Consolidated income statement

for the year ended 31 December 2025 (year ended 31 December 2024)

 

 

	notes	Adjusted 2025 £m	Adjusted items 2025 £m	Statutory 2025 £m	Adjusted 2024 £m	Adjusted items 2024 £m	Statutory 2024 £m
Revenue	4	518.4	-	518.4	538.6	-	538.6
Cost of sales		(300.2)	-	(300.2)	(303.4)	-	(303.4)
Gross profit		218.2	-	218.2	235.2	-	235.2
Distribution costs		(31.8)	-	(31.8)	(36.8)	-	(36.8)
Administrative expenses	5	(84.4)	(262.7)	(347.1)	(98.9)	(26.8)	(125.7)
Share of results of associates		2.7	(2.1)	0.6	2.8	(1.3)	1.5
Operating profit/(loss)		104.7	(264.8)	(160.1)	102.3	(28.1)	74.2
Interest income	6	0.2	-	0.2	0.2	-	0.2
Finance costs	7	(5.2)	-	(5.2)	(5.3)	(2.9)	(8.2)
Pension finance charge	15	-	(0.8)	(0.8)	-	(3.4)	(3.4)
Profit/(loss) before tax		99.7	(265.6)	(165.9)	97.2	(34.4)	62.8
Tax (charge)/credit	8	(15.0)	48.6	33.6	(17.5)	8.3	(9.2)
Profit/(loss) for the period attributable to equity holders of the parent		84.7	(217.0)	(132.3)	79.7	(26.1)	53.6
Earnings per share	notes	2025 Pence		2025 Pence	2024 Pence		2024 Pence
Earnings/(loss) per share - basic	10	26.8		(41.9)	25.3		17.0
Earnings/(loss) per share - diluted	10	26.5		(41.4)	24.9		16.7

The above results were derived from continuing operations. Set out in note 20 is the reconciliation between the statutory and adjusted results.

 

Consolidated statement of comprehensive income

for the year ended 31 December 2025 (year ended 31 December 2024)

	notes	2025 £m	2024 £m
(Loss)/profit for the period		(132.3)	53.6
Items that will not be reclassified to profit and loss:
Actuarial gain on defined benefit pension schemes	15	1.5	11.4
Tax on actuarial gain on defined benefit pension schemes	8	(0.2)	(2.8)
Other comprehensive income for the period		1.3	8.6
Total comprehensive (loss)/income for the period		(131.0)	62.2

 

Consolidated statement of changes in equity

for the year ended 31 December 2025 (year ended 31 December 2024)

 

	Share capital £m	Merger reserve £m	Capital redemption reserve £m	Retained earnings and other reserves £m	Total £m
At 1 January 2024	32.2	17.4	4.4	583.2	637.2
Profit for the period	-	-	-	53.6	53.6
Other comprehensive income for the period	-	-	-	8.6	8.6
Total comprehensive income for the period	-	-	-	62.2	62.2
Purchase of own shares (note 19)	-	-	-	(0.6)	(0.6)
Credit to equity for equity-settled share-based payments Tax credit for equity-settled share-based payments	-	-	-	2.5	2.5
	-	-	-	0.5	0.5
Dividends paid (note 9)	-	-	-	(23.2)	(23.2)
At 31 December 2024	32.2	17.4	4.4	624.6	678.6
Loss for the period	-	-	-	(132.3)	(132.3)
Other comprehensive income for the period	-	-	-	1.3	1.3
Total comprehensive loss for the period	-	-	-	(131.0)	(131.0)
Purchase of own shares (note 19)	-	-	-	(0.6)	(0.6)
Credit to equity for equity-settled share-based payments	-	-	-	2.6	2.6
Tax charge for equity settled share-based payments	-	-	-	(0.2)	(0.2)
Dividends paid (note 9)	-	-	-	(23.2)	(23.2)
At 31 December 2025	32.2	17.4	4.4	472.2	526.2

 

Consolidated cash flow statement

for the year ended 31 December 2025 (year ended 31 December 2024)

	notes	2025 £m	2024 £m
Cash flows from operating activities
Cash generated from operations	11	83.2	89.5
Pension deficit funding payments	15	(59.1)	(59.2)
Pension payments into escrow	15	(4.5)	(1.9)
Income tax received/(paid)		2.4	(2.4)
Net cash inflow from operating activities		22.0	26.0
Investing activities
Interest received	6	0.1	0.2
Dividends received from associated undertakings		1.9	1.9
Proceeds on disposal of property, plant and equipment		4.0	14.6
Purchases of property, plant and equipment		(2.6)	(1.3)
Expenditure on capitalised internally generated development	12	(11.0)	(10.5)
Net cash (used in)/generated from investing activities		(7.6)	4.9
Financing activities
Interest and charges paid on borrowings		(4.7)	(3.9)
Dividends paid	9	(23.2)	(23.2)
Interest paid on leases	16	(1.1)	(1.3)
Repayment of obligation under leases	16	(5.5)	(6.0)
Purchase of own shares	19	(0.6)	(0.6)
Drawdown of borrowings	16	9.5	5.0
Net cash used in financing activities		(25.6)	(30.0)
Net (decrease)/increase in cash and cash equivalents		(11.2)	0.9
Cash and cash equivalents at the beginning of the period	16	20.8	19.9
Cash and cash equivalents at the end of the period	16	9.6	20.8

 

Consolidated balance sheet

at 31 December 2025 (at 31 December 2024)

 

	notes	2025 £m	2024 £m
Non-current assets
Goodwill	12	-	35.9
Other intangible assets	12	679.1	843.3
Property, plant and equipment	13	79.1	104.2
Right-of-use assets	14	6.1	9.9
Investment in associates		12.8	14.1
Retirement benefit assets	15	64.6	72.4
		841.7	1,079.8
Current assets
Inventories		7.9	10.2
Trade and other receivables		79.8	87.6
Current tax receivable	8	3.9	6.6
Cash and cash equivalents	16	9.6	20.8
Other financial assets	15	6.5	1.9
		107.7	127.1
Assets classified as held for sale	17	-	2.6
		107.7	129.7
Total assets		949.4	1,209.5
Non-current liabilities
Lease liabilities	16	(17.9)	(23.0)
Retirement benefit obligations	15	(57.7)	(117.7)
Provisions	18	(16.5)	(21.5)
Deferred tax liabilities		(176.1)	(210.3)
		(268.2)	(372.5)
Current liabilities
Trade and other payables		(91.7)	(105.3)
Borrowings	16	(44.5)	(35.0)
Lease liabilities	16	(4.3)	(4.3)
Provisions	18	(14.5)	(13.8)
		(155.0)	(158.4)
Total liabilities		(423.2)	(530.9)
Net assets		526.2	678.6
Equity
Share capital	19	32.2	32.2
Merger reserve	19	17.4	17.4
Capital redemption reserve	19	4.4	4.4
Retained earnings and other reserves	19	472.2	624.6
Total equity attributable to equity holders of the parent		526.2	678.6

 

Notes to the consolidated financial statements

for the year ended 31 December 2025 (Year ended 31 December 2024)

1.            General information

The financial information, which comprises the Consolidated income statement, the Consolidated statement of comprehensive income, the Consolidated cash flow statement, the Consolidated statement of changes in equity and the Consolidated balance sheet and related notes ('Consolidated Financial Information') in the Preliminary Audited Results announcement is derived from but does not represent the full statutory accounts of Reach plc. The statutory accounts for the year ended 31 December 2024 have been filed with the Registrar of Companies and those for the year ended 31 December 2025 will be filed following the Annual General Meeting on 6 May 2026. The auditors' reports on the statutory accounts for the year ended 31 December 2024 and for the year ended 31 December 2025 were unqualified, do not include reference to any matters to which the auditors drew attention by way of emphasis of matter without qualifying the reports and do not contain a statement under Section 498 (2) or (3) of the Companies Act 2006.

Whilst the Consolidated Financial Information included in this Preliminary Audited Results Announcement has been prepared in accordance with the recognition and measurement criteria of International Financial Reporting Standards (IFRS), this announcement does not itself contain sufficient information to comply with IFRS. This Preliminary Audited Results Announcement constitutes a dissemination announcement in accordance with Section 6.3 of the Disclosure and Transparency Rules (DTR). The Annual Report for the year ended 31 December 2025 will be available on the Company's website at www.reachplc.com and at the Company's registered office at One Canada Square, Canary Wharf, London E14 5AP before the end of March 2026 and will be sent to shareholders who have elected to receive a hard copy with the documents for the Annual General Meeting to be held on 6 May 2026.

The Consolidated Financial Information has been prepared for the year ended 31 December 2025 and the comparative period has been prepared for the year ended 31 December 2024. Throughout this report, the Consolidated Financial Information for the year ended 31 December 2025 is referred to and headed 2025 and for the year ended 31 December 2024 is referred to and headed 2024. The presentational currency of the Group is Sterling. The Company presents the results on a statutory and adjusted basis and revenue trends on a statutory and where applicable, like-for-like basis as described in note 2.

2.            Accounting policies

Basis of preparation

The Consolidated Financial Information has been prepared in accordance with UK-adopted international accounting standards ('IFRS') and the applicable legal requirements of the Companies Act 2006. These standards are subject to ongoing amendment by the International Accounting Standards Board and are therefore subject to change. As a result, the Consolidated Financial Information contained herein will need to be updated for any subsequent amendment to IFRS or any new standards that are issued. The Consolidated Financial Information has been prepared under the historical cost convention.

The accounting policies used in the preparation of the Consolidated Financial Information for the year ended 31 December 2025 and for the year ended 31 December 2024 have been consistently applied to all the periods presented. These Consolidated Financial Statements have been prepared on a going concern basis.

Going concern basis

The directors have made appropriate enquiries and consider that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future, which comprises the period of at least 12 months from the date of approval of the financial statements.

In accordance with LR 9.8.6(3) of the Listing Rules, and in determining whether the Group's annual consolidated financial statements can be prepared on a going concern basis, the directors considered all factors likely to affect its future development, performance and its financial position, including cash flows, liquidity position and borrowing facilities, and the risks and uncertainties relating to its business activities.

