Tekmar Group Regulatory News (TGP)

TEKMAR GROUP PLC

("Tekmar Group", the "Group" or the "Company")

UNAUDITED INTERIM RESULTS

For the 6-month period ended 31 March 2026

Tekmar Group (AIM: TGP), a leading provider of asset protection technology and offshore energy services, announces its interim results for the 6-month period ended 31 March 2026 ("HY26" or the "Period").

Improved H1 trading and on track for stronger second half performance

Trading for the Period represents a significant improvement on HY25 

· Revenue of £16.2m up 31% (HY25: £12.3m) with higher gross margins of 30.5% (HY25:28.7%) delivering a positive adjusted EBITDA of £0.1m (HY25: loss £0.7m)

· Activity in the Period has been weighted towards the Oil & Gas market with the recently announced large Offshore Wind Farm contracts anticipated to deliver revenue from FY26 H2 onwards

· Loss after tax of £1.1m (HY25: loss of £2.7m), a £1.6m (59%) improvement on prior year

· Loss per share of 0.83p (HY25: loss of 1.93p), a 1.1p per share (57%) improvement on prior year

Continued positive momentum driven by the implementation of Project Aurora

· Order intake during the Period of £29.5m (HY25: £10.0m), builds on the strong momentum evident in Q425, with a cumulative order intake of over £50m since 1 July 2025

· Rebalanced order book weighted 23% and 77% across Oil & Gas and Offshore Wind

· Realised gross margin increased 180 basis points year over year, reflecting commercial discipline and ongoing improvements in operational delivery

· Refinancing of banking facilities in October 2025, increased performance guarantee facility and the sale of Innovation House in February 2026, for £2.84m net for fees, enhances the Group's funding flexibility to support growth

On course to deliver stronger second half performance despite events in the Middle East

· Current order book of £30.1m supports significantly increased second half revenue and profit delivery versus HY26 and improved visibility into FY27

· The Company expects trading momentum to continue and to deliver a material improvement in FY26 financial performance vs FY25 despite the regional impact and continued uncertainty caused by the events in the Middle East

· Looking beyond the current situation in the Middle East, the key indicators across Tekmar's end markets remain positive, with further significant awards forecasted within the remainder of the calendar year

Richard Turner, CEO, commented: "The business performed well in the first half of this year, delivering a material improvement in year-on-year profitability consistent with our guidance. We are encouraged by the continued progress we are making in delivering on the Project Aurora strategic plan. The reorganisation and refocus of the "front end" of our business combined with improved commercial effectiveness has enabled the Group to operate with a record level of work, increased utilisation, improved visibility and a stronger balance sheet. The ongoing impact of events in the Middle East has had some disruption to projects and supply chain in the region. Despite this, the Board anticipates strong revenue and profit delivery in the second half as we continue to build our improved revenue visibility into FY27. This momentum, together with the healthy pipeline we see ahead of us, supports our confidence in delivering sustained, profitable growth and enhanced value for shareholders."

HY26 financials

Commercial KPIs

Notes:

Enquiries:

About Tekmar Group plc

Tekmar Group plc is a leading provider of asset protection technology and offshore energy services, supporting the global energy transition and marine infrastructure markets.

Operating across two core divisions - Asset Protection Technology and Offshore Energy Services - the Group delivers proprietary, engineering-led solutions that protect, stabilise and extend the life of critical offshore assets, including offshore wind farms, subsea interconnectors, oil and gas infrastructure, and ports and harbours.

With 40 years of experience, Tekmar has delivered asset protection and stabilisation solutions to more than 120 offshore wind projects across 25 countries, supporting over 50GW of installed capacity globally. The Group has deployed over 12,000 cable protection systems, supplied more than 100,000 subsea stabilisation products, and delivered in excess of 300,000 geotechnical and analysis hours, underpinned by a team of specialist engineers across multiple disciplines.

Through continuous innovation and scalable engineering and manufacturing capability, Tekmar supports increasingly complex offshore energy and marine infrastructure developments worldwide.

Headquartered in Newton Aycliffe, UK, Tekmar Group operates internationally with offices, manufacturing facilities, strategic supply partnerships and representation across Europe, Africa, the Middle East, Asia- Pacific and North America.

