Half year results for the six months ended 30 June 2025

30 October 2025

 

Continuing to deliver for clients during a challenging period; established a path forward for Wood's long-term future

 

	HY25 $m	HY24 restated1 $m	Movement %	Movement Like-for-like2 %
HEADLINE RESULTS
Order book3	6,474	6,112	5.9%
Revenue	2,424	2,797	(13.3)%	(11.7)%
Adjusted EBIT before non-exceptional Independent Review charges*	63	102	(38.0)%	(24.6)%
Adjusted EBIT4	63	81	(21.3)%
Adjusted diluted loss per share5	(1.0)c	(10.0)c	n/m
Free cash flow6	(404)	(167)	n/m
Net debt excluding leases	(1,073)	(874)	(22.7)%
Average net debt excluding leases	(1,138)	(1,052)	(8.2)%
STATUTORY RESULTS
Operating loss	(5)	(828)	n/m
Loss for the period	(72)	(970)	n/m
Basic loss per share	(11.0)c	(140.9)c	n/m
Cash used in operations	(247)	(44)	n/m

See notes on page 4. Full headline results are shown in the Financial Review.

 

Note: The results presented here are unaudited and have not been reviewed by our auditor. Results for HY24 have been restated following the findings of the Independent Review, further management review and audit adjustments as outlined in our 2024 Annual Report.

 

*Adjusted EBIT before non-exceptional Independent Review charges shows the Group's adjusted EBIT in HY24 excluding those charges from the Independent Review that were included within adjusted results. Where appropriate this measure is used to better discuss year-on-year performance.

 

Ken Gilmartin, CEO, said:

"While trading in the first half reflected the challenges facing the Group, we continued to secure work across our markets. Against a difficult backdrop, our people have remained focused on delivering excellence for our clients. These efforts supported growth in our order book to $6.5 billion, reflecting continued confidence in our ability to deliver complex consulting, engineering, and operations solutions at scale."

 

Iain Torrens, Interim CFO and incoming CEO, said:

"As we near the close of this challenging chapter in Wood's history and look to enter this next period, we are focused on strengthening the Company while still delivering high-quality work for our clients. Importantly, we are progressing the Sidara acquisition of Wood, which will provide greater stability for Wood, open new opportunities for our employees and support long-term growth."

HY25 financial headlines

·      Order book of $6.5 billion up 6% YoY, up 12% from December 2024 position of $5.8 billion

o  Significant growth in Operations offset declines in other business units, partly reflecting weaker macro environment and the challenges Wood has faced

·      Revenue of $2.4 billion down 12% on a like-for-like basis

o  Some delays in key client programmes in Projects and Operations

o  Lower pass-through activity in Projects

o  Trading also impacted by uncertainty around Wood's financial position which led to some delays in progressing bids and starting secured work

·      Adjusted EBIT of $63 million down 25% on a like-for-like basis

o  $18 million year-on-year impact of business disposal (CEC Controls, EthosEnergy, Kelchner)

o  Includes $8 million of losses on one contract in Operations (discussed further on page 11)

o  Underlying decline reflects lower revenue partly offset by the benefits of the Simplification programme and the restructuring of Projects in late 2024

·      Adjusted loss per share of 1.0 cent reflects adjusted EBIT offset by higher finance costs

·      Free cash outflow of $403 million

o  Reflects the lower adjusted EBIT and higher exceptional costs (including advisor costs in relation to the Independent Review, Sidara offer and lender discussions) and a significant unwind of working capital following the 2024 year-end

o  Also impacted by a lack of access to receivables financing in the period (c.$150 million net impact as gap was partly offset by c.$40 million of supply chain financing)

·      Net debt (excluding leases) was $1.1 billion at 30 June 2025

o  An increase of $390 million from 31 December 2024 position of $683 million

o  Similar level to average net debt (excluding leases) in the first half of both 2025 and 2024

 

HY25 statutory results

·      Operating loss of $5 million with adjusted EBIT offset by exceptional items

·      Exceptional items of $53 million include $41 million of advisor fees, $7 million of restructuring costs and $3 million of costs related to our exit from LSTK and large-scale EPC

·      Loss in the period of $72 million after finance and tax charges

 

Progress throughout the period

·      Significant business wins with key clients including:

o  Two EPCm (engineering, procurement and construction management) contracts, where Wood offers engineering and integrated project delivery services without absorbing construction risk

§ c.$400 million EPCm contract with ADNOC Gas for Habshan facility expansion

§ Major EPCm project with Thaioil to produce cleaner fuels

o  Extension of our Brunei Shell Petroleum relationship with a new five-year EPC deal

o  $120 million contract extension with Shell in the UK for brownfield EPC solutions

o  Three Operations contract extensions in the UK North Sea totalling $118 million

·      Continued delivery for our clients

o  Completed the detailed design for Woodside Energy's Trion development offshore Mexico

o  Delivered EPC and commissioning solutions for bp's Murlach asset in the UK North Sea

o  Concluded carbon advisory work for Nova Scotia's green hydrogen strategy

·      Focus on our people

o  Safety performance remains robust, with a sustained commitment to safe operations

o  Voluntary employee attrition remained low in the period

·      Disposal programme ahead of expectations

o  Three disposals agreed so far this year (with one completed) for a combined consideration of around $275 million, subject to closing adjustments

 

 

 

A path forward for Wood's long-term future

·      The proposed acquisition of Wood by Sidara will (if approved by shareholders) position the business for greater financial stability, substantially enhance our liquidity and support long-term growth

·      Having carefully considered the viability of all options, the Board believe that the Sidara offer represents the best option available to our shareholders, lenders and wider stakeholders

·      The acquisition provides certain cash value for Wood shareholders at 30 pence per share, compared to alternative options that the Wood directors believe would likely generate materially less, and potentially zero, value for shareholders

·      Being part of the Sidara Group will open new opportunities for Wood employees, who will benefit from greater financial stability, a new base of clients and an enhanced global footprint

 

Presentation

A call with Iain Torrens (Interim CFO and incoming CEO) will be webcast at 9:00am (UK time) on 31 October.

 

The webcast is available at: https://edge.media-server.com/mmc/p/ahmpyis6

 

The webcast and transcript will be available after the event at www.woodplc.com/investors

 

For further information:
Simon McGough, President, Investor Relations	+44 (0)7850 978 741
Alex Le May / Ariadna Peretz, FTI Consulting	+44 (0)20 3727 1340

 

 

NOTES

Adjustments between statutory and underlying information

The Group uses various alternative performance measures (APMs) to enable users to better understand the performance of the Group. The Directors believe the APMs provide a consistent measure of business performance year-to-year and they are used by management to measure operating performance and for forecasting and decision-making. The Group believes they are used by investors in analysing business performance. These APMs are not defined by IFRS and there is a level of judgement involved in identifying the adjustments required to calculate them. As the APMs used are not defined under IFRS, they may not be comparable to similar measures used by other companies. They are not a substitute for measures defined under IFRS.

Percentage growth rates are calculated on actuals and not the rounded figures shown throughout this statement.

Note 1: The results for HY24 have been restated following the findings of the Independent Review, and include further management review and audit adjustments, as outlined in our 2024 Annual Report. Further details of the adjustments are provided in the Financial Review.

In addition to the prior year restatements required following the FY24 financial results, the HY24 financial results have also been restated for the transfer of our Commissioning business from Consulting to Operations.

Note 2: Like-for-like growth after adjusted for the impact of the disposals of CEC Controls and EthosEnergy in 2024, and Kelchner in 2025.

