Johnson Matthey Full Year Results

Results in line with expectations, more focused JM accelerating value creation

·

Agreed sale of Catalyst Technologies to Honeywell International Inc. (Honeywell) at an attractive valuation - enterprise value of £1.8 billion on a cash and debt-free basis,13.3x 2024/25 EBITDA¹

·

£1.4 billion of net sale proceeds to be returned to shareholders following completion²

·

Creating a highly focused, lean and agile group

·

Driving a step change in sustainable cash generation through rigorous cost control, materially lower capex and significant working capital benefits

·

Committed to growing annual cash returns to shareholders from at least £130 million for 2025/26, equivalent to the total dividend for 2024/25³, to at least £200 million for 2026/27 and beyond⁴

·

2024/25 results in line with guidance against a challenging market backdrop - underlying operating profit ex-divestments of £388 million, up 6%, at constant PGM prices and currency

·

Reported operating profit of £538 million benefiting from a £482 million profit on disposal of businesses. This was partly offset by £329 million impairment and restructuring charges primarily across Clean Air, PGM Services and Hydrogen Technologies

Reported results

Underlying results⁵,⁶

Year ended31st March

%change

Year ended31st March

%change

% change,ex-divestments⁷, constant FX rates

2025

2024

2025

2024

Revenue

£m

11,674

12,843

-9

Sales excl. precious metals⁸

£m

3,470

3,904

-11

-2

Operating profit

£m

538

249

116

389

410

-5

+5

Profit before tax

£m

486

164

196

334

328

+2

Profit after tax

£m

373

108

245

263

260

+1

Basic earnings per share

pence

211.8

58.6

261

149.2

141.3

+6

Ordinary dividend per share

pence

77.0

77.0

-

Free cash flow

£m

521

189

Cash from operating activities

£m

381

592

Net debt

£m

799

951

Liam Condon, Chief Executive Officer, commented:

Today's announcement represents a significant milestone in the over 200 year history of Johnson Matthey. Following on from the divestment of our Medical Devices business at a highly attractive valuation, we have now agreed to the sale of our Catalyst Technologies business for £1.8 billion. This allows JM to realise a very attractive valuation for this business that fully reflects its strong long-term growth prospects. We will now fundamentally re-shape Johnson Matthey into a more highly focused and leaner business. This will better position us to leverage our strong capabilities and leading market positions in Clean Air and PGM Services as we drive a step change in sustainable cash generation with higher returns to shareholders. Our full year results were underpinned by a strong second half and were in line with guidance and market expectations, against challenging market headwinds. This resilient performance reflects the strength of our businesses and the strategic progress delivered, including cumulative benefits of £200 million from our 2021/22 to 2024/25 group transformation programme.

Group outlook for the year ending 31st March 2026

For 2025/26 we expect mid single digit percentage growth in group underlying operating profit at constant precious metal prices and constant currency, supported by self-help measures.⁹ This assumes a full year of contribution from Catalyst Technologies. Whilst we expect good growth in the first half, overall performance will continue to be weighted towards the second half.

In Clean Air we expect modest growth in operating profit, with a margin of 14-15%. This is based on external data which suggest a 4% decline in global light duty vehicle production for 2025/26, before any potential impact on customer demand due to tariffs. Despite a challenging market, operating profit growth and margin expansion will be driven by our ongoing operational excellence and transformation benefits. In PGM Services, we expect lower operating profit largely reflecting reduced metal recoveries. In Hydrogen Technologies, we continue to expect to achieve operating profit breakeven by the end of 2025/26. Assuming a full year of contribution from Catalyst Technologies, we expect this business to deliver good operating profit growth in 2025/26.¹⁰

If PGM (platinum group metal) prices remain at their current level¹¹ for the remainder of 2025/26, we expect a limited effect on full year operating profit compared with the prior year.¹²

At current foreign exchange rates¹³, translational foreign exchange movements for the year ending 31st March 2026 are expected to adversely impact underlying operating profit by c.£5 million.

We are mindful of the current uncertain macroeconomic environment including the potential impact of the evolving tariff situation and its impact on our customers. We remain well positioned given our global manufacturing footprint enabling local supply and, strong long-standing and flexible customer and supplier relationships. We are undertaking a range of mitigating actions, including rebalancing production to leverage our global footprint, adjusting supply chains, customer negotiations and engagement with the relevant governments. On the basis of the current tariff proposals¹⁴, post our mitigating actions, we do not expect the direct impact of tariffs to be material. The indirect impact of the changing trade landscape on customer demand in our key markets remains uncertain at this time.

Dividend

The board will propose a final ordinary dividend for the year of 55.0 pence per share at the Annual General Meeting (AGM) on 17th July 2025. Together with the interim dividend of 22.0 pence per share, this gives a total ordinary dividend of 77.0 pence per share, maintained at the same level as the prior year. Subject to approval by shareholders, the final dividend will be paid on 5th August 2025, with an ex-dividend date of 5th June 2025.

Board changes

As previously announced, Jane Griffiths stepped down as Chair of the Societal Value Committee and from the board on 31st December 2024. Rita Forst succeeded Jane as Chair of the Societal Value Committee from 1st January 2025. Sinead Lynch was appointed independent Non-Executive Director and joined the board on 1st January 2025.

On 10th February 2025 we announced that, following nearly seven years as Chair of Johnson Matthey, Patrick Thomas informed the board that he does not intend to seek re-election at the AGM on17th July 2025. Patrick will step down from the board and his position as Chair immediately following the AGM. We expect Patrick's successor to be announced by the AGM.

Richard Pike was appointed Chief Financial Officer and joined the board on 1st April 2025. 

Investment Committee

On 27th January 2025, JM announced the establishment of an Investment Committee of the board, which will reinforce the company's investment strategies and capital allocation. Specific responsibilities of the Committee will include review and endorsement of i) investment and capital allocation strategy, ii) major capital projects and iii) M&A activity. Chaired by Barbara Jeremiah, Senior Independent Director, the Committee will provide additional oversight to these areas in line with our commitment to delivering sustainable shareholder value.

Enquiries: 

Investor Relations

Martin Dunwoodie

Louise Curran

Director of Investor Relations and Treasury

Head of Investor Relations

+44 20 7269 8241

+44 20 7269 8235

Media

Sinead Keller

Harry Cameron 

Group External Relations Director

Teneo

+44 20 7269 8218

+44 7799 152 148

Notes:

1. 

Transaction multiple of 13.3x EBITDA is based on an agreed adjusted 2024/25 EBITDA of £136 million for the standalone Catalyst Technologies business. The underlying EBITDA of the Catalyst Technologies business in 2024/25, as reported, is £119 million (comprising £92 million of underlying operating profit, plus underlying depreciation and amortisation of £27 million.)

2. 

Further update to be provided on mechanism and timing of expected £1.4 billion shareholder return, prior to completion.

3. 

2024/25 total ordinary dividend of 77.0 pence per share.

4. 

Our current intention is for these cash returns to be delivered through ordinary dividends for 2025/26, and be broadlyequally weighted between dividends and share buybacks for 2026/27 and beyond.

5. 