The key factors considered by the directors were as follows:

•	The performance of the business in 2025 with a particular focus on the market-wide decline in print volumes, the impact of actions of dominant platforms on referral traffic and our yield performance. The Group undertakes regular forecasts and projections of trading, identifying areas of focus for management to improve the delivery of the Strategy and mitigate the impact of any deterioration in the economic outlook;
•	The impact of the competitive environment within which the Group's businesses operate;
•	The impact on our business of key suppliers (in particular newsprint) being unable to meet their obligations to the Group;
•	The impact on our business of key customers being unable to meet their obligations for services provided by the Group;
•	The deficit funding contributions to the defined benefit pension schemes and payments in respect of historical legal issues; and
•	The available cash reserves and committed finance facilities available to the Group. During the year, the Group has extended the expiry date of its £145.0m facility, for a further year to 12 December 2029. The Group has drawn down £44.5m on the facility at the reporting date.

 

Having considered all the factors impacting the Group's businesses, including downside sensitivities (relating to trading and cash flow), the directors are satisfied that the Company and the Group will be able to operate within the terms and conditions of the Group's financing facilities for the foreseeable future.

The directors have reasonable expectations that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future, which comprises the period of at least 12 months from the date of approval of the financial statements. Accordingly, they continue to adopt the going concern basis in preparing the Group's annual consolidated financial statements.

Changes in accounting policy

The same accounting policies, presentation and methods of computation are followed in the Consolidated Financial Information as applied in the Group's latest annual consolidated financial statements for the year ended 31 December 2025.

Alternative performance measures

The Company presents the results on a statutory and adjusted basis and revenue trends on a statutory and where applicable, like-for-like basis. The Company believes that the adjusted basis and like-for-like trends will provide investors with useful supplemental information about the financial performance of the Group, enable comparison of financial results between periods where certain items may vary independent of business performance, and allow for greater transparency with respect to key performance indicators used by management in operating the Group and making decisions. Although management believes the adjusted basis is important in evaluating the Group, it is not intended to be considered in isolation or as a substitute for, or as superior to, financial information on a statutory basis. The alternative performance measures are not recognised measures under IFRS and do not have standardised meanings prescribed by IFRS and may be different to those used by other companies, limiting the usefulness for comparison purposes. Note 20 sets out the reconciliation between the statutory and adjusted results. An adjusted cash flow is presented in note 21 which reconciles the adjusted operating profit to the net change in cash and cash equivalents. Set out in note 22 is the reconciliation between the statutory and adjusted cash flow.

Adjusting items

Adjusting items relate to costs or income that derive from events or transactions that fall within the normal activities of the Group, but are excluded from the Group's adjusted profit measures, individually or, if of a similar type in aggregate, due to their size and/or nature in order to better reflect management's view of the performance of the Group. The adjusted profit measures are not recognised profit measures under IFRS and may not be directly comparable with adjusted profit measures used by other companies. All operating adjusting items are recognised within administrative expenses. Details of adjusting items are set out in note 20 with additional information in notes 5 and 15.

Key sources of estimation uncertainty

The key assumptions concerning the future and other key sources of estimation uncertainty that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are discussed below:

Historical legal issues (note 18)

The historical legal issues provision relates to the cost associated with resolving civil claims in relation to historical phone hacking and unlawful information gathering. The provision consists of known claims and the associated costs. The key uncertainties in relation to this matter relate to how each claim progresses, the amount of any settlement and the associated legal costs. Our assumptions have been based on historical trends, our experience and the expected evolution of claims and costs.

In December 2023, a judgment was handed down in respect of four test claims and as a result all claims issued after 31 October 2020 are now likely to be dismissed as time barred, other than where individuals can demonstrate specific exceptional circumstances. This significantly reduced the amounts that are expected to be paid out. Whilst a large number of claimants have voluntarily discontinued their cases since the 2023 judgment, a further 5 test claims were argued in a trial of a preliminary issue in January and February 2026, and the judgment on those claims has not yet been handed down. There have been no changes to the provision other than settlements of costs claims made during the period. The provision is expected to be utilised within the next year.

Our view on the range of outcomes at the reporting date for the provision, applying more and less favourable outcomes to all aspects of the provision is £2m to £8m (2024: £4m to £16m). Despite making a best estimate, the timing of utilisation and ongoing legal matters related to the provided-for claims could mean that the final outcome is outside of the range of outcomes.

Retirement benefits (note 15)

Actuarial assumptions adopted and external factors can significantly impact the surplus or deficit of defined benefit pension schemes. Valuations for funding and accounting purposes are based on assumptions about future economic and demographic variables. These result in risk of a volatile valuation deficit and the risk that the ultimate cost of paying benefits is higher than the current assessed liability value. Advice is sourced from independent and qualified actuaries in selecting suitable assumptions at each reporting date.

Impairment review (note 12)

There is uncertainty in the value-in-use calculation. The most significant area of uncertainty relates to expected future cash flows for the cash-generating unit. Determining whether the carrying values of assets in a cash-generating unit are impaired requires an estimation of the value-in-use of the cash-generating unit to which these have been allocated. The value-in-use calculation requires the Group to estimate the future cash flows expected to arise from the cash-generating unit and a suitable discount rate in order to calculate present value. Projections are based on both internal and external market information and reflect past experience. The discount rate reflects the weighted average cost of capital of the Group.

Property provisions (note 18)

Provisions are measured at the best estimate of the expenditure required to settle the obligation based on the assessment of the related facts and circumstances at each reporting date. There is uncertainty in relation to the size and period over which the provision will be utilised and this is dependent on our ability to sublease the vacant properties. We have assumed no subletting but if this were to change, there could be a material impact on the provision.

Critical judgements in applying the Group's accounting policies

In the process of applying the Group's accounting policies, described above, management has made the following judgements that have the most significant effect on the amounts recognised in the financial statements:

Indefinite life assumption in respect of publishing rights and titles (note 12)

There is judgement required in continuing to adopt an indefinite life assumption in respect of publishing rights and titles. The directors consider publishing rights and titles (with a carrying amount of £657.9m) have indefinite economic lives due to the longevity of the brands and the ability to evolve them in an ever-changing media landscape. The brands are central to the delivery of the Strategy which is delivering digital revenue growth. At each reporting date management review the suitability of this assumption.

A corresponding deferred tax liability is recognised attributable to these intangible assets. This is included within the carrying amount for impairment assessment purposes due to the intrinsic link between the asset and associated tax balance.

Identification of cash-generating units (note 12)

There is judgement required in determining the cash-generating unit relating to our Publishing brands. At each reporting date management review the interdependency of revenues across our portfolio of Publishing brands to determine the appropriate cash-generating unit. The Group operates its Publishing brands such that a majority of the revenues are interdependent and revenue would be materially lower if brands operated in isolation. As such, management do not consider that an impairment review at an individual brand level is appropriate or practical. As the Group continues to centralise revenue generating functions and has moved to a matrix operating structure over the past few years, all of the individual brands in Publishing have increased revenue interdependency and are assessed for impairment as a single Publishing cash-generating unit.

Historical legal issues (note 18)

Following the judgment handed down on 15 December 2023, all claims issued after 31 October 2020 are now likely to be considered time barred and subsequently dismissed, other than where individuals can demonstrate there were exceptional circumstances why they could not have been aware of their putative claims.

Whilst a large number of claimants have voluntarily discontinued their cases since the 2023 judgment, a further 5 test claims were argued in a trial of a preliminary issue in January and February 2026, and the judgment on those claims has not yet been handed down. The prospect of the outcome of these 5 test claims materially affecting the provision is considered remote and as such no contingent liability has been disclosed in the accounts.

3.            Segments

The performance of the Group is presented as a single reporting segment as this is the basis of internal reports regularly reviewed by the Board and chief operating decision maker (executive directors) to allocate resources and to assess performance. The Group's operations are primarily located in the UK and the Group is not subject to significant seasonality during the year.

4.            Revenue

	2025 £m	2024 £m
Print	388.1	406.7
Circulation	288.4	298.5
Advertising	55.8	65.4
Printing	16.8	17.3
Other	27.1	25.5
Digital	128.9	130.0
Other	1.4	1.9
Total revenue	518.4	538.6

 

The Group's operations are located primarily in the UK.

 

5.            Operating adjusted items

	2025 £m	2024 £m
Restructuring charges in respect of cost reduction measures (note 18)	(22.9)	(8.0)
Defined benefit pension related costs (notes 15 and 20)	(12.9)	(16.3)
Impairment of goodwill, publishing rights and titles, internally generated intangibles, property, plant and equipment and right-of-use assets (notes 12, 13 and 14)	(222.8)	-
Property-related items (note 20)	(0.7)	1.1
Other items (note 20)	(3.4)	(3.6)
Operating adjusted items included in administrative expenses	(262.7)	(26.8)
Operating adjusted items included in share of results of associates	(2.1)	(1.3)
Total operating adjusted items	(264.8)	(28.1)

 

Operating adjusted items relate to costs or income that derive from events or transactions that fall within the normal activities of the Group, but are excluded from the Group's adjusted profit measures, individually or, if of a similar type in aggregate, due to their size and/or nature in order to better reflect management's view of the performance of the Group. The adjusted profit measures are not recognised profit measures under IFRS and may not be directly comparable with adjusted profit measures used by other companies. Set out in note 20 is the reconciliation between the statutory and adjusted results which includes descriptions of the items included in adjusted items.

The Group estimates for historical legal issues are unchanged. As a result, there is no change in the provision for historical legal issues relating to the cost associated with dealing with and resolving civil claims in relation to historical phone hacking and unlawful information gathering (2024: no change) (note 18).

Restructuring charges of £22.9m (2024 £8.0m) principally relate to in-year cost management actions taken in the period.

Defined benefit pension scheme related costs of £12.9m (2024: £16.3m) comprise external pension administrative expenses of £5.4m (2024: £4.7m) (note 15), internal defined benefit pension administrative expenses of £0.5m (2024: £0.5m), adviser costs of £4.8m (2024: £6.1m) and  an additional one-off past service cost of £2.2m representing a Barber Window adjustment attributable to the Trinity Retirement Benefit Scheme (the 'Trinity Scheme') (note 15). 2024 also included the £5.0m one-off past service cost within the West Ferry Printers Pension Scheme (the 'WF Scheme').

A non-cash impairment charge has been allocated to goodwill (£35.9m), publishing rights and titles (£120.6m which represents £160.8m offset by a credit to deferred tax of £40.2m), internally generated assets (£5.2m), property, plant and equipment (£19.4m) and right-of-use assets (£1.5m) (2024: nil).

Property-related items comprise the profit on sale of assets (£1.4m), less vacant freehold property-related costs (£0.3m), and onerous lease and related costs (£1.8m). In 2024 property-related items comprise the profit on sale of assets (£5.5m) less vacant freehold property-related costs (£1.5m), onerous lease and related costs (£2.8m) and impairment of vacant freehold property (£0.1m).

