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IG DESIGN GROUP PLC
Earnings Release • Jul 29, 2025
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Earnings Release
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National Storage Mechanism | Additional information 
RNS Number : 8862S
IG Design Group PLC
29 July 2025
EMBARGOED UNTIL 7.00 am 29 July 2025
IG Design Group plc
(the 'Company', the 'Group' or 'Design Group')
Results for the year ended 31 March 2025
Simpler, more profitable and cash-generative Group following the divestment of DG Americas
IG Design Group plc, a leading designer, innovator and manufacturer across various celebration and creative categories announces its audited results for the year ended 31 March 2025.
Financial highlights for the year ended 31 March 2025
| Financial highlights | FY2025 | FY2024 |
| Revenue | $729.3m | $800.1m |
| Adjusted(a) | ||
| ‐ Operating profit | $5.2m | $31.1m |
| ‐ Profit before tax | $1.9m | $25.9m |
| ‐ Diluted (loss)/earnings per share | (5.6)c | 16.3c |
| Reported | ||
| ‐ Operating (loss)/profit | $(53.6)m | $29.0m |
| ‐ (Loss)/profit before tax | $(55.6)m | $23.8m |
| ‐ Diluted (loss)/earnings per share | (104.6)c | 36.6c |
| Net cash as at the period end | $84.8m | $95.2m |
(a) Adjusted results exclude the impact of adjusting items - for further detail see alternative performance measures reconciliation within the detailed financial review
| · | Revenue decline, predominantly in DG Americas, driven by previously announced soft consumer demand, retailer order reductions and customer bankruptcies |
| · | Profit margins impacted across the Group by increased freight costs and competitive pricing pressures, bringing adjusted operating profit to $5.2 million |
| · | Recognised impairment of $54.2 million relating to DG Americas' assets, following bankruptcy of major customer |
| · | Received $8.4 million of cash through the strategic sale of surplus US property |
| · | Maintained a higher average cash position compared to the previous year, ending with a robust net cash position of $84.8 million |
Operational highlights
| · | Enhanced category value through a focus on increased licensing and branding |
| · | Continued strong growth in Smartwrap™, one of the key product lines for DG International |
| · | Closed inefficient China manufacturing facility as planned |
| · | Successfully completed the divestment of DG Americas post year-end, effectively addressing market challenges, exacerbated by the impact of US trade tariffs |
Divestment of DG Americas
| · | The divestment of DG Americas removes a loss-making part of the Group |
| · | The timing and nature of this divestment has effectively mitigated further financial and operational impact on the Group |
| · | Reported results for FY2026 will include two months of DG Americas' results, transaction costs, and further non-cash impairment and/or loss on disposal of these operations |
| · | Nominal consideration received with the potential of 75% of any future net proceeds realised by the buyer |
Outlook
| · | Following the divestment, the Group will now be a simpler, more profitable and cash-generative business |
| · | Successfully negotiated new three-year receivables finance facility , which is better value and easier to manage |
| · | DG International has a strong heritage and benefits from long-established and stable relationships with major retailers with well-structured categories and product ranges |
| · | Orderbook remains robust at 87% of budgeted revenues (FY2025: 81% at this stage last year) |
| · | The Group is targeting revenue in FY2026 of $270-280 million, with an adjusted operating margin of 3-4%, with market challenges such as the impact of trade tariffs on UK export sales to the US, despite cost actions. The Group expects to maintain cash in excess of $40m |
| · | The Board is focused on opportunities for growth through expansion into other channels and product categories, especially across Continental Europe |
| · | The Board is committed to driving sustainable growth in revenue and margin over the long term |
| · | Capital allocation remains focused on organic growth, with selective investment in growth opportunities. The Board do not recommend a dividend for FY2025, though shareholder distributions will be kept under review |
Stewart Gilliland, Interim Executive Chair, commented:
"The year has been dominated by numerous external challenges, felt most acutely by DG Americas. Despite sustained efforts over recent years to stabilise the division, the Board took the decisive step, post-period, to exit the business in order to protect the wider Group from further risk.
"This marks a key turning point for our business, enabling us to streamline our operations and focus on the more resilient, profitable and cash-generative DG International. With a clearer strategic direction and focus, we are now better placed to pursue future growth and can look ahead with renewed optimism.
"What must not be forgotten is that innovation - whether in product, design, or solutions, collaboration and award-winning service are embedded in our DNA. These qualities are why we enjoy longstanding, strong relationships with household-name retailers across the globe.
"In what has undoubtedly been a challenging year, I am particularly proud of the hard work and dedication shown by my colleagues. I would like to take this opportunity to thank our teams for their commitment to driving our business forward."
For further information, please contact:
| IG Design Group plc Stewart Gilliland, Interim Executive Chair Rohan Cummings, Chief Financial Officer |
Tel: +44 (0)1525 887310 |
| Canaccord Genuity Limited (Nomad and Broker) Bobbie Hilliam Elizabeth Halley-Stott |
Tel: +44 (0)20 7523 8000 |
| Alma Strategic Communications Rebecca Sanders-Hewett Sam Modlin Will Merison |
Tel: +44 (0)20 3405 0205 [email protected] |
This announcement contains inside information for the purposes of article 7 of the Market Abuse Regulation (EU) 596/2014 (which forms part of domestic UK law pursuant to the European Union (Withdrawal) Act 2018 ("UK MAR"). With the publication of this announcement, this information is now considered to be in the public domain.
Overview
FY2025 proved to be a challenging year for the Group, particularly for the DG Americas division. It was largely shaped by the continuing headwind of lower consumer demand in the US market, resulting in an increasingly competitive retail environment where customer orders were reduced, pricing was challenged, and some of our customers struggled. In particular, the bankruptcy of the division's fourth largest customer had a material impact on our results for the year. DG International experienced softness in consumer demand in certain markets, particularly in the Independents channel, as well as pressure on pricing in the competitive retail environment. However, its results were also impacted by specific challenges such as supply chain disruption at one of our major customers in continental Europe . Group revenue for the year was down nearly 9% to $729.3 million (FY2024: $800.1 million). Sea freight rates were elevated, especially at the start of the year, which also weighed on margins. Consequently, adjusted operating profit was significantly reduced to $5.2 million (FY2024: $31.1 million). Adjusted profit before tax at $1.9 million (FY2024: $25.9 million), reflects lower net finance costs from continued strong cash management. The Group ended the year with a strong net cash position of $84.8 million (FY2024: $95.2 million).
The experiences in the US market prompted the commencement of a review in early 2025 of the strategic options for DG Americas. The objective was to restructure the division, remove the more structurally challenged businesses and categories through either sale or closure to retain a less complex, more stable and profitable business. However, the early April 2025 announcement and introduction of a new regime of trade tariffs on imports into the US market, created significant additional uncertainty and volatility, particularly due to the reliance on Chinese imports by DG Americas. This immediately impacted future orders, as retail customers exercised caution and awaited more clarity from the US administration. The tariffs further increased the cost and risk of doing business in the US. This resulted in the need for a fast and more radical response given the seasonal working capital requirements of the division and the potential impact on the wider Group. Therefore, on 30 May 2025, the Group announced the sale of the DG Americas division. The remaining Group is now simpler, more profitable and cash-generative, made up of businesses in the UK, continental Europe and Australia.
Board changes
Paul Bal stepped down from his role as CEO, following the successful disposal of DG Americas, with Stewart Gilliland assuming the role of Interim Executive Chair. The search for a replacement is underway and in the meantime Stewart will be supported by the broader executive team. The Board would like to thank Paul for his hard work and commitment to the Group over his tenure.
The Group welcomed John Gittins to the Board as a Non-Executive Director in March 2025. This followed Claire Binyon stepping down in January 2025. Mark Tentori, Senior Independent Director and Audit Committee Chair, will not be seeking re-election as he will be stepping down from the Board at the conclusion of the forthcoming AGM in line with governance best practice, since he has been a member of the Board for over nine years. At this stage, the intent is for John Gittins to take over as Audit Committee Chair and Clare Askem to become Senior Independent Director.
Divestment of DG Americas
The Group successfully delivered the divestment of the DG Americas business at the end of May 2025. The Group received a nominal consideration and will be entitled to 75% of any future net proceeds realised by the buyer, with no ongoing recourse on the Group. The transaction has enabled the Group to exit a structurally challenged and loss-making part of the Group. This constitutes a material change in the Group's revenue (DG Americas being 60% of Group revenue), global physical footprint, and product offering. The timing and nature of the transaction has mitigated further adverse financial and operational impact the Group would otherwise have experienced, and has protected the profitable and cash-generative DG International division and the remainder of the Group.
Outlook and strategy
There are some immediate challenges to address in the current year which include the impact of new tariffs on continued export sales from the UK to the US. There has also been ongoing disruption within a major customer's supply chain network in continental Europe, which is now largely resolved, and continued softness in the Australian consumer market. The Group is therefore targeting revenue in FY2026 of $270-280 million, with an adjusted operating margin of 3-4%. Beyond this, the Group is targeting low single digit revenue growth and an improvement in adjusted operating margin to 4-5%. The Group expects to maintain cash in excess of $40 million, which will increase in line with profits. The Board remains encouraged by the orderbook representing 87% of FY2026 budgeted revenues (81% at this stage last year). For completeness, two months of DG Americas' trading will be included in the Group results for the year, alongside transaction costs, and further non-cash impairment and/or loss on disposal of these operations.
Looking ahead, the Group continues with its businesses in the UK, continental Europe and Australia. These businesses have less complex models, and a strong heritage that benefits from long-established and stable relationships with the major retailers. DG International combines well-structured product ranges with a strong focus on design and innovation, supported by a geographically diverse market footprint, trading with over 70 countries.
A greater focus of resources will support the continuing businesses to achieve sustainable growth in revenue, profits and margins over the coming years, especially looking to under-served categories and channels across its markets. This focus on growing the core of the business, along with financial discipline, will allow the Group to deliver consistently on its targets. The Group has a strong balance sheet, with an average cash position maintained throughout the year, despite typical seasonal working capital fluctuations. Taken together, these improved attributes form a powerful strategic and operational combination. Therefore, the Group will start to generate cash and return to creating value.
Capital allocation remains focused on supporting organic growth, complemented by selective investment in strategic opportunities. While the Board does not recommend a dividend for FY2025, shareholder distributions will continue to be kept under review in line with the Group's performance and capital needs.
Summary FY2025 results
Group revenue declined by nearly 9%, with both the DG Americas and DG International divisions impacted by the softer consumer demand and therefore cautious ordering by our retail customers. DG Americas' revenue declined by 12%, and the segment reported an adjusted operating loss, primarily driven by the lower volumes exacerbated by customer bankruptcies. DG International proved more resilient, with revenue down 3% and adjusted operating margins of 10% (FY2024: 11%) despite being impacted by higher freight costs and competitive pricing pressures. The closure of inefficient manufacturing in China was executed as planned, delivering cost savings in H2, and will contribute improved profitability in DG International in the future. Despite some near-term pressures, the Group remains focused on profitable growth through unlocking opportunities in under-served product categories and channels across its markets.
Adjusting items, as they relate to profit before tax, totalled $57.5 million for the year (FY2024: $2.1 million), primarily driven by the recognition of a non-cash impairment of $54.2 million relating to DG Americas' assets. The remainder largely relates to integration and restructuring costs, including those associated with the closure of the manufacturing facility in China. Whilst these items have impacted reported results, they are non-recurring in nature and have therefore been classified as adjusting items.
The Group ended the year with a net cash balance of $84.8 million (FY2024: $95.2 million), reflecting a $10.4 million year-on-year decrease. This reduction was primarily driven by reduced profitability and by working capital, particularly within DG International, partially offset by proceeds from the sale of a distribution facility in DG Americas as part of the division's site consolidation project. Despite the typical seasonal working capital fluctuations, the Group maintained a higher average cash position throughout the year, demonstrating continued financial discipline and effective cash flow management.
Although the Group seeks to return to profitable sales growth, in the face of increased macroeconomic and geopolitical uncertainty, the Board is not recommending a dividend in respect of the year ended 31 March 2025.
Regional highlights
Group revenue declined by 9%, with adjusted operating profit down at $5.2 million (FY2024: $31.1 million), predominantly driven by the decline in DG Americas. The split between the DG Americas and DG International divisions is as follows:
| Segments | Revenue | Adjusted operating profit/ (loss) | Adjusted operating margin | |||||||
| FY2025 | FY2024 | Change | FY2025 | FY2024 | Change | FY2025 | Change | |||
| $m | $m | % | $m | $m | % | % | % | |||
| DG Americas | 439.5 | 500.3 | (12.1) | (15.5) | 6.8 | (328.9) | (3.5) | 1.4 | ||
| DG International | 289.8 | 299.8 | (3.3) | 28.1 | 32.3 | (12.7) | 9.7 | 10.8 | ||
| Eliminations / Central costs |
- | - | (7.4) | (8.0) | ||||||
| Total | 729.3 | 800.1 | (8.8) | 5.2 | 31.1 | (83.2) | 0.7 | 3.9 |
Design Group Americas
DG Americas, which accounts for 60% of the Group's revenue, declined by 12% to $439.5 million (FY2024: $500.3 million), reflecting a continuation of a very challenging market. The revenue decline was driven by a competitive US retail environment, whereby more cautious consumer spending prompted retail customers to further reduce order volumes and seek better pricing. Resulting retail customer bankruptcies further impacted sales, with the most notable being the division's fourth largest customer entering Chapter 11 protection and then liquidation during the year. Insolvencies among US retailers accounted for approximately 20% of the DG Americas revenue decline. DG Americas took a disciplined approach to credit risk maintained throughout the year, carefully balancing commercial opportunities with prudent exposure management to higher-risk accounts. While DG Americas did secure new business wins during the year, these were not sufficient to fully offset the lost revenue. The revenue decline affected all product categories given the discretionary nature of many of these. Gift packaging and stationery were particularly affected, with consumers prioritising essential spending in a more cautious economic and geopolitical climate, particularly in the run-up to and beyond the November 2024 US presidential elections. Encouragingly, online sales grew, reflecting some early success in our strategic focus on expanding our e-commerce capabilities.
The decline in revenue driven by market softness, coupled with the consequences of retail customer bankruptcies, especially where it involved inventory on consignment, had a significant impact on the year's profitability, resulting in an adjusted operating loss of $15.5 million (FY2024: $6.8 million profit). Profitability was further impacted by rising raw material, manufacturing, and freight costs, which could not be fully offset through pricing due to challenging market conditions. The reduction in sales further reduced operating leverage and overhead recovery, also hitting margins. Turnaround initiatives were taken to mitigate these impacts, including a $7.0 million reduction in staff costs following two restructuring initiatives. Ongoing site consolidation progressed, with the sale of a surplus distribution facility, generating proceeds of $8.4 million and a related profit of $4.9 million, recognised within adjusting items. In addition, good working capital management continued, with value unlocked through tighter inventory and receivables management, supporting cash flow through better efficiency and greater discipline.
Design Group International
DG International represents 40% of the Group's revenue, generating $289.8 million this year (FY2024: $299.8 million), a 3% decline, reflecting a combination of challenging consumer and trading conditions across certain markets. The trading environment was particularly difficult during the critical Christmas period in the UK and Australia, with the division's overall seasonal sales down 6% year-on-year. Greetings cards and party ranges within our Celebrate category were hardest hit as consumer demand for more discretionary purchases was subdued. In the latter part of the year, the Homeware category sales were impacted, falling by 5%, driven by supply chain disruption at one of our major customers in continental Europe, which limited their ability to replenish stock and place new orders. The Value & Mass channel, which accounts for 74% of segment revenues, declined by $10.0 million due to these factors, as well as ongoing competition, especially as softer consumer demand results in more cautious ordering by our retail customers. The Independents channel in the UK and Australia also struggled reflecting the ongoing lower consumer demand.
Adjusted operating profit was $28.1 million (FY2024: $32.3 million), down 13%, with the adjusted operating margin softening to 9.7% (FY2024: 10.8%). Profitability was most notably impacted by significantly higher freight rates between the Far East and Europe, particularly in the first half of the year due to the Middle East crisis, which significantly increased the cost of goods. In addition to lower sales volumes, competitive pressures in several markets led to reduced pricing to maintain volume and customer relationships.
As disclosed last year, the strategic decision to exit inefficient manufacturing in China was implemented as planned during the year, with the second half of the year benefitting from the elimination of associated operating costs, avoiding the usual seasonal losses and supporting improved profitability in line with expectations.
The DG International division consumed cash in the year due to working capital outflows. This was primarily due to logistics challenges at a major retail partner delayed shipments in H2 and led to increased inventory levels, compounded by unusually low stock levels at March 2024 following earlier freight-related disruptions.
Looking ahead, while the external environment remains uncertain, the DG International team is taking decisive actions to adapt, focusing on driving growth through widening and deepening retailer partnerships, improving cost efficiency, and enhancing product and channel strategies. These efforts position the segment for long-term recovery and sustainable growth when markets begin to stabilise and recover. Furthermore, under-served categories and channels are under review as opportunities for growth.
Our products, brands and channels
The Group is well-positioned to be the partner of choice for our retail customers providing a diverse, yet complementary, product portfolio. As regulatory and societal requirements become more onerous, we believe that we are best placed to reliably service an increasingly complex marketplace for our product categories. Last year, we restructured our assortment to better reflect our strategic direction, centred around two key themes: 'Celebrate' and 'Create'. This redefinition, aligned with changes to our organisational structures, enhances our ability to focus on commercial and competitive opportunities. Each theme is further divided into three distinct product categories, ensuring clarity and alignment within our business. This is set out in the table below:
| Revenue by product category | FY2025 | FY2024(a) | Change % | ||||||
| Gift packaging | 47% | $343.0m | 46% | $364.5m | (6)% | ||||
| Party | 10% | $69.6m | 11% | $85.8m | (19)% | ||||
| Goods not for resale | 7% | $54.1m | 7% | $59.3m | (9)% | ||||
| Celebrate | 64% | $466.7m | 64% | $509.6m | (8)% | ||||
| Craft | 18% | $130.6m | 18% | $142.1m | (8)% | ||||
| Stationery | 5% | $38.3m | 6% | $48.0m | (20)% | ||||
| Homeware | 13% | $93.7m | 12% | $100.4m | (7)% | ||||
| Create | 36% | $262.6m | 36% | $290.5m | (10)% | ||||
| Total | $729.3m | $800.1m | (9)% | ||||||
(a) Following the redefinition of product categories, updates have been applied across local systems, resulting in some restatements of prior year figures as presented above.
The Group's total revenue declined by 9%, with the downturn being broad-based and impacting all categories. All categories maintained their relative share of total revenue, suggesting consistent consumer behaviour patterns. Gift packaging remains the Group's largest product category, representing 47% of the Group's portfolio. It demonstrated relative resilience, with revenue declining by 6% year-on-year. Notably, within this category, giftwrap revenue held steady, highlighting the continued focus on our core manufactured product category. The Stationery and Party categories experienced the steepest declines, with revenue falling by 20% and 19% respectively, along with a reduction in their share of the portfolio. These declines reflect reduced consumer discretionary spending across all markets. Craft maintained its 18% share of revenue, with an 8% decrease aligning with the Group's overall performance. Within Craft, whilst general craft and activity ranges saw softer demand, this was partially offset by some growth in sewing patterns. Homeware increased its share of the portfolio, despite a 7% decline in revenue that was primarily due to the supply chain disruption in the continental Europe market.
| Revenue by customer channel | FY2025 | FY2024 | Change % | ||||
| Value & Mass | 70% | $513.8m | 70% | $559.7m | (8)% | ||
| Independents | 16% | $116.3m | 16% | $130.7m | (11)% | ||
| Specialists | 11 % | $76.5m | 11% | $88.5m | (14)% | ||
| Online | 3% | $22.7m | 3% | $21.2m | 7% | ||
| Total | $729.3m | $800.1m | (9)% |
The customer channel mix remained consistent year-on-year, with the revenue decline impacting most channels. Value & Mass and Independents continued to dominate the revenue base, making up 86% of total revenue. Value & Mass was particularly impacted by customers reducing order sizes as a result of softer consumer demand, as well as heightened competition amongst retailers. The Independents channel faced weaker demand across most markets and categories, particularly in Australia. Notably, Online was the only channel to grow, up 7%, reflecting both the continued momentum in many digital commerce platforms as well as our strategic focus on this channel as a source for future growth.
| Revenue by season | FY2025 | FY2024 | Change % | |||||
| Everyday | 50% | $364.7m | 50% | $396.9m | (8)% | |||
| Christmas | 42% | $307.5m | 42% | $337.2m | (9)% | |||
| Minor seasons | 8% | $57.1m | 8% | $66.0m | (13)% | |||
| Total | $729.3m | $800.1m | (9)% | |||||
Seasonality patterns remain unchanged, with Christmas continuing to be a key trading period. Softer demand affected order volumes throughout the year.
| Revenue by brand | FY2025 | FY2024 | Change % | ||||
| Customer own brand/bespoke | 49% | $357.7m | 51% | $407.7m | (12)% | ||
| DG brand | 38% | $280.5m | 38% | $307.1m | (9)% | ||
| Licensed | 13% | $91.1m | 11% | $85.3m | 7% | ||
| Total | $729.3m | $800.1m | (9)% |
Our brand revenue mix reflects deliberate strategic execution to drive long-term value growth. DG branded products maintained their 38% share of total revenue, highlighting consistent performance and our ongoing work to enhance segmentation and market relevance. Licensed revenue increased in share, with revenue up 7%, demonstrating the success of our strategy to increase category value through targeted licensed offerings that enhance consumer appeal. We extended our relationships in this area, in some cases through collaborations with our larger customers. Customer own brand/bespoke declined by 12% as we continue to re-balance our portfolio towards higher margin, strategically aligned segments.
Sustainability
Design Group's sustainability approach, 'Helping Design a Better Future', continues to guide our strategic approach across three core pillars: People, Product, and Planet. Sustainability is embedded throughout our operations from product innovation and ethical sourcing to supply chain management and corporate governance, as we aim to drive positive environmental and social impact while enhancing our business resilience.