Unless otherwise stated, sales and operating profit commentary refers to performance at constant exchange rates. Growth at constant rates excludes the translation impact of foreign exchange movements, with 2024/25 results converted at 2023/24 average rates. In 2024/25, the translational impact of exchange rates on group sales and underlying operating profit was an adverse impact of £58 million and £11 million respectively.

6. 

Underlying is before profit or loss on disposal of businesses, amortisation of acquired intangibles, share of profits or losses from non-strategic equity investments, major impairment and restructuring charges and, where relevant, related tax effects. For definitions and reconciliations of other non-GAAP measures, see pages 48 to 52.

7. 

Divestment of Value Businesses which is now complete.

8. 

Revenue excluding sales of precious metals to customers and the precious metal content of products sold to customers.

9. 

Baseline is underlying operating profit excluding Value Businesses (£388 million in 2024/25 as shown on page 11).

10.

Outlook commentary for Clean Air, PGM Services, Catalyst Technologies and Hydrogen Technologies refers to underlying operating performance and assumes constant precious metal prices and constant currency.

11.

Based on average precious metal prices in May 2025 (month to date).

12.

A US$100 per troy ounce change in the average annual platinum, palladium and rhodium metal prices each have an impact of approximately £1 million, £1 million and £0.5 million respectively on full year 2025/26 underlying operating profit in PGM Services. This assumes no foreign exchange movement.

13.

Based on average foreign exchange rates for May 2025 month to date (£:US$ 1.33, £:€ 1.19, £:RMB 9.59,£:INR 114).

14.

As at 16th May 2025.

Strategy update

Johnson Matthey is built on strong and long-standing foundations including world-class technologies, cutting edge R&D and exceptionally talented people. These capabilities have delivered leading market positions, strong competitive advantages and a clear ability to win across our businesses.

We have made good progress against the strategy we outlined in May 2022. We have focused our portfolio on our core strengths; secured significant commercial wins and growth opportunities; divested non-core businesses; delivered on our £200 million transformation programme; and improved our operating model to drive greater efficiency. Our strategy has been implemented against a backdrop of challenging and dynamic end markets, including lower levels of automotive production and a slowdown in the energy transition, with a direct impact on the pace of development of the green hydrogen market.

As we have executed against our strategy, we have continued to adapt with a clear focus on optimising value for shareholders. Today, we announced a significant milestone in the history of JM - the sale of Catalyst Technologies to Honeywell in a deal agreed post year-end. This is anear-term opportunity for shareholders to realise value that fully reflects the strong long-term growth prospects of Catalyst Technologies. At the same time, this allows us to de-risk our exposure to market factors beyond our control and recalibrate our strategy to become a more highly focused, lean and agile business.

Sale of Catalyst Technologies at an attractive valuation

Catalyst Technologies is a global leader in licensing process technology and supplying catalysts. It has leading positions in syngas - methanol, ammonia, hydrogen and formaldehyde - and a strong sustainable technologies portfolio. Catalyst Technologies is targeting high growth, high return opportunities in the decarbonisation of fuels and chemical value chains.

We have delivered significant commercial wins and partnerships, and developed a pipeline of more than 150 sustainable technologies projects that is expected to deliver long-term profitable growth as the world transitions to net zero.

The sale to Honeywell for an enterprise value of £1.8 billion on a cash and debt-free basis, implying a multiple of 13.3x 2024/25 EV/EBITDA¹, fully reflects the highly attractive long-term growth prospects of Catalyst Technologies, including the delivery of its substantial sustainable technologies project pipeline.

After deducting one-off payments and associated costs of c.£0.2 billion, this implies total net proceeds of c.£1.6 billion (subject to customary closing adjustments). We intend to return£1.4 billion of these proceeds to shareholders following completion. The remaining c.£0.2 billion of total net proceeds will be retained for general corporate purposes. We expect to provide a further update on the mechanism and timing of shareholder return prior to completion. Completion is expected by the first half of calendar year 2026.

Notes:

1.

Transaction multiple of 13.3x EBITDA is based on an agreed adjusted 2024/25 EBITDA of £136 million for the standalone Catalyst Technologies business. The underlying EBITDA of the Catalyst Technologies business in 2024/25, as reported, is £119 million (comprising £92 million of underlying operating profit, plus underlying depreciation and amortisation of £27 million.)

JM will be a more highly focused, lean and agile business

Following the agreed sale of Catalyst Technologies, JM will be a more highly focused, lean and agile business, centred around Clean Air and PGM Services. These businesses have leading market positions, underpinned by our strong heritage and expertise in PGMs (platinum group metals), combined with a fully circular business model based on our world-class refining capabilities and our ability to manage PGMs for our customers.

We have a clear strategy to drive sustainable value creation from these core businesses. As we

re-shape JM and create a leaner organisation, we are committed to driving a step change in cash generation. Our renewed focus on cost leadership and cash generation will support materially enhanced shareholder returns. We will maintain a disciplined capital allocation framework targeting 1.0 to 1.5x net debt to EBITDA¹ over the medium-term.

Clean Air - a leading global player in a large and durable addressable market

In Clean Air, we aim to be a lasting partner providing world-leading technology to support our customers and reduce harmful emissions. We remain focused on driving continued margin improvement to support significant cash generation in the medium to long-term.

Clean Air is serving a durable market with expectations for increased longevity of the internal combustion engine (ICE). Over the past three years, we have seen a global slowdown in battery electric vehicle (BEV) penetration and the regulatory environment has also supported ICE longevity. Together these dynamics are driving medium to long-term upside for Clean Air versus previous market forecasts.

We continue to make good progress in winning new business. Our win rate in heavy duty diesel in 2024/25 was 100%², demonstrating the strength of our technology leadership in this resilient market. In addition, our win rates have increased in light duty gasoline, where we are being selective and targeting the most profitable business, including in the growing hybrid segment. Looking ahead, we are prioritising long-term relationships with key customers, aiming to be their supplier of choice and lasting partner. Beyond this, we are applying our leading technology and strong market positions to win business in Clean Air Solutions - our emissions control growth business which manufactures products for emerging applications such as hydrogen ICE, backup generators for data centres and CO2 capture.

Alongside our focus on the top line, we continue to drive efficiency in Clean Air. In the year, we improved our margin by 120 basis points, driven by additional cost savings and further optimisation of our manufacturing footprint as we reduced the number of production lines by 20%. We are reducing our overheads, targeting an additional 20% reduction in divisional R&D and SG&A spend by the end of 2025/26, with continued consolidation of our manufacturing footprint and reduced production lines. Alongside ongoing operational and commercial excellence initiatives, we expect these actions to drive margin improvement to 14-15% by 2025/26 and into the range of 16-18% by 2027/28.

Through our continued focus on efficiency and in a more durable internal combustion engine market, in 2027/28, we expect Clean Air sales of more than £2 billion (of which c.90% of the business is already won) and an operating margin in the range of 16-18%. We expect at least £2.1 billion of further cash to be delivered by 2030/31³, with significant cash flow beyond then.

Notes:

1.

Net debt to EBITDA target was previously 1.5 to 2.0 times.

2.

Based on sales won as a percentage of sales bid on, from 1st April 2024 to 31st March 2025.

3.