For more information visit: www.tekmar.co.uk  

INTERIM REPORT FOR THE 6 MONTHS TO 31 MARCH 2026

Overview - an improved half year performance and positive outlook

The Group delivered revenue of £16.2m (HY25: £12.3m) and Adjusted EBITDA of £0.1m (HY25: loss of £0.7m), consistent with our guidance for the first half performance to be ahead of the prior year. We continue to make good progress in securing high quality work across our growing end markets and the business is operating with a record level of backlog1. With order intake for the last 12 months of £50m+, the business is positioned for a strong second half of the year with improved revenue visibility into next year and beyond. The Company expects trading momentum to continue and to deliver a material improvement in FY26 financial performance vs FY25 despite the regional impact and continued uncertainty caused by the conflict in the Middle East.

Positive business momentum as we execute Project Aurora

We are encouraged by the continued progress we are making in delivering on the Project Aurora strategic plan. The plan is based on three "pillars" of strategic initiatives; Scaling the Business, Operational Excellence and Strategic Investment - the delivery of which will result in a significantly larger, more diversified and more resilient business.

The business is responding positively to the organisational change programme we have embedded in the last 18 months to help deliver Project Aurora. We highlighted with our last results announcement in March 2026 the substance of the changes delivered and how this was driving improvement in order intake in the second half of FY25. This positive trend has been maintained in the current financial year with £29.5m of new orders secured in the first six months of FY26. This supports our reported order book of £31.7m for March 2026, which represents a 2.5x increase on the number for March 2025, my first set of results as CEO.

The record backlog secured over the last year demonstrates that the strategy to drive balanced growth across end markets and geographies is working. Key highlights include:

· Three European offshore wind project contract awards secured in the Period with a cumulative order value in excess of £20m. These high-quality, multi-year contracts support the longer-term visibility and resilience of the Group with the bulk of this revenue to be delivered beyond FY26.

· High-quality Oil & Gas projects secured over the last 12 months have made a significant contribution to the business delivering positive Adjusted EBITDA for the first half. 

· Encouraging progress in growing our Marine Infrastructure revenues, including two important contracts secured in the first half supporting ports and harbour infrastructure projects. Marine Infrastructure, including ports & harbours and flood defence, represents a significant growth opportunity for the Group, extending its asset protection expertise beyond offshore energy into wider marine infrastructure applications. 

We sold Innovation House at book value in February 2026 and refinanced the balance sheet during October 2025, with the current facilities providing flexible support for our ongoing working capital requirements. Going forward, the improving balance sheet and growing backlog provides further support to our strategic investment strategy. This remains a key pillar of our growth plan based on accelerating our scale and strengthening our offering through a logical broadening of the portfolio via expansionary capex and M&A. We continue to engage with potential acquisition targets and will remain disciplined in our approach as we execute on our strategy to augment and diversify our business to increase shareholder value.

Following the third anniversary of the Convertible Loan Note ("CLN") with SCF Capital Partners ("SCF") coming into effect in April 2023, the CLN has expired. SCF invested in Tekmar as it recognized the inherent value arising from its market pedigree, strong reputation in the industry for technical leadership and the compelling growth opportunity this represented in expanding global markets. The CLN allowed SCF to subscribe for up to £18m of convertible loan notes and was primarily available to support the Group to finance acquisition led growth. Whilst the CLN has been allowed to lapse, SCF remains fully committed to supporting the Company.

The Board welcomes SCF's ongoing support and believes the absence of the CLN mechanism provides a cleaner balance sheet for equity investors whilst continuing to present the opportunity for SCF to support strategic growth through equity investment in line with their investment strategy. 

Market Update

Tekmar operates in markets supported by long-term structural growth drivers, including global energy security, electrification, marine infrastructure investment and the continued transition to renewable energy. The Board believes the Group remains well-positioned to capitalise on these trends and deliver sustainable growth over the medium to long term.

In relation to the uncertainties in the Middle East, the Group continues to monitor developments closely and has implemented mitigation measures to manage operational and supply chain risks. Whilst certain projects and service lines have experienced delays, and some increased costs, bottlenecks have recently shown signs of easing. Offshore Energy Services has seen a temporary deferral of activity as vessels remained out of commission due to the prevailing uncertainty in the region. From dialogue with customers, this activity is expected to return as soon as conditions allow.

