From plan
Annual Report 2025
to progress
Disclaimer
This Annual Report is sent to shareholders who have elected to receive a hard copy and is available on our website www.reachplc.com for those shareholders who have elected to receive a copy electronically. In this document, references to ‘the
Group’, ‘the Company’, ‘we’ or ‘our’ are to Reach plc and its subsidiaries. A reference to a year expressed as 2025 is for the year ending 31 December 2025, and a reference to a year expressed as 2024 is for the year ending 31 December 2024. Where
we reference ‘like-for-like’, we are comparing a 52-week period. References to ‘the year’ and ‘the current year’ are to 2025 and references to ‘last year’ and ‘the prior year’ are to 2024. The Annual Report contains forward-looking statements. By
their nature, forward-looking statements involve a number of risks, uncertainties and future assumptions because they relate to events and/or depend on circumstances that may or may not occur in the future and could cause actual results
and outcomes to differ materially from those expressed in or implied by the forward-looking statements. No assurance can be given that the forward-looking statements will be realised. Statements about the directors’ expectations, beliefs, hopes,
plans, intentions and strategies are inherently subject to change and they are based on expectations and assumptions as to future events, circumstances and other factors which are in some cases outside the Company’s control. The Annual
Report has been prepared on the basis of the knowledge and information available to directors at the date of its preparation and the Company does not undertake any obligation to update or revise the information during the financial year
ahead. It is believed that the expectations set out in these forward-looking statements are reasonable, but they may be affected by a wide range of variables which could cause actual results or trends to differ materially. The forward-looking
statements should be read in the context of the principal risk factors set out in the Strategic Report.
Strategic Report
Reach in numbers 1
Chairman’s statement 2
Our purpose 4
Our brands 5
Chief Executive’s review 6
Our strategic priorities 10
Our investment case 13
Our business model 14
Key performance indicators 16
Financial review 18
Responsible business overview 24
Creating trusted quality content 26
Operating with integrity 28
Developing our teams 30
Protecting our environment 32
Task Force on Climate-related Financial
Disclosures (TCFD) 2025
37
Non-financial and sustainability
information statement
44
Risk report 46
Viability statement 53
Governance
Chairman’s statement 55
Our Board 56
Board in action 58
Section 172 statement 62
Nomination Committee Report 66
Sustainability Committee Report 72
Audit & Risk Committee Report 74
Remuneration Report 82
Compliance with the 2024 UK
Corporate Governance Code
98
Directors’ Report 100
Financial Statements
Independent auditors’ report 106
Consolidated income statement 113
Consolidated statement of
comprehensive income
114
Consolidated statement of changes in equity 114
Consolidated cash flow statement 115
Consolidated balance sheet 116
Notes to the consolidated financial statements 117
Parent company balance sheet 154
Parent company statement of changes in equity 155
Notes to the parent company financial statements 156
Other Information
2025 SASB index 172
Shareholder information 174
Group five-year summary 176
Contents
Throughout this report you will see
images taken by our teams, from
across our communities,
capturing the moments that
matter. Because we understand
where people live.
Read more about our
purpose on page 4.
Reach in numbers
1. Our financial statements disclose financial measures which are required under IFRS. We also report additional financial measures that we believe
enhance the relevance and usefulness of the financial statements. These are important for understanding underlying business performance.
Statutory figures are shown for comparative purposes where they differ from adjusted figures. See notes 3 and 34 to the consolidated financial
statements.
2. Statutory performance impacted by non-cash impairment charge, explained in note 16 to the consolidated financial statements.
Revenue
£518.4m
2024: £538.6m
Adjusted operating profit
1
£104.7m
2024: £102.3m
Adjusted earnings per share –
basic
1
26.8p
2024: 25.3p
Net debt
£34.9m
2024: £14.2m
Financial
Digital scale
Strategic progress
Digital revenue
£128.9m
2024: £130.0m
Statutory operating (loss)/profit
2
£
(
160.1
)
m
2024: £74.2m
Statutory (loss)/earnings per
share – basic
2
(
41.9
)
p
2024: 17.0p
Dividend per share
7.34p
2024: 7.34p
UK population reached (average
monthly reach 2025)
69%
Digital property in UK
6
th
largest
Trusted brands
120+
Audience ranking for UK & Ireland
commercial publishers
#1
Global social followers
112m
Daily average social videos
300
Growth in diversified revenues
4.5%
Digital subscriptions
15k
1Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Chairman’s statement
The year unfolded against a backdrop of ongoing
macroeconomic uncertainty, marked by geopolitical
complexity and further AI development, all of which
shaped consumer confidence and online behaviours.
For news publishers, these shifts further impacted the
advertising market and search traffic volumes, while
also emphasising the value of trusted journalism and
reinforcing the importance of diversified revenue.
Within this context, the Board is encouraged by the
Group’s continued progress in strengthening its market
position with audiences, progressing its digital capability
and maintaining a focus on long-term value creation,
while also carefully controlling costs.
Leadership change
Following a strong full-year results announcement for
2024, the Board and CEO Jim Mullen agreed that he
would step down as Chief Executive at the end of March
2025. The Board and I would like to thank Jim for his
leadership and service and for his valuable contribution
to the Company’s performance and long-term
positioning during his tenure.
We were pleased to appoint Piers North, previously Chief
Revenue Officer, to the role with immediate effect. While
we undertook a formal selection process with an
independent executive search firm, we concluded that
Piers was the most suitable appointment for several
reasons, having been with the business for over a
decade, with a background both in journalism and in
digital media leadership. For more on this process, see
our Nomination Committee Report on page 67.
Piers’ familiarity with the Group was a considerable
advantage, as he and the management team were well
positioned to lock down new strategic priorities for the
business quickly, and to begin to execute without delay.
Nick Prettejohn
Chairman
A new phase in our evolution
Strategic priorities
The Board worked with the leadership team to confirm a
new set of strategic priorities for the Group, which Piers
announced at our half-year results in July. The three key
priorities are Connecting with Audiences, Accelerating
the use of Tech and AI and Diversifying Revenues, and
we see these as building on the previous work under the
Customer Value Strategy.
Several important initiatives sit within these broader
priorities and we have seen good progress already in
areas such as video and digital subscriptions. Six titles,
including the Manchester Evening News and
WalesOnline, have launched their paid premium
offerings so far and we will continue to monitor further
progress in these key strategic areas.
We also support the adoption of the Where People Live
brand proposition, which serves to align our diverse
teams and audience. This proposition highlights Reach's
core strengths: a strong presence within people's towns
and communities, coupled with a deep insight into their
values, beliefs and passions. We can see this principle
brought to life in the success of new podcast and video
offerings such as the Daily Expresso, All Out Football and
All Out Rugby League shows. These new shows reach
people on topics they love, with voices they trust, and via
the formats or channels they engage with every day.
“We also support the adoption of
the Where People Live brand
proposition, which serves to
align our diverse teams and
audience."
2Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Furthermore, we are pleased to confirm that we
continue to meet our 30% pledges, with over 30% female
representation on both the Board and the executive
management team, bolstered by the 2025 appointment
of Emma Callaghan to the Chief Revenue Officer role.
We will monitor this area closely and work with the
business towards continued improvement.
Campaigning journalism
We were proud to see Reach’s titles continue to make a
difference in people’s lives in 2025. In some cases, we
saw long-running campaigns come to fruition with
legislative change. Thanks to the Manchester Evening
News’ campaigning efforts, in the autumn Awaab’s Law
came into effect, which is a piece of legislation that
ensures that families are better protected from
dangerous housing conditions.
The Express was recognised for their three-year-long
assisted dying campaign, winning a British Journalism
Award for their work bringing this issue to the fore,
sparking Parliamentary debate on a difficult subject and
securing a change in the law. Our titles also launched
new campaigns, as we saw with the Mirror’s Missed
project, which drew attention to the hundreds of missing
people in the UK who don’t always receive media
attention. This important campaign reached people
across print, online and video and ultimately helped to
reunite a family with a vulnerable teenager.
Regulatory developments
The regulatory environment for the media sector
continued to develop in 2025, with particular focus on
addressing how AI firms use and benefit from content
created by the creative industries. We have seen some
encouraging trends in more AI companies engaging in
licensing deals that ensure content creators are paid for
the use of their work, but we await further clarity from
the Government in this area and will continue to work
with our peers to lobby for more effective enforcement
of copyright law. We also await the Digital Markets Unit’s
first conduct requirements in 2026, which should support
a more balanced relationship between tech platforms
and publishers.
Cost and asset management
We continue to manage our costs in order to safeguard
the long-term future of the business. In Q3, the Board
oversaw the implementation of a restructure across all
functions of the business, including editorial as well as
central functions such as finance and human resources.
While on the whole this decision meant a reduction in
headcount and leaner central teams, the management
team also used this reallocation of resources to invest in
new roles that support our strategic priorities, including
video and digital subscriptions. While the Board and I
believe these actions were essential for the business’s
sustainability, we recognise that change can be
challenging for our teams and, together with
management, we remain focused on supporting
employee wellbeing.
Early in 2026 we also announced our plans to further
consolidate the print business with the closure of two of
our printing facilities, while increasing our use of the
remaining site in Oldham. The Board and I are satisfied
that this action is the result of careful consideration and
an appropriate focus on the business’s long-term
growth areas. For more on this decision, see the Chief
Executive’s statement on page 7 and Financial review on
page 19.
Responsible business
The Board remains firmly committed to operating as a
responsible business, integrating environmental, social
and governance priorities into our approach.
In 2025, Reach took the important step of announcing
the validation of near-term Science Based Targets for
the first time. This target demonstrates that we have
established a measurable framework to guide
continued meaningful climate progress and is also an
important marker for our advertising partners.
Reach remains committed to addressing the gender
pay gap, which the Board closely monitors. While the
2025 results showed a continued slight increase in the
gap, which concerns us, we remain encouraged by the
overall progress since reporting began in 2017, with a
32.8% overall reduction in the mean gender pay gap.
Chairman's statement continued
Alongside this, the ongoing debate around the BBC’s
role and funding, ahead of its upcoming Charter Review,
has underlined the importance of a sustainable
regulatory framework for the sector.
Board changes
In addition to Jim Mullen’s departure, Wais Shaifta
stepped down from the Board in October, following his
appointment as Chief Growth Officer at the Co-op. The
Board and I thank him for his service and valuable
contribution during his tenure as a Non-Executive
Director. For more on changes to the Board this year, see
page 67 and page 101.
Dividend
The Board proposes a final dividend of 4.46 pence per
share for 2025 (2024: 4.46 pence per share), which
follows the interim dividend of 2.88 pence. In proposing
the final dividend, the Board has considered all
investment requirements and its funding commitments
to the defined benefit pension schemes.
The year to come
We expect to see further industry shifts in 2026, however
we believe that Reach is well positioned to navigate this
environment, and has a clear track record of adapting
well to change.
With our new priorities and strategic delivery so far, the
Board believes Reach has built a strong foundation for
the year ahead, with momentum already building
across several key initiatives.
These results are the outcome of sustained effort in a
demanding landscape and reflect the skill, resilience
and dedication of the Company’s leadership and
teams. I would like to extend my sincere thanks to
everyone at Reach for their continued commitment to
serving our audiences and delivering impactful work.
Nick Prettejohn
Chairman
3 March 2026
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Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Our purpose
To see our purpose in action
watch this short video online at
reachplc.com/where-people-live
See what our purpose means for…
Our strategy, on page 10
Our people, on page 30
Our communities, on page 27
Our purpose: We connect with people where they live, on
4Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Our brands
Local, national and global brands
120+
brands across the UK & US
69%
of the UK audience
reached online every month
9%
of the US audience
reached online every month
We’re Reach plc and we’re proud to
be the UK and Ireland’s largest
commercial news publisher.
We connect with people on and
offline, sharing our trusted content
through 120+ brands, from household
names like the Mirror, Express, Daily
Record and Daily Star, to local titles
like MyLondon, BelfastLive and the
Manchester Evening News, plus our
growing US brands like the Irish Star.
5Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
“The strategic priorities we
announced in July were
designed to give us options
in a fast-moving environment
and the shifts we have seen
since then have only reinforced
those decisions.”
I’m privileged to be delivering my first full-year results
statement as Chief Executive Officer, in a year that
saw more changes disrupting the media world.
Despite ongoing shifts in the referral landscape for
publishers, compounded by a generally unfriendly
macroeconomic environment, our business has
demonstrated significant resilience in its revenue
and results. Our headline performance was strong,
with adjusted operating profit growing to £104.7m and
strong operating cash conversion.
We have also continued to reshape our business
by allocating our resources in the areas that will
strengthen us for the future, meaning adjusted
operating costs reduced by 5.2% over the year.
Through disciplined execution and a clear focus on
controllable outcomes, we continue to strengthen
the business for the years ahead.
Piers North
Chief Executive
Decisive action in a changing landscape
Chief Executive’s review
We are managing our business on the assumption that
our on-platform volume – while still sizeable – will not
see a recovery to its former peaks. This takes into
account the trends we have been seeing in on-platform
page views, both here and across the wider industry.
This doesn’t discount our growing off-platform audience
or the fact that we have largely maintained our market
share, reaching 69% of the UK online audience, but it
does mean we need to keep adapting.
The strategic priorities we announced in July were
designed to give us options in a fast-moving
environment and the shifts we have seen since then
have only reinforced those decisions. Our massive leap
forward in video output and our quick launch into digital
subscriptions are both a key part of this response. As we
take these next steps, I want to express my genuine
thanks to every member of the team whose speed and
commitment in delivering these priorities has been
exceptional.
Reshaping the business
Our track record in cost management and the
optimisation of our print business continues to underpin
our strategic priorities. Over the summer and into Q3, we
restructured the business to align our resources behind
our new priorities and to allocate our editorial teams
firmly around growth initiatives, for example a more
definitive pivot to video. Our central functions are now
leaner and aligned to key business priorities, while our
commercial teams have also reorganised around
expertise in key areas, moving away from a legacy
national/regional split.
6Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Strategic progress –
connecting with audiences
We have hit the ground running with our priorities since
we announced them in July, making good progress
against our commitment to put video at the centre of
our newsrooms, growing our output and now publishing
300 social videos a day on average. Our focus this year
will be to get video revenue into growth, leveraging our
momentum with social media and commercial
partnerships with longer form video.
We have brought new skills into the business, placing
over 100 video specialists not only in our Studio team but
embedded in our newsbrands as ‘everyday journalism
video’ teams.
At the end of the summer we launched the Daily
Expresso, a daily politics chat show from our Express
team, which has now garnered 3.6m full episode views
on YouTube, plus the additional views of the clips we’re
able to cut and share across other social channels. We
also launched our All Out Football channel in the
autumn, supported by a commercial partnership deal
with Sky Bet and a good example of how we can
diversify our revenues beyond standard display
advertising by creating high-value sponsorship
opportunities for our partners.
Connecting with our audiences also means meeting
people on their channel of choice, which might be Apple
News, MSN, Facebook or YouTube. Ipsos Iris data now
measures both on- and off-platform and shows we
have maintained our share of audience. Our US
audience was similarly impacted by tech platform shifts
in the second half of the year, but we have continued to
earn a strong daily audience off-platform, reaching 9%
of the US online population. In the US we recently agreed
a new partnership with news aggregator AOL, which
opens up a scale audience similar to what we currently
see from MSN in the US. Looking at global audience
trends, we expect off-platform audience to continue to
grow in 2026.
We are also bringing new roles into the business,
including a range of video roles and our first-ever
Head of Digital Subscriptions. As we make changes
to the shape of our teams, we are also focusing on
our culture, getting our people behind the new strategy
and the Where People Live proposition which now
guides us, with a crystal-clear focus on understanding
our communities.
The resilience of our business is further demonstrated by
the continuing loyalty of our print readership and the
reliability of our print revenues, which we don't take for
granted. In 2025 we still sold over half a million papers a
day and through carefully planned cover price
increases and promotional activity, we were able to
offset the majority of the well-documented decline in
print volume.
It is important that we continue to examine our long-
term strategy in this area and in early 2026 we shared
plans to consolidate our print business. We have
proposed closing two of our print facilities in Saltire and
Watford, while increasing output at our remaining print
site in Oldham, which is well-located in terms of
proximity to the bulk of our print readers.
Meanwhile we have put in place long-term agreements
for the remainder of our printing requirements, which
helps avoid the considerable costs of oversupply in the
printing market and drives improved financial returns.
Importantly, this decision allows us to move forward with
even greater focus on our digital growth priorities.
+20%
YOY off-platform audience growth
300
Daily average social videos
69%
UK online audience reached
£104.7m
Adjusted operating profit
Chief Executive’s review continued
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Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Chief Executive’s review continued
Strategic progress –
diversifying our revenues
Diversifying our revenue mix has been more important
than ever this year and it’s been good to see not only a
fast delivery for our first premium subscription products
but also a promising early take-up, with about 15,000
subscribers at year end, plus an additional 17,000
e-edition subscribers. We have so far launched
premium subscription offerings at the Manchester
Evening News, Liverpool Echo, WalesOnline, Daily Record,
LeicestershireLive and the Express, and will continue to
roll these out across the portfolio in 2026.
We’re seeing particularly good conversion rates for
sport content and the initial response from audiences
has been strong, with praise for both the exclusive
content and the ad-lite experience. Subscriptions
will clearly be a smaller part of our revenue mix,
compared to our advertising business, but we see even
a modest conversion rate as a massive opportunity,
given our scale.
We saw 4.5% year-on-year growth across our diversified
revenue line in 2025, thanks in large part to our
ecommerce proposition. The OK! Beauty Box continues
to do well and our popular advent calendar sold out
again, with a 10% volume increase over last year.
Strategic progress –
accelerating the use of tech and AI
We see tech and AI as an enabler, giving us the tools we
need to deliver our other key priorities more efficiently
and effectively.
Applying AI to our daily work tasks has increasingly
become a fact of life and a necessary skill. To that end
we have prioritised its use beyond specific commercial
or editorial tools and have now embedded it across the
wider business. Google’s Gemini ‘AI assistant’ product is
now available for all colleagues, with over 40% of our
people actively using it and setting Gemini an average
of 2,192 tasks a day. To support this shift, we have
launched an ‘AI University’ to support training and
knowledge sharing, while also guarding against risks.
The issue of how AI firms use our content and how they
pay fairly for this usage remains a live one in the industry
and we are in active conversation with a number of tech
firms on this point. We have agreed a deal with Amazon
AWS, which put simply, opens up our content to support
answers Alexa gives to users, and we expect to have
more news to share along these lines in the coming
months. These deals represent an ongoing stream of
revenue for us and something we will continue to
explore in the future.