Delivered £2.4bn of cash cumulatively in the four years since 2021/22. Cash target of at least £4.5 billion from1st April 2021 to 31st March 2031, pre-tax and post restructuring costs.

PGM Services - the world's largest secondary refiner of PGMs and global liquidity hub

PGMs have been the backbone of JM for over 200 years. PGM Services underpins the group, providing a foundational PGM ecosystem and deep technical expertise. We are the largest secondary refiner of PGMs globally (by volume), the global liquidity hub for PGMs¹ and experts in converting PGMs into high value products.

With their unique properties, PGMs are critical to many high-performance applications today. As new applications emerge beyond the internal combustion engine, we expect the overall value pool of PGM demand to increase over the medium to long-term. As part of our Products business, we are converting PGMs into high value products for a wide range of industries such as agrochemicals, pharmaceuticals and defence.

We are the world's largest secondary refiner of PGMs, with demand for secondary (recycled) metal forecast to increase over the medium-term. We are currently managing our ageing PGM refinery in the UK and investing in a new, world-class refinery to replace this existing asset. Our investment is on budget and on track to be operational by the end of 2026/27. We have detailed plans to de-risk the start-up of our new refinery including progressive ramp-up metal by metal, extensive pilot scale testing and a dedicated team focusing on operational readiness, commissioning and start-up. This investment, which will secure a leadership position in PGMs for decades, will deliver significant efficiency, resilience, safety and sustainability improvements. We expect a working capital benefit as faster cycle times enable the unwind of our refinery backlog.

Over the next couple of years, until our new PGM refinery is fully operational, we expect increased maintenance costs relating to our current ageing refinery as well as lower metal recoveries. In addition we will incur dual-running costs and higher depreciation costs from 2026/27 onwards as the new refinery comes online, before returning to growth in 2027/28. In 2027/28, we expect PGM Services to generate sales of around £450 million, with an operating margin of around 30% and strong cash generation². With stable PGM prices anticipated, we continue to expect this business to deliver at least low single digit CAGR in operating profit over the medium to long-term.

Hydrogen Technologies - a leader in fuel cells and electrolyser components

Hydrogen is critical to the energy transition. With our decades of experience in fuel cells and our strong technical capabilities in PGM chemistry and catalysis, Hydrogen Technologies is well positioned for this long-term growth opportunity. Since late 2023, development of the green market has slowed significantly, driven by decelerating momentum around regulatory incentives, lack of hydrogen infrastructure, and high cost compared to incumbent technologies. Reflecting the market slowdown, we have adapted our strategy. We took action to reduce cost and are focused on reducing investment whilst maintaining long-term growth optionality. In the year, we recognised a £134 million impairment of Hydrogen Technologies due to the further slowdown of the energy transition and the corresponding slower transition to hydrogen fuel cell and electrolyser technologies.

We continue to expect Hydrogen Technologies to reach operating profit breakeven by the end of 2025/26 and be cash flow positive in 2026/27³. Hydrogen Technologies will continue to be reported as a separate business.

Notes:

1.

Global liquidity hub for PGM sponge (powder).

2.

Assumes broadly constant precious metal prices.

3.

Defined as underlying operating profit plus depreciation and amortisation (EBITDA), less capital expenditure and net working capital movements.

Growth optionality from existing assets

Whilst we carve out Catalyst Technologies and transition the group to a more highly focused and leaner business with higher cash generation, we are focused on driving performance in our core businesses - Clean Air and PGM Services. We also have longer term growth optionality across the group through Clean Air Solutions (within Clean Air), PGM Products (within PGM Services) and Hydrogen Technologies (reported separately). Clean Air Solutions manufactures products for emissions control systems in emerging applications such as hydrogen ICE, backup generators for data centres and CO2 capture. PGM Products is a leader in converting PGMs into high value products, with growth from new applications such as PGM based life science technology catalysts, and our leading Hydrogen Technologies business makes high performance components for use in hydrogen fuel cells and electrolysers. Importantly, these potentially high growth opportunities are extensions of our existing core businesses; they leverage our core technology and use existing assets which means capex requirements are minimal.

A step change in sustainable cash generation

We are pivoting towards a cash-focused business model which will deliver materially enhanced shareholder returns. This is underpinned by a high performance culture driving rigorous cost control, materially lower capex and significant working capital benefits.

Cumulative capital expenditure is expected to be c.£500 million for the three year period to 2027/28, excluding Catalyst Technologies. This includes Clean Air capital expenditure ofless than £40 million per year, c.£100 million for the completion of the new PGM refinery to be incurred largely in 2025/26 and 2026/27, and Hydrogen Technologies capital expenditure of no more than £5 million per year. Following the divestment of Catalyst Technologies and the completion of our new PGM refinery, capital expenditure will reduce to c.£120 million in 2027/28 which is mainly focused on maintenance and operational improvement. We expect capex to depreciation in the range of 0.8 to 1.0x in 2027/28 (compared with 2.0x in 2024/25).

We expect to drive material improvement in working capital of around £250 million across the group by 2027/28. This partly reflects the decommissioning of our old PGM refinery, and working capital release from the new refinery due to faster cycle times, continuous operations and increased capacity enabling better management of peak flows. In addition, there is opportunity to drive additional improvement in non-precious metal working capital which will start to come through in 2025/26. These working capital improvements will help to drive higher return on capital employed, which we expect to reach 20% over the medium-term.

We expect to generate annualised sustainable free cash flow of at least £250 million in 2027/28 and beyond. Reflecting our focus on improved cash generation and return on capital, the Group's executive remuneration schemes have been updated to reflect a higher weighting towards these financial targets.

Highly disciplined capital allocation framework delivering attractive shareholder returns

The board has established a balanced and disciplined capital allocation framework, following a detailed review and input from the Investment Committee. This framework is designed to optimise cash returns to shareholders whilst maintaining a strong balance sheet. We will target a leverage ratio of 1.0 to 1.5x net debt to EBITDA which the board believes is an appropriate range based on our financial profile.

Going forward, priorities for uses of capital will be:

·

Organic investment: focused on maintenance and operational improvement capex, following the PGM refinery upgrade

·

Shareholder returns: committed to growing annual cash returns to shareholders from at least £130 million for 2025/26, equivalent to the total dividend for 2024/25¹, to at least £200 million for 2026/27 and beyond. Our current intention is for these cash returns to be delivered through ordinary dividends for 2025/26, and be broadly equally weighted between dividends and share buybacks for 2026/27 and beyond.

·

Bolt-on acquisitions only considered if we see highly compelling opportunities in our core areas

What JM will deliver by 2027/28

JM will become a highly streamlined group, with a compelling investment proposition focused on delivering sustained strong cash generation and attractive ongoing cash returns to shareholders. JM will be a more focused, lean and efficient business centred around two core businesses, Clean Air and PGM Services. By 2027/28 we expect to deliver:

·

At least mid single digit CAGR in pro-forma operating profit² from 2024/25

·

Annualised sustainable free cash flow of at least £250 million driven by cost savings, lower capex and improved working capital

·

Cash returns of at least £200 million per annum to shareholders

Notes:

1.

2024/25 total ordinary dividend of 77.0 pence per share.

2.