The Board continues to assess potential impacts on project delivery and regional market conditions.

Looking beyond the current geopolitical uncertainty, the lead indicators across Tekmar's core offshore energy and marine infrastructure markets remain encouraging. Collectively, these indicators provide confidence in the long-term growth outlook for Tekmar's asset protection technologies and engineering services.

Offshore Wind   

The offshore wind market continues to demonstrate strong long-term fundamentals, supported by increasing energy demand, decarbonisation targets and energy security requirements. Demand is expanding globally, with Europe remaining the anchor growth market, particularly the UK1,3.

Market momentum will continue to build between now and 2030+ with the UK and Poland being examples of market highlights, evidenced in the UK by AR71 bringing with it 20 year CFDs, higher strike prices and more supply chain incentives. In Poland they have introduced 25 year CPI indexed CFD's, allowing them to award 4GW of projects in their first auction in December 2025.

Other EU markets such as the Netherlands, Belgium, Denmark and Germany are also likely to grow. This is further evidenced by the Hamburg agreement and associated North Sea Investment Pact, signed by nine North Sea nations in January 2026.² The agreement commits participating governments to establish a stable offshore wind tender pipeline and support the delivery of approximately 15GW of offshore wind capacity annually between 2031 and 2040.³ The initiative is expected to strengthen investment confidence, improve supply chain visibility and support long-term market growth across Northern Europe.

The broader offshore wind supply chain also continues to report robust demand. Major cable manufacturers maintain record order backlogs,4 whilst developers, governments and industry bodies continue to advance large-scale deployment targets across Europe, Asia-Pacific and North America.

Oil and Gas

Global oil and gas markets continue to benefit from sustained levels of capital expenditure and operational investment. Energy security considerations, combined with the continued need for reliable energy supply during the transition to lower-carbon energy systems, are supporting ongoing investment across offshore oil and gas infrastructure.

Industry forecasts continue to indicate resilient offshore spending levels, particularly in subsea developments, brownfield optimisation and asset life extension projects.5 These factors support continued demand for Tekmar's engineering expertise, stabilisation technologies and asset protection solutions across both existing and new offshore infrastructure projects.

Marine Infrastructure

Marine infrastructure markets continue to benefit from increasing investment in port modernisation, coastal resilience and critical subsea infrastructure. Governments and port operators globally are investing in upgrading existing facilities to strengthen critical infrastructure and resilience to climate-related risks and to expand capacity to meet increasing trade volumes.

The growing requirement to protect and stabilise critical infrastructure, including power cables, pipelines, ports and coastal assets, aligns closely with Tekmar's established capabilities in offshore engineering, subsea protection and stabilisation solutions. The Board therefore continues to view the marine infrastructure sector as an attractive adjacent growth market for the Group.

The aggregated demand from Tekmar's primary markets indicates a significant growth opportunity. The Project Aurora growth plan is underpinned by a prudent and heavily scrutinised view on these forecasts and takes account of potential risks and geopolitical uncertainty.

In addition to being well positioned to serve these markets the business is also heavily involved in the emerging energy infrastructure security & defence market, as well as seeing increased demand for our TekDuct Fibre Optic protection technology. Tekmar's Engineering Services team are providing expertise into digital simulation studies whilst developing advanced damage mitigation technology and monitoring / detection systems for critical marine applications.

Current Trading and Outlook

The business performed well in the first half of this year, delivering a material improvement in year-on-year profitability consistent with our guidance. Our priorities for the second half of the year are to drive the business to deliver a strong second half financial performance, manage and mitigate the impact of the events in the Middle East on our business and win good quality orders that build on our record backlog and grow multi-year visibility. Notwithstanding the impact of the ongoing uncertainty in the Middle East, the Board anticipates strong revenue and profit delivery in the second half as we continue to build our improved revenue visibility into FY27.