Our proprietary tech continues to be a strength in the AI
space and we have now firmly embedded both Mantis,
our ad tech platform, and Guten, our generative AI tool
which supports content creation. We intend to continue
to leverage this capability and will next turn our attention
to in-house tools to support better insights and strategic
decision-making.
“It’s been good to see not only
a fast turnaround for our
premium subscription products
but also a promising early
take-up, with about 15,000
subscribers at year end.”
40%
Employees are active Gemini users
75,000
Digital subscription target 2026
4.5%
YOY diversified revenue growth
8Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Chief Executive’s review continued
Acting responsibly and sustainably
It’s essential that we continue to make our teams more
diverse and representative of our communities. We're
now into our second year working with The King's Trust to
help give people from underprivileged and under-
represented backgrounds access to a career in
journalism. Our 2024 group of trainees are partway
through their content creator apprenticeships in our
national newsrooms, while in the autumn we launched a
new cohort of apprenticeships, this time placing them in
our newsrooms of Liverpool, Manchester and Newcastle.
Environmental responsibility also remains important not
just for us but for many of our biggest advertising partners,
who carefully monitor the environmental credibility of their
partners. In the spring we were able to announce our
first-ever validated science-based emissions reduction
targets, which means a commitment to reduce absolute
Scope 1 and 2 greenhouse gas emissions by 50% by 2030
(from a 2022 baseline), and to reduce Scope 3 emissions
by 58.8% by 2034.
Media policy
We continue to collaborate with the industry to call for
policies that will allow quality media businesses the
chance to thrive, while ensuring that reliable reporting is
made more readily available to audiences online,
against a backdrop of social media mis/disinformation.
We were therefore glad to see the Digital Markets Unit
begin to take shape over the year, and hope to see the
first conduct requirements confirmed by the end of
2026, meaning clearer parameters for how publishers
and tech platforms engage. Meanwhile, we continue to
call for stronger enforcement for copyright and AI
usage, a crucial issue for all of the creative industries.
Over 2025 we were encouraged by positive shifts
around public notices and Less Healthy Foods
advertising and have now turned our attention more
firmly to the upcoming BBC Charter Review.
Looking back and ahead
Despite the challenges of the year, we can look back
proudly on our achievements: delivering strong
operating profits, putting in place a leaner and more
strategic structure, and making important early
progress on our strategic priorities, particularly around
digital subscriptions and video. The teams here have yet
again showed immense resilience and talent and
deserve huge credit for the 2025 outturn.
The unhelpful referrer and macro environments have
tempered our view on digital growth over the near term.
Importantly, however, we remain committed to
executing our three priorities, which are key to building a
more successful and sustainable digital business.
Our industry will continue to change. However, we also
recognise the significant advantage we possess: our
enduring presence in the communities we serve and
the substantial scale we have achieved. This is founded
on a deep understanding of people's lives and the
powerful trust invested in our brands. What we do with
this foundation is now up to us, but I believe that if we
act decisively, we have the strategy, expertise and
creativity to unlock the full value of our content.
Piers North
Chief Executive
3 March 2026
Content with impact
Throughout 2025, our journalists delivered impactful,
agenda-setting reporting that drove engagement and
reinforced our role in making a difference in our
communities. The Mirror’s Missed campaign exemplified
this approach, not only shining a light on underreported
missing persons cases, but helping to reunite one
teenager with his family.
Regional titles continued to demonstrate the enduring
value of local journalism, with Nottinghamshire Live
successfully challenging an unprecedented attempt by
a local council to block its journalists from engaging with
elected officials, standing up for press freedom on
behalf of its community. Meanwhile, MyLondon’s Broken
Homes campaign exposed the human cost of London’s
housing crisis, prompting public scrutiny and debate on
standards and accountability.
As we moved into digital subscriptions, our titles have
also found new ways of making their content pay, with
the Manchester Evening News delivering a hard-hitting
exposé of YouTuber Charlie Veitch’s divisive public
persona, as one of their first Premium pieces that sat
behind a paywall.
Across our portfolio, these standout campaigns sat
alongside strong day-to-day reporting, entertaining
exclusives, and engaging podcasts and video,
reinforcing the impact and reach of our content.
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Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Our strategic priorities
Our three priorities to drive growth
Attracting new audiences, on and off-platform
Driving deeper levels of engagement
Putting video and audio content at the
centre of our newsroom
Differentiating our brands with target audiences
Accelerating
the use of
tech and AI
Diversifying
revenues
Upgrading our data platform
Progressing our advertising cohort strategy
Innovating with AI
Scaling B2B tools
Developing and rolling out digital subscriptions
Driving continued growth in affiliates
and ecommerce
Increasing commercialisation of video content
Underpinned by efficient cost and cash management
Connecting
with
audiences
Optimising print contribution Simplifying the organisation Reducing operating costs
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Our strategic priorities continued
In July 2025 we introduced three strategic
priorities, all developed to accelerate digital
growth which is essential to the sustainability
of our business:
Connecting with audiences
Accelerating the use of technology and AI
Diversifying revenues
These priorities are underpinned by disciplined
cost and cash management and optimised
print operations.
Here are just three case studies to show how we
brought our strategy to life in 2025 – for more
detail on other strategic initiatives, see the Chief
Executive’s review
(
pages 6 to 9
)
and Financial
review
(
pages 18 to 23
)
.
From strategy to action
Video expansion
It’s essential that we reach people
where they live - or where they love to
spend their time - and it’s in this spirit
that we’ve made video expansion one
of our key priorities.
In 2025 we launched a two-pronged
approach with our video: firstly, to put
video at the heart of our newsrooms,
used at scale for ‘everyday journalism’
and well-suited to social distribution.
To support this we have created over
100 roles and are embedding those
teams now.
We also continue to see real value in
investing in the longer form video
coming out of our Studio facilities
which we now have around the
country. This content opens up new
audiences and attracts additional
revenue from commercial sponsors, for
example the All Out Football brand
which we launched in the autumn with
Sky Bet as commercial partner. We’ve
also seen success with daily shows
such as the Daily Expresso, which by
year-end had attracted 3.6m full
episode views.
6
state-of-the-art
Studio facilities
300
daily average
social videos
100+
new video roles
Connecting with audiences
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Our strategic priorities continued
Digital subscriptions
In late 2025 we moved into digital
subscriptions, launching a premium
offering at the Manchester Evening News
and Liverpool Echo, giving subscribers
access to exclusive content, an ad-lite
experience and other offers.
In early 2026 we followed up with
WalesOnline, the Daily Record,
LeicestershireLive and the Express, and will
launch approximately two titles a month
through the rest of the year.
We have seen promising early signs with
our first launches and we have an
ambitious target to reach 75,000
subscribers by year end.
While we had previously done some work
in this space at some of our titles, primarily
through the app, this marked our first
company-wide digital subscriptions push
and as of the end of the year we sat at
15,000 digital subscribers, on top of our
e-editions subscriptions which separately
sits at 17,000.
We continue to offer a free ad-supported
experience to the bulk of our audiences
but with a reported 10% of the UK population
paying for news and with our total monthly
audience sitting at 35.4m, even a modest
take-up is a strong opportunity.
AI support tools
The business has been using AI
commercially and editorially for a
number of years now. Our use
continues to evolve here, with our
proprietary ad tech tool Mantis
attracting new B2B partners and our
in-house content creation tool Guten
now well embedded in our newsrooms.
In 2025, our focus moved on to how
people at Reach across all functions
can use AI to support everyday office
tasks, from reporting to customer
service to graph creation.
In the autumn, Google’s ‘AI assistant’
tool Gemini was opened up to all
colleagues, with over 40% of our
colleagues now using it to support their
tasks, and the tech team also opened
up ‘AI University’ to provide
development and training.
40%
of colleagues actively
using Gemini
2,192
Average daily tasks
colleagues assign
Gemini
1
26%
articles supported by
Guten
6
digital subscription
launches so far
2
15,000
digital subscribers
75,000
2026 subscribers
target
Diversifying revenues
For more on our progress against our three strategic priorities, see the Chief
Executive’s review on pages 6 to 9. For more on cost management and print
operations, see the Financial review on pages 18 to 23.
1. Based on 28-day average as of 27 January 2026.
2. As of 28 February 2026.
Accelerating the use of tech and AI
12Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Our investment case
Our investment case
Great content
delivered
at scale
The UK’s largest commercial
news publisher, home to more
than 120 trusted brands. We
understand where people live,
which is why every month we
reach 69% of the UK online
population, 9% of the US
population and over 112m social
followers around the world.
Diversifying our revenue
We are diversifying our revenue outside the
traditional advertising model, with new revenue
streams including affiliates and ecommerce.
In addition, we are adding digital subscriptions
to our revenue mix, strengthening our business
model.
Three clear
priorities to
accelerate
digital growth
The Group has three clear priorities to
drive growth: connecting with audiences,
accelerating the use of tech and AI, and
diversifying our revenues. Initiatives include
increasing our video content, innovating
with AI and driving off-platform
engagement, creating a more efficient
and resilient business for the future.
Clear
capital
allocation
framework
Well-understood
capital allocation
framework, supported
by a strong balance
sheet, with a track
record of paying
dividends.
Predictable and
reliable print business
The habitual nature of newspaper
consumption means we continue
to see reliable demand for our printed
products, selling over 200m copies
last year, delivering reliable revenues
and profitability.
Strong cash
generation
and robust
balance sheet
Our financial model is highly
profitable, with a track record of driving
efficiencies to deliver a strong operating margin
of 20%. The Group generates £103m operating
cash and has a healthy balance sheet with a
closing net debt of £35m and a Revolving
Credit Facility of £145m.
Long-term
uncertainties
resolved
Significant progress has been
made towards resolving two
long-standing uncertainties in
pension funding and historical
legal issues. With the end of
these issues in sight, financial
obligations will materially reduce.
13Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Our key strengths and resources
Delivering value now and in the future
Our business model
Our people
Our people drive our success as we evolve into a
digital business. We’re building a resilient, high-
performing workplace that delivers in a dynamic
and challenging environment.
Our brands
In a fragmented and misinformation-filled world,
Reach connects to people and communities with
120+ different brands. All serving their audiences
with trusted content, combining national scale and
local relevance.
Our audience
We have a huge scale, reaching nearly 69% of the
online UK population and 9% of the US population, with
a further 112m following us on social media and over
half a million people buying a newspaper every day.
Our technology
Our investment in data and technology powers
growth, while we embed AI across the business to
help us work smarter and faster. Our AI-driven ad
platform, Mantis, delivers content recommendations,
brand safety and ad targeting.
We connect with people where
they live, on and offline, through
their locations, passions and values
Sustainable growth, for the good of
our content, our communities, our
customers and our colleagues
Our purpose
Our ambition
14Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Delivering
value for all
stakeholders
Read more about how we
engage with stakeholders
on pages 62-65.
Underpinned
by our responsible
business pillars
Our business model continued
Creating trusted
quality content
Pages 26-27
Operating
with integrity
Pages 28-29
Developing
our teams
Pages 30-31
Protecting our
environment
Pages 32-36
How we generate value
Revenue through
engagement with
our content
Direct advertising
Indirect advertising
Print advertising
Revenue through
engagement with
our audiences
Subscriptions
Ecommerce
Affiliates
Print circulation
Audience
Driving engagement,
retention and growth
Journalists and creators
Using their skills and
expertise to tell the
stories that matter
Content
Distributed across channels
and via our trusted brands,
digitally on- and off-
platform and in print
15
Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
How we're
performing
Key performance indicators
We have six key performance indicators (KPIs) – four
financial and two non-financial. Our financial KPIs show
how we’re performing as a business; our non-financial
KPIs demonstrate how we’re performing against our
strategy.
Financial KPIs
Our financial priorities and KPIs are structured
around driving future value while managing current
performance. Digital revenue growth is the primary
measure of success for our strategy. Over 2025,
our three priorities have delivered growth, but it has
been more than offset by digital headwinds, including
the decline in on-platform audience. Print revenues
continue to account for c.75% of our Group revenues,
so despite ongoing structural decline in the industry,
the preservation of this revenue stream remains an
essential KPI. Our priorities are underpinned by strong
cost management and improved efficiency, making
adjusted operating margin a financial KPI. We actively
manage cash to ensure that we can fund our
obligations and provide returns for our shareholders,
and therefore include adjusted operating cash
as a financial KPI.
Non-financial KPIs
The well-established drivers of our digital revenues
are on-platform page views and revenue per thousand
pages. RPM or revenue per thousand pages is a yield
measure that demonstrates the financial return from
digital pages traded. Our three priorities, connecting,
accelerating and diversifying, will ultimately grow both
off-platform audiences and non-advertising revenues.
Our financial KPIs will therefore need to evolve as we
deliver against these priorities.
Target
Optimising the year-on-year
revenue decline.
Why it matters to us
Physical news publication sales are in
structural decline, nonetheless print still
generates three-quarters of our total
revenue and remains an important
revenue stream. Our team of operational
print experts continues to carefully
manage the value exchange with our
readers, balancing the necessary cover
price increases with promotional activity,
special one-off products and strong levels
of availability. Print revenue continues to
drive the strong cash flows that support
the momentum behind our three priorities.
Target
Year-on-year growth in digital revenue.
Why it matters to us
Our three priorities are in place to
accelerate growth, so digital revenue
specifically serves as a key success
measure. Our digital revenue is
predominantly driven by advertising
and we are diversifying our revenues -
including through our growing
subscriptions and ecommerce offerings.
The decline in referral traffic, as well
as a challenging macroenvironment
more than offset these growth initiatives,
leading to a slight dip in overall revenue,
more than offsetting our recent growth
initiatives. However, our shift toward
non-advertising streams continues to
improve our long-term resilience.
Print revenue decline
(£m)
(
4.6
)
%
Digital revenue growth
(£m)
(
0.9
)
%
148.3
20252024202320222021
149.8
127.4
130.0
128.9
465.1
20252024202320222021
448.6
438.8
406.7
388.1
16Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Key performance indicators continued
Target
Year-on-year growth.
Why it matters to us
Digital growth can come from increased
supply of advertising and/or an increased
traded price. Increasing supply, for
example by increasing the number of ad
units, is becoming more challenging due
to the direct impact and trade-off with
audience experience. It’s important to
understand the traded price, which is a
key driver of our digital performance.
There are two key factors that drive higher
revenue per thousand pages: first is the
demand/supply for online advertising and
second is our diversification into non-
advertising revenues which are not
directly related to volume. Importantly,
RPM is impacted by changes in page
views and therefore these two metrics are
connected and should be considered
together.
Target
Stabilisation in on-platform page views.
Why it matters to us
On-platform page views are driven from
a number of sources: Direct, Social,
Google and Other. Direct is where our
audience comes directly to our website,
Social is where our audience originates at
another source such as WhatsApp or
Facebook before being referred to our
platform, and Google referrals include
both search and Discover. Our on-
platform page views are materially higher
than off-platform and benefit from a
well-established monetisation engine. In
2025, we saw a decline in referral traffic
mainly attributable to Google. We are
focused on stabilising this decline and
growing our audience in new markets on
and off-platform.
Target
Maintain operating cash flow to meet
our financial obligations, including
pension funding, historical legal issues,
returns to investors and reinvestment
into the business.
Why it matters to us
Operating cash flow supports our
commitments to ongoing pension
funding and payments on historical
legal issues, as well as investment in
our strategy and returns to shareholders.
The business is strongly cash generative
due to the resilience of our print business
and efficient operating model.
Target
Continue to grow profitability
(measured by operating margin).
Why it matters to us
Operating margin is a measure of
our profitability. We need to generate
sufficient profit to meet our financial
obligations and invest in our business.
Over the near term we will need to
maintain these high levels.
Revenue per 1,000 pages
(£)
7.6%
Total average on-platform page
views per month (m)
(
7.9
)
%
Adjusted operating cash flow
(£m)
£103.5m
Adjusted operating margin
(%)
1.2PP
23.7
20252024202320222021
17.6
17.0
19.0
20.2
173.9
20252024202320222021
92.1
91.9
107.3
103.5
20252024202320222021
1,028.5
1,636.4
1,696.5
1,297.5
1,116.3
20252024202320222021
10.44
7.55
7.36
8.18
9.70
17Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Financial review
Financial review
Strong financial delivery and strategic
progress
Through 2025, the Group successfully navigated a
period of considerable change both internally and
externally, remained focused on delivering a complex
transformation programme and made good progress
against its three strategic priorities. The strong execution
was underpinned by consistent financial discipline,
which combined with a solid print performance meant
we were able to deliver £104.7m adjusted operating
profit, ahead of prior year.
Market conditions varied between the first and second
half of the year due to the volatile referrer environment.
Our first half performance benefited from on-platform
audience growth which is a key monetisation engine.
These gains unwound across the second half of the year
with a sharp decline in referral traffic, mainly attributable
to Google. Year-on-year on-platform page views
declined 8%. However, despite these challenges, digital
revenues proved resilient, declining just 0.9%, and
together these dynamics meant that our RPM, or revenue
per thousand page views, increased 8% year on year.
Our three strategic priorities, announced at the half year,
are designed to address these market dynamics by
focusing on new audiences, along with developing
expertise in video and further revenue diversification,
including the introduction of digital subscriptions.
Both direct and indirect revenues are important to
accelerating digital growth. Direct revenues comprise
advertising or commercial revenues generated through
direct engagement with advertisers, agencies or
consumers. Over the year direct revenues have declined
5.9%, which is primarily attributable to the tough
macroeconomic backdrop, especially for our local
business. Diversified revenues, which are a subset of
direct and include subscriptions, affiliates, ecommerce
and partnerships, grew 4.5%.
Indirect revenues grew 2.8%, these are advertising or
commercial revenues that are generated off-platform,
or programmatically on our owned and operated
websites (on-platform). This growth was achieved
through improved monetisation of off-platform
audiences despite the pressures from the decline in our
on-platform programmatic business.
Our three priorities are underpinned by efficient cost
and cash management, which remains fundamental
to the Group's success. These split into three clear areas
of focus:
Optimising print contribution: Print represents three-
quarters of Group revenues and underpins both the
profitability and cash generation of the Group. Our
operational teams have continued to expertly manage
cover price increases along with strong promotional
activity, partly mitigating the 19% decline in print
circulation volumes.