Note 3: Order book comprises work that is supported by a signed contract or written purchase order for work secured under a single contract award or frame agreements. Multi-year agreements are recognised according to anticipated activity supported by purchase orders, customer plans or management estimates. Where contracts have optional extension periods, only the confirmed term is included. Order book disclosure is aligned with the IFRS definition of revenue and does not include Wood's proportional share of JV order book. Order book is presented as an indicator of the visibility of future revenue.

Note 4: Adjusted EBIT shows the Group's adjusted EBITDA after depreciation and amortisation. This measure excludes amortisation of acquired intangibles and is therefore aligned with our measure of adjusted EPS. A reconciliation of adjusted EBIT to operating profit/loss is shown in the Financial Review.

Note 5: A reconciliation of adjusted diluted EPS to basic EPS is shown in the financial statements.

Note 6: Free cash flow, a key measure of shareholder value creation, is defined as all cash flows before M&A and dividends. It includes all mandatory payments the Group makes such as interest, tax, and exceptional items. A reconciliation of free cash flow to statutory cash flow statement is shown in the Financial Review.

 

 

 

CEO STATEMENT

 

Introduction

It has been a very difficult period for Wood with significant uncertainty resulting from the events in 2024 and their continuation through 2025, compounded by weaker trading and a weakening of our financial position.

 

Despite these challenges, we have made progress on setting a stronger future path for Wood while maintaining our focus on client delivery, further supported by some notable wins in the period.

 

Our key focus has been to maintain the confidence of our clients, suppliers, employees and lenders, while also finding a path to deliver the best possible value for our shareholders, and secure the best long-term future for the Company.

 

A period of significant challenges

The publication of our 2024 half year results, which included significant exceptional write-offs related to our exit from lump sum turnkey (LSTK) and large-scale EPC work, and a series of subsequent events led to Wood entering 2025 facing a number of significant pressures.

 

This included an Independent Review which resulted in a need for us to take steps to safeguard our financial reporting, ultimately delaying the publication of our FY24 audited accounts until October 2025. The absence of reviewed accounts also limited our ability to refinance the Group's debt.

 

The details of the Independent Review, including the steps and progress made in implementing the detailed remediation and governance plan, were published in our Annual Report for the year ended 31 December 2024.

 

In February 2025, we published a business update that included:

·      Weaker than expected trading towards the end of 2024 across our businesses

·      That the Company was evaluating the extent of prior year adjustments to be required following provisional indications from the Independent Review

·      An extension of our Simplification programme, with additional cash costs to complete

·      A material downgrade in the expected cash generation of the Group resulting in an anticipated free cash outflow of $150 million to $200 million in 2025, including the impact of weaker trading and a revised view of legacy claims liabilities

·      A related downgrade in our expectations for 2026 free cash flow generation

·      Plans to offset the free cash outflow in 2025 with disposal proceeds

·      The announcement that we had initiated a detailed, holistic assessment of all potential refinancing options

 

The downgrade in free cash flow expectations followed previous cash downgrades and came against a backdrop of elevated debt levels, upcoming debt maturities and significant uncommitted facilities. This created uncertainty around Wood and significant distraction both internally and externally, including among our clients, suppliers and lenders.

 

The combination of this uncertainty with reduced access to uncommitted facilities, as well as the delay in publication of our FY24 financial statements, led to instances where we were unable to progress some business opportunities, impacting both revenue and the order book in the period.

 

However, despite these challenges, our clients have awarded us significant work. This reflects our reputation for the excellent work our people do, our deep technical expertise, and our efforts to keep our key clients informed and engaged throughout the period.

 

Given the timing and complexity of the Independent Review, and the issues identified, more extensive work was required to complete our 2024 audited accounts. This delay beyond the 30 April 2025 deadline set by the UK Disclosure Guidance and Transparency Rules led to our shares being suspended from listing and trading from 1 May 2025.

 

Trading of shares

Now that we have published the 2024 accounts, and this HY25 statement, we will now apply to the FCA to seek re-admission of Wood's shares to listing and trading.

 

Financial results reflect our challenging situation

The trading in the first half of this year, and our outlook, are reflective of the pressures we have faced.

 

Revenue of $2.4 billion was 13% lower than last year reflecting lower pass-through activity in Projects as well as some delays in key client programmes across Projects and Operations, combined with a slower-than-expected ramp up of work awarded last year in Operations.

 

Adjusted EBIT of $63 million was 38% lower than last year's restated performance, adjusting for non-exceptional Independent Review charges in 2024. Of this decline, $18 million related to the impacts of business disposals (CEC Controls and EthosEnergy sold in 2024, and Kelchner sold during the first half of 2025). Profitability was also impacted by $8 million of losses on one contract in Operations, which also incurred large losses in 2024.

 

The underlying adjusted EBIT decline also reflects the lower revenue partly offset by the benefits of the Simplification programme and the restructuring of Projects in late 2024.

 

Given the strength of our pipeline and order book, we made the decision to retain talent during the period across our businesses at lower utilisation levels to ensure we remain set for a return to growth. This had some impact on our profitability, especially given the delays in securing the path forward for the Group during the year.

 

Not included within our adjusted results were $53 million of exceptional charges including $41 million of advisor costs related to the Sidara offer, lender discussions and the Independent Review. As a result of these charges, we made an operating loss in the period of $5 million.

 

The lower adjusted EBIT and higher exceptional costs led to an elevated level of average net debt (excluding leases) in the period of around $1.1 billion while the absence of receivables financing led to a higher net debt (excluding leases) position at 30 June 2025 of $1.1 billion.

 

Further details of our financial performance are included in the Financial Review.

 

Continued client delivery throughout this period

Crucially, we continued to deliver exceptional work for our clients throughout this period, including:

·      Completed the FEED scope for ADNOC Gas's Habshan facility expansion project

·      Concluded the detailed design for Woodside Energy's Trion project, the first deepwater oil development offshore Mexico

·      Delivered all engineering, procurement, construction and commissioning solutions for bp's Murlach asset in the UK North Sea

·      Completed an advisory scope on a green hydrogen strategy for Nova Scotia

·      Conducted a benchmarking study for a major NOC to ensure high performance standards across its entire power transmission and distribution assets

 

Our order book at 30 June 2025 was around $6.5 billion, significantly improved on the $5.8 billion position at 31 December 2024, reflecting new work awarded in Projects and large renewals in Operations. Our order book reflects continued confidence from our clients in Wood to deliver high-quality, complex consulting, engineering, and operations solutions across our markets.

 

Wood remains well placed to benefit from significant long-term growth drivers across the energy and materials markets, supported by our technical expertise and long-term client relationships.

 

We are now seeing increased visibility on some large EPCm (engineering, procurement and construction management) opportunities in our markets. EPCm contracts enable Wood to offer engineering and integrated project delivery services without absorbing construction risk. Such opportunities offer significant growth potential for our Projects business within our risk appetite. The c.$400 million contract to expand ADNOC Gas's Habshan facility and the significant contract to help Thaioil produce cleaner fuels are both examples of this.

 

Other key wins in the period included:

·      Extended Brunei Shell Petroleum relationship with new major 5-year EPC contract

·      A $120 million contract extension with Shell in the UK for brownfield EPC solutions

·      Three Operations contract extensions in the UK North Sea totalling $118 million

·      $100m of flare gas reduction EPC projects in Iraq

 

Continued to progress our strategy

We have remained focused on executing the fundamentals of our strategy throughout 2025: simplifying our business, winning the right kind of work in our core markets, delivering performance excellence for our clients and continuing to make progress on retaining our people and keeping them safe.

 

Safety performance

We delivered a strong safety performance in the first half of the year. Our teams have remained focused on safety and wellbeing despite the potential for distraction during this difficult period. During our global safety week, themed around intervention, senior leaders made over 100 visits to offices and high-risk sites worldwide - reinforcing the value of proactive visible leadership in building a strong safety culture.