Underlying operating profit excluding Catalyst Technologies and Value Businesses was (£296 million in 2024/25).

Milestones overview

In May 2024, we announced 10 new milestones for the two years to 2025/26 across key areas: winning customers, building capability and transforming the business. Despite significant headwinds created by the slowdown in the energy transition and overall market volatility, we have made good progress against the milestones with a target date of 31st March 2025.

·

Delivered £200 million transformation cost savings, in line with 2024/25 target

·

Implemented JM Global Solutions for cost effective business processes, in line with target

·

ICCA (International Council of Chemical Associations) process safety event severity rate of 0.82 was slightly behind our target of 0.80

Whilst our process severity rate was slightly behind our target, the rate has reduced significantly from 0.88 in 2023/24, due to an improved governance process for our high risk process safety scenarios and a strengthened focus on process safety at key production facilities. 

New milestones to 2027/28

As we re-shape JM following the sale of Catalyst Technologies, we have updated our strategic milestones to 2027/28.

Financial

·

Increase Clean Air underlying operating margin to 16-18% by end of 2027/28

·

Achieve operating profit breakeven and positive cash flow in Hydrogen Technologies¹

Operational

·

Carve out Catalyst Technologies following agreed sale²

·

Operate new world-class PGM refinery by end of 2026/27

·

Improve customer net promoter score³ to >52 by end of 2025/26

Sustainability

·

Improve ICCA process safety event severity rate of 0.60 by end of 2026/27⁴

·

Increase employee engagement score to at least 7.3 by end of 2025/26⁵

·

Reduce scope 1 and 2 CO₂e emissions by 40% by end of 2026/27⁶

Notes:

1.

Operating profit breakeven by the end of 2025/26 and cash flow positive in 2026/27. Cash flow defined as underlying operating profit plus depreciation and amortisation (EBITDA), less capital expenditure and net working capital movements.

2.

Completion expected by the first half of calendar year 2026.

3.

Net promoter score is a market research survey metric to measure customer satisfaction and loyalty, calculated from our annual customer survey data. 2024/25 baseline: 52 (without Catalyst Technologies target: >41, baseline: 41).

4.

ICCA - International Council of Chemical Associations. 2024/25 baseline: 0.82. (without Catalyst Technologies target: 0.60, baseline: 0.78).

5.

March 2025 baseline: 7.2 (without Catalyst Technologies target: at least 7.2, baseline: 7.1)

6.

Metric tonnes of greenhouse gases. 2019/20 baseline: 402,185 tonnes CO2 equivalents (without Catalyst Technologies target: 57% reduction, baseline: 247,609).

Performance summary for the year ended 31st March 2025¹

In the year, underlying operating profit - excluding the impact of divestments and PGM prices - grew 6%, in line with guidance. Our performance was mainly driven by self-help actions, including £80 million cost savings from our £200 million group transformation programme. Average PGM prices remained broadly stable in the year, with a small adverse impact to underlying operating profit of £6 million.

Clean Air underlying operating profit grew 3% and margin expanded 120 basis points to 11.8% (1H: 10.4%, 2H: 13.2%). Benefits from our ongoing excellence and transformation programme more than offset the impact of lower sales in a challenging global automotive market. PGM Services delivered a significantly stronger second half as expected (1H: £51 million and 2H: £98 million). The half-on-half improvement was driven by higher sales, increased metal recoveries and further efficiencies. Catalyst Technologies delivered strong underlying operating profit growth of 24% and achieved a margin of 13.8%. Performance was underpinned by strong growth in Licensing and higher first fill Catalyst volumes. In Hydrogen Technologies, despite lower sales, we delivered a significantly lower operating loss of £39 million reflecting rigorous cost control and strengthened commercial excellence as we recognised revenue from fulfilled contractual obligations.

On a reported basis, operating profit increased from £249 million in the prior year to £538 million reflecting a £482 million profit on disposal, principally Medical Device Components which completed in the first half. This was partly offset by £329 million of major impairment and restructuring charges, comprising an impairment charge of £217 million following a review of assets in the year, and restructuring charges of £112 million. The impairment charge of £217 million included a£134 million impairment to Hydrogen Technologies reflecting the further slowdown in the transition to hydrogen fuel cell and electrolyser technologies. There was also a £27 million impairment in PGM Services following a strategic review of the China refining plant and also our exit from the fuel cell market in China. We also recognised a £27 million impairment primarily of Clean Air assets as the business continues to consolidate its existing capacity and £29 million impairment to IT assets. The restructuring charges of £112 million mainly related to group wide transformation programme and divisional restructuring. Further details are included in the financial review onpage 22.

We have a strong balance sheet, with net debt of £799 million as at 31st March 2025 compared to £951 million as at 31st March 2024. Net debt to EBITDA was 1.4 times.

Free cash flow was £521 million, compared to £189 million in the prior year. This largely reflects net proceeds from the disposal of Medical Device Components. Excluding the impact of divestments, free cash flow² was £36 million (1H: negative £185 million; 2H: £221 million), representing cash conversion³ of 9%. In the year, we returned £388 million to shareholders via dividends (£138 million) and share buyback (£250 million).

Notes:

1.

Unless otherwise stated, sales and operating profit commentary refers to performance at constant exchange rates. Growth at constant rates excludes the translation impact of foreign exchange movements, with 2024/25 results converted at 2023/24 average rates. In 2024/25, the translational impact of exchange rates on group sales and underlying operating profit was an adverse impact of £58 million and £11 million respectively.

2.

Net cash flow from operating activities after net interest paid, net purchases of non-current assets and investments, dividends received from joint ventures and associates and the principal elements of lease payments, adjusted for the impact of the disposal of Value Businesses.

3.

Cash conversion defined as free cash flow² as a percentage of underlying operating profit.

Summary of underlying operating results

Unless otherwise stated, commentary refers to performance at constant FX rates¹. Percentage changes in the tables are calculated on rounded numbers.

Sales

(£ million)

Year ended31st March

% change

% change,constant FX rates

2025

2024

Clean Air

2,319

2,581

-10

-8

PGM Services

464

462

-

+1

Catalyst Technologies

669

578

+16

+17

Hydrogen Technologies

60

71

-15

-15

Eliminations

(79)

(114)

n/a

n/a

Sales excluding Value Businesses

3,433

3,578

-4

-2

Value Businesses²

37

326

n/a

n/a

Total sales

3,470

3,904

-11

-10

Underlying operating profit(£ million)

Year ended31st March

% change

% change, constant FX rates

2025

2024

Clean Air

273

274

-

+3

PGM Services

149

164

-9

-8

Catalyst Technologies

92

75

+23

+24

Hydrogen Technologies

(39)

(50)

n/a

n/a

Corporate

(87)

(82)

n/a

n/a

Underlying operating profit excluding Value Businesses

388

381

+2

+5

Value Businesses²

1

29

n/a

n/a

Total underlying operating profit

389

410

-5

-2

Reconciliation of underlying operating profitto operating profit(£ million)

Year ended31st March

2025

2024

Underlying operating profit

389

410

Profit / (loss) on disposal of businesses³

482

(9)

Major impairment and restructuring charges³

(329)

(148)

Amortisation of acquired intangibles

(4)

(4)

Operating profit

538

249

Notes:

1.