Darren Fisher
Chief Financial Officer
“The strong execution was
underpinned by consistent
financial discipline, which
combined with a solid print
performance meant we were
able to deliver £104.7m adjusted
operating profit.”
18Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Financial review continued
Simplifying the organisation: Restructuring was undertaken across Q3 to better align
the Group's resources with the three strategic priorities and to drive further efficiencies.
Our post year end decision to close two print sites will significantly reduce our
operational risks and further simplify our organisation. We will serve the majority of our
Scottish market out of Oldham to ensure that we continue to achieve strong levels of
utilisation at that site and will be outsourcing the remainder of our printing
requirements driving further cost savings.
Reducing operating costs: The focus of this year’s cost reduction was on reducing
overheads and general input costs, as well managing labour costs, which represent
the largest component of our cost base. As a result, adjusted operating costs were
reduced by £23m, or 5.2% year on year, exceeding our 4-5% target. The adjusted
operating margin improved by 1.2ppts to 20.2% (2024: 19.0%).
Cash and investment
Cash management remains a priority for the Group with our strong profit to cash ratio
maintained at 99% (2024: 105%). During the year, we completed three property
disposals generating £4.0m of net proceeds. The Group closed the period with net debt
of £34.9m (inclusive of £3.5m restricted cash). The Group’s Revolving Credit Facility is
£145.0m and has been extended by an additional 12 months to December 2029. We
take a prudent approach to leverage, and at the end of 2025 our leverage was 0.3x.
We have carefully invested in our three priorities, notably our video capabilities and
digital subscriptions as well as Mantis, our in-house ad tech platform, our US business
and Yimbly, an ecommerce marketplace which continues to scale with over 30,000
products.
Financial obligations
The Group operates with material financial obligations and during 2025 we paid
£64m in pension payments including £5m into escrow. A new triennial valuation is
currently underway with the pension trustees which is due to be completed by March
2027. Since the year end the Trinity Retirement Benefit Scheme (TRBS) has purchased a
bulk annuity insurance policy to cover its remaining uninsured members, a ‘buy in’. This
has resulted in the Group no longer needing to make the remaining scheduled funding
contributions. This has reduced our total expected funding contributions by £8.6m.
In light of the above, the current funding schedule shows a further £59m in pension
commitments in 2026 and £58m in 2027, and these materially step down in 2028.
Building momentum across our three priorities to successfully navigate this bridging
period is a key objective for the Group.
Outlook
The cost of change associated with closure of our two print sites is estimated to be
c. £25m and our ongoing pension contributions are expected to reduce to £59m. The
remainder of our financial commitments for the year ahead are similar to 2025, with
expectations for historical legal issues and capital expenditure unchanged. In line with
our prudent view on debt levels we do not anticipate leverage exceeding 1x EBITDA.
We are committed to executing our three priorities, in particular the expansion of our
video offering and the rollout of subscriptions across our titles, which is key to building a
more successful and sustainable digital business.
These efforts will be underpinned by the continued optimisation of print and efficient
management of our cost base. We expect to reduce operating costs by 5-6% and are
on track to deliver market expectations for the full year.
Summary income statement
The results have been prepared for the year ended 31 December 2025. The comparative
period has been prepared for the year ended 31 December 2024.
Adjusted
2025
£m
Adjusted
2024
£m
YOY
change
%
Statutory
2025
£m
Statutory
2024
£m
YOY
change
%
Revenue 518.4 538.6 (3.7) 518.4 538.6 (3.7)
Costs (416.4) (439.1) (5.2) (679.1) (465.9) 45.8
Associates 2.7 2.8 (4.2) 0.6 1.5 (56.7)
Operating profit/(loss) 104.7 102.3 2.4 (160.1) 74.2 (315.8)
Finance costs (5.0) (5.1) (0.8) (5.8) (11.4) (48.7)
Profit/(loss) before tax 99.7 97.2 2.5 (165.9) 62.8 (364.3)
Tax (charge)/credit (15.0) (17.5) (13.9) 33.6 (9.2) (464.0)
Profit/(loss) after tax 84.7 79.7 6.1 (132.3) 53.6 (347.2)
Earnings/(loss) per share –
basic 26.8 25.3 5.9 (41.9) 17.0 (346.8)
19
Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Financial review continued
Group revenue declined by £20.2m or 3.7% to £518.4m with print decline of 4.6% and
digital revenue decline of 0.9%.
Adjusted operating costs decreased by £22.7m or 5.2%, offsetting the decline in revenue.
The cost reduction was driven by efficiencies from the restructure and effective
overhead management. This allowed us to successfully offset increases from inflation,
the Company-wide pay rise and increase to National Insurance. Newsprint costs
decreased reflecting the lower print volumes.
Adjusted operating profit increased £2.4m with an improved adjusted operating profit
margin of 20.2% (2024: 19.0%). Statutory operating profit decreased by £234.3m,
primarily due to the increase in operating adjusted items.
At the reporting date we performed a full impairment review. We have reported lower
digital revenues in 2025 and have lower digital revenue expectations for 2026 which is
attributable to the decline in referral traffic, compounded by the impact of the
continued challenging macroeconomic backdrop. This has in turn reduced our
long-term growth rate assumption used within our impairment assessment. Our three
key strategic priorities are designed to address these challenges.
The changes in these assumptions resulted in an impairment charge of £182.6m
(£222.8m gross of deferred tax). The charge has been allocated to goodwill (£35.9m),
publishing rights and titles (£120.6m which represents £160.8m offset by a credit to
deferred tax of £40.2m), internally generated assets (£5.2m), property, plant and
equipment (£19.4m) and right-of-use assets (£1.5m).
Adjusted earnings per share increased by 1.5p or 5.9% to 26.8p. Statutory earnings per
share decreased by 58.9p to a loss per share of 41.9p, principally due to the decrease
in operating profit.
Revenue
2025
Actual
£m
2024
Actual
£m
YOY
change
£m
YOY
change
%
Digital 128.9 130.0 (1.1) (0.9)
Direct 51.4 54.7 (3.3) (5.9)
Indirect 77.5 75.3 2.2 2.8
Print 388.1 406.7 (18.6) (4.6)
Circulation 288.4 298.5 (10.1) (3.4)
Advertising 55.8 65.4 (9.6) (14.8)
Printing 16.8 17.3 (0.5) (2.9)
Other 27.1 25.5 1.6 6.3
Other 1.4 1.9 (0.5) (23.0)
Total revenue 518.4 538.6 (20.2) (3.7)
Digital revenue declined 0.9% to £128.9m (2024: £130.0m) with on-platform digital
page views down 8%. The reduction in page views was due to the second half of the
year performance, driven primarily by a 46% year-on-year reduction in traffic from
Google (H225v.H224). This meant that our RPM, or revenue per thousand page views,
increased 8%.
Digital revenues are categorised as either direct revenues or indirect revenues. Direct
revenues are advertising or commercial revenues that are generated from direct
engagement with the advertiser, agency or consumer. A subset of direct is diversified
revenues which includes subscriptions, affiliates, ecommerce and partnerships. Indirect
revenues are advertising or commercial revenues that are generated indirectly such
as revenue on social platforms (off-platform) or programmatically on owned and
operated websites (on-platform).
Within digital, direct revenues declined 5.9%, impacted by the tough macroeconomic
backdrop, particularly for our local business. Conversely, indirect revenues increased
by 2.8%, as the improved monetisation of audiences off-platform countered the
pressures from the declining on-platform volume. We continue to grow revenues
outside of core advertising with diversified revenues growing 4.5% year on year.
Print revenue decreased by £18.6m to £388.1m (2024: £406.7m). However, we saw
resilient circulation performance with revenue down 3.4% to £288.4m. This was
achieved using cover price increases, promotional activity and special editions to
mitigate volume decline.
Print advertising declined by £9.6m, or 14.8%, year on year. This performance was in line
with our expectations given the strong comparative and outperformed volume trends,
which were down 19% year on year, supported by demand from food retail and
government spend including public notices.
Printing revenue includes third-party printing revenues and these decreased by 2.9% to
£16.8m (2024: £17.3m). Other print revenue increased by 6.3% to £27.1m (2024: £25.5m)
supported by the strong performance of Reach Sport as a result of one-off events.
20
Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Financial review continued
Costs
Adjusted
2025
£m
Adjusted
2024
£m
YOY
change
%
Statutory
2025
£m
Statutory
2024
£m
YOY
change
%
Labour (208.5) (216.0) (3.5) (208.5) (216.0) (3.5)
Newsprint (37.4) (42.2) (11.3) (37.4) (42.2) (11.3)
Depreciation and
amortisation (19.7) (19.6) 0.5 (19.7) (19.6) 0.5
Production and sales
related costs (62.5) (62.0) 0.8 (62.5) (62.0) 0.8
Other (88.3) (99.3) (11.2) (351.0) (126.1) 178.2
Total costs (416.4) (439.1) (5.2) (679.1) (465.9) 45.8
Labour, which accounts for half our adjusted total cost base, has decreased by 3.5%.
This decrease was achieved through efficiencies from the restructure, which was
primarily intended to align resources with our three priorities but also created
efficiencies and cost savings. This allowed us to successfully offset the inflationary
pressures from the annual Company-wide pay rise and National Insurance increases.
Newsprint costs decreased 11.3% reflecting the fall in newsprint volumes.
Production and sales-related costs including production, distribution, marketing and
other cost of sales remained broadly flat at £62.5m (2024: £62.0m). Effective overhead
management achieved a £11.0m reduction in adjusted ‘Other’ costs to £88.3m. Key
components of this category include IT-related costs £33.0m (2024: £32.2m), utilities,
rates and other office costs £20.6m (2024: £23.1m) and other editorial costs £15.9m
(2024: £19.6m). The reduction in overheads alongside the newsprint and labour savings
meant adjusted operating costs decreased by £22.7m or 5.2% to £416.4m.
Statutory operating costs were £213.2m higher, driven by the increase in operating
adjusted items of £235.9m. This is mainly attributable to the impact of a non-cash
impairment charge of £182.6m (of which £222.8m is included within statutory operating
loss offset by a £40.2m credit to deferred tax) (2024: nil) and £14.9m higher severance
costs relating to the significant restructure undertaken during the year.
Operating adjusted items included in statutory costs related to the following:
Statutory
2025
£m
Statutory
2024
£m
Restructuring charges (22.9) (8.0)
Defined benefit pension scheme-related costs (12.9) (16.3)
Impairment of goodwill, publishing rights and titles, internally
generated intangibles, property, plant and equipment and
right-of-use assets (222.8) —
Property-related items (0.7) 1.1
Other items (3.4) (3.6)
Operating adjusted items in statutory costs (262.7) (26.8)
The Group estimates for historical legal issues are unchanged. As a result, there is no
increase in the provision relating to the costs associated with dealing with and
resolving civil claims in relation to historical phone hacking and unlawful information
gathering (2024: no change).
Restructuring charges of £22.9m (2024: £8.0m) primarily relate to the in-year
organisational changes to align the Group's resources with the three strategic priorities
and drive efficiencies.
Defined benefit pension scheme-related costs of £12.9m (2024: £16.3m) comprise
external pension administrative expenses of £5.4m (2024: £4.7m), internal defined
benefit pension administrative expenses of £0.5m (2024: £0.5m), adviser costs of £4.8m
(2024: £6.1m) and an additional one-off past service cost of £2.2m representing a
Barber Window adjustment attributable to the Trinity Retirement Benefit Scheme (the
‘Trinity Scheme’). 2024 also included the £5.0m one-off past service cost within the
West Ferry Printers Pension Scheme.
A non-cash impairment charge has been allocated to goodwill (£35.9m), publishing
rights and titles (£120.6m which represents £160.8m offset by a credit to deferred tax of
£40.2m), internally generated assets (£5.2m), property, plant and equipment (£19.4m)
and right-of-use assets (£1.5m) (2024: nil).
Property-related items comprise the profit on sale of assets of £1.4m (2024: £5.5m), less
vacant freehold property-related costs of £0.3m (2024: £1.5m) and onerous lease and
related costs of £1.8m (2024: £2.8m). 2024 also included the impairment of vacant
freehold property of £0.1m.
21
Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Financial review continued
Other adjusted items comprise other restructuring-related project costs of £1.8m
(2024: £2.1m), the Group’s net legal fees in respect of historical legal issues of £1.6m
(2024: £1.0m), corporate simplification costs of £0.6m (2024: £0.5m) less a reduction in
National Insurance costs relating to share awards of £0.6m (2024: £nil).
Reconciliation of statutory to adjusted results
Statutory
results
£m
Operating
adjusted
items
£m
Pension
finance
charge
£m
Adjusted
results
£m
Revenue 518.4 ——518.4
Operating (loss)/profit (160.1) 264.8 — 104.7
(Loss)/profit before tax (165.9) 264.8 0.8 99.7
(Loss)/profit after tax (132.3) 216.2 0.8 84.7
Basic (loss)/earnings per share (p) (41.9) 68.4 0.3 26.8
The Group excludes operating adjusted items and the pension finance charge from
the adjusted results. Adjusted items relate to costs or income that derive from events
or transactions that fall within the normal activities of the Group, but are excluded from
the Group’s adjusted profit measures, individually or, if of a similar type in aggregate,
due to their size and/or nature, in order to better reflect management’s view of the
performance of the Group.
Items are adjusted on the basis that they distort the underlying performance of the
business where they relate to material items that can recur (including impairment,
restructuring and tax rate changes) or relate to historical liabilities (including historical
legal and contractual issues and defined benefit pension schemes which are all
closed to future accrual).
Other items may be included in adjusted items if they are not expected to recur in
future years, such as property rationalisation, and items such as transaction and
restructuring costs incurred on acquisitions, or the profit or loss on the sale of
subsidiaries, associates or freehold buildings.
Management excludes these from the results that it uses to manage the business and
on which bonuses are based to reflect the underlying performance of the business
and believes that the adjusted results, presented alongside the statutory results,
provide users with additional useful information. Further details on the items excluded
from the adjusted results are set out in note 34.
Balance sheet and cash flows
Historical legal issues provision
The historical legal issues provision relates to the cost associated with resolving civil
claims in relation to historical phone hacking and unlawful information gathering.
Payments of £4.4m have been made during the period. At the year end, a provision of
£4.7m remains outstanding and this represents the current best estimate of the
amount required to resolve this historical matter. Further details relating to the nature
of the liability, the calculation basis and the expected timing of payments, are set out in
note 27.
Decrease in accounting pension deficit
The IAS 19 pension deficit (net of deferred tax), in respect of the Group’s defined benefit
pension schemes, decreased by £39.2m from £34.0m at 2024 to a £5.2m surplus at the
year end. The movement is primarily driven by Group contributions.
Group contributions in respect of the defined benefit pension schemes in 2025 were
£59.1m (2024: £59.2m). This excludes the additional £5.5m transfer to secure bank and
escrow accounts during the year for two of the schemes which is recognised in our
consolidated balance sheet, and which may be transferred to the corresponding
schemes at a later date, depending on their funding status. Contributions paid to the
schemes in 2026 are expected to be £57.3m under the current schedule of
contributions excluding amounts paid into secure bank and escrow accounts.
Profit to cash measure
This ratio is a measure of our effectiveness at working capital management. It is
calculated as our adjusted operating cash flow as a proportion of adjusted operating
profit.
2025
£m
2024
£m
Adjusted operating profit 104.7 102.3
Depreciation and amortisation 19.7 19.6
Adjusted EBITDA 124.4 121.9
Working capital movement 0.1 4.4
Other 1.9 2.9
Associates (2.7) (2.8)
Adjusted cash generated from operations 123.7 126.4
Lease payments (6.6) (7.3)
Capital expenditure (13.6) (11.8)
Adjusted operating cash flow 103.5 107.3
Profit to cash ratio 99% 105%
22
Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Financial review continued
During the period, adjusted operating profit was £104.7m (2024: £102.3m) and the
adjusted operating cash inflow was £103.5m (2024: £107.3m) with a profit to cash ratio
of 99% (2024: 105%).
The table below shows how the Group is using the cash generated from operations to
meet its financial obligations. Adjusted cash generated from operations is adjusted
operating cash flow, excluding the impact of net lease payments and capital
expenditure.
Uses of cash
2025
£m
2024
£m
Adjusted cash generated from operations 123.7 126.4
Pension payments to schemes (59.1) (59.2)
Pension payments into escrow (4.5) (1.9)
Historical legal issues (4.4) (9.1)
Restructuring (23.2) (16.5)
Capital expenditure (13.6) (11.8)
Proceeds from disposal of property 4.0 14.6
Other (20.4) (23.4)
Cash flow before returns to shareholders 2.5 19.1
Dividends paid (23.2) (23.2)
Cash flow after returns to shareholders (20.7) (4.1)
Net debt (34.9) (14.2)
Material uses for cash include pension contributions totalling £59.1m (2024: £59.2m)
and capital expenditure of £13.6m. Other comprises professional fees in respect of
historical legal issues and adviser costs in relation to the defined benefit pension
schemes of £7.1m (2024: £4.2m), net lease payments of £6.6m (2024: £7.3m), net
interest and charges paid on borrowings of £4.7m (2024: £3.9m), income tax paid of
£2.4m (2024: £2.4m), tax receipts of residual overpayments previously held with HMRC
of £4.8m (2024: nil) and other movements which account for the balance of cash flows.
The Group paid a dividend in the period of £23.2m (2024: £23.2m).
Cash balances
Net debt at the year end is £34.9m (inclusive of £3.5m restricted cash), an increase of
£20.7m from £14.2m at the end of 2024. The Group has £44.5m drawn down on its
Revolving Credit Facility, with the overall total cash position of £9.6m at the year end.
The Group has a Revolving Credit Facility of £145.0m, which has been extended to
December 2029.
Cash generated from operations on a statutory basis was £83.2m (2024: £89.5m). The
Group presents an adjusted cash flow which reconciles the adjusted operating profit
to the net change in cash and cash equivalents, which is set out in note 35.
A reconciliation between the statutory and the adjusted cash flow is set out in note 36.
The adjusted operating cash flow was £103.5m (2024: £107.3m).
Dividends
The Board paid a final dividend for 2024 of 4.46 pence per share in May 2025. An interim
dividend for 2025 of 2.88 pence per share was paid on 19 September 2025 to
shareholders on the register on 15 August 2025 (2024: 2.88 pence per share).
The Board proposes a final dividend of 4.46 pence per share for 2025 (2024: 4.46
pence). The final dividend, which is subject to approval by shareholders at the Annual
General Meeting on 6 May 2026, will be paid on 29 May 2026 to shareholders on the
register at 1 May 2026. The Board has considered all investment requirements and its
funding commitments to the defined benefit pension schemes.