Other adjusted items comprise the Group's net legal fees in respect of historical legal issues (£1.6m), corporate simplification costs (£0.6m), and other restructuring-related project costs (£1.8m) less a reduction in National Insurance costs relating to share awards (£0.6m). In 2024, other adjusted items comprise the Group's legal fees in respect of historical legal issues (£1.0m), corporate simplification costs (£0.5m), and other restructuring-related project costs (£2.1m).

6.            Interest income

	2025 £m	2024 £m
Interest income on bank deposits	0.1	0.2
Interest income on other financial assets	0.1	-
Interest income	0.2	0.2

 

7.            Finance costs

	2025 £m	2024 £m
Interest and charges on borrowings	(4.1)	(4.0)
Interest on lease liabilities	(1.1)	(1.3)
Adjusted finance costs	(5.2)	(5.3)
Other interest costs (note 8)	-	(2.9)
Finance costs	(5.2)	(8.2)

 

8.            Tax credit/(charge)

 

	2025 £m	2024 £m
Corporation tax charge for the period	(1.3)	(2.1)
Prior period adjustment	0.3	0.6
Current tax charge	(1.0)	(1.5)
Deferred tax credit/(charge) for the period	34.3	(10.8)
Prior period adjustment	0.3	3.1
Deferred tax credit/(charge)	34.6	(7.7)
Tax credit/(charge)	33.6	(9.2)
Reconciliation of tax credit/(charge)	2025 £m	2024 £m
(Loss)/profit before tax	(165.9)	62.8
Standard rate of corporation tax of 25.0% (2024: 25.0%)	41.5	(15.7)
Variance in overseas tax rates	1.1	1.2
Tax effect of permanent items that are not included in determining taxable profit	(12.9)	1.8
Deferred tax not recognised	(0.3)	(9.0)
Prior period adjustment	0.6	3.7
Capital loss on disposal of property	3.4	8.4
Tax effect of share of results of associates	0.2	0.4
Tax credit/(charge)	33.6	(9.2)

The standard rate of corporation tax for the period is 25.0% (2024: 25.0%). The current tax receivable is £3.9m (2024: £6.6m). The reduction in the current tax receivable during the period is primarily driven by the receipt of £4.8m relating to residual overpayments previously held with HMRC following the agreement of the deductibility of certain costs. £2.9m of related interest (note 7) was recognised in 2024 upon agreement of this position, reducing the current tax receivable.

 

The tax on actuarial gains (2024: gains) on defined benefit pension schemes taken to the consolidated statement of comprehensive income is a deferred tax debit of £0.2m (2024: debit of £2.8m).

The amount taken to the consolidated income statement as a result of pension contributions was £12.8m (2024: £11.6m).

9.            Dividends

	2025 Pence per share	2024 Pence per share
Amounts recognised as distributions to equity holders in the period
Dividends paid per share - prior year final dividend	4.46	4.46
Dividends paid per share - interim dividend	2.88	2.88
Total dividends paid per share	7.34	7.34
Dividend proposed per share but not paid nor included in the accounting records	4.46	4.46

 

The Board proposes a final dividend for 2025 of 4.46 pence per share. An interim dividend for 2025 of 2.88 pence per share was paid on 19 September 2025 bringing the total dividend in respect of 2025 to 7.34 pence per share. The 2025 final dividend payment is expected to amount to £14.1m.

 

On 1 May 2025, the final dividend proposed for 2024 of 4.46 pence per share was approved by shareholders at the Annual General Meeting and was paid on 30 May 2025.

 

Total dividends paid in 2025 were £23.2m (2024 final dividend payment of £14.1m and 2025 interim dividend payment of £9.1m).

 

10.          Earnings per share

Basic earnings per share is calculated by dividing profit for the period attributable to equity holders of the parent by the weighted average number of ordinary shares during the period, and diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares in issue on the assumption of conversion of all potentially dilutive ordinary shares.

	2025 Thousand	2024 Thousand
Weighted average number of ordinary shares for basic earnings per share	315,782	315,352
Effect of potential dilutive ordinary shares in respect of share awards	3,987	4,582
Weighted average number of ordinary shares for diluted earnings per share	319,769	319,934

 

The weighted average number of potentially dilutive ordinary shares not currently dilutive was 9,960,644 (2024: 7,625,633).

 

Statutory (loss)/earnings per share	2025 Pence	2024 Pence
(Loss)/earnings per share - basic	(41.9)	17.0
(Loss)/earnings per share - diluted	(41.4)	16.7

 

Adjusted earnings per share	2025 Pence	2024 Pence
Earnings per share - basic	26.8	25.3
Earnings per share - diluted	26.5	24.9

 

Set out in note 20 is the reconciliation between the statutory and adjusted results.

11.          Cash flows from operating activities

	2025 £m	2024 £m
Operating (loss)/profit	(160.1)	74.2
Depreciation of property, plant and equipment	8.3	9.4
Depreciation of right-of-use assets	2.7	2.8
Amortisation of other intangible assets	8.7	7.4
Impairment of goodwill	35.9	-
Impairment of property, plant and equipment	19.4	0.4
Impairment of right-of-use assets	1.5	0.9
Impairment of other intangible assets	166.0	0.6
Profit on disposal of property, plant and equipment	(1.4)	(5.5)
Loss on disposal of intangible asset	0.5	-
Profit on early termination of leases	-	(0.3)
Share of results of associates	(0.6)	(1.5)
Share-based payments charge	2.1	2.5
Pension administrative expenses and past service costs	7.6	9.7
Operating cash flows before movements in working capital	90.6	100.6
Decrease in inventories	2.3	1.2
Decrease/(increase) in receivables	7.1	(2.6)
Decrease in payables and provisions	(16.8)	(9.7)
Cash flows from operating activities	83.2	89.5

 

12.          Goodwill and other intangible assets

The carrying value of goodwill and other intangible assets is:

	Goodwill £m	Publishing rights and titles £m	Internally generated assets £m	Intangible assets £m
Opening carrying value	35.9	818.7	24.6	879.2
Additions	-	-	11.0	11.0
Amortisation	-	-	(8.7)	(8.7)
Impairment	(35.9)	(160.8)	(5.2)	(201.9)
Disposals	-	-	(0.5)	(0.5)
Closing carrying value	-	657.9	21.2	679.1

 

During the year, the Group capitalised internally generated assets relating to software and website development costs of £11.0m (2024: £10.5m). These assets are amortised using the straight-line method over their estimated useful lives (3-5 years).

Publishing rights and titles are not amortised. There is judgement required in continuing to adopt an indefinite life assumption in respect of publishing rights and titles. The directors consider publishing rights and titles (with a carrying amount of £657.9m) have indefinite economic lives due to the longevity of the brands and the ability to evolve them in an ever-changing media landscape. The brands are central to the delivery of the Strategy which is delivering digital revenue growth. This, combined with our inbuilt and relentless focus on maximising efficiency, gives confidence that the delivery of sustainable growth in revenue, profit and cash flow is achievable in the future.

There is judgement required in determining the cash-generating units. At each reporting date management review the interdependency of revenues across our Publishing brands to determine the appropriate cash-generating unit. The Group operates its Publishing brands such that a majority of the revenues are interdependent and revenue would be materially lower if brands operated in isolation. As such, management do not consider that an impairment review at an individual brand level is appropriate or practical. As the Group continues to centralise revenue generating functions and has moved to a matrix operating structure over the past few years, all of the individual brands in Publishing have increased revenue interdependency and are assessed for impairment as a single Publishing cash-generating unit.

The Group tests the carrying value of assets at the cash-generating unit level for impairment annually or more frequently if there are indicators that assets might be impaired. The review is undertaken by assessing whether the carrying value of assets is supported by their value-in-use which is calculated as the net present value of future cash flows derived from those assets, using cash flow projections. If an impairment charge is required this is allocated first to reduce the carrying amount of any goodwill allocated to the cash-generating unit and then to the other assets of the cash-generating unit but subject to not reducing any asset below its recoverable amount.

At the reporting date we performed a full impairment review. We have reported lower digital revenues in 2025 and have lower digital revenue expectations for 2026 which is attributable to the decline in referral traffic, compounded by the impact of the continued challenging macroeconomic backdrop. This has in turn reduced our long term growth rate assumption used within our impairment assessment. Our three key strategic priorities are designed to address these challenges. The changes in these assumptions resulted in an impairment charge of £182.6m (£222.8m gross of deferred tax). The charge has been allocated to goodwill (£35.9m), publishing rights and titles (£120.6m equating to £160.8m gross of deferred tax), internally generated assets (£5.2m), property, plant and equipment (£19.4m) and right-of-use assets (£1.5m).

For the impairment review, cash flows have been prepared based on the approved Budget for 2026 and projections for a further four years. The forecasts for 2027 to 2030 are internal projections. The underlying assumptions assume a continued decline in print revenues, growth in digital revenues and the associated change in the cost base as a result of the changing revenue mix, together with ongoing efficiency initiatives. These projections are used to develop the key assumption of EBITDA levels across the five-year period. The long-term growth rate applied beyond the forecast period for the purposes of the impairment assessment has been assessed at -2.3% (2024: -0.1%). This is based on the Board's view of being able to maintain EBITDA broadly at current levels over the forecast period. We continue to believe that there are significant longer-term benefits of the scale of our national and local digital audiences and there are opportunities to grow revenue and profit in the longer term.

The discount rate reflects the weighted average cost of capital of the Group. The current post-tax and equivalent pre-tax discount rate used is 10.0% (2024: 10.3%) and 15.1% (2024: 15.2%) respectively.

In respect of the values assigned by management to each of the above assumptions used to develop the key assumption of EBITDA, revenue is based on past performance and current trends, alongside management's planned pricing strategies and circulation volume trends experienced across the industry. Operating costs are based on management's forecasts for the current structure of the business, adjusting for inflationary increases, the transition of the cost base arising from the shift from print to digital and ongoing efficiencies. The long-term growth rate used to extrapolate cash flows beyond the forecast period is based on future anticipated growth opportunities, including consideration of industry forecasts. The discount rate reflects specific risks relating to the industry in which the Group operates.