Richard Turner

Chief Executive Officer

18 June 2026

Notes:

(1) Backlog is defined as signed and committed contracts with clients

Sources:

1. UK Government, Record-breaking auction for offshore wind secured to take back control of Britain's energy (January 2026): https://www.gov.uk/government/news/record-breaking-auction-for-offshore-wind-secured-to-take-back-control-of-britains-energy

WindEurope, UK awards 8.4GW in Europe's largest offshore wind auction ever: https://windeurope.org/news/uk-awards-8-4-gw-in-europes-largest-offshore-wind-auction-ever/

2. UK Government, North Sea Summit Declarations 2026: https://www.gov.uk/government/publications/building-the-north-seas-power-hub-for-a-resilient-and-competitive-europe-north-sea-summit-declarations-2026

3. European Commission, Commission welcomes renewed commitment to offshore energy deployment in the North Seas (January 2026): htts://energy.ec.europa.eu/news/commission-welcomes-renewed-commitment-power-clean-indpendent-and-secure-offshore-energy-north-seas-2026-01-26_en

Linklaters, The Hamburg Declaration: A step closer to large-scale offshore wind integration in the North Sea (February 2026): https://www.linklaters.com/insights/publications/2026/february/the-hamburg-declaration-a-step-closer-to-large-scale-offshore-wind-integration-in-the-north-sea

4. Nexans, Q1 2026 press release, 26 April 2026

https://www.nexans.com/finance/financial-information/regulated-information/

Prysmian, Q1 2026 press release, 30 April 2026 

https://www.prysmian.com/en/investors/results-centre

NKT, Q1 2026, 13 May 2026

https://investors.nkt.com/company-announcements/

5. International Energy Agency (IEA), World Energy Investment 2025: https://www.iea.org/reports/world-energy-investment-2025

Group financial performance

Overview

For the six months ended 31 March 2026, the Group's revenue was £16.2m an increase of 31% on HY25. Revenue in HY26 has been weighted towards Middle East Oil & Gas projects. Despite the increased proportion of revenue derived from the Middle East of 64% (HY25 24%) and Oil & Gas markets (£9.8m vs £3.4m), the increased volumes, process improvements and cost control have helped deliver an increase in Gross Margin from 28.7% to 30.5%.

Administrative expenses and Finance costs are both lower than twelve months ago helping to reduce the Group's Loss before Tax by £1.6m to £1.1m.

Asset Protection Technology

Revenues in Asset Protection were up 30% on HY25 at £15.1m. These revenues delivered an adjusted EBITDA of £1.2m (HY25 £0.26m). The Asset Protection business has been successful in the period delivering Polyurethane ("PU") products into Oil & Gas markets which helped offset lower revenues from Concrete products and helped the Group successfully manage the timing of major projects in the Offshore Wind market.

The benefits of Project Aurora through increased volume, commercial management and cost control have seen margins increase from 28.2% to 30.6%, despite Offshore Wind revenues being down 41% on six months ended 31 March 2025.

Offshore Energy Services

Whilst Offshore Energy services revenue was up 52% on HY25, the growth remained below management expectations given the low base revenue in 2025. The Offshore Energy business is well placed to service the market (primarily Middle East offshore) but experienced delays to project starts which were exacerbated in March with the commencement of the Middle East conflict.

Revenue

The table above illustrates the change in revenue mix in the six months ended 31 March 2026 from both six months ended 31 March 2025 and year ended 30 September 2025. The timing of large Offshore Wind Projects has resulted in the proportion of revenue falling from c.60% in FY25 to below 30% for the six months ended 31 March 2026. The recently announced Offshore Wind Farm ("OWF") contract wins (two OWFs with combined revenue of €16m and a £4m European OWF) have contributed minimal revenue to HY26.

We are pleased that the reorganisation and refocus of the front end of our business has achieved demonstrable success in selling our PU products to our Oil & Gas customers who have traditionally only purchased concrete products from the Group. This is helping create a balanced portfolio and helping the Group manage the fluctuations in the OWF market.

We are reporting separately for the first time market revenues from Marine Infrastructure as a distinct end market. This is work that we undertake primarily in Ports and Harbours. There is a large and growing market for subsea infrastructure protection, including defence and security, and it is an area where we will be actively seeking to sell our products.

Operating expenses

The cost base continues to be carefully managed with savings in ongoing Administrative Expenses.

The only item treated as "exceptional" in the six months ended 31 March 2026 has been the Share Based Payment cost relating to the 1p share options granted to management arising from the 2023 refinancing. This treatment is undertaken solely to ensure consistency with the prior period. The major restructuring of the Group was completed in 2025 and no new major warranty issues have arisen. Any costs on upgrading IT systems and exploration of financing options have been expensed as incurred as ongoing expenses.