Growth at constant rates excludes the translation impact of foreign exchange movements, with 2024/25 results converted at 2023/24 average rates. In 2024/25, the translational impact of exchange rates on group sales and underlying operating profit was an adverse impact of £58 million and £11 million respectively.

2.

Includes Battery Materials, Battery Systems and Medical Device Components which are all now disposed.

3.

For further detail on these items please see page 22.

Second half performance

Unless otherwise stated, commentary refers to performance at constant FX rates¹. Percentage changes in the tables are calculated on rounded numbers.

Sales

(£ million)

2H

2024/25

2H

2023/24

% change

% change,constant FX rates

Clean Air

1,154

1,295

-11

-9

PGM Services

257

232

+11

+12

Catalyst Technologies

333

296

+13

+14

Hydrogen Technologies

40

34

+18

+18

Eliminations

(37)

(56)

n/a

n/a

Sales excluding Value Businesses

1,747

1,801

-3

-1

Value Businesses²

1

136

n/a

n/a

Total sales

1,748

1,937

-10

-8

Underlying operating profit(£ million)

2H

2024/25

2H

2023/24

% change

% change,constant FX rates

Clean Air

152

150

+1

+4

PGM Services

98

86

+14

+16

Catalyst Technologies

42

40

+5

+8

Hydrogen Technologies

(13)

(24)

n/a

n/a

Corporate

(45)

(37)

n/a

n/a

Underlying operating profit excluding Value Businesses

234

215

+9

+12

Value Businesses²

(1)

15

n/a

n/a

Total underlying operating profit

233

230

+1

+4

Notes:

1.

Growth at constant rates excludes the translation impact of foreign exchange movements, with 2024/25 results converted at 2023/24 average rates. In 2024/25, the translational impact of exchange rates on group sales and underlying operating profit was an adverse impact of £58 million and £11 million respectively.

2.

Includes Battery Materials, Battery Systems and Medical Device Components which are all now disposed.

Summary of underlying operating results on a pro-forma basis

Subject to completion of the Catalyst Technologies sale, below we have provided 2024/25 sales and underlying operating profit excluding Catalyst Technologies and Value Businesses (divested). Unless otherwise stated, commentary refers to performance at constant FX rates¹. Percentage changes in the tables are calculated on rounded numbers.

Sales

(£ million)

Year ended31st March

% change

% change,constant FX rates

2025

2024

Clean Air

2,319

2,581

-10

-8

PGM Services

464

462

-

+1

Hydrogen Technologies

60

71

-15

-15

Eliminations

(79)

(114)

n/a

n/a

Sales (pro-forma)

2,764

3,000

-8

-6

Catalyst Technologies

669

578

+16

+17

Value Businesses²

37

326

n/a

n/a

Total sales

3,470

3,904

-11

-10

Underlying operating profit(£ million)

Year ended31st March

% change

% change, constant FX rates

2025

2024

Clean Air

273

274

-

+3

PGM Services

149

164

-9

-8

Hydrogen Technologies

(39)

(50)

n/a

n/a

Corporate

(87)

(82)

n/a

n/a

Underlying operating profit (pro-forma)

296

306

-3

-

Catalyst Technologies

92

75

+23

+24

Value Businesses²

1

29

n/a

n/a

Total underlying operating profit

389

410

-5

-2

Notes:

1.

Growth at constant rates excludes the translation impact of foreign exchange movements, with 2024/25 results converted at 2023/24 average rates. In 2024/25, the translational impact of exchange rates on group sales and underlying operating profit was an adverse impact of £58 million and £11 million respectively.

2.

Includes Battery Materials, Battery Systems and Medical Device Components which are all now disposed.

Resilient performance and materially improved margin despite a challenging market

·

Sales down 8% mainly reflecting the decline in global vehicle production across both light and heavy duty

·

Underlying operating profit increased 3% and margin expanded 120 basis points to 11.8% with a significant improvement half on half (1H: 10.4% and 2H: 13.2%). This mainly reflected ongoing operational excellence and transformation benefits

·

Delivered around £400 million of cash from Clean Air in 2024/25, with a cumulative £2.4 billion¹ in the four years since 2021/22. On track to deliver at least £2.1 billion of further cash by 2030/31²

Year ended31st March

% change

% change, constant FX rates

2025

2024

£ million

£ million

Sales

Light duty diesel

1,049

1,094

-4

-2

Light duty gasoline

480

533

-10

-8

Heavy duty diesel

790

954

-17

-16

Total sales

2,319

2,581

-10

-8

Underlying operating profit

273

274

-

+3

Underlying operating profit margin

11.8%

10.6%

EBITDA margin

14.8%

13.5%

Reported operating profit

234

237

Clean Air provides catalysts for emission control after-treatment systems used in light and heavy duty vehicles powered by internal combustion engines.

Market commentary

In the year, global vehicle production declined across both light and heavy duty. Light duty ICE vehicle production was weaker across all key regions. In Europe, the decline reflected lower consumer demand in a weaker macroeconomic environment, while in North America the market was impacted by high inventory levels. In China, the continued penetration of battery electric vehicle sales drove lower light duty ICE production.

The heavy duty market was weaker in all key regions, with Europe experiencing the strongest decline reflecting subdued demand due to challenging economic conditions. China market production was impacted by the weaker macro environment. In North America, Class 8 truck production declined, impacted by high inventory levels. Demand is expected to recover in 2026 driven by cyclical truck replacement and supported by OEMs building inventory in anticipation of an early pre-buy related to new EPA27 (Environmental Protection Agency) legislation.

Notes:

1.

At actual metal prices.

2.

Cash target of at least £4.5 billion from 1st April 2021 to 31st March 2031, pre-tax and post restructuring costs.

Performance commentary

Sales were down 8%. This mainly reflected the challenging market backdrop which saw global vehicle production decline across both light and heavy duty, particularly in Europe.

Sales

Light duty diesel

In light duty diesel, sales declined 2%, significantly outperforming the global market which saw a material decline due to continued shifts in consumer behaviour towards gasoline, including hybrids. By region, we saw good sales growth in Asia, but this was more than offset by a decline in Europe whilst the Americas was broadly flat.

We saw good growth in Asia as our largest customers in Japan and India outperformed their respective markets. In Europe, we outperformed the strongly declining market due to the ramp-up of a customer platform, as well as better platform mix. In the Americas, our performance was slightly ahead of the market, largely driven by outperformance of one of our customers.

Light duty gasoline

In light duty gasoline, sales declined 8%, underperforming the global market which saw a modest decline. This largely reflects our performance in Europe, where sales were impacted by underperformance of a customer platform, and a weaker platform mix in China. In North America, historical platform losses were partly offset by the ramp up of other customer platforms.

Heavy duty diesel

Heavy duty diesel sales were down 16%, with declines across all key regions against a backdrop of a challenging market. In Europe, we underperformed the market which declined materially, largely reflecting customer underperformance. In Asia, our performance was mainly driven by China where the market is increasingly competitive. We experienced market share losses and the underperformance of some of our customers, as well as lower pricing. In the Americas, we underperformed the market, largely reflecting our regional mix. Our sales are heavily weighted towards the North American Class 8 truck market which declined, versus the South American market which grew strongly. We underperformed the Class 8 market, driven by underperformance of one of our customers.

