Results for the six months ended 30 September 2025

Strong operational momentum and earnings growth

Allan Lockhart, Chief Executive commented: "The first half of FY26 has been another positive period for NewRiver. The successful integration of Capital & Regional has enhanced the scale of our business and delivered immediate operational and financial benefits. Our enlarged portfolio, focused on convenience-led and value-oriented retail, is performing well, with high occupancy, robust tenant retention and continued leasing momentum all of which is underpinned by strong customer spending in essential retail.

The UK retail real estate market continues to evolve, and NewRiver is exceptionally well positioned to benefit from the structural trends favouring physical, convenience-led retail formats. Our assets are in the heart of local communities, providing essential goods and services, and we are seeing growing investor interest in the capital markets.

Our portfolio's like-for-like valuation grew by +0.5%, marking a second consecutive half-year period of growth and two years of valuation stability. Against this backdrop, we have maintained a disciplined approach to capital allocation, selling three shopping centres at close to book value and then recycling proceeds into a significant share buyback that is accretive to both earnings and net asset value. Looking forward, we also have a pipeline of attractive investment opportunities, ranging from single-asset deals, to larger transactions which gives us confidence in our ability to achieve greater scale through earnings and value-accretive transactions over time.

Our balance sheet remains robust, supported by stable leverage, healthy cash reserves, and a reaffirmed investment grade credit rating from Fitch. Importantly, our operational performance has translated into tangible results for shareholders, with a total accounting return of +5.4% in the first half which represents good progress in delivering our annual target of 10%."

Scale increased and efficiencies realised following recent acquisition activity

Delivering robust operational performance

Strong financial position maintained

Results summary

For further information

This announcement contains inside information as defined in Article 7 of the EU Market Abuse Regulation No 596/2014 and has been announced in accordance with the Company's obligations under Article 17 of that Regulation. This announcement has been authorised for release by the Board of Directors.

Results presentation

The results presentation will be held at 9.30am today, 2 December 2025, at DL/28, 28 Featherstone Street, London, EC1Y 8SL.

A live audio webcast of the presentation will be available at:

https://secure.emincote.com/client/newriver/hy26

The accompanying slides will be made available at www.nrr.co.uk just prior to the presentation commencing.

A recording of this webcast will be available on the same link after the presentation, and on the Company's website (www.nrr.co.uk) later in the day.

An online presentation for retail investors will be held via Investor Meet Company on Friday 5 December 2025 at 11:30am.

Please visit the following link to register your interest: www.investormeetcompany.com/newriver-reit-plc/register-investor

Forward-looking statements

The information in this announcement may include forward-looking statements, which are based on current projections about future events. These forward-looking statements reflect the directors' beliefs and expectations and are subject to risks, uncertainties and assumptions about NewRiver REIT plc (the 'Company'), including, amongst other things, the development of its business, trends in its operating environment, returns on investment and future capital expenditure and acquisitions, that could cause actual results and performance to differ materially from any expected future results or performance expressed or implied by the forward-looking statements. 

None of the future projections, expectations, estimates or prospects in this announcement should be taken as forecasts or promises nor should they be taken as implying any indication, assurance or guarantee that the assumptions on which such future projections, expectations, estimates or prospects have been prepared are correct or exhaustive or, in the case of the assumptions, fully stated in the document. As a result, you are cautioned not to place reliance on such forward-looking statements as a prediction of actual results or otherwise. The information and opinions contained in this announcement are provided as at the date of this document and are subject to change without notice. No one undertakes to update publicly or revise any such forward looking statements. No statement in this document is or is intended to be a profit forecast or profit estimate or to imply that the earnings of the Company for the current or future financial years will necessarily match or exceed the historical or published earnings of the Company.

Chief Executive's Review

Overview

We have maintained high occupancy and tenant retention rates, underpinned by another period of strong leasing performance. These achievements reflect the strength of occupier demand within our convenience-led retail portfolio, supported by strong consumer spending in our assets and deep relationships with occupiers.

Our asset management strategy remains focused on driving income growth, improving asset quality, and recycling capital from mature assets into higher-return opportunities. Selling three stabilised shopping centres at a marginal discount to book value and reinvesting into a share buyback demonstrates our disciplined approach to portfolio management and value creation.

We have made significant progress in realising the financial and operational benefits of the successful acquisition of Capital & Regional Plc in December 2024, which has established the foundation for continued growth. Our strategy continues to focus on maximising value for our shareholders through disciplined capital allocation, active portfolio management, and operational excellence.

Disciplined Capital Management and Robust Financial Performance

We have been active in our capital recycling activities with the sale of three shopping centres for £71 million at a tight discount of -1.8% to the March 2025 book values. These disposal proceeds enabled us to execute the £36 million share buyback in August 2025 at a 26% discount to Net Tangible Asset value. This demonstrates our commitment to disciplined capital management and shareholder returns given the EPS and NTA per share accretion. The EPS accretion will be evident in H2 FY26 given that the buyback was only executed in August.

During the 6 months ended 30 September 2025, we delivered underlying funds from operations of £15.1 million, which have risen significantly compared to the previous year of £11.5 million, due primarily to the acquisition of Capital & Regional. UFFO Per Share for the period was 3.3 pence and we have declared an interim dividend of 3.1 pence per share. Our EPRA Net Tangible Asset per share improved to 104 pence, supporting a significant improvement in our total accounting return to +5.4%, which represents good progress in delivering our annual target of 10%.

Our Market is Recovering Steadily

The UK retail property market has continued to recover and evolve, with structural trends increasingly favouring convenience-led, value-oriented retail formats and omnichannel. Real wages have grown for two years and household savings are above pre-pandemic levels, inflation has moderated slightly, and consumer confidence is gradually rising, as evidenced by recent GfK data showing increased willingness to spend, all of which is creating a more favourable backdrop for us.

Retail parks and community shopping centres, which comprise 94% of our portfolio, have outperformed discretionary retail segments, benefiting from resilient footfall supported by strong consumer spending, strong occupier demand, and tightening vacancy rates. Our assets are well positioned to capture these trends, offering affordable, accessible space to those retailers that are meeting the everyday needs of local communities. Our focus on affordability and flexibility continues to attract a diverse and loyal tenant base.

We see some short-term impact from the corporate restructuring of groups like Homebase, Poundland, River Island and Bodycare. We believe that these are the result of company specific factors rather than wider sector trends. Within our portfolio, the impact will be short term as progress is made with re-leasing and a good example of that progress is in our Retail Park assets, where we have successfully replaced Homebase with Sainsbury's and The Range.

Capital markets have and continue to recognise the resilience of the UK consumer and the improving occupational market and as such we are seeing an increase in investor demand not just for retail parks but also for shopping centres. The higher income yields that retail offers together with the stronger prospect of sustained rental growth over the coming years is attracting equity investors supported by a credit market that is increasingly positive on the sector.