Adjusted EBITDA

Adjusted EBITDA is a primary measure used by management to monitor and provide a consistent measure of trading performance from one period to the next. The adjustments to EBITDA remove material items of a one-off nature or of such significance that they are considered relevant to the user of the financial statements as it represents a useful measure that is reflective of the comparable performance of the business. The Board reviews all exceptional items to ensure the resulting Adjusted EBITDA achieves this.

The £0.1m Adjusted EBITDA for the six months ended 31 March 2026 (HY25: loss £0.7m) reflects the increased revenue, improved margins and control of operating costs.

The below table shows the adjustments that have been made to calculate Adjusted EBITDA.

Profit

On a statutory basis, the Group's loss before tax for the Period was £1.1m, reflecting the trading performance outlined above and minimal exceptional "one off" costs in HY26.

Balance Sheet

Fixed Assets

The Group maintained control over capital expenditure in the six months ended 31 March 2026. £0.4m (HY25 £0.3m) was spent on non-right of use assets. The investment in the period was on plant and machinery including racking and containers to support growth in OWF.

Inventory

Inventory has increased from September with purchase of raw materials to support production activities.

Trade and other receivables

The Group has invested in the Oil & Gas market in the six months ended 31 March 2026. The Middle East conflict delayed deliveries to customers and receipts for several weeks including in March resulting in higher contract asset and Trade Debtor balances at 31 March 2026. Receipts have started to return to normal trading patterns from late April onwards.

Asset held for sale

Innovation House, the property held for resale at 31 March 2025, and 30 September 2025 was sold in February 2026 for £2.8m (net of fees).

Cash

Cash was lower at the end of March 2026 due to delays in deliveries to customers and receipts from customers in the Middle East due to the conflict. As noted above, receipts from Middle East customers have returned to a more normal trading pattern over the past few months.

Current liabilities

Current liabilities reduced by £2.0m to £14.6m (HY25 £16.6m). The other borrowings due within twelve months have reduced by £2.7m to £3.9m as the Trade Loan has decreased by £0.5m and Bank Loans by £2.3m.

The amounts within current liabilities to cover the Warranty Provision was £2.0m with no change post 30 September 2025.

Bank Facilities

The £3.0m CBILS loan was repaid in full in October 2025. The Group then drew down a £2.0m GGS Loan amortising quarterly over 3 years. At 31 March 2026, the Group had made its first quarterly repayment with £0.7m classified within current liabilities and £1.2m within non-current liabilities.

Other non-current liabilities

The other non-current liabilities of £0.5m (HY25 £0.7m) are in respect of lease liabilities which are due to expire up to November 2029.

Philip Lanigan

Chief Financial Officer

18 June 2026

Notes:

(1) Adjusted EBITDA is a key metric used by the Directors. Earnings before interest, tax, depreciation and amortisation are adjusted for material items of a one-off nature and significant items which allow comparable business performance. Details of the adjustments can be found in the adjusted EBITDA section below. Adjusted EBITDA might not be comparable to other companies.

Consolidated statement of comprehensive income

for the 6M period ended 31 March 2026

1: Adjusted EBITDA, which is defined as profit before net finance costs, tax, depreciation, amortisation, share based payments charge in relation to one-off awards, material items of a one-off nature and significant items which allow comparable business performance is a non-GAAP metric used by management and is not an IFRS disclosure.

Consolidated balance sheet

as at 31 March 2026

Consolidated statement of changes in equity

for the 6M period ended 31 March 2026

Consolidated cash flow statement

for the 6M period ended 31 March 2026

Notes

1. GENERAL INFORMATION

Tekmar Group plc (the "Company") is a public limited company incorporated and domiciled in England and Wales. The registered office of the Company is Grindon Way, Aycliffe Business Park, Newton Aycliffe DL5 6SH. The registered company number is 11383143.

The principal activity of the Company and its subsidiaries (together the "Group") is that of design, manufacture and supply of subsea stability and protection technology, including associated subsea engineering services, operating across the global offshore energy markets.

Forward looking statements

Certain statements in this interim report are forward looking. The terms "expect", "anticipate", "should be", "will be" and similar expressions identify forward-looking statements. Although the Board of Directors believes that the expectations reflected in these forward-looking statements are reasonable, such statements are subject to a number of risks and uncertainties and events could differ materially from those expressed or implied by these forward-looking statements.

