INTERIM RESULTS FOR THE SIX MONTHS TO 31 DECEMBER 2025

FW Thorpe Plc - a group of companies that design, manufacture and supply professional lighting systems - is pleased to announce its interim results for the six months ended 31 December 2025.

Financial highlights:

·      Interim dividend 1.81p (Interim 2025: 1.76p) - 2.8% increase

·      Special dividend 2.60p (Interim 2025:  nil)

·      Revenues marginally lower, with operating profit steady

·      Thorlux results dampened by lower performance in Germany

·      Dutch segment similar to last year, supported by strong Famostar performance

·      Further growth at Zemper, profitable performance from TRT

·      Strong cash flow generation with net cash from operating activities of £14.3m (Interim 2025: £15.0m)

Note: This announcement contains inside information for the purposes of Article 7 of Regulation 596/2014 (MAR).

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CHAIRMAN'S INTERIM STATEMENT

For the interim period ended 31 December 2025, the Group delivered a stable performance, broadly consistent with the prior year and in line with the Board's expectations. Famostar and Zemper performed very well, the results for the Group's UK operations were marginally ahead of last year's, whilst Lightronics, and SchahlLED, fell short of expectations with the latter being impacted by the widely acknowledged recession in its German industrial sector. I am pleased that TRT continues to trade profitably, and it now looks to lift margins to levels expected for other Group companies. The Board continues to strive for a year where all companies in the Group nudge forward in unison.

The Board is continuing to invest across the Group, with a new commercial director being sought for Lightronics, expected to be in post by the financial year ending in June, whilst significant additional sales engineers are being employed at SchahlLED to win market share and return to growth. The Group continues investments in selling resources with Thorlux strengthening its business development in the UK and additional sales engineers being recruited for Norway, Spain and France. Zemper is investing to promote the sales of its high-tech wireless emergency lighting system, SmartZ, in its local Spanish market, and in additional sales engineers for its export territories.

The Group continues to invest in plant and machinery to reinforce its ongoing efficiency drive and in support of the policy to manufacture locally. This includes approval for a factory extension at Solite in Denton, Manchester, new automatic laser welding machinery and automatic metal bending and punching facilities at Thorlux, and new injection moulding machinery at Zemper in Spain. Whilst these investments may marginally suppress profitability in the short term, the Board continues to take a long-term view and is confident that the Group can win more orders to bring back revenue growth, albeit currently hampered by ongoing market conditions. This investment also supports our customers' increasing desire for locally manufactured luminaires.

The Group's continued dedication to excellence in sustainability remains a key focus, which generally appeals to discerning customers and reduces the Group's operating costs as a by-product of its improved understanding and management of efficiency and waste.  

Whilst members of the Board have explored various acquisition opportunities, none have so far met its requirements, and, as such, the Group's cash position this year has continued to build. With that in mind, together with a strong balance sheet and healthy, cash generative trading, the Board has approved an increase to the interim dividend to 1.81p (Interim 2025; 1.76p) and, further, a special dividend of 2.60p per share (Interim 2025: nil). The Group will continue to buy back its own shares when considered appropriate.

With so many markets suffering challenging trading conditions, substantiated by the Board's own market investigations of European listed peers and major lighting components suppliers, the outlook for growth for the second half remains a challenge, especially considering the strong second half achieved in 2024/25. All companies are targeted for growth, but each has its own slightly different set of circumstances to manage.

Mike Allcock

Chairman

5 March 2026

FW Thorpe Plc

CONSOLIDATED INCOME STATEMENT

for the six months to 31 December 2025

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

for the six months to 31 December 2025

All comprehensive income is attributable to the owners of the company.

* The gain on the revaluation of financial assets at fair value through other comprehensive income of £595,000 is due to the increase in market value of these investments.

** No interim actuarial valuation undertaken

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

as at 31 December 2025

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

for the six months to 31 December 2025

CONSOLIDATED STATEMENT OF CASH FLOWS

for the six months to 31 December 2025

Notes to the Interim Financial Statements

1.    Basis of preparation

The consolidated interim financial statements for the six months to 31 December 2025 have been prepared in accordance with the AIM Rules for Companies, UK adopted International Accounting Standards and with the requirements of the Companies Act 2006 as applicable to companies reporting under those standards, with future changes being subject to endorsement by the UK Endorsement Board.

