Financial review continued
Reconciliation of net debt 1 continued The calculation of the cash conversion ratio 1 is set out below:
16 month period ended 30 September 2024 £m
Year ended 30 September 2025 £m
Year ended 30 September 2024 £m
39.9 43.7
Operating cash flow before interest and taxation
48.0 49.7
38.4 51.6
Adjusted EBITDA 1,2
91.3%
Cash conversion ratio 1,2 (%)
96.6% 74.4%
1 R evenue at constant currency, Adjusted EBITDA, Adjusted operating profit, Adjusted basic EPS, net cash/(debt) excluding lease liabilities and cash conversion are Alternative Performance Measures (APMs) and not IFRS measures. See unaudited Appendix 1 and this Financial Review for an explanation of APMs and adjusting items, including a reconciliation to statutory information. 2 T he Group reports only one adjusted item: Individually Significant Items (which includes the £11.4m profit on disposal of Fox Crypto and £9.5m of fundamental re-organisation, strategic review of Escode and strategic review of Cyber costs). For further details, please refer to unaudited Appendix 1 and this Financial Review, which includes an explanation of APMs and adjusting items, along with a reconciliation to statutory information. Cash conversion has improved by 16.9% pts to 91.3% as at 30 September 2025 (when compared to the previous audited period), primarily driven by stronger performance in the second half of the year and favourable movements in the Group’s working capital, reflecting improved collectability. For reference, cash conversion was 62.3% in H1 2025 and 119.4% in H2 2025. Cash capital expenditure during the period was £5.1m (2024: £8.8m), which includes tangible asset expenditure of £4.7m (2024: £6.2m) and capitalised software and development costs of £0.4m (2024: £2.6m). Following the opening of our new Fox-IT office in October 2025, the Group incurred £1.6m of tangible capital expenditure during the year to fit out the premises and make the office operational. During the year, the Company acquired treasury shares (4,000,000 ordinary shares) for £5.8m, this follows shares (4,000,000 ordinary shares) purchased in the prior period 2024 for £5.8m. The shares are held in the EBT, which is a discretionary trust for the benefit of the Group’s colleagues. The shares will be used to satisfy the future vesting requirements of share plans the Company operates under the Long Term Incentive Plan, the Restricted Share Plan and other discretionary share plans. Following this purchase, and as at 30 September 2025, the EBT holds a total of 8,485,195 ordinary shares (2024: 5,158,090), equating to 2.69% of the Company’s issued share capital. As announced on 21 October 2025, the Board will commence an initial share buy-back programme in December 2025/January 2026. This will be carried out under our existing shareholder authority and in line with our capital allocation policy, as well as all relevant legal and regulatory requirements. Our current dividend policy will remain unchanged by the share buy-back programme. Dividends During the year, total dividends of £9.2m were recognised and paid (2024: £14.5m). In addition, the interim dividend of £9.8m for the period ended 30 September 2024 (3.15p per share) was recognised in the prior period and paid during the year on 1 October 2024. The Board is proposing a final dividend of 3.15p per ordinary share for the year ended 30 September 2025, as it remains mindful of the continued need to invest in the Group’s strategy, marking 20 consecutive years of dividend payments for shareholders. The final dividend of 3.15p per ordinary share, which, together with the interim dividends of 1.50p and 1.50p per ordinary share paid on 4 April 2025 and 1 August 2025 respectively, makes a total dividend of 6.15p for the year ended 30 September 2025. The final dividend will be paid on 10 April 2026, subject to approval at the AGM on 3 March 2026, to shareholders on the register at the close of business on 13 March 2026. The ex-dividend date is 12 March 2026. The dividend has not been included as a liability as at 30 September 2025. The payment of this dividend will not have any tax consequences for the Group.
NCC Group plc — Annual report and accounts for the year ended 30 September 2025 56
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