Darren Fisher
Chief Financial Officer
3 March 2026
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Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Responsible business overview
We aim to act with integrity at all
times – not just because we have
a responsibility to stakeholders, but
because it’s the right thing to do.
In 2025, we continued to implement
our formal framework, guiding our
approach to responsibility and
sustainability. Notably, we were
able to take the significant step
of announcing our near-term
Science Based Targets, setting
our path for net zero.
We remain committed to challenging and improving
the standard of our reporting, making sure we stay
focused on the issues that matter to our stakeholders.
Through 2025, the Sustainability Committee continued
to regularly receive updates under this framework and
has agreed to continue using this in 2026, to reflect ESG
challenges and opportunities affecting Reach and our
stakeholders. We will keep the relevance and
importance of these issues under review throughout the
coming year.
A responsible,
sustainable
business
24Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Responsible business overview continued
maintaining independent
journalism, campaigning
and the role of a free press in
society;
product stewardship;
fair and ethical conduct;
innovation; and
making a wider economic
contribution.
sustainability
governance
and management;
privacy and security;
political considerations;
the supply chain (shared);
human rights;
labour rights; and
health and safety.
supporting diversity
and inclusion;
attracting, developing and
retaining talent; and
supporting a positive culture
and wellbeing.
GHG emissions;
energy and climate
change;
waste;
biodiversity;
other emissions, effluents
and pollution;
water;
the supply chain (shared);
and
speaking up for
environmental issues in our
editorial content.
Protecting our
environment
page 32
Developing
our teams
page 30
Operating
with integrity
page 28
Creating
trusted quality
content
page 26
Our responsible business framework
Material issuesMaterial issues Material issues Material issues
25Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Responsible business: Creating trusted quality content
Creating trusted quality content
We stand up for truth
with our trusted quality
content
At a time when disinformation poses a risk to both
the industry and our wider society, our titles have
an important role to play in providing trusted and
quality content. There have been multiple
shocking incidents of violence in our communities
this year – from the Synagogue terror attack in
Manchester to the stabbing on the train in
Huntingdon, and we saw disinformation spread
rapidly on social media in the aftermath. We and
our titles stand against this as we campaign and
lobby on behalf of communities.
Our titles connect people and communities
across the UK, Ireland, US and other countries
around the world – even when political parties
seek to censor them, as was the case with the
Reform council in Nottinghamshire banning
Nottinghamshire Live in autumn 2025. We have a
responsibility to our audiences to deliver accurate,
independent journalism everybody can trust and
cover the issues that matter most to them.
Relevant UN SDGs
Editorial freedom
Reach is home to many brands that differ in audience
and political ideology but which are all built on the
principles of freedom of speech and editorial
independence. We welcome lawful expression from
different perspectives, without exclusion. With no single
title or contributor representing Reach as a whole,
we are greater than the sum of our parts.
Regulated by IPSO
While we believe in holding ourselves to high standards,
we’re also an active member of IPSO, which acts as an
independent regulator across many UK titles and
enforces the Editors’ Code of Practice. As we say in our
annual statement to IPSO, we have ‘no appetite for
behaviours or decisions that knowingly lead to the
publication of inaccurate, misleading or distorted
information’.
In 2025, IPSO notified us of the outcomes in respect of 44
complaints, some of which were received in previous
years. Of these, 24 were upheld by IPSO (14 with the
requirement to publish a full adjudication or correction
and 10 where sufficient remedial action (SRA) had been
taken) and 20 were not upheld. 96 were resolved during
the referral period in 2025.
Legal standards
Our legal induction and refresher programme touches
on all elements of media law, with modules on IPSO and
the Editors’ Code as well as our own required editorial
standards. Editorial colleagues are required to complete
this programme every two years.
A refresher module on the core clauses of the Editors’
Code of Practice also forms part of our annual
mandatory compliance training programme for all
editorial employees.
All editorial employees are sent regular legal bulletins
highlighting issues and updates; reading is mandatory
and timely compliance is monitored.
Editorial inclusion
In 2025, we widened membership of our monthly
Editorial Inclusion Board (EIB) to encompass the full
scope of editorial, defining three strategic pillars in our
work: diversity in our newsrooms, diversity in our content
and inclusivity in our content. The Belonging Project, in its
fourth year, has continued making journalism across all
our brands more representative of the diverse
communities served by our brands. For more on making
our editorial teams more diverse, see page 30.
Our approach to AI
Along with the wider industry, we increasingly use AI to
support our work, in particular to speed up or automate
routine tasks. In 2025, journalists using AI tools supported
over 21% of our page views, with useful areas including
repurposing Reach content for different audiences
across our portfolio.
We uphold the principle that everything we publish must
be approved by a journalist, whatever tools they have
used to support their work. We continue to test a
number of AI opportunities to support both our editorial
teams and the wider business, and in 2025 much of the
focus was on embedding AI in the wider organisation to
support daily tasks, from data analysis to admin to
formatting.
We remain alive to the risks, particularly in terms of
protecting our Intellectual Property (IP) and the impact
of AI overviews on search referrals. We have also agreed
a partnership with Amazon AWS which we feel is a step
forward in tech firms compensating fairly for quality
content, and this is an area we will continue to explore.
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Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Responsible business: Creating trusted quality content continued
Nottinghamshire’s Reform council
bans Reach titles
In September 2025, Reform UK banned Nottinghamshire
Live and its Local Democracy Reporters (LDRs) from
speaking to Nottinghamshire County Council cabinet
members, receiving press releases and attending press
events. This meant that the largest authority in the area
was effectively avoiding almost all press scrutiny. The
team were relentless in their efforts to challenge this,
teaming up with Reach's in-house legal team and
colleagues across the business to successfully
challenge the ban and get it overturned.
MyLondon’s housing crisis campaign
lobbies for change
MyLondon's Broken Homes campaign drew on a year’s
worth of reporting to highlight how widespread lift
failures are in tower blocks in the capital. The
investigation found fresh case studies showing the real
impacts of not having a working lift, turning their blocks
into a prison for those less able. The reasons given were
analysed with common themes spotted – either the lifts
were well past their intended lifespan due to being in
ageing blocks of flats, or parts were difficult to source,
often having to be ordered from Europe. MyLondon is
now pushing the Government for specific legislation that
requires lift repairs to be done within a short timeframe.
Daily Record’s campaign to prevent
youth suicide in Scotland
More than a quarter of young Scottish deaths are by
probable suicide. That's why, in November 2025, the Daily
Record launched a new campaign – Save Young Lives.
Their objective is to reduce this toll, with the campaign
being backed by the bereaved families of young people
who have taken their own lives in recent years. It has
three aims: suicide prevention courses in every Scottish
school (as has just been introduced in England),
reduced waiting times for mental health care and a
drive to ensure every adult in Scotland does their part by
knowing the key facts, including knowledge of where to
get help. The Record has published key information on
what to look for, and how to seek help, for its millions of
Scottish readers online and in print. It is also calling on
the Government, and every political party, to include
their solutions in manifesto promises for the 2026
Scottish Parliament elections.
Campaigning on
behalf of others
From national to local, our
journalists produce work that
matters to society and to the
communities they serve. Our
titles understand the
responsibility they have to give
a voice to those who need it
most, and to have a positive
impact through high-quality,
passionate journalism capable
of delivering real change.
Mirror launches Missed campaign
to raise awareness of missing people
Last year, the Mirror launched the Missed campaign in
partnership with UK charity Missing People. It aimed to
raise awareness of every publicly-listed missing person
in the UK, where 170,000 people go missing each year
– one person every 90 seconds. A key aim was to make
sure that all stories of missing people get the same
focus, irrespective of race, class, gender, sexuality or
other factors. The Missed campaign – which has also
been adopted on the Irish Mirror – calls for a new
strategy for dealing with missing people, for more
investment in prevention and greater support when
missing people return. The Mirror’s coverage of 17-year-
old Deante James’s disappearance in March 2025
contributed to his safe return home in June.
Express secures victory for pensioners
in winter fuel fight
The Express earned a major campaign win when the
Government reversed plans to remove winter fuel
payments for more than nine million pensioners. They
had campaigned vigorously against the policy,
featuring stories of elderly people who would be most
significantly impacted, and were rewarded when
Chancellor Rachel Reeves confirmed details of the
u-turn. As a result, anyone with an income of £35,000 or
below will benefit from the payments of up to £300
designed to help them stay warm. It means the
overwhelming majority of those who lost the money will
become eligible again, following the Express crusade
demanding the allowance is reinstated.
BirminghamLive’s 360° look at
knife crime epidemic
The BirminghamLive team spent months producing a
wide-ranging investigation into knife crime. The Deep
Cuts campaign seeks to answer wider questions about
rising levels of knife possession and the increased
likelihood younger people will be both victims and
perpetrators. The title’s Agenda Editor spoke to people
on all sides of the issue to inform its campaign asks, and
the team collaborated with the Reach Data Unit to
create a powerful piece of interactive storytelling
showcasing the full scale of the issue.
27
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Responsible business: Operating with integrity
Operating with integrity
Relevant UN SDGs
countries we operate in. These principles inform our
approach and ensure we act with integrity when
dealing with customers’ and employees’ data. These
principles include:
• we only collect, store and process personal data that
is relevant and necessary for the purpose for which it
was collected;
• we communicate openly with individuals on how and
why their data is being processed, and have
appropriate policies, practices and training in place
for the safe handling, storage, sharing, retention and
deletion of the personal data we process; and
• we take appropriate technical and organisational
security measures to protect personal data
throughout its data lifecycle, and require the same
standards from our third-party service providers.
Alongside our data protection policies and controls,
our data protection team supports overall compliance,
working closely with teams across the business. The
data protection team also leads on personal data
incident management and timely data subject rights
compliance, for which we have comprehensive
procedures.
Key policies, principles and practices
We take a strong stand on areas such as anti-bribery,
anti-corruption, anti-slavery and discrimination. Further
information regarding our policies is available to read
on our website.
Anti-bribery and anti-corruption
• we comply with relevant anti-bribery and anti-
corruption laws, and have an Anti-bribery Policy and
compulsory e-learning module on anti-bribery and
anti-corruption for all employees; and
A proactive approach
We’re committed to acting ethically and
with integrity in everything we do, from how we
source, report and disseminate our journalism, to
how we run our business and treat our people. By
upholding these standards, and meeting those set
by regulators and expected by wider society, we’re
able to support our journalists and those our
journalism empowers in holding authority to
account.
In recent years, we have formalised our approach
to key policies and practices for all our employees.
We also have a number of training processes
geared specifically around our editorial teams –
see page 26.
Improving ethical standards online
As our digital business becomes increasingly important,
our responsibility to our customers and advertisers is
greater than ever.
Our ad tech platform, Mantis, has brand safety features
which ensure our clients’ ads only appear in appropriate
environments, providing far greater accuracy and a
faster safety categorisation compared to traditional
blocklist methods.
Reach belongs to several industry bodies and is an
active member of the News Media Association (NMA).
We comply with the Advertising Standards Authority’s
(ASA) Code for Non-broadcast Advertising and are
members of The Trust Project. Reach is also a Board
Member partner of both the Internet Advertising Bureau
and News Media Coalition.
Protecting our customers and their data
We have procedures and mandatory training to
manage personal data and maintain cyber security in
line with regulation in the countries where we operate,
namely the UK General Data Protection Regulation
(GDPR), the Data Protection Act (DPA) and US State and
Federal laws including the California Consumer Privacy
Act (CCPA), the Virginia Consumer Data Protection Act
(VCDPA) and the Connecticut Data Privacy Act (CTDPA),
among others in states like Texas, New Hampshire and
Maryland. Our security policies and incident response
procedures are regularly tested up to and including
executive level.
Data protection principles
We have developed a core set of fundamental
principles to further embed a culture of data trust and
integrity across every area of the business in all
28
Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Responsible business: Operating with integrity continued
• we require our suppliers, contractors and business
partners to comply with the law and include
mandatory warranties on anti-bribery and anti-
corruption in our contracts to support this.
Anti-slavery
• our Anti-slavery Policy, in accordance with the Modern
Slavery Act 2015, sets out our zero-tolerance approach
to slavery, child labour, bribery and corruption –
and indicates to employees what slavery, servitude,
forced or compulsory labour and human trafficking
might look like. It applies to all our employees and
anybody who works on our behalf.
Code of Conduct and discrimination
• our Code of Conduct makes it clear we won’t
accept discrimination of any kind – including against
gender, race, disability, sexuality, religion or age –
in line with the law. To reduce the likelihood of
discrimination taking place, we communicate policies
and make them available to all employees, promote
awareness when we recruit and train our managers in
inclusive hiring.
Disciplinary and grievance processes
• every Reach employee has the right to be heard and
the right to a fair hearing; policies are detailed and
clear and employees can also seek further advice
from our advisory team.
Inside information
• as Reach is a listed company, we have an established
Inside Information Policy, which is approved by the
Board and ensures our employees are aware of our
obligations under the Listing Rules and the Market
Abuse Regulation.
Whistleblowing
• our Speak Up Policy, which is reviewed by the Audit &
Risk Committee, and a confidential, independent
whistleblowing line promoted on our intranet, enable
all employees to report concerns about the integrity
of the business or breaches of our policies without
fear of criticism or discrimination.
Our employees complete compliance courses relating
to many of our policies and practices, plus courses
including cyber security, editorial policy and corporate
criminal offences. We aim for 100% of employees to
complete courses relevant to their role. In 2025, we saw
a 93.94% completion rate, with leavers and long-term
absences mainly accounting for the remainder.
Our human rights principles
• we issue clear contracts of employment, make sure
working hours are well within the Working Time
Directive maximum thresholds and commit to never
forcing our people to opt out of working time
regulations;
• we pay employees for the work they do and provide
holidays and rest periods in line with regulations;
• we monitor holiday usage with our leave and time
management process, and regularly encourage
colleagues, directly and via managers, to take their
full entitlement; and
• we pay Living Wage Foundation and Apprentice
rates as a minimum, and never subject anyone to
forced labour.
Working together to achieve a safe working
environment
Reach is a dynamic organisation with two key
operations: Reach Publishing, which covers
newsgathering and commercial activities, and Reach
Printing Services.
Our commitment to health and safety was recognised
in 2025 when our health & safety team achieved the
RoSPA Order of Distinction Award – the 21
st
consecutive
Gold for Reach plc – and also received the RoSPA
Winner of the Entertainment & Media Sector Award.
In 2025, we continued our single certification for the ISO
standards across Reach Printing Services, with all sites
certified to ISO 9001 (Quality Management), ISO 14001
(Environmental Management) and ISO 45001
(Occupational Health and Safety).
To reflect the realities of safety in the internet age, we
have put in place a dedicated Online Safety Editor who
works closely with the security and health and safety
teams. For more on online safety, see page 31.
2025 safety insights
This year, our health & safety team has continued to
protect our people in complex environments across the
globe, for example supporting colleagues in war zones
in Ukraine and the Middle East. We've supported
excellent journalism in the most challenging conditions,
providing rigorous safety planning for our journalists
reporting on riots and protests or the homelessness
crisis on our streets.
Our events safety team also collaborated closely with
our events staff to execute two successful and safe
national events: the Pride of Scotland and Pride of Britain.
Our section 172 statement can be found on
pages 62 to 65. It sets out how the Board has, in
performing its duties over the course of the
year, considered the matters set out in section
172 of the Companies Act 2006, alongside
examples of how each of our key stakeholders
has been considered and engaged.
We report against the Sustainability Accounting
Standards Board (SASB) framework on pages
172 to 173.
Health and safety performance in 2025
In 2025, information on four accidents reportable
according to Reporting of Injuries, Diseases and
Dangerous Occurrences Regulations 2013 (RIDDOR) were
passed to the Health and Safety Executive.
We investigated each event and acted accordingly. All
four were reported under the ‘over-seven-day
incapacitation’ requirement. This is when an employee
(or contractor) is off work or not able to perform their
normal duties for seven days or more as a result of a
workplace accident.
Health and safety enforcement activity
No health and safety enforcement action was taken
against Reach in 2025.
29Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Responsible business: Developing our teams
Developing our teams
Relevant UN SDGs
Developing our talent
To develop our talent and drive business transformation, in
2025 we implemented targeted development initiatives for
leaders and managers, including:
• evolving our management learning suite to better
support training at the 'point of need';
• implementing a mandatory compliance module to
reinforce the core responsibilities and behaviours
expected of all people managers; and
• launching the ‘People Manager Message’ channel to
empower managers with need-to-know information.
This channel has been highly successful, achieving an
average open rate of over 67%.
Beyond leadership and management development, we are
future-proofing our wider workforce by directing
apprenticeship levy funding to upskill 65 colleagues in
critical data, digital and AI capabilities over the next
18 months.
Diversity and inclusion at Reach
We have a responsibility to reflect the world around us
through our content and serve our audience with a rich and
varied offering. We believe that creating a diverse and
inclusive environment is crucial to achieving this.
Our employee-led colleague networks continue to grow
and provide content for all employees to engage with.
In 2025 we launched two new networks: United at Reach –
providing a safe space for anyone who identifies as a
person of colour and/or a person of faith, and The Cycle
Collective, which has grown out of the popular Meno-Chat
group – a support network to discuss all aspects of
women’s health and wellbeing.
In November we were accredited as a Menopause Friendly
organisation by Henpicked. This recognises our
commitment to creating an inclusive, supportive and
well-informed environment for our people experiencing
menopause and perimenopause.
Outreach
We're now into our second year of the 'Get Into Journalism'
programme, working in partnership with The King's Trust for
young people aged 18 to 30 from underprivileged and
under-represented backgrounds.
Our 2024 joiners are partway through their 18-month
content creator apprenticeship in our national newsrooms.
For 2025, we've launched a cohort for seven young people
to complete their 18-month content creator apprenticeship
in our regional newsrooms of Liverpool, Manchester and
Newcastle.
Belonging Project
The Belonging Project has continued making our journalism
more representative of the diverse communities served by
our brands. The content has proven popular with readers
and has achieved a substantial year-on-year increase in
page views per article count.
Some of the key projects this year were:
• our disability coverage, including headlines and
articles in this area that have performed exceptionally
well across numerous regions;
• the Chinese New Year coverage, which achieved a
significant breakthrough, demonstrating success for
high-quality, sustained coverage in regions with large
respective communities; and
• Essex Live's thoughtful and dedicated coverage of the
Orthodox Jewish community within its readership,
which also gained significant traction this year, further
diversifying the audience and demonstrating the
value of hyper-local, community-specific reporting.