The impairment review is highly sensitive to reasonably possible changes in key assumptions used in the value-in-use calculations. In addition, the macro environment remains uncertain. The level of impairment within the assessment is £182.6m (£222.8m gross of deferred tax) (2024: £49.7m headroom). Absent future savings programmes, which are not permitted under IAS 36 for the purposes of the impairment assessment, EBITDA shows a modest decline over the five year projection period. A decrease in EBITDA is a reasonably possible change, driven by changes such as print revenue declining at a faster rate than projected, digital revenue growth being lower than projected or the associated change in the cost base being different than projected. A 1% reduction in EBITDA per annum within the five-year projections would increase impairment to £189.3m (£231.3m gross of deferred tax) (2024: £40.7m headroom). Alternatively, an increase of 0.5 percentage points in the post-tax discount rate from 10.0% to 10.5% would increase the impairment to £204.1m (£250.2m gross of deferred tax) (2024: 0.7 percentage points would have led to the removal of the headroom), and a 0.5% decrease in the long-term growth rate to -2.8% would increase the impairment to £196.7m (£240.7m gross of deferred tax).

13.          Property, plant and equipment

	Freehold land and buildings	Plant and equipment	Asset under construction	Total
	£m	£m	£m	£m
Cost
At 31 December 2024	145.3	345.5	0.3	491.1
Additions	-	0.8	1.8	2.6
Disposals	(9.0)	(22.1)	-	(31.1)
Reclassification	-	0.8	(0.8)	-
At 31 December 2025	136.3	325.0	1.3	462.6
Accumulated depreciation and impairment
At 31 December 2024	(68.3)	(318.6)	-	(386.9)
Charge for the period	(2.2)	(6.1)	-	(8.3)
Disposals	9.0	22.1	-	31.1
Impairment	(14.9)	(4.5)	-	(19.4)
At 31 December 2025	(76.4)	(307.1)	-	(383.5)
Carrying amount
At 31 December 2024	77.0	26.9	0.3	104.2
At 31 December 2025	59.9	17.9	1.3	79.1

In 2025, an impairment of freehold land and buildings of £14.9m and plant and equipment of £4.5m was recognised as a result of the impairment review in respect of the Publishing cash-generating unit (note 12).

14.          Right-of-use assets

	Properties £m	Vehicles £m	Total £m
Cost
At 31 December 2024	26.1	3.3	29.4
Additions	-	0.4	0.4
Derecognition at end of lease term	-	(0.5)	(0.5)
At 31 December 2025	26.1	3.2	29.3
Accumulated depreciation and impairment
At 31 December 2024	(18.0)	(1.5)	(19.5)
Charge for the period	(1.9)	(0.8)	(2.7)
Derecognition at end of lease term	-	0.5	0.5
Impairment	(1.2)	(0.3)	(1.5)
At 31 December 2025	(21.1)	(2.1)	(23.2)
Carrying amount
At 31 December 2024	8.1	1.8	9.9
At 31 December 2025	5.0	1.1	6.1

In 2025, an impairment of properties of £1.2m and vehicles of £0.3m was recognised as a result of the impairment review in respect of the Publishing cash-generating unit (note 12).

15.          Retirement benefit schemes

Defined contribution pension schemes

The Group operates defined contribution pension schemes for qualifying employees, where the assets of the schemes are held separately from those of the Group in funds under the control of Trustees.

The current service cost charged to the consolidated income statement for the year of £15.6m (2024: £15.8m) represents contributions paid by the Group at rates specified in the scheme rules. All amounts that were due have been paid over to the schemes at all reporting dates.

Defined benefit pension schemes

Background

The defined benefit pension schemes operated by the Group are all closed to future accrual. At the reporting date, the Group has five defined benefit pension schemes:

•	the MGN Pension Scheme (the 'MGN Scheme'), the Trinity Retirement Benefit Scheme (the 'Trinity Scheme'), the Midland Independent Newspapers Pension Scheme (the 'MIN Scheme'), the Express Newspapers 1988 Pension Fund (the 'EN88 Scheme'), and the WF Scheme.
•	the Express Newspapers Senior Management Pension Fund (the 'ENSM Scheme') was wound up on 18 August 2025 following a full buy-out in February 2024.

Characteristics

The defined benefit pension schemes provide pensions to members, which are based on their final pensionable salary, normally from age 65 (although some schemes have some pensions normally payable from an earlier age) plus surviving spouses or dependants' benefits following a member's death. Benefits increase both before and after retirement either in line with statutory minimum requirements or in accordance with the scheme rules if greater. Such increases are either at fixed rates or in line with retail or consumer prices but subject to upper and lower limits. All of the schemes are independent of the Group with assets held independently of the Group. They are governed by Trustees who administer benefits in accordance with the scheme rules and appropriate UK legislation. The schemes, each have a professional or experienced independent Trustee as their Chair (or co-Chair) with generally at least half of the remaining Trustees nominated by the members and the remainder by the Group.

Maturity profile and cash flow

Across all of the schemes, the uninsured liabilities related 60% to current pensioners and their spouses or dependants and 40% to deferred pensioners. The average term from the period end to payment of the remaining uninsured benefits is expected to be around 10.5 years. Uninsured pension payments by the schemes in 2025, excluding lump sums and transfer value payments, were £70m and these payments by the schemes are projected to rise to an annual peak in 2033 of £80m and reduce thereafter.

Funding arrangements

The funding of the Group's schemes is subject to UK pension legislation as well as the guidance and codes of practice issued by the Pensions Regulator. Funding targets are agreed between each Trustee board and the Group and are reviewed and revised usually every three years. The funding targets must include a margin for prudence above the expected cost of paying the benefits and so are different from the liability value for IAS 19 purposes. The funding deficits revealed by these triennial valuations are removed over time in accordance with an agreed recovery plan and schedule of contributions for each scheme (where applicable). The latest valuation date for the schemes was 31 December 2025 and there is a 15 month statutory timeframe for the completion of the valuations.

The funding valuation of the MGN Scheme at 31 December 2022 was agreed on 9 October 2023. This showed a deficit of £219.0m. The Group paid contributions of £46.0m to the MGN Scheme in 2025 and the agreed schedule of contributions includes payments of £46.0m per annum (pa) from 2026 until January 2028. During 2024, the Trustees of the MGN Scheme purchased a bulk annuity policy insuring 18% of the total liabilities of the scheme.

The funding valuation of the Trinity Scheme at 31 December 2022 was agreed on 28 March 2024. This showed a deficit of £5.8m. The current schedule of contributions includes payments of £4.5m pa during 2026 and 2027, or earlier, if the Scheme has reached 100% funding on the technical provisions basis. 100% funding on this basis was confirmed during 2024 and contributions, totalling £4.5m during 2025, have subsequently been diverted into an escrow account which totals £6.5m at the reporting date. On 12 February 2026, the Trustees of the Trinity Scheme purchased an additional bulk annuity insurance policy, insuring all the remaining members of the scheme. As a consequence of the buy-in, no further contributions into the escrow account are required. During 2025, the Trustee identified that a portion of members' early retirement benefits were incorrectly calculated based on being payable from age 65, rather than from age 60. The £2.2m impact of the required adjustment has been recognised in the consolidated income statement as a past service cost during 2025.

The funding valuation of the MIN Scheme at 31 December 2022 was agreed on 28 March 2024. This showed a deficit of £53.3m. The Group paid contributions of £9.7m to this scheme in 2025 and the agreed schedule of contributions requires payments of £10.6m pa in 2026 and 2027 and £11.4m in 2028.

The funding valuation of the EN88 Scheme at 31 December 2022 was agreed on 27 March 2024. This showed a surplus of £2.0m. The 2022 valuation does not provide for any deficit recovery contributions but instead payments are made to a separate bank account of £1.0m pa until 31 December 2027 or earlier, if the Scheme has attained full funding on a long term basis. In 2025, £1.0m of payments were made into the bank account, the balance of the account totals £3.5m at the reporting date. In certain events the EN88 Scheme Trustee has the right to have the bank account balance released to it; its purpose is to avoid future trapped surplus in the EN88 Scheme.

The funding valuation of the WF Scheme at 31 December 2022 was agreed on 27 March 2024. This showed neither surplus nor deficit. The company ceased deficit recovery payments to the WF Scheme in 2021 which together with a one-off payment enabled the Trustees to purchase a bulk annuity for all known remaining pension liabilities. During 2024, as part of the due diligence to prepare the WF Scheme for buy-out, the Trustee identified a required Barber Window equalisation adjustment dating back to 1990. The impact of the required adjustment was recognised in the consolidated income statement in 2024 as a past service cost. An additional £3.4m of funding was paid to the scheme during 2025 to cover this additional liability and the anticipated residual amount of £1.0m is expected to be settled during 2026. The total amount is £0.6m less than the amount recognised during 2024, with the difference being recognised via an experience gain recognised within Other Comprehensive Income. Following this no further funding is expected. On 22 January 2026 and 23 February 2026, the WF Scheme converted to a buy-out policy for all of its members across the two dates. The process to wind up the WF Scheme is underway.

During 2024, the ENSM Scheme moved to buy-out and on 18 August 2025 the scheme was wound up and all residual assets were removed from the Group balance sheet.

Group contributions in respect of the defined benefit pension schemes in the year were £59.1m (2024: £59.2m).

At the reporting date, and based on the 31 December 2022 funding valuations, the funding deficit in the schemes is expected to be removed by 2028 through a combination of the contributions and asset returns. Contributions (which include funding for pension administrative expenses) are payable monthly.

Contributions per the current schedule of contributions, based on the 31 December 2022 funding valuations, are £62.1m pa in 2026 and 2027 (including £1.0m for the EN88 scheme to a separate bank account and £4.5m for the Trinity Scheme to the Escrow account), and £15.3m in 2028. Following the completion of the buy-in on 12 February in respect of the Trinity Scheme, no further contributions are required to be made to the Escrow account after January 2026.

The future deficit funding commitments are linked to the three-yearly actuarial valuations. Although the funding commitments do not generally impact the IAS 19 position, IFRIC 14 guides companies to consider for IAS 19 disclosures whether any surplus can be recognised as a balance sheet asset and whether any future funding commitments in excess of the IAS 19 liability should be provisioned for. Based on its interpretation of the rules for each of the defined benefit pension schemes, the Group considers that it has an unconditional right to any potential surplus on the ultimate wind-up after all benefits to members have been paid in respect of all of the schemes except the WF Scheme. Under IFRIC 14 it is therefore appropriate to recognise any IAS 19 surpluses which may emerge in the future and not to recognise any potential additional liabilities in respect of future funding commitments of all of the schemes except for the WF Scheme.

The calculation of Guaranteed Minimum Pension ('GMP') is set out in legislation and members of pension schemes that were contracted out of the State Earnings-Related Pension Scheme ('SERPS') between 6 April 1978 and 5 April 1997 will have built up an entitlement to a GMP.