 

People progress

Although we have seen significant change in the leadership of the company, voluntary turnover across the Group has remained low. We have focused on retaining talent in the Group, ensuring we protect our consulting, design, engineering and project management capabilities and support teams essential for continued client delivery and a return to growth.

 

Simplification programme and continued cost reduction

We set out a Simplification programme in March 2024 to reduce our cost base and extended the programme further in February 2025 to target further savings. While this programme delivered gross savings in the period, they were offset by impact of the reduced revenue.

 

We have continued to take cost reduction actions throughout 2025 to improve the efficiency of the business and optimise the organisational structure, including strengthening Wood's local presence to better serve its clients by being close to the markets in which they operate.

 

Disposal programme

As previously announced, we continue to evaluate our portfolio of businesses to identify those deemed to be non-core to our strategy. As part of this, we targeted $150 million to $200 million of disposal proceeds in 2025 to help mitigate the impact of negative free cash flow in the year.

 

We have made excellent progress on this disposal programme so far this year, with three disposals agreed for a combined consideration of around $275 million, subject to closing adjustments:

·      In April, we completed the disposal of Kelchner, a civil construction services business in the USA, for net cash proceeds of around $30 million

·      In July, we announced the sale of our 50% interest in RWG to Siemens Energy Global for a cash consideration of $135 million, subject to closing adjustments. This deal is expected to complete in late-2025 or early 2026

·      In August, we announced the sale of our North American Transmission & Distribution engineering business to Qualus for a cash consideration of $110 million, subject to closing adjustments. This deal is expected to complete in the fourth quarter of 2025

 

A path forward for Wood's long-term future

In August 2025, Sidara made an offer of 30 pence per Wood share which the Board has unanimously recommended. The acquisition also provides a capital injection of $450 million, of which $250 million will be available to Wood from the point at which (among other things) Wood shareholders approve the acquisition.

 

Our 2024 annual report published on 30 October 2025 included an audit report that included a disclaimer of opinion in relation to the Group's loss for the year, including comparatives, and a qualified opinion, solely in respect of the comparative information, on the Group's balance sheet due to a limitation of scope, and draws attention to the material uncertainty related to going concern. Importantly, the audit report in respect of the FY24 balance sheet was not subject to a disclaimer of opinion. This satisfied certain of the exceptional conditions for the offer from Sidara.

 

The shareholder vote will take place in the week of 17 November 2025 and, subject to the shareholder vote and satisfaction or waiver of the other outstanding conditions, the acquisition is expected to complete in the first half of 2026.

 

The acquisition gives the business greater certainty, will substantially enhance the Company's liquidity and support long-term growth. Sidara values Wood's people, brand and the deep client relationships built over the years. Together, Wood and Sidara will be in a stronger position to deliver for our clients and establish an energy leader that leverages the expertise and knowledge of both firms.

 

Changes to leadership

We have reduced the overall size of our executive leadership team in 2025, including moving Consulting into Consulting and Projects. We also moved Investment Services into Operations.

 

In October 2025, I informed the Board of my intention to step down as Group CEO after the upcoming shareholder vote on the Sidara transaction, after which Iain Torrens will become Group CEO. I thank our people and clients for their continued support and am confident of a stronger future for Wood under Iain's leadership.

 

Outlook

The first half of 2025 was a period of significant uncertainty related to the Independent Review, the delay in publication of our 2024 audited accounts and weakening of our financial position. The trading in the first half of this year, and our outlook, are reflective of these pressures.

 

Crucially, despite these challenges, clients have continued to award us significant work with an order book at 30 June 2025 of $6.5 billion. The ability to turn this order book into revenue was restricted in the period by the macro backdrop, including delays to some key client programmes, and the uncertainty over Wood's financial position.

 

The publication of our 2024 audited accounts and HY25 results represent an important step towards delivery of the Sidara offer which, if approved by shareholders, will lead to a significant injection of capital to the Group and increased certainty for Wood, which in turn should help us pursue further client opportunities into the new year.

 

Given the continued uncertainty at this time, we are not providing any financial guidance, having previously removed our profit forecasts in the Sidara Scheme document published in September 2025.

 

 

 

BUSINESS REVIEWS

CONSULTING

Our Consulting business provides technical consulting, digital consulting, and energy asset development, specialising in decarbonisation and digital solutions.

 

From October 2025, Consulting became part of the Consulting and Projects business unit though we will continue to report results separately.

 

Financial review

	HY25   $m	HY24 Restated1 $m	Movement   %
Revenue2	286	300	(4.6)%
Adjusted EBIT2,3	18	24	(26.5)%
Adjusted EBIT margin	6.1%	8.0%	(1.9)ppts
Order book	394	455	(13.5)%

1. Restated, see details in Financial Review. Also restated for the movement of our Commissioning business from Consulting to Operations in the period.

2. Includes CEC Controls, a business sold in August 2024. In HY24, this business contributed $32 million of revenue and $2 million of adjusted EBIT.

3. Adjusted EBIT includes $nil from JVs (HY24: $nil). Revenue does not include any contribution from JVs.

 

Revenue of $286 million was 5% lower than last year and 7% higher on a like-for-like basis excluding the CEC Controls business, which was sold in August 2024. The revenue performance reflects good growth across Digital Consulting and our fired heaters business offset by weakness across Technical Consulting given ongoing client hesitancy around the macro backdrop for investment, and some impact from our financial position on client procurement processes.

 

Adjusted EBIT of $18 million was down 19% on a like-for-like basis (adjusted for the disposal of CEC Controls) with a reduction in adjusted EBIT margin to 6.1%, despite a benefit from Simplification savings. This reflects a shift in business mix towards lower margin work and a step-up in IT costs (including a change in Group allocation compared to last year).

 

The order book at 30 June 2025 was $394 million, down 14%, reflecting the conditions outlined above.

 

Operational review

We continue to see mixed demand across our end markets. Digital Consulting is benefiting from the growing demand across our clients for help in their digital transformation journeys while Technical Consulting is experiencing a slowdown from delays and changes in some large client programmes.

 

Key awards in the period included:

·      Specialist subsea engineering support to BP

·      Digital support to the implementation of a remote operations and training centre for Woodside's Trion project

·      Owner's engineering and construction management support with Copenhagen Infrastructure Partners

 

 

PROJECTS

Our Projects business provides complex engineering design, project management and construction management across energy and materials markets including oil and gas, chemicals, minerals and life sciences.

 

Financial review

	HY25   $m	HY24 Restated1 $m	Movement   %
Revenue2	884	1,037	(14.8)%
Adjusted EBIT3	54	30	79.2%
Adjusted EBIT margin	6.2%	2.9%	3.3ppts
Adjusted EBIT before non-exceptional Independent Review charges4	54	52	4.9%
Order book	1,772	1,977	(10.4)%

1. Restated, see details in Financial Review.

2. Pass-through revenue, which generates only a small or nil margin, was $25 million (HY24: $71 million).

3. Adjusted EBIT includes $0.4 million from JVs (HY24: $0.8 million). Revenue does not include any contribution from JVs.

4. Adjusted EBIT before non-exceptional Independent Review charges shows the Group's adjusted EBIT in HY24 excluding those charges from the Independent Review that were included within adjusted results

 

Revenue of $884 million was 15% lower than the prior period with reduced pass-through activity representing around a third of the decline. Revenue growth was also impacted by the roll off of LSTK work, which ceased in the first half of 2024, and two large oil and gas engineering design contracts that ended in 2024. First half trading was also impacted by delays in the start of some key client programmes and some cases where we could not start work secured due to a lack of availability of performance bonds. This was resolved after the period through a combination of client support and access to new bonding lines.