Supporting people with disability
We’ve continued our commitment to giving fair
consideration to applications for employment made by
disabled people, subject to the requirements for the job.
We strive to ensure that disabled employees receive equal
Building a culture
where people thrive
Our success as a business is dependent on the
talent, welfare and safety of our people. This year
we welcomed our new CEO, Piers North, who
introduced our new purpose of connecting with
people where they live, on and offline, through
their locations, passions and values.
As both the print and online media landscapes
continue to change rapidly, so do the needs of our
business in terms of the size and skills of our
teams. A key focus this year was reshaping the
business to be better aligned to the environment
as well as our strategic priorities (for example,
video, tech, digital subscriptions). We expect that
in the medium term we will continue to shape and
resize many of our teams, across not only editorial
but also central functions, including commercial,
HR and finance.
As always, it is important that we support our
people through structural change, providing open
communication and support for teams
throughout the process and as we look ahead.
30Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Responsible business: Developing our teams continued
access to planned employee training and development, as
well as equal opportunities for promotion. We make every
effort to ensure that continuing employment opportunities
are provided for employees who become disabled, where
reasonably practical to do so. In addition, we are founding
members of the Valuable 500, a disability-focused business
collective.
Keeping our people engaged
We have a strong belief in the link between employee
engagement and overall business success, and a
commitment to effective communication that builds trust,
sense of belonging and engagement.
Our CEO, Piers North, prioritises proactive employee
communication – not just through sharing regular updates
through channels like quarterly livestreams and financial
performance update videos, but importantly through
listening and discussion groups.
All our Executive Committee members similarly run regular
in-person and online events for their teams, scheduled
around important company moments, such as financial
results.
A highlight this year was our ReachFWD commercial
conference and awards ceremony in November, which
brought together the wider commercial team in-person for
the first time since we integrated the team’s structure.
The event was extremely well-received by employees – with
people reporting they feel better connected to our business,
its strategy and goals (with an average employee feedback
score of 8.8).
We introduced The Conversation this year: a monthly,
business-wide livestream. Its core purpose is to champion
our 'Where People Live' ethos by shining a light on the
diverse and inspiring stories of our employees. The stream
successfully sparks vital cross-functional conversations,
connecting individuals who may not typically collaborate
in their daily roles, and has been very well-received
by colleagues.
We also monitor retention rates and absenteeism as critical
indicators of engagement and satisfaction. In 2025, the
retention rate (defined as employees in Reach’s employment
for the full 12 months) was 80%, down from 84% in 2024.
In 2025, the Group’s absenteeism rate increased to an
average 1.72%, from 1.17% in 2024. We would typically expect
to see an impact on these metrics following the structural
changes we announced in Q3, however we will continue to
monitor this throughout the year.
Supporting our people’s mental health
We take our responsibility to support our people very
seriously and provide several tools to support their
wellbeing, communicated both formally and informally
throughout the year.
Our Employee Assistance Programme (EAP) offers
24/7 advice via a dedicated phone line and the Spectrum
Life app, which all employees can access. We also have a
group of colleagues around the UK trained as Mental
Health First Aiders who are on hand for support during
working hours.
Protecting our people from online abuse
Through the year our Online Safety Editor continued to
manage reports of online safety threats, doxxing (the
malicious misuse of personal information), backlash, hate
speech and harassment.
Due to an increasingly turbulent political landscape which
our teams cover day to day, we planned for increased
communications throughout the year to promote the
training and procedures available to all Reach employees.
Some of the online safety reports made throughout 2025
were risk assessment requests by editorial teams who had
identified potential safety risks in connection to planned
coverage and wanted to ensure they were taking steps to
protect staff.
Following a persistent lobbying campaign by Reach and
industry partners, in October police forces across England
and Wales published a list of Journalism Safety Liaison
Officers (JSLO) for the first time. Each force now has its own
JSLO, a figure who can support the police response to
criminal threats being made against journalists.
Gender pay gap
We saw a slight increase in our gender pay gap in 2025, with
a mean pay gap of 12.1% and median pay gap of 11.2%.
(compared to 10.3% and 9.6% in 2024, respectively).
While we are concerned by the increase and will continue to
monitor closely, we also remain reassured by the significant
progress since reporting began in 2017, with an overall
reduction of 32.8% in the mean gender pay gap.
We remain committed to taking action to reduce the
gender pay gap as part of our broader ambition for
inclusivity across our business and we were pleased to
appoint our first female Chief Revenue Officer in April.
For more on the gender split of directors, other senior
managers and all employees, see pages 70 and 71.
Employee rewards
All eligible colleagues were awarded a 2% pay increase in
the 2025 pay review and we continue our commitment to
offer the Living Wage Foundation rates as a minimum. In
addition, employees have the opportunity to participate in a
Group bonus scheme annually - a Senior Management
Bonus Scheme and a Profit Share Scheme for all other
employees. For 2025, the Board has chosen to award 90% of
the maximum bonus. In recognition of achievement of profit
in 2025, participants in the Profit Share Scheme will receive
an additional one-off payment of £275.
We continue to offer competitive employee benefits,
including:
• a defined contribution pension scheme;
• Company-funded healthcare for all employees;
• enhanced family leave policies, including neonatal leave;
• a paid annual volunteer day for colleagues to support
causes important to them; and
• retailer discounts, including supermarkets and loan
schemes, as well as rail season tickets, cars and
technology purchases.
Our teams
As at 31 December 2025
3,104
employees
1
1,970
in editorial teams
490
in commercial
teams
355
in print teams
289
in other key
areas
1. Permanent and
temporary employees
in the UK, Republic of
Ireland and the United
States.
31Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Responsible business: Protecting our environment
Protecting our environment
Relevant UN SDGs
Building internal climate resilience and
engagement
In line with our commitment to climate action, Reach is
undertaking a Transition Plan Gap Analysis project to
analyse the Company against the Transition Plan
Taskforce (TPT) framework. This will use internal and
external reviews and stakeholder engagement to create
a strategic roadmap to a transition plan.
The Reach Sustainability Colleague Network continues
to raise environmental awareness, recently highlighting
dates such as FSC Forest Week 2025. Our Manchester
colleagues partnered with Hive5 to establish bee
habitats in nature gardens. The flourishing bee
population has thrived, supporting local biodiversity.
Climate change
The GHG emissions for 2024 have been independently
verified to a limited level of verification, aligned to the ISO
14064-3:2019 standard. We are committed to continuing
this process and will verify our 2025 emissions figures in
the coming months.
Our market-based carbon footprint for 2025 is 56,521
tCO
2
e, 28% lower than our baseline emissions in 2022. In
addition to adopting a market-leading carbon
emissions calculator, Reach undertook several
decarbonisation projects in 2025 including replacing
LPG forklifts with electric models, installing point-of-use
domestic hot water systems, and implementing other
building efficiency upgrades.
Path to net zero
In 2024, Reach submitted two near-term targets to the
SBTi, approved in March 2025:
• Scope 1 & 2: 50% absolute GHG emissions reduction by
2030 (from a 2022 base year).
• Scope 3: 58.8% absolute GHG emissions reduction
(categories 1-7) by 2034 (from a 2022 base year).
We are committed to reducing our emissions and, over
the coming years, developing longer-term targets.
In 2025, we advanced the implementation of the Task
Force on Climate-related Financial Disclosures (TCFD)
recommendations, focusing on the Strategy pillar to
ensure full alignment with the 11 TCFD recommendations.
We have deepened our understanding of the potential
financial impacts of climate-related risks and
opportunities, enhancing our insight into the most
material climate-related risks. This progress prepares us
to respond to the forthcoming disclosure requirements
under the UK Sustainability Reporting Standards S2,
currently under consultation. Further details on our
progress this year can be found in the TCFD report on
pages 37 to 43.
Environmental management
Our Chief Financial Officer leads the cross-functional
Environmental, Social and Governance (ESG) Steering
Committee which sits under our Board Sustainability
Committee (SusCo). Both meeting twice a year, these
committees provide oversight for all Group
environmental KPIs and our emissions reduction targets.
These targets, which align with our five-year climate
strategy set out in 2022, are approved by the
Sustainability Committee.
Reducing our impact
on the environment
where people live
As a responsible business, a core focus for Reach
is managing our carbon footprint. We were
pleased to reach a significant milestone in 2025
with the validation of our near-term Science
Based Targets (SBTs), which are aligned with a
1.5°C warming scenario and the goals of the Paris
Agreement. Furthermore, we leverage the privilege
of connecting with millions daily, through our
compelling multi-platform journalism, to engage
audiences in their communities and elevate
awareness of the environmental issues that
matter most to them.
32Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Responsible business: Protecting our environment continued
Our environmental reporting in 2025
Our environmental reporting continues to advocate for change, deliver exclusives and report on the biggest
environmental stories of the year.
• The Express led the fight to free 15 penguins held in a basement enclosure at Sea Life London Aquarium. MPs,
celebrities and animal welfare campaigners backed the demands. The Express also travelled to Cyprus to
meet with Chris Packham and report on the devastating killing of up to 200 songbirds a day for a delicacy.
• The Mirror was the first to speak exclusively with Youth Demand, a new environmental activist group following
in the footsteps of Just Stop Oil.
• BirminghamLive revealed that every one of Birmingham's schools is failing air quality guidelines and that
people in the city are dying up to 16 years’ earlier amid a national pollution crisis.
• MyLondon revealed how one of London's largest incinerators breached emissions limits nearly 1,000 times
over an 18-month period.
In 2025, Reach enhanced its operational oversight by
implementing a carbon emissions calculator. This tool
enables us to accurately track and monitor our
emissions throughout the year, a critical step in ensuring
we remain on target for our carbon reduction goals.
After continuing our work to reduce supplier emissions
in 2025, we will launch a new initiative in 2026. This piece
of work will focus on our top 200 suppliers. We hope
to capture more detailed information around our
suppliers’ footprints and targets and how this impacts
our own emissions.
Our day-to-day management of the environment is
carried out through our ISO 14001:2015 Environmental
Management System (EMS). All sites maintained the
standard. In 2025, we obtained an A- for our CDP
reporting submission, which was an improvement on
the previous year’s score.
Targets table
2025 target Progress (2025) 2026+ target
Climate change
In line with our near-term SBT (submitted in 2024) we
will continue working towards an absolute reduction
of:
• Scope 1 and Scope 2 market-based emissions by
50% by 2030, from a 2022 baseline.
• Scope 3 (cat. 1-7) emissions by 58.8% by 2034, from
a 2022 baseline.
SBTs approved by SBTi
Scope 1 & 2 reduction of 36%
Scope 3 (cat. 1-7) reduction of 25%
We will progressively continue working towards an
absolute reduction of:
• Scope 1 and Scope 2 market-based emissions by
50% by 2030, from a 2022 baseline.
• Scope 3 (cat. 1-7) emissions by 58.8% by 2034, from
a 2022 baseline.
Maintain GHG emissions associated with UK/
domestic business travel in 2025 compared with
2019, on a like-for-like basis. Note: Overseas travel is
excluded because the requirement to cover news
events fluctuates year on year and is outside the
Company’s control.
Achieved
We have had a 73% reduction in UK/domestic
business travel GHG emissions versus 2019 (excl. hotel
stays).
Business travel is included in the SBT Scope 3
reduction target so this target will be removed.
33Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Responsible business: Protecting our environment continued
2025 target Progress (2025) 2026+ target
Environmental management
We aim to maintain the ISO 14001:2015 standards for
our three owned print sites and our publishing
division.
Achieved
ISO 14001:2015 certification was combined and
maintained for print sites. ISO 14001:2015 certification
was maintained for all publishing sites.
We aim to maintain the ISO 14001:2015 standards for
our three owned print sites and our publishing
division.
We will continue to report and independently verify
our full Scope 1, 2 and 3 emissions.
Achieved
We have fully baselined our total GHG emissions
including Scope 3. 11 out of 15 categories are relevant
to Reach operations.
We have verified our emissions in accordance with
ISO 14064-3:2019 standard.
We will continue to report and independently verify
our full Scope 1, 2 and 3 emissions.
To develop the Company’s first Transition Plan.
To be developed over 2025 and 2026.
We have undertaken a Transition Plan Gap Analysis. We will further continue to develop the Company’s
first Transition Plan during 2026.
Supply chain
We aim to use 100% graphic paper (all newsprint and
magazine paper grades) manufactured from
fibre using recycled materials or wood from certified
sustainable forests. We commit to achieving at least
95% recycled materials or wood from certified
sustainable forests.
Achieved
97.38% graphic paper using recycled materials or
wood from certified sustainable forests, and we
continued to work with suppliers to maximise this.
We aim to use 100% graphic paper (all newsprint and
magazine paper grades) manufactured from
fibre using recycled materials or wood from certified
sustainable forests. We commit to achieving at least
95% recycled materials or wood from certified
sustainable forests.
– – After our initial supply chain review conducted in 2024,
we will continue to engage with our suppliers to help
us achieve our Scope 3 SBT.
Waste and water
We will reduce our Volatile Organic Compound
(VOC) emissions annually versus the previous year.
Achieved
7.5% reduction from 2024.
We will reduce our VOC emissions annually versus
the previous year.
Maximum of 3% of hazardous waste generated
at print sites under our ownership to go to landfill.
Achieved
1.15% for 2025.
Maximum of 3% of hazardous waste generated
at print sites under our ownership to go to landfill.
We will carry out an internal review aiming to better
understand our impacts on biodiversity.
We have carried out an initial review to better
understand our impacts on biodiversity.
Over 2026 and 2027, we will develop on the initial
review undertaken and produce a report on Reach’s
impacts on biodiversity.
34
Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Responsible business: Protecting our environment continued
Environmental performance data
1
Consumption GHG emissions (tCO
2
e)
2025 2024
2
2023
2
2022 2025 2024
2
2023
2
2022
UK and Offshore Scope 1
3
Gas combustion – heating (kWh)
4
12,012,747 14,205,541 14,005,576 14,265,096 2,198 2,598 2,562 2,604
Oil combustion – electricity generation (kWh) 15,095 393,978 1,364 84,331 4 100 0 22
LPG consumption (kWh) 55,883 596,136 544,026 1,376,681 13 137 125 317
Commercial vehicles (kWh)
5
531,783 601,301 1,248,687 1,431,149 128 143 297 343
Refrigerant gas loss (kg) 78 50 163 324 126 89 279 608
Total UK and Offshore Scope 1 2,469 3,068 3,263 3,894
Global (excluding UK and Offshore) Scope 1 (ROI commercial vehicles only
kWh) - - 6,130 13,233 - - 1 3
UK and Offshore Scope 2
6
Grid electricity used – location-based (kWh)
4
25,300,235 26,100,626 28,627,159 34,918,787 4,478 5,404 5,928 6,753
Grid electricity used – market-based (kWh)
4
25,300,235 26,100,626 28,627,159 34,918,787 17 17 - -
Renewable electricity generated on site (kWh)
7
1,146,938 1,299,646 20,095 - - ---
UK and Offshore Scope 2 (market-based)
8
17 17--
UK and Offshore total Scope 1 and Scope 2 (market-based) 2,486 3,085 3,263 3,894
Global (excluding UK) total Scope 1 and Scope 2 (market-based)
9
- -13
UK and Offshore Scope 1 & 2 per £million revenue
10
4.80 5.73 5.74 6.47
Global (excluding UK and Offshore) Scope 1 & 2 per £million revenue - - 0.003 0.01
1. GHG emissions and energy consumption are calculated in line with Environmental Reporting Guidelines: Including Streamlined Energy and Carbon Reporting guidance March 2019 using the UK
Government’s Greenhouse gas reporting: conversion factors 2025 (BEIS). 2023 & 2024 restated GHG emissions used 2023 and 2024 conversion factors from BEIS.
2. Updates have been made to several figures reported across Scope 1, 2 and 3. This is due to updates to methodologies and data following verification and updates made to emissions factor databases.
3. Scope 1 covers the annual quantity of emissions in tonnes of carbon dioxide equivalent from emission sources that are under the operational control of Reach. Scope 1 for 2025 includes a decrease in
diesel consumption, driven by reduced generator use at Luton and Oldham. LPG consumption has also dropped, due to LPG forklifts being replaced with electric equivalents throughout the year. Natural
gas consumption and related emissions declined slightly compared to 2024, following the introduction of a summer gas shutdown at the Watford and Cardonald sites in 2025.
4. Scope 1 natural gas has been restated for 2023 to reflect better quality activity data after the inventory was verified in June 2024. Scope 2 electricity has also been restated for 2023 following the
provision of better quality activity data. Similarly, electricity and gas consumption and emissions were updated for 2024, following the provision of metered data. A more specific emission factor was
applied to our vans' fuel consumption in 2024.
5. The Commercial vehicles data in kWh has been added to the reporting table for SECR reporting.
6. Scope 2 covers the annual quantity of emissions in tonnes of carbon dioxide equivalent resulting from the purchase of electricity by Reach for its own use.
7. The renewable electricity generated on site (solar) has been added to the reporting table in 2025.
8. Market-based emissions are slightly higher since 2024, due to company cars (electric and plug-in hybrid) not being charged onsite.
9. No global (excluding UK) Scope 2 as all UK-based operations.
10. To reflect the amended totals associated with the difference in Scope 1 and Scope 2 data, the emissions intensity (per £million revenue) has also been restated.
35Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Responsible business: Protecting our environment continued
GHG emissions (tCO
2
e)
Scope 3
11
2025 2024 2023 2022
Change from
baseline %
Category 1. Purchased
Goods and Services
12,13,14
102,967 120,028 93,577 129,298 -20%
Category 2. Capital
Goods
12
571 819 2,245 1,249 -54%
Category 3. Fuel and
Energy 2,130 2,323 2,458 3,013 -29%
Category 4. Upstream
T&D
12,15,16
12,431 11,292 21,203 21,433 -42%
Category 5. Waste
17
88 112 250 305 -71%
Category 6. Business
Travel
12
1,138 1,089 1,648 1,521 -25%
Category 7. Employee
Commuting 2,637 2,961 3,430 4,260 -38%
Category 8. Upstream
Leased Assets
18
235 333 621 576 -59%
Category 11. Use of Sold
Products
19,20
10,126 13,457 23,694 28,190 -64%
Category 12. End of Life
Treatment of Sold
Products 11,410 14,742 16,342 9,241 23%
Category 15. Investments 1,496 1,615 1,645 1,253 19%
Total Scope 3
21
145,229 168,771 167,112 200,339 -28%
Total Scope 3 tCO
2
e per
£million revenue 280.14 313.35 293.90 333.12
Hazardous Waste 2025 2024 2023
Total hazardous waste from print sites (tonnes) 793 951 1,039
Total hazardous waste from print sites to landfill
(tonnes) 9.1 14.6 13.7
% hazardous waste from print sites to landfill 1.15% 1.53% 1.32%
Total weight of non-hazardous paper waste
recycled (tonnes) 8,023 7,348 7,543
% non-hazardous paper waste from print sites
under our ownership recycled 100% 100% 100%
% waste electrical and electronic equipment from
publishing sites reused or recycled 100% 100% 100%
% aluminium printing plates recycled 100% 100% 100%
Water 2025 2024 2023
Total water consumption at all print and major
publishing sites (m
3
) 21,016 22,061 20,572
Volatile Organic Compounds (VOC) 2025 2024 2023
Emissions of Volatile Organic Compounds (VOCs)
(Reach print sites only) (tonnes) 1.85 1.99 2.62
11. Scope 3 covers other indirect greenhouse gas emissions for which data is currently collected, i.e. where the emissions are from sources that are not owned by Reach and where Reach does not have
operational control. Our Scope 3 records for 2025, 2024, 2023 and 2022 now represent a comprehensive and complete carbon footprint for all of our Scope 3 emissions. In line with best practice, BEIS,
International Energy Agency (for international electricity) and CEDA (for spend-based data) emission factors have been used.
12. In Scope 3, Categories 1, 2, 4 and 6 have been re-stated for 2023 and 2024 due to updates made to the CEDA emissions factor database. These have been reverified. Additional data was also provided
for a component within Category 1 which has been recalculated.
13. Scope 3 Category 1 emissions increased from 2023-2024 due to a large increase in the emissions factors applied to paper calculations. This negated any decreases in the weight of paper, or the
proportion of recycled paper.
14. In Scope 3, Category 1 in 2022 has been updated in response to a query from the SBTi during target validation.
15. In Scope 3, Category 4 has been restated for 2023 and 2022 due to updated information from one of Reach's suppliers which resulted in a methodology change.
16. Due to improvements in data quality in 2025, additional Category 4 components have been moved from Category 1 to Category 4 (calculated using a spend-based approach). This change has been
carried to 2023 and 2024 figures.
17. In Scope 3, Category 5 includes emissions from waste generated in Reach’s owned or controlled operations in the reporting year and has been restated in 2024 due to data clarifications.
18. In Scope 3, Category 8 has also been re-stated for 2024 due to additional data becoming available and a methodology update following verification. This methodology update was also made for 2023
numbers, which have also been restated.
19. Category 11 decreased between 2023 and 2024 due to a change in emissions factors and data sources.
20. Category 11 is inclusive of WTT emissions.
21. Categories 9, 10, 13 and 14 are not relevant to Reach's business.
36Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Task Force on Climate-related Financial Disclosures (TCFD)
In 2024, global temperatures surpassed the critical 1.5°C
threshold set by the Paris Agreement, a trend that
continued into 2025. In the UK, rising temperatures,
heightened flood risks and other climate-related
hazards, combined with evolving policy and regulatory
frameworks, could lead to potential challenges for
Reach plc and other companies.
Our commitment to taking action on climate change
includes assessing and managing our climate-related
risks and opportunities, both now and into the future.
Building on our previous progress, we continue to ensure
that our business model and strategy are resilient to the
changing climate, while pursuing sustainable growth.
Preparing our business
for the changing climate
Summary of our work in 2025
This year, we have focused on improving our alignment
with the Strategy pillar of the TCFD. Building on the
quantitative climate scenario analysis (CSA) from 2023,
we have quantified the potential financial impacts for
the most material risks. As a result, we are now fully
aligned with all of the 11 TCFD recommendations. In
addition, we remain fully compliant with the Companies
(Strategic Report) (Climate-related Financial Disclosure)
Regulations 2022 (CFD). The following work was
undertaken in 2025 in our efforts to align with the
climate-related disclosures:
• getting our Scope 1, 2 and 3 emissions reduction
targets validated for the near term to the Science
Based Targets initiative (SBTi);
• quantifying the potential financial impacts of carbon
prices and flooding on Reach’s business; and
• continuing to link the Long Term Incentive Plan (LTIP) to
key ESG metrics, specifically including an ESG metric
for the reduction in Scope 1 and 2 emissions, now
aligned with our SBTs, as one of the measures for
Reach’s most senior colleagues.
Consistency with TCFD and CFD
As a UK-listed company, we report against the TCFD
recommendations on a ‘comply or explain’ basis. This is
consistent with the requirements of the UK’s Financial
Conduct Authority, and Reach has considered all the
guidance specified by the UK Listing Rule 6.6.6(8). In
addition, this is the third year that we are required to
align our disclosures with the CFD. As such, we have not
excluded any CFD requirements from our disclosure.
TCFD recommendation
TCFD
alignment CFD requirement Page reference
Governance: Disclose the organisation's governance around climate-related risks and opportunities
A. Board's oversight A. Governance arrangements for risks and opportunities 38
B. Management's role
39
Strategy: Disclose the actual and potential impacts of climate-related risks and opportunities on the organisation's businesses, strategy and financial
planning where such information is material
A. Identified risks and opportunities over the short, medium and long term D. Identified risks and opportunities over the short, medium and long
term
41 to 43
B. Impact on business strategy and financial planning
E. Impact on business model and strategy 41 to 43
C. Resilience under different scenarios
F. Resilience under different scenarios 41 to 43
Full alignment Increase from last year
37Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Full alignment Increase from last year
TCFD report continued
Governance
Board, Sustainability Committee and Audit &
Risk Committee
The Board’s oversight of climate-related and
environmental issues is directed by the Sustainability
Committee, chaired by Non-Executive Director Priya
Guha. All members of this Committee are also members
of the Board.
Our Audit & Risk Committee, chaired by Non-Executive
Director Anne Bulford, oversees Reach’s risk
management framework, which includes quantifying
and monitoring climate-related risks, and reviews the
content and accuracy of our reporting. Regular updates
on climate-related risks are provided to this Committee.
In 2025, the Audit & Risk Committee met six times during
the year and discussed TCFD-related matters
specifically at two of these meetings.
TCFD recommendation
TCFD
alignment CFD requirement Page reference
Risk management: Disclose how the organisation identifies, assesses and manages climate-related risks
A. Processes for identifying and assessing risks B. Processes for identifying, assessing and managing risks and
opportunities
39
B. Processes for managing risks
40
C. Integration into the overall risk management process
C. Integration into the overall risk management process 40
Metrics and targets: Disclose the metrics and targets used to assess and manage relevant climate-related risks and opportunities where such
information is material
A. Metrics for risks and opportunities H. Performance indicators used to assess progress against targets for
risks and opportunities
43
B. Scope 1, 2 and, if appropriate, Scope 3 greenhouse gas (GHG)
emissions and related risks
Non-mapped requirement 35 and 36
C. Targets for risks and opportunities and performance against targets G. Targets for risks and opportunities and performance against targets 42 and 43
The Sustainability Committee oversees the Group’s
responsible business framework and related
commitments and reviews progress towards annual
sustainability-related targets. The Committee is
supported by the ESG Steering Committee and
Company Secretary, who supports overall internal
communication. In 2025, the Committee met twice to
review progress on climate-related risks and issues,
including progress on aligning with the TCFD
recommendations.
38
Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
TCFD report continued
TCFD Governance
The Sustainability Committee
Priya Guha
Non-Executive Director and Chair
The ESG Steering Committee
Darren Fisher
Chief Financial Officer and Chair
TCFD Working Group
Group Finance, Head of Internal Audit and Risk, Company Secretariat, Group Environment
and the Operations team
The Audit & Risk Committee
Anne Bulford
Non-Executive Director and Chair
Board
Board oversightManagement oversight
2
2
Meeting frequency
per year
Reporting Advice Direct and oversight
Governance next steps
• the Board and relevant committees will
continue to track progress towards our near-
term target to reduce our Scope 1, 2 and 3
emissions;
• we will continue to train our Board and
management team on climate-related issues;
and
• we will clarify the roles and responsibilities of
senior management regarding the monitoring
and management of climate-related issues.
6
Management
Management-level oversight of Reach’s climate-related
risks and opportunities is conducted by the ESG Steering
Committee, chaired by our Chief Financial Officer,
Darren Fisher. The ESG Steering Committee reports to
the Sustainability Committee and is formed of senior
managers from across the business. The ESG Steering
Committee met twice in 2025 to review sustainability
and climate-related issues, and to develop Reach’s
approach to these issues as part of our climate strategy
and risk management policies.
Our efforts in relation to TCFD alignment this year
focused on quantifying potential financial impacts
associated with material climate-related risks. The Head
of Internal Audit and Risk supports the Sustainability and
Audit & Risk Committee in identifying, quantifying and
monitoring climate-related risks. Group Environment
and the Operations team is responsible for monitoring
greenhouse gas (GHG) emissions and energy
consumption, among other environmental topics, such
as water and waste. This team also includes Green
Teams at the print sites, who lead environmental
initiatives. The Group Finance team also plays a role in
identifying and monitoring the financial effects of
climate-related issues.
39
Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Scenario Description Key assumptions and data sources
Low-
carbon
scenario
This ‘net zero by 2050’ scenario
assumes that the goal of the
Paris Agreement is achieved,
namely that global
temperature rise is limited to
1.5°C above pre-industrial
levels.
In this scenario, the most likely risks are those associated with the
transition to a lower-carbon economy, while physical risks are not
expected to increase significantly.
• Transition risks: Qualitative CSA: Literature review of relevant
sources aligned with International Energy Agency (IEA) and
Network for Greening the Financial System (NGFS) net zero 2050
scenarios. Financial quantification: For energy prices, scenarios
from NGFS were assessed, including the Net Zero 2050 scenario
and the Delayed Transition scenario. For carbon prices, the IEA
Net Zero Emissions (NZE) scenario was assessed.
• Physical risks: RCP2.6 (Representative Concentration Pathway
2.6) projections from regional climate models.
High-
carbon
scenario
This ‘business-as-usual’
scenario assumes that climate
policies and other actions
taken are insufficient to
achieve the goals of the Paris
Agreement and transition to a
low-carbon economy, and so
global temperatures rise to
between 3°C and 4°C above
pre-industrial levels.
In this scenario, most likely risks are associated with physical risks.
• Transition risks: Qualitative CSA: Literature review of relevant
sources aligned with IEA Stated Policies scenario and NGFS
Current Policies scenario. Financial quantification: For energy
prices, the NGFS current policies scenario was assessed. For
carbon prices, the IEA scenarios (Stated Policies (STEPS) and
Announced Pledges (APS) scenarios were assessed.
• Physical risks: RCP8.5 (Representative Concentration Pathway
8.5) projections from regional climate models were considered.
TCFD report continued
Strategy
As part of our previous CSA work, several climate-related
physical and transition risks were identified. These risks
could impact Reach’s current business model and
strategy. This year, we quantified the potential financial
impact of the main risks for our business, building on our
quantitative work from 2023.
We considered two scenarios to identify and assess our
risks. These scenarios consider a range of possible
futures, which enabled us to gain an understanding of
the range of potential climate-related risks and
opportunities relevant to Reach. These scenarios are
potential pathways, rather than predictions, and either is
considered possible. These scenarios are described in
the table below.
The time horizons we have considered are:
• near: now to 2030
• medium: 2030 to 2050
• long: beyond 2050
Risk management
Climate change is considered an emerging risk within
our risk framework. Our Head of Internal Audit and Risk is
responsible for the risk framework, which includes
climate-related risks. In 2022 and 2023, the most
material climate-related risks identified through the
qualitative Climate Scenario Analysis (CSA), and
subsequently quantified, included carbon pricing,
flooding and energy pricing. The potential magnitude of
these risks was categorised using our existing risk
framework (see page 46 for details on our risk
framework). In 2025, we assessed the financial impacts
of these potential climate-related risks. Further details
on our approach can be found in the Strategy section
on the following pages.
We monitor developments relating to the International
Financial Reporting Standard S1 and S2 and its
application in the UK, under the name UK Sustainability
Reporting Standards (UK SRS S1 and S2). We will take
actions to comply after final guidance is released and
will continue to monitor the implications of broader
climate regulations.
Risk management next steps
The next climate scenario analysis assessment will
be in 2026, as part of our process to review all
identified climate-related risks and reassess their
relevance to Reach every three years.
These time horizons align with national climate targets,
and correspond to Reach’s key target years for
climate actions.
It is important to note that there are inherent
uncertainties in climate model outputs for specific
scenarios and time horizons, given assumptions needed
for climate models on aspects such as the introduction
(or not) of climate-related policies by governments
across the world, the speed of the energy transition and
how quickly the climate changes in response.
Nonetheless, the analysis allows us to understand the
potential consequences and plan accordingly.
In 2023, risks were categorised in line with our risk
framework. In 2025, the approach taken to assess the
potential financial impacts for material risks used
relevant data and assumptions. The materiality of
potential financial impacts was determined using
Reach's existing financial materiality threshold.
40
Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
TCFD report continued
Assessment of our most material
climate-related risks and opportunities
Carbon pricing has been identified as the most
relevant climate-related risk for Reach. In the near
term, Reach could face some indirect risks from paper
manufacturers facing higher carbon prices and
passing some of their costs on to Reach.
Flooding does not present a significant direct risk to
most of our offices and print sites. However, there is a
possible indirect exposure through flooding in the
surrounding areas. It could also impact circulation
revenue if primary and secondary distribution services
are disrupted, preventing the timely delivery of
newspapers to retailers. Additionally, flooding may
hinder customers’ ability to purchase copies.
We have deemed energy pricing as unlikely to pose a
material financial risk to the business, especially when
considering scenarios that include our planned actions.
Therefore, similarly to last year’s disclosure, this risk has
been excluded from the detailed risk tables below.
The analysis of risks in the near and medium term
under two global climate scenarios has shown that our
current business model and strategy are resilient to
these main climate risks. In fact, as per our analysis to
date, our strategy aligns with the climate actions
needed to decrease exposure to certain physical and
transition risks.
Our qualitative CSA work in 2022 highlighted that there
may be an opportunity to reduce operational costs
through the transition from print to digital. In our
financial impact assessment, we have identified energy
consumption scenarios in which Reach’s operational
costs could be reduced.
Strategy next steps
• we will continue to monitor external factors and
pressures on the business and how these
interact with the identified risks and/or
opportunities;
• we will continue to monitor the materiality of the
financial impact from flooding and carbon cost,
in relation to our materiality threshold as well as
Reach’s planned digitalisation and reduction of
paper consumption;
• we will review the climate-related risks identified
on an annual basis using the metrics and
targets developed; and
• this year we have also undertaken a Transition
Plan Gap Analysis. The outcomes of this will be
used to support longer-term planning which will
enable alignment with future management of
climate-related risks.
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Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Carbon pricing: Summary of quantitative CSA work
Context
Reach could face risks related to carbon prices from
the consumption of electricity, natural gas, diesel,
paper and road freight services. In all such cases,
carbon costs could be passed through to Reach from
the suppliers of these services, who themselves may
be directly subject to a carbon tax or emissions
trading scheme. As Reach moves away from print, the
risk of facing carbon costs from suppliers is expected
to fall.
Risk category: Transition, policy and legal.
Link to existing principal risk: Supply chain disruption,
macroeconomic environment, acceleration of print
circulation decline.
Relevant climate scenario and time horizons
Scenarios: Low carbon.
Time horizons: Near and medium.
The low-carbon scenario is the one in which carbon
prices increase to the highest levels. In the near term,
Reach’s direct and supply chain emissions will be
highest as paper products and print sites remain
critical for Reach’s operations. Consequently, the risk
will increase in the near term and peak around 2030.
Overall risk
Moderate (for low-carbon scenario and near term)
based on the assessment undertaken in 2023.
Even if Reach is not directly regulated by a carbon
price, it could face some near-term risks from paper
consumption due to our suppliers passing on their
increased carbon costs. As Reach moves away from
print, the risk of facing carbon costs from suppliers is
expected to fall. Reach will soon be largely built
around grid-based electricity consumption and
cloud-based data storage, the impact of which will be
assessed in the coming years. While fossil-fuelled
electricity production can be regulated by carbon
pricing, Reach’s electricity consumption is unlikely to
be at a level that would cause a major concern.
Financial quantification
Not material.
It is assumed that Reach paper consumption will
continue to decrease in the future. Based on this
assumption, under a low carbon scenario and by
2030, Reach may face an estimated carbon cost of
approximately £2 million annually.
Likelihood rating
Likelihood rating/description: The likelihood has been
categorised as probable. Reach sources paper from
several countries that already have carbon prices in
place (such as the UK, EU and Canada).
Impact
Impact rating/description: Potential impact is
moderate, based on carbon pricing trends and
Reach’s planned digitalisation actions.
Mitigation actions
• digitalisation will reduce both paper and energy
consumption from direct operations, thereby
reducing exposure to both carbon and energy
pricing; and
• installation of on-site solar power has reduced
exposure to both carbon and energy pricing.
Metrics and targets
• Metric 1: Estimated carbon cost of newsprint as a
percentage of total cost for newsprint.
• Target 1: Carbon cost of newsprint procurement is
maintained as low impact and will not exceed the
material threshold compared to the total annual
newsprint procurement cost.
• Metric 2: Average daily print run copies.
• Target 2: Year-on-year decline in newsprint
consumption.
• Target 3: Our Scope 1, 2 and 3 Science Based
Targets.
TCFD report continued
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Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Metrics and targets
In 2024 and 2025, we made significant progress in fully
aligning with the TCFD’s recommendations on metrics
and targets. Metrics and targets have been developed
to support the monitoring of flood risk and carbon
pricing, to ensure they remain within acceptable levels.
Details regarding these metrics and targets are
included in risk tables within the Strategy section.
We report our energy consumption (page 35), waste
(page 36) and water consumption (page 36) metrics
and targets. We also fully report our Scope 1, Scope 2
(location- and market-based) and Scope 3 GHG
emissions, which are aligned with the GHG Protocol
(see details on our footprint on page 32). This enables us
to identify high emissions sources and develop actions
to reduce them. This year, our near-term target to
reduce Scope 1, 2 and 3 emissions has been validated
by the SBTi.