2. BASIS OF PREPARATION AND ACCOUNTING POLICIES

The Group's principal accounting policies have been applied consistently to all of the years presented, with the exception of the new standards applied for the first time as set out in paragraph (c) below where applicable.

(a) Basis of preparation

The unaudited consolidated interim financial statements have been prepared under the historical cost convention and in accordance with UK-adopted International Accounting Standards ("IFRS"). The condensed consolidated interim financial information does not constitute financial statements within the meaning of Section 434 of the Companies Act 2006 and does not include all the information and disclosures required for full annual financial statements. It should therefore be read in conjunction with the Group's Annual Report for the year ended 30 September 2025, which has been prepared in accordance with IFRSs and is available on the Group's investor website.

As permitted, this interim report has been prepared in accordance with the AIM rules and not in accordance with IAS 34 "interim financial reporting".

The accounting policies used in the financial information are consistent with those used in the Group's consolidated financial statements as at and for the year ended 30 September 2025, as detailed on pages 53 to 58 of the Group Annual Report and Financial Statements for the year ended 30 September 2025, a copy of which is available on the Group's website, www.tekmargroup.com.

The comparative financial information contained in the consolidated financial information in respect of the year ended 30 September 2025 has been extracted from the 2025 Financial Statements. Those financial statements have been reported on by Grant Thornton UK LLP and delivered to the Registrar of Companies. The report was unqualified and did not contain a statement under Section 498(2) or 498(3) of the Companies Act 2006.

The preparation of the condensed consolidated interim financial information requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expenses. Estimates and judgements are continually evaluated and are based on historical experience and other factors, such as expectations of future events and are believed to be reasonable under the circumstances. Actual results may differ from these estimates. In preparing the condensed consolidated interim financial information, the significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those applied to the audited consolidated financial statements for the year ended 30 September 2025.

(b) Going concern

The Directors have prepared cash flow forecasts to 30 September 2027. The base case forecasts include assumptions for annual revenue growth supported by current order book, known tender pipeline and by publicly available market predictions for the sectors and geographies where the Group trades. The forecasts assume lower gross margins than historically achieved and retention of the cost base of the business with increases in salaries.

The Group held £1.9m of cash at 31 March 2026 and had drawn down £2.8m of the trade loan facility, in addition the Group has a GGS loan of £1.8m which is subject to quarterly repayments of £0.17m over a term of 3 years.

The Group meets its day-to-day working capital requirements through its operational cash balances and available banking facilities which includes a trade loan facility of up to £4.0m that can be drawn against supplier payments. The Trade Loan is backed by UKEF due to the nature of the business activities both in renewable energies and in driving growth through export led opportunities. The Trade Loan is an uncommitted facility, has an annual renewal and the Directors expect it to be renewed based on past experience, improved trading performance and the support of UKEF.

There are no financial covenants that the Group must adhere to in either of the bank facilities though following the receipt of monies from the property sale, £0.8m is to be retained in a restricted account.

Within the base case and sensitised models management have modelled the outflow of cash of £2.0m in relation to note 9 Provisions within the going concern period. Management have not modelled anything in relation to the matter set out note 9 Contingent Liabilities, as management have assessed there to be no present obligation.

The Directors have sensitised their base case forecasts for a severe but plausible downside impact. This sensitivity includes reducing revenue by 16% (£12m equivalent) for the 18-month period to 30 September 2027, to model the potential loss or delay of a certain level of contracts in the pipeline that form the base case forecast. The base case and sensitised forecast also include discretionary spend on capital outlay. The Directors note there is further discretionary spend within their control which could be cut, if necessary, although this has not been modelled in the sensitised case given the headroom already available.

The sensitivities modelled give the Directors comfort in adopting the going concern basis of preparation of this financial information. 

The Directors are satisfied that the cash flow forecasts show that the Group is expected to have a sufficient level of financial resources available through current facilities to continue in operational existence and meet its liabilities as they fall due for at least the next 12 months from the date of approval of the financial statements and for this reason they continue to adopt the going concern basis of preparation.

(c) New standards, amendments and interpretations 

The new standards, amendments or interpretations issued in the year, with which the Group has to comply with, have not had a significant effect impact on the Group. There are no standards endorsed but not yet effective that will have a significant impact going forward.