Portfolio is Well Positioned to Deliver Growth

The portfolio continues to outperform the national position in customer spend performance. Over the 6 months to September 2025, total in-store spend and online spend connected to the store grew by +5.4% which was a significant outperformance relative to the Lloyds Bank Retail and Supermarket benchmark of +4.6%. There was stronger spending growth in our Retail Parks over the 6-month period, with reported growth of +6.8% relative to growth in Shopping Centres of +5.0%, albeit both outperformed the benchmark.

Over the half year there was healthy growth in Groceries (+6.5%) and Health & Beauty (+4.5%), both sectors accounting for a significant 32% of total spend within our portfolio. The growth in customer grocery spend in our portfolio outperformed the Grocery benchmark of +2.7%, while the Health & Beauty spend in our portfolio slightly underperformed the Health & Beauty benchmark. Other significant growing sectors were F&B and Leisure which saw growth rates of +5.8% and +13.9% respectively and again outperformed national trends with the Lloyds Restaurant benchmark seeing growth of +4.2% over the same period.

As a result of healthy growth in our customer spend and low and affordable occupational costs, our portfolio has a blended occupational cost ratio as at September 2025 of just 8.2%. 

Our portfolio continues to deliver strong operational performance, underpinned by high occupancy of 95.3%, a robust tenant retention rate of 96%. Leasing momentum has been particularly strong with 149 leasing transactions completed covering 416,300 sq ft, securing £5.0 million in annual rent and a weighted average lease expiry of 8.6 years.

We achieved average rental uplifts on long term leasing transactions of +11.3% versus ERV and +24.2% versus previous rent, reflecting the quality of our assets, and the strength of occupier demand. This follows three consecutive financial years, FY23-FY25, where we have achieved rents more than both the valuer's ERV and previous passing rents. The long-term stability of our rent is also shown when aggregating leasing transactions versus previous passing rent over the past three years. As at HY26 this shows a positive compound annual growth rate (CAGR) of +1.0% on a 9.3 year previous lease length. This rate has improved each reporting period, from -0.4% in FY23, to -0.3% in FY24 and turning positive in FY25 at +0.7%. This compares favourably to the MSCI index where over the past 10-year period, Market Rental Values for Shopping Centres have seen a CAGR of -2.3% and Retail Warehouses -0.9%. This is a clear illustration of the strengthening occupational demand and the emergence of rental tension within our portfolio which will underpin future rental growth. 

Finally, our portfolio's like-for-like valuation grew by +0.5%, marking a second consecutive half-year period of growth and two years of valuation stability.

Capital Partnerships Delivering Revenue Growth

Capital partnerships are an important driver of revenue growth and diversification. By leveraging our asset management expertise and established relationships with institutional investors, private equity, and local authorities, we have expanded our assets under management and created new, capital-light income streams. Consequently, our capital partnership fee income has increased +40% compared to the first half of FY25.

Our annual fee income has grown at a compounded rate of 19% over the last five financial years and our focus is to continue this increase by forming co-investment joint ventures. In that regard, we see genuine opportunities and are in active discussions to create joint ventures for destination shopping centres, retail parks and shopping centre regeneration.

Our Capital Partnership business today has scale, with assets under management of £1.5 billion and therefore, we are analysing more customer spending data and strengthening our tenant relationships which is highly supportive in delivering better performance in our balance sheet assets. 

ESG - Progress to Net Zero

In the 6 months to 30 September 2025, our portfolio saw a 13% reduction in total energy consumption, equating to a 24% reduction in absolute Scope 1&2 emissions. This was driven by a 45% reduction in gas consumption, primarily owing to asset disposals. We now have only six assets (26% of the balance sheet portfolio by value) actively consuming natural gas within the landlord-controlled common parts.

We are pleased that our continued efforts to drive ESG performance improvements throughout our portfolio have been recognised in our 2025 GRESB score of 87, up from 80 in 2024. The significance of our score improvement has led us to be awarded an additional 'Green Star' (now rated 4/5 stars), reflecting our stronger standing amongst global GRESB participants. Further recognition was achieved in our updated FTSE Russell ESG rating of 3.3 (up from 3.0 in our last assessment and 14% higher than the average Retail REIT score), our updated Sustainalytics "low risk" score of 14.0 (low risk range is 10-20), and our retained EPRA Gold sBPR award for the transparency and comparability of our annual ESG disclosures.

Outlook for FY26

The operational and financial performance in the first half of FY26 has demonstrated the strength of both our strategy and well-positioned portfolio. We enter the second half with continued confidence, supported by a robust balance sheet, a clear growth plan, and a committed team.

We expect our operational performance to remain strong. We have a good leasing pipeline with sustained demand for convenience-led and omnichannel retail formats. Advanced negotiations are underway on several long-term leasing transactions that will support future earnings. Additionally, we look forward to entering Snozone's peak and key profit trading period and we are looking at how we can potentially reduce seasonality in this business by incorporating other indoor and less seasonal activities.

Capital recycling and delivering growth in capital partnerships remains a priority. We will continue to make targeted disposals with £40 million of assets currently under offer and or completed, releasing capital for reinvestment into higher-return opportunities including co-investment joint ventures and reducing our LTV in-line with guidance.

Whilst our key earnings metrics are strong, our shares continue to trade at a material discount to our net asset value, which is reflective of our size, share liquidity constraints, elevated Gilt rates and wider equity market appetite for listed REITs. We believe that increasing our scale is essential, enabling us to benefit from a lower cost of capital, improvement in our cost efficiency and increased liquidity for our shares.

To achieve our growth ambition, we have a pipeline of attractive investment opportunities, ranging from single-asset deals, to larger portfolio or corporate transactions which gives us confidence in our ability to achieve greater scale through value-accretive transactions. We remain committed to our <40% LTV guidance and have demonstrated our ability to return to within that guidance through disposals, most recently with the disposal of the Abbey Centre.

In the meantime, I would like to thank our shareholders, employees, and partners for their continued support. Together, we are building a stronger, more sustainable business that is well positioned to deliver sector-leading returns and achieve our ambitious growth objectives.

Portfolio Review

Highlights

Portfolio Metrics as at 30 September 2025

Our retail portfolio, which is predominantly focused on essential goods and services, consistently exhibits robust operational performance. We continue to experience demand throughout the portfolio for both new lettings and renewals, underscoring our confidence that our assets are strategically positioned to serve tenants who require a physical store presence.

During this period, our asset team completed deals totalling 416,300 sq ft, which has secured £5.0 million in annualised income. Long-term leasing transactions accounted for 84% of the total rent secured and were completed at rents +11.3% above the valuer's estimated rental value (ERV) and +24.2% higher than the previous passing rent. Occupancy declined marginally to 95.3% in the period which is expected to be temporary, and given the deal pipeline, we anticipate restoring occupancy to March levels in the near term.