Remuneration Policy
To demonstrate our commitment to reducing our
environmental impact, we have incorporated climate-
related metrics into Reach’s Remuneration Policy for our
most senior colleagues. Progress towards our Scope 1
and 2 reduction targets have a 15% weighting as part of
Reach’s 2025 LTIP awards (see pages 90 and 96).
Metrics and targets next steps:
• we will collect and monitor data against the
identified metrics and targets and further define
roles and responsibilities for the management
of the identified metrics; and
• the metrics and targets will be reviewed and
updated in future years as appropriate.
TCFD report continued
Flooding: Summary of quantitative CSA work
Context
Reach has offices and print sites in more than 13
locations across the UK and Ireland. The level of flood
risk (including surface, river and coastal flood risk)
varies depending on the site and has been assessed
through direct and indirect impacts. Indirect impacts
were identified as the main physical risk to Reach, e.g.
downtime due to disruption in systems that the sites
depend on, such as energy and transport systems.
Flooding could also present a risk to Reach if it
impacts the distribution of copies to retailers or the
ability of readers to purchase their copies.
Risk category: Physical, acute.
Link to existing principal risk: Supply chain disruption,
acceleration of print circulation decline.
Relevant climate scenario and time horizons
Scenarios: Low carbon and high carbon.
Time horizons: Near, medium and long.
The most relevant scenario is the high-carbon
scenario. The time horizon at which the increase in
the risk might be significant compared to the
baseline period is the 2050s.
Overall risk
Low/moderate impact (depending on the site and
for high-carbon scenario and medium term) based
on the assessment undertaken in 2023. The impact of
flooding is expected to be minimal given the
mitigation measures available, move to digital
products and the existing insurance.
Financial quantification
Not material.
The financial quantification assessment undertaken
this year highlighted that potential financial impacts
are projected to remain below the materiality
threshold for all time horizons and scenarios.
Likelihood rating
Likelihood rating/description: Across the portfolio,
direct exposure is categorised as very unlikely, and
indirect exposure is categorised as possible.
Impact
Impact rating: It varies per site, but overall, it is
categorised as low for office sites and major for print
sites.
Impact description: A set of vulnerability
considerations was assessed at the site and Group
level to determine the state of preparedness for
flooding. If a flood event were to occur at an office
site, there is generally no critical equipment that
could be damaged, and employees could work from
home. At print sites, if a flood event occurred, there
may be damage to materials, equipment and
operations if the energy system was impacted.
Mitigation actions
• working from home policy;
• warning system to inform employees if an office is
inaccessible;
• in specific sites, elevation of water-sensitive
materials and equipment to above ground level;
• backup power generators at print sites;
• contingency plans for print sites (shifting printing
load between sites); and
• planned move to digital and reduce reliance on
printing.
Metrics and targets
• Metric 1: Value of sites exposed to flood risk rated
medium or higher.
• Target 1: All flood-exposed sites have risk mitigation
plans in place in line with a 2050 projected
100-year flood event.
• Metric 2: Print volume and print circulation lost due
to flood events.
• Target 2: Maintain the cost of flood events at the
baseline level.
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Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Non-financial and sustainability information statement
Non-financial and sustainability
information statement
This table summarises our policies and sets out where you can find the information required to meet the non-financial reporting requirements under sections 414CA and 414CB of
the Companies Act 2006.
Focus area Policies and guidelines In summary More information
Environment Environmental Policy
Specific commitments in relation to the main areas where the
Company has the potential to cause environmental impacts
Compliance with required Climate-related Financial Disclosures
Pages 32 to 36
Pages 37 to 43 of the
TCFD report
www.reachplc.com
Pages 37 and 38
Employees Share Dealing Policy
Compliance by employees with insider and share-dealing
regulations
Internal only
Inside Information Policy
Clear and documented procedures for handling and disclosing
inside information
Internal only
Dealing Code for Directors
and PDMRs
Compliance by directors and persons discharging managerial
responsibilities (PDMRs) with insider-dealing regulations
Internal only
Diversity & Inclusion Policy
Understanding the Group’s approach to diversity and inclusion, the
role all our people play in fostering an inclusive culture, why it
matters and where to find help
Pages 30 to 31
Health & Safety Policy
Understanding the Group’s commitment to the health and safety of
its employees and others affected by its business activities
Page 29
Speak Up Policy
Describes how to report any behaviour colleagues believe is in
breach of the Code of Conduct, or otherwise illegal or unethical
Page 29
www.reachplc.com
Human rights Anti-slavery Policy
Compliance with modern slavery regulations under the Modern
Slavery Act 2015
Page 29
www.reachplc.com
44Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Non-financial and sustainability information statement continued
Focus area Policies and guidelines In summary More information
Anti-bribery and
anti-corruption
Anti-bribery Policy
Compliance with applicable anti-bribery and anti-corruption laws Page 28 and 29
www.reachplc.com
Anti-fraud Policy
Clear and documented procedures on reporting suspected fraud
and how the Group will respond to a concern about fraud
Internal only
Standards of
Business Conduct
Maintaining high standards of integrity and personal conduct www.reachplc.com
Social matters Code of Conduct Policy
Understanding the professional conduct that the Group expects
everyone to abide by, to create a culture that all employees are
proud to be a part of
Page 29
Procurement Policy
To set out the rules and restrictions surrounding procurement of
goods and services and the entering into contracts on behalf of
Reach
Internal only
Data Protection Policy
Compliance with the UK General Data Protection Regulations (UK
GDPR) and the UK Data Protection Act 2018, the Irish Data Protection
Acts, and data protection laws and regulations in all jurisdictions in
which we operate, including in the US
Page 28
www.reachplc.com
Community matters
Responsible business overview Pages 24 to 43
www.reachplc.com
Non-financial key
performance
indicators
Understanding the key metrics in measuring the Group’s non-
financial performance
Pages 16 and 17
www.reachplc.com
Management of
principal risks and
uncertainties
Understanding the key risks that the Group faces Pages 48 to 52
www.reachplc.com
Business model
Understanding how value is created for stakeholders Pages 14 and 15
www.reachplc.com
45
Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Risk report
Managing risk
Embedded and effective risk management is at the heart of how we manage our business and deliver our strategy
Our risk management framework
Reach has a well-established risk management and internal control framework based around the three lines model. We take a ground-up and top-down approach to risk
management to support the identification, evaluation and management of risks at all levels of the business, including Group-level and principal risks, and ensure appropriate
controls are in place to mitigate those risks. The key roles and responsibilities within the framework are as follows:
Risk
governance
Top down
Risk
management
Ground up
Board
• sets strategic objectives and corporate risk appetite
• determines and regularly assesses principal and emerging risks
• establishes policies and procedures to manage risk and oversees
the internal control framework
• concludes annually on internal controls effectiveness
• oversees the Audit & Risk Committee’s work to monitor principal
risks and uncertainties
Audit & Risk Committee
• reviews the effectiveness of the risk management framework and internal
control systems and reports to the Board (see Audit & Risk Committee
Report on page 81 for the results of this year's assessment)
• reviews the effectiveness and integrity of financial reporting
• identifies, evaluates and monitors principal risks and uncertainties
• oversees risk-based internal audit activity
• monitors compliance with the corporate risk appetite
1
st
Line of Defence
Executive Committee
• owns day-to-day risk management and internal controls
• identifies and assesses risks and mitigating controls
• ensures that decisions taken are in line with the corporate
risk appetite
• implements key Group policies and procedures
• ensures significant issues are escalated promptly to the Board
Business areas and support functions
• review risks and mitigations on a regular basis within their
business areas
• review and monitor the implementation of key Group policies
and procedures
• identify emerging risks and incidents, and escalate to the
Executive Committee
2
nd
Line of Defence
Risk management
• supports and advises the business on
the development of appropriate and
proportionate risk management actions
• co-ordinates risk identification, reporting
and governance activity
Compliance functions
• monitor for and support implementation
of new areas of compliance
• advise management and operational
teams on specialist areas of compliance
• monitor adherence to Group policies
• support first-line teams on resolution of
risk incidents
3
rd
Line of Defence
Internal audit
• provides independent
assurance on the risk
programme, testing of key
controls and risk response
plans
46Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Risk report continued
Identifying, evaluating and monitoring risks
Our risk management framework sets out a consistent
approach to identifying, categorising and quantifying
risks. As well as a detailed description and owner, the
impact and likelihood are assessed and quantified
both before controls (gross risk) and taking current
controls into account (net risk) using a consistent rating
criteria. Risks are categorised according to whether they
are strategic, operational, financial or compliance-
related. We also assess our appetite for each risk with
reference to the Board’s risk appetite statement. Lastly,
risks are mapped to enable a visual comparison
between risks and with appetite to ensure consistency
of relative scoring.
The Executive Committee maintains a Group Risk
Register, which captures the biggest risks from the
business area and functional registers overlaid with
Group-wide, external and strategic risks. Our principal
risks comprise the most significant Group risks. The
Executive Committee owns the Group Risk Register and
reviews it bi-annually. The Audit & Risk Committee
reviews the principal risks at least bi-annually and
undertakes deep dive reviews on principal and Group
risk topics at each meeting, which this year included:
cyber security, data protection, brand reputation and
business resilience. The Board also undertakes a robust
assessment of the Group’s emerging and principal risks
on an annual basis.
Key business areas and support functions maintain risk
registers that capture and quantify their key risks. We
also track emerging risks (risks where the extent and
implications are not yet fully understood or are
increasing over time). We track these risks by monitoring
the velocity of change in the risk score.
In accordance with the UK Corporate Governance Code,
the Audit & Risk Committee, on behalf of the Board, also
reviewed the effectiveness of the Company’s risk
management and internal control systems, covering all
material controls, including financial, operational and
compliance controls, and concluded that they were
effective. Further details are given in the Audit & Risk
Committee Report on page 81.
Managing risks
Managing each risk is the responsibility of the risk owner,
typically an Executive Committee member. Risks are
actively managed by control improvement projects until
the net risk rating is within the agreed appetite range, at
which point mitigating controls are maintained as part
of business as usual. Any change in a risk is evaluated to
understand the effect it has on the gross and net risk
scores and then steps are undertaken to enhance
controls and other mitigations as necessary to maintain
the net risk within the Board-set appetite. Currently, all
principal net risk ratings are within or below the appetite
for that risk. See the principal risk waterfall on page 48.
Our risk appetite
We generally have a flexible appetite for strategic risks,
reflecting the external and uncontrollable nature of
these risks. Taking strategic risk is key to unlocking value,
i.e. they tend to be rewarded risks. This means that we
are willing to consider all options and balance the
likelihood of successful delivery with the degree of
benefit and value for money. Activities that drive
strategic risk may potentially carry, or contribute to, a
high degree of residual risk.
Our appetite for operational and financial risks is
generally cautious. Activities undertaken may carry a
high degree of inherent risk that is deemed controllable
to a large extent. These risks cannot be entirely avoided
and are inherent to our business operations. They are
generally not rewarded and there is limited benefit to
taking more risk.
We generally have a minimalist appetite for compliance
risks, reflecting the potential impact of regulatory fines
and reputational damage. We have a preference for
activities or options with a low-to-moderate degree of
inherent risk and low residual risk. Potential benefits are
not the only consideration.
47Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Risk report continued
Our principal risks and uncertainties
Monitoring and managing our principal and emerging
risks is key to how the Board assesses the overall risk
landscape and makes strategic decisions.
Over the past 12 months, the principal risk profile has
remained broadly stable, though with underlying shifts,
in digital audience and cyber risk with the inherent risk
increasing in both. The risk related to a fall in digital
audience increased, reflecting the impact of core
platform changes and competition for user attention,
requiring continuous adjustment to digital strategy. The
inherent threat posed by a cyber attack also intensified
due to the growing volume and sophistication of
attacks, notably through AI-enabled phishing and
double-extortion ransomware techniques. Importantly,
continuous investment in mitigation and making
cyber-resilience a Board-level priority have ensured the
net risk exposure remains broadly stable across the
portfolio, despite the rising inherent threats. The risk
concerning the macroeconomic environment was
stable, benefiting from the moderation of inflation and a
downward trend in interest rates.
We continue to monitor a number of emerging risks,
including change management, the impact of
restructuring activities and the use of business-
managed technology, and especially AI tools. We have
also gained a better understanding of our three
climate-related risks throughout the year through a
project to evaluate the financial impact (these risks
are set out on pages 41 to 43). These risks are also
considered to be emerging risks and are identified
and managed in accordance with our risk
management framework.
Our 10 principal risks are reflected on the risk waterfall
below. The risk waterfall allows us to show the gross risk
(without mitigations applied) alongside the net risk (the
rating following consideration of the mitigations in
place). Ratings for both gross and net risk are calculated
as a function of impact and likelihood. The vertical black
line on each column reflects the Group’s risk appetite for
the related risk. The appetite range is a view which
outlines the desired risk the Group wishes to take in
respect of each risk. Appetite ranges are: ‘Open’ (where
we are focused on maximising opportunities); ‘Flexible’
(willing to consider all options); ‘Cautious’ (where we are
willing to tolerate a degree of risk); ‘Minimalist’ (preferring
options with low inherent risk); and ‘Averse’ (where we
avoid risk and uncertainty).
Where the net risk sits within the appetite box, the risk is
considered to be managed within appetite. At year end,
there are no net risks currently above appetite, though
some are below. The tables on the following pages
describe each principal risk in detail, including mitigating
controls and changes in the year.
Gross risk
Net risk
Appetite range
Connecting with audiences
Accelerating the
use of tech and AI
Diversifying revenues
Key: Link to strategic pillar:
1 2 3 4 5 6 7 8 9 10
Risk
Macro-
economic
environment
Fall in digital
audience
Inability to
recruit and
retain talent
Acceleration of
print
circulation
decline
Cyber attack
Supply chain
disruption
Health and
safety incident
Published
content and/
or editorial
practices
Shortage of
cash/debt
funding
Data
protection
failure
Appetite
Critical Open
Major Flexible
Moderate Cautious
Minor Minimalist
Insignificant Averse
Strategic Operational Financial Compliance
48Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Risk report continued
Risk and description How we mitigate the risk Change in year
Strategic
1. Macroeconomic environment
Risk owner: Executive Committee
Appetite: Flexible
Deterioration in macroeconomic conditions,
including high interest rates and inflation, could
result in:
• reduced customer and advertiser spending in both
digital and print advertising;
• lower revenue, cash flow and profits;
• rising salary, printing and other costs from
inflationary pressures; and
• increased debt interest costs.
• Bi-annual Board strategy day to review strategy
and financial targets
• Annual budget set, approved by Board. Regular
re-forecast throughout the year
• Monthly Executive Committee meeting to review
results and other factors affecting performance
and delivery of strategy
• The Board receives CEO and CFO reports that cover
the performance of the business, external
environment and macroeconomic pressures
• Regular Board meetings to review performance of
the business against budgets and forecasts
throughout the year
Change in year: Stable
The UK has seen ongoing effort to combat above-
target inflation amidst generally subdued economic
growth. The Bank of England has maintained a
restrictive monetary policy and GDP growth has been
modest, with weakness in consumer spending and a
loosening, but still tight, labour market contributing to
this moderation. The outlook is cautiously optimistic,
with inflation expected to fall further towards the 2%
target over the medium term, allowing for further
gradual interest rate cuts.
2. Fall in digital audience
Risk owner: Chief Digital Publisher
Appetite: Flexible
Digital audience falls significantly and for an
extended period. This could be caused by changes in
major platforms’ support and referrals to our content,
changes to search and disruption from AI,
competition in the market, lower demand for our
brands or issues with user experience. Could result in:
• lower digital advertising revenue; and
• direct impact on operating profits if costs cannot
be reduced.
• Bi-annual Board strategy day to review strategy
and financial targets
• Monthly Executive Committee meeting to review
results and other factors affecting performance
and delivery of strategy
• Strategic focus on diversifying our revenues,
including:
• Developing and rolling out digital subscriptions
• Driving continued growth in affiliates and
ecommerce
• Increasing commercialisation of video content
Change in year: Increasing
Page views (our key measure of digital audience)
were strong in the first half of the year, however,
following a widely publicised Google core update,
there was a significant fall in daily page views, which
affected a number of news publishers. The focus
during the second half of the year was to increase
audience levels through a focus on video content,
improving user experience and a new subscription
service to access ad-lite content.
3. Inability to recruit and retain talent
Risk owner: Group Human Resources Director
Appetite: Flexible
The inability to recruit and retain talent with
appropriate skills, knowledge and experience would
compromise our ability to deliver our strategy. This
may be caused by:
• lack of understanding of people/skills required by
the business;
• employment market trends, e.g. wages;
• reward insufficient to retain and attract the best;
• reliance on key individuals;
• lack of employee movement or progression; and
• capacity for change/volume of change.
• We continually monitor and review key people
metrics and trend analysis, including:
• Employee churn;
• Pay and benefits;
• Succession plans for key senior roles;
• Digital capabilities of our workforce;
• The recruitment channels and opportunities to
expand our talent pool; and
• Diversity and inclusion.
• Regular reporting to the Board on key people metrics
and trends
Change in year: Stable
The first half of the year saw this risk drop as
employee turnover was low and our employee base
remained relatively stable. In the second half of the
year, we restructured a number of teams across the
business and this resulted in an inevitable but small
increase in this risk as colleagues moved roles or left
the business.
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Risk report continued
Risk and description How we mitigate the risk Change in year
Operational
4. Acceleration of print circulation decline
Risk owner: Chief Operating Officer
Appetite: Flexible
An acceleration of the decline in demand for printed
newspapers at the national and local level due to
industry-wide changing consumer habits. This could
result in:
• lower circulation revenue;
• reduced advertiser spending on print advertising;
• print site costs per copy increase, due to fixed costs
• distribution through wholesalers becoming less
economic at lower volumes; and
• revenue falling at a higher rate than costs,
impacting profits.
• Bi-annual Board strategy day to review strategy
and financial targets
• Monthly Executive Committee meeting to review
results and other factors affecting performance
and delivery of strategy
• Long-term planning for manufacturing and
distribution decline
• Cover price increases used to offset fall in
circulation revenue
Change in year: Stable
Circulation decline has continued at a stable pace
and in line with our expectations throughout 2025.
The Executive Committee and Board review regularly
and monitor trends especially following cover price
increases.
5. Cyber attack
Risk owner: Chief Product and Technology Officer
Appetite: Cautious
An internal or external cyber threat or attack, or a
breach within one of our suppliers, could lead to:
• direct impact on our ability to produce and publish
content either digitally or in print;
• resultant immediate impact on income and profits;
• reputational damage and loss of market share;
• management time required to manage back to
BAU; and
• other core systems being inaccessible.