Over the past year we have continued in line with this approach, our key sustainability performance indicators (KPIs) and progress against them are detailed in the FY2025 sustainability report. These metrics reflect our commitment to tracking our performance, driving accountability, and aligning our efforts with stakeholder expectations and regulatory requirements.
We recognise that sustainability is an ongoing journey. While we are proud of the progress we have made, our next priority is to accelerate the development of clear, measurable targets that will guide our long-term goals and commitments. Through transparency and a commitment to continuous improvement, we remain focused on integrating sustainability meaningfully across our business.
People
Our people are at the core of our business and are key to our success. As a global organisation, our ability to attract, retain and develop skilled and engaged employees is fundamental to delivering creativity, innovation, operational excellence and sustainable growth. This year we experienced a voluntary turnover rate of 14%, continuing a three-year downward trend that reflects the strength of our employee experience and workplace culture. We remain committed to creating an inclusive, safe, and empowering environment where individuals feel safe, valued, supported and developed. This year's global engagement survey, with a 78% participation rate, provided valuable insight into employee sentiment which was strong across the Group. The survey also highlighted opportunities where we can continue to improve as an employer, for which tailored action plans are being implemented across all business units. The roll-out of LinkedIn Learning globally has equipped our teams with flexible, development tools, promoting a culture of continuous learning essential for adaptability in a rapidly evolving market.
We believe that investing in our people is not only the right thing to do, but also essential to unlocking further innovation, building resilience and delivering shareholder value. These people-focused achievements support our broader growth strategy by enhancing engagement, retention and organisational capability whilst also helping us attract talent for the future.
Product
Our products are central to our value proposition, and how we design, produce, source, and package them has a direct impact on our environmental footprint and reputation. As a business rooted in creativity and manufacturing, product innovation remains central to our sustainability impact. We are proud to be offering sustainable product ranges and packaging at a time when long-term environmental responsibility remains essential, especially amongst our smaller, remaining customer base, even amid shifting global sentiment and priorities. With nearly half of our revenue coming from single-use products, there is a key opportunity for us to support the transition to a circular economy where our products are made from recycled materials and designed to be reused or recycled at the end of their life. This year we expanded our Smartwrap™ plastic-free giftwrap solution across additional markets, including the UK and the US. SmartwrapTM sales in FY2025 have grown over 300% and contribute to a saving of over 91 tonnes of plastic in the year, whilst delivering a high-quality product with strong commercial appeal. Our product sustainability strategy focuses on reducing single-use plastics and improving recyclability. In FY2025, 68% of single-use products and 76% of packaging were fully recyclable, supported by continued investment in eco-design and material innovation. Despite the fall in Group revenue, the percentage of recyclable product ranges and packaging remained in line or marginally improved on prior year, showing that we remain focused on the sustainability of our single-use items and packaging.
Our commitment to sustainability is highlighted by targeted capital investment in sustainable solutions, and we remain committed to continuing this approach to further localise production, expand our portfolio of eco-friendly products, and reduce carbon emissions across our value chain, all while closely aligning with our customers' evolving sustainability priorities.
Planet
As a company with manufacturing operations and a global supply chain, we are aware of our environmental footprint and the risks associated with climate change. Our environmental strategy continues to progress, with improvements in emissions reduction, waste minimisation, and climate-related risk analysis. Operationally, waste to landfill was reduced to 31%, supported by strong zero waste to landfill policies in our UK and European manufacturing sites. Furthermore, solar installations in Mexico and local manufacturing investments further illustrate our commitment to reducing greenhouse gas emissions. The roll-out of the Group-wide ESG platform last year enabled the reporting of Scope 1 and 2 emissions. The next project initiated by the Sustainability Forum is the measurement of Scope 3 emissions in preparation for setting Science-Based Targets in the coming year which align with stakeholder expectations.
Detailed financial review
The Group's financial results are summarised below, setting out both the reported and the adjusted results.
| FY2025 | FY2024 | ||||||||||
| Reported | Adjusting items | Adjusted | Reported | Adjusting items | Adjusted | ||||||
| $m | $m | $m | $m | $m | $m | ||||||
| Revenue | 729.3 | - | 729.3 | 800.1 | - | 800.1 | |||||
| Gross profit | 100.9 | 6.0 | 106.9 | 141.6 | 0.5 | 142.1 | |||||
| Overheads | (154.5) | 52.8 | (101.7) | (112.6) | 1.6 | (111.0) | |||||
| Operating (loss)/profit | (53.6) | 58.8 | 5.2 | 29.0 | 2.1 | 31.1 | |||||
| Net finance costs | (2.0) | (1.3) | (3.3) | (5.2) | - | (5.2) | |||||
| (Loss)/profit before tax | (55.6) | 57.5 | 1.9 | 23.8 | 2.1 | 25.9 | |||||
| Tax | (43.7) | 37.2 | (6.5) | 13.3 | (21.8) | (8.5) | |||||
| (Loss)/profit after tax | (99.3) | 94.7 | (4.6) | 37.1 | (19.7) | 17.4 | |||||
| Operating (loss)/profit | (53.6) | 58.8 | 5.2 | 29.0 | 2.1 | 31.1 | |||||
| Goodwill impairment | 48.7 | (48.7) | - | - | - | - | |||||
| Depreciation and impairment of PPE and software | 17.6 | (6.2) | 11.4 | 13.5 | - | 13.5 | |||||
| Depreciation and impairment of right-of-use assets | 16.3 | (1.2) | 15.1 | 16.0 | 0.5 | 16.5 | |||||
| Amortisation of acquired intangibles | 1.8 | (1.8) | - | 1.8 | (1.8) | - | |||||
| EBITDA | 30.8 | 0.9 | 31.7 | 60.3 | 0.8 | 61.1 | |||||
| Diluted (loss)/earnings per share | (104.6)c | 99.0c | (5.6)c | 36.6c | (20.3)c | 16.3c | |||||
Revenue for the year ended 31 March 2025 declined by 9% to $729.3 million (FY2024: $800.1 million), reflecting the continued impact of macroeconomic headwinds on consumer behaviour and an increasingly competitive retail landscape across key markets. Both the DG Americas and DG International divisions experienced revenue declines, with the reduction more pronounced in DG Americas, where the same underlying challenges were felt more acutely. DG Americas revenue declined by 12%, driven by the loss of customer accounts, weaker consumer demand, and further compounded by customer bankruptcies during the year. DG International revenue declined by 3%, or 5% on a constant currency basis, with foreign exchange movements partially offsetting the underlying drop. The decline in DG International was primarily driven by heightened competitive pressures, which led to lost business where pricing was unsustainable, or margin compression where pricing was maintained to preserve key customer relationships. Reduced consumer demand and supply chain disruptions at a major customer also contributed to lower order volumes.
Adjusted gross margin decreased to 14.7% (FY2024: 17.8%) partly due to higher freight costs associated with the Red Sea disruptions, particularly during the first half of the year. Additionally, reduced operating leverage in DG Americas due to lower manufacturing volumes adversely impacted margins. A highly competitive retail environment also pressured pricing and margins across the Group. These challenges offset the benefits of cost-saving measures executed during the year, such as restructuring initiatives. These cost-saving initiatives resulted in improved adjusted overheads year-over-year. Consequently, the adjusted operating profit declined to $5.2 million (FY2024: $31.1 million) in the year, with adjusted operating margin falling to 1% (FY2024: 4%). This decline reflects the combined impact of the factors discussed above, as well as customer bankruptcies, which not only reduced sales and margins but also reduced profitability through higher inventory write-downs and debtor provisions.
Adjusted net finance costs decreased to $3.3 million (FY2024: $5.2 million), benefitting from a stronger average net cash position throughout the year.
Adjusted profit before tax was $1.9 million (FY2024: $25.9 million) with the decline largely reflecting the combined pressures on gross margin and operating profitability. The Group recorded a reported loss before tax of $55.6 million (FY2024: profit before tax of $23.8 million). This result includes adjusting items of $57.5 million (FY2024: $2.1 million) which are primarily due to the non-cash write-down of DG Americas' assets.
The Group reported an adjusted loss after tax of $4.6 million (FY2024: profit after tax of $17.4 million), with the reported loss after tax for the year at $99.3 million (FY2024: profit after tax at $37.1 million), reflecting the adjusting item relating to the derecognition of deferred tax assets in DG Americas.
Adjusting items
Adjusting items are material, unusual, or non-recurring gains or losses presented separately due to their nature, size, or incidence. They provide a clearer view of the Group's underlying performance by excluding items not related to core operations, ensuring consistency with how the business is managed and measured. These may include events spanning multiple periods but not considered part of normal trading activity .
The Group's adjusting items in the year to 31 March 2025 is a net charge before tax of $57.5 million (FY2024: $2.1 million). The details of adjusting items are included below:
| FY2025 | FY2024 | |
| $m | $m | |
| Impairment of assets | (54.2) | - |
| Integration and restructuring cost | (6.4) | (0.3) |
| Release of provisions for pre-acquisition duties | 4.9 | - |
| Amortisation of acquired intangibles | (1.8) | (1.8) |
| Total | (57.5) | (2.1) |
An impairment charge of $54.2 million (FY2024: $nil) was recognised in the year, comprising $48.7 million against goodwill arising from the acquisition of DG Americas, $1.7 million relating to intangible assets, and $3.8 million in plant and machinery. The impairment was triggered by the Chapter 11 bankruptcy of DG Americas' fourth-largest customer, alongside a broader deterioration in the business's trading performance. In response, the Group revised its long-term cash flow forecasts for DG Americas to reflect the expected impact on future performance. Following this, the recoverable amount was assessed using a fair value less costs to sell (FVLCTS) approach. This resulted in a write-down of assets to their revised recoverable value. Further detail is provided in note 9 of the consolidated accounts.
During FY2025, the Group incurred $6.4 million (FY2024: $0.3 million) in integration and restructuring costs, reflecting initiatives aimed at delivering operational efficiencies across multiple geographies. These costs were primarily associated with post-acquisition integration, site rationalisation, and organisational restructuring. In DG Americas, restructuring activities included workforce alignment, the consolidation of warehousing operations, lease-related adjustments, and efforts to simplify the legal entity structure. This business also completed the sale of a surplus distribution facility, delivering a profit on disposal. We also progressed the closure of the Huizhou manufacturing facility, incurring costs associated with severance, asset write-downs, and site security during the wind-down period. In addition, reorganisation efforts in DG UK and its Far East sourcing offices incurred costs associated with operational consolidation and the preparation of a legacy site for sale. Integration and restructuring costs also include the relocation of DG Australia's warehouse operations, which gave rise to transition-related expenses and temporary dual-site running costs.
Separately, $0.4 million was paid to settle a historic DG Americas foreign subsidiary customs matter, with the remaining $4.9 million provision released following regulatory closure.
A further $1.8 million (FY2024: $1.8 million) was recognised for amortisation of acquired intangible assets, excluded from adjusted results due to their non-trading nature.
Please see Use of non-GAAP measures (APMs) section in note 1 of the accounts for further details.
Taxation
The Group aims to manage its tax affairs in an open and transparent manner, with the objective of full compliance with all applicable rules and regulations in the tax jurisdictions in which it operates. The Group has not entered into any tax avoidance or otherwise aggressive tax planning schemes and the Group continues to operate its tax affairs in this manner.
The Group's adjusted tax charge for the year is $6.5 million (FY2024: $8.5 million) against an adjusted profit before tax of $1.9 million (FY2024: $25.9 million). This equates to an adjusted effective tax rate of 338.3% (FY2024: 32.9%). Deferred tax assets relating to the entities in the UK (both UK trading and PLC) and DG Americas are not being recognised due to the lack of sufficient compelling evidence to suggest their recognition currently. Consequently, the absence of tax relief on current year tax losses in the US, inflates the adjusted effective tax charge for the Group. The profits in DG Europe and DG Australia, which are considerable contributors to adjusted profit before tax are taxed 25.8% and 30% respectively. Further details of this tax charge are set out in note 7 of the accounts.
The taxation charge included in adjusting items of $37.2 million mainly relates to the derecognition of deferred tax assets in DG Americas on the basis that there is insufficient evidence to support future utilisation.
Tax paid in the year was $9.6 million (FY2024: $5.2 million). This is $4.4 million higher than the prior year, reflecting temporary payment timing differences. Had this timing difference not occurred, the payments would have been lower than the prior year, reflective of profits in the Group's tax-paying jurisdictions against the previous year.
Earnings per share
Diluted adjusted loss per share at 5.6 cents (FY2024: earnings per share at 16.3 cents) is lower year-on-year driven by the decline in profit after tax. Diluted loss per share at 104.6 cents (FY2024: earnings per share at 36.6 cents) significantly declined, reflective of the DG Americas' impairment, coupled with weaker underlying performance and higher tax charge. Further details are set out in note 21 of the accounts.
Dividend
Although the Group seeks to return to more profitable sales growth, in the face of increased macroeconomic and geopolitical uncertainty, the Board is not recommending a dividend in respect of the year ended 31 March 2025.
Return on capital employed
Maximising return on capital employed remains a focus point across all business units. In FY2025, adjusted return on capital employed declined to 2.3% (FY2024: 12.4%), primarily reflecting the reduction in profitability over the year. Whilst we continued to focus on managing working capital and improving capital efficiency, these improvements were not sufficient to offset the impact of lower earnings. We remain committed to enhancing capital returns through operational efficiency.
Cash flow and net cash
The Group ended the year with a net cash balance of $84.8 million (FY2024: $95.2 million), representing a year-on-year decrease of $10.4 million. This reduction was primarily driven by lower profitability, increased working capital requirements, and higher integration and restructuring costs (reported as adjusting items), which together significantly reduced cash generated from operations. While tax payments were higher, this was partially offset by lower interest and lease payments. In addition, proceeds from a property sale and a reduction in capital expenditure also contributed positively to the year-end cash position.
| Cash flow | FY2025 | FY2024 |
| $m | $m | |
| Adjusted EBITDA | 31.7 | 61.1 |
| Add back for share-based payment charge | 0.9 | 1.5 |
| Movements in working capital | (7.6) | 26.7 |
| Adjusted cash generated from operations | 25.0 | 89.3 |
| Adjusting items within cash generated from operations | (8.8) | (1.9) |
| Cash generated from operations | 16.2 | 87.4 |
| Adjusting items within investing and financing activities | 8.6 | - |
| Capital expenditure (net of disposals of property, plant and equipment) | (6.5) | (9.9) |
| Acquisition of business | - | (0.5) |
| Tax paid | (9.6) | (5.2) |
| Interest paid | (2.6) | (4.5) |
| Lease liabilities principal repayments | (16.7) | (18.4) |
| Dividends paid (including those paid to non-controlling interests) | (0.7) | - |
| Purchase of own shares | - | (3.5) |
| FX and other | 0.9 | (0.7) |
| Movement in net cash | (10.4) | 44.7 |
| Opening net cash | 95.2 | 50.5 |
| Closing net cash | 84.8 | 95.2 |
Working capital
There was a working capital absorption of $7.6 million in the year compared to the significant release achieved in the prior year. This adverse result was primarily attributable to the European operations, where a key retail partner experienced supply chain disruptions in the latter part of the year. These disruptions led to reduced sales call-offs and consequently increased inventory levels. This was further compounded by unusually low stock levels at March 2024, as buffer inventory had been drawn down earlier in the year to address freight-related disruptions. The negative impact from Europe offset progress made in improving working capital efficiency across the rest of DG International and DG Americas.
The Group continues to take a disciplined approach to credit risk management, with active monitoring of debtors and customer credit profiles. Despite the challenging trading environment and high number of customer insolvencies in the year, particularly in the US, doubtful debt write-offs remained low at 0.4% of revenue (FY2024: 0.2%), reflecting the effectiveness of our ongoing efforts to mitigate credit risk.
Capital expenditure
Capital expenditure of $6.5 million was lower than the prior year (FY2024: $9.9 million), driven by lower levels of investment in DG Americas, coupled with high levels of site consolidation spend in previous years.
Average leverage
Average leverage remains a key metric for the Group, reflecting the seasonality of working capital requirements and the importance of maintaining adequate headroom within our banking facilities during peak funding periods. As at 31 March 2025, average leverage was 0.0 times (FY2024: 0.0 times), supported by an average net cash position of $40.2 million over the year, up from $27.7 million in FY2024.
The definition of average leverage excludes lease liabilities from the measurement of debt, with adjusted EBITDA correspondingly reduced for lease payments, consistent with the methodology applied in prior periods.
Banking facilities
During the year, the $125 million Asset Backed Lending (ABL) facility with HSBC and NatWest was supplemented by an agreement to extend its maturity to June 2027 at reduced maximum level of $100 million. This facility was cancelled on 30 May 2025, following the disposal of DG Americas. On 11 July 2025, the Group entered into a new Receivable Finance Facility with the same banks. This £40 million facility has an initial minimum period of 36 months and provides funding based on a borrowing base linked to eligible receivables across participating Group companies. The facility does not include financial ratio covenants but is subject to certain operational covenants.
Further details are set out in note 15 of the accounts.
Foreign exchange exposure management
The Group's foreign exchange (FX) exposure is split into two areas:
Translational FX exposure - The Group's reporting currency is US dollars and the translation exposure is the result of the requirement for the Group to report its results in one currency. This necessitates the translation of our regional business units' local currency financial results into the Group's adopted reported currency. To aid comparability between periods, constant currency figures are provided by retranslating the prior year's results using current year exchange rates.
In FY2025, currency movements had a modest favourable impact. On a constant currency basis, the revenue decline would have been $3.8 million higher, and the decline in adjusted profit before tax would have been $0.6 million greater, had FY2024 results been translated at FY2025 rates.
Transactional FX exposure - This FX exposure is managed carefully by the Group as it can result in additional cash outflows if not managed appropriately. In response to this risk the Group adopts an active hedging policy to ensure foreign exchange movements remain mitigated as far as possible. In addition, a reasonable proportion of this hedging is achieved through natural hedges whereby our purchases and sales in US dollars are offset. The balance of our hedging is achieved through forward exchange contracts and similar derivatives.
Financial position and going concern basis
The Group's net assets decreased by $99.3 million to $270.2 million at 31 March 2025 (FY2024: $369.5 million). The Directors have continued to pay close attention to their assessment of going concern in preparation of these financial statements. The Group is appropriately capitalised at the year end with a net cash position of $84.8 million.
The Directors of the Group have performed an assessment of the overall position and future forecasts for the purposes of going concern. The going concern assessment has been performed using the Group's FY2026 and FY2027 budgets and plans. These forecasts have been reviewed in detail by the Board and take into account the seasonal working capital cycle of the business. They have been sensitised to reflect severe but plausible adverse downturns in the current assumptions including the potential impact of the loss of a significant portion of the business with one of our major customers, as well as a recurrence of previous freight rate inflation or a cyber-attack, beyond those risks already factored into the budgets and plans.
The base forecasts and additional sensitivity analysis have been tested against the limitations of the banking facility. The analysis demonstrated that the Group has sufficient headroom for it to meet its obligations as they fall due for a forecast period of more than twelve months beyond the date of signing these accounts. As such, the Directors do not see any practical regulatory or legal restrictions which would limit their ability to fund the different regions of the business as required as the Group has sufficient resources.
Accordingly, the Directors have continued to adopt the going concern basis of accounting in preparing the financial statements.
Non-adjusting post balance sheet events
On 30 May 2025, the Group completed the disposal of its wholly owned subsidiary, Design Group Americas, Inc., the holding company of the Group's US division, to HUK 168 Limited, a special purpose vehicle owned by the Hilco Capital group. Under the terms of the share purchase agreement, the Group received a nominal consideration and will be entitled to 75% of any future net proceeds realised by the buyer from a sale or realisation of DG Americas or its assets, after agreed deductions and to the extent such proceeds are not retained for DG Americas' working capital purposes. The Buyer will retain the remaining 25% of any such proceeds. There is no ongoing recourse on the Group, and no certainty that any further proceeds will be received.
The disposal enabled the Group to exit a structurally challenged and loss-making part of the business ahead of its seasonal peak working capital cycle. It simplified operations and allowed management to refocus on stronger-performing markets in the UK, continental Europe, and Australia.
On 11 July 2025, the Group secured a new three-year receivables finance facility of £40 million, supported up by the UK and Netherlands receivables. The facility provides committed funding to support the Group's ongoing working capital requirements and replaces the previous ABL facility, which was terminated following the completion of the DG Americas disposal.
Rohan Cummings
Director
28 July 2025
Statement of Directors' responsibilities in respect of the financial statements
The Directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulation.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have prepared the Group financial statements in accordance with UK-adopted International Accounting Standards and the Company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', and applicable law). Under company law, Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and Company and of the profit or loss of the Group for that period.
In preparing the financial statements, the Directors are required to:
| · | select suitable accounting policies and then apply them consistently; |
| · | state where applicable UK-adopted International Accounting Standards have been followed for the Company financial statements, subject to any material departures disclosed and explained in the financial statements; |
| · | make judgements and accounting estimates that are reasonable and prudent; and |
| · | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group and Company will remain in business. |
The Directors are responsible for safeguarding the assets of the Group and Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The Directors are also responsible for keeping adequate accounting records that are sufficient to show and explain the Group's and Company's transactions and disclose with reasonable accuracy at any time the financial position of the Group and Company and enable them to ensure that the financial statements comply with the Companies Act 2006.