1. Total includes Other representing <1% of total portfolio by value 2. Gross to net ratio includes Retail Parks and Shopping Centres - Core only

Due to the competitive occupational market and heightened rental pressures, long-term leasing continued to outperform estimated rental values (ERVs) across the portfolio, achieving +11.3% above the valuer's ERVs. The weighted average lease expiry (WALE) remained steady at 8.6 years, while tenant incentives were limited with an average rent-free period of 4.2 months. 

For total portfolio lease events in HY26, achieved rents showed a compound annual growth rate ("CAGR") of +0.7% compared to the previous passing rent over an average previous lease period of 7.7 years. The long-term stability of our rent is also shown when aggregating leasing transactions versus previous passing rent over the past three years. As at HY26 this shows a positive CAGR of +1.0% on a 9.3 year previous lease length. Within our Core Shopping Centres, the CAGR is +0.8% on a 7.8 year previous lease length and for our Retail Parks +1.8% over a 14.5 year lease length. This highlights the affordability and sustainability of our rents which with the strengthening occupational demand and the emergence of rental tension will underpin future rental growth. 

The NewRiver portfolio is strategically located across the UK, with 83% of the portfolio rent derived from tenants providing essential goods and services. Focused on convenience-led, community retail, it supports local needs while attracting a variety of tenants, including Discount, Value Fashion, Grocery, Home, Health & Beauty, Jewellery, and Food & Beverage retailers.

Retail Parks as at 30 September 2025

As of 30 September 2025, Retail Parks made up 23% of our portfolio by value. Located adjacent to major supermarkets, they feature free parking, large units, and easy road access, supporting local fulfilment and click-and-collect services in omnichannel retail to meet consumer demand for flexibility and convenience.

Selected highlights include:

Barrow-in-Furness, Hollywood Retail Park: This asset serves as the town's primary destination for retail and leisure. Strategically positioned opposite Tesco Extra, it accommodates key retailers including Aldi, TK Maxx, Smyths Toys, Currys and Dunelm. The period saw strong online sales growth of +7.4% where there has been a connected store visit highlighting the halo impact of physical stores. We have completed a new lease with Vue Cinemas for 20 years which is +8.8% versus the previous passing rent and will include an upgrade to the screens and unit refurbishment.

Bradford, Enterprise 5 Retail Park: At our retail park anchored by a Morrisons foodstore, our retailers continue to benefit from strong sales performance with sales growth of +3.9% year-on-year. We have secured a new 15-year lease with The Range, replacing Homebase, in line with the valuer's ERV and previous rent.

Dumfries, Cuckoo Bridge Retail Park: This retail park continues to thrive with its supermarket, DIY, discount and F&B offering. Planning consent has been secured and a lease completed with Next for a new 7,500 sq ft store, alongside a new lease with Tapi Carpets for the final vacant unit. A renewal has also been concluded with B&M for a further 13 years, reflecting an uplift in rent of +39.6% versus the previous passing rent. Planning has been submitted for Sainsbury's change of use and alterations to the former Homebase unit, with approval expected in early 2026. Sainsbury's signed a 15-year lease in March 2025, marking its first entry into the area, and is preparing a multi-million-pound investment in the store. The park is now fully let.

Leeds, Kirkstall Retail Park: We opened a newly developed Burger King drive-thru in July 2025, secured on a market-leading 20-year lease. This addition is expected to increase footfall, dwell time, and consumer spending at the park, which is anchored by a Morrisons supermarket.

Core Shopping Centres as at 30 September 2025

As of 30 September 2025, our Core Shopping Centre portfolio represented 71% of the total portfolio value across 20 community shopping centres. In the first half of the year, we completed the strategic sale of three stabilised assets - Newtownabbey, Leith, and Wallsend - which supports our strategy to redeploy capital into assets with greater growth potential. 75% by value of our core shopping centres are located in London and the South East and function as key hubs in their respective communities, are easily accessible with short travel times, enhancing social cohesion and contributing to economic prosperity by offering essential goods and services.

Selected highlights include:

Bexleyheath, Broadway Shopping Centre: This Greater London asset serves as a hub for commuters and local residents. Anchored by retailers such as Marks & Spencer and Boots, the centre continues to sustain robust occupational momentum supported by overall year on year sales growth of +4.8%. We have successfully re-let the former Bodyshop unit with Grape Tree at +5.9% above valuer's ERV.

Edinburgh, Gyle Shopping Centre: This asset serves a wide catchment area in West Edinburgh, offering excellent connectivity through free parking, tram access, and a bus interchange. Anchored by Marks & Spencer and Morrisons, alongside leading brands such as Next, Boots and Waterstones, sales have held firm, reflecting strong customer engagement. The F&B offer has been enhanced through a new 15-year lease to Nando's which is expected to increase dwell time and we have completed a new letting to The Entertainer on a 10 year term, both deals aligned with the valuer's ERV.

Maidstone, The Mall: A centre in Kent's county town, which features both independent retailers and national brands such as B&M, Boots and Next. A new letting to Baba's was completed at +45.1% above the valuer's ERV and a renewal with The Perfume Shop aligned with previous passing rent, highlighting occupier demand and an increase in rental tone across the scheme.

Newton Mearns, The Avenue: This community-centred shopping venue in Glasgow's affluent suburbs is anchored by Marks & Spencer, who have recently completed a new store fit out, and Asda, experienced year-on-year sales growth of +8.3%. The lease with restaurant operator Nonna Gina's was successfully renewed for an additional 10 years at a rate significantly exceeding both the valuer's ERV by +42.8% and the previous passing rent by +11.5%.

Walthamstow, 17&Central: Situated just 20 minutes from Central London, 17&Central is a vibrant shopping destination that boasts 65 units across 260,000 sq ft anchored by Lidl and Asda supermarkets. Sales for the HY26 period were up +1.9%, reinforcing the centre's resilience and consumer appeal. Recent leasing activity has been strong, with lease renewals with Card Factory and Vodafone at +4.5% and +9.8% above valuer's ERV respectively. Additionally, new lettings to a number of tenants including Scrivens, Amplifon and Auntie Anne's were +10.4% above valuer's ERV. The centre is set to benefit from a new adjacent residential development comprising 495 apartments across two modern buildings, which has now completed with occupancy underway. Phase 2 of the development will further increase the centre's local dominance with an additional 80,000 sq ft of retail space and 43 residential units.

Wood Green, The Mall: A dominant shopping destination in London's Wood Green area, spanning 656,000 sq ft and anchored by a top performing Primark, TK Maxx, Lidl, NHS Diagnostics Centre, a Travelodge hotel and a market hall. The addition of Wendy's and Wingstop in FY25 has strengthened the fast-food offer and during the HY26 period, we regeared Kervan restaurant's lease for 20 years at +21.9% above previous passing rent and +30.0% above the valuer's ERV, reflecting strong tenant confidence. Existing occupiers continue to perform well, with spend growth of +8.1% year-on-year.