GMPs were intended to broadly replicate the SERPS pension benefits but due to their design they give rise to inequalities between men and women, in particular, the GMP for a male comes into payment at age 65 whereas for a female it comes into payment at the age of 60 and GMPs typically receive different levels of increase to non-GMP benefits. On 26 October 2018, the High Court handed down its judgment in the Lloyds Trustees vs Lloyds Bank plc and Others case relating to the equalisation of member benefits for the gender effects of GMP equalisation. This judgment creates a precedent for other UK defined benefit schemes with GMPs. The judgment confirmed that GMP equalisation was required for the period 17 May 1990 to 5 April 1997 and provided some clarification on legally acceptable methods for achieving equalisation. An allowance for GMP equalisation was first included within liabilities at 30 December 2018 and was recognised as a charge for past service costs in the income statement. In 2020 further clarification was issued relating to GMP equalisation in respect of transfers out of schemes and a further allowance for GMP equalisation was included within liabilities at 27 December 2020 and was recognised as a charge for past service costs in the income statement. The estimate is subject to change as more detailed member calculations are undertaken, as guidance is issued and/or as a result of future legal judgments. The Trinity Scheme and the MIN Scheme made back payments for all impacted members during 2025 and current pension payments were equalised from December 2025.

Risks

Valuations for funding and accounting purposes are based on assumptions about future economic and demographic variables. This results in the risk of a volatile valuation deficit and the risk that the ultimate cost of paying benefits is higher than the current assessed liability value.

The main sources of risk are:

 

•	investment risk: a reduction in asset returns (or assumed future asset returns);
•	inflation risk: an increase in benefit increases (or assumed future increases); and
•	longevity risk: an increase in average life spans (or assumed life expectancy).
These risks are managed by:
•	investing in insured annuity policies: the income from these policies exactly matches the benefit payments for the members covered, removing all of the above risks. At the reporting date the insured annuity policies covered 23% of total liabilities;
•	investing a proportion of assets in other classes such as Government and corporate bonds and in liability-driven investments: changes in the values of the assets aim to broadly match changes in the values of the uninsured liabilities, reducing the investment risk, however some risk remains as the durations of the bonds are typically shorter than those of the liabilities and so the values may still move differently. At the reporting date non-equity assets amounted to 97% of assets excluding the insured annuity policies;
•	investing a proportion of assets in equities: with the aim of achieving outperformance and so reducing the deficits over the long term. At the reporting date this amounted to 3% of assets excluding the insured annuity policies; and
•	the gradual sale of equities over time to purchase additional annuity policies or liability-matching investments: to further reduce risk as the schemes, which are closed to future accrual, mature.

Pension scheme accounting surpluses and deficits are snapshots at moments in time and are not used by either the Group or Trustees to frame funding policy. The Group and Trustees seek to be aligned in focusing on the long-term sustainability of the funding policy which aims to balance the interests of the Group's shareholders and members of the schemes. The Group and Trustees also seek to be aligned in reducing pensions risk over the long term and at a pace which is affordable to the Group.

The Trinity Scheme and the EN88 Scheme both have an accounting surplus at the reporting date. The WF Scheme was in deficit on the accounting basis at the reporting date due to the Barber Window equalisation adjustment identified in 2024. Across the MGN Scheme and the MIN Scheme, the invested assets are expected to be sufficient for the schemes to pay the uninsured benefits due up to 2050, based on the reporting date assumptions. The remaining uninsured benefit payments, payable from 2051, are due to be funded by a combination of asset outperformance and the deficit contributions currently scheduled to be paid up to 31 January 2028 for the MGN Scheme and 31 December 2028 for the MIN Scheme. For the MGN Scheme and MIN Scheme, actuarial projections at the year-end reporting date show removal of the accounting deficit by the end of 2026 due to scheduled contributions and asset returns at the current target rate. From this point, the assets are projected to be sufficient to fully fund the liabilities on the accounting basis. The Group is not exposed to any unusual, entity-specific or scheme-specific risks. Other than the current year impact of the Barber Window adjustment relating to the Trinity Scheme, and the impact of the Barber Window adjustment relating to the WF scheme together with the MGN Scheme purchase of a bulk annuity, both in 2024, there were no plan amendments, settlements or curtailments in 2025 or 2024 which resulted in a pension cost.

Results

For the purposes of the Group's consolidated financial statements, valuations have been performed in accordance with the requirements of IAS 19 with scheme liabilities calculated using a consistent projected unit valuation method and compared to the estimated value of the scheme assets at 31 December 2025.

Based on actuarial advice, the assumptions used in calculating the scheme liabilities are:

	2025	2024
Financial assumptions (nominal % pa)
Discount rate	5.43	5.49
Retail price inflation rate	2.81	3.20
Consumer price inflation rate	1.0% pa lower than RPI to 2030 and equal to RPI thereafter	1.0% pa lower than RPI to 2030 and equal to RPI thereafter
Rate of pension increases in deferment	2.34	2.88
Rate of pension increases in payment	3.31	3.40
Mortality assumptions - future life expectancies from age 65 (years)
Male currently aged 65	21.5	21.2
Female currently aged 65	23.3	23.3
Male currently aged 55	21.3	21.0
Female currently aged 55	24.2	24.2

 

The defined benefit pension liabilities are valued using actuarial assumptions about future benefit increases and scheme member demographics, and the resulting projected benefits are discounted to the reporting date at appropriate corporate bond yields. For 2024 and 2025, the financial assumptions have been derived as a yield curve with different rates per year, with the figures in the table above representing a weighted average of these rates across all of the schemes. This is considered to be a more robust and accurate approach to setting assumptions as it allows for each scheme's individual circumstances, rather than considering the schemes in aggregate as has been done in the past.

 

The discount rate should be chosen to be equal to the yield available on 'high-quality' corporate bonds of appropriate term and currency. For 2024 and 2025, the discount rate has been set to reflect the full corporate bond yield curve.

 

The inflation assumptions are based on market expectations over the period of the liabilities. For 2024 and 2025, the inflation assumptions have been set using the full inflation curve. The RPI assumption is set based on the break-even RPI inflation curve with a margin deducted. This margin, called an inflation risk premium, reflects the fact that the RPI market-implied inflation curve can be affected by market distortions and as a result it is thought to overstate the underlying market expectations for future RPI inflation. Allowing for the extent of RPI linkage on the schemes' benefits pre and post 2030, the average inflation risk premium has been set at 0.2% per annum to 2030 and 0.4% per annum thereafter. The CPI assumption is set based on a margin deducted from the RPI assumption, due to lack of market data on CPI expectations. Following the UK Statistics Authority's announcement of the intention to align RPI with CPIH from 2030 the assumed gap between RPI and CPI inflation is 1.0% per annum up to 2030 and 0.0% per annum beyond 2030.

 

The estimated impacts on the IAS 19 liabilities and on the IAS 19 deficit at the reporting date, due to a reasonably possible change in key assumptions over the next year, are set out in the table below:

 

	Effect on liabilities £m	Effect on deficit £m
Discount rate +/- 1.0% pa	-140/+165	-115/+135
Retail price inflation rate +/- 0.5% pa	+19/-18	+12/-12
Consumer price inflation rate +/- 0.5% pa	+17/-15	+15/-14
Life expectancy at age 65 +/- 1 year	+70/-70	+50/-50

The RPI sensitivity impacts the rate of increases in deferment for some of the pensions in the EN88 Scheme and some of the pensions in payment for all schemes except the MGN Scheme. The CPI sensitivity impacts the rate of increases in deferment for some of the pensions in most schemes and the rate of increases in payment for some of the pensions in payment for all schemes.

The effect on the deficit is usually lower than the effect on the liabilities due to the matching impact on the value of the insurance contracts held in respect of some of the liabilities. Each assumption variation represents a reasonably possible change in the assumption over the next year but might not represent the actual effect because assumption changes are unlikely to happen in isolation.

The estimated impact of the assumption variations makes no allowance for changes in the values of invested assets that would arise if market conditions were to change in order to give rise to the assumption variation. If allowance were made, the estimated impact would likely be lower as the values of invested assets would normally change in the same directions as the liability values.

The amounts included in the consolidated income statement, consolidated statement of comprehensive income and consolidated balance sheet arising from the Group's obligations in respect of its defined benefit pension schemes are as follows in the table below.

Past service costs of £2.2m relate to a Barber Window adjustment attributable to the Trinity Scheme during the year (2024: £5.0m Barber Window equalisation adjustment identified by the Trustees of the WF Scheme).

Consolidated income statement	2025 £m	2024 £m
Pension administrative expenses	(5.4)	(4.7)
Past service costs	(2.2)	(5.0)
Pension finance charge	(0.8)	(3.4)
Defined benefit cost recognised in income statement	(8.4)	(13.1)

 

Consolidated statement of comprehensive income	2025 £m	2024 £m
Actuarial (loss)/gain due to liability experience	(7.9)	6.5
Actuarial gain due to liability assumption changes	12.6	173.3
Total liability actuarial gain	4.7	179.8
Returns on scheme assets less than discount rate	(3.2)	(168.6)
Impact of IFRIC 14	-	0.2
Total gain recognised in statement of comprehensive income	1.5	11.4

 

Consolidated balance sheet	2025 £m	2024 £m
Present value of uninsured scheme liabilities	(1,220.5)	(1,240.5)
Present value of insured scheme liabilities	(365.7)	(375.8)
Total present value of scheme liabilities	(1,586.2)	(1,616.3)
Invested and cash assets at fair value	1,227.4	1,195.2
Value of liability-matching insurance contracts	365.7	375.8
Total fair value of scheme assets	1,593.1	1,571.0
Net scheme surplus/(deficit)	6.9	(45.3)
Non-current assets - retirement benefit assets	64.6	72.4
Non-current liabilities - retirement benefit obligations	(57.7)	(117.7)
Net scheme surplus/(deficit)	6.9	(45.3)
Net scheme surplus/(deficit) included in consolidated balance sheet	6.9	(45.3)
Deferred tax included in consolidated balance sheet	(1.7)	11.3
Net scheme surplus/(deficit) after deferred tax	5.2	(34.0)

 

Movement in net scheme surplus/(deficit)	2025 £m	2024 £m
Opening net scheme deficit	(45.3)	(102.8)
Contributions	59.1	59.2
Consolidated income statement	(8.4)	(13.1)
Consolidated statement of comprehensive income	1.5	11.4
Closing net scheme surplus/(deficit)	6.9	(45.3)