The Directors are responsible for the maintenance and integrity of the Company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
Directors' confirmations
| · | In the case of each Director in office at the date the Directors' report is approved: |
| · | so far as the Director is aware, there is no relevant audit information of which the Group's and Company's auditors are unaware; and |
| · | they have taken all the steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and |
| · | to establish that the Group's and Company's auditors are aware of that information. |
Rohan Cummings
Chief Financial Officer
28 July 2025
Consolidated income statement
Year ended 31 March 2025
| Note | 2025 $000 |
2024 $000 |
|
| Revenue | 2 | 729,265 | 800,051 |
| Cost of sales | 2 | (628,344) | (658,532) |
| Gross profit | 100,921 | 141,519 | |
| Selling expenses | (42,403) | (44,143) | |
| Administration expenses - costs | (71,914) | (70,045) | |
| Administration expenses - goodwill impairment | 9 | (48,679) | - |
| Other operating income | 5 | 8,488 | 1,665 |
| Operating (loss)/profit | 3 | (53,587) | 28,996 |
| Finance income | 6 | 3,098 | 1,065 |
| Finance costs | 6 | (5,042) | (6,219) |
| (Loss)/profit before tax | (55,531) | 23,842 | |
| Income tax (charge)/credit | 7 | (43,744) | 13,277 |
| (Loss)/profit for the year | (99,275) | 37,119 | |
| Attributable to: | |||
| Owners of the Parent Company | (99,685) | 35,625 | |
| Non-controlling interests | 410 | 1,494 |
(Loss)/earnings per ordinary share
| 2025 | 2024 | ||
| Note | cents | cents | |
| Basic | 21 | (104.6) | 36.8 |
| Diluted | 21 | (104.6) | 36.6 |
Consolidated statement of comprehensive income
Year ended 31 March 2025
| 2025 | 2024 | ||
| Note | $000 | $000 | |
| (Loss)/profit for the year | (99,275) | 37,119 | |
| Other comprehensive (expense)/income: | |||
| Items that will not be reclassified to profit or loss | |||
| Re-measurement of defined benefit pension and health benefit schemes | 23 | (40) | (48) |
| Items that may be reclassified subsequently to profit or loss | |||
| Exchange difference on translation of foreign operations | (6,357) | (5,502) | |
| Transfer to profit and loss on maturing cash flow hedges | (398) | (285) | |
| Net unrealised gain on cash flow hedges | (177) | 292 | |
| Income tax relating to these items | - | - | |
| (6,932) | (5,495) | ||
| Other comprehensive expense for the year, net of tax | (6,972) | (5,543) | |
| Total comprehensive (expense)/income for the year, net of tax | (106,247) | 31,576 | |
| Attributable to: | |||
| Owners of the Parent Company | (106,330) | 30,237 | |
| Non-controlling interests | 83 | 1,339 | |
| (106,247) | 31,576 |
Consolidated statement of changes in equity
Year ended 31 March 2025
| Attributable to the owners of the Parent Company | |||||||||
| Share capital $000 |
Share premium and capital redemption reserve $000 | Merger reserve $000 | Hedging reserve $000 | Translation reserve $000 | Retained earnings/ (Accumulated losses) $000 |
Shareholders' equity $000 |
Non-controlling interests $000 | Total $000 |
|
| At 1 April 2024 | 6,201 | 219,210 | 40,883 | 42 | (5,740) | 101,022 | 361,618 | 7,869 | 369,487 |
| (Loss)/profit for the year | - | - | - | - | - | (99,685) | (99,685) | 410 | (99,275) |
| Other comprehensive expense | - | - | - | (575) | (6,030) | (40) | (6,645) | (327) | (6,972) |
| Total comprehensive (expense)/income for the year | - | - | - | (575) | (6,030) | (99,725) | (106,330) | 83 | (106,247) |
| Transactions with owners in their capacity as owners | |||||||||
| Equity-settled share-based payments (note 23) | - | - | - | - | - | 925 | 925 | - | 925 |
| Options exercised (note 20) | 2 | - | - | - | - | (2) | - | - | - |
| Equity dividends paid | - | - | - | - | - | - | - | (668) | (668) |
| Exchange differences | 155 | 5,494 | 1,024 | - | - | - | 6,673 | - | 6,673 |
| At 31 March 2025 | 6,358 | 224,704 | 41,907 | (533) | (11,770) | 2,220 | 262,886 | 7,284 | 270,170 |
In line with the Group's accounting policies, share capital, share premium, capital redemption reserve, merger reserve and hedging reserve are translated into US dollars at the rates of exchange at each balance sheet date and the resulting cumulative exchange differences are included in the translation reserve.
Merger reserve
The merger reserve comprises premium on shares issued in relation to business combinations.
Capital redemption reserve
The capital redemption reserve comprises amounts transferred from retained earnings in relation to the redemption of preference shares. For ease of presentation, the amount of $1.7 million relating to the capital redemption reserve has been included within the column of share premium and capital redemption reserve in the balances at the end of the year (2024: $1.7 million). The only movement in this balance relates to foreign exchange.
Hedging reserve
The hedging reserve comprises the effective portion of the cumulative net change in the fair value of cash flow hedging instruments related to hedged transactions that qualify for hedge accounting and have not yet matured.
Translation reserve
The translation reserve comprises all foreign currency differences arising from the translation of the financial statements of foreign operations.
Shareholders' equity
Shareholders' equity represents total equity attributable to owners of the Parent Company.
| Attributable to the owners of the Parent Company | |||||||||
| Share capital $000 |
Share premium and capital redemption reserve $000 | Merger reserve $000 | Hedging reserve $000 | Translation reserve $000 | Retained earnings $000 | Shareholders' equity $000 |
Non-controlling interests $000 | Total $000 |
|
| At 1 April 2023 | 6,059 | 214,845 | 40,069 | 38 | (396) | 67,577 | 328,192 | 6,530 | 334,722 |
| Profit for the year | - | - | - | - | - | 35,625 | 35,625 | 1,494 | 37,119 |
| Other comprehensive expense | - | - | - | 4 | (5,344) | (48) | (5,388) | (155) | (5,543) |
| Total comprehensive income/(expense) for the year | - | - | - | 4 | (5,344) | 35,577 | 30,237 | 1,339 | 31,576 |
| Transactions with owners in their capacity as owners | |||||||||
| Equity-settled share-based payments (note 23) | - | - | - | - | - | 1,432 | 1,432 | - | 1,432 |
| Purchase of own shares (note 29) | - | - | - | - | - | (3,548) | (3,548) | - | (3,548) |
| Options exercised (note 20) | 16 | - | - | - | - | (16) | - | - | - |
| Exchange differences | 126 | 4,365 | 814 | - | - | - | 5,305 | - | 5,305 |
| At 31 March 2024 | 6,201 | 219,210 | 40,883 | 42 | (5,740) | 101,022 | 361,618 | 7,869 | 369,487 |
Consolidated balance sheet
As at 31 March 2025
| 2025 | 2024 | |||
| Note | $000 | $000 | ||
| Non-current assets | ||||
| Property, plant and equipment | 8 | 53,558 | 67,062 | |
| Intangible assets | 9 | 22,892 | 74,754 | |
| Right-of-use assets | 10 | 64,969 | 59,115 | |
| Long-term assets | 13 | 2,899 | 4,648 | |
| Deferred tax assets | 11 | 1,306 | 39,099 | |
| Total non-current assets | 145,624 | 244,678 | ||
| Current assets | ||||
| Assets held for sale | 8 | 1,803 | 1,786 | |
| Inventory | 12 | 172,651 | 165,401 | |
| Trade and other receivables | 13 | 84,827 | 89,523 | |
| Income tax receivable | 2,218 | 2,522 | ||
| Derivative financial assets | 24 | 1 | 68 | |
| Cash and cash equivalents | 14 | 136,493 | 157,365 | |
| Total current assets | 397,993 | 416,665 | ||
| Total assets | 2 | 543,617 | 661,343 | |
| Non-current liabilities | ||||
| Loans and borrowings | 15 | (120) | (817) | |
| Lease liabilities | 10 | 59,627 | 51,751 | |
| Deferred income | 16 | 2,109 | 1,837 | |
| Provisions | 17 | 2,540 | 2,796 | |
| Other financial liabilities | 18 | 15,353 | 14,307 | |
| Deferred tax liabilities | 11 | 73 | 150 | |
| Total non-current liabilities | 79,582 | 70,024 | ||
| Current liabilities | ||||
| Bank overdraft | 14 | 52,539 | 63,655 | |
| Loans and borrowings | 15 | (718) | (700) | |
| Lease liabilities | 10 | 13,513 | 15,595 | |
| Deferred income | 16 | 262 | 214 | |
| Provisions | 17 | 1,741 | 7,527 | |
| Income tax payable | 8,670 | 12,356 | ||
| Trade and other payables | 19 | 84,822 | 86,101 | |
| Other financial liabilities | 18 | 33,036 | 37,084 | |
| Total current liabilities | 193,865 | 221,832 | ||
| Total liabilities | 2 | 273,447 | 291,856 | |
| Net assets | 270,170 | 369,487 | ||
| Equity | ||||
| Share capital | 20 | 6,358 | 6,201 | |
| Share premium | 222,970 | 217,518 | ||
| Capital redemption reserve | 1,734 | 1,692 | ||
| Merger reserve | 41,907 | 40,883 | ||
| Hedging reserve | (533) | 42 | ||
| Translation reserve | (11,770) | (5,740) | ||
| Retained earnings | 2,220 | 101,022 | ||
| Equity attributable to owners of the Parent Company | 262,886 | 361,618 | ||
| Non-controlling interests | 7,284 | 7,869 | ||
| Total equity | 270,170 | 369,487 |
The consolidated financial statements were approved by the Board of Directors on 28 July 2025 and were signed on its behalf by:
Rohan Cummings
Director
Consolidated cash flow statement
Year ended 31 March 2025
| 2025 | 2024 | ||
| Note | $000 | $000 | |
| Cash flows from operating activities | |||
| (Loss)/profit for the year | (99,275) | 37,119 | |
| Adjustments for: | |||
| Depreciation of property, plant and equipment | 8 | 10,679 | 12,326 |
| Depreciation of right-of-use assets | 10 | 15,505 | 16,470 |
| Amortisation of intangible assets | 9 | 2,430 | 3,032 |
| Impairment/(reversal of impairment) of property, plant and equipment, right-of-use assets and intangible assets | 8,9,10 | 7,069 | (553) |
| Goodwill impairment | 9 | 48,679 | - |
| Finance income | 6 | (3,098) | (1,065) |
| Finance costs | 6 | 5,042 | 6,219 |
| Income tax charge/(credit) | 7 | 43,744 | (13,277) |
| (Profit)/loss on disposal of property, plant and equipment | (4,542) | 238 | |
| Profit on disposal of leases | (70) | - | |
| Equity-settled share-based payments - expense | 23 | 877 | 1,502 |
| Operating profit after adjustments for non-cash items | 27,040 | 62,011 | |
| Change in trade and other receivables | 3,365 | 3,997 | |
| Change in inventory | (6,338) | 40,361 | |
| Change in trade and other payables, provisions and deferred income | (7,864) | (18,966) | |
| Cash generated from operations | 16,203 | 87,403 | |
| Tax paid | (9,565) | (5,159) | |
| Interest and similar charges paid | (2,813) | (4,536) | |
| Net cash inflow from operating activities | 3,825 | 77,708 | |
| Cash flow from investing activities | |||
| Proceeds from sale of property, plant and equipment | 8,837 | 782 | |
| Acquisition of business | 28 | - | (496) |
| Acquisition of intangible assets | 9 | (627) | (442) |
| Acquisition of property, plant and equipment | 8 | (6,121) | (10,254) |
| Net cash inflow/(outflow) from investing activities | 2,089 | (10,410) | |
| Cash flows from financing activities | |||
| Purchase of own shares | 29 | - | (3,548) |
| Lease liabilities principal repayments | 10 | (16,504) | (18,422) |
| Loan arrangement fees | 14 | - | (2,045) |
| Dividends paid to non-controlling interests | (668) | - | |
| Net cash outflow from financing activities | (17,172) | (24,015) | |
| Net (decrease)/increase in cash and cash equivalents | (11,258) | 43,283 | |
| Cash and cash equivalents and bank overdrafts at beginning of the year | 14 | 93,710 | 50,234 |
| Effect of exchange rate fluctuations on cash held | 1,502 | 193 | |
| Cash and cash equivalents and bank overdrafts at end of the year | 14 | 83,954 | 93,710 |
Notes to the consolidated financial statements
Year ended 31 March 2025
1 Accounting policies
a. Basis of preparation
The consolidated financial statements of IG Design Group plc have been prepared in accordance with UK-adopted International Accounting Standards and with the requirements of the Companies Act 2006 applicable to companies reporting under those standards.
The financial statements have been prepared under the historical cost convention, except for certain financial instruments that are measured at fair value, as explained in the accounting policies below. The Group financial statements are presented in US dollars, and all values are rounded to the nearest thousand, unless otherwise stated.
The preparation of financial statements requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expense during the reporting period. Although these estimates are based on management's best knowledge of the amount, event or actions, actual results may ultimately differ from those estimates. The estimates and underlying assumptions are reviewed on an ongoing basis (see critical accounting judgements and estimates section below). Revisions to accounting estimates are recognised in the period in which the estimate is revised and future periods if relevant.
For the purposes of these financial statements 'Design Group' or 'the Group' means IG Design Group plc ('the Company') and its subsidiaries. The Company's ordinary shares are listed on the Alternative Investment Market (AIM).
The financial statements are prepared under the historical cost convention except for derivative financial instruments which are measured at fair value and defined benefit pension plans where plan assets are measured at fair value and obligations are valued in accordance with IAS 19 Employee Benefits.
The financial information set out in this document does not constitute statutory accounts for IG Design Group plc for the year ended 31 March 2025 but is extracted from the Annual Report and Financial Statements. The Annual Report and Financial Statements 2025 will be delivered to the Registrar of Companies in due course. The auditors' report on those accounts was unqualified and neither drew attention to any matters by way of emphasis nor contained a statement under either Section 498(2) of Companies Act 2006 (accounting records or returns inadequate or accounts not agreeing with records and returns), or section 498(3) of Companies Act 2006 (failure to obtain necessary information and explanations).
The accounting policies used in the preparation of these financial statements are detailed below. These policies have been consistently applied to all financial years presented.
Presentation currency
The presentation currency of the Group is US dollars.
The functional currency of the Parent Company remains as pound sterling as it is located in the United Kingdom and substantially all of its cash flows, assets and liabilities are denominated in pound sterling, as well as its share capital. As such, the Parent Company's functional and presentational currency differs to that of the Group's reporting currency.
Seasonality of the business
The business of the Group is seasonal and although revenues accrue relatively evenly in both halves of the year, working capital requirements including inventory levels increase steadily in the first half from July and peak in October as manufacturing and distribution of Christmas products builds ahead of distribution. The second half of the year sees the borrowing of the Group decline and move to typically a cash positive position as the Group collects its receivables through January to March.
Going concern
The Group financial statements have been prepared on a going concern basis as the Directors have a reasonable expectation that the Group has adequate resources to continue trading for a period of at least twelve months from the date of this report. This expectation is based on the Directors' assessment of the Group's current financial position and future cash flow forecasts over the going concern period. The assessment also considers the structure of the Group's current borrowing facilities. In forming this view, the Directors have also considered the Group's liquidity headroom, its ability to adapt to changes in market conditions, and its capacity to manage principal business risks over the forecast period.
On 11 July 2025, the Group entered into a new Receivables Finance facility with HSBC and NatWest, replacing its previous Asset Backed Lending (ABL) arrangement. The new facility is a minimum three-year agreement and provides funding capacity based on the level of eligible receivables across participating Group companies. The facility is subject to certain operational covenants but not financial covenants.
In connection with the implementation of this new facility, the Group's existing £15.0 million overdraft facility was cancelled.
Further details of the facility, including cash balances and borrowings are provided in notes 14 and 15.
The Group also has access to supplier financing arrangements offered by certain customers, which it may utilise at specific times of the year. These arrangements are subject to the continuing support of the customers' banking partners and could therefore be withdrawn at short notice. Under the terms of the Group's Receivables Finance facility, the use of such supplier financing arrangements requires prior written consent from the facility lenders.
The Directors have assessed detailed forecasts through to 30 September 2026. These reflect the disposal of the DG Americas business, the reduced volatility in profitability and cash generation across the remaining Group, and continued progress towards more consistent and robust financial performance. The forecasts also take into account the seasonal nature of the Group's operations.
These forecasts have been sensitised to reflect severe but plausible adverse scenarios. Specifically, the scenarios considered the following risks:
· a potential loss of significant trading with a major customer, modelled as an estimated $10.9 million reduction in sales, with associated impacts on cash flow, facility availability, and working capital;
· a sustained period of inflation in freight rates, resulting in approximately $4.7 million of additional costs and related cash outflows; and
· the occurrence of a cyber security incident during peak trading periods, modelled as a temporary $23.0 million reduction in receivables, affecting both liquidity and availability under the Group's receivables-based facility.
In the severe but plausible scenarios modelled, there remains sufficient headroom in our forecast liquidity and sufficient headroom.
Based on this assessment, the Directors have formed a judgement that there is a reasonable expectation the Group will have adequate resources to continue in operational existence for the foreseeable future.
Changes in accounting policies
There have been no changes to accounting policies during the year.
Other standards and interpretations
The Group also adopted the following new standards and amendments at the start of the year, which did not have any material impact on the Group's financial statements:
· Classification of Liabilities as Current or Non-current and Non-current liabilities with covenants - Amendments to IAS 1;
· Lease Liability in Sale and Leaseback - Amendments to IFRS 16; and
· Supplier Finance Arrangements - Amendments to IAS 7 and IFRS 7.
Certain new accounting standards and interpretations have been published that are not yet effective and have not been early adopted by the Group. These standards are not expected to have a material impact on the entity in the current or future reporting periods and on foreseeable future transactions:
· Amendments to IAS 21 - Lack of Exchangeability (effective for annual periods beginning on or after 1 January 2025);
· Amendments to the Classification and Measurement of Financial Instruments - Amendments to IFRS;
· IFRS 19 Subsidiaries without Public Accountability: Disclosures (effective for annual periods beginning on or after 1 January 2027);
· IFRS 18 Presentation and Disclosure in Financial Statements (effective for annual periods beginning on or after 1 January 2027).
b. Basis of consolidation
(i) Subsidiaries
Subsidiaries are entities controlled by the Group. Control exists when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee.
Specifically, the Group controls an investee if, and only if, the Group has power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities of the investee), exposure, or rights, to variable returns from its involvement with the investee and the ability to use its power over the investee to affect its returns. The financial statements of subsidiaries, which we consider the Group to have control, are included in the consolidated financial statements from the date that control commences until the date that control ceases.
(ii) Transactions eliminated on consolidation
Intragroup balances and any unrealised gains and losses or income and expense arising from intragroup transactions are eliminated in preparing the consolidated financial statements.
(iii) Business combinations
Business combinations are accounted for using the acquisition method as at the date on which control is transferred to the Group.
The Group measures goodwill at the acquisition date as:
· the fair value of the consideration transferred; plus
· the recognised amount of any non ‑ controlling interests in the acquiree; plus
· if the business combination is achieved in stages, the fair value of the existing equity interest in the acquiree; less
· the net recognised amount (generally fair value) of the identifiable assets acquired and liabilities assumed.
When the result is negative, a 'bargain purchase' gain is recognised immediately in the income statement.
Provisional fair values allocated at a reporting date are finalised within twelve months of the acquisition date.
c. Foreign currency
Items included in the financial statements of the Group's subsidiaries are measured using the currency of the primary economic environment in which the subsidiary operates ('functional currency').
The consolidated financial statements are presented in US dollars.
(i) Foreign currency transactions
Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are translated into the functional currency of the entity at the exchange rate prevailing at that date and recognised in the income statement unless hedge accounting criteria apply (see policy for financial instruments).
(ii) Financial statements of foreign operations
The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on consolidation, are translated into US dollars at the exchange rate prevailing at the balance sheet date. The revenues and expenses of foreign operations are translated at an average rate for the period where this rate approximates to the foreign exchange rates prevailing at the dates of the transactions.
Share capital, share premium, capital redemption reserve and merger reserve are denominated in pounds sterling, the Parent Company's functional currency. They are translated into US dollars at the rates of exchange at each balance sheet date and the resulting cumulative exchange differences are included in translation reserve.
(iii) Net investment in foreign operations
Exchange differences on retranslation at the closing rate of the opening balances of overseas entities are taken to other comprehensive income. They are released into the income statement upon disposal of the entities.
Exchange differences arising on foreign currency borrowings and derivatives designated as qualifying hedges are taken to other comprehensive income to the extent that they are effective. They are released into the income statement on maturity or disposal of the hedge.
Exchange differences arising from a monetary item receivable from or payable to a foreign operation, the settlement of which is neither planned nor likely in the foreseeable future, are considered to form part of a net investment in a foreign operation and are recognised in other comprehensive income in the translation reserve. The cumulative translation differences previously recognised in other comprehensive income (or where the foreign operation is part of a subsidiary, the parent's interest in the cumulative translation differences) are released into the income statement upon disposal of the foreign operation or on loss of control of the subsidiary that includes the foreign operation. Other exchange differences are taken to the income statement.
d. Financial instruments
Interest-bearing loans and borrowings and other financial liabilities (excluding derivatives and put options over non-controlling interests) are held at amortised cost, unless they are included in a hedge accounting relationship.
Derivatives are measured initially at fair value. Subsequent measurement in the financial statements depends on the classification of the derivative as follows:
(i) Fair value hedges
Where a derivative is used to hedge the foreign exchange exposure of a monetary asset or liability, any gain or loss on the derivative is recognised in the income statement.
(ii) Cash flow hedges
Where a derivative is designated as a hedging instrument in a cash flow hedge, the change in fair value is recognised in other comprehensive income to the extent that it is effective and any ineffective portion is recognised in the income statement. Where the underlying transaction results in a financial asset, accumulated gains and losses are recognised in the income statement in the same period as the hedged item affects profit or loss.
Where the hedged item results in a non-financial asset, the accumulated gains and losses previously recognised in other comprehensive income are included in the initial carrying value of the asset.
(iii) Unhedged derivatives
The movements in the fair value of unhedged derivatives are charged/credited to the income statement.