Regeneration

We have two regeneration assets, representing only 3% of the total portfolio value, where the strategy is to deliver capital growth through redeveloping surplus retail space predominantly for residential. Our objective is to crystallise the profit from these projects in the short to medium term via sales post the receipt of a planning permission or delivery within a joint venture.

The two projects are:

Burgess Hill, The Martlets: Located in the prosperous southeast, this site already has planning consent for a mixed-use redevelopment. The project will include pre-letting agreements with a food discount retailer as the anchor, a 102-room hotel operator and a land sale to a residential developer for part of the site. A partnership with Mid Sussex District Council is in advanced stages, with construction planned to commence in 2026.

Grays Shopping Centre: This site, just 35 minutes by train from Central London, is intended for a high-density residential redevelopment featuring 850+ homes. The planning application has been submitted, with approval expected in 2026.

Work Out

The Work Out portfolio, which we identified during a review of the portfolio in 2020, represents only 3% of the total portfolio. With only one sale left in the pipeline, the remaining focus is on executing two turnaround strategies. The key strategy is the Capital Centre, Cardiff which accounts for 70% of the Work Out portfolio. Planning permission has been granted for an ambitious transformation project, which includes the creation of an 80,000 sq ft Family Entertainment Centre (FEC) and the development of a new prominent entrance for The Gym, an existing tenant. An agreement for lease is close to exchange and on completion, it is expected to significantly increase annualised net income by over £1 million per year.

Capital Partnerships

NewRiver now manages £2.3 billion worth of assets, including 43 shopping centres and 30 retail parks. NewRiver collects over £200 million in annual rent from 3,200 tenants, overseeing properties both independently and for its capital partners using a leading asset management platform.

NewRiver is positioned to continue growing its Capital Partnership initiatives by working with new and existing retail property owners. This includes destination shopping centres, convenience-led retail spaces, retail parks, and regeneration projects with local authorities. The increasing demand for expert retail asset management highlights the value of NewRiver's approach, combining a strong geographic presence with deep market insights to enhance performance and create lasting value.

We continue to strengthen our Capital Partnerships across three key sectors, driving significant leasing activity and strategic developments.

Local Authorities

Across our seven council mandates, including Canterbury City Council, Blackpool Council and Sefton Council, we have completed 15 long-term leasing events, covering 41,400 sq ft and securing £0.4 million in annualised rent.

Key Highlights:

Chatham, The Pentagon Shopping Centre: Construction on a 40,000 sq ft Healthy Living Centre is near completion. The 16,000 sq ft innovation hub, completed in 2024 designed to support start-ups and growing businesses, particularly in the creative and digital sectors, is now operational. 

Blackpool, Houndshill Shopping Centre: Following the successful re-anchoring of the former Debenhams with Frasers Group, Blackpool's retail mix continues to evolve. Expanding the food and beverage offer remains a key priority, with the recent launch of Jungle World Soft Play and other leisure offers are proposed to further strengthen the mix helping to create a true destination asset.

Bootle, Strand Shopping Centre: Demolition works are due to complete in early 2026, with almost a third of the shopping centre being redeveloped as part of the first phase of the town's transformation. Construction will begin thereafter to deliver new public realm and a vibrant mixed-use destination and has received significant public support. NewRiver will receive development management fees pursuant to its engagement on the project. The Levelling Up Fund (LUF) project continues to progress, with additional funding proposed to refurbish the wider site and enhance local service provision.

Canterbury, Whitefriars Shopping Centre: The shopping centre is fully let with trade extremely strong. We have recently completed three new lettings to Space NK, ProCook and Urban Outfitters, occupying a combined total area of 15,800 sq ft. This brings three new brands into the Centre, further enhancing the retail offer.

Private Equity Sector and Banks

Across our six mandates, including BRAVO - where we operate a joint venture on one retail park in Lisburn and one shopping centre in Sheffield - we have completed 43 long-term leasing events, covering 160,100 sq ft and securing £2.5 million in annualised rent.

Key Highlights:

Bradford, Broadway Shopping Centre: Building on the momentum of Primark relocating to the centre in 2024, new openings include Yours Clothing and Hays Travel. The F&B mix has been refreshed with Boo Burger, Starbucks and Jamaica Blue further enhancing the centre's tenant mix.

Middleton, Middleton Shopping Centre: Continues to evolve as an exciting destination at the heart of the community. Recent additions such as Pilates Central bring new energy and wellbeing to the mix, while the creation of seven new external units and a short-stay car park are setting the stage for an enhanced convenience and F&B offering with tenants such as Mother Hubbard's.

Milton Keynes, Midsummer Place: Building on the momentum of new flagship stores including Apple, Sports Direct, Flannels and Lane 7, new openings include Sostrene & Grene, Popeyes and Smoke & Pepper, while Hollister has relocated to a new format store to enable the next phase of leasing activity.

Leicester, Highcross Shopping Centre: Multiple new openings including Mango, Rituals, Maki and Ramen, Space NK and Austen Blake, with Superdrug currently fitting out a new store within the centre.

Institutional Sector

For M&G Real Estate, we currently manage 17 retail parks and one shopping centre. In the first half of the year, 12 long-term leasing events were completed, covering 112,500 sq ft, securing £2.7 million in annualised rent.

Valuation

As at 30 September 2025, our portfolio was valued at £834.7 million (31 March 2025 £897.5 million). Movements from the full year were the disposals of three Core Shopping Centre assets (£72.3 million) and a like-for-like valuation movement of +0.5% for the 6 months to September 2025. This marks the second consecutive half year period of valuation growth, driven by stability in ERVs and yield profile.

The portfolio's growth in part reflects its strong yield premium over the market. With a Net Equivalent Yield of 8.3%, it offers a substantial risk premium above both the broader real estate sector and the 10-year Government Gilt rate. Compared to the MSCI All Retail benchmark 6.7% Equivalent Yield, the portfolio provides an additional +160bps.

The Core Shopping Centre portfolio, accounting for 71% of the portfolio, delivered capital growth of +0.4% in the 6 months to September 2025, primarily driven by ERV growth of +0.2%, and which follows capital growth of +1.1% and +0.2% in FY24 and FY25 respectively.

The Retail Park portfolio, which represents 23% of the portfolio, delivered capital growth of +1.7% in the 6 months to September 2025. This is the fifth consecutive half year period our Retail Park portfolio has delivered capital growth. This was primarily attributable to yield compression as a result of completed asset management initiatives supported by the sustained investor confidence in the sector. 