The figures for the period to 31 December 2025 and the comparative period to 31 December 2024 have not been audited or reviewed and are therefore disclosed as unaudited. The figures for 30 June 2025 have been extracted from the financial statements for the year to 30 June 2025, which have been delivered to the Registrar of Companies. The interim financial statements do not constitute statutory accounts within the meaning of the Companies Act 2006.

         The financial statements are presented in Pounds Sterling, rounded to the nearest thousand.

         The interim financial statements are prepared under the historical cost convention, modified by the revaluation of certain current and non-current investments at fair value through profit or loss and through other comprehensive income.

         The accounting policies set out in the financial statements for the year ended 30 June 2025 have been applied consistently throughout the Group during the period.

2.    Segmental analysis

The segmental analysis is presented on the same basis as that used for internal reporting purposes.  For internal reporting FW Thorpe is organised into ten operating segments, based on the products and customer base in the lighting market - the largest business is Thorlux, which manufactures professional lighting systems for the industrial, commercial and controls markets.  The businesses of Lumen Intelligence Holding GmbH, SchahlLED Lighting GmbH and Thorlux Lighting Limited are included in this segment in accordance with the Group's internal reporting. The businesses in the Netherlands, Lightronics and Famostar, are material subsidiaries and disclosed separately as Netherlands companies. The businesses in the Zemper Group are also material and disclosed separately as Zemper Group. 

The five remaining continuing operating segments have been aggregated into the "other companies" segment based on their size, comprising the entities Philip Payne Limited, Solite Europe Limited, Portland Lighting Limited, TRT Lighting Limited and Thorlux Australasia PTY Limited. The number of operating segments has reduced by two compared to the prior year as Thorlux Lighting LLC has been closed and Thorlux Lighting

GmbH merged into SchahlLED Lighting GmbH.

FW Thorpe's chief operating decision-maker (CODM) is the Group Board.  The Group Board reviews the Group's internal reporting in order to monitor and assess the performance of the operating segments for the purpose of making decisions about resources to be allocated.  The CODM reviews the performance of the business by considering the key profit measure of operating profit, including the impact of associated contingent consideration arrangements, and considers that none of the other operating segments are of sufficient size and distinction to be reviewed separately when making Group wide strategic decisions.  Assets and liabilities have not been segmented which is consistent with the Group's internal reporting.

Inter-segment adjustments to operating profit consist of property rentals on premises owned by FW Thorpe Plc, adjustments to profit related to stocks held within the Group that were supplied by another segment.

2.     Segmental analysis (continued)

Acquisition adjustments includes amortisation for intangible assets of £2.0m and gains on changes in fair value of redemption liability of £1.2m.

3.    Earnings per share

         The basic earnings per share is calculated on profit after taxation and the weighted average number of ordinary shares in issue of 115,514,625 (Interim 2025: 117,340,447) during the period. 

         The diluted earnings per share is calculated on profit after taxation and the weighted average number of potentially dilutive ordinary shares in issue of 115,514,625 (Interim 2025: 117,362,566) during the period.

4.    Dividend

         The interim dividend of 1.81p per share (Interim 2025: 1.76p), based on 113,161,908 shares in issue at the announcement date the dividend, will amount to £2,048,000 (Interim 2025: £2,065,000) and a special dividend of 2.60p per share (Interim 2025: nil) will amount to £2,942,000 (Interim 2025: £nil). The interim and special dividends will be paid on 2 April 2026 to shareholders on the register at the close of business on 13 March 2026, and the shares become ex-dividend on 12 March 2026.

For the year ended 30 June 2025 , a final dividend of 5.36p (2024: 5.08p) per share amounting to £6,149,000 (2024: £5,961,000) and a special dividend of nil (2024: 2.50p) per share amounting to £nil (2024: £2,934,000) were paid on 28 November 2025.

5.    Availability of interim statement

         Copies of the interim report are being sent to shareholders and will also be available from the company's registered office or on the company's website (www.fwthorpe.co.uk) from 16 March 2026.