 

Adjusted EBIT of $54 million was 5% higher than last year's restated performance, adjusting for non-exceptional Independent Review charges for a like-for-like comparison. This reflects the benefits of the Simplification programme and additional cost savings steps taken in the second half of 2024 partly offset by the lower revenue.

 

The order book at 30 June 2025 was $1,772 million, down 10% on last year due the timing of awards in the period and reflects a revised view on inclusion of pass-through activity in our order book.

 

Operational review

While performance was impacted by delays to some key client programmes, the market outlook for energy remains positive. We have now seen increased visibility on some large EPCm opportunities in our markets that offer significant growth potential for the future and we have expanded our capabilities in this area. The c.$400 million contract secured in the period to expand ADNOC's Habshan gas facility is a key example of such work.

 

The strategic shift away from LSTK and large-scale EPC completed in 2024, with the final contract in this area terminated in Q1 2024. However, there remains a number of open disputes and litigation in respect of this legacy area of the business that we expect to settle over the next couple of years.

 

Key awards in the period included:

·      c.$400m EPCm project to expand ADNOC Gas Habshan facility​

·      A major EPCm project to produce cleaner fuels with Thaioil

·      Detailed design for Ecopetrol refinery clean fuels upgrade

 

 

OPERATIONS

Our Operations business manages and optimises our customers' assets including decarbonisation, maintenance, modifications, brownfield engineering, and asset management through to decommissioning.

 

Financial review

	HY25   $m	HY24 Restated1 $m	Movement   %
Revenue2	1,123	1,344	(16.4)%
Adjusted EBIT3	46	67	(31.4)%
Adjusted EBIT margin	4.1%	5.0%	(0.9)ppts
Order book	3,797	3,344	13.6%

1. Restated, see details in Financial Review. Also restated for the movement of our Commissioning business from Consulting to Operations in the period.

2. Pass-through revenue, which generates only a small or nil margin, was $152 million (HY24: $283 million).

3. Adjusted EBIT includes $3 million from JVs (HY24: $5 million). Revenue does not include any contribution from JVs.

 

Revenue of $1,123 million was 16% lower than last year, partly reflecting lower pass-through activity as one major contract came to an end. Revenue was also impacted by a slower-than-expected ramp up of work awarded in 2024, lower activity levels in the Americas commissioning business and Asia-Pacific, and the impact of a major contract in the Middle East concluding in 2024.

 

Adjusted EBIT of $46 million was 31% lower than last year, including an $8 million charge in respect of a client under Chapter 11 bankruptcy currently going through a complex sale process. Excluding this, adjusted EBIT was down 19% reflecting the lower revenue and some additional bad debt provisions recognised in the Americas.

 

The order book at 30 June 2025 was $3.8 billion, up 14% on last year due to some significant work awarded in the period, both renewals and new wins.

 

Operational review

We continue to benefit from stable to strong activity levels driven by the continued demand for energy and the importance placed on energy security. While trading in the period was impacted by delays in work being awarded and programmes starting, we saw a significant increase in our order book across all regions.

 

Key awards in the period across Operations included:

·      Extended our Brunei Shell Petroleum relationship with new major 5-year EPC contract

·      $100m of flare gas reduction EPC projects in Iraq

·      A large EPC brownfield contract for a key client in Iraq

·      $120m EPC contract extension with Shell to secure energy across UK portfolio

·      Renewals and extensions of long-term contracts in Equatorial Guinea

 

INVESTMENT SERVICES

Our Investment Services business unit manages a number of legacy activities and includes our Turbines joint ventures. The most notable areas are activities in industrial power and heavy civil engineering.

 

In August 2025, the businesses within Investment Services were moved into Operations. We will continue to report the results of Investment Services separately.

 

Financial review

	HY25   $m	HY24 Restated1 $m	Movement   %
Revenue2	131	116	13.3%
Adjusted EBIT2,3,4	3	12	(77.0)%
Adjusted EBIT margin	2.1%	10.2%	(8.1)ppts
Order book	510	336	52.1%

1. Restated, see details in Financial Review.

2. Includes Kelchner that was sold in April 2025. This business contributed $17 million of revenue in HY25 (HY24: $40 million) and $(2) million of adjusted EBIT in HY25 (HY24: $(6) million).

3. Includes results from our Turbines joint ventures. Adjusted EBIT from these JVs was $11 million in HY25 and $19 million in HY24. Revenue does not include any contribution from JVs.

4. Includes EthosEnergy JV that was sold in December 2024. In HY24, this business contributed $12 million of adjusted EBIT.

 

Revenue of $131 million was 13% higher than last year, helped by higher activity.

Adjusted EBIT of $3 million was 77% lower than last year and reflects the sale of the EthosEnergy joint venture at the end of 2024, which contributed $12 million in HY24. Excluding this, adjusted EBIT was higher than last year with a stronger contribution from the RWG joint venture.

The order book at 30 June 2025 was $510 million, up 52% on last year.

 

Operational review

In July 2025, we announced the sale of our joint venture interest in RWG to Siemens Energy Global for a cash consideration of $135 million, subject to closing adjustments. This is expected to complete in late-2025 or early-2026 and is conditional on the receipt of certain regulatory clearances.

 

 

CENTRAL COSTS

	HY25 $m	HY24 $m	Movement %
Adjusted EBIT	(57)	(52)	(9.6)%

 

Central costs, not allocated to business units, included within adjusted EBIT were 10% higher at $57 million in the period, with cost reductions from our Simplification Programme offset by inflationary cost pressures, including higher professional fees, as well as the temporary higher costs associated with significant change in senior roles across Group functions.

 

In addition to this, we incurred significantly elevated levels of advisor costs in the period given the work around the Independent Review, lender discussions and Sidara offer. A total of $41 million of advisor costs have been included as exceptional items in the period, as discussed further in the Financial Review.

 

Principal Risks and Uncertainties

 

The Board continues to monitor the principal risks and uncertainties to which the Group is exposed. There have been no changes to the principal risks as contained in the Group's 2024 Annual Report and Accounts.  For the Group's going concern assessment refer to note 1 within the interim financial statements.

 

Financial Review

Trading in the period ending 30 June 2025 has been impacted by the difficult situation Wood has faced. Delays in both expected award and work start dates, partly driven by client sentiment around the uncertainty of Wood's future, and reduced access to uncommitted facilities negatively impacted first half performance.

 

Trading performance is presented on the basis used by management to run the business with adjusted EBIT including the contribution from joint ventures. A reconciliation of operating profit to adjusted EBIT is included in note 2 to the financial statements. A calculation of adjusted diluted EPS is shown on page 38.

 

	HY25   $m	HY24 (restated) $m
Revenue	2,424.2	2,796.7
Adjusted EBITDA before non-exceptional Independent Review charges	153.7	203.6
Depreciation, amortisation (other than intangible assets from acquisitions) and impairment	(90.3)	(101.5)
Adjusted EBIT before non-exceptional Independent Review charges	63.4	102.1
Independent Review non-exceptional charges	-	(21.5)
Adjusted EBIT	63.4	80.6
Adjusted EBIT margin %	2.6%	2.9%
Amortisation - intangible assets from acquisitions	(12.2)	(26.3)
Share of joint venture finance expense and tax	(3.1)	(9.0)
Exceptional items	(52.7)	(58.3)
Impairment of goodwill and intangible assets	-	(815.0)
Operating loss	(4.6)	(828.0)
Net finance expense	(51.4)	(51.3)
Interest charge on lease liability	(11.1)	(10.2)
Loss before taxation	(67.1)	(889.5)
Tax charge on continuing operations	(4.6)	(80.4)
Loss for the period	(71.7)	(969.9)
Non-controlling interest	(4.1)	(1.4)
Loss attributable to owners of parent	(75.8)	(971.3)
Number of shares (basic)	690.2	689.3
Basic loss per share (cents)	(11.0)	(140.9)

 

Revenue fell by 13.3% with all business units except Investment Services seeing a decline. Both Projects and Operations saw lower levels of pass-through revenue and delays in commencing new contracts whilst the prior half year benefited from contract completions. Consulting revenue was higher on a like-for-like basis after removing the effect of the disposal of CEC Controls. Investment Services revenue benefited from the ramp-up of a major contract.