(d) Basis of consolidation

Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group and are deconsolidated from the date control ceases. Inter-company transactions, balances and unrealised gains and losses on transactions between Group companies are eliminated.

(e) Revenue

Revenue in the asset protection technology division arises from the supply of subsea protection solutions and associated equipment, principally through fixed fee contracts. Offshore energy services division revenue is from supply of equipment and services, either through fixed fee contracts or contracts based on time duration. There are also technical consultancy engineering services delivered within asset protection technology division.

To determine how to recognise revenue in line with IFRS 15, the Group follows a 5-step process as follows:

1. Identifying the contract with a customer

2. Identifying the performance obligations

3. Determining the transaction price

4. Allocating the transaction price to the performance obligations

5. Recognising revenue when / as performance obligation(s) are satisfied

Revenue is measured at transaction price, stated net of VAT and other sales related taxes.

Revenue is recognised either at a point in time, or over-time as the Group satisfies performance obligations by transferring the promised services to its customers as described below.

i) Fixed-fee contracted supply of subsea protection solutions

For the majority of revenue transactions, the Group enters individual contracts for the supply of subsea protection solutions, generally for a specific project in a particular geographic location. Each contract generally has one performance obligation, to supply subsea protection solutions. When the contracts meet one or more of the criteria within step 5, including the right to payment for the work completed, including profit should the customer terminate, then revenue is recognised over time. If the criteria for recognising revenue over time is not met, revenue is recognised at a point in time, normally on the transfer of ownership of the goods to the customer.

For contracts where revenue is recognised over time, an assessment is made as to the most accurate method to estimate stage of completion. This assessment is performed on a contract-by-contract basis to ensure that revenue most accurately represents the efforts incurred on a project. For the majority of contracts this is on an input's basis (costs incurred as a % of total forecast costs). 

There are also contracts which include the manufacture of a number of separately identifiable products. In such circumstances, as the deliverables are distinct, each deliverable is deemed to meet the definition of a performance obligation in its own right and do not meet the definition under IFRS of a series of distinct goods or services given how substantially different each item is. Revenue for each item is stipulated in the contract, and revenue is recognised over time as one or more of the criteria for over time recognition within IFRS 15 are met. Generally, for these items, an output method of estimating stage of completion is used as this gives the most accurate estimate of stage of completion. On certain contracts variation orders are received as the scope of contract changes, these variation orders are considered on a case-by-case basis to determine whether they form a separate performance obligation in their own right or an addition to the original performance obligation. The same revenue recognition criteria discuss above is then applied to the variation order.

In all cases, any advance billings are deferred and recognised as the service is delivered.

ii) Manufacture and distribution of ancillary products, equipment.

The Group also receives a proportion of its revenue streams through the sale of ancillary products and equipment. These individual sales are formed of individual purchase orders for which goods are ordered or made using inventory items. These items are recognised on a point in time basis, being the delivery of the goods to the end customer.

iii) Provision of consultancy services

The entities within the offshore energy division also provide consultancy-based services whereby engineering support is provided to customers. These contracts meet one or more of the criteria within step 5, including the right to payment for the work completed, including profit should the customer terminate. Revenue is recognised over time on these contracts using the inputs method.

Tekmar Group plc applies the IFRS 15 practical expedient in respects of determining the financing component of contract consideration: An entity need not adjust the promised amount of consideration for the effects of a significant financing component if the entity expects, at contract inception, that the period between when the entity transfers a promised good or service to a customer and when the customer pays for that good or service will be one year or less.

Accounting for revenue is considered to be a key accounting judgement which is further explained in note 3.

(f) EBITDA and Adjusted EBITDA

Earnings before Interest, Taxation, Depreciation and Amortisation ("EBITDA") and Adjusted EBITDA are non-GAAP measures used by management to assess the operating performance of the Group. EBITDA is defined as profit before net finance costs, tax, depreciation and amortisation. Material items of a one-off nature or of such significance they are considered relevant to the user of the financial statements and share based payment charge in relation to one-off awards are excluded.

The Directors primarily use the Adjusted EBITDA measure when making decisions about the Group's activities. As these are non-GAAP measures, EBITDA and Adjusted EBITDA measures used by other entities may not be calculated in the same way and hence are not directly comparable.