 

Changes in the present value of scheme liabilities	2025 £m	2024 £m
Opening present value of scheme liabilities	(1,616.3)	(1,835.6)
Past service costs	(2.2)	(5.0)
Interest cost	(85.6)	(81.6)
Actuarial (loss)/gain - experience	(7.9)	6.5
Actuarial (loss)/gain - change to demographic assumptions	(4.6)	23.9
Actuarial gain - change to financial assumptions	17.2	149.4
Benefits paid	113.2	109.4
Bulk transfer due to buy-out	-	16.7
Closing present value of scheme liabilities	(1,586.2)	(1,616.3)

 

Impact of IFRIC 14	2025 £m	2024 £m
Opening impact of IFRIC 14	-	(0.2)
Decrease in impact of IFRIC 14	-	0.2
Closing impact of IFRIC 14	-	-

 

Changes in the fair value of scheme assets	2025 £m	2024 £m
Opening fair value of scheme assets	1,571.0	1,733.0
Interest income	84.8	78.2
Actual return on assets less than discount rate	(3.2)	(168.6)
Contributions by employer	59.1	59.2
Benefits paid	(113.2)	(109.4)
Administrative expenses	(5.4)	(4.7)
Bulk transfer due to buy-out	-	(16.7)
Closing fair value of scheme assets	1,593.1	1,571.0

 

Fair value of scheme assets	2025 £m	2024 £m
UK equities	4.3	3.3
Other overseas equities	37.2	34.0
Property	27.1	27.2
Corporate bonds	192.1	250.0
Fixed interest gilts	5.8	1.5
Index-linked gilts	0.5	-
Liability-driven investment	897.3	779.9
Cash and other	63.1	99.3
Invested and cash assets at fair value	1,227.4	1,195.2
Value of insurance contracts	365.7	375.8
Fair value of scheme assets	1,593.1	1,571.0

The assets of the schemes are primarily held in pooled investment vehicles which are unquoted. The pooled investment vehicles hold both quoted and unquoted investments. Scheme assets include neither direct investments in the Company's ordinary shares nor any property assets occupied nor other assets used by the Group.

When setting the investment strategy, the Trustees of the defined benefit pension schemes consider a wide range of asset classes for investment, taking account the expected returns and key individual risks associated with those asset classes as well as how these risks can be mitigated where appropriate.

The assets of the individual schemes are held across matching and growth portfolios. Details regarding each scheme's approach to the allocation of the assets between these portfolios can be found on our website under pension scheme disclosure notices, https://www.reachplc.com/pension-scheme-disclosure-notices, included in the Statement of Investment Principles (SIP).

The purpose of the assets in the matching portfolios is to generate cash flows to match the expected cash outflows arising from the pension obligations. The asset classes in the matching portfolios include, but are not limited to, asset-backed securities, short-duration buy and maintain credit, synthetic credit, bonds, gilts, swaps, liability-driven investment (LDI) and cash funds. 

The purpose of the assets in the growth portfolios is to generate consistent, absolute returns while managing downside risks and reducing the chance of large losses in stress situations. The asset classes in the growth portfolios include, but are not limited to, equities, bonds, diversified growth, multi-asset credit, emerging markets, inflation swaps, property, infrastructure and private credit funds.

The MGN Scheme and the MIN Scheme also hold bulk annuity contracts to match the benefits payable to a portion of the scheme's pensioners. The Trinity Scheme and the WF Scheme hold bulk annuity contracts matching all the benefits payable to the scheme's members.

16.          Net debt

The net debt for the Group is as follows:

	1 January 2025 £m	Cash flow £m		IFRS 16 lease liabilities movement
			Loan drawdown £m	Interest £m	New leases £m	31 December 2025 £m
Liabilities from financing activities
Borrowings	(35.0)	-	(9.5)	-	-	(44.5)
Lease liabilities	(27.3)	6.6	-	(1.1)	(0.4)	(22.2)
	(62.3)	6.6	(9.5)	(1.1)	(0.4)	(66.7)
Current assets
Cash and cash equivalents	20.8	(20.7)	9.5	-		9.6
Net debt less lease liabilities	(41.5)					(57.1)
Net debt	(14.2)	(20.7)	-	-	-	(34.9)

Cash and cash equivalents comprise cash held by the Group and short-term bank deposits with an original maturity of one week or less. The carrying amount of these assets approximates their fair value. The cash and cash equivalents disclosed above and in the statement of cash flows include £3.5m (2024: £2.4m) of restricted cash relating to potential pension contributions to the EN88 Scheme if the funding is deemed required (note 15). This is not available for general use within the Group. In addition, whilst not classified as cash and cash equivalents, this is also true for £6.5m (2024: £1.9m) held in escrow in relation to the Trinity Scheme (note 15), which is recognised within Other financial assets on the Consolidated Balance Sheet.

The Group has a revolving credit facility of £145.0m which was extended for a further year in 2025 and now expires on 12 December 2029. The Group had drawings of 44.5m, at the reporting date. The facility is subject to two covenants: Interest Cover and Net Debt to EBITDA, both of which were met at the reporting date.

17.          Assets classified as held for sale

 

	2025 £m	2024 £m
Opening balance	2.6	11.0
Classified as held for sale in the year	-	0.7
Disposals	(2.6)	(9.1)
Closing balance	-	2.6

The two properties classified as held for sale at 31 December 2024 have been sold in the year. At 31 December 2025, no properties were recognised as assets classified as held for sale.

18.          Provisions

	Share-based payments £m	Property £m	Restructuring £m	Historical legal issues £m	Other £m	Total £m
At 1 January 2025	(0.7)	(18.4)	(4.2)	(9.1)	(2.9)	(35.3)
Charged to income statement	(0.4)	(2.6)	(22.9)	-	(0.8)	(26.7)
Released to income statement	0.6	-	-	-	0.3	0.9
Utilisation of provision	-	1.9	23.2	4.4	0.6	30.1
At 31 December 2025	(0.5)	(19.1)	(3.9)	(4.7)	(2.8)	(31.0)

The provisions have been analysed between current and non-current as follows:

	2025 £m	2024 £m
Current	(14.5)	(13.8)
Non-current	(16.5)	(21.5)
	(31.0)	(35.3)

The share-based payments provision relates to National Insurance obligations attached to the future crystallisation of awards. This provision will be utilised over the next three years.

The property provision relates to property-related onerous contracts and onerous committed costs related to vacant properties. The provision will be utilised over the remaining term of the leases or expected period of vacancy.

The restructuring provision relates to restructuring charges incurred in the delivery of cost reduction measures. The net charge of £22.9m principally relates to in-year cost management actions taken in the period (note 5). The restructuring provision is expected to be utilised within the next year.

The historical legal issues provision relates to the cost associated with resolving civil claims in relation to historical phone hacking and unlawful information gathering. The provision consists of known claims and costs. The key uncertainties in relation to this matter relate to how each claim progresses, the amount of any settlement and the associated legal costs. Our assumptions have been based on historical trends, our experience and the expected evolution of claims and costs. The known and common costs provision is calculated using the most likely outcome method.

At the period end, a provision of £4.7m remains outstanding and this represents the current best estimate of the amount required to resolve this historical matter. The provision is expected to be utilised within the next year (2024: two years).

Our view on the range of outcomes at the reporting date for the provision, applying more and less favourable outcomes to all aspects of the provision, is £2m to £8m (2024: £4m to £16m). Despite making a best estimate, the timing of utilisation and ongoing legal matters related to provided for claims could mean that the final outcome is outside of the range of outcomes.

The other provision balance of £2.8m at the period end relates to libel and other matters, £1.3m of which is expected to be utilised over the next year.

19           Share capital and reserves

The share capital comprises 322,085,269 (2024: 322,085,269) allotted, called up and fully paid ordinary shares of 10p each.

The merger reserve comprises the premium on the shares allotted in relation to the acquisition of Express & Star. The capital redemption reserve represents the nominal value of the shares purchased and subsequently cancelled under share buy-back programmes.

The Company holds 3,748,968 shares as Treasury shares (2024: 3,927,313 shares). In 2025, 178,345 shares were withdrawn from Treasury to satisfy the vesting of buy-out awards granted in 2023.

Cumulative goodwill written off to retained earnings and other reserves in respect of continuing businesses acquired prior to 1998 is £25.9m (2024: £25.9m). On transition to IFRS, the revalued amounts of freehold properties were deemed to be the cost of the asset and the revaluation reserve has been transferred to retained earnings and other reserves.

Shares purchased by the Trinity Mirror Employees' Benefit Trust are included in retained earnings and other reserves at £2.8m (2024: £2.6m). During the year, the Trust purchased 866,929 shares (2024: 590,205 shares) for a cash consideration of £0.6m (2024: £0.6m). The Trust received a payment of £0.6m from the Company to purchase these shares. During the year, 560,061 shares were released relating to grants made in prior years (2024: 1,716,112).

During the year, awards relating to 1,452,408 shares were granted to executive directors on a discretionary basis under the Long Term Incentive Plan (2024: 2,112,984). The exercise price of each award is £1 for each block of awards granted. The awards vest after three years, subject to the continued employment of the participant and satisfaction of certain performance conditions and are required to be held for a further two years. During 2023, awards relating to 394,666 shares were granted to an executive director under the Long Term Incentive Plan representing a buy-out of awards that were forfeited on joining the Group. The awards vest in line with the original vesting dates of the forfeited awards, subject to the continued employment up to the relevant vesting dates. 158,176  of these shares had a vesting date in 2025 (2024: 61,164 shares).

During the year, awards relating to 3,453,270 shares were granted to senior managers on a discretionary basis under the Long Term Incentive Plan (2024: 3,948,180). The exercise price of each award is £1 for each block of awards granted. The awards vest after three years, subject to the continued employment of the participant and satisfaction of certain performance conditions.

In 2024, awards relating to 2,400,238 shares were granted to employees on a discretionary basis under the Save As You Earn Plan. The exercise price of each award is 89.0 pence. The awards vest after three years, subject to the continued employment of the participant. The estimated fair value of the options was £671,587.

During the year, awards relating to 728,512 shares were granted to executive directors under the Restricted Share Plan (2024: no shares).