Adjusted EBIT was lower by 21.3%, falling from $80.6 million to $63.4 million as lower revenue offset savings generated from the Simplification programme and other cost saving initiatives. The contribution from joint ventures was impacted by the disposal of EthosEnergy.

The non-exceptional Independent Review charge of $21.5 million recognised in the prior half year has been disclosed separately to aid users' understanding. It partly relates to individually immaterial adjustments to contracts for which the Group has been able to evidence the total and balance sheet impact but not the exact periods to which they should apply.

The operating loss of $4.6 million was driven by exceptional costs of $52.7 million, the major element of which was the advisor fees related to the Sidara offer and lender discussions. 

Finance costs were slightly higher at $62.5 million (2024 (restated): $61.5 million.

 

Reconciliation of Adjusted EBIT to Adjusted diluted EPS

	HY25   $m	HY24 (restated) $m
Adjusted EBIT	63.4	80.6
Share of joint venture finance expense and tax	(3.1)	(9.0)
Adjusted net finance expense	(45.8)	(46.9)
Interest charge on lease liability	(11.1)	(10.2)
Adjusted profit before tax	3.4	14.5
Adjusted tax charge	(6.5)	(82.1)
Adjusted loss for the period	(3.1)	(67.6)
Non-controlling interest	(4.1)	(1.4)
Adjusted loss	(7.2)	(69.0)
Number of shares (m) - diluted	690.2	689.3
Adjusted diluted EPS (cents)1	(1.0)	(10.0)

See note on page 38.

 

Reconciliation to GAAP measures

	HY25   $m	HY24 (restated) $m
Loss before tax from continuing operations	(67.1) )	(889.5)
Impairment of goodwill and intangible assets	-	815.0
Exceptional items	52.7	58.3
Exceptional items - net finance expense	5.6	4.4
Amortisation - intangible assets from acquisitions	12.2	26.3
Adjusted profit before tax	3.4	14.5
Tax charge	4.6	80.4
Tax in relation to acquisition amortisation	1.1	1.7
Tax on exceptional items	0.8	-
Adjusted tax charge	6.5	82.1

The reconciliation from adjusted EBIT of $63.4 million (June 2024: $80.6 million) to adjusted loss of $7.2 million (June 2024: $69.0 million) has been provided to show a reconciliation to adjusted diluted EPS. The reconciliation to GAAP measures highlights that the adjusted measures remove exceptional items, including impairment charges against goodwill and the associated tax charges on the basis that these are disclosed separately due to their size and nature to enable a full understanding of the Group's performance.

Amortisation and depreciation for continuing operations

Total amortisation for the first half of 2025 of $47.9 million (June 2024: $67.5 million) includes $12.2 million of amortisation of intangibles recognised on the acquisition of Amec Foster Wheeler ("AFW") (June 2024: $26.3 million). The $14.1 million decrease in the amortisation of the acquired intangibles is due to Brands being impaired in full in December 2024. Amortisation in respect of joint ventures $1.2 million (June 2024: $1.0 million).

Amortisation in respect of software and development costs was $35.7 million (June 2024: $41.2 million) and this largely relates to engineering software.  

 

The total depreciation charge in the first half of 2025 amounted to $53.4 million (June 2024: $59.3 million) and includes depreciation on right of use assets of $36.9 million (June 2024: $41.9 million). Included in the depreciation charge for the period is $2.2 million (June 2024: $7.0 million) in respect of joint ventures.

 

Exceptional items

	HY25    $m	HY24 (restated) $m
LSTK and large-scale EPC	2.7	47.5
Impairment of goodwill	-	815.0
Redundancy and restructuring costs	6.5	12.1
Takeover related costs	2.8	5.5
Asbestos yield curve, costs, and charges	5.9	(6.8)
Gain on disposal	(6.4)	-
Advisor fees	41.2	-
Exceptional items included in continuing operations, before interest and tax	52.7	873.3
Unwinding of discount on asbestos provision	5.6	4.4
Tax (credit)/charge in relation to exceptional items	(0.8)	-
Exceptional items included in continuing operations, net of interest and tax	57.5	877.7

 

Exceptional items are those significant items which are separately disclosed by virtue of their size or incidence to enable a full understanding of the Group's financial performance. 

 

The exceptional items for the period are discussed in more detail in Note 4 to the interim financial statements. The largest exceptional item was advisor fees in relation to the Sidara offer and lender discussions.

 

Exceptional items for HY24 have been restated (details can be found within the Prior year accounting adjustments below).

 

Prior year accounting adjustments

 

On 7 November 2024, the Group announced that following the exceptional charges recorded in its half year 2024 results, and in conjunction with the auditor's ongoing work, the Board commissioned an Independent Review focused on the reported positions in the Projects business unit, together with a high level review of reported positions in other business units. 

 

Adjustments were made to the reported position for the half year to 30 June 2024 in respect of expected credit losses, project centre balances, and expected costs to complete reversing certain prior year positions. These adjustments stemmed from misapplication of accounting standards, including unsupported deviations from Group policy, optimistic assumptions and/or insufficient evidence for key judgements, and pressure to uphold previously reported positions.

 

The impacts of the prior half year adjustments from the investigation, review of software service arrangements and revenue restatement on the half year 2024 income statement are reported below:

	Revenue $m	Exceptionals $m	Adjusted EBIT $m	Net assets $m
Previously reported June 2024	2,820.0	(965.8)	102.1	2,600.9
Cumulative impact at 1 January 2024	-	-	-	(378.0)
Independent review
LSTK contracts and large scale EPC	24.0	92.5	-	92.5
Accounting for expected credit losses	-	-	(21.0)	(21.0)
Project centre items	-	-	12.0	12.0
Contract revenue adjustments	-	-	(11.2)	(11.2)
Management review / other
Principal versus agent	(45.6)	-	-	-
Derecognition of deferred tax asset	-	-	-	(18.5)
Other	(1.7)	-	(1.3)	4.5
Restated June 2024	2,796.7	(873.3)	80.6	2,281.2

 

Taxation

The effective tax rate on profit before tax, exceptional items and amortisation and including Wood's share of joint venture profit on a proportionally consolidated basis was 46.64% (2024: 212.42%). The HY24 tax charge has been restated to reflect the full year 2024 effective tax rate including joint ventures applied to the profits of consolidated entities, reflecting the actual tax rate on joint ventures for the 2024 half year gives rise to a lower tax rate than for the full year.

The effective tax rate reflects the rate of tax applicable in the jurisdictions in which the Group operates and is adjusted for permanent differences between accounting and taxable profit and the recognition of deferred tax assets. Key adjustments impacting on the rate in 2025 are withholding taxes suffered on which full double tax relief is not available, current year losses not recognised and share based payment expenses in excess of expected tax deductions.

In addition to the effective tax rate, the total tax charge in the income statement reflects the impact of exceptional items and amortisation which by their nature tend to be expenses that are more likely to be not deductible than those incurred in ongoing trading profits. The income statement tax charge excludes tax in relation to joint ventures. The decrease in the effective tax rate for the first half of 2025 when compared to June 2024 is largely a result of the impact of improved profit forecasts compared to the actual results for 2024.