The potential cash payments relating to put options issued by the Group over the non-controlling interest of subsidiary companies acquired are measured at estimated fair value and accounted for as financial liabilities. Subsequent to initial recognition, any changes to the carrying amount of non ‑ controlling interest put option liabilities are recognised through equity.
e. Cash and cash equivalents
Cash and cash equivalents comprise of cash balances, the borrowing base available under the HSBC cash pooling facility and bank overdrafts that are repayable on demand. These form an integral part of the Group's cash management and are included as part of cash and cash equivalents in the statement of cash flows. See note 14, 15 and 24.
f. Loans and borrowings
Loans and borrowings are initially measured at cost (which is equal to fair value at inception) and are subsequently measured at amortised cost using the effective interest method.
g. Trade and other receivables
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost, which is generally equivalent to recognition at nominal value less impairment loss calculated using the expected loss model.
The Group applies a simplified model to recognise lifetime expected credit losses for its trade receivables and other receivables, including those due in greater than twelve months, by making an accounting policy election. For any receivables not expected to be paid, an expected credit loss of 100% is recognised at the point this expectation arises. For all other receivables, the expected loss is calculated based on reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis, based on the Group's historical experience and informed credit assessment and including forward ‑ looking information.
h. Trade and other payables
Trade payables are non-interest bearing and are recognised initially at fair value and subsequently at amortised cost.
i. Property, plant and equipment
Property, plant and equipment are stated at cost less accumulated depreciation and impairment losses. Where parts of an item of property, plant and equipment or other assets have different useful lives, they are accounted for as separate items. The carrying values of property, plant and equipment and other assets are periodically reviewed for impairment when events or changes in circumstances indicate that the carrying values may not be recoverable.
Property, plant and equipment are depreciated over their estimated remaining useful lives on a straight-line basis using the following estimated useful lives:
Land and buildings
| - Freehold land | Not depreciated |
| - Buildings | 25-30 years or life of lease |
| Plant and equipment | 4-25 years |
| Fixtures and fittings | 3-5 years |
| Motor vehicles | 4 years |
The assets' useful lives and residual values are reviewed, and adjusted if appropriate, at each balance sheet date. Included within plant and equipment are assets with a range of depreciation rates. These rates are tailored to the nature of the assets to reflect their estimated useful lives.
Where the Group identifies assets held for sale, they are held at the lower of current value and fair value less costs to sell.
j. Lease liabilities and lease right ‑ of-use assets
The Group leases various offices, warehouses, equipment and motor vehicles. Rental contracts are typically made for fixed periods of one to 20 years but may have extension options as described below. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose any covenants, but leased assets may not be used as security for borrowing purposes.
Leases greater than twelve months in length, and those not of low value, are recognised as a lease right-of ‑ use asset with the associated future lease payment terms recognised as a lease liability. The right-of-use assets and the associated lease liabilities are recognised by unwinding the future lease payments at the rate implicit to the lease or, if the rate implicit to the lease cannot be readily determined, at the relevant incremental borrowing rate.
Lease liabilities include the net present value of the following lease payments:
· fixed payments (including in substance fixed payments), less any lease incentives receivable;
· amounts expected to be payable by the lessee under residual value guarantees;
· the exercise price of a purchase option if the lessee is reasonably certain to exercise that option; and
· payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option.
The lease right-of-use assets are amortised over their useful economic lives or the lease term, whichever is shorter. The lease liabilities are derecognised by applying the future lease payments.
Extension and termination options are included in a number of property and equipment leases across the Group. These terms are used to maximise operational flexibility in terms of managing contracts. The majority of extension and termination options held are exercisable only by the Group and not by the respective lessor. In determining the lease term, management considers all facts and circumstances that create an economic incentive to exercise an extension option, or not exercise a termination option. Extension options (or periods after termination options) are only included in the lease term if the lease is reasonably certain to be extended (or not terminated). The assessment is reviewed if a significant event or a significant change in circumstances occurs which affects this assessment and that is within the control of the lessee.
Rentals associated with leases that are of low value or less than twelve months in length are expensed to the income statement on a straight-line basis. The associated lease incentives are amortised in the income statement over the life of the lease.
On acquisition, right-of-use assets and lease liabilities are recognised in accordance with IFRS 16. The acquired lease liability is measured as if the lease contract was a new lease at the acquisition date. The right-of-use asset is measured at an amount equal to the recognised lease liability.
The right ‑ of ‑ use asset is adjusted to reflect any favourable or unfavourable terms of the lease relative to market terms.
Right-of-use assets are impaired in line with the impairment accounting policy below.
k. Intangible assets
(i) Goodwill
Goodwill is stated at cost less any impairment losses.
Acquisitions are accounted for using the purchase method. For acquisitions that have occurred since 1 January 2004, goodwill represents the difference between the fair value of the assets given in consideration and the fair value of identifiable assets, liabilities and contingent liabilities of the acquiree. For acquisitions made before 1 January 2004, goodwill is included on the basis of its deemed cost, which represents the amount previously recorded under UK GAAP.
The Group has expensed costs attributable to acquisitions in the income statement. Given their one ‑ off nature, these costs are generally presented within adjusting items.
(ii) Acquired intangible assets
An intangible asset acquired in a business combination is recognised at fair value. Intangible assets principally relate to customer relationships, which are valued using discounted cash flows based on historical customer attrition rates, and trade names/brand, which are valued using an income approach.
The cost of intangible assets is amortised through the income statement on a straight ‑ line basis over their estimated useful economic life and as these are assets directly attributed to the acquisition of a business, the amortisation costs are also presented within adjusting items.
(iii) Other intangible assets
Other intangible assets which are not acquired through a business combination are recognised at cost, to the extent it is probable that the expected future economic benefits attributable to the asset will flow to the Group and that its cost can be measured reliably, and amortised on a straight-line basis over their estimated useful economic life.
Intangibles are amortised over their estimated remaining useful lives on a straight-line basis as follows:
| Goodwill | Not amortised |
| Computer software | 3-5 years |
| Trade names | 3-5 years |
| Customer relationships | 3-15 years |
| Other intangibles | 3-5 years |
Customer relationships are wide ranging in useful economic lives, from shorter relationships derived from smaller acquisitions to the long relationship with Walmart acquired as part of the acquisition of Impact Innovations, Inc. ('Impact') in August 2018.
l. Impairment
All assets are reviewed regularly to determine whether there is any indication of impairment. Goodwill is tested for impairment annually.
An impairment loss is recognised whenever the carrying amount of a non ‑ financial asset or the cash ‑ generating unit (CGU) to which it belongs exceeds its recoverable amount, being the greater of value in use and fair value less costs to sell and is recognised in the income statement. Value in use is estimated based on future cash flows discounted using a pre-tax discount rate based upon the Group's weighted average cost of capital.
Financial assets are assessed for impairment using the expected credit loss model which requires expected credit losses and changes to expected credit losses at each reporting date to reflect changes in credit risk since initial recognition.
The reversal of an impairment loss should be recognised if there has been a sustainable change in the estimates used to determine the asset's recoverable amount since the last impairment test was carried out. Impairment losses relating to goodwill are not permitted to be reversed.
m. Inventories
Inventories are valued at the lower of cost (on a weighted average basis) and net realisable value. For work ‑ in ‑ progress and finished goods, cost includes an appropriate proportion of labour cost and overheads based on normal operating capacity. For acquisitions, inventory acquired will be assessed for fair value in accordance with IFRS 3 and if applicable an uplift applied to inventory on hand relating to sales orders already attached to the acquired inventory. The unwind of the uplift in value is treated as an adjusting item.
n. Income tax
Income tax in the income statement comprises current and deferred tax. Income tax is recognised in the income statement except to the extent that it relates to items recognised in equity or other comprehensive income.
Current tax is the expected tax payable on the taxable income for the year using the applicable tax rates enacted or substantively enacted at the balance sheet date and any adjustment to tax payable in prior years. Deferred tax is provided, using the balance sheet liability method, on temporary differences arising between the tax bases and the carrying amounts of assets and liabilities in the financial statements.
The following temporary differences are not provided for: initial recognition of goodwill not deductible for tax purposes; the initial recognition of assets or liabilities that affect neither accounting nor taxable profit or loss other than in a business combination; and differences relating to investments in subsidiaries to the extent that they will not reverse in the foreseeable future.
Deferred tax is determined using tax rates that are expected to apply when the related deferred tax asset or liability is settled, using the applicable tax rates enacted or substantively enacted at the balance sheet date.
A deferred tax asset is recognised only to the extent that it is probable that future taxable profit will be available against which the asset can be utilised. Deferred tax assets are impaired to the extent that it is no longer probable that the related tax benefits will be realised.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against liabilities and when they relate to income taxes levied by the same tax authority and the Group intends to settle its current tax assets and liabilities on a net basis.
o. Revenue
Revenue from the sale of goods is recognised in the income statement net of expected discounts, rebates, refunds, credits, price concessions or other similar items, when the associated performance obligation has been satisfied, and control of the goods has been transferred to the customer.
The Group recognises revenue on sales of Gift packaging, Party, Goods not for resale, Craft, Stationery and Homeware consumable products across two reporting segments.
Typically, the products that we supply form the only performance obligations within a customer agreement, and although the Group can provide ancillary services such as merchandising, these are not separately identifiable obligations. Each customer arrangement/contract is assessed to identify the performance obligations being provided to the customer. Where distinct performance obligations are deemed to exist, an element of revenue is apportioned to that obligation.
Revenue from sales is recognised based on the price specified in the contract, net of any estimated volume discounts, rebates and sell-through provisions. Accumulated experience is used to estimate and provide for these discounts, using the expected value method, and revenue is only recognised to the extent that it is highly probable that a significant reversal will not occur. A refund liability (included in trade and other payables) is recognised for these items payable to customers based on sales made in the period. No significant element of financing is deemed present as the majority of sales are made with credit terms of 30 ‑ 120 days, which is consistent with market practice.
A significant part of the Group's businesses sell goods on a 'free ‑ on ‑ board' (FOB) basis, where the Group as the seller makes its goods ready for collection at its premises on an agreed upon sales date and the buyer incurs all transportation and handling costs and bears the risks for bringing the goods to their chosen destination. In this situation, revenue is recognised on collection by the customer.
Where the Group operates non ‑ FOB terms with customers, revenue is recognised when the control of the goods has been transferred to the customer. These terms include consignment stock agreements, where revenue is recognised upon the customer removing goods from consignment stock.
p. Finance income and costs
Finance income and expense is recognised in the income statement as it accrues. Finance costs comprise interest payable, finance charges on finance leases, interest on lease liabilities, amortisation of capitalised fees and unwinding of discounts on provisions. Net movements in the fair value of derivatives which have not been designated as an effective hedge, and any ineffective portion of fair value movement on derivatives designated as a hedge, are also included within finance income or expense.
q. Supplier financing
The Group is party to supplier financing arrangements with one of its key customers. This arrangement is considered non-recourse factoring and on receipt of payment from the banks the associated trade receivable is derecognised in accordance with IFRS 9.
r. Segment reporting
A segment is identified on the basis of internal reports that are regularly reviewed by the Board in order to allocate resources to the segment and assess its performance.
s. Pensions
(i) Defined contribution schemes
Obligations for contributions to defined contribution pension schemes are expensed to the income statement as incurred.
(ii) Defined benefit schemes
Two pension schemes, one of which is in the Netherlands and the other in the UK, are defined benefit schemes.
The Netherlands subsidiary operates an industrial defined benefit fund, based on average wages, that has an agreed maximum contribution. The pension fund is a multi ‑ employer fund and there is no contractual or constructive obligation for charging the net defined benefit cost of the plan to participating entities other than an agreed maximum contribution for the period, that is shared between employer (4/7) and employees (3/7).
The Dutch Government is not planning to make employers fund any deficits in industrial pension funds; accordingly, the Group treats the scheme as a defined contribution scheme for disclosure purposes. The Group recognises a cost equal to its contributions payable for the period.
The Group also administers a defined benefit scheme in the UK.
The net obligation for this scheme is calculated by estimating the amount of the future benefit that employees have earned in return for their service in the current and prior periods; that benefit is discounted to determine its present value, and the fair value of the scheme assets is deducted. The calculation is performed by a qualified independent actuary.
t. Share-based payments
The cost of equity-settled transactions with employees is measured by reference to the fair value of the options at the date on which they are granted. The fair value is determined by using an appropriate pricing model. The fair value cost is then recognised over the vesting period, ending on the date on which the relevant employees become fully entitled to the award.
The quantum of awards expected to vest and the relevant cost charged is reviewed annually such that at each balance sheet date the cumulative expense is the relevant share of the expected total cost, pro-rated across the vesting period.
No expense is recognised for awards that are not expected to ultimately vest, for example due to an employee leaving or business performance targets not being met. The annual expense for equity-settled transactions is recognised in the income statement with a corresponding entry in equity.
In the event that any scheme is cancelled, the Group recognises immediately the amount that otherwise would have been recognised for services received over the remainder of the vesting period. The Group calculates this charge based on the number of the awards expected to achieve the performance conditions immediately before the award was cancelled.
Employer social security charges are accrued, where applicable, at a rate which management expects to be the prevailing rate when share ‑ based incentives are exercised and is based on the latest market value of options expected to vest or those already vested.
Deferred tax assets are recognised in respect of share-based payment schemes when deferred tax assets are recognised in that territory.
u. Investment in own shares
The shares held in the Group's Employee Benefit Trust (IG Employee Share Trustee Limited) for the purpose of fulfilling obligations in respect of share option plans are treated as belonging to the Company and are deducted from its retained earnings. The cost of shares held directly (treasury shares) is also deducted from retained earnings.
v. Provisions
A provision is recognised when there is a probable legal or constructive obligation as a result of a past event and a reliable estimate can be made of the outflow of resources that will be required to settle the obligation. If the effect is material, provisions are determined by discounting the expected future cash flows at a pre ‑ tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability.
Where discounting is used, the increase in the provision due to the passage of time is recognised as finance costs.
w. Government grants
Government grants are recognised when it is reasonable to expect that the grants will be received and that all related conditions will be met, usually on submission of a valid claim for payment. Government grants in respect of capital expenditure are included within deferred income on the balance sheet and are released to the income statement on a straight-line basis over the expected useful lives of the relevant assets.
x. Dividends
Dividends are recognised as a liability in the period in which they are approved by the shareholders of the Company (final dividend) or paid (interim dividend).
y. Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalised as part of the cost of the respective asset. Costs directly attributable to the arrangement of new borrowing facilities are included within the fair value of proceeds received and amortised over the life of the relevant facilities. Other borrowing costs, which can include costs associated with the extension of existing facilities, are expensed in the period they occur.
Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds.
z. Like-for-like comparators
Figures quoted at like-for-like exchange rates are calculated by retranslating the prior year figures at the current year exchange rates.
Use of non-GAAP measures (APMs)
These financial statements include alternative performance measures (APMs) that are presented in addition to the standard GAAP metrics. The Directors believe that these APMs provide important additional information regarding the underlying performance of the business including trends, performance and position of the Group. APMs are used to enhance the comparability of information between reporting periods and segmental business units by adjusting for factors which affect IFRS measures, to aid the understanding of the Group's performance. Consequently, APMs are used by the Directors and management for strategic and performance analysis, planning, reporting and reward setting.
The APMs and their definitions are:
· adjusted EBITDA - profit/(loss) before finance charges, tax, depreciation, amortisation, impairment (EBITDA) and adjusting items;
· adjusted gross profit - gross profit before adjusting items;
· adjusted operating profit/(loss) - profit/(loss) before finance charges, tax and adjusting items;
· adjusted operating margin - adjusted operating profit divided by revenue;
· adjusted profit/(loss) before tax - profit/(loss) before tax and adjusting items;
· adjusted profit/(loss) after tax - profit/(loss) after tax, before adjusting items and associated tax effect;
· adjusted tax - tax before adjusting items;
· diluted adjusted earnings/(loss) per share - diluted earnings/(loss) per share before adjusting items and associated tax effect;
· basic adjusted earnings/(loss) per share - basic earnings/(loss) per share before adjusting items and associated tax effect;
· adjusted overheads - selling costs, administration expenses, other operating income, profit/(loss) on disposal of property, plant and equipment (overheads) before adjusting items;
· adjusted cash generated from operations - cash generated from operations before the associated cash impact of adjusting items;
· net cash - cash and cash equivalents, bank overdrafts and loan arrangement fees;
· return on capital employed - adjusted operating profit divided by monthly average net capital employed (where capital employed is net assets excluding net cash and intangible assets);
· average leverage - average bank debt (being average debt measured before lease liabilities) divided by adjusted EBITDA reduced for lease payments;
· cash conversion - adjusted cash generated from operations divided by adjusted EBITDA;
Adjusting items are items that are material and/or, in the judgement of the Directors, of an unusual or non ‑ recurring nature. These items are adjusted to present the performance of the business in a consistent manner and in line with how the business is managed and measured on a day ‑ to ‑ day basis. They are gains or costs associated with events that are not considered to form part of the core operations, or are considered to be a non-recurring event (although they may span several accounting periods) including fair value adjustments to acquisitions.
Adjusting items
| Impairment of assets(1) | Integration and restructuring cost /(income)(2) |
Release of provisions for pre-acquisition duties(3) |
Amortisation of acquired intangibles(4) | Derecognition of deferred tax assets(5) | Adjusting items | |||
| Year ended 31 March 2025 | $000 | $000 | $000 | $000 | $000 | $000 | ||
| Cost of sales | 3,750 | 2,845 | (568) | - | - | 6,027 | ||
| Selling expenses | - | 783 | - | - | - | 783 | ||
| Administration expenses | 1,723 | 7,330 | - | 1,752 | - | 10,805 | ||
| Goodwill impairment | 48,679 | - | - | - | - | 48,679 | ||
| Other operating income | - | (4,713) | (2,774) | - | - | (7,487) | ||
| Adjustments to operating profit/loss | 54,152 | 6,245 | (3,342) | 1,752 | - | 58,807 | ||
| Other finance expenses/(income) | - | 240 | (1,579) | - | - | (1,339) | ||
| Adjustments to profit/loss before tax | 54,152 | 6,485 | (4,921) | 1,752 | - | 57,468 | ||
| Adjusting tax charge/(credit) | - | (217) | - | - | 37,409 | 37,192 | ||
| 54,152 | 6,268 | (4,921) | 1,752 | 37,409 | 94,660 | |||
| Impairment of assets(1) | Integration and restructuring cost/(income)(2) | Release of provisions for pre-acquisition duties(3) |
Amortisation of acquired intangibles(4) | Recognition of deferred tax assets(5) | Adjusting items | |||
| Year ended 31 March 2024 | $000 | $000 | $000 | $000 | $000 | $000 | ||
| Cost of sales | - | 548 | - | - | - | 548 | ||
| Administration expenses | - | (249) | - | 1,803 | - | 1,554 | ||
| Adjustments to operating profit/loss | - | 299 | - | 1,803 | - | 2,102 | ||
| Adjusting tax charge/(credit) | - | (41) | - | (451) | (21,313) | (21,805) | ||
| - | 258 | - | 1,352 | (21,313) | (19,703) | |||
Adjusting items are separately presented by virtue of their nature, size and/or incidence. These items are material items of an unusual or non-recurring nature which represent gains or losses and are presented to allow for the review of the performance of the business in a consistent manner and in line with how the business is managed and measured on a day-to-day basis and allow the reader to obtain a clearer understanding of the underlying results of the ongoing Group's operations. They are typically gains or costs associated with events that are not considered to form part of the core operations or are considered to be a 'non-recurring' event (although they may span several accounting periods).
These (gains)/losses relate to the following transactions:
(1) Impairment of assets
In the year an impairment of $54.2 million (2024: $nil) has been recorded to write-down $48.7 million goodwill on acquisition of DG Americas, $1.7 million of DG Americas' intangible assets and $3.8 million in its plant and machinery.
Following the recent deterioration in the performance of DG Americas - including the Group's fourth-largest customer entering Chapter 11 bankruptcy - the revised long-term cash flow forecasts have led to the recognition of an impairment. The impairment was determined based on the fair value of assets less costs to sell. Further details are provided in note 9. (2024: $nil).
(2) Integration and restructuring cost/(income)
In order to realise synergies from acquisitions, or existing businesses, integration and restructuring projects are respectively undertaken that aim to deliver future savings and efficiencies for the Group. These projects are outside of the normal operations of the business and typically incur one-off costs to ensure successful implementation, therefore the management classifies them as adjusting items. The costs incurred in FY2025 and FY2024 relate to DG Americas and DG UK (and its subsidiary in Asia) businesses:
DG Americas business reorganisation
In FY2025, DG Americas incurred $2.1 million in staff-related restructuring expenses (2024: $0.6 million). An additional $1.1 million was spent on site rationalisation, including $0.2 million for consolidating warehouses in South Centre and Hagerstown, and a $0.8 million lease impairment from existing properties. A further $0.6 million was incurred on a legal entity rationalisation project aimed at simplification of the DG Americas legal structure.
In FY2024, comparable staff-related costs amounted to $0.6 million.
DG Americas site sales proceeds
On 11 March 2025, DG Americas completed the sale of a former distribution facility located in Bloomsburg, Pennsylvania. The facility was sold for a total consideration of $8.4 million. The carrying value of the asset was $2.9 million, and the Group incurred selling costs and taxes amounting to $0.6 million. As a result, the Group recognised a profit on disposal of $4.9 million. This asset was classified as held for sale in the Group's HY2025 financial statements.
China site closure
In June 2024, the Group announced the closure of Huizhou Gift International Greetings Co. Ltd, a subsidiary of DG plc. During the year, $5.7 million of restructuring costs were incurred in connection with the closure. These comprised $3.9 million of staff-related costs, $0.8 million of asset write-downs, $0.4 million of third-party security costs, and $0.6 million of other closure-related expenses.
The asset write-down resulted from the reclassification of certain assets as held for sale, triggered by the closure decision. These assets were measured at the lower of carrying amount and fair value less costs to sell, in accordance with IFRS 5 and based on Level 2 inputs of the fair value hierarchy, as outlined in note 8. As these costs were directly related to the site closure and not part of the Group's ongoing operations, they have been treated as adjusting items.
DG UK business reorganisation
$0.7 million was spent on a consolidation project involving DG UK and DG Americas' Far East sourcing offices (2024: $0.2 million). Further costs of $0.2 million were incurred by the DG UK business in relation to a vacant site held for sale, as part of a wider business reorganisation announced in March 2023.
