 253.9 Amortisation and impairment are charged to administrative expense in the Consolidated Income Statement. Cumulative impairment of goodwill as at 31 May 2026 was £45.5 million ( 2025: £45.5 million) and cumulative impairment of brands as at 31 May 2026 was £32.9 million ( 2025: £44.3 million). Software includes the Group's enterprise resource planning system ( SAP), the carrying value of this asset as at 31 May 2026 is £9.0 million ( 2025: £11.3 million), with four years of amortisation remaining. Other than software, intangible assets comprise goodwill and brands. Goodwill and brands have all arisen from previous business combinations and all have indefinite useful lives and, in accordance with IAS 3 Impairment of Assets, are subject to annual
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impairment testing ( which the Group carries out at the year-end date), or more frequently if there are indicators of impairment. The method used for impairment testing is to allocate assets to appropriate CGUs based on the smallest identifiable group of assets that generates independent cash inflows, and to estimate the recoverable amounts of the CGUs as the higher of the assets' fair values less costs of disposal and the value-in-use. Impairment testing is a two-step approach commencing with the testing of brands with an indefinite useful life. Each brand is considered its own CGU for this purpose. The second step is to test goodwill for impairment. For the purposes of this test, goodwill acquired is allocated to the CGUs or groups of CGUs expected to benefit from the synergies of the business combination. For this purpose goodwill associated with the acquisitions of the former Beauty brands is allocated to a group of CGUs, reflecting the level at which the related acquisition synergies are generated and monitored. Value-in-use is determined using cash flow projections from approved budgets and plans which are then extrapolated based on estimated long-term growth rates applicable to the markets and geographies in which the CGUs operate. The cash flow projections are discounted based on a pre-tax weighted average cost of capital for comparable companies operating in similar markets and geographies as the Group adjusted for risks specific to the particular CGU. Goodwill of £19.4 million ( 2025: £19.4 million) comprises £5.1 million ( 2025: £5.1 million) in relation to the acquisitions of Charles Worthington, Fudge, Sanctuary Spa and St.Tropez, £13.5 million ( 2025: £13.5 million) in relation to the acquisitions of Childs Farm and £0.8 million ( 2025: £0.8 million) in relation to other acquisitions. Goodwill associated with the acquisitions of Charles Worthington, Fudge, Sanctuary Spa and St.Tropez is assessed at the Group of CGUs comprising these brands as this represents the lowest level at which goodwill is monitored by management. The carrying value of goodwill and each brand is set out in the table below. For the impairment testing of brands, each brand is allocated to a single CGU. For the impairment testing of goodwill, Childs Farm goodwill is allocated to the same CGU as the brand and, as noted above, goodwill associated with the acquisitions of Charles Worthington, Fudge, Sanctuary Spa and St.Tropez is allocated to the group of CGUs comprising the four brands: Goodwill 2026 £m Brands 2026 £m Goodwill 2025 £m Brands 2025 £m Charles Worthington 4.5 9.6Fudge 16.7 24.6Sanctuary Spa 75.4 51.0St.Tropez 58.4 58.4 Charles Worthington, Fudge, Sanctuary Spa, and St.Tropez group ofCGUs 5.1 155.0 5.1 143.6 Original Source - 9.8 - 9.8Rafferty's Garden - 34.7 - 31.1Childs Farm 13.5 35.5 13.5 35.5Other 0.8 - 0.8 - 19.4 235.0 19.4 220.0 In performing the impairment testing, the Group used the five-year plan ending 31 May 2031. Assumptions in the budgets and plans used for the value-in-use cash flow projections include future revenue volume and price growth rates, associated future levels of marketing support, the cost base of manufacture and supply, and directly associated overheads. These assumptions are based on historical trends and future market expectations specific to each CGU and the markets and geographies in which each CGU operates. The key assumptions applied in determining value-in-use are the long-term growth rate and the discount rate, both of which are determined with reference to the markets and geographies in which the CGU ( or group of CGUs) operates, and revenue growth and gross margin. The compound annual growth rates, long-term growth rates and discount rates applied in the value-in-use calculations used in impairment tests were CAGR1 2026 CAGR1 2025 Long-term growth rate2 2026 Long-term growth rate2 2025 Pre-tax discount rate 2026 Pre- tax discount rate