20.          Reconciliation of statutory to adjusted results

   Year ended 31 December 2025

	Statutory results £m	Operating adjusted items (a) £m	Pension finance charge (b) £m	Adjusted results £m
Revenue	518.4	-	-	518.4
Operating (loss)/ profit	(160.1)	264.8	-	104.7
(Loss)/profit before tax	(165.9)	264.8	0.8	99.7
(Loss)/profit after tax	(132.3)	216.2	0.8	84.7
Basic (loss)/earnings per share (p)	(41.9)	68.4	0.3	26.8

   Year ended 31 December 2024

	Statutory results £m	Operating adjusted items (a) £m	Pension finance charge (b) £m	Adjusted interest (c) £m	Adjusted results £m
Revenue	538.6	-	-	-	538.6
Operating profit	74.2	28.1	-	-	102.3
Profit before tax	62.8	28.1	3.4	2.9	97.2
Profit after tax	53.6	21.4	2.5	2.2	79.7
Basic earnings per share (p)	17.0	6.8	0.8	0.7	25.3

 

(a)   Operating adjusted items relate to the items charged or credited to operating profit as set out in note 5.

(b)   Pension finance charge relates to the defined benefit pension schemes as set out in note 15.

(c)    Adjusted interest relates to other interest costs as set out in note 8.

 

Set out in note 2 is the rationale for the alternative performance measures adopted by the Group. The reconciliations in this note highlight the impact on the respective components of the income statement.

Items are adjusted on the basis that they distort the underlying performance of the business where they relate to material items that can recur (including impairment, restructuring, tax rate changes and profit or loss on the sale of freehold buildings) or relate to historical liabilities (including historical legal and contractual issues, defined benefit pension schemes which are all closed to future accrual). Other items may be included in adjusted items if they are not expected to recur in future years, such as property rationalisation and items such as transaction and restructuring costs incurred on acquisitions or the profit or loss on the sale of subsidiaries or associates.

Impairments to non-current assets arise following impairment reviews or where a decision is made to close or retire printing assets. These non-cash items are included in adjusted items on the basis that they are material and vary considerably each year, distorting the underlying performance of the business.

The opening deferred tax position is recalculated in the period in which a change in the standard rate of corporation tax has been enacted or substantively enacted by parliament. The impacts of the change in rates are included in adjusted items on the basis that when they occur they are material, distorting the underlying performance of the business.

Provision for historical legal issues relates to the cost associated with dealing with and resolving civil claims for historical phone hacking and unlawful information gathering. This is included in adjusted items as the amounts are material, it relates to historical matters and movements in the provision can vary year to year.

The Group's defined benefit pension schemes are all closed to new members and to future accrual and are therefore not related to the current business. The pension administration expenses and the pension finance charge are included in adjusted items as the amounts are significant and they relate to the historical pension commitment.

Also included in adjusted items in 2025 are vacant freehold property-related costs (£0.3m), onerous lease and related costs (£1.8m), the Group's net legal fees in respect of historical legal issues (£1.6m), adviser costs in relation to the defined benefit pension schemes (£4.8m), internal pension administrative expenses (£0.5m), corporate simplification costs (£0.6m), other restructuring-related project costs (£1.8m), less a reduction in National insurance costs relating to share awards (£0.6m) and profit on sale of assets (£1.4m). These are included in adjusted items as they relate to historical liabilities or are one-off items not expected to recur.

Also included in adjusted items in 2024 are vacant freehold property-related costs (£1.5m), onerous lease and related costs (£2.8m), impairment of vacant freehold property (£0.1m), the Group's legal fees in respect of historical legal issues (£1.0m), adviser costs in relation to the defined benefit pension schemes (£6.1m), internal pension administrative expenses (£0.5m), corporate simplification costs (£0.5m), and other restructuring-related project costs (£2.1m) less the profit on sale of assets (£5.5m). These were included in adjusted items as they related to historical liabilities or are one-off items not expected to recur.

21.          Adjusted cash flow

	2025 £m	2024 £m
Adjusted operating profit	104.7	102.3
Depreciation and amortisation	19.7	19.6
Adjusted EBITDA	124.4	121.9
Working capital movements	0.1	4.4
Net capital expenditure	(13.6)	(11.8)
Net interest paid on leases	(1.1)	(1.3)
Repayment of obligation under leases	(5.5)	(6.0)
Other	1.9	2.9
Associates	(2.7)	(2.8)
Adjusted operating cash flow	103.5	107.3
Interest and charges payments and receipts	(4.6)	(3.7)
Income tax paid	(2.4)	(2.4)
Restructuring payments	(23.2)	(16.5)
Historical legal issues payments	(4.4)	(9.1)
Dividends paid	(23.2)	(23.2)
Purchase of own shares	(0.6)	(0.6)
Pension funding payments	(59.1)	(59.2)
Pension payments into escrow	(4.5)	(1.9)
Dividends received from associated undertakings	1.9	1.9
Legal fee payments in respect of historical legal issues	(0.7)	(0.8)
Adviser cost payments in relation to defined benefit schemes	(6.4)	(3.4)
Proceeds from disposal of property	4.0	14.6
Tax receipts of residual overpayments previously held with HMRC	4.8	-
Other adjusted items payments	(5.8)	(7.1)
Net cash flow	(20.7)	(4.1)
Bank facility drawdown	9.5	5.0
Net (decrease)/increase in cash and cash equivalents	(11.2)	0.9

 

22.          Reconciliation of statutory to adjusted cash flow

Year ended 31 December 2025	Statutory 2025 £m	(a) £m	(b) £m	Adjusted 2025 £m
Cash flows from operating activities
Cash generated from operations	83.2	(20.2)	40.5	103.5	Adjusted operating cash flow
Pension deficit funding payments	(59.1)	-	-	(59.1)	Pension funding payments
Pension payments into escrow	(4.5)	-	-	(4.5)	Pension payments into escrow
	-	-	(23.2)	(23.2)	Restructuring payments
	-	-	(4.4)	(4.4)	Historical legal issues payments
	-	-	(0.7)	(0.7)	Legal fee payments in respect of historical legal issues
	-	-	(6.4)	(6.4)	Adviser cost payments in relation to defined benefit schemes
	-	-	4.8	4.8	Tax receipts of residual overpayment previously held with HMRC
	-	-	(5.8)	(5.8)	Other adjusted items payments
Income tax received/(paid)	2.4	-	(4.8)	(2.4)	Income tax received/(paid)
Net cash inflow from operating activities	22.0
Investing activities
Interest received	0.1	-	-	0.1	Interest and charges payments and receipts
Dividends received from associated undertakings	1.9	-	-	1.9	Dividends received from associated undertakings
Proceeds on disposal of property, plant and equipment	4.0	-	-	4.0	Proceeds from disposal of property
Purchases of property, plant and equipment	(2.6)	2.6	-	-	Net capital expenditure
Expenditure on capitalised internally generated development	(11.0)	11.0	-	-	Net capital expenditure
Net cash used in investing activities	(7.6)
Financing activities
Interest and charges paid on borrowings	(4.7)	-	-	(4.7)	Interest and charges payments and receipts
Dividends paid	(23.2)	-	-	(23.2)	Dividends paid
Interest paid on leases	(1.1)	1.1	-	-	Net interest paid on leases
Repayment of obligations under leases	(5.5)	5.5	-	-	Repayment of obligation under leases
Purchase of own shares	(0.6)	-	-	(0.6)	Purchase of own shares
Drawdown of borrowings	9.5	-	-	9.5	Bank facility drawdown
Net cash used in financing activities	(25.6)
Net decrease in cash and cash equivalents	(11.2)	-	-	(11.2)

(a)   Items included in the statutory cash flow on separate lines which for the adjusted cash flow are included in adjusted operating cash flow.

(b)   Payments in respect of adjusted items are shown separately in the adjusted cash flow.

 

Year ended 31 December 2024	Statutory 2024 £m	(a) £m	(b) £m	Adjusted 2024 £m
Cash flows from operating activities
Cash generated from operations	89.5	(19.1)	36.9	107.3	Adjusted operating cash flow
Pension deficit funding payments	(59.2)	-	-	(59.2)	Pension funding payments
Pension payments into escrow	(1.9)	-	-	(1.9)	Pension payments into escrow
	-	-	(16.5)	(16.5)	Restructuring payments
	-	-	(9.1)	(9.1)	Historical legal issues payments
	-	-	(0.8)	(0.8)	Legal fee payments in respect of historical legal issues
	-	-	(3.4)	(3.4)	Adviser cost payments in relation to defined benefit schemes
	-	-	(7.1)	(7.1)	Other adjusted items payments
Income tax paid	(2.4)	-	-	(2.4)	Income tax paid
Net cash inflow from operating activities	26.0
Investing activities
Interest received	0.2	-	-	0.2	Interest and charges payments and receipts
Dividends received from associated undertakings	1.9	-	-	1.9	Dividends received from associated undertakings
Proceeds on disposal of property, plant and equipment	14.6	-	-	14.6	Proceeds from disposal of property
Purchases of property, plant and equipment	(1.3)	1.3	-	-	Net capital expenditure
Expenditure on capitalised internally generated development	(10.5)	10.5	-	-	Net capital expenditure
Net cash generated from  investing activities	4.9
Financing activities
Interest and charges paid on borrowings	(3.9)	-	-	(3.9)	Interest and charges payments and receipts
Dividends paid	(23.2)	-	-	(23.2)	Dividends paid
Interest paid on leases	(1.3)	1.3	-	-	Net interest paid on leases
Repayment of obligations under leases	(6.0)	6.0	-	-	Repayment of obligation under leases
Purchase of own shares	(0.6)	-	-	(0.6)	Purchase of own shares
Drawdown of borrowings	5.0	-	-	5.0	Bank facility drawdown
Net cash used in financing activities	(30.0)
Net increase in cash and cash equivalents	0.9	-	-	0.9

(a)   Items included in the statutory cash flow on separate lines which for the adjusted cash flow are included in adjusted operating cash flow.

(b)   Payments in respect of adjusted items are shown separately in the adjusted cash flow.

 

23.          Events after the reporting period

On 10 February 2026, the Group announced plans to close two print sites, moving the work they currently serve to the remaining print site and outsourcing any remaining printing requirements during 2026.

 

The cost of change associated with these closures are estimated to be c.£25m. We will be able to provide more detail at the FY26 reporting dates when  the overall financial impact is more precise.

 

Principal Risks and Uncertainties

 

Monitoring and managing our principal and emerging risks is key to how the Board assesses the overall risk landscape and makes strategic decisions.