DG Australia site relocation
In FY2025, DG Australia relocated its warehousing operations from a long-standing leased facility to a newly secured site. Relocation costs totalled $0.9 million, including $0.6 million of lease-related expenses for the new warehouse, $0.2 million of which were classified as other finance expenses. During the transition, the business incurred double-running costs, as it remained contractually committed to the previous site while establishing full operational capability at the new location. These costs have been treated as adjusting items due to their non-recurring nature and direct link to the relocation. The full operational capability at the new facility is expected to be achieved in the first half of 2026.
Reversal of impairment (2024)
Following the integration of DG Americas' sites in FY2021, a portion of a leased site in Budd Lake, New Jersey was exited, and the right-of-use asset was impaired. In the period ended 31 March 2024, the landlord reacquired a portion of the impaired site resulting in a reversal of impairment of $0.6 million.
(3) Release of provisions for pre-acquisition duties
In prior years, management recognised a provision relating to duties, penalties and interest associated with pre-acquisition periods, based on significant estimates and assumptions. These included assessments of historical data, interpretations of relevant tax and legal regulations, and potential outcomes of engagement with the customs authorities. Given the complexity and uncertainty involved, management engaged external legal and tax advisers to ensure the provisions reflected the most probable outcomes.
As previously disclosed, the initial provision comprised three elements: $0.7 million for duties, $1.9 million for interest, and $2.8 million for penalties.
During FY2025, following further legal and regulatory clarification, a payment of $0.4 million was made in respect of duties and interest. Management, supported by updated external advice, determined that the remaining provision was no longer required. The matter is considered concluded with the relevant authorities, and the full balance was released to income in the current year.
(4) Amortisation of acquired intangibles
Under UK-adopted international accounting standards, business combinations require the recognition of acquired intangible assets such as customer relationships and trade names. These are amortised over their useful lives, with charges recognised in the income statement. As these charges arise as a result of acquisition accounting and do not reflect the underlying trading performance of the Group or the acquired business, they are excluded from adjusted measures to provide a more consistent basis for comparing performance across periods.
For the year ended 31 March 2025, amortisation of $1.8 million (2024: $1.8 million) related to intangible assets recognised on the acquisition of Impact Innovations, Inc.
(5) Derecognition of deferred tax assets
Deferred tax assets are recognised only to the extent that it is probable they will be recovered through the reversal of deferred tax liabilities or the generation of future taxable profits, in accordance with IAS 12. As part of the Group's annual review of recoverability, and reflecting updated forecasts for DG Americas, management determined that sufficient future taxable profits are no longer probable within the region. Consequently, $37.4 million of previously recognised deferred tax assets have been derecognised in the current year.
The cash flow effect of adjusting items
There was a $0.3 million net outflow in the current period's cash flow (2024: $2.1 million net outflow) relating to adjusting items which included $0.2 million outflow (2024: $1.5 million) deferred from prior years.
Key accounting judgements and estimates
The following provides information on those policies that management considers key because of the level of judgement and estimation required which often involves assumptions regarding future events which can vary from what is anticipated. The Directors believe that the financial statements reflect appropriate judgements and estimates and provide a true and fair view of the Group's performance and financial position.
The following are the critical judgements, apart from those involving estimations (which are dealt with separately below), that the Directors have made in the process of applying the Group's accounting policies and that have the most significant effect on the amounts recognised in the financial statements.
Accounting judgements
(i) Adjusting items
Judgement is required to determine whether items are appropriately classified as adjusting items and that the values assigned are appropriate. Adjusting items relate to impairments of assets, costs associated with acquisitions or disposals, and significant items by virtue of their size or incidence. Adjusting items are approved by the Board.
(ii) Taxation
Judgement is required in determining the Group's tax assets and liabilities. Deferred tax assets have been recognised to the extent that management believe that they are recoverable based on profit projections for future years.
These forecasts are consistent with those used elsewhere in the financial statements (including impairment). Note 11 provides information on the gross temporary differences and unused tax losses on which deferred tax assets have not been recognised.
Accounting estimates
(i) Lease asset impairments
The Group has impaired the right ‑ of ‑ use assets in respect of several properties that the Group has exited as part of the ongoing DG Americas integration. This is based on the properties themselves being a CGU in line with IAS 36 as they are being actively marketed for sub ‑ tenants.
The impairments are assessed at each reporting date and if necessary reversed should there be available sub ‑ tenants for the properties, or early termination agreed with the landlord.
The Group considers the impairment values to be immaterial.
(ii) Provision for slow-moving inventory
The Group has guidelines for providing for inventory which may be sold below cost due to its age or condition.
The Directors assess the inventory at each location and in some cases decide that there are specific reasons to provide more than the guideline levels, or less if there are specific action plans in place which mean the guideline provision level is not required. Determining the level of inventory provision requires an estimation of likely future realisable value of the inventory in various time frames and comparing with the cost of holding inventory for those time frames.
This is an estimate and is based on best data at the time of recognition. Regular monitoring of inventory levels, the ageing of inventory and the level of the provision is carried out by the Directors to reassess this estimate. The assumptions made in relation to the current period are consistent with those in the prior year. As at 31 March 2025, inventory provisions were $32.9 million against a gross inventory value of $205.7 million (2024: $31.1 million provision, $196.5 million gross inventory value).
This provision estimate is subject to potential material change, for example if market conditions change because expected customer demand fluctuates, or shipping delays reduce our ability to deliver on time and in full.
Further to this, we performed a sensitivity analysis, assessing the impact of a movement of 7% in either direction. 7% reflects the highest movement level in five years and this was over Covid-19 which saw exceptional movements. The results indicated a potential stock provision movement ranging from $35.2 million to $30.7 million. However, given that every year-on-year movement since Covid-19 has been no more than 1%, we believe the risk of a material movement is low.
(iii) Provision for pre-acquisition duties
In prior years, management recognised a provision relating to duties, penalties and interest associated with pre-acquisition periods, based on significant estimates and assumptions. These included assessments of historical data, interpretations of relevant tax and legal regulations, and potential outcomes of engagement with the customs authorities. Given the complexity and uncertainty involved, management engaged external legal and tax advisers to ensure the provisions reflected the most probable outcomes. As previously disclosed, the initial provision comprised three elements: $0.7 million for duties, $1.9 million for interest, and $2.8 million for penalties.
FY2025, following further legal and regulatory clarification, a payment of $0.4 million was made in respect of duties and interest. Management, supported by updated external advice, determined that the remaining provision was no longer required. The matter is considered concluded with the relevant authorities, and the full balance was released to income in the current year. Management is satisfied that no further material liability exists in relation to this matter, and no additional provisions have been recognised.
The Group considers this provision to be immaterial.
(iv) Impairment of goodwill/intangible assets/property, plant & equipment
The Group tests goodwill annually for impairment, or more frequently when there are indicators that it may be impaired. Impairment occurs when the carrying amount of an asset exceeds its recoverable amount. The recoverable amounts of cash-generating units (CGU) are determined as the higher of value in use (VIU) and fair value less costs to sell (FVLCTS).
An impairment loss of $54.2 million was recognised during the year ended 31 March 2025 (2024: $nil). This includes $48.7 million relating to goodwill on the acquisition of DG Americas, $1.7 million in intangible assets, and $3.8 million in plant and equipment. Following the recent deterioration in the performance of DG Americas - including the Group's fourth-largest customer entering Chapter 11 bankruptcy - the revised long-term cash flow forecasts have led to the recognition of an impairment. The impairment was determined based on the fair value of assets less costs to sell.
No impairment was identified for any other CGUs. Further details are provided in note 9.
2 Segmental information
The Group has one material business activity, being the design, manufacture and distribution of Gift packaging, Party, Goods not for resale, Craft, Stationery and Homeware consumable products.
The business operates under two reporting segments which are reported to, and evaluated by, the Chief Operating Decision Makers for the Group. The DG Americas segment includes overseas operations in Asia, Australia, UK, India and Mexico, being the overseas entities of US companies. The DG International segment comprises the consolidation of the separately owned businesses in the UK, Asia, Europe and Australia.
Inter ‑ segment pricing is determined on an arm's length basis. Segment results include items directly attributable to a segment as well as those that can be allocated on a reasonable basis.
Financial performance of each segment is measured on adjusted operating profit before management recharges. Interest and tax are managed on a Group basis and not split between reportable segments. However, the related financial liability and cash has been allocated out into the reportable segments as this is how they are managed by the Group.
Segment assets are all non-current and current assets, excluding deferred tax and income tax, which are shown in the eliminations column. Inter ‑ segment receivables and payables are not included within segmental assets and liabilities as they eliminate on consolidation.
| DG Americas(a) |
DG International | Central and eliminations | Group | |
| $000 | $000 | $000 | $000 | |
| Year ended 31 March 2025 | ||||
| Revenue - external | 439,544 | 289,721 | - | 729,265 |
| - inter-segment | - | 78 | (78) | - |
| Total segment revenue | 439,544 | 289,799 | (78) | 729,265 |
| Segment (loss)/profit before adjusting items | (15,494) | 28,150 | (7,436) | 5,220 |
| Adjusting items (note 1) | (51,499) | (7,308) | - | (58,807) |
| Operating (loss)/profit | (66,993) | 20,842 | (7,436) | (53,587) |
| Finance income | 3,098 | |||
| Finance costs | (5,042) | |||
| Income tax | (43,744) | |||
| Loss for the year ended 31 March 2025 | (99,275) | |||
| Balances at 31 March 2025 | ||||
| Segment assets | 266,225 | 203,747 | 73,645 | 543,617 |
| Segment liabilities | (120,953) | (101,479) | (51,015) | (273,447) |
| Capital expenditure additions | ||||
| - property, plant and equipment | 2,277 | 3,829 | 15 | 6,121 |
| - intangible assets | - | 627 | - | 627 |
| - right-of-use assets | 5,083 | 17,656 | - | 22,739 |
| Depreciation - property, plant and equipment | 5,884 | 4,769 | 26 | 10,679 |
| Impairment - property, plant and equipment | 3,750 | 765 | - | 4,515 |
| Amortisation - intangible assets | 2,350 | 80 | - | 2,430 |
| Impairment - intangible assets | 1,723 | - | - | 1,723 |
| Impairment - goodwill | 48,679 | - | - | 48,679 |
| Depreciation - right-of-use assets | 10,517 | 4,980 | 8 | 15,505 |
| Impairment - right-of-use assets | 831 | - | - | 831 |
| Cost of sales | 400,717 | 227,705 | (78) | 628,344 |
| Profit/(loss) on disposal of property, plant and equipment | 4,574 | (32) | - | 4,542 |
(a) Including overseas entities for the DG Americas operating segment.
Included in cost of sales is $6.0 million relating to adjusting items.
| DG Americas(a) |
DG International | Central and eliminations | Group | |
| $000 | $000 | $000 | $000 | |
| Year ended 31 March 2024 | ||||
| Revenue - external | 500,310 | 299,741 | - | 800,051 |
| - inter-segment | - | 33 | (33) | - |
| Total segment revenue | 500,310 | 299,774 | (33) | 800,051 |
| Segment profit/(loss) before adjusting items | 6,768 | 32,257 | (7,927) | 31,098 |
| Adjusting items (note 1) | (1,892) | (210) | - | (2,102) |
| Operating profit/(loss) | 4,876 | 32,047 | (7,927) | 28,996 |
| Finance income | 1,065 | |||
| Finance costs | (6,219) | |||
| Income tax | 13,277 | |||
| Profit for the year ended 31 March 2024 | 37,119 | |||
| Balances at 31 March 2024 | ||||
| Segment assets | 353,706 | 194,348 | 113,289 | 661,343 |
| Segment liabilities | (138,722) | (78,443) | (74,691) | (291,856) |
| Capital expenditure additions | ||||
| - property, plant and equipment | 5,483 | 6,327 | 53 | 11,863 |
| - property, plant and equipment on acquisition of business | - | 84 | - | 84 |
| - intangible assets | 390 | 52 | - | 442 |
| - intangible assets on acquisition of business | - | 278 | - | 278 |
| - right-of-use assets | 4,389 | 2,224 | - | 6,613 |
| Depreciation - property, plant and equipment | 6,776 | 5,526 | 24 | 12,326 |
| Amortisation - intangible assets | 2,897 | 135 | - | 3,032 |
| Depreciation - right-of-use assets | 11,525 | 4,938 | 7 | 16,470 |
| Reversal of impairment - right-of-use assets | (553) | - | - | (553) |
| Cost of sales | 429,594 | 228,971 | (33) | 658,532 |
| (Loss)/profit on disposal of property, plant and equipment | (279) | 41 | - | (238) |
Included in cost of sales is $548,000 relating to adjusting items.
(a) Including overseas entities for the DG Americas operating segment.
· The Group has one customer that accounts for 23% (2024: 24%) of the total Group revenues. In the year ended 31 March 2025, total sales to that customer were $168.5 million (2024: $193.4 million). This customer falls solely within the DG Americas operating segment above. No other single customer accounts for over 10% of total sales.
· The assets and liabilities that have not been allocated to segments include deferred tax assets of $1.3 million (2024: $39.1 million), income tax receivable of $2.2 million (2024: $2.5 million), income tax payable of $8.7 million (2024: $12.4 million) and deferred tax liabilities of $73,000 (2024: $150,000).
The Group's information about its segmental assets (non-current assets excluding deferred tax assets and other long-term assets) and revenue by customer destination are detailed below:
| Non-current assets | ||
| 2025 $000 |
2024 $000 |
|
| USA(a) | 66,055 | 136,520 |
| UK | 27,882 | 27,713 |
| Netherlands | 25,523 | 27,587 |
| Other | 21,959 | 9,111 |
| 141,419 | 200,931 |
(a) These figures include overseas entities relating to the DG Americas operating segment. The overseas entities element is not material, and this information is not readily available.
Revenue by customer destination
| 2025 | 2024 | 2025 | 2024 | |
| $000 | $000 | % | % | |
| Americas(a) | 468,970 | 526,203 | 64 | 66 |
| UK | 76,469 | 88,827 | 10 | 11 |
| Rest of the world | 183,826 | 185,021 | 26 | 23 |
| 729,265 | 800,051 | 100 | 100 |
(a) Included within Americas is $442.4 million (2024: $498.5 million) relating to the country, USA.
All revenue arose from the sale of goods.
3 Operating (loss)/profit
Included in the income statement are the following charges/(credits):
| Note | 2025 $000 |
2024 $000 |
|
| Depreciation of tangible fixed assets | 8 | 10,679 | 12,326 |
| Impairment of tangible fixed assets | 8 | 4,515 | - |
| Depreciation of right-of-use assets | 10 | 15,505 | 16,470 |
| Impairment/(reversal of impairment) of right-of-use assets | 10 | 831 | (553) |
| (Profit)/loss on disposal of property, plant and equipment and intangible assets | (4,612) | 238 | |
| Release of deferred grant income | 5 | (232) | (211) |
| Goodwill impairment | 9 | 48,679 | - |
| Amortisation of intangible assets - software | 9 | 475 | 1,225 |
| Amortisation of intangible assets - other | 9 | 1,955 | 1,807 |
| Impairment of other intangible assets | 9 | 1,723 | - |
| Sub-lease rental income | 5 | (758) | (687) |
| Provision for obsolete and slow-moving inventory | 12 | 16,240 | 13,422 |
| Reversal of previous write downs of inventory | 12 | (4,255) | (4,548) |
| Loss on foreign exchange | 373 | 835 | |
| 2025 $000 |
2024 $000 |
||
| Operating (loss)/profit analysed as: | |||
| Adjusted operating profit | 5,220 | 31,098 | |
| Adjusting items | (58,807) | (2,102) | |
| Operating (loss)/profit | (53,587) | 28,996 |
Auditors' remuneration:
| 2025 $000 |
2024 $000 |
|
| Amounts receivable by auditor and its associates in respect of: | ||
| Audit of these financial statements | 1,637 | 1,610 |
| Audit of financial statements of subsidiaries pursuant to legislation | ||
| - Overseas subsidiaries | 81 | 155 |
| Other audit related assurance services - review of interim report | 122 | 117 |
4 Staff numbers and costs
The average monthly number of persons employed by the Group (including Directors) during the year, analysed by category, was as follows:
| Number of employees | ||
| 2025 | 2024 | |
| Selling and administration | 940 | 1,105 |
| Production and distribution | 1,440 | 1,661 |
| Temporary and agency staff | 410 | 535 |
| 2,790 | 3,301 |
The aggregate payroll costs of these persons were as follows:
| Note | 2025 $000 |
2024 $000 |
|
| Wages and salaries | 136,958 | 147,261 | |
| Share-based payments | 23 | 877 | 1,502 |
| Social security costs | 13,761 | 13,878 | |
| Other pension costs | 2,828 | 2,950 | |
| Temporary employee costs | 11,803 | 10,662 | |
| 166,227 | 176,253 |
For information on Directors' remuneration please refer to the section titled 'Directors' remuneration' within the Directors' remuneration report which forms part of these audited financial statements.
5 Other operating income
| 2025 $000 |
2024 $000 |
|
| Profit/(loss) on disposal of property, plant and equipment | 4,542 | (238) |
| Release of provisions for pre-acquisition duties | 2,774 | - |
| Sub-lease rental income | 758 | 687 |
| Grant income | 232 | 211 |
| Profit on disposal of leases | 70 | - |
| Insurance income | - | 850 |
| Other | 112 | 155 |
| 8,488 | 1,665 |
6 Finance income and costs
| Finance income | 2025 $000 |
2024 $000 |
| Release of provisions for interest on pre-acquisition duties | 1,579 | - |
| Interest receivable on bank deposits | 1,381 | 971 |
| Derivative financial instruments at fair value through the income statement | 138 | 94 |
| 3,098 | 1,065 |
| Finance costs | 2025 $000 |
2024 $000 |
| Lease liability interest | 2,485 | 2,336 |
| Interest on customer financing | 1,163 | 1,469 |
| Amortisation of loan arrangement fees | 708 | 779 |
| Interest payable on bank loans and overdrafts | 605 | 1,567 |
| Unwinding of fair value discounts | 81 | 68 |
| 5,042 | 6,219 |
7 Income tax charge/(credit)
Recognised in the income statement
| 2025 $000 |
2024 $000 |
|
| Current tax charge | ||
| Current year | 5,754 | 10,295 |
| Adjustments in respect of previous years | 319 | 236 |
| 6,073 | 10,531 | |
| Deferred tax charge/(credit) | ||
| Derecognition/(recognition) of deferred tax assets | 37,761 | (21,313) |
| Origination and reversal of temporary differences | (81) | (1,165) |
| Adjustments in respect of previous periods | (9) | (1,330) |
| 37,671 | (23,808) | |
| Total tax charge/(credit) in income statement | 43,744 | (13,277) |
| Total tax charge on adjusting items | ||
| Total tax on profit/loss before adjusting items | 6,552 | 8,528 |
| Total tax on adjusting items | 37,192 | (21,805) |
| Total tax charge/(credit) in income statement | 43,744 | (13,277) |
Reconciliation of effective tax rate
| 2025 $000 |
2024 $000 |
|
| (Loss)/profit before tax | (55,531) | 23,842 |
| (Loss)/profit before tax multiplied by the standard rate of corporation tax of 25% in the UK (2024: 25%) | (13,883) | 5,961 |
| Effects of: | ||
| Income not taxable | (1,249) | (11) |
| Expenses not deductible for tax purposes | 151 | 1,018 |
| Differences between UK and overseas tax rates | 400 | (137) |
| Movement in uncertain tax provisions | 243 | 1,585 |
| Derecognition/(recognition) of deferred tax assets | 37,761 | (21,313) |
| Other items | 6 | (36) |
| Adjustments in respect of previous periods | 310 | (1,094) |
| Current year losses for which no deferred tax asset is recognised | 20,005 | 750 |
| Total tax charge/(credit) in income statement | 43,744 | (13,277) |
See note 11 for further details.
OECD Pillar Two
On 20 June 2023, the government of the UK, where the ultimate Parent Company of the Group is incorporated, substantively enacted the Pillar Two income taxes legislation, effective for accounting periods beginning on 1 January 2024. Under the legislation, the Parent Company is required to pay, in the UK, a top-up tax on profits of its subsidiaries that are taxed at an effective rate of less than 15% under the Pillar Two tax calculation. In addition, local legislation has been substantively enacted in other territories in which the Group operates, where domestic minimum top-up taxes have been introduced.
The Group has applied the temporary exemption, introduced in May 2023, from the accounting requirements for deferred taxes in IAS 12, so that an entity should neither recognise nor disclose information about deferred tax assets and liabilities related to Pillar Two income taxes. The new rules do not have a significant impact on the tax charge for the Group.