 

Adjusted tax charge

Our adjusted tax charge was $6.5 million (June 2024: $82.1 million), representing an adjusted effective tax rate over 100% (June 2024: over 100%). The high adjusted rates reflect a low level of adjusted profits before tax and the factors identified above driving the level of the effective tax rate.

 

Earnings per share

Basic loss per share for the period was 11.0 cents (June 2024: 140.9 cents).  The decrease in loss per share mainly reflects a lower level of exceptional item, which in HY24 included a goodwill impairment and LSTK and large-scale EPC additional claims provisions.

 

 

Cash flow and net debt

The cash flow for the year is set out below and includes both continuing and discontinued operations:

	HY25   $m	HY24                (Restated)                  $m	FY24   $m
Adjusted EBIT	63.4	80.6	81.2
Less share of joint venture adjusted EBIT	(9.6)	(21.4)	(62.1)
Depreciation on right of use assets	40.8	41.9	90.5
Depreciation	10.4	10.4	21.4
Software amortisation	35.7	41.2	75.0
Purchase of property, plant, and equipment	(4.3)	(8.5)	(18.6)
Purchase of intangible assets	(41.6)	(22.6)	(74.1)
Proceeds from sale of property, plant, and equipment	1.7	2.8	4.3
Movement in provisions	(9.2)	(88.9)	(46.7)
Other	16.7	(1.6)	17.6
Working capital	(275.6)	(9.6)	168.0
Adjusted cash (used in)/generated from operations	(171.6)	24.3	256.5
Net finance paid	(52.4)	(55.0)	(106.8)
Tax paid	(31.5)	(34.6)	(79.3)
Dividends from joint ventures	11.7	13.7	21.0
Non-cash movement in leases	(50.6)	(36.6)	(119.1)
Other	(9.6)	(3.6)	(115.0)
Cash exceptionals	(99.5)	(75.2)	(9.8)
Free cash flow	(403.5)	(167.0)	(152.5)
Divestments	28.0	-	170.3
FX movements on cash and debt facilities	(37.1)	(1.0)	(0.2)
Decrease/(increase) in net debt	(412.6)	(168.0)	17.6
Opening net debt	(1,076.7)	(1,094.3)	(1,094.3)
Closing net debt	(1,489.3)	(1,262.3)	(1,076.7)

 

As of 30 June 2025, the Group's principal debt facilities comprise a $1,200.0 million revolving credit facility (RCF); a $200.0 million term loan (Term Loan); and $262.8 million of US private placement debt (USPPs and together with the RCF and the Term Loan, the Existing Committed Debt Facilities). Each of the Existing Committed Debt Facilities are treated as current liabilities as at 30 June 2025. These facilities remain available to the Group at the date of authorisation of these financial statements.

 

The RCF and the Term Loan mature in October 2026 and the USPPs mature in various tranches from July 2026 through to July 2031, with 55% of the USPPs maturing from 2027 as highlighted in note 18 the Group's 2024 Annual Report and Accounts.

 

Closing net debt at 30 June 2025 including leases was $1,489.3 million (December 2024: $1,076.7 million). The IFRS 16 lease liability balance as at 30 June 2025 was $416.0 million (December 2024: $393.1 million). All covenants on the debt facilities are measured on a pre-IFRS 16 basis.

 

Closing net debt excluding leases as at 30 June 2025 was $1,073.3 million (December 2024: $682.9 million). The monthly average net debt excluding leases in H1 2025 was $1,138.1 million (December 2024: $1,043.3 million). The cash balance and undrawn portion of the Group's committed banking facilities can fluctuate throughout the year. Around the covenant remeasurement dates of 30 June and 31 December the Group's net debt excluding leases is typically lower than the monthly averages due mainly to a strong focus on collection of receipts from customers, and delays in making payments to suppliers.

 

Adjusted cash used in from operations decreased by $195.9 million, mainly due to working capital outflows. The other movement of $16.7 million (June 2024: $1.6 million) is principally comprised of non-cash movements through adjusted EBIT including share based payments charges of $11.8 million (June 2024: $8.8 million) and foreign exchange of $4.2 million (June 2024: outflow $9.3 million).

 

There was a working capital outflow of $275.6 million (June 2024: outflow $9.6 million), principally comprised of an outflow in receivables of $188.0 million and payables of $131.1 million.

 

Cash exceptionals were $99.5 million in HY25. These included $31 million related to the Group's asbestos liabilities and $53 million of advisor fees.

 

The free cash outflow of $403.5 million (June 2024: $167.0 million outflow) increased by $236.5 million mainly due to higher working capital outflows.

 

Covenants

The Group breached financial covenants under its borrowing facilities for HY25. The breach has been remedied through covenant waivers of all historical covenant waivers including HY25.

 

This breach partly reflects the reduction in adjusted EBITDA of $33 million in the second half of 2024 as a result of the non-exceptional Independent Review charges, as well as the impact of losses in two contracts across Consulting and Operations that impacted both the second half of 2024 and first half of 2025. The covenant breach was also impacted by an increase in net debt of around $150 million in the first half of 2025 as a result of the lack of access to receivables financing in the period.

 

Net debt excluding leases to adjusted EBITDA (excluding the impact of IFRS 16) at 30 June 2025 was 5.6 times on a covenant basis (December 2024: 3.33 times) against our covenants of less than 3.5 times. This is calculated pre IFRS 16 as our covenants are calculated on a frozen GAAP basis.

 

Interest cover was 2.5 times on a covenant basis (December 2024: 2.4 times) against our covenant of higher than 3.5 times.

 

As described in 2024 Annual report published on 30th October 2025, pursuant to the Amendment and Extension, the Group is required to prepare its first quarterly covenant testing for the net debt/EBITDA and interest cover covenants on a rolling last twelve months basis as at 31 December 2025. The covenant levels for net debt/EBITDA and interest cover covenants have been reset, and a new minimum liquidity requirement covenant will be applicable from the A&E Effective Date and until completion of the Acquisition.

 

For all three financial covenants, until completion of the Sidara Acquisition, failure to satisfy covenant levels will trigger a requirement to consult with the lenders. However, this will not result in an event of default under the Amendment and Extension.

 

 

Summary balance sheet

	HY25	HY24 (restated)	FY24
	$m	$m	$m
Goodwill and intangible assets	1,929.3	3,393.0	1,903.9
Right of use assets	365.2	341.9	345.0
Other non-current assets	641.2	775.6	713.8
Trade and other receivables	1,287.5	1,543.9	1,140.3
Net held for sale assets and liabilities (excluding cash)	79.2	72.0	9.5
Trade and other payables	(1,527.2)	(1,721.6)	(1,654.2)
Net debt excluding leases	(1,073.1)	(874.3)	(680.5)
Lease liabilities	(416.0)	(388.0)	(393.1)
Asbestos related litigation	(282.3)	(281.5)	(305.7)
Provisions	(179.8)	(174.6)	(187.3)
Other net liabilities	(410.0)	(405.2)	(455.9)
Net assets	414.0	2,281.2	436.2
Net current liabilities	(1,383.1)	(174.1)	(1,347.7)

 

Compared to 31 December 2024, Trade and other receivables increased to $1,287.5 million largely to a lack of access to receivable financing in the period and trade and other payables reduced to $1,527.2 million driven by a combination of lower pass-through activity and a reduced level of accounts payable management.