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2025 Charles Worthington - 2.5% - 2.0% 12.8% 13.0% Fudge (1.3)% 0.7% - 2.0% 13.0% 13.5% Sanctuary Spa 5.9% 3.1% 2.0% 2.0% 12.8% 13.0% St.Tropez 5.4% 1.3% 2.0% 2.0% 13.3% 13.5% Charles Worthington, Fudge, Sanctuary Spa and St.Tropez group of CGUs ( goodwill assessment) 4.6% 2.0% 1.7% 2.0% 13.1% 13.3% Original Source 9.2% 10.2% 2.0% 2.0% 12.9% 13.1% Rafferty's Garden 3.9% 2.5% 2.0% 2.0% 13.0% 13.1% Childs Farm ( brand and goodwill assessment) 14.8% 11.2% 2.0% 2.0% 12.9% 13.0% 1 CAGR refers to the compound annual revenue growth rate over the five-year plan period. 2 Long-term growth rate for Charles Worthington and Fudge have been removed in FY26 to reflect a more cautious outlook applied in the impairment assessment. The results of the impairment tests as at 31 May 2026 were as follows: Sanctuary SpaIn the year ended 31 May 2026 , there was an impairment reversal of £24.4 million ( 2025: reversal £16 .5 million)relating to the Sanctuary Spa brand, credited to administrative expense in the Consolidated Income Statement and included in the Europe & the Americas segment. The recoverable amount reflected improved brand performancethat exceeded prior year expectations driven by the brand's all-year-round gifting strategy.The recoverable amount of the CGU was determined to be £86 .6 million based on a value-in-use calculation, which when compared to a carrying value of £51.1 million ( of which the brand represented £51.0 million) resulted in animpairment reversal of £24.4 million. Although the recoverable amount exceeded the carrying value by morethan the amount reversed, the reversal was limited to £24.4 million, as the carrying value of the brand cannot be increased above the amount that would have been determined had no impairment loss previously been recognised. The long-term growth rateand discount rate used in the value-in-use calculations were 2.0% and 12.8% respectively. Management has determined gross margin, discount rate and compound annual revenue growth rate to be the key assumptions in the forecasts for Sanctuary Spa. Sensitivity analysis has been carried out in the year ended 31 May 2026 and a reasonablypossible change of 200bps decline in the annual revenue growth rate over the five-year plan period, which results in a five-yearcompound annual revenue growth rate of 3.9%, would result in an impairment charge of £4.0 million. A 200bps decline in gross margin within the five-year forecast period would reduce the headroom by £8.6 million and a 100bps increase in the discount ratewould reduce the headroom by £10.0 million. A reduction of 1.5% in compound annual revenue growth rate over the five-yearplan would result in £nil headroom. The same impact would be caused by a decline of 2.6 % in gross margin or an increase of 1.1% in discount rate. FudgeIn the year ended 31 May 2026 , there was an impairment charge of £7.9 million ( 2025: £nil) relating to the Fudge brand, charged to administrative expense in the Consolidated Income Statement and included in the Europe& the Americas segment. This is as a result of a reduction in the long-term growth rate from 2.0% to nil driven by continuedsoftness in brand performance. The recoverable amount of the applicable CGU which was based on a value-in-use calculation was determined to be £16 .8 million which when compared to the carrying value of £24.7 million ( of which the brandrepresented £24.6 million) resulted in an impairment charge of £7.9 million. Management has determined gross margin, discount rate and compound annual revenue growth rate to be the key assumptionsin the forecasts for Fudge. Sensitivity analysis has been carried out in the year ended 31 May 2026 and a reasonably possible change of 200bps decline in gross margin within the five-year forecast period would increase the impairment charge by £1.6million; a 200bps decline in annual revenue growth rate within the five-year forecast period, which results in a five-yearcompound annual revenue growth rate of ( 3.3)%, would increase the impairment charge by £2.8 million and a 100bps increase in the discount rate would increase the impairment charge by £1.5 million. Charles WorthingtonIn the year