8 Property, plant and equipment
| Land and buildings | ||||||
| Freehold $000 |
Leasehold $000 | Plant and equipment $000 | Fixtures and fittings $000 |
Motor vehicles $000 |
Total $000 |
|
| Cost | ||||||
| Balance at 1 April 2023 | 44,877 | 5,466 | 113,157 | 6,719 | 2,338 | 172,557 |
| Additions | 443 | 285 | 10,535 | 400 | 200 | 11,863 |
| Additions on acquisitions of a business | - | - | 84 | - | - | 84 |
| Transfer to assets held for sale | (2,656) | - | - | - | - | (2,656) |
| Disposals | - | - | (2,163) | (193) | (133) | (2,489) |
| Effect of movements in foreign exchange | 169 | (103) | 76 | - | (18) | 124 |
| Balance at 31 March 2024 | 42,833 | 5,648 | 121,689 | 6,926 | 2,387 | 179,483 |
| Additions | 262 | 85 | 5,197 | 488 | 89 | 6,121 |
| Transfer to assets held for sale | (3,576) | (1,719) | (12,655) | (843) | (236) | (19,029) |
| Transfer to intangible assets | - | - | (464) | - | - | (464) |
| Disposals | (775) | (666) | (2,075) | (345) | (184) | (4,045) |
| Effect of movements in foreign exchange | 412 | 27 | 900 | 80 | (20) | 1,399 |
| Balance at 31 March 2025 | 39,156 | 3,375 | 112,592 | 6,306 | 2,036 | 163,465 |
| Depreciation and impairment | ||||||
| Balance at 1 April 2023 | (20,874) | (4,526) | (70,387) | (4,740) | (1,724) | (102,251) |
| Depreciation charge for the year | (1,899) | (738) | (8,934) | (545) | (210) | (12,326) |
| Transfer to assets held for sale | 870 | - | - | - | - | 870 |
| Disposals | - | - | 1,164 | 194 | 111 | 1,469 |
| Effect of movements in foreign exchange | (173) | 98 | (110) | (5) | 7 | (183) |
| Balance at 31 March 2024 | (22,076) | (5,166) | (78,267) | (5,096) | (1,816) | (112,421) |
| Depreciation charge for the year | (1,681) | (213) | (8,195) | (427) | (163) | (10,679) |
| Impairments | - | - | (4,515) | - | - | (4,515) |
| Transfer to assets held for sale | 691 | 1,605 | 12,020 | 759 | 191 | 15,266 |
| Disposals | 697 | 665 | 1,707 | 350 | 166 | 3,585 |
| Effect of movements in foreign exchange | (288) | (18) | (748) | (100) | 11 | (1,143) |
| Balance at 31 March 2025 | (22,657) | (3,127) | (77,998) | (4,514) | (1,611) | (109,907) |
| Net book value | ||||||
| At 31 March 2025 | 16,499 | 248 | 34,594 | 1,792 | 425 | 53,558 |
| At 31 March 2024 | 20,757 | 482 | 43,422 | 1,830 | 571 | 67,062 |
In the first half of FY2025 a property in Bloomsburg, Pennsylvania with a net book value of $2.9 million was transferred to assets held for sale, this property was sold in the second half of the year for $8.4 million (see note 1 for further details).
Fixed assets relating to Huizhou Gift International Greetings Co. Ltd in China were transferred to assets held for sale (net book value of $1.4 million was written down to $0.6 million) as a result of their carrying value being less than the fair value less cost to sell. These assets were disposed of in the second half of the year resulting in a small loss on disposal (see note 1 for further details).
In the prior year a property in Berwick, Pennsylvania (DG Americas) with a net book value of $1.6 million and a property in Hirwaun, Wales (DG International) with a net book value of $0.2 million were reclassified to assets held for sale. Both properties are being actively marketed for sale and continue to be shown as assets held for sale.
Depreciation is charged to cost of sales, selling costs or administration costs within the income statement depending on the department to which the assets relate.
No fixed assets creditors were included in Other financial liabilities (note 18) (2024: $1.6 million) as at the end of the financial year.
Impairment
Within the $4.5 million impairment charge, $0.8 million relates to the write-down of assets relating to Huizhou Gift International Greetings Co. Ltd (see note 1) and $3.8 million relates to the impairment of plant and equipment in DG Americas (see note 9).
Security
Certain freehold properties with a cost of $14.0 million in the UK were subject to a fixed charge in support of the ABL banking facility, other fixed assets are secured with an all-assets lien on all existing and future assets of the loan parties (see note 15 for further details).
9 Intangible assets
| Goodwill $000 | Computer software $000 | Trade names $000 | Customer relationships $000 | Other intangibles $000 | Total $000 |
|
| Cost | ||||||
| Balance at 1 April 2023 | 103,214 | 14,355 | 5,231 | 23,987 | 261 | 147,048 |
| Additions | - | 361 | - | - | 81 | 442 |
| Additions on acquisition of business | 206 | - | 50 | 22 | - | 278 |
| Disposals | - | (1,748) | - | - | - | (1,748) |
| Effect of movements in foreign exchange | 576 | (6) | (8) | (22) | (2) | 538 |
| Balance at 31 March 2024 | 103,996 | 12,962 | 5,273 | 23,987 | 340 | 146,558 |
| Additions | - | 627 | - | - | - | 627 |
| Transferred from tangible fixed assets | - | 464 | - | - | - | 464 |
| Disposals | - | (705) | (234) | (846) | (5) | (1,790) |
| Effect of movements in foreign exchange | 758 | 25 | 6 | 30 | - | 819 |
| Balance at 31 March 2025 | 104,754 | 13,373 | 5,045 | 23,171 | 335 | 146,678 |
| Amortisation and impairment | ||||||
| Balance at 1 April 2023 | (42,086) | (12,513) | (5,231) | (9,945) | (140) | (69,915) |
| Amortisation charge for the year | - | (1,225) | (3) | (1,804) | - | (3,032) |
| Disposals | - | 1,742 | - | - | - | 1,742 |
| Effect of movements in foreign exchange | (632) | 4 | 6 | 21 | 2 | (599) |
| Balance at 31 March 2024 | (42,718) | (11,992) | (5,228) | (11,728) | (138) | (71,804) |
| Amortisation charge for the year | - | (475) | (17) | (1,760) | (178) | (2,430) |
| Impairments | (48,679) | (63) | - | (1,660) | - | (50,402) |
| Disposals | - | 629 | 234 | 846 | 5 | 1,714 |
| Effect of movements in foreign exchange | (804) | (22) | (6) | (32) | - | (864) |
| Balance at 31 March 2025 | (92,201) | (11,923) | (5,017) | (14,334) | (311) | (123,786) |
| Net book value | ||||||
| At 31 March 2025 | 12,553 | 1,450 | 28 | 8,837 | 24 | 22,892 |
| At 31 March 2024 | 61,278 | 970 | 45 | 12,259 | 202 | 74,754 |
Computer software relates to purchased software and people costs associated with the implementation of software.
The aggregate carrying amounts of goodwill allocated to each CGU are as follows:
| 2025 $000 |
2024 $000 |
|
| UK and Asia | 2,683 | 2,613 |
| Europe | 6,551 | 6,525 |
| USA | - | 48,680 |
| Australia | 3,319 | 3,460 |
| 12,553 | 61,278 |
All goodwill balances have arisen as a result of acquisitions and are not internally generated.
Impairment
The Group tests goodwill annually for impairment, or more frequently when there are indicators that it may be impaired.
Goodwill is allocated to the cash-generating units (CGUs) or groups of CGUs that are expected to benefit from the synergies of the related business combinations. This represents the lowest level at which goodwill is monitored for internal management purposes. The recoverable amounts of CGUs are determined as the higher of value in use (VIU) and fair value less costs to sell (FVLCTS).
The Group has prepared detailed cash flow forecasts for each CGU covering a three-year period. These forecasts, approved by management and the Board, are based on historical performance, current trading conditions, and management's expectations for future developments. The forecasts incorporate assumptions on sales growth, EBITDA margins, and overhead costs.
Climate change is recognised as a risk that could affect future cash flows and the recoverable amounts of CGUs, including goodwill. The Group's current modelling primarily captures immediate, quantifiable impacts of climate-related risks. Medium and long-term effects are not yet fully reflected due to inherent uncertainty. The Group will continue to monitor and refine its assessment of the impact of climate change in future reporting periods.
The key assumptions used in the VIU calculations include sales growth, EBITDA margins, discount rates, and long-term growth rates. Long-term growth rates do not exceed the long-term economic growth expectations for the countries in which the CGUs operate. Discount rates used are pre-tax rates that reflect current market assessments of the time value of money and risks specific to each CGU.
For the year ended 31 March 2025, the Group's post-tax weighted average cost of capital (WACC) was 11.2% (2024: 10.8%). Pre-tax discount rates used in the impairment testing were derived from this WACC and adjusted for relevant jurisdictional tax rates.
Pre-tax discount rates used were:
| 2025 | 2024 | |
| UK and Asia | 15.0% | 14.3% |
| Europe | 15.1% | 14.5% |
| USA | 18.9% | 14.4% |
| Australia | 15.9% | 15.4% |
Long-term growth rates used were:
| 2025 | 2024 | |
| UK and Asia | 2.0% | 2.0% |
| Europe | 2.0% | 2.0% |
| USA | 2.1% | 2.1% |
| Australia | 2.5% | 2.5% |
An impairment loss of $54.2 million was recognised during the year ended 31 March 2025 (2024: $nil). This includes $48.7 million relating to goodwill on the acquisition of DG Americas, $1.7 million in intangible assets, and $3.8 million in plant and equipment. The impairment was triggered by a deterioration in DG Americas' performance, including the Group's fourth-largest customer entering Chapter 11 bankruptcy. As a result, the long-term forecasts for this CGU were revised downward.
The recoverable amount of DG Americas was determined using the Fair Value Less Costs of Disposal (FVLCOD) approach. This approach yielded a higher recoverable amount compared to other valuation methodologies, including the Discounted Cash Flow (DCF) method (value in use) applied in prior periods, and the income approach based on earnings multiples.
The fair value was determined using the Adjusted Book Value (ABV) Method, a form of the Asset-Based Approach. This method estimates the equity value of the CGU by subtracting the fair value of its liabilities from the fair value of its assets. Given that the subject CGU is not generating adequate returns on its assets, a hypothetical willing buyer and seller would likely consider the underlying net asset value rather than relying solely on future cash flows. Accordingly, the ABV Method was utilised to determine the recoverable amount of the CGU.
In applying the ABV Method, we adjusted the values of DG Americas' assets and liabilities to reflect fair value and arrive at an indication of stockholders' equity. While the recoverable amounts of most assets and liabilities were considered to approximate their book values, the following categories were individually assessed and adjusted based on additional valuation procedures:
• owned real property;
• leased real property;
• personal property;
• goodwill and intangible assets; and
• right-of-use assets and lease liabilities.
In line with IFRS 13, the impairment is first allocated to goodwill, which is deemed to have the least reliably measurable recoverable amount. After goodwill is fully impaired, any remaining impairment is allocated on a pro rata basis to other assets in the CGU, excluding land and other assets not subject to impairment. We applied this approach by re-measuring individual assets to the higher of (i) their fair value or (ii) their adjusted carrying value after absorbing a proportionate share of the impairment.
As a result of these adjustments, a total impairment charge of $54.2 million was recognised in FY2025, split between goodwill ($48.7 million), plant and machinery ($3.8 million) and intangible assets ($1.7 million).
The recoverable amount of the CGU was categorised within Level 3 of the fair value hierarchy under IFRS 13, due to the use of significant unobservable inputs. Key assumptions used in the measurement included:
· fair value estimates of real property and personal property based on independent third-party appraisals and comparable market data;
· adjustments to right-of-use assets and liabilities based on prevailing market lease terms;
· estimated costs of disposal; and
· a discount rate of 14.5% applied where present value techniques were used to estimate certain asset values.
Further to this, we performed a sensitivity analysis on the DG Americas fair value, assessing the impact of a movement of 20% in either direction. The results indicated a potential impairment ranging from $17.4 million ($17.4 million to goodwill) to $84.1 million ($48.7 million in goodwill, $10.7 million in Intangible Assets and $24.7 million to plant and equipment). However, given the detailed and robust assessment carried out on the DG Americas' assets, we believe the valuation is both fair and well supported.
No impairment was identified for any other CGUs. In all other CGUs, the recoverable amount exceeded the carrying amount. Management performed sensitivity analysis to assess the impact of changes in key assumptions. A 100-basis increase in the discount rate, a 0.5% reduction in terminal growth rate, and a 7.5% reduction in forecast cash flows and reallocation of central costs against remaining CGUs post DG Americas sale were applied. Under these stress-tested scenarios, all CGUs except DG Americas maintained headroom, and no impairment would be required.
The Directors are satisfied that the assumptions used in the impairment assessment are appropriate and supported by external benchmarks and internal projections. They do not believe that reasonably possible changes in key assumptions would lead to impairment in any other CGUs.
10 Right-of-use assets and lease liabilities
Right-of-use assets
| Land and buildings $000 |
Plant and machinery $000 | Motor vehicles $000 |
Office equipment $000 | Total $000 |
|
| Net book value at 1 April 2023 | 67,831 | 763 | 355 | 383 | 69,332 |
| Additions | 6,252 | 154 | 165 | 42 | 6,613 |
| Disposals | (1,119) | - | - | (21) | (1,140) |
| Depreciation charge | (15,752) | (340) | (208) | (170) | (16,470) |
| Reversal of impairment | 553 | - | - | - | 553 |
| Effect of movements in foreign exchange | 237 | (35) | 13 | 12 | 227 |
| Net book value at 31 March 2024 | 58,002 | 542 | 325 | 246 | 59,115 |
| Additions | 21,175 | 1,064 | 479 | 21 | 22,739 |
| Disposals | (1,004) | - | - | - | (1,004) |
| Depreciation charge | (14,695) | (432) | (242) | (136) | (15,505) |
| Impairment | (831) | - | - | - | (831) |
| Effect of movements in foreign exchange | 474 | 8 | 7 | (34) | 455 |
| Net book value at 31 March 2025 | 63,121 | 1,182 | 569 | 97 | 64,969 |
In FY2025, the Group entered into a new lease in DG Australia for a warehouse facility, resulting in the recognition of a right-of-use asset of $16.7 million. Additions include lease modifications and extensions of $3.7 million (2024: $122,000).
Impairment charges totalling $831,000 were recognised during the year, comprising $674,000 related to a previously partially impaired property in Budd Lake, New Jersey, and $157,000 in relation to two other leasehold properties. As at 31 March 2025, these properties remained fully impaired due to continued lack of interest from potential sub-tenants. A reversal of the impairment of all impaired properties, should conditions improve, would result in an increase in the carrying amount of right-of-use assets of $2.2 million (2024: $2.0 million).
Income statement
The income statement shows the following charges/(credits) relating to leases:
| 2025 | 2024 | |
| $000 | $000 | |
| Interest expense (included in finance costs) | 2,485 | 2,336 |
| Depreciation charge | 15,505 | 16,470 |
| Impairment/(reversal of impairment) (see note 1) | 831 | (553) |
| Expense relating to short-term leases | 100 | 152 |
Low-value lease costs were negligible in the year.
At 31 March 2025, the Group had estimated lease commitments for leases not yet commenced of $nil (2024: $17.3 million).
Movement in lease liabilities
| 2025 | 2024 | |
| $000 | $000 | |
| Balance at 1 April | 67,346 | 80,187 |
| Cash flow - financing activities | (16,504) | (18,422) |
| Additions | 22,739 | 6,613 |
| Disposals | (1,091) | (1,167) |
| Effect of movements in foreign exchange | 650 | 135 |
| Balance at 31 March | 73,140 | 67,346 |
| 2025 | 2024 | |
| $000 | $000 | |
| Non-current liabilities | 59,627 | 51,751 |
| Current liabilities | 13,513 | 15,595 |
| 73,140 | 67,346 |
Total cash outflow in relation to leases is as follows:
| 2025 | 2024 | |
| $000 | $000 | |
| Included in financing activities - payment of lease liabilities | 16,504 | 18,422 |
| Included in interest and similar charges paid | 2,245 | 2,336 |
| Short-term leases | - | 152 |
| 18,749 | 20,910 |
During the year sub-lease income from right-of-use assets was $758,000 (2024: $687,000).
Non-cancellable operating lease rentals are receivable as follows:
| 2025 | 2024 | |
| $000 | $000 | |
| Less than one year | 1,267 | 401 |
| Between one and five years | 1,724 | 985 |
| 2,991 | 1,386 |
11 Deferred tax assets and liabilities
Recognised deferred tax assets and liabilities
Deferred tax assets and liabilities are attributable to the following:
| Property, plant | |||||
| and equipment | Tax losses | ||||
| and intangible | carried | Doubtful | Other timing | ||
| assets | forward | debts | differences(a) | Total | |
| $000 | $000 | $000 | $000 | $000 | |
| At 1 April 2023 | 4,009 | 7,345 | 5 | 3,821 | 15,180 |
| Credit/(charge) to income statement | 822 | 15,530 | (4) | 7,460 | 23,808 |
| Credit/(charge) to equity | 3 | - | - | (42) | (39) |
| At 31 March 2024 | 4,834 | 22,875 | 1 | 11,239 | 38,949 |
| Deferred tax liabilities | (191) | - | - | (3) | (194) |
| Deferred tax assets | 5,025 | 22,875 | 1 | 11,242 | 39,143 |
| 4,834 | 22,875 | 1 | 11,239 | 38,949 |
| Property, plant | |||||
| and equipment | Tax losses | ||||
| and intangible | carried | Doubtful | Other timing | ||
| assets | forward | debts | differences(a) | Total | |
| $000 | $000 | $000 | $000 | $000 | |
| At 1 April 2024 | 4,834 | 22,875 | 1 | 11,239 | 38,949 |
| (Chage)/credit to income statement | (4,766) | (22,875) | 5 | (10,035) | (37,671) |
| Charge to equity | (7) | - | (1) | (37) | (45) |
| At 31 March 2025 | 61 | - | 5 | 1,167 | 1,233 |
| Deferred tax liabilities | (75) | - | - | (3) | (78) |
| Deferred tax assets | 136 | - | 5 | 1,170 | 1,311 |
| 61 | - | 5 | 1,167 | 1,233 |
(a) Other timing differences include a deferred tax asset closing balance of $489,000 (2024: $534,000) in respect of provision for inventory and $147,000 (2024: $1.7 million) in respect of leases.
Deferred tax is presented net on the balance sheet in so far as a right of offset exists.
| 2025 | 2024 | |
| $000 | $000 | |
| Net deferred tax asset | 1,306 | 39,099 |
| Net deferred tax liability | (73) | (150) |
| 1,233 | 38,949 |
Deferred tax assets and liabilities are treated as non-current as it is expected that they will be recovered or settled more than twelve months after the reporting date.
The Group recognises deferred tax assets and liabilities based on estimates of future taxable income and recoverability. Deferred tax is provided using the balance sheet liability method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amount used for taxation purposes.
As at 31 March 2025, there are no deferred tax assets in respect of tax losses carried forward (2024: $22.9 million). During the year, in DG Americas, $37.4 million of previously recognised deferred tax assets were derecognised of which $22.5 million related to tax losses.
At the end of the year in the US there are gross temporary differences of $137.2 million (2024: $nil) and unused tax losses, with no expiry date, of $86.8 million (2024: $nil) on which deferred tax assets have not been recognised. In the UK there are gross temporary differences of $5.0 million (2024: $671,000) and unused tax losses, with no expiry date, of $31.4 million (2024: $36.0 million) on which deferred tax assets have not been recognised. Deferred tax assets in these territories are not being recognised due to the lack of sufficient compelling evidence to suggest their recognition at this time.
No deferred tax liability (2024: $nil) has been recognised on remitted earnings or on dividends declared and not paid. If all unremitted earnings were repatriated with immediate effect, the full potential tax liability which has not been recognised in respect of unremitted earnings is $146,000 (2024: $355,000).
Included within current tax liabilities is $8.1 million (2024: $6.7 million) in respect of uncertain tax positions. As an international business, the Group is exposed to the income tax laws of the jurisdictions in which it operates. These laws are complex and subject to different interpretations by taxpayers and tax authorities. The assessment of uncertain tax positions is subjective. It is based on the Group's interpretation of country-specific tax law and its application and interaction, on previous experience and on management professional judgement supported by external advisers where necessary. The amount consists of various tax risks which individually are not material. The position is reviewed on an ongoing basis, and it is possible the amounts paid will be different from the amounts provided but this is not expected to be material.
No deferred tax charge was recognised through the statement of changes in equity and there are no deferred tax balances with respect to cash flow hedges.
12 Inventory
| 2025 | 2024 | |
| $000 | $000 | |
| Raw materials and consumables | 25,858 | 25,022 |
| Work in progress | 29,351 | 25,909 |
| Finished goods | 117,442 | 114,470 |
| 172,651 | 165,401 |
During the year, materials, consumables, changes in finished goods and work in progress of $509.2 million (2024: $558.3 million) were recognised as an expense and included in cost of sales.
Inventory provisions have been assessed as at 31 March 2025 and overall an expense of $12.0 million has been recognised in the year (2024: $8.9 million). This consists of the addition of new provisions for slow moving and obsolete inventory of $16.2 million (2024: $13.4 million), and the release of previous slow moving and obsolete inventory provisions amounting to $4.3 million (2024: $4.5 million) due to inventory either being used or sold.
13 Long-term assets and trade and other receivables
Long-term assets are as follows:
| 2025 | 2024 | |
| $000 | $000 | |
| Acquisition indemnities | 650 | 1,052 |
| Security deposits | 642 | 1,164 |
| Insurance related assets | 1,607 | 2,432 |
| 2,899 | 4,648 |
Acquisition indemnities relate to previous acquisitions made by a DG Americas business and indemnities provided by the seller. Security deposits relate to leased properties and insurance related assets include a corporate owned life insurance policy.
Trade and other receivables are as follows:
| 2025 | 2024 | |
| $000 | $000 | |
| Trade receivables | 76,571 | 77,565 |
| Prepayments, other receivables and accrued income | 7,864 | 11,444 |
| VAT receivable | 392 | 514 |
| 84,827 | 89,523 |
The Group is party to supplier financing arrangements with one of its key customers and the associated balances are recognised as trade receivables until receipt of the payment from the bank, at which point the receivable is derecognised. At 31 March 2025 nothing had been drawn down on this arrangement (2024: $nil).
Please see note 15 for more details of the banking facilities.
There are no trade receivables in the current year (2024: $nil) expected to be recovered in more than twelve months.
The Group's exposure to credit and currency risks and provisions for doubtful debts related to trade and other receivables is disclosed in note 24.
14 Cash and cash equivalents/bank overdrafts
| 2025 | 2024 | |
| $000 | $000 | |
| Cash and cash equivalents | 136,493 | 157,365 |
| Bank overdrafts | (52,539) | (63,655) |
| Cash and cash equivalents and bank overdrafts per cash flow statement | 83,954 | 93,710 |
Cash and cash equivalents include $58.0 million (2024: $67.1 million) held within the HSBC cash pooling facility, $70.5 million (2024: $80.9 million) of cash deposits, and $7.9 million (2024: $9.3 million) of cash held in bank. Bank overdrafts include $52.0 million (2024: $63.7 million) overdrafts within the cash pooling facility, and other overdraft facilities.