The Regeneration and Work Out Portfolios experienced decline over the half year, however they now account for only 6% of the total portfolio.

1. Work out and Other includes Other representing a value of £1.7 million

Our portfolio has demonstrated greater stability in value over the long term compared to the broader retail market. It continues to outperform the MSCI All Retail, Shopping Centre, and Retail Warehouse total return benchmarks over both the 3-year and 5-year periods. While there was a slight total return underperformance relative to the MSCI All Retail benchmark due to capital growth, the income return outperformed the benchmark by +60 basis points, the key driver of total returns over the long term. 

The table below illustrates the portfolio's performance relative to the MSCI All Retail benchmark for the six months ending September 2025.

Finance review

We have delivered a strong performance in the first half of FY26, reflecting the benefits of our enlarged portfolio and disciplined capital management following the successful integration of Capital & Regional.

UFFO in the first half was £15.1 million, an increase of 31% from £11.5 million reported in HY25, primarily as a result of increased scale following the acquisition of Capital & Regional in the second half of FY25. On a per share basis, UFFO decreased from 3.7 pence in HY25 to 3.3 pence in HY26 due predominantly to Snozone seasonality because Snozone's controlled loss period impacts the first half of NewRiver's financial year and Snozone's peak trading benefits the second half. We have taken the decision to increase the dividend payout in HY26 to remove the impact of seasonality on the H1 dividend, by assuming that Snozone profits accrue evenly over the year. This results in a top-up to our H1 dividend of 0.5 pence, bringing the interim dividend declared to 3.1 pence per share, representing 94% of UFFO per share of 3.3 pence. The full year dividend will be based on 80% of FY26 UFFO per share, less the H1 dividend. The H1 dividend is payable on 30 January 2026 and goes ex-dividend on 11 December 2025.

Following the completion of the acquisition of Capital & Regional in December 2024, Growthpoint became NewRiver's largest shareholder, holding 14.2% of our issued share capital. In August 2025, when Growthpoint announced its intention to dispose of a minimum of 47.7 million of the 67.4 million shares held in NewRiver at 75 pence per share, we purchased and subsequently cancelled 47.7 million shares, with the remainder of Growthpoint's holding purchased by new and existing shareholders, including NewRiver REIT plc's Employee Benefit Trust. The purchase price represented a discount of 26% to March 2025 EPRA NTA per share and so the transaction was accretive to NTA per share and UFFO per share. As the share buyback was completed toward the end of the first half, we will see further benefit in UFFO per share in the second half of FY26 and in FY27 as our weighted average number of shares reduces.

Properties at valuation have decreased from £897.5 million to £834.7 million as a result of the disposal of three shopping centres in the period. We're pleased to report that in the first half of the year our property portfolio has received an uplift in valuation performance of +0.5%, representing a second consecutive six-month period of valuation growth.

EPRA Net Tangible Assets have decreased from £486.5 million to £447.5 million primarily as a result of the share buyback. EPRA NTA per share has increased from 102 pence per share to 104 pence per share primarily as the result of the Share Buyback and the valuation uplift received in the first half.

We delivered a total accounting return of +5.4% during the first six months of the year, compared to the -5.0% achieved in HY25 which was impacted by the equity raise to part fund the acquisition of Capital & Regional. This strong performance reflects the continued momentum to improve our total accounting return and reinforces our commitment to delivering our target of a consistent +10% total accounting return in the medium-term.

LTV remained at 42.3%, the same level as at 31 March 2025, with the disposal of the Abbey Centre in Newtownabbey early in the half funding the share buyback completed. We remain committed to our <40% LTV guidance and have demonstrated our ability to return to within that guidance through disposals, most recently with the disposal of the Abbey Centre. We remain in compliance with our other financial policies with net debt to EBITDA of 6.5x and an interest cover ratio of 5.1x and we have maintained healthy cash reserves, increasing from £62.1 million to £89.1 million. In September, Fitch Ratings reaffirmed NewRiver's investment grade credit ratings, with a Long-Term Issuer Default Rating of 'BBB' (Stable Outlook) and a senior unsecured rating of 'BBB+'.

Key performance measures

The Group financial statements are prepared under IFRS, where the Group's interests in joint ventures and associates are shown as a single line item on the income statement and balance sheet. Management reviews the performance of the business principally on a proportionally consolidated basis which includes the Group's share of joint ventures and associates on a line-by-line basis. The Group's financial key performance indicators are presented on this basis.

In addition to information contained in the Group financial statements, Alternative Performance Measures ('APMs'), being financial measures that are not specified under IFRS, are also used by management to assess the Group's performance. These include a number of the financial statistics included in this document being UFFO, LTV, occupancy, admin cost ratio, ICR, total assets, GRESB score, Total Property Return and Total Accounting Return. These APMs include a number of EPRA measures, prepared in accordance with the EPRA Best Practice Recommendations reporting framework, which are summarised in the 'Alternative Performance Measures' section at the end of this document. We report these measures because management considers them to improve the transparency and relevance of our published results as well as the comparability with other listed European real estate companies. Definitions for APMs are included in the Glossary and the most directly comparable IFRS measure is also identified. The measures used in the review below are all APMs presented on a proportionally consolidated basis unless otherwise stated.

The APM on which management places most focus, reflecting the Company's commitment to driving income returns, is UFFO. UFFO measures the Company's operational profits, which includes other income and excludes one off or non-cash adjustments, such as portfolio valuation movements, profits or losses on the disposal of investment properties, fair value movements on derivatives and share-based payment expense. We consider this metric to be the most appropriate for measuring the underlying performance of the business as it is familiar to non-property investors, and better reflects the Company's generation of profits. It is for this reason that UFFO is used to measure dividend cover.

The relevant sections of this Finance Review contain supporting information, including reconciliations to the financial statements and IFRS measures. The 'Alternative Performance Measures' section also provides references to where reconciliations can be found between APMs and IFRS measures.

Underlying Funds From Operations

The following table reconciles IFRS profit after taxation to UFFO, which is the Company's measure of underlying operational profits.

Reconciliation of profit after taxation to UFFO

Underlying Funds From Operations is presented on a proportionally consolidated basis in the following table.

Net property income

On a proportionally consolidated basis, net property income was £31.4 million during the six months ended 30 September 2025, compared to £21.8 million during the six months ended 30 September 2024. This was predominantly due to the impact of the acquisition of Capital & Regional which completed on 10 December 2024 and which contributed £13.1 million to net property income. This was partially offset by the disposal of three shopping centres during the period, the largest of which was The Abbey Centre in Newtownabbey, which was sold early in the first half for £58.8 million.

On a like-for-like basis, net property income within our Core business increased by £0.4 million as asset management fees now reflect a full half of benefit from the Ellandi acquisition which completed in in July 2024 and the modest reduction in occupancy (from 96.1% in March 2025 to 95.3% in September 2025) has been offset by positive letting activity.