In stationary emissions control (our Clean Air Solutions business), we saw sales growth driven by growing demand in marine and backup diesel and natural gas engine applications.

Underlying operating profit

Clean Air delivered a resilient performance. Despite challenging market conditions and lower sales, underlying operating profit grew 3% and operating margin expanded 120 basis points to 11.8%. This reflected benefits from our continued focus on footprint rationalisation, reduction of overheads and operational excellence.

Cash generation

In the year, we delivered around £400 million of cash¹. In the four years since 2021/22, we have delivered a cumulative £2.4 billion¹ of cash, of which around one fifth relates to precious metal prices.

Notes:

1.

At actual metal prices.

A significantly stronger second half as expected

·

Sales grew 1% in the year, with a significant sequential improvement in the second half mainly reflecting higher sales in our refining business and increased metal recoveries

·

Underlying operating profit down 8%, with a significant sequential improvement in the second half as expected, driven by higher sales and cost efficiencies (1H: £51 million and 2H: £98 million)

Year ended31st March

% change

% change, constant FX rates

2025

2024

£ million

£ million

Sales

PGM Services

464

462

-

+1

Underlying operating profit

149

164

-9

-8

Underlying operating profit margin

32.1%

35.5%

EBITDA margin

38.1%

42.0%

Reported operating profit

67

149

PGM Services is the world's largest recycler of platinum group metals (PGMs). This business is enabling the energy transition through developing new PGM applications and providing circular solutions. PGM Services provides a strategic service to the group, supporting our other businesses with security of metal supply and the manufacture of value-add PGM products.

Performance commentary

Sales

Sales grew 1% in the year, with a significantly improved second half performance mainly reflecting higher sales in our refining businesses. In refining, we benefited from higher volumes from industrial customers as well as metal recoveries linked to our asset renewal programme. This was partly offset by softness in the auto scrap recycling market.

In our products business, sales were slightly down overall year-on-year. Whilst we saw higher volumes from some of our industrial, pharmaceutical and agrochemical customers, this was offset by lower demand from the auto sector.

In our trading business we had lower sales year-on-year, as PGM markets experienced lower volumes and reduced price volatility. Average PGM prices have normalised over the past 18-24 months and remained broadly stable in the period.

Underlying operating profit

Underlying operating profit was down 8%. Following a weak first half performance, we delivered a significant sequential improvement in underlying operating profit in the second half as expected (1H: £51 million and 2H: £98 million.) This reflected higher sales (increased refining volumes and higher metal recoveries) as well as efficiencies as we optimised our cost base.

Strong sales and profit growth, and further progress in sustainable technologies

·

Sales up 17% with good growth in Catalysts driven by higher first fill volumes, and strong growth in Licensing

·

Won nine large scale projects in our sustainable technologies portfolio since 1st April 2024, on track against our strategic milestone to win 20 additional projects by 2025/26

·

Underlying operating profit grew 24% and margin expanded 80 basis points to 13.8% driven by a strong contribution from Licensing and higher Catalyst volumes

Year ended31st March

% change

% change, constant FX rates

2025

2024

£ million

£ million

Sales

Catalysts

563

518

+9

+10

Licensing

106

60

+77

+77

Total sales

669

578

+16

+17

Underlying operating profit

92

75

+23

+24

Underlying operating profit margin

13.8%

13.0%

EBITDA margin

17.8%

17.3%

Reported operating profit

86

70

Catalyst Technologies targets high growth, high return opportunities in fuels and chemical value chains. We have leading positions in syngas - methanol, ammonia, hydrogen and formaldehyde - and a strong sustainable technologies portfolio. Our revenue streams are licensing process technology and supplying catalysts.

Performance commentary

Sales

Sales were up 17% with good growth in Catalysts - which represents the majority of sales - and strong growth in Licensing. In particular, we delivered a good performance in China, with significant new plant builds in recent years driving higher first fill volumes in Catalysts and strong growth in our existing Licensing portfolio. In our sustainable technologies portfolio, sales almost trebled.

Catalysts: good growth driven by first fills

In Catalysts, sales grew 10% driven by higher first fill volumes as new plants came onstream, primarily in China. We also saw increased refill volumes driven by the restart of production at one of our plants following an extended shutdown, as well as new business wins in methanol. These drivers more than offset normalised demand in formaldehyde following a strong prior year, and a weaker mix in additives.

Licensing: strong growth in our existing and sustainable technologies portfolios

Licensing sales - which can be lumpy in nature - were up 77% on the prior year. We delivered strong growth in our existing core technology portfolio in China. In sustainable technologies, sales almost trebled as we recognised initial income from previously announced project wins in low carbon hydrogen and sustainable fuels.

In the year, we won nine new large scale projects in our sustainable technologies portfolio, tracking well against our strategic milestone of 20 wins in the two years to the end of 2025/26:

·

A large scale low carbon hydrogen project in Europe

·

A waste-to-methanol project in Europe

·

HIF Global's Paysandú e-methanol plant in Uruguay

·

ETFuels' e-methanol plant in Texas, US

·

Reolum's La Robla Nueva Energia e-methanol project in Spain

·

Willis Sustainable Fuels' sustainable aviation fuel project in Teesside, UK

·

SunGas Renewables' Beaker Lake bio-methanol plant in Louisiana, US

·

DG Fuels' second sustainable aviation fuel facility - located in Nebraska, US

·

A sustainable methanol project in China

Taking into account previously announced wins, we have secured 19 sustainable technologies projects globally since 1st April 2022, highlighting the strength of our technology offering and market positioning. Of these, we are actively working on 17 projects which together are worth more than £500 million in sales over five years, subject to project completion.

We have a healthy pipeline of more than 150 sustainable technologies projects. To support our project wins and pipeline of opportunities, we increased our engineering capacity by 26% in the year, well on track against our target of 30% by the end of 2025/26 (31st March 2024 baseline).

Underlying operating profit

Underlying operating profit grew 24% to £92 million and margin expanded 80 basis points to 13.8%. This was largely driven by a strong contribution from higher margin Licensing and higher Catalyst volumes.

Sale of Catalyst Technologies

Following today's announcement, we expect the agreed sale of Catalyst Technologies to Honeywell to complete by the first half of calendar year 2026.

Significantly lower operating loss benefiting from rigorous cost control

·

Sales declined 15% due to lower demand following a slowdown in the development of the green hydrogen market and customer de-stocking in the first half

·

Significantly lower operating loss of £39 million reflected continued action to reduce costs and strengthened commercial excellence. Operating loss in the second half halved compared to the first half; on track to achieve breakeven by the end of 2025/26

·

Reduced investment in line with the pace of market development; with sufficient manufacturing capacity in the UK, no further growth investment planned and only low maintenance capex from 2025/26

Year ended31st March

% change

% change, constant FX rates

2025

2024

£ million

£ million

Sales

Hydrogen Technologies

60

71

-15

-15

Underlying operating loss

(39)

(50)

n/a

n/a

Underlying operating loss margin

n/a

n/a

Reported operating loss

(184)

(60)

In Hydrogen Technologies, we provide performance-defining components across the value chain for fuel cells and electrolysers, including catalyst coated membranes (CCMs). Our ambition is to be the market leader in CCMs, focusing on PEM (proton exchange membrane) technology.