Net cash
| 2025 | 2024 | |
| $000 | $000 | |
| Cash and cash equivalents | 83,954 | 93,710 |
| Loan arrangement fees | 838 | 1,517 |
| Net cash as used in the financial review cash flow statement | 84,792 | 95,227 |
The Group's exposure to interest rate risk and sensitivity analysis for financial assets and liabilities are disclosed in note 24.
The bank loans and overdrafts are secured by a fixed charge on certain of the Group's land and buildings, a fixed charge on certain of the Group's book debts and a floating charge on certain of the Group's other assets. See note 15 for further details of the Group's loans and overdrafts.
Changes in net cash
| Loan | Other assets | ||
| arrangement | cash/bank | ||
| fees | overdrafts | Total | |
| $000 | $000 | $000 | |
| Balance at 1 April 2023 | 250 | 50,234 | 50,484 |
| Cash flows | 2,261 | 42,250 | 44,511 |
| Effect of other items | |||
| Amortisation of loan arrangement fees | (1,000) | - | (1,000) |
| Effect of movements in foreign exchange | 6 | 1,226 | 1,232 |
| Balance at 31 March 2024 | 1,517 | 93,710 | 95,227 |
| Cash flows | - | (11,258) | (11,258) |
| Effect of other items | |||
| Amortisation of loan arrangement fees | (708) | - | (708) |
| Effect of movements in foreign exchange | 29 | 1,502 | 1,531 |
| Balance at 31 March 2025 | 838 | 83,954 | 84,792 |
15 Loans and borrowings
This note provides information about the contractual terms of the Group's interest-bearing loans and borrowings. For more information about the Group's exposure to interest rate and foreign currency risk, see note 24.
| 2025 | 2024 | |
| $000 | $000 | |
| Non-current liabilities | ||
| Secured bank loans | - | - |
| Loan arrangement fees | (120) | (817) |
| (120) | (817) | |
| Current liabilities | ||
| Current portion of secured bank loans | - | - |
| Loan arrangement fees | (718) | (700) |
| (718) | (700) |
Financing facilities
On 5 June 2023, the Group entered into an Asset Backed Lending (ABL) facility with HSBC and NatWest, with a maximum facility amount of $125.0 million and a term of three years. On 3 November 2023 the Group made an operational amendment to the ABL arrangement and signed a supplemental agreement to convert and increase the overdraft to a £17.0 million RCF facility between 17 June 2024 and 16 August 2024. This amendment did not increase the maximum facility amount and offered flexibility during the months where the Group had a requirement for funding while having limited access into the ABL. On 29 April 2025, the Group signed a supplemental agreement to the ABL facility, extending the maturity date to 5 June 2027 and reducing the maximum facility amount to $100.0 million. This facility was cancelled on 30 May 2025 following the disposal of DG Americas.
On 11 July 2025, the Group entered into a new Receivables Finance Facility with HSBC and NatWest. The facility has an initial minimum period of 36 months and provides maximum £40 million funding based on a borrowing base linked to eligible receivables across participating Group companies. Availability under the facility is determined by reference to the value of receivables, subject to eligibility criteria and concentration limits. The facility does not include financial ratio covenants but is subject to certain operational covenants.
The Group had an unsecured overdraft facility provided by HSBC of £16.5 million, which reduced to £8.5 million from August 2023. This facility was replaced with £15.0 million overdraft facility on 30 May 2025 and was subsequently cancelled on introduction of the Receivables Finance Facility.
Interest costs, loan arrangement fees and covenants
Interest charged on the Asset Backed Lending facility that was operational as at 31 March 2025 was based, on one of two methods, dependent on the duration of the Group's borrowing request submission:
· a margin of between 1.75% and 2.25%, based on average excess availability, plus a 0.1% credit spread adjustment, plus the US Secured Overnight Financing Rate (SOFR); or
· a margin of between 0.75% and 1.25% based on average excess availability, plus a rate based on the higher of: the HSBC prime rate, the Federal Funds rate plus 0.5%, or SOFR plus 1%.
A further commitment/non-utilisation fee was charged at 0.25% where facility usage is greater than 50% of the maximum credit line and 0.375% where facility usage is less than 50% of the maximum credit line.
Interest on the RCF would have been charged at a margin of 2.5% plus Sterling Overnight Index Average (SONIA).
The financial covenant within the ABL agreement, which was a minimum fixed charge coverage ratio of 1.0 times, would had been only triggered if the remaining availability of the facility was less than the higher of $12.5 million or 12.5% of the borrowing base. The amendment to the facility on 3 November 2023, reduced the remaining availability trigger point to $6.5 million over the two-month period.
The financial covenants within the RCF agreement were as follows:
· a minimum fixed charge coverage ratio of 1.0 times, calculated for the twelve month period to the most recent quarterly reporting period; and
· an asset cover ratio of no less than 200% calculated as at the date of the last monthly reporting period.
The ABL (and RCF for the period it was in operation) is secured with an all-assets lien on all existing and future assets of the loan parties. The loan parties are Anker Play Products, LLC, Berwick Offray, LLC, BOC Distribution, Inc., C. R. Gibson, LLC, CSS Industries, Inc., IG Design Group (Lang), Inc., IG Design Group Americas, Inc., IG Design Group plc, IG Design Group UK Limited, Impact Innovations, Inc., Lion Ribbon Company, LLC, Paper Magic Group, Inc., Philadelphia Industries, Inc., Simplicity Creative Corp., The Lang Companies, Inc., The McCall Pattern Company, Inc.
Invoice financing arrangements were secured over the trade receivables that they are drawn on.
Under the Receivables Finance Facility entered into on 11 July 2025, the Group would incur interest on financed receivables in the form of a discount charge. The discount is calculated daily on the Discounting Account Balance at a rate equal to the Base Rate applicable to the currency of the receivable, plus a margin of 1.75% per annum.
The Base Rates are defined in the agreement as follows:
· GBP: The Bank of England base rate;
· EUR: The European Central Bank base rate; and
· USD: The upper limit of the Federal Reserve's federal funds target rate.
Additional fees apply including arrangement and service-related fees. No non-utilisation or commitment fees apply under this facility.
The Group's Receivables Finance Facility is subject to certain operational covenants but not financial covenants.
The Receivables Finance Facility is secured over eligible receivables assigned by participating Group companies. The facility is supported by specific security arrangements, including debentures or equivalent local law security documents, held by a security agent on behalf of the lenders.
Loan arrangement fees represent the unamortised costs in arranging the Group facilities. These fees are being amortised on a straight-line basis over the terms of the facilities.
The Group is party to supplier financing arrangements with a number of its key customers and if used, the associated balances are recognised as trade receivables until receipt of the payment from the bank, at which point the receivable is derecognised.
16 Deferred income
| 2025 | 2024 | |
| $000 | $000 | |
| Included within non-current liabilities | ||
| Deferred grant income | 2,109 | 1,837 |
| Included within current liabilities | ||
| Deferred grant income | 254 | 211 |
| Other deferred income | 8 | 3 |
| 262 | 214 |
The deferred grant income is in respect of government grants relating to the development of the Penallta site in Wales and the Byhalia site in Mississippi. The conditions for the Wales grant were all fully met in January 2019 and for the Byhalia site in January 2023. Deferred income is being released in line with the depreciation of the assets for which the grant is related to.
17 Provisions
| Duties, | ||||
| interest and | ||||
| Property | penalties | Other | Total | |
| $000 | $000 | $000 | $000 | |
| Balance at 1 April 2023 | 6,519 | 5,462 | 294 | 12,275 |
| Provisions made in the year | 288 | - | 442 | 730 |
| Provisions released during the year | (2,004) | - | (294) | (2,298) |
| Unwinding of fair value discounts | 68 | - | - | 68 |
| Provisions utilised during the year | (490) | - | - | (490) |
| Effect of movements in foreign exchange | 41 | - | (3) | 38 |
| Balance at 31 March 2024 | 4,422 | 5,462 | 439 | 10,323 |
| Provisions made in the year | 244 | - | 154 | 398 |
| Provisions released during the year | (163) | (4,921) | (268) | (5,352) |
| Unwinding of fair value discounts | 81 | - | - | 81 |
| Provisions utilised during the year | (592) | (414) | (86) | (1,092) |
| Effect of movements in foreign exchange | 50 | (127) | - | (77) |
| Balance at 31 March 2025 | 4,042 | - | 239 | 4,281 |
| 2025 | 2024 | |
| $000 | $000 | |
| Non-current | 2,540 | 2,796 |
| Current | 1,741 | 7,527 |
| 4,281 | 10,323 |
The property provision represents the estimated reinstatement cost of 16 of the Group's leasehold properties under fully repairing leases (2024: 14 properties). Of the $2.5 million non-current balance, $2.0 million (2024: $2.0 million) relates to a lease expiring in 2036; the remainder relates to provisions unwinding between one and five years.
The duties, interest and penalties provision represented the potential liabilities relating to pre-acquisition duties owed by a foreign subsidiary of the DG Americas division estimated at $5.5 million. During the year $414,000 was paid in relation to duties and interest. The matter has now been closed, and the balance of provision has been released (see note 1 for further details).
18 Other financial liabilities
| 2025 | 2024 | |
| $000 | $000 | |
| Included within non-current liabilities | ||
| Rebates and customer claims | 12,690 | 11,644 |
| Employee costs | 1,069 | 985 |
| Other creditors and accruals | 1,594 | 1,678 |
| 15,353 | 14,307 | |
| Included within current liabilities | ||
| Employee costs | 11,101 | 18,209 |
| Rebates and customer claims | 10,679 | 8,033 |
| Property costs | 2,425 | 2,964 |
| Fixed asset creditors | - | 1,609 |
| Goods in transit | 2,661 | 1,154 |
| Other creditors and accruals | 5,636 | 5,089 |
| 32,502 | 37,058 | |
| Forward foreign exchange contracts carried at fair value through the hedging reserve | 534 | 26 |
| 33,036 | 37,084 |
19 Trade and other payables
| 2025 | 2024 | |
| $000 | $000 | |
| Trade payables | 81,684 | 83,301 |
| Other payables including social security | 2,872 | 2,446 |
| VAT payable | 266 | 354 |
| 84,822 | 86,101 |
20 Share capital
Authorised share capital at 31 March 2025 and 2024 was £6.0 million, 121.0 million ordinary shares of 5 pence each.
| Ordinary shares | ||
| In thousands of shares | 2025 | 2024 |
| In issue at 1 April | 98,279 | 97,994 |
| Options exercised during the year | 29 | 285 |
| In issue at 31 March - fully paid | 98,308 | 98,279 |
| 2025 | 2024 | |
| $000 | $000 | |
| Allotted, called up and fully paid | ||
| Ordinary shares of £0.05 each | 6,358 | 6,201 |
Of the 98.3 million shares in the Company, 3.0 million (2024: 3.0 million) are held by IG Employee Share Trustee Limited (the 'Employee Benefit Trust').
Long Term Incentive Plan (LTIP) options exercised during the year resulted in 29,000 ordinary shares issued at nil cost (2024: 285,000 ordinary shares issued at nil cost).
The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the Company.
21 (Loss)/earnings per share
| 2025 | 2024 | |
| $000 | $000 | |
| (Loss)/earnings | ||
| (Loss)/profit attributable to equity holders of the Company | (99,685) | 35,625 |
| Adjustments | ||
| Adjusting items (note 1) | 57,468 | 2,102 |
| Add back non-controlling interest adjusting items | (464) | - |
| Total adjusting items | 57,004 | 2,102 |
| Tax charge on adjusting items (note 1) | 37,192 | (21,805) |
| Add back tax credit on non-controlling interest adjusting items | 139 | - |
| Total tax charge on adjusting items | 37,331 | (21,805) |
| Adjusted (loss)/earnings attributable to equity holders of the Company | (5,350) | 15,922 |
| In thousands of shares | 2025 | 2024 |
| Issued ordinary shares at 1 April | 98,279 | 97,994 |
| Shares relating to share options | 28 | 314 |
| Less: shares held by Employee Benefit Trust | (3,026) | (1,457) |
| Weighted average number of shares for the purposes of calculating basic EPS | 95,281 | 96,851 |
| Effect of dilutive potential shares - share awards | - | 563 |
| Weighted average number of shares for the purposes of calculating diluted EPS | 95,281 | 97,414 |
1,083,000 share options (2024: nil) were not included in the calculation of diluted (loss)/earnings per share because they were antidilutive.
| 2025 | 2024 | |
| Cents | Cents | |
| (Loss)/earnings per share | ||
| Basic (loss)/earnings per share | (104.6) | 36.8 |
| Impact of adjusting items (net of tax) | 99.0 | (20.3) |
| Basic adjusted (loss)/earnings per share | (5.6) | 16.5 |
| Diluted (loss)/earnings per share | (104.6) | 36.6 |
| Diluted adjusted (loss)/earnings per share | (5.6) | 16.3 |
Adjusted (loss)/earnings per share are provided to reflect the underlying earnings performance of the Group.
Basic (loss)/earnings per share
Basic EPS is calculated by dividing the profit/loss for the year attributable to ordinary shareholders by the weighted average number of shares outstanding during the period, excluding own shares held by the Employee Benefit Trust.
Diluted (loss)/earnings per share
Diluted EPS is calculated by dividing the profit/loss for the year attributable to ordinary shareholders by the weighted average number of shares outstanding during the period, plus the weighted average number of ordinary shares that would be issued on the conversion of the potentially dilutive shares.
22 Dividends paid and proposed
No dividends were paid in the current year (2024: nil) and the Directors are not recommending the payment of a final dividend in respect of the year ended 31 March 2025.
23 Employee benefits
Post-employment benefits
The Group administers a defined benefit pension plan that was inherited through the acquisition of CSS and covers certain employees of a UK subsidiary. The scheme closed to future accrual on 31 December 2012. This is a separate trustee administered fund holding the pension scheme assets to meet long-term pension liabilities. The plan assets held in trust are governed by UK regulations and responsibility for governance of the plan, including investment decisions and contribution schedules, lies with the group of trustees. The assets of the scheme are invested in the SPI With-Profits Fund, which is provided by Phoenix Life Limited.
An actuarial valuation was updated on an approximate basis at 31 March 2025, by a qualified actuary, independent of the scheme's sponsoring employer.
The major assumptions used by the actuary are shown below.
Present values of defined benefit obligation, fair value of assets and defined benefit asset/(liability)
| 2025 | 2024 | |
| $000 | $000 | |
| Fair value plan of assets | 3,420 | 3,170 |
| Present value of defined benefit obligation | (935) | (989) |
| Surplus in plan | 2,485 | 2,181 |
| Surplus not recognised | (2,485) | (2,181) |
| Net defined benefit asset to be recognised | - | - |
In accordance with IAS 19, the surplus on the plan has not been recognised on the basis it is not expected to be recovered, as the Group does not have an unconditional right to any refund.
Reconciliation of opening and closing balances of the defined benefit obligation
| 2025 | 2024 | |
| $000 | $000 | |
| Defined benefit obligation as at 1 April | (989) | (1,245) |
| Interest expense | (49) | (54) |
| Benefits payments from plan assets | - | 307 |
| Actuarial gains due to changes in demographic assumptions | (8) | 15 |
| Actuarial gains due to changes in financial assumptions | 170 | 18 |
| Effect of experience adjustments | (36) | (5) |
| Effect of movement in foreign exchange | (23) | (25) |
| Defined benefit obligation as at 31 March | (935) | (989) |
Reconciliation of opening and closing balances of the fair value of plan assets
| 2025 | 2024 | |
| $000 | $000 | |
| Fair value of plan assets as at 1 April | 3,170 | 3,269 |
| Interest income | 159 | 154 |
| Return on plan assets | (49) | (68) |
| Contributions by the Company | 64 | 63 |
| Benefits payments from plan assets | - | (307) |
| Admin expenses paid from plan assets | (5) | (6) |
| Effect of movement in foreign exchange | 81 | 65 |
| Fair value of plan assets as at 31 March | 3,420 | 3,170 |
A total of $105,000 (2024: $94,000) has been credited to Group operating loss during the year, including $5,000 (2024: $6,000) of expense netting against net interest income of $110,000 (2024: $100,000).
The principal assumptions used by the independent qualified actuary for the purposes of IAS 19 are as follows:
| 2025 | 2024 | |
| Increase in salaries | - | - |
| Increase in pensions | - | - |
| - at RPI capped at 5% | 3.70% | 3.30% |
| - at CPI capped at 5% | 2.40% | 2.40% |
| - at CPI capped at 2.5% | 2.40% | 2.40% |
| Discount rate | 5.90% | 4.90% |
| Inflation rate - RPI | 3.10% | 3.20% |
| Inflation rate - CPI | 2.40% | 2.40% |
Due to the timescale covered, the assumptions may not be borne out in practice.
The life expectancy assumptions (in number of years) used to estimate defined benefit obligations at the year end are as follows:
| 2025 | 2024 | |
| Male retiring today at age 60 | 24.8 | 25.8 |
| Female retiring today at age 60 | 28.4 | 27.8 |
| Male retiring in 20 years at age 60 | 26.4 | 27.4 |
| Female retiring in 20 years at age 60 | 30.0 | 29.4 |
In addition to the defined benefit pension scheme there is also a small post-retirement healthcare scheme operated in the US, which was also inherited through the acquisition of CSS. In total, the amounts taken through the Group's statement of comprehensive income can be seen below:
| 2025 | 2024 | |
| $000 | $000 | |
| UK pension scheme | ||
| Actuarial losses on defined benefit pension scheme | (59) | (55) |
| US health scheme | 19 | 7 |
| (40) | (48) |
Long Term Incentive Plans
The Group operates a Long Term Incentive Plan (LTIP). Under the LTIP, nil cost options and conditional awards over ordinary shares of 5 pence each ('ordinary shares') in the capital of the Company are awarded to Executive Board Directors of the Company and other selected senior management team members within the Group. During the year, awards were granted under the 2024-2027 LTIP scheme.
The performance period for each award under the LTIP is three years. The cost to employees of ordinary shares issued under the LTIP if the LTIP vests is nil. In principle, the number of ordinary shares to be granted to each employee under the LTIP will not be more than 265% (and 325% in exceptional cases) of the relevant employee's base annual salary. The maximum opportunity available under the 2022-2025, 2023-2026 and 2024-2027 schemes is up to 125% of base salary for the CEO and CFO.
Between 13 December 2023 and 9 February 2024, the trustee of the IG Design Group plc Employee Benefit Trust (the 'EBT'), purchased 2 million ordinary shares of 5 pence each at an average price of £1.40 per ordinary share. These ordinary shares are to be held in the EBT and are intended to be used to satisfy the exercise of share options by employees.
Vested LTIP schemes - outstanding options
| 2025 | 2024 | |||
| Weighted | Weighted | |||
| average | average | |||
| exercise price | Number of | exercise price | Number of | |
| pence | options | pence | options | |
| Outstanding at 1 April | nil | 28,272 | nil | 310,096 |
| Options vesting during the year | nil | - | nil | 4,640 |
| Exercised during the year | nil | (28,272) | nil | (286,464) |
| Outstanding at 31 March | nil | - | nil | 28,272 |
| Exercisable at 31 March | nil | - | nil | 28,272 |
Scheme details for plans in vesting periods during the year
During the financial year to 31 March 2025 there were three LTIP awards still within their vesting period (2024: two).
Awards
| 2022-2025 | 2023-2026 | 2024-2027 | |
| Aug 2022, | Aug 2023, | Aug 2024, | |
| Dec 2022, | Nov 2023, | Dec 2024 | |
| Grant date | Feb 2023 | Dec 2023 | |
| Fair value per share (£) | 0.99 | 1.09 | 1.60 |
| Number of participants | 56 | 62 | 62 |
| Initial award | 2,567,747 | 2,477,864 | 1,530,958 |
| Lapses and forfeitures | (740,900) | (724,121) | (246,592) |
| Potential to vest as at 31 March 2025 | 1,826,847 | 1,753,743 | 1,284,366 |
| Potential to vest as at 31 March 2024 | 1,987,288 | 2,414,737 | - |
| Weighted average remaining contractual life of options outstanding at the end of the year | 1.07 | 2.16 | 3.18 |
The grant date fair value of the LTIP awards granted in the year, assuming they are to vest in full, is $2.6 million.
The grant date fair values of the 2024-2027 scheme were determined using the following factors:
| Share price (£) | 1.93 |
| Exercise price | Nil |
| Expected term | 3 years (additional 2 years for holding period) |
| Risk-free interest rate | 3.98% (3.77% for awards with holding period) |
| Expected dividend yield | 0% |
LTIP performance targets
Individuals were granted performance share awards under the 2022-2025, 2023-2026 and 2024-2027 schemes. Some individuals were also awarded restricted share awards which are not subject to any performance condition (other than an underpin condition) and the vesting is dependent on a continued service requirement. The vesting of performance share awards are subject to a continued service requirement. The extent of vesting is subject to performance against performance conditions.
The performance share awards are weighted two-thirds towards a Relative Total Shareholder Return (TSR) metric and one-third Earnings Per Share metric as the performance measures. The TSR metric is a measurement of TSR by the Group relative to a peer group of the FTSE SmallCap excluding Investment Trusts.
An underpin condition was also applied to the awards that allows the Remuneration Committee to reduce vesting levels if it determines that vesting outcomes reflect unwarranted windfall gains from share price movements.
Share-based payments charges/(credits)
The total charge/(credit) recognised for the year arising from equity ‑ settled share ‑ based payments is as follows:
| 2025 | 2024 | |
| $000 | $000 | |
| Charge in relation to the 2022-2025 LTIP scheme | 207 | 778 |
| Charge in relation to the 2023-2026 LTIP scheme | 315 | 654 |
| Charge in relation to the 2024-2027 LTIP scheme | 403 | - |
| Equity-settled share-based payments charge | 925 | 1,432 |
| Social security (credit)/charge | (48) | 70 |
| Total equity-settled share-based payments charge | 877 | 1,502 |
Deferred tax assets are recognised on share-based payment schemes when deferred tax assets are recognised in that territory (see note 11).