           

Investments in joint ventures reduced in the period due to a reclassification to held for sale assets and liabilities of $79.2 million, being the carrying value of the investment in the RWG (Repair & Overhauls) Limited joint venture. The directors expect to complete a sale of the joint venture within 12 months of the balance sheet date. Net assets of $9.5 million related to Kelcher Inc. were classified as held for sale at 31 December 2024. This sale completed in April 2025, realising a $6.4 million gain on disposal.

 

The Group is subject to claims by individuals who allege that they have suffered personal injury from exposure to asbestos primarily in connection with equipment allegedly manufactured by certain subsidiaries during the 1970s or earlier. The overwhelming majority of claims that have been made and are expected to be made are in the USA. The asbestos related litigation provision amounts to $282.3 million (December 2024: $305.7 million).

 

The Group expects to have net cash outflows of around $49 million as a result of asbestos liability indemnity and defence payments in excess of insurance proceeds during 2025. The Group has worked with its independent asbestos valuation experts to estimate the amount of asbestos related indemnity and defence costs at each year end based on a forecast to 2050.

 

Other provisions as at June 2025 were $179.8 million (December 2024: $187.3 million). Details of provisions are provided in note 10 to the Group interim financial statements.

 

Contingent liabilities

Details of the Group's contingent liabilities are set out in note 15 to the interim financial statements.

 

 

 

 

 

 

 

 

John Wood Group PLC

Interim Financial Statements

30 June 2025

Group income statement

for the six month period to 30 June 2025

		Unaudited Interim June 2025			Unaudited Interim June 2024			Audited Full Year December 2024
					(restated note 1)
	Note	Pre- exceptional items $m	Exceptional items (note 4)  $m	Total $m	Pre- exceptional items $m	Exceptional items (note 4)  $m	Total $m	Pre- exceptional items $m	Exceptional items (note 4) $m	Total $m
Continuing operations
Revenue	2,3	2,424.2	-	2,424.2	2,796.7	-	2,796.7	5,489.5	(333.1)	5,156.4
Cost of sales		(2,062.2)	(2.7)	(2,064.9)	(2,402.6)	(47.5)	(2,450.1)	(4,752.6)	-	(4,752.6)
Gross profit		362.0	(2.7)	359.3	394.1	(47.5)	346.6	736.9	(333.1)	403.8
Administrative expenses		(320.4)	(50.0)	(370.4)	(361.2)	(10.8)	(372.0)	(747.4)	(153.5)	(900.9)
Gain on disposal of businesses		-	-	-	-	-	-	-	69.7	69.7
Impairment loss on trade receivables and contract assets		-	-	-	-	-	-	(23.1)	-	(23.1)
Impairment of goodwill and intangible asset	4	-	-	-	-	(815.0)	(815.0)	-	(2,214.8)	(2,214.8)
Share of post-tax profit from joint ventures		6.5	-	6.5	12.4	-	12.4	41.7	(7.8)	33.9
Operating profit/(loss)	2	48.1	(52.7)	(4.6)	45.3	(873.3)	(828.0)	8.1	(2,639.5)	(2,631.4)
Finance income		7.9	-	7.9	7.9	-	7.9	22.7	-	22.7
Finance expense		(64.8)	(5.6)	(70.4)	(65.0)	(4.4)	(69.4)	(141.6)	(11.1)	(152.7)
Loss before tax from continuing operations		(8.8)	(58.3)	(67.1)	(11.8)	(877.7)	(889.5)	(110.8)	(2,650.6)	(2,761.4)
Taxation	7	(5.4)	0.8	(4.6)	(80.4)	-	(80.4)	(29.1)	18.2	(10.9)
Loss from continuing operations		(14.2)	(57.5)	(71.7)	(92.2)	(877.7)	(969.9)	(139.9)	(2,632.4)	(2,772.3)
Loss for the period		(14.2)	(57.5)	(71.7)	(92.2)	(877.7)	(969.9)	(139.9)	(2,632.4)	(2,772.3)
(Loss)/profit attributable to:
Owners of the parent		(18.3)	(57.5)	(75.8)	(93.6)	(877.7)	(971.3)	(145.6)	(2,632.4)	(2,778.0)
Non-controlling interests		4.1	-	4.1	1.4	-	1.4	5.7	-	5.7
		(14.2)	(57.5)	(71.7)	(92.2)	(877.7)	(969.9)	(139.9)	(2,632.4)	(2,772.3)
Earnings per share (expressed in cents per share)
Basic	6			(11.0)			(140.9)			(402.5)
Diluted	6			(11.0)			(140.9)			(402.5)

 

The notes on pages 27 to 46 are an integral part of the interim financial statements.

                                                                                                                                                                 

 

Group statement of comprehensive income

for the six month period to 30 June 2025

	Unaudited Interim June 2025	Unaudited Interim June 2024 (restated note 1)	Audited Full Year  December 2024
	$m	$m	$m
Loss for the period	(71.7)	(969.9)	(2,772.3)
Other comprehensive income/(expense) from continuing operations   Items that will not be reclassified to profit or loss
Re-measurement gain / (loss) on retirement benefit schemes	8.1	(24.8)	(50.6)
Movement in deferred tax relating to retirement benefit obligations (restated)	(2.3)	47.9	16.6
Impact of change in tax rate applicable to the UK defined benefit scheme	-	-	40.3
Total items that will not be reclassified to profit or loss	5.8	23.1	6.3
Items that may be reclassified subsequently to profit or loss
Cash flow hedges	0.1	(1.3)	(1.7)
Tax on derivative financial instruments	-	-	(0.1)
Exchange movements on retranslation of foreign operations (restated)	41.4	(43.0)	(76.8)
Total items that may be reclassified subsequently to profit or loss	41.5	(44.3)	(78.6)
Other comprehensive income /(expense) from continuing operations for the period, net of tax	47.3	(21.2)	(72.3)
Total comprehensive expense for the period	(24.4)	(991.1)	(2,844.6)
Total comprehensive (expense)/income for the period is attributable to:
Owners of the parent	(28.5)	(992.5)	(2,850.3)
Non-controlling interests	4.1	1.4	5.7
	(24.4)	(991.1)	(2,844.6)

 

The notes on pages 27 to 46 are an integral part of the interim financial statements.

 

 

 

Group balance sheet

as at 30 June 2025

		Unaudited Interim June 2025	Unaudited Interim June 2024 (restated note 1)	Audited Full Year December 2024
	Note	$m	$m	$m
Assets
Non-current assets
Goodwill and other intangible assets		1,929.3	3,393.0	1,903.9
Property plant and equipment		57.2	61.8	62.3
Right of use assets		365.2	341.9	345.0
Investment in joint ventures	11	36.5	103.5	113.7
Other investments		53.1	50.5	50.0
Long term receivables		48.2	169.2	79.1
Retirement benefit scheme surplus	8	388.2	366.0	345.8
Deferred tax assets		58.0	24.6	62.9
		2,935.7	4,510.5	2,962.7
Current assets
Inventories		7.8	14.8	8.4
Trade and other receivables		1,287.5	1,543.9	1,140.7
Financial assets		3.6	3.0	4.0
Income tax receivable		47.2	58.4	39.6
Assets held for sale	11	79.2	72.0	37.2
Cash and cash equivalents	13	495.9	474.2	458.1
		1,921.2	2,166.3	1,688.0
Total assets		4,856.9	6,676.8	4,650.7
Liabilities
Current liabilities
Borrowings	13	1,569.0	297.1	1,138.6
Trade and other payables		1,527.2	1,721.6	1,654.2
Income tax liabilities		79.9	169.2	87.8
Lease liabilities	13	81.1	76.0	84.8
Provisions	10	47.1	76.5	42.6
Liabilities held for sale		-	-	27.7
		3,304.3	2,340.4	3,035.7
Net current liabilities		(1,383.1)	(174.1)	(1,347.7)
Non-current liabilities
Borrowings	13	-	1,051.4	-
Deferred tax liabilities		105.5	141.9	113.1
Retirement benefit scheme deficit	8	63.0	78.7	74.5
Lease liabilities	13	334.9	312.0	308.3
Other non-current liabilities		220.2	91.6	232.5
Asbestos related litigation	9	282.3	281.5	305.7
Provisions	10	132.7	98.1	144.7
		1,138.6	2,055.2	1,178.8
Total liabilities		4,442.2	4,395.6	4,214.5
Net assets		414.0	2,281.2	436.2
Equity attributable to owners of the parent
Share capital		41.3	41.3	41.3
Share premium		63.9	63.9	63.9
Retained earnings		(711.6)	(2.6)	(646.9)
Merger reserve		1,135.3	2,298.8	1,135.3
Other reserves		(120.9)	(128.2)	(162.4)
Total equity attributable to owners of the parent		408.0	2,273.2	431.2
Non-controlling interests		6.0	8.0	5.0
Total equity		414.0	2,281.2	436.2

