26th Jun 2025 13:41
(Alliance News) - Marlowe PLC on Thursday reported a swing to profit in the year ended March 31, ahead of the company's takeover by Mitie Group PLC.
The London-based software company focuses on business compliance services. Marlowe posted pretax profit of GBP144.9 million in financial 2025, swinging from a loss of GBP10.9 million in 2024.
Full-year revenue declined by 26% to GBP373.0 million from GBP503.2 million the year prior.
Still, earnings per share were 159.7 pence, compared to a loss per share of 10.6 pence on-year, and net debt reduced to GBP1.0 million from GBP202.9 million.
Noting the apparent disparity between lower revenue and a swing to profit, Marlowe explained that it saw a negative revenue impact from the divestment of its Governance, Risk and Compliance businesses, which had an enterprise value of GBP430 million. The firm also pointed to the demerger of its Occupational Health branch, now separately registered as Optima Health PLC. Acquisition and disposal costs totalled about GBP4.1 million, compared to GBP7.8 million the previous year.
Marlowe maintained that the restructuring was carried out for the company's benefit. Its main focus is Testing, Inspection & Certification, which includes Fire Safety & Security as well as Water & Air Hygiene. The company said that trading for financial 2026 was in line with expectations, but noted that its profit margins were feeling the pressure of national insurance costs and the rise in minimum wage.
Marlowe's former Chief Executive Alex Dacre transferred after the divestment concluded last year, and Chair Kevin Quinn also stepped down. Since then, Lord Ashcroft has served as non-executive interim chair.
At the beginning of June, Marlowe said it had agreed to a takeover proposal from Mitie Group PLC, a Glasgow-based outsourcing and energy services company. The offer is for an implied 466p per Marlowe share, based on the closing share price the day before the offer was announced. This values Marlowe at GBP366 million in total.
Since the takeover deal was reported, Marlowe has said it no longer expects to begin the additional GBP15 million buyback scheme announced in April, which was due to begin once Marlowe had completed a previously announced GBP75 million programme of buybacks.
Marlowe shareholders will vote to approve Mitie's offer on July 16.
Marlowe shares traded down 0.2% at 441.00p on Thursday afternoon in London, while Mitie shares remained flat at 139.80p.
By Holly Munks, Alliance News reporter
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