ended 31 May 2026 , there was an impairment charge of £5.1 million ( 2025: £nil) relating to the Charles Worthington brand, charged to administrative expense in the Consolidated Income Statement and included inthe Europe & the Americas segment. This is as a result of a reduction in CAGR from 2.5% to nil and the reduction in the long-termgrowth rate from 2.0% to nil driven by the brand's recent underperformance. The recoverable amount of the applicable CGU which was based on a value-in-use calculation was determined to be £4.5 million, which when compared to the carrying value of£9.6 million ( of which the brand represented £9.6 million) resulted in an impairment charge of £5.1 million. Management has determined gross margin, discount rate and compound annual revenue growth rate to be the key assumptions in the forecasts for Charles Worthington. Management concluded that reasonably possible changes in key assumptions would notresult in a material adjustment to the carrying amount of the brand within the next 12 months. Other CGUs For the remaining CGUs, the recoverable amounts of the respective applicable CGUs, which were determined based on value-in-use calculations, exceeded the carrying values. Sensitivity analysis on the value-in-use calculations did notidentify potential impairment in relation to a reasonably possible downside in the assumptions used for the projections. 8. Cash and cash equivalents and net debt Cash and cash equivalents include cash at bank and in hand, short-term deposits and other highly liquid investments with original maturities of three months or less which are readily convertible into known amounts of cash with insignificant risk of changes in value.
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Borrowings comprise bank overdrafts, short-term uncommitted loans and amounts drawn under the Group's committed credit facility. Bank overdrafts are repayable on demand and form a part of the Group's cash management activities. The Group defines net debt as cash and cash equivalents net of borrowings, and net debt including lease liabilities as cash and cash equivalents net of borrowings and lease liabilities. Group net debt comprises the following: 1 June 2025 £m Net cash flow £m Foreign exchange movements £m Other1 £m 31 May 2026 £m Cash at bank and in hand 38.1 4.6 2.7 - 45.4Short term deposits 7.0 ( 0.5) - - 6.5 Cash and cash equivalents2 45.1 4.1 2.7 - 51.9 Current borrowings ( 54.7) 55.0 - ( 70.2) (69.9)Non-current borrowings ( 102.4) 25.5 - 6 9.9 (7.0) Net debt (112.0) 84.6 2.7 (0.3) (25.0)Lease liabilities ( 14.9) 3.0 - ( 1.0) (12.9)Net debt including lease liabilities (126.9) 87.6 2.7 (1.3) (37.9) 1 Other includes a current to non-current borrowings reclassification, lease additions, the increase in the lease liability arising from the unwinding of interest element and the movement in the unamortised fees on borrowings. 2 At 31 May 2026, the Group had restricted cash of £0.9 million (2025: £1.3 million). Borrowings are amounts drawn under both committed and uncommitted borrowing facilities. At 31 May 2026 , the Group has a£270.0 million ( 2025: £325.0 million) committed credit facility which is available for general corporate purposes. Thecredit facility incorporates both a GBP Term Loan, of up to £70.0 million, originally £125.0 million, with the balance as amulticurrency Revolving Credit Facility ( RCF) structure ( together the 'Facilities'). Entered into inNovember 2022, the Term Loan is a two-year facility and the RCF a four-year facility, with both facilities retaining two, one-yearextension options. The first option for both RCF and Term Loan was executed in October2023, and the second Term Loan extension was executed in March 2025. Following thisextension, the Term Loan reduced to £70.0 million and as at 31 May 2026 , was due to mature on 8 November2026 . Drawings under the Facilities incur a margin of 1.35-2.05% above underlying reference rates, and dependent on the Groupnet leverage. Borrowings as at 31 May 2026 , are presented net of £0.1 million ( 2025: £0.4 million) of unamortised financing fees.Arrangement fees of £0.8 million ( 2025: £1.0 million) have been charged to the income statement in the periodended 31 May 2026 . Borrowings comprise current borrowings of £70.0 million ( 2025: £125.0 million) of Term Loanswhich are denominated in GBP at an interest rate of 5.20% ( 2025: 6 .18%), and £7.0 million ( 2025: £32.5million) of non-current borrowings under the