Performance commentary

Sales

Sales were down 15% to £60 million, primarily driven by lower electrolyser sales. This reflected customer de-stocking in the first half and a slowdown in the pace of development of the green hydrogen market driven by decelerating momentum around regulatory incentives, lack of hydrogen infrastructure and high cost compared to incumbent technologies.

In fuel cells, the volume decline was mostly offset by strengthened commercial excellence as we recognised revenue from fulfilled contractual obligations.

We continue to make good progress diversifying our customer base through strategic partnerships. In the year, we signed three new partnerships with leading market players, including a long-term collaboration with Bosch to develop and produce catalyst coated membranes for fuel cell stacks.

Underlying operating loss

Underlying operating loss of £39 million was significantly lower than the prior year, driven by rigorous cost control and strengthened commercial excellence as we recognised revenue from fulfilled contractual obligations.

As we adapted our strategy to reflect the pace of market development, we took action to reduce costs, including reducing headcount by over 30%. We also continued to improve our manufacturing efficiency, increasing production yields from our plant in Swindon, UK. We continue to expect Hydrogen Technologies to reach operating profit breakeven by the end of 2025/26 and be cash flow positive in 2026/27¹.

Corporate

Corporate costs were £87 million, an increase of £5 million from the prior year, largely reflecting higher inflation and professional fees.

Notes:

1.

Cash flow defined as underlying operating profit plus depreciation and amortisation (EBITDA), less capital expenditure and net working capital movements. 

Financial review

Research and development (R&D)

R&D spend was £193 million in the year, representing c.5% of sales excluding precious metals. This was down from £204 million in the prior year, largely driven by reduced R&D spend in Clean Air, and in Hydrogen Technologies reflecting the slowdown in the pace of development of the green hydrogen market.

Foreign exchange

The calculation of growth at constant rates excludes the impact of foreign exchange movements arising from the translation of overseas subsidiaries' profit into sterling. The group does not hedge the impact of translation effects on the income statement. The principal overseas currencies, which represented 84% of the non-sterling denominated underlying operating profit in the year ended 31st March 2025, were:

Share of 2024/25non-sterling denominatedunderlying operating profit

Average exchange rate

Year ended31st March

% change

2025

2024

US dollar

22%

1.28

1.26

+2

Euro

44%

1.19

1.16

+3

Indian rupee

10%

108

104

+4

Chinese renminbi

8%

9.21

9.01

+2

For the year, the impact of exchange rates decreased sales by £58 million and underlying operating profit by £11 million.

If average exchange rates for May 2025 month to date (£:US$ 1.33, £:€ 1.19, £:INR 114, £:RMB 9.59) are maintained throughout the remainder of the year ending 31st March 2026, foreign currency translation will have an adverse impact of c.£5 million on underlying operating profit.

A one cent change in the average US dollar rate, a one cent change in the average Euro rate, a one rupee change in the average Indian rupee rate, and a ten fen change in the average Chinese renminbi rate would each impact operating profit by approximately £0.9 million,£1.9 million, £0.2 million and £0.3 million, respectively.

Efficiency savings

In the year, we delivered c.£80 million of savings through our group transformation programme announced in May 2022 and incurred cash costs of c.£55 million. This marks the completion of the programme, with cumulative benefits in line with our £200 million target. Total associated cash costs to deliver the programme were c.£130 million (including £30 million of capex), in line with our guidance.

Items outside underlying operating profit

Non-underlying income / (charge)

Year ended31st March

2025

2024

£ million

£ million

Profit / (loss) on disposal of businesses

482

(9)

Major impairment and restructuring charges

(329)

(148)

Amortisation of acquired intangibles

(4)

(4)

Total

149

(161)

There was a charge of £329 million relating to major impairment and restructuring costs, comprising impairment charges of £217 million and £112 million of restructuring costs. The impairment charge of £217 million includes:

·

£134 million impairment to Hydrogen Technologies reflecting the further slowdown in the transition to hydrogen fuel cell and electrolyser technologies, cessation of construction of a plant in the US due to lower demand forecasts, and exit from the fuel cell market in China

·

£27 million in PGM Services following a strategic review of the China refining plant and also our exit from the fuel cell market in China

·

£27 million impairment primarily of Clean Air assets as the business continues to consolidate its existing capacity

·

£29 million impairment to IT assets

The restructuring costs of £112 million related to our group wide transformation programme and divisional restructuring.

The £482 million profit on disposal of businesses largely relates to the disposal of our Medical Device Components business which completed on 1st July 2024.

Finance charges

Net finance charges in the year amounted to £55 million, down from £82 million in the prior year. The decline of £27 million largely reflects a £10 million benefit from hedging instruments, an £8 million movement relating to interest on tax provisions and an £8 million metal interest benefit.

Taxation

The tax charge on underlying profit before tax for the year ended 31st March 2025 was £71 million, an effective underlying tax rate of 21.3%, broadly in line with the prior year (2023/24: 20.8%)

The effective tax rate on reported profit for the year ended 31st March 2025 was 23.3%. This represents a tax charge of £113 million, compared with £56 million in the prior year.

We expect the effective tax rate on underlying profit for the year ending 31st March 2026 to be around 22%.

Post-employment benefits

IFRS - accounting basis

At 31st March 2025, the group's net post-employment benefit position, was a surplus of£203 million. The cost of providing post-employment benefits in the year was £39 million, down from £53 million in the prior year driven by a £14 million past service credit.

Capital expenditure

Capital expenditure was £376 million¹ in the year, 2.1 times depreciation and amortisation. A key project in the year was investment in our new world-class PGM refinery.

Strong balance sheet

Net debt as at 31st March 2025 was £799 million, a decrease from £951 million at31st March 2024 and £783 million at 30th September 2024. Net debt is £17 million higher when post tax pension deficits are included. The group's net debt (including post tax pension deficits) to EBITDA was 1.4 times (31st March 2024: 1.6 times, 30th September 2024:1.4 times), which was slightly below our target range.

We use short-term metal leases as part of our mix of funding for working capital, which are outside the scope of IFRS 16. Precious metal leases amounted to £202 million as at 31st March 2025 (31st March 2024: £197 million, 30th September 2024: £197 million). 

Free cash flow and working capital

Free cash flow was £521 million in the year, compared to £189 million in 2023/24, primarily driven by net proceeds from the disposal of Medical Device Components. Excluding the impact of divestments, free cash flow² was £36 million, representing underlying cash conversion³ of 9%.

Excluding precious metal, average working capital days to 31st March 2025 increased to 62 days compared to 60 days to 31st March 2024.

Going concern

The directors have reviewed a range of scenario forecasts for the group and consider it appropriate to adopt the going concern basis of accounting in preparing these preliminary accounts.

As at 31st March 2025, the group maintains a strong balance sheet with around £1.9 billion of available cash and undrawn committed facilities. Free cash flow was strong in the year at £521 million and net debt reduced by £152 million. Net debt at 31st March 2025 was£799 million at 1.4 times net debt (including post tax pension deficits) to underlying EBITDA which was just below our target range.