3. CRITICAL ACCOUNTING JUDGEMENTS AND ESTIMATES

The preparation of the Group financial statements under IFRS requires the Directors to make estimates and assumptions that affect the reported amounts of assets and liabilities. Estimates and judgements are continually evaluated and are based on historical experience and other factors including expectations of future events that are believed to be reasonable under the circumstances. Actual results may differ from these estimates.

The Directors consider that the following estimates and judgements are likely to have the most significant effect on the amounts recognised in the Group financial statements.

(a) Critical judgements in applying the entity's accounting policies

Revenue recognition

Judgement is applied in determining the most appropriate method to apply in respect of recognising revenue over-time as the service is performed using either the input or output method. Further details on how the policy is applied can be found in note 2(e). 

(b) Critical accounting estimates

Revenue recognition - stage of completion when recognising revenue overtime

Revenue on contracts is recognised based on the stage of completion of a project, which, when using the input method, is measured as a proportion of costs incurred out of total forecast costs. Forecast costs to complete each project are therefore a key estimate in the financial statements and can be inherently uncertain due to changes in market conditions. For the partially complete projects within the Asset Protection Technology segment, within the PU Business at year end if the percentage completion was 1% different to management's estimate the revenue impact would be £138k and within the Concrete Business there were a number of projects in progress over the year end and a 1% movement in the estimate of completion would impact revenue by £31k. However, the likelihood of errors in estimation is small, as the businesses have a history of reliable estimation of costs to complete and given the nature of production, costs to complete estimate are relatively simple.

Recoverability of contract assets and receivables

Management judges the recoverability at the balance sheet date and makes a provision for impairment where appropriate. The resultant provision for impairment represents management's best estimate of losses incurred in the portfolio at the balance sheet date, assessed on the customer risk scoring and commercial discussions. Further, management estimate the recoverability of any accrued income balances relating to customer contracts. This estimate includes an assessment of the probability of receipt, exposure to credit loss and the value of any potential recovery. Management base this estimate using the most recent and reliable information that can be reasonably obtained at any point of review. The Group have recognised a credit loss provision in relation to a specific historic aged trade receivable (See note 7)

Impairment of non-current assets

Management conducts annual impairment reviews of the Group's non-current assets on the consolidated statement of financial position. This includes goodwill annually, development costs where IAS 36 requires it, and other assets as the appropriate standards prescribe. Any impairment review is conducted using the Group's future growth targets regarding its key products and services of PU, Concrete, Engineering Services and Offshore Energy Services. Sensitivities are applied to the growth assumptions to consider any potential long-term impact of current economic conditions. Provision is made where the recoverable amount is less than the current carrying value of the asset.

Provision for warranty costs

In accordance with IAS 37, the company recognises a provision when it has a present obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. The estimation and calculation of the value of provisions involves significant judgement, particularly in determining the likelihood, cost and timing of warranty related issues.

4. REVENUE AND SEGMENTAL REPORTING

Management has determined the operating segments based upon the information provided to the executive Directors which is considered the chief operating decision maker. The Group is managed and reports internally by business division and markets.

Major customers

In the 6-months ended 31 March 2026 there were three major customers that individually accounted for at least 10% of total revenues (HY25 two customers). The revenues relating to these in the 6-months to 31 March 2026 were £10,314k (HY25 £4,851k). Included within this is revenue from multiple projects with different entities within each customer.

Profit and cash are measured by division and the Board reviews this on the following basis.

5. EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the earnings attributable to equity shareholders by the weighted average number of ordinary shares in issue. Diluted earnings per share are calculated by including the impact of all conditional share awards.

The calculation of basic and diluted profit per share is based on the following data:

*Adjusted earnings per share is calculated as profit for the period adjusted for amortisation as a result of business combinations, exceptional items and the tax effect of these at the effective rate of corporation tax, divided by the closing number of shares in issue at the Balance Sheet date. This is the measure most commonly used by analysts in evaluating the business' performance and therefore the Directors have concluded this is a meaningful adjusted EPS measure to present.

6. GOODWILL AND OTHER INTANGIBLES

The remaining amortisation periods for software and product development are 6 months to 48 months (2025: 6 months to 48 months).

7. TRADE AND OTHER RECEIVABLES