Rent and service charge provisions have been impacted by the retail restructurings during the period with Homebase, Poundland, Bodycare, Claire's and River Island all announcing or concluding restructurings this year which have resulted in an increase in bad debt provisioning in the first half. In addition, the first half of the prior year saw the final period of benefit from the collection of historical rent arrears from the Covid era and subsequent disruption which had been fully provided. The combination of these factors has resulted in the adverse half on half movement of £(0.9) million and it is likely that the retail restructurings will result in some income disruption in the second half as we negotiate the best possible terms or seek alternative occupiers.

Administrative expenses

Administrative expenses have increased from £5.5 million in the six months to 30 September 2024 to £6.3 million in the six months to 30 September 2025, primarily due to an increase in payroll related costs driven by inflationary increases and a modest increase in headcount following the acquisition of Capital & Regional.

We remain committed to keeping a disciplined approach on cost control and we have now unlocked, on a look forward basis, the £6.2 million of annual net cost synergies identified as part of the Capital & Regional acquisition, which were based on administrative expenses net of property management income of £6.9 million reported by Capital & Regional in the year ended 31 December 2023, in-line with guidance published at the time of the transaction.

Details of any material related party transactions that occurred during the current year are provided in Note 22 of the Notes to the Interim Financial Statements.

Other income

Other income was nil in the six months ended 30 September 2024 and relates entirely to Snozone's EBITDA in the six months ending 30 September 2025. Snozone reported a negative EBITDA of £1.6 million during the period, which was in-line with budget and expectations due to the seasonal nature of the business. The first half of NewRiver's financial year period marks a period of controlled loss from April to September, with Snozone's peak trading season falling in the second half of NewRiver's financial year as illustrated by the £3.7 million of EBITDA contributed during the first period of ownership in H2 FY25 from 10 December 2024 to 31 March 2025, which included only peak season and therefore represented more than a typical 12 month period of EBITDA.

Net finance costs

Net finance costs increased from £4.8 million in the six months to 30 September 2024 to £9.0 million in the six months to 30 September 2025. The majority of this increase is due to the £140 million Mall facility, attractively priced with a 3.45% coupon, which we inherited as part of the Capital & Regional acquisition, i.e. is due to an increase in the quantum of our drawn debt. In addition, in the prior period we carried a higher level of cash holdings as we waited to deploy into the Capital & Regional acquisition, and we were able to generate a higher return on that cash as the Bank Rate was higher.

Taxation

As a REIT, we are exempt from UK corporation tax in respect of our qualifying UK property rental income and gains arising from direct and indirect disposals of exempt property assets. The majority of the Group's income is therefore tax free as a result of its REIT status, albeit this exemption does not extend to other sources of income such as interest or asset management fees. The tax credit recognised and received in the period relates to historic payments on account dating back to 2019.

Dividends

Under our dividend policy, we declare dividends equivalent to 80% of UFFO per annum. Dividends are paid twice annually at the Company's half and full year results, calculated with reference to the most recently completed six-month period.

The Company is a member of the REIT regime whereby profits from its UK property rental business are tax exempt. The REIT regime only applies to certain property-related profits and has several criteria which have to be met, including that at least 90% of our profit from the property rental business must be paid as dividends. We intend to continue as a REIT for the foreseeable future, and therefore our policy allows the final dividend to be "topped up", including where required to ensure REIT compliance, such that the payout in any financial year may be higher than our base policy position of 80% of UFFO.

Following on from the acquisition of Capital & Regional in December 2024, the profile of the business has shifted to include seasonal income for the first time through the acquired Snozone business. The first half of our financial year fully covers the months in which Snozone makes a controlled loss (April - September), the six months that then follow includes the months where trading performance peaks over the winter months. This thereby reduces UFFO in the first half of the year and increases UFFO in the second half of the year. In order to spread the impact of the seasonality of the business, we have made the decision to adjust the half year dividend, to mitigate the impact of the controlled loss on our shareholders by assuming the Snozone EBITDA is accrued evenly across the financial year. This increases the H1 dividend by 0.5 pence per share and means that the Board has declared a dividend in respect of the six months ended 30 September 2025 of 3.1 pence per share, which is a 94% payout of UFFO of 3.3 pence per share. The full year dividend will be based on 80% of FY26 UFFO per share, less H1 dividend, in-line with our dividend policy.

The dividend will be paid on 30 January 2026. The ex-dividend date will be 11 December 2025 with an associated record date of 12 December 2025. The dividend will be payable as a REIT Property Income Distribution (PID).

Balance sheet

EPRA NTA includes a number of adjustments to the IFRS reported net assets and both measures are presented below on a proportionally consolidated basis.

Net assets

IFRS net assets at 30 September 2025 were £450.9 million, decreasing from £490.1 million as at 31 March 2025. This was primarily due to the share buyback completed in August 2025, in which we purchased 47.7 million shares for £36.1 million, as well as purchasing 3.0 million shares for £2.3 million to fund the Employee Benefit Trust.

EPRA NTA is calculated by adjusting net assets to reflect the potential impact of dilutive ordinary shares, and to remove the fair value of any derivatives, deferred tax, goodwill and intangible assets held on the balance sheet. These adjustments are made with the aim of improving comparability with other European real estate companies. EPRA NTA reduced from £486.5 million to £447.5 million, again predominantly due to the share buyback.

EPRA NTA per share increased from 102 pence at 31 March 2025 to 104 pence at 30 September 2025, predominantly as a result of the share buyback, which contributed to an increase of 2 pence. Like-for-like valuation movements of +0.5% further contributed to the increase, although this was partially offset by costs incurred on the disposals made during the period.

Properties at valuation

Properties at valuation decreased from £897.5 million as at 31 March 2025 to £834.7 million as at 30 September 2025, principally due to the disposal of three shopping centres, The Abbey Centre in Newtownabbey being the largest at £58.8 million, partially offset by an increase in like-for-like valuations of +0.5% in the period which is the second consecutive six month period of valuation growth.

Debt & financing

As at 30 September 2025, the principal value of our gross debt has remained stable at £444.3 million consisting primarily of a £300 million unsecured corporate bond and the £140 million Mall facility added during FY25 as a result of the acquisition of Capital & Regional. Our weighted average cost of debt has also remained consistent at 3.5% as these two facilities have a coupon rate of 3.5% and 3.45% respectively. Our balance sheet remains 68% unsecured as at 30 September 2025, in-line with our position as at 31 March 2025, and following disposals completed during the period, our cash position has increased from £62.1 million in March 2025 to £89.1 million at 30 September 2025.

During the period, we secured a one year extension on the Mall facility which now matures in January 2028 and our existing unsecured corporate bond matures in March 2028 which means our weighted average debt maturity has only reduced modestly from 2.6 years at March 2025 to 2.4 years at September 2025.