 

The notes on pages 27 to 46 are an integral part of the interim financial statements.

 

Group statement of changes in equity

for the six month period to 30 June 2025

	Note	Share Capital $m	Share Premium $m	Retained Earnings $m	Merger Reserve $m	Other reserves $m	Equity attributable to owners of the parent $m	Non-controlling interests $m	Total equity $m
At 1 January 2024 (restated)		41.3	63.9	938.4	2,298.8	(83.9)	3,258.5	5.4	3,263.9
(Loss)/profit for the period		-	-	(971.3)	-	-	(971.3)	1.4	(969.9)
Other comprehensive income/(expense):
Re-measurement losses on retirement benefit schemes		-	-	(24.8)	-	-	(24.8)	-	(24.8)
Movement in deferred tax relating to retirement benefit schemes (restated)		-	-	47.9	-	-	47.9		47.9
Cash flow hedges		-	-	-	-	(1.3)	(1.3)	-	(1.3)
Net exchange movements on retranslation of foreign currency operations (restated)		-	-	-	-	(43.0)	(43.0)	-	(43.0)
Total comprehensive (expense)/income (restated)		-	-	(948.2)	-	(44.3)	(992.5)	1.4	(991.1)
Transactions with owners:
Dividends paid	5	-	-	-	-	-	-	(0.4)	(0.4)
Share based charges		-	-	8.8	-	-	8.8	-	8.8
Purchase of company shares by Employee Share Trust for the Share Incentive Plan (SIP)		-	-	(1.6)	-	-	(1.6)	-	(1.6)
Transactions with non-controlling interests		-	-	-	-	-	-	1.6	1.6
At 30 June 2024 (restated)		41.3	63.9	(2.6)	2,298.8	(128.2)	2,273.2	8.0	2,281.2
At 1 January 2025		41.3	63.9	(646.9)	1,135.3	(162.4)	431.2	5.0	436.2
(Loss)/profit for the period		-	-	(75.8)	-	-	(75.8)	4.1	(71.7)
Other comprehensive income/(expense):
Re-measurement gains on retirement benefit schemes		-	-	8.1	-	-	8.1	-	8.1
Movement in deferred tax relating to retirement benefit schemes		-	-	(2.3)	-	-	(2.3)	-	(2.3)
Cash flow hedges		-	-	-	-	0.1	0.1	-	0.1
Net exchange movements on retranslation of foreign currency operations		-	-	-	-	41.4	41.4	-	41.4
Total comprehensive (expense)/income		-	-	(70.0)	-	41.5	(28.5)	4.1	(24.4)
Transactions with owners:
Dividends paid	5	-	-	-	-	-	-	(3.1)	(3.1)
Share based charges		-	-	11.8	-	-	11.8	-	11.8
Purchase of company shares by Employee Share Trust for the Share Incentive Plan (SIP)		-	-	(6.5)	-	-	(6.5)	-	(6.5)
At 30 June 2025		41.3	63.9	(711.6)	1,135.3	(120.9)	408.0	6.0	414.0

 

The figures presented in the above tables are unaudited.

 

Other reserves include the capital redemption reserve, capital reduction reserve, currency translation reserve and the hedging reserve.

The notes on pages 27 to 46 are an integral part of the interim financial statements.

 

 

Group cash flow statement

for the six month period to 30 June 2025

		Unaudited Interim June 2025	Unaudited Interim June 2024 (restated)	Audited                 Full Year            Dec 2024
	Note	$m	$m	$m
Reconciliation of loss to cash generated used in operations:
Loss for the period		(71.7)	(969.9)	(2,772.3)
Adjustments:
Depreciation		10.4	10.4	21.4
Depreciation on right of use assets		40.8	41.9	90.5
Gain on disposal of leases		-	-	(2.6)
Gain/(loss) on disposal of property plant and equipment		0.8	(1.1)	(2.0)
Impairment of goodwill and intangible assets	4	-	815.0	2,214.8
Gain on disposal of investment in joint ventures		-	-	(63.9)
Amortisation of intangible assets		47.9	67.5	127.7
Share of post-tax profit from joint ventures		(6.5)	(12.4)	(33.9)
Gain on disposal of business		(6.4)	-	(5.8)
Net finance costs		62.5	61.5	130.0
Share based charges		11.7	8.8	25.8
Decrease in provisions and employee benefits		(34.9)	(113.5)	(88.7)
Dividends from joint ventures		11.7	13.7	21.0
Other exceptional items - non-cash impact		9.1	45.4	444.8
Tax charge	7	4.6	80.4	10.9
Changes in working capital (excluding effect of divestment of subsidiaries)
Decrease in inventories		1.2	0.4	3.0
(Increase) / decrease in receivables		(188.0)	(58.4)	342.0
(Decrease) / increase in payables		(112.4)	10.7	(212.4)
Exchange movements		4.2	(9.3)	(3.5)
Cash (used in)/ generated from operations		(215.0)	(8.9)	246.8
Tax paid		(31.5)	(34.6)	(79.3)
Net cash (used in)/generated from operating activities		(246.5)	(43.5)	167.5
Cash flows from investing activities
Disposal of businesses (net of cash disposed and tax paid)		28.0	-	26.5
Proceeds from disposal of investment in joint ventures		-	-	143.8
Purchase of property plant and equipment		(4.3)	(8.5)	(18.6)
Proceeds from sale of property plant and equipment		1.7	2.8	4.3
Purchase of intangible assets		(41.6)	(22.6)	(74.1)
Interest received		0.8	0.8	7.8
Net cash used in investing activities		(15.4)	(27.5)	89.7
Group cash flow statement (continued)   for the six month period to 30 June 2025   Cash flows from financing activities
Proceeds/(repayment) of short-term borrowings	13	471.4	(28.0)	(185.4)
Proceeds from long-term borrowings	13	-	235.5	189.7
Payment of lease liabilities (restated)	13	(52.8)	(44.7)	(110.9)
Transactions with Employee Share Trust		(6.5)	(1.6)	(4.1)
Interest paid		(53.2)	(55.8)	(114.6)
Dividends paid to non-controlling interests		(3.1)	(0.4)	(3.0)
Net cash generated from/(used in) financing activities		355.8	105.0	(228.3)
Net increase in cash and cash equivalents	13	93.9	34.0	28.8
Effect of exchange rate changes on cash and cash equivalents	13	(56.1)	6.2	(4.7)
Opening cash and cash equivalents		458.1	434.0	434.0
Closing cash and cash equivalents		495.9	474.2	458.1

 

The notes on pages 27 to 46 are an integral part of the interim financial statements.