Social security charges/(credits) on share-based payments
Social security is accrued, where applicable, at a rate which management expects to be the prevailing rate when share ‑ based incentives are exercised and is based on the latest market value of options expected to vest or having already vested.
The total social security accrual outstanding at the year end in respect of share-based payment transactions was $140,000 (2024: $182,000).
24 Financial instruments
Derivative financial assets
a) Fair values of financial instruments
The carrying values for each class of financial assets and financial liabilities on the balance sheet are not considered to be materially different to their fair values.
As at 31 March 2025, the Group had derivative contracts, which were measured at Level 2 fair value subsequent to initial recognition, to the value of an asset of $1,000 (2024: $68,000) and a liability of $534,000 (2024: $26,000).
Derivative financial instruments
The fair value of forward exchange contracts is assessed using valuation models taking into account market inputs such as foreign exchange spot and forward rates, yield curves and forward interest rates.
Fair value hierarchy
Financial instruments which are recognised at fair value subsequent to initial recognition are grouped into Levels 1 to 3 based on the degree to which the fair value is observable. The three levels are defined as follows:
· Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities;
· Level 2: other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly; and
· Level 3: techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable market data.
b) Credit risk
Financial risk management
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Group's receivables from customers and investment securities.
The Group's exposure to credit risk is managed by dealing only with banks and financial institutions with strong credit ratings. The Group's financial credit risk is primarily attributable to its trade receivables.
The main customers of the Group are large and mid ‑ sized retailers, other manufacturers and wholesalers of greetings products, service merchandisers and trading companies. The Group has established procedures to minimise the risk of default of trade receivables including detailed credit checks undertaken before new customers are accepted and rigorous credit control procedures after sale. These processes have proved effective in minimising the level of provisions for doubtful debts required.
The amounts presented in the balance sheet are net of allowances for doubtful receivables estimated by the Group's management, based on prior experience and their assessment of the current economic environment.
Exposure to credit risk
The carrying amount of financial assets represents the maximum credit exposure. Therefore, the maximum exposure to credit risk at the balance sheet date was $216.0 million (2024: $239.6 million) being the total of the carrying amount of financial assets.
The maximum exposure to credit risk for trade receivables at the balance sheet date by reporting segment was:
| 2025 | 2024 | |
| $000 | $000 | |
| DG Americas | 51,578 | 52,248 |
| DG International | 24,993 | 25,317 |
| 76,571 | 77,565 |
Credit quality of financial assets and impairment losses
The ageing of trade receivables at the balance sheet date was:
| 2025 | 2024 | |||||
| Expected | Provisions for | Expected | Provisions for | |||
| loss rate | Gross | doubtful debts | loss rate | Gross | doubtful debts | |
| % | $000 | $000 | % | $000 | $000 | |
| Not past due | 0.8 | 52,836 | (446) | 0.1 | 57,429 | (56) |
| Past due 0-60 days | 0.2 | 17,169 | (35) | 0.1 | 13,513 | (14) |
| 61-90 days | 22.5 | 3,472 | (782) | 12.1 | 5,616 | (677) |
| More than 90 days | 36.7 | 6,888 | (2,531) | 49.8 | 3,495 | (1,741) |
| 4.7 | 80,365 | (3,794) | 3.1 | 80,053 | (2,488) |
There were no unimpaired balances outstanding at 31 March 2025 (2024: $nil) where the Group had renegotiated the terms of the trade receivable. The increase in provision year-on-year is reflective of the current macroeconomic circumstances.
Expected credit loss assessment
For the Group's trade receivables, expected credit losses are measured using a provisioning matrix based on the reason the trade receivable is past due. The provision matrix rates are based on actual credit loss experience over the past three years and adjusted, when required, to take into account current macroeconomic factors. The Group applies experienced credit judgement that is determined to be predictive of the risk of loss to assess the expected credit loss, taking into account external ratings, financial statements and other available information. The Group's trade receivables are unlikely to extend past twelve months and, as such, for the purposes of expected credit loss modelling, the lifetime expected credit loss impairments recognised are the same as a twelve-month expected credit loss.
There have been no significant credit risk movements since initial recognition of impairments.
The movement in the allowance for impairment in respect of trade receivables during the year was as follows:
| 2025 | 2024 | |
| $000 | $000 | |
| Balance at 1 April | 2,488 | 1,737 |
| Charge for the year | 3,015 | 1,929 |
| Unused amounts reversed | (27) | (73) |
| Amounts utilised | (1,714) | (1,112) |
| Effects of movement in foreign exchange | 32 | 7 |
| Balance at 31 March | 3,794 | 2,488 |
The allowance account for trade receivables is used to record provisions for doubtful debts unless the Group is satisfied that no recovery of the amount owing is possible; at that point the amounts considered irrecoverable are written off against the trade receivables directly.
c) Liquidity risk
Financial risk management
Liquidity risk is the risk that the Group, although solvent, will encounter difficulties in meeting obligations associated with the financial liabilities that are settled by delivering cash or another financial asset. The Group's policy with regard to liquidity ensures adequate access to funds by maintaining an appropriate mix of short-term and longer-term facilities, which are reviewed on a regular basis. The maturity profile and details of debt outstanding at 31 March 2025 are set out in note 15.
The following are the contractual maturities of financial liabilities, including estimated interest payments:
| Carrying | Contractual | One year | One to two | Two to five | More than | ||
| amount | cash flows | or less | years | years | five years | ||
| 31 March 2025 | Note | $000 | $000 | $000 | $000 | $000 | $000 |
| Non-derivative financial liabilities | |||||||
| Other financial liabilities | 18 | 47,855 | (47,855) | (32,502) | (15,132) | (218) | (3) |
| Lease liabilities | 10 | 73,140 | (85,866) | (16,388) | (14,954) | (27,408) | (27,116) |
| Trade payables | 19 | 81,684 | (81,684) | (81,684) | - | - | - |
| Derivative financial liabilities | |||||||
| Forward foreign exchange contracts (a) | 18 | 534 | (24,082) | (24,082) | - | - | - |
| 203,213 | (239,487) | (154,656) | (30,086) | (27,626) | (27,119) |
| Carrying | Contractual | One year | One to two | Two to five | More than | ||
| amount | cash flows | or less | years | years | five years | ||
| 31 March 2024 | Note | $000 | $000 | $000 | $000 | $000 | $000 |
| Non-derivative financial liabilities | |||||||
| Other financial liabilities | 18 | 51,365 | (51,365) | (37,057) | (14,235) | (65) | (8) |
| Lease liabilities | 10 | 67,346 | (73,768) | (16,083) | (20,584) | (21,528) | (15,573) |
| Trade payables | 19 | 83,301 | (83,301) | (83,301) | - | - | - |
| Derivative financial liabilities | |||||||
| Forward foreign exchange contracts (a) | 18 | 26 | (12,471) | (12,471) | - | - | - |
| 202,038 | (220,905) | (148,912) | (34,819) | (21,593) | (15,581) |
(a) Carried at fair value through the hedging reserve and measured at Level 2.
The following table shows the facilities for bank loans, overdrafts, asset ‑ backed loans and revolving credit facilities:
| 31 March 2025 | 31 March 2024 | |||||||
| Facility used | Facility used | |||||||
| Carrying | contractual | Facility | Total | Carrying | contractual | Facility | Total | |
| amount | cash flows | unused | facility | amount | cash flows | unused | facility | |
| $000 | $000 | $000 | $000 | $000 | $000 | $000 | $000 | |
| Asset-backed loan facility | - | - | (15,356) | (15,356) | - | - | (13,359) | (13,359) |
| Bank overdrafts | - | - | (13,633) | (13,633) | - | - | (17,075) | (17,075) |
| - | - | (28,989) | (28,989) | - | - | (30,434) | (30,434) |
The ABL facilities varied through the year depending on the level of eligible receivables. The maximum limit was $125.0 million. At 31 March 2025, the available facility amounted to $15.4 million. See note 15 for more information.
The following guarantees and trade finance facilities across several jurisdictions are recognised as contingent liabilities. These items are disclosed as contingent liabilities as they represent potential obligations dependent on future events not wholly within the Group's control, and no outflows of economic benefits are currently expected.
| 31 March 2025 | 31 March 2024 | |||
| Facility | Utilised | Facility | Utilised | |
| $000 | $000 | $000 | $000 | |
| UK Guarantee | 3,557 | 1,966 | 3,155 | 1,918 |
| UK Import line | 1,293 | - | 1,262 | - |
| Foreign Bills | - | - | 6,309 | - |
| USA Guarantee | 5,500 | 2,980 | 5,500 | 2,980 |
| Netherlands Guarantee (Trade and Import line) | 703 | 247 | 702 | 256 |
| 11,053 | 5,193 | 16,928 | 5,154 |
d) Cash flow hedges
The following derivative financial instruments were designated as cash flow hedges:
| 2025 | 2024 | |
| Forward exchange contracts carrying amount | $000 | $000 |
| Derivative financial assets | 1 | 68 |
| Derivative financial liabilities | (534) | (26) |
The Group has forward currency hedging contracts outstanding at 31 March 2025 designated as hedges of expected future purchases in US dollars for which the Group has firm commitments, as the derivatives are based on forecasts and an economic relationship exists at the time the derivative contracts are taken out.
The terms of the forward currency hedging contracts have been negotiated to match the terms of the commitments.
All contracts outstanding at the year end crystallise within 24 months of the balance sheet date at average prices of 1.06 for US dollar to euro contracts (2024: 1.09) and 1.30 for US dollar to GBP contracts (2024: 1.27). At the year end the Group held $15.0 million for US dollar to euro contracts (2024: $8.6 million) and $10.0 million for US dollar to GBP contracts (2024: $4.0 million) in hedge relationships.
When assessing the effectiveness of any derivative contracts, the Group assesses sources of ineffectiveness which include movements in volumes or timings of the hedged cash flows.
The cash flow hedges of the expected future purchases in the year were assessed to be highly effective and as at 31 March 2025, a net unrealised loss of $177,000 (2024: $292,000 profit) with related deferred tax credit of $nil (2024: $nil) was included in other comprehensive income in respect of these hedging contracts. Amounts relating to ineffectiveness recorded in the income statement in the year were $nil (2024: $nil).
e) Market risk
Financial risk management
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices, will affect the Group's income or the value of its holdings of financial instruments.
The Group hedges a proportion, as deemed appropriate by management, of its sales and purchases of inventory denominated in foreign currency by entering into foreign exchange contracts. Such foreign exchange contracts typically have maturities of less than one year.
The Group rarely hedges profit translation exposure, since such hedges provide only a temporary deferral of the effects of movement in foreign exchange rates. Similarly, the Group does not hedge its long-term investments in overseas assets.
However, the Group holds loans that are denominated in the functional currency of certain overseas entities.
The Group's exposure to foreign currency risk is as follows. This is based on the carrying amount for monetary financial instruments, except derivatives, when it is based on notional amounts.
| US dollar | Sterling | Euro | Other | Total | ||
| 31 March 2025 | Note | $000 | $000 | $000 | $000 | $000 |
| Long-term assets | 13 | 2,899 | - | - | - | 2,899 |
| Cash and cash equivalents | 14 | 68,217 | 57,485 | 4,086 | 6,705 | 136,493 |
| Trade receivables | 13 | 53,368 | 7,912 | 12,610 | 2,681 | 76,571 |
| Derivative financial assets | - | 1 | - | - | 1 | |
| Bank overdrafts | 14 | (28,849) | (14,615) | (9,075) | - | (52,539) |
| Loan arrangement fees | 15 | - | 838 | - | - | 838 |
| Trade payables | 19 | (58,930) | (11,770) | (9,873) | (1,111) | (81,684) |
| Other payables | 19 | (1,479) | (743) | (719) | (197) | (3,138) |
| Balance sheet exposure | 35,226 | 39,108 | (2,971) | 8,078 | 79,441 |
| US dollar | Sterling | Euro | Other | Total | ||
| 31 March 2024 | Note | $000 | $000 | $000 | $000 | $000 |
| Long-term assets | 13 | 4,648 | - | - | - | 4,648 |
| Cash and cash equivalents | 14 | 79,173 | 26,489 | 35,801 | 15,902 | 157,365 |
| Trade receivables | 13 | 54,460 | 6,994 | 12,568 | 3,543 | 77,565 |
| Derivative financial assets | - | 68 | - | - | 68 | |
| Bank overdrafts | 14 | (37,137) | (8,703) | (17,815) | - | (63,655) |
| Loan arrangement fees | 15 | - | 1,517 | - | - | 1,517 |
| Trade payables | 19 | (62,583) | (8,033) | (10,571) | (2,114) | (83,301) |
| Other payables | 19 | (1,357) | (652) | (589) | (202) | (2,800) |
| Balance sheet exposure | 37,204 | 17,680 | 19,394 | 17,129 | 91,407 |
The following significant exchange rates applied to US dollar during the year:
| Average rate | 31 March spot rate | |||
| 2025 | 2024 | 2025 | 2024 | |
| Euro | 0.93 | 0.96 | 0.92 | 0.92 |
| Pound sterling | 0.78 | 0.83 | 0.77 | 0.81 |
Sensitivity analysis
A 10% weakening of the following currencies against US dollar at 31 March 2025 would have affected equity and profit or loss by the amounts shown below. This calculation assumes that the change occurred at the balance sheet date and had been applied to risk exposures existing at that date.
This analysis assumes that all other variables, in particular other exchange rates and interest rates, remain constant. The analysis was performed on the same basis for 31 March 2024.
| Equity | Profit or Loss | |||
| 2025 | 2024 | 2025 | 2024 | |
| $000 | $000 | $000 | $000 | |
| Euro | (270) | 3,442 | (702) | (343) |
| Pound sterling | 3,555 | 1,607 | 283 | (26) |
On the basis of the same assumptions, a 10% strengthening of the currencies against US dollar at 31 March 2025 would have affected equity and profit or loss by the following amounts:
| Equity | Profit or Loss | |||
| 2025 | 2024 | 2025 | 2024 | |
| $000 | $000 | $000 | $000 | |
| Euro | 330 | (4,207) | 858 | 419 |
| Pound sterling | (4,345) | (1,964) | (346) | 32 |
Profile
At the balance sheet date, the interest rate profile of the Group's interest-bearing financial instruments was:
| 2025 | 2024 | ||
| Variable rate instruments | Note | $000 | $000 |
| Financial assets | 136,493 | 157,365 | |
| Financial liabilities | (52,539) | (63,655) | |
| Net cash | 14 | 83,954 | 93,710 |
A change of 50 basis points (0.5%) in interest rates in respect of financial assets and liabilities at the balance sheet date would have affected equity and profit or loss by the amounts shown below. This calculation assumes that the change occurred at the balance sheet date and had been applied to risk exposures existing at that date.
This analysis assumes that all other variables, in particular foreign currency rates, remain constant and considers the effect on financial instruments with variable interest rates and financial instruments at fair value through profit or loss. The analysis is performed on the same basis for 31 March 2024.
Sensitivity analysis
| 2025 | 2024 | |
| $000 | $000 | |
| Equity | ||
| Increase | 420 | 469 |
| Decrease | - | - |
| Profit or loss | ||
| Increase | 420 | 469 |
| Decrease | - | - |
f) Capital management
The Board's policy is to hold a strong capital base so as to maintain investor, creditor, customer and market confidence and to sustain future development of the business. The Group is dependent on the continuing support of its bankers for working capital facilities and so the Board's major objective is to keep borrowings within these facilities.
The Board manages its trading capital, which it defines as its net assets plus net debt. Net debt is calculated as total debt (bank overdrafts, loans and borrowings as shown in the balance sheet), less cash and cash equivalents. The banking facilities with the Group's principal bank have amended covenants relating to earnings and liquidity cover and previous covenants relating to interest cover, cash flow cover and leverage, and our articles currently permit borrowings (including letter of credit facilities) to a maximum of four times equity.
| Equity | |||
| 2025 | 2024 | ||
| Note | $000 | $000 | |
| Net equity attributable to owners of the Parent Company | 262,886 | 361,618 | |
| Net cash | 14 | (84,792) | (95,227) |
| Trading capital | 178,094 | 266,391 |
The main areas of capital management relate to the management of the components of working capital including monitoring inventory turn, age of inventory, age of trade receivables, balance sheet reforecasting, monthly profit and loss, weekly cash flow forecasts and daily cash balances. Major investment decisions are based on reviewing the expected future cash flows and all major capital expenditure requires sign off by the Chief Financial Officer and Chief Executive Officer, or, above certain limits, by the Board. There were no major changes in the Group's approach to capital management during the year. A particular focus of the Group is average leverage, measured as the ratio of average monthly net debt before lease liabilities to adjusted EBITDA reduced for lease payments.
25 Capital commitments
At 31 March 2025, the Group had outstanding authorised capital commitments to purchase plant and equipment for $2.0 million (2024: $1.8 million).
26 Related parties
| 2025 | 2024 | |
| $000 | $000 | |
| Sale of goods: | ||
| Hedlunds Pappers Industri AB | 388 | 152 |
| Festive Productions Ltd | 16 | 6 |
| 404 | 158 |
There were no outstanding debtor balances in the current year (2024: $nil).
Identity of related parties and trading
Hedlund Import AB is under the ultimate control of the Hedlund family, who are a major shareholder in the Company. Anders Hedlund is a director of Hedlunds Pappers Industri AB which is under the ultimate control of the Hedlund family, who are a major shareholder in the Company. Festive Productions Ltd is a subsidiary undertaking of Malios Holding AG, a company under the ultimate control of the Hedlund family.
The above trading takes place in the ordinary course of business.
Other related party transactions
Directors of the Company and their immediate relatives have an interest in 24% (2024: 24%) of the voting shares of the Company. The shareholdings of Directors and changes during the year are shown in the Directors' report.
Directors' remuneration
| 2025 | 2024 | |
| $000 | $000 | |
| Short-term employee benefits | 1,775 | 2,589 |
| Share-based payments charge | 387 | 371 |
| 2,162 | 2,960 |
See the Directors' remuneration report for more detail.
27 Non-controlling interests
Set out below is summarised financial information for each subsidiary that has non-controlling interests that are material to the Group. IG Design Group Australia Pty Ltd ('Australia') is considered a subsidiary of the Group. The Group owns 50% of the share capital but can demonstrate that it has control as required under IFRS.
| Non-controlling interest - balance sheet as at 31 March | 2025 | 2024 | |
| $000 | $000 | ||
| Non-current assets | 21,390 | 5,976 | |
| Current assets | 15,483 | 17,439 | |
| Current liabilities | (6,636) | (7,055) | |
| Non-current liabilities | (15,670) | (621) |
| Non-controlling interest - comprehensive income for the year ended 31 March | |||
| 2025 | 2024 | ||
| $000 | $000 | ||
| Revenue | 40,603 | 43,422 | |
| Profit after tax | 821 | 2,988 | |
| Total comprehensive income | 166 | 2,678 |
| Non-controlling interest - cash flow for the year ended 31 March | |||
| 2025 | 2024 | ||
| $000 | $000 | ||
| Cash flows from operating activities | 2,737 | 5,052 | |
| Cash flows from investing activities | (792) | (657) | |
| Cash flows from financing activities | (3,509) | (1,628) | |
| Net (decrease)/increase in cash and cash equivalents | (1,564) | 2,767 |
| Non-controlling interest - movement for the year ended 31 March | |||
| 2025 | 2024 | ||
| $000 | $000 | ||
| Balance as at 1 April | 7,869 | 6,530 | |
| Share of profits for the year | 410 | 1,494 | |
| Other comprehensive income | - | 3 | |
| Dividend paid to non-controlling interest | (668) | - | |
| Currency translation | (327) | (158) | |
| Balance as at 31 March | 7,284 | 7,869 |
28 Acquisitions
In the prior year IG Design Group Australia Pty Ltd acquired the trade and assets of Sweetscents, an essentials oils manufacturing and wholesale business for $496,000 on the 15 January 2024.
The fair value of assets acquired:
| $000 | |
| Fixed assets | 84 |
| Trade names and customer relationships | 72 |
| Inventory | 134 |
| Fair value of assets acquired | 290 |
| Consideration paid in cash | 496 |
| Goodwill | 206 |
29 Purchase of own shares
In the prior year between 13 December 2023 and 9 February 2024, the trustee of the IG Design Group Plc Employee Benefit Trust (the 'EBT'), purchased 2 million ordinary shares of 5 pence each at an average price of £1.40 per ordinary share. These ordinary shares are to be held in the EBT and are intended to be used to satisfy the exercise of share options by employees.
The EBT is a discretionary trust for the benefit of the Company's employees, including the Directors of the Company. The purchase of ordinary shares by the EBT has been funded by a loan provided by the Company from its existing financing facilities. The EBT has waived its rights to dividend payments.
30 Non-adjusting post balance sheet events
On 30 May 2025, the Group completed the disposal of its wholly owned subsidiary, Design Group Americas, Inc., the holding company of the Group's DG Americas division, to HUK 168 Limited, a special purpose vehicle owned by the Hilco Capital group (the 'buyer').
Under the terms of the share purchase agreement, the Group received a nominal upfront payment of $1 and will be entitled to 75% of any future net proceeds realised by the Buyer from a sale or realisation of DG Americas or its assets, after agreed deductions and to the extent such proceeds are not retained for DG Americas' working capital purposes. The Buyer will retain the remaining 25% of any such proceeds. There is no ongoing recourse on the Group, and no certainty that any further proceeds will be received.
The disposal enabled the Group to exit a structurally challenged and loss-making part of the business ahead of its seasonal peak working capital cycle. It simplified operations and allowed management to refocus on stronger-performing markets in the UK, continental Europe, and Australia.
On 11 July 2025, the Group finalised a new three-year receivables finance facility of £40 million, secured over eligible receivables across participating Group companies. The facility will provide committed funding to support the Group's ongoing working capital requirements and replaces the previous ABL facility, which terminated upon completion of the DG Americas disposal.
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