RCF which are denominated in GBP at an interest rate of 5.18% ( 2025:6 .04-6 .10%). At 31 May 2026 , all borrowings were from committed facilities. In addition, the Group retains other unsecured and uncommitted facilities primarily used for trade-related activities in Nigeriawhere ordinary trading activities are required to be supported by letters of credit ( or similar). As at 31 May 2026 ,such facilities amounted to £118.1 million ( 2025: £122.1 million) of which £30.5 million, or 26 %, were used( 2025: £33.7 million or 28%). As at the reporting date, there were no bank overdrafts ( 2025: £nil). Subsequent to 31 May 2026 , on 9 June 2026 , the Group entered into a new four-year £225.0 million Revolving Credit Facilitymaturing in June 2030, with substantially similar terms to the previous facilities including two, one-yearextension options. Specifically, drawings under the Facilities incur a margin of 1.85-2.55% above underlyingreference rates, and dependent on the Group net leverage. The previous facilities were fully repaid on 10 June 2026 , and anequivalent amount was drawn under the new facility on the same date. As the refinancing occurred subsequent to 31 May 2026 ,it has not affected the classification or measurement of borrowings at that date. 9. Reconciliation of profit before taxation to cash generated from operations 2026 2025 £m £m Profit before taxation 77.4 6 .5 Net finance expense 9.4 14.1 Operating profit 86.8 20.6 Depreciation 8.4 8.0 Amortisation 4.1 4.1 Impairment of intangible assets 13.0 35.3 Impairment reversal of intangible assets (24.4) ( 16 .5) Impairment reversal of current asset investment - ( 0.5) Profit on disposal of joint venture undertakings (4.5) - Add back transaction costs on disposal of joint venture undertakings (1.9) - Profit on disposal of investment properties (12.6) ( 0.8) Add back transaction costs on disposal of investment properties (1.7) - Profit on disposal of other assets - ( 0.3) Difference between pension charge and cash contributions 1.2 1.1 Share-based payments 3.3 2.6 Rental income classified as investing cash flows (1.2) ( 1.1) Share of results of joint venture - ( 5. ) Operating cash flows before movements in working capital 70.5 4 .9 Movements in working capital
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Inventories 4.2) ( 5.6 ) Trade and other receivables 5.8) 1.6 Trade and other payables 0.2 5.6 Provisions 0.1 0.7 Cash generated from operations 60.8 49.2 10. Post balance sheet events On 9 June 2026 , the Group entered into a new £225.0 million Revolving Credit Facility maturing in June 2030 with substantiallysimilar terms to the previous facilities. 11. Directors' confirmations Each of the Directors confirm that, to the best of their knowledge: · The Group financial statements within the full Annual Report and Accounts, which have been prepared in accordancewith UK-adopted international accounting standards, give a true and fair view of the assets, liabilities, financial position and profit of the Group and · The Strategic Report within the full Annual Report and Accounts includes a fair review of the development andperformance of the business and the position of the Group, together with a description of the principal risks anduncertainties that it faces. Approved by the Board of Directors on 5 August 2026 [1] Growth in top 10 brands based on performance in their respective largest markets. St.Tropez grew in North America but declined overall. [2] Of which £3.4m proceeds were received in July 2026 and will be recorded in H1 27 financial statements [3] See additional information for definition of adjusted net debt [4] FY27 adjusted operating profit range of £58.0m to £6 1.2m as at 5 August 2026 based on company compiled consensus [5] This announcement has been made in accordance with the requirements of UK Listing Rule 6 .4.6 R. [6 ] A final £3.4 million was received in July 2026 resulting in total proceeds of £51.2 million [7] Table shows the impact of translating FY25 revenue at FY2 foreign exchange rates. This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authorityto act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this informationmay apply. For further information, please contact rns@lseg.com or visit www.rns.com. RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the informationcontained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. Forfurther information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy. END