 

Over the past 12 months, the principal risk profile has remained broadly stable, though with underlying shifts, in digital audience and cyber risk with the inherent risk increasing in both. The risk related to a fall in digital audience increased, reflecting the impact of core platform changes and competition for user attention, requiring continuous adjustment to digital strategy. The inherent threat posed by a cyber attack also intensified due to the growing volume and sophistication of attacks, notably through AI-enabled phishing and double-extortion ransomware techniques. Importantly, continuous investment in mitigation and making cyber-resilience a Board-level priority have ensured the net risk exposure remains broadly stable across the portfolio, despite the rising inherent threats. The risk concerning the macroeconomic environment was stable, benefiting from the moderation of inflation and a downward trend in interest rates.

 

Our principal risks and progress against them are set out below.

Risk and description	How we mitigate the risk	Change in year
Strategic
1. Macroeconomic environment   Risk owner: Executive Committee Appetite: Flexible   Deterioration in macroeconomic conditions, including high interest rates and inflation, could result in: • reduced customer and advertiser spending in both digital and print advertising; • lower revenue, cash flow and profits; • rising salary, printing and other costs from inflationary pressures; and • increased debt interest costs.	• Bi-annual Board strategy day to review strategy and financial targets • Annual budget set, approved by Board. Regular re-forecast throughout the year • Monthly Executive Committee meeting to review results and other factors affecting performance and delivery of strategy • The Board receives CEO and CFO reports that cover the performance of the business, external environment and macroeconomic pressures • Regular Board meetings to review performance of the business against budgets and forecasts throughout the year	Change in year: Stable The UK has seen ongoing effort to combat above target inflation amidst generally subdued economic growth. The Bank of England has maintained a restrictive monetary policy and GDP growth has been modest, with weakness in consumer spending and a loosening, but still tight, labour market contributing to this moderation. The outlook is cautiously optimistic, with inflation expected to fall further towards the 2% target over the medium term, allowing for further gradual interest rate cuts.
2. Fall in digital audience   Risk owner: Chief Digital Publisher Appetite: Flexible   Digital audience falls significantly and for an extended period. This could be caused by changes in major platforms' support and referrals to our content, changes to search and disruption from AI, competition in the market, lower demand for our brands or issues with user experience. Could result in: • lower digital advertising revenue; and • direct impact on operating profits if costs cannot be reduced.	• Bi-annual Board strategy day to review strategy and financial targets • Monthly Executive Committee meeting to review results and other factors affecting performance and delivery of strategy • Strategic focus on diversifying our revenues, including: • Developing and rolling out digital subscriptions • Driving continued growth in affiliates and ecommerce • Increasing commercialisation of video content	Change in year: Increasing Page views (our key measure of digital audience) were strong in the first half of the year, however, following a widely publicised Google core update, there was a significant fall in daily page views, which affected a number of news publishers. The focus during the second half of the year was to increase audience levels through a focus on video content, improving user experience and a new subscription service to access ad-lite content.
3. Inability to recruit and retain talent   Risk owner: Group Human Resources Director Appetite: Flexible   The inability to recruit and retain talent with appropriate skills, knowledge and experience would compromise our ability to deliver our strategy. This may be caused by: • lack of understanding of people/skills required by the business; • employment market trends e.g. wages; • reward insufficient to retain and attract the best; • reliance on key individuals; • lack of employee movement or progression; and • capacity for change/volume of change.	• We continually monitor and review key people metrics and trend analysis, including:    • Employee churn;    • Pay and benefits;    • Succession plans for key senior roles;    • Digital capabilities of our workforce;    • The recruitment channels and opportunities to expand our talent pool; and    • Diversity and inclusion. • Regular reporting to the Board on key people metrics and trends	Change in year: Stable The first half of the year saw this risk drop as employee turnover was low and our employee base remained relatively stable. In the second half of the year, we restructured a number of teams across the business and this resulted in an inevitable but small increase in this risk as colleagues moved roles or left the business.
Operational
4. Acceleration of print circulation decline   Risk owner: Chief Operating Officer Appetite: Flexible   An acceleration of the decline in demand for printed newspapers at the national and local level due to industry-wide changing consumer habits. This could result in: • lower circulation revenue; • reduced advertiser spending on print advertising; • print site costs per copy increase, due to fixed costs • distribution through wholesalers becoming less economic at lower volumes; and • revenue falling at a higher rate than costs, impacting profits.	• Bi-annual Board strategy day to review strategy and financial targets • Monthly Executive Committee meeting to review results and other factors affecting performance and delivery of strategy • Long-term planning for manufacturing and distribution decline • Cover price increases used to offset fall in circulation revenue	Change in year: Stable Circulation decline has continued at a stable pace and in line with our expectations throughout 2025. The Executive Committee and Board review regularly and monitor trends especially following cover price increases.
5. Cyber attack   Risk owner: Chief Product and Technology Officer Appetite: Cautious   An internal or external cyber threat or attack, or a breach within one of our suppliers, could lead to: • direct impact on our ability to produce and publish content either digitally or in print; • resultant immediate impact on income and profits; • reputational damage and loss of market share; • management time required to manage back to BAU; and • other core systems being inaccessible.	• Policies and standards for managing cyber risk are implemented and periodically reviewed to ensure they continue to meet Reach's business needs • Technology Strategy and Security Committee (TSSC) with a delegation of authority from the Executive Committee for oversight of cyber risk • TSSC ensures implementation of and compliance with relevant cyber security policies and baseline standards across the Group • The Audit & Risk Committee receives an annual update from the TSSC on cyber risk	Change in year: Stable Cyber risk has continued to increase, driven by the increased volume and sophistication of attacks. The threat from ransomware and 'double extortion' attacks has intensified. Furthermore, phishing attacks against journalists are now far more sophisticated, leveraging AI-enabled tools. In response to this, cyber-resilience is treated as a Board-level priority at Reach and our cyber defences are continuously reviewed and improved, resulting in a broadly stable net risk to the business.
6. Supply chain disruption   Risk owner: Chief Operating Officer/Chief Financial Officer/Chief Product and Technology Officer Appetite: Cautious Our print and digital products rely on a small number of key suppliers and could be adversely affected by changes to supplier dynamics. A major failure, breach or prolonged performance issues at a key supplier could result in: • business interruption or disruption; • damage to reputation; • loss of revenue; • increased costs; and • reduced service and product quality.	• Documented supply chain framework allows management to identify and manage risk within the supply chain • An annual review of tier one suppliers is completed by the Executive Committee. This includes ongoing operational and financial resilience as well as compliance of the contract	Change in year: Stable In line with the increase in cyber activity, we have seen an increase in suppliers experiencing disruption to their operations. We continue to monitor key suppliers both at the point of onboarding and on an ongoing basis. Despite an increased gross risk, across all our key suppliers, the risk has remained stable at the net level.
7. Health and safety incident   Risk owner: Chief Operating Officer Appetite: Minimalist   Reach operates manufacturing sites and sends journalists to high-risk locations. This results in the inherent risk of injury or death to colleagues, freelance journalists, contractors or other visitors to our sites. Online abuse of journalists, including harassment, threats and attempts to undermine their credibility can create a challenging and sometimes hostile environment for them to perform their duties effectively.	• Group H&S Policy in place and signed by the CEO sets out roles and responsibilities and is reviewed annually • Group H&S Committee, chaired by the COO, meets quarterly to review risks, incidents and compliance with Group policy • An H&S manual for each site/office which is reviewed annually or every three years depending on document type • A Group-wide fire safety policy is in place which is reviewed annually • Equipment manuals are provided by the manufacturer and held on site • Online Safety Editor monitors and manages online threats and abuse	Change in year: Stable Health and safety risk has remained stable with incidents across our office and print sites remaining consistently low. However, within editorial, online abuse continues to grow in frequency and ferocity. Our established procedures to protect colleagues working in high-risk environments, including online, have once again helped to ensure that the net risk remained stable.
8. Published content and/or editorial practices   Risk owner: Group General Counsel/Chief Digital Publisher Appetite: Cautious   We publish significant volumes of content every day across our national and local titles. Breaches of regulations or editorial guidelines, editorial errors, or issues with the tone of our content could damage our reputation, cause us to lose readership, or put us at risk of legal or regulatory proceedings.	• A comprehensive suite of editorial policies and procedures are used to provide journalists with guidance on conduct or material being considered for publication which may carry an editorial risk • Editorial structures provide clear accountability for compliance with all laws and regulations • All editorial staff have to undertake mandatory compliance training on how to create content that complies with editorial guidelines	Change in year: Stable While occasional complaints and corrections are unavoidable given the number of titles and volume of content published, the number of incidents in 2025 has been consistent with prior years and is deemed acceptable.
Financial
9. Shortage of cash/debt funding   Risk owner: Chief Financial Officer Appetite: Cautious   Lack of funding or available cash to meet business needs. This may be caused by business performance below forecast, unexpected increases in interest costs or increased liabilities, in particular due to defined benefit pension schemes.	• Quarterly Treasury Committee meeting, chaired by the CFO, to review the Group's liquidity, cash flows and working capital position • Regular forecasting and monitoring of cash flow, including daily updates to cash flow forecasts • On an annual basis, the Financial Planning and Analysis team produces a five-year forecast • Committed loan facilities to December 2029 • Regular discussions with pension scheme trustees to review ways of de-risking our pension liabilities	Change in year: Stable The Company maintains a robust long-term funding structure, supported by a £145m Revolving Credit Facility (RCF). Following the successful exercise of a one-year extension option in December 2025, the facility's maturity now extends to December 2029. With free cash flow meeting expectations, our risk outlook remained stable throughout the year. This has allowed the business to continue to make significant payments to our pension schemes and to settle the remaining liabilities for historical legal issues.
Regulatory
10. Data protection failure   Risk owner: Group General Counsel/Data Protection Officer Appetite: Minimalist   A contravention of data protection regulations applicable to Reach, such as the UK or EU General Data Protection Regulations (GDPR), Privacy and Electronic Communications Regulations 2003 (PECR), various state and federal legislation in the US and Canada (e.g. the updated California Consumer Privacy Act (CCPA) Amended), could lead to monetary penalties, reputational damage and a loss of customer trust.	• Policies and standards for managing data protection risk are implemented and periodically reviewed to ensure they continue to meet Reach's business needs. • There is a clear governance structure in place that includes: • The Board's accountability for the oversight of data protection risk and setting Reach's risk appetite • Delegation of responsibility from the Board for oversight of data protection risk to the General Counsel and Data Protection Officer • Roles and responsibilities for the development and implementation of data protection policies • Data protection champions across the business	Change in year: Stable   The pace of change in the privacy landscape and organisational activities means data protection risk remains high, although we are confident we have the  appropriate foundations and expertise in place to continue to effectively anticipate and address these challenges.