In September 2025, Fitch Ratings reaffirmed our investment grade credit ratings and we expect to be active in the debt markets over the next six months in order to manage our debt maturity profile.

Financial policies

We have five financial policies in total, including LTV and interest cover which also appear as debt covenants on our unsecured RCF and our bond. These form a key component of our financial risk management strategy which remains as important as ever given the macro-economic climate.

We are in compliance with all financial policies as at 30 September 2025.

As at 30 September 2025, LTV remained exactly in-line with the position at 31 March 2025 of 42.3%, which is comfortably within our policy <50% but slightly above our medium-term guidance of <40%. During the period we demonstrated our ability to return to within our guidance through disposals, with the sale of The Abbey Centre in Newtownabbey for £58.8 million reducing LTV to c.38%. We then completed the share buyback in August 2025 which increased LTV by c.4% to the period end position of 42.3%. At this level LTV is slightly above our guidance, which we remain committed to, and to reduce LTV within our guidance would require a modest level of disposals of c.£30 million, which we are comfortable we can achieve as demonstrated by the Newtownabbey disposal.

Our other financial policies, most notably net debt to EBITDA (6.5x) and interest cover ratios (5.1x) remain comfortably within guidance, our financial position remains strong, and we continue to operate comfortably within all our financial policies.

Additional guidelines

Alongside our financial policies we have a number of additional guidelines used by management to analyse operational and financial risk, which we disclose in the following table:

Conclusion

We are pleased with the start to FY26 and the continued progress we have made in integrating the Capital & Regional assets onto our operating platform, including fully unlocking the cost synergies identified as part of the acquisition on a look-forward basis.

Looking ahead to the full year, we expect to see further benefits of Snozone's peak trading period, and the share buyback completed in August 2025, both of which will contribute further to UFFO per share accretion in the second half of the year. We remain focused on achieving our medium-term target of a consistent +10% total accounting return.

Notes to Editors

About NewRiver

NewRiver REIT plc ('NewRiver') is a leading Real Estate Investment Trust specialising in buying, managing and developing resilient retail assets throughout the UK.

Following the completion of its acquisition of Capital & Regional in December 2024, NewRiver has a £0.8 billion UK wide portfolio covering 7.7 million sq ft, comprising 25 community shopping centres and 13 conveniently located retail parks occupied by tenants predominately focused on essential goods and services. In addition, we manage 19 shopping centres and 18 retail parks on behalf of Capital Partners, taking our total Assets Under Management to £2.3 billion. Our objective is to own and manage the most resilient retail portfolio in the UK, focused on retail parks, core shopping centres and regeneration opportunities to deliver long-term attractive recurring income returns and capital growth for our shareholders.

NewRiver is listed on the Equity shares (commercial companies) category of the Main Market of the London Stock Exchange (ticker: NRR). Visit www.nrr.co.uk for further information.

LEI Number: 2138004GX1VAUMH66L31

Principal risks and uncertainties

Managing our risks and opportunities

Risk is inherent in all businesses and effective risk management enables us to manage both the threats and the opportunities associated with our strategy and the operation of our business model. The Board has ultimate responsibility for the risk management and internal controls framework of the Company and continually reviews and monitors the principal risks and uncertainties which could have a material effect on the Group's results.The Board considered the principal risks and uncertainties disclosed in the Annual report for the year ended31 March 2025 and do not consider that they have changed significantly since that date. A summary of the principal risks and uncertainties are set out below. The full disclosure of these risks, including our approach to their mitigation is set out in the Principal risks and uncertainties section of the Annual Report 2025 on pages98 to 108. Any changes to the Principal risks and uncertainties since the Annual Report are also included below.

External Risks

Operational risks

Directors' Responsibility Statement

The Directors confirm that these interim condensed consolidated interim financial statements have been prepared with UK adopted International Accounting Standard 34, 'Interim Financial Reporting' and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority and that the interim management report includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8 namely:

(a) An indication of important events that have occurred during the first six months of the financial year and their impact on the interim condensed consolidated set of financial statements; and

(b) Material related-party transactions in the first six months of the financial year and any material changes in the related-party transactions described in the last Annual Report.

On the behalf of the Board

Allan Lockhart Will Hobman

Chief Executive Chief Financial Officer

2 December 2025

Copies of this announcement are available on the Company's website at www.nrr.co.uk and can be requested from the Company's registered office at 89 Whitfield Street, London, W1T 4DE.

INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2025

*Included in property operating expenses is an expected credit loss charge of £0.9 million (30 September 2024: £0.6 million reversal) relating to trade receivables.

INTERIM CONSOLIDATED BALANCE SHEET

As AT 30 SEPTEMBER 2025

The interim financial statements were approved by the Board of Directors on 2 December 2025 and were signed on its behalf by:

Allan Lockhart Will Hobman

Chief Executive Chief Financial Officer

NewRiver REIT plc

Registered number: 10221027

INTERIM CONSOLIDATED CASH FLOW STATEMENT

For the six months ended 30 September 2025

INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the six months ended 30 September 2025

condensed NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

1. Accounting policies

General information

NewRiver REIT plc (the 'Company') and its subsidiaries (together the 'Group') is a property investment group specialising in commercial real estate in the UK. The Company is registered and domiciled in the UK and the registered office of the Company is 89 Whitfield Street, London, W1T 4DE.

The interim condensed consolidated financial statements ('interim financial statements') including the notes to the interim financial statements are unaudited and do not constitute statutory accounts as defined in section 434 of the Companies Act 2006. The financial information for the year ended 31 March 2025 included in this report was derived from the statutory accounts for the year ended 31 March 2025, a copy of which has been delivered to the Registrar of Companies. The auditor's report on these accounts was unqualified, did not include a reference to any matters to which the auditor drew attention by way of emphasis of matter and did not contain a statement under sections 498 (2) or (3) of the Companies Act 2006.

These interim financial statements have been approved for issue by the Board of Directors on 2 December 2025.

Summary of significant accounting policies

The principal accounting policies applied in the preparation of these interim financial statements are set out below. These policies have been consistently applied to all periods presented.

Basis of preparation

These interim financial statements for the six month period ended 30 September 2025 have been prepared on the basis of the policies set out in the annual consolidated financial statements for the year ended 31 March 2025 and in accordance with UK adopted IAS 34 and the Disclosure and Transparency Rules sourcebook of the UK's Financial Conduct Authority. 

The interim financial statements need to be read in conjunction with the annual consolidated financial statements for the year ended 31 March 2025 which were prepared in accordance with the requirements of the Companies Act 2006 and UK adopted international accounting standards.

The current period financial information presented in this document has been reviewed, not audited.