While inflation has been decreasing and interest rates have started to fall, significant headwinds remain due to ongoing global auto sector weakness, persistent geopolitical tensions and political uncertainty in the US, particularly about tariffs. Despite these challenges, the group demonstrated resilience during the period, with underlying operating profit (at constant exchange rate and excluding the impact of divestments) growingmid-single digit. For the purposes of assessing going concern, we have revisited our financial projections using the latest budget for our base case scenario. The base case scenario was stress tested to a severe-but-plausible downside case which reflects lower demand across our markets to account for significant disruption from external factors and a deep recession.

Notes:

1.

Capital expenditure of £373 million as reported in the Consolidated Statement of Cash Flows. Difference reflects movements for capital accruals.

2.

Net cash flow from operating activities after net interest paid, net purchases of non-current assets and investments, dividends received from joint ventures and associates and the principal elements of lease payments, adjusted for the impact of the disposal of Value Businesses.

3. 

Cash conversion defined as free cash flow² as a percentage of underlying operating profit.

The severe-but-plausible case for Clean Air modelled scenarios assuming a smaller light and heavy duty vehicle market from reduced vehicle production and/or market consumer demand disruption, which could be caused by tariffs or other general changes to the market environment, or greater share of zero emission vehicles in market. This was assumed to result in a 10% drop in sales. For PGMS and Catalyst Technologies, it also assumed a reduction in sales and associated operating profit based on adverse scenarios using external and internal market insights.

The group has a robust funding position comprising a range of long-term debt and a £1 billion five year committed revolving credit facility newly secured in April 2025 and maturing in April 2030. There was £874 million of cash held in money market funds or placed on deposit with highly rated banks. Of the existing loans, £260 million of term debt and £40 million of other bank loans maturing between August 2024 and June 2025 were re-financed in December 2024 when the group issued c.£300 million of loan notes in the USPP market. A further£109 million of USPP debt will mature in the next 15 months. We assume no refinancing of this debt in our going concern modelling. As a long time, highly rated issuer in the US private placement market, the group expects to be able to access additional funding in its existing markets if required but the going concern conclusion is not dependent on such access as the company has sufficient financing and liquidity to fund its obligations in the base and severe-but-plausible scenarios. The group also has a number of additional sources of funding available including uncommitted metal lease facilities that support precious metal funding. Whilst we would fully expect to be able to utilise the metal lease facilities, they are excluded from our going concern modelling.

In the base case and severe but plausible scenarios, the group has sufficient headroom against committed facilities and key financial covenants are not in breach during the going concern period. Only in the unlikely event of all the additional risks identified above being overlaid on top of the severe but plausible trading scenario is there a very small breach of the financial covenants. This could be easily mitigated by reducing capital expenditure, renegotiating payment terms or reducing future dividend distributions. To give further assurance on liquidity, we have also undertaken a reverse stress test on our base case for full year to March 2026 and March 2027 to identify what additional or alternative scenarios and circumstances would threaten our current financing arrangements. This shows that we have headroom against either a further decline in profitability well beyond the severe-but-plausible scenario, or a significant increase in borrowings, or a significant increase in interest charges. Furthermore, as mentioned above, the group has other mitigating actions available which it could utilise to protect headroom. The directors have also considered forecasts which reflect the impact of the sale of the Catalyst Technologies business.

Having considered the scenarios outlined above, the directors consider it appropriate to adopt the going concern basis of accounting in preparing the preliminary announcement.

2025 

2024 

(unaudited)

(audited)

Notes

£m

£m

Revenue

2,3

11,674

12,843

Cost of sales

2

(10,775)

(11,916)

Gross profit

899

927

Distribution costs

(107)

(119)

Administrative expenses

(403)

(398)

Profit / (loss) on disposal of businesses

12

482

(9)

Amortisation of acquired intangibles

4

(4)

(4)

Major impairment and restructuring charges

5

(329)

(148)

Operating profit

4

538

249

Finance costs

(142)

(146)

Investment income

87

64

Share of profits / (losses) of associates

3

(3)

Profit before tax

486

164

Tax expense

(113)

(56)

Profit for the year

373

108

 pence 

 pence 

Earnings per ordinary share

Basic

6

211.8

58.6

Diluted

6

211.2

58.3

2025 

2024 

(unaudited)

(audited)

Notes

£m

£m

Profit for the year

373

108

Other comprehensive income / (expense)

Items that will not be reclassified to the income statement in subsequent years

Remeasurements of post-employment benefit assets and liabilities

13

37

(68)

Fair value losses on equity investments at fair value through other

comprehensive income

(2)

(7)

Tax on items that will not be reclassified to the income statement

(8)

18

Total items that will not be reclassified to the income statement

27

(57)

Items that may be reclassified to the income statement

Exchange differences on translation of foreign operations

(82)

(79)

Amounts charged to hedging reserve

(38)

(1)

Fair value gains on net investment hedges

7

4

Tax on above items taken directly to or transferred from equity

10

1

Total items that may be reclassified to the income statement in subsequent years

(103)

(75)

Other comprehensive expense for the year

(76)

(132)

Total comprehensive income / (expense) for the year

297

(24)

2025 

2024 

(unaudited)

(audited)

Notes

£m

£m

Assets

Non-current assets

Property, plant and equipment

8

1,411

1,436

Right-of-use assets

53

40

Goodwill

347

353

Other intangible assets

9

288

301

Investments in associates

71

71

Investments at fair value through other comprehensive income

38

40

Other receivables

10

98

104

Derivative financial instruments

4

49

Deferred tax assets

135

128

Post-employment benefit net assets

13

238

153

Total non-current assets

2,683

2,675

Current assets

Inventories

1,011

1,211

Taxation recoverable

15

10

Trade and other receivables

10

1,532

1,718

Cash and cash equivalents

898

542

Derivative financial instruments

55

53

Assets classified as held for sale

-

127

Total current assets

3,511

3,661

Total assets

6,194

6,336

Liabilities

Current liabilities

Trade and other payables

11

(1,984)

(2,209)

Lease liabilities

(6)

(8)

Taxation liabilities

(45)

(75)

Cash and cash equivalents ─ bank overdrafts

(24)

(12)

Borrowings

(333)

(110)

Derivative financial instruments

(14)

(11)

Provisions

(69)

(63)

Liabilities classified as held for sale

-

(35)

Total current liabilities

(2,475)

(2,523)

Non-current liabilities

Borrowings

(1,301)

(1,339)

Lease liabilities

(40)

(24)

Deferred tax liabilities

(4)

(2)

Employee benefit obligations

13

(38)

(39)

Derivative financial instruments

(9)

(10)

Provisions

(26)

(17)

Trade and other payables

11

(6)

(2)

Total non-current liabilities

(1,424)

(1,433)

Total liabilities

(3,899)

(3,956)

Net assets

2,295

2,380

Equity

Share capital

197

215

Share premium

148

148

Treasury shares

(10)

(17)

Other reserves

(51)

36

Retained earnings

2,011

1,998

Total equity

2,295

2,380

2025 

2024 

(unaudited)

(audited)

Notes

£m