Going concern

The Group's going concern assessment considers the Group's principal risks, and is dependent on a number of factors, including cashflow and liquidity, continued access to borrowing facilities and the ability to continue to operate the Group's debt structure within its financial covenants. The Group's balance sheet is predominantly unsecured, which means that the majority of its debt is not secured against any of its property assets - a structure that affords significant operational flexibility.

The principal debt currently drawn by the Group is the £300 million unsecured corporate bond which matures in March 2028. This bond has financial covenants that the Group is required to comply with including an LTV covenant of less than 65% and a 12 month historical interest cover ratio of more than 1.5x.

The only other debt currently drawn by the Group is the single facility that we retained following the acquisition of Capital & Regional in December 2024, the £140 million "Mall" facility secured against three of the assets acquired as part of the Capital & Regional transaction with a coupon of 3.45% and which matures in January 2028. As available cash and liquidity both currently and throughout the assessment period (see below) is such that this secured loan can either be repaid in full and/or any requisite cure funded at any point, our Going Concern assessment focuses on the covenants attached to the unsecured corporate bond outlined above.

The going concern assessment is based on an at least 12 month outlook from the date of the approval of these financial statements, using the Group's Board approved budget, flexed to create a reasonable worst case scenario, which includes the key assumptions listed below.

Under this scenario, the Group is forecast to maintain sufficient cash and liquidity resources and remain compliant with its financial covenants over the going concern period. Further stress testing was performed on this scenario which demonstrated that the Group could absorb a further valuation decline of 27% or a further 45% reduction in annual net rental income before breaching applicable debt covenant levels referenced above. The Group maintains sufficient cash and liquidity reserves to continue in operation and pay its liabilities as they fall due throughout the going concern assessment period and as such the Directors conclude a going concern basis of preparation is appropriate.

Basis of consolidation

The interim financial statements incorporate the interim financial statements of the Company and its subsidiaries. The interim financial statements account for interests in joint venture and associates using the equity method of accounting per IFRS 11 and IAS 28 respectively. The Group's financial performance is not seasonal.

New accounting policies

Business Combinations

The Group applies the acquisition method to account for business combinations. The cost of the acquisition is measured at the aggregate of the fair values, at the date of completion, of assets given, liabilities incurred or assumed, and equity instruments issued by the Group in exchange for control of the acquired. The acquiree's identifiable assets, liabilities and contingent liabilities that meet the conditions for recognition under IFRS are recognised at their fair value at the acquisition.

Any excess of the purchase price of business combinations over the fair value of the assets, liabilities and contingent liabilities acquired is recognised as goodwill. This is recognised as an asset and is reviewed for impairment at least annually. Any impairment is recognised immediately in the statement of comprehensive income. Where the fair value of the consideration is less than the fair value of the identifiable assets and liabilities then the difference is recognised as a bargain purchase in the statement of comprehensive income.

Under the acquisition accounting method, the identifiable assets, liabilities and contingent liabilities acquired are measured at fair value at the acquisition date. The consideration transferred is measured at fair value and includes the fair value of any contingent consideration. Where properties are acquired through corporate acquisitions, each transaction is considered by management in light of the substance of the acquisition to determine whether the acquisition is a business combination or an asset acquisition.

New standards and amendments

The Group has adopted the following amendments for the first time in the 6 months ended 30 September 2025:

- Non-current liabilities with covenants (Amendment to IAS 1)

- Leases on sale and leaseback (Amendment to IFRS 16)

- Supplier finance Arrangements (Amendment to IAS 7 and IFRS 7)

- Reduced disclosure framework (Amendment to FRS 101)

- IAS 21 The Effects of Changes in Foreign Exchange Rates (Amendment): Lack of exchangeability

- IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures (Amendment): Classification and Measurement of Financial Instruments - 1 January 2026

Adopting these amendments has not impacted amounts recognised in prior periods or are expected to have a material impact in future periods based on the Group's current strategy.

Standards and amendments issued but not yet effective

A number of new amendments relevant to the Group have been issued but are not yet effective for the current accounting period. The impact of these standards or interpretations on the Group's financial statements is currently being considered but is unlikely to be material.

2. Critical accounting judgements and estimates

The preparation of interim financial statements requires management to make estimates and judgements affecting the reported amounts of assets and liabilities, of revenues and expenses, and of gains and losses. The key assumptions concerning the future, and other key sources of estimation uncertainty at the end of the reporting period, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial period, are discussed below. Estimates and judgements are continually evaluated and are based on historical experience as adjusted for current market conditions and other factors.

REIT Status

NewRiver is a Real Estate Investment Trust (REIT) and does not pay tax on its property income or gains on property sales, provided that at least 90% of the Group's property income is distributed as a dividend to shareholders, which becomes taxable in their hands. In addition, the Group has to meet certain conditions such as ensuring the property rental business represents more than 75% of total profits and assets. Any potential or proposed changes to the REIT legislation are monitored and discussed with HMRC. It is the Directors' judgement that the Group continues to meet the REIT conditions.

Investment property

The Group's investment properties are stated at fair value. The assumptions and estimates used to value the properties are detailed in note 12. Small changes in the key estimates, such as the estimated rental value, can have a significant impact on the valuation of the investment properties, and therefore a significant impact on the interim consolidated balance sheet and key performance measures such as Net Tangible Assets per share.

Rents and ERVs have a direct relationship to valuation, while yield has an inverse relationship. Estimated costs of a development project will inversely affect the valuation of development properties. There are interrelationships between all these unobservable inputs as they are determined by market conditions. The existence of an increase in more than one unobservable input could be to magnify the impact on the valuation, see note 12 for sensitivity analysis.

The estimated fair value may differ from the price at which the Group's assets could be sold. Actual realisation of net assets could differ from the valuation used in these financial statements, and the difference could be significant.

3. Segmental reporting

In the prior period (six months ended 30 September 2024) the Group acquired Ellandi in order to enhance the capital partnerships division of the business. The acquisition added 16 asset management mandates taking the Group's total to 39 asset management mandates. Following on from the acquisition, the Group identified two operating segments, being Owned Retail and Capital Partnerships. The Board reviews the results of these two segments separately. The Owned Retail investments comprise shopping centres, retail parks and high street stores and Capital Partnerships comprise of income earnt through asset management mandates. The Group acquired Capital & Regional plc in December 2024 and identified a new operating segment, Snozone. Although Snozone has one site in Spain, the majority of the Group's operations are in the UK and therefore no geographical segments have been identified.

The relevant revenue and expenses used by the Board are set out below. The results include the Group's share of assets and results from properties held in associates.

The comparative information for the year ended 30 September 2024 have been restated to align with the basis of presentation for the period ended 30 September 2025.

*Snozone segment acquired as part of the Capital & Regional acquisition

For an explanation of the nature of the adjustments in FY26 please refer to the finance review.