• Policies and standards for managing cyber risk are
implemented and periodically reviewed to ensure
they continue to meet Reach’s business needs
• Technology Strategy and Security Committee
(TSSC) with a delegation of authority from the
Executive Committee for oversight of cyber risk
• TSSC ensures implementation of and compliance
with relevant cyber security policies and baseline
standards across the Group
• The Audit & Risk Committee receives an annual
update from the TSSC on cyber risk
Change in year: Stable
Cyber risk has continued to increase, driven by the
increased volume and sophistication of attacks. The
threat from ransomware and ‘double extortion’
attacks has intensified. Furthermore, phishing attacks
against journalists are now far more sophisticated,
leveraging AI-enabled tools. In response to this,
cyber-resilience is treated as a Board-level priority at
Reach and our cyber defences are continuously
reviewed and improved, resulting in a broadly stable
net risk to the business.
6. Supply chain disruption
Risk owner: Chief Operating Officer/Chief Financial
Officer/Chief Product and Technology Officer
Appetite: Cautious
Our print and digital products rely on a small number
of key suppliers and could be adversely affected by
changes to supplier dynamics. A major failure,
breach or prolonged performance issues at a key
supplier could result in:
• business interruption or disruption;
• damage to reputation;
• loss of revenue;
• increased costs; and
• reduced service and product quality.
• Documented supply chain framework allows
management to identify and manage risk within
the supply chain
• An annual review of tier one suppliers is completed
by the Executive Committee. This includes ongoing
operational and financial resilience as well as
compliance of the contract
Change in year: Stable
In line with the increase in cyber activity, we have
seen an increase in suppliers experiencing disruption
to their operations. We continue to monitor key
suppliers both at the point of onboarding and on an
ongoing basis. Despite an increased gross risk, across
all our key suppliers, the risk has remained stable at
the net level.
50Reach plc Annual Report 2025Strategic Report Governance Financial Statements Other Information
Risk report continued
Risk and description How we mitigate the risk Change in year
Operational continued
7. Health and safety incident
Risk owner: Chief Operating Officer
Appetite: Minimalist
Reach operates manufacturing sites and sends
journalists to high-risk locations. This results in the
inherent risk of injury or death to colleagues,
freelance journalists, contractors or other visitors to
our sites. Online abuse of journalists, including
harassment, threats and attempts to undermine
their credibility, can create a challenging and
sometimes hostile environment for them to perform
their duties effectively.
• Group H&S Policy in place and signed by the CEO
sets out roles and responsibilities and is reviewed
annually
• Group H&S Committee, chaired by the COO, meets
quarterly to review risks, incidents and compliance
with Group policy
• An H&S manual for each site/office which is
reviewed annually or every three years depending
on document type
• A Group-wide fire safety policy is in place which is
reviewed annually
• Equipment manuals are provided by the
manufacturer and held on site
• Online Safety Editor monitors and manages online
threats and abuse
Change in year: Stable
Health and safety risk has remained stable with
incidents across our office and print sites remaining
consistently low. However, within editorial, online
abuse continues to grow in frequency and ferocity.
Our established procedures to protect colleagues
working in high-risk environments, including online,
have once again helped to ensure that the net risk
remained stable.
8. Published content and/or editorial practices
Risk owner: Group General Counsel/Chief Digital
Publisher
Appetite: Cautious
We publish significant volumes of content every day
across our national and local titles. Breaches of
regulations or editorial guidelines, editorial errors or
issues with the tone of our content could damage our
reputation, cause us to lose readership or put us at
risk of legal or regulatory proceedings.
• A comprehensive suite of editorial policies and
procedures are used to provide journalists with
guidance on conduct or material being considered
for publication which may carry an editorial risk
• Editorial structures provide clear accountability for
compliance with all laws and regulations
• All editorial staff have to undertake mandatory
compliance training on how to create content that
complies with editorial guidelines
Change in year: Stable
While occasional complaints and corrections are
unavoidable given the number of titles and volume of
content published, the number of incidents in 2025
has been consistent with prior years and is deemed
acceptable.
51
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Risk report continued
Risk and description How we mitigate the risk Change in year
Financial
9. Shortage of cash/debt funding
Risk owner: Chief Financial Officer
Appetite: Cautious
Lack of funding or available cash to meet business
needs. This may be caused by business performance
below forecast, unexpected increases in interest
costs or increased liabilities, in particular due to
defined benefit pension schemes.
• Quarterly Treasury Committee meeting, chaired by
the CFO, to review the Group’s liquidity, cash flows
and working capital position
• Regular forecasting and monitoring of cash flow,
including daily updates to cash flow forecasts
• On an annual basis, the Financial Planning and
Analysis team produces a five-year forecast
• Committed loan facilities to December 2029
• Regular discussions with pension scheme trustees
to review ways of de-risking our pension liabilities
Change in year: Stable
The Company maintains a robust long-term funding
structure, supported by a £145m Revolving Credit
Facility (RCF). Following the successful exercise of a
one-year extension option in December 2025, the
facility’s maturity now extends to December 2029.
With free cash flow meeting expectations, our risk
outlook remained stable throughout the year. This has
allowed the business to continue to make significant
payments to our pension schemes and to settle the
remaining liabilities for historical legal issues.
10. Data protection failure
Risk owner: Group General Counsel/Data Protection
Officer
Appetite: Minimalist
A contravention of data protection regulations
applicable to Reach, such as the UK or EU General
Data Protection Regulations (GDPR), Privacy and
Electronic Communications Regulations 2003 (PECR),
various state and federal legislation in the US and
Canada (e.g. the updated California Consumer
Privacy Act (CCPA) Amended), could lead to
monetary penalties, reputational damage and a loss
of customer trust.
• Policies and standards for managing data
protection risk are implemented and periodically
reviewed to ensure they continue to meet Reach’s
business needs
• There is a clear governance structure in place that
includes:
• The Board’s accountability for the oversight of
data protection risk and setting Reach’s risk
appetite
• Delegation of responsibility from the Board for
oversight of data protection risk to the General
Counsel and Data Protection Officer
• Roles and responsibilities for the development and
implementation of data protection policies
• Data protection champions across the business
Change in year: Stable
The pace of change in the privacy landscape and
organisational activities means data protection risk
remains high, although we are confident we have the
appropriate foundations and expertise in place to
continue to effectively anticipate and address these
challenges.
52
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Viability statement
Viability statement
In accordance with the UK Corporate Governance Code
the directors have assessed the Group’s prospects over
an appropriate period of time selected by them.
The directors assessed the prospects of the Group
over a three-year period as it enables thorough
consideration of the investment required to drive growth
in digital and the impact of declining print revenues,
and this time period is deemed to appropriately reflect
the evolving environment in which the Group operates.
The assessment took into account the Group’s current
and future financial position, principal and emerging
risks and uncertainties facing the Group which have
the greatest potential impact on viability in the period.
The projections used for the purpose of the viability
assessment comprise the annual budget (which is also
used by the Remuneration Committee to set targets for
the annual incentive plan) together with consideration
of future year projections used in connection with the
Group’s impairment review.
A number of key assumptions were made in generating
the baseline three-year forecast as follows:
• digital growth supported by investment in our
strategic priorities;
• print revenue declines with reference to recent
trends and reduction in related costs;
• overall stability in total current revenue decline
and operating profit levels;
• funding of the historical defined benefit pension
obligations based on the existing schedule of
contributions agreed with the Trustees;
• payments in relation to historical legal issues
reflecting the provisions held in the balance sheet;
• covenant compliance on existing financing facilities;
and
• dividend payments in each year.
The assessment was undertaken recognising the principal risks and uncertainties that could have the greatest
potential impact on viability in the period. A number of hypothetical scenarios have been modelled. While each of
the principal risks on pages 49 to 52 has a potential impact and has been considered as part of the assessment,
only those that represent severe but plausible scenarios were selected for modelling, summarised below:
Scenario
Associated principal
risk(s) Description
Adverse changes in external
environment leading to
lower than expected
revenue and higher than
expected costs
• Macroeconomic
environment
• Fall in digital audience
• Acceleration of print
circulation decline
Inflationary pressure in the Group’s cost base alongside
a deterioration in consumer and advertiser confidence
Temporary disruption
caused by supply chain or
manufacturing issues
• Supply chain disruption
• Acceleration of print
circulation decline
Temporary key supplier or manufacturing failure,
impacting our print revenue streams
Cyber security breach • Cyber attack
• Data protection failure
• Published content and/or
editorial practices
An external cyber attack which leads to breaches of
confidential data and interruption to our systems and
services, resulting in a material reduction in page views
and subsequent digital revenues, together with
additional investigation and remediation costs while the
attack is rectified, in addition to associated regulatory
costs and fines
These scenarios were assessed individually and in unison to understand our capacity for each risk incident and
further stress test viability. The modelling showed that the Group would be able to withstand the impact of these
scenarios occurring over the assessment period. The Board also assessed the likely effectiveness of any proposed
mitigating actions. This did not change the conclusions of the assessment.
Based on the above, the directors have a reasonable
expectation that the Group will remain viable and be
able to continue operations and meet its liabilities as
they fall due over the three-year period considered.
Such future assessments are subject to a level of
uncertainty that increases with time and, therefore,
future outcomes cannot be guaranteed or predicted
with certainty.
The Strategic Report was approved on behalf of
the Board on 3 March 2026.
Darren Fisher
Chief Financial Officer
3 March 2026
53
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Governance
54Reach plc Annual Report 2025
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Governance
Financial Statements Other Information
As a Board we have a responsibility to closely monitor
and embed a positive culture and robust internal
practices across the business, to make sure these are
aligned with our purpose and strategy. We recognise
that governance plays a key role in setting our teams up
for success and we nurture a culture that encourages
colleagues to be entrepreneurial and fulfil their potential.
We also have a responsibility to ensure that our business
is sustainable and well positioned for long-term success
for the benefit of our stakeholders – something that can
only be achieved with a strong governance framework.
Below is a summary of some of the most important
Board activities in 2025. These initiatives are outlined in
more detail throughout the Governance Report.
Supporting our three strategic pillars
In April 2025, following the appointment of our new CEO,
Piers North, we confirmed our three strategic priorities:
Connecting with audiences; Accelerating the use of
tech and AI; and Diversifying revenues. The Board
worked closely with the Executive Committee to shape
this strategic vision, and we actively track progress
against the workstreams that will enable its successful
delivery through our governance framework.
The Board has been keenly monitoring the evolution of
our video strategy this year, including receiving
in-person updates from the Reach video team. The
growth of quality video content generated by our
in-house Studio team is enabling us to connect with new
audiences via social media and off-platform channels,
as well as on our own sites. Recent video successes
include our Daily Expresso podcast and the All Out
Football brand, both of which were launched in 2025.
As part of our commitment to accelerating the use of
tech and AI in Reach, we have this year expanded the
use of Google’s 'assistant' tool Gemini to all business
areas and have also opened up a Reach ‘AI University’ to
Nick Prettejohn
Chair
Strong governance to
support strategic delivery
provide support and training to colleagues in AI
adoption and application. The Board is optimistic about
the advantages that tech and AI developments bring to
our organisation, but we also recognise the need for
robust controls and governance processes to mitigate
any associated risks.
The Board has also been actively involved in overseeing
and providing guidance on the development of our new
digital subscriptions offering during the year, which is
key to our strategic objective of diversifying our
revenues. In late 2025 we launched premium offerings
on our Manchester Evening News and Liverpool Echo
websites, giving subscribers access to exclusive content
and an ad-lite experience, followed by WalesOnline, the
Daily Record, Leicestershire Live and the Express in early
2026, and we plan to expand our subscription services
to additional titles in 2026. As a Board, we will continue to
receive regular progress updates on the subscription
offering, to monitor demand from our audiences and
the impact on our revenues.
Careful cost control and driving efficiencies continued to
be an area of strategic focus for the Board throughout
the year, with regular updates and discussions on
business transformation initiatives featuring on our
Board agendas. Where this necessitated reducing the
size of our teams during the year, the Board ensured
that any leavers were treated with respect and care.
A focus on efficiency will remain equally important for us
in 2026, to ensure that our strategic objectives are
coupled with a sustainable business model.
More information about the key areas covered at the
Board's strategy days during 2025 can be found on
page 59.
Nick Prettejohn
Chair
3 March 2026
Chairman's statement
“In 2025, effective corporate
governance became all the
more important in enabling
us to achieve our strategic
goals in a dynamic and
ever-changing environment,
requiring agility, adaptability
and resilience.”
55Reach plc Annual Report 2025
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Our Board
Nick Prettejohn
Chairman
Appointment date: March 2018
(appointed as Chairman in May 2018)
Skills, experience and contribution: Nick has
significant chairmanship and listed
company experience. Since his appointment
in 2018, he has successfully led the Board
through a period of transition, bringing on
board two new CEOs, two CFOs, a Senior
Independent Director and an Audit & Risk
Committee Chair. Nick has deep financial
services experience, in-depth regulatory
knowledge, significant experience in
strategic planning and implementation, and
strong leadership qualities. The Board
believes Nick’s strong leadership and
chairing skills mean he continues to
effectively lead the Board. Some of Nick’s
previous appointments include Chairman of
the Financial Services Practitioner Panel, the
Britten-Pears Foundation, Brit Insurance, the
Royal Northern College of Music and Scottish
Widows Limited. He was also Non-Executive
Director of Lloyds Banking Group plc, the
Prudential Regulation Authority and Legal &
General plc, Member of the BBC Trust, and
CEO of Prudential UK and Europe and Lloyd’s
of London.
Current external appointments: Chairman
of TSB Banking Group plc and the charity
Prisoners Abroad and Trustee of the charity
Opera Ventures.
Darren Fisher
Chief Financial Officer
Appointment date: February 2023
Skills, experience and contribution: Darren is
a seasoned finance professional with more
than 30 years’ leadership experience in
global multi-service sector, blue-chip
companies in the UK, India and Australia.
He has worked across the media, technology,
business services and aviation sectors.
Darren’s extensive experience enables him to
offer the Board relevant insight into strategy
development and implementation, business
transformation and integrating acquisitions.
Darren was previously Group Director of
Finance at ITV plc, responsible for the group
finance functions and operations. He was
also divisional CFO for the Media &
Entertainment division, which contains the
UK broadcast business as well as ITV’s digital
offerings (ITVX). He has previously served as
Director of Finance for Micro Focus plc, Sage
plc and Xchanging plc.
Current external appointments: Director of
the Regulatory Funding Company and
Trustee and Chair of the Pride of Britain Fund.
Piers North
Chief Executive Officer
Appointment date: March 2025
Skills, experience and contribution: Piers is
an established leader in digital media and
online advertising, having spent nearly 30
years working in the field. He has significant
experience in strategic digital transformation
and delivering revenue growth, bringing a
wealth of knowledge and insight to the Board
in these areas. Piers has been an Executive
Committee member of Reach for nearly five
years, contributing extensively to the
strategic direction and performance of the
Company. He began his career in an online
journalism role before progressing into the
commercial side of the media industry.
He then held various digital strategy
positions, including 10 years at Yahoo, before
joining Reach as Digital Strategy Director in
2014. He was promoted to Chief Revenue
Officer in 2020, where he was responsible for
overseeing all of the Group’s advertising and
commercial revenues across print and
digital.
Current external appointments: Director of
PA Media Group Limited, Newsworks and the
Ozone Project Limited.
Our Board
Anne Bulford, CBE
Independent Non-Executive Director
Appointment date: June 2019
Skills, experience and contribution: Anne is
a chartered accountant and an experienced
media CFO and Audit Committee Chair.
The Board considers her continuing
leadership of the Audit & Risk Committee to
be important in ensuring the Company
continues to benefit from an independent
and objective audit. Anne was awarded an
OBE in 2012 for services to UK broadcasting
and, in 2020, a CBE for services to
broadcasting and charity. Some of Anne’s
previous appointments include Deputy
Director General of the BBC and Chief
Operating Officer of Channel 4. Her previous
non-executive roles include Chair of the
Audit Committee of the Executive Committee
of the Army Board, Audit Committee Chair of
Ofcom and of the Ministry of Justice, Member
of KPMG’s Public Interest Committee and
Chair of Trustees of Great Ormond Street
Children’s Hospital Charity. Anne qualified as
a chartered accountant with KPMG and
spent 12 years in practice.
Current external appointments: Governor of
the Royal Ballet.
Committee membership
Nomination
Denotes Committee ChairSustainability Audit & Risk Remuneration
56Reach plc Annual Report 2025
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Priya Guha, MBE
Independent Non-Executive Director
Appointment date: September 2022
Skills, experience and contribution: Priya
brings a unique mix of senior diplomatic and
governmental leadership to the Board,
alongside extensive experience of the
technology, investment trust and venture
capital sectors. Her appointments include
Non-Executive Director of Herald Investment
Trust plc and UK Research & Innovation,
Venture Partner at Merian Ventures, and a
Member of the Investment Governance
Board at Future Planet Capital. Previously,
Priya was a career diplomat, including
postings of British Consul General to San
Francisco, and before that in India and Spain.
In 2021, Priya was awarded an MBE for
services to international trade and women in
innovation.
Current external appointments:
Non-Executive Director of Herald Investment
Trust plc and UK Research & Innovation,
Senior Independent Director of Digital
Catapult, Venture Partner at Merian
Ventures, Member of the Royal Academy
of Engineering International Committee
and Trustee of TechSheCan.
Denise Jagger
Senior Independent Director and Colleague
Ambassador
Appointment date: December 2022
Skills, experience and contribution: Denise is
a qualified solicitor, having been a partner at
Addleshaw Goddard and, until 2020, at
Eversheds Sutherlands LLP. Denise brings
extensive governance and plc experience to
the Board, having held several non-executive
positions during her career. Her previous
appointments include Non-Executive
Director at CLS Holdings plc, Bellway plc, Pool
Reinsurance Company Limited, Redrow plc
and the British Olympic Association, and
Chair and Pro Chancellor of the University of
York. She was also a Director of Asda Stores,
and Group General Counsel and Company
Secretary of Asda Walmart. Through these
roles, she has acquired a broad range of
M&A, finance raising, competition, regulation
compliance, HR and remuneration and
benefits experience.
Current external appointments: Senior
Independent Director of Topps Tiles plc and
Trustee of the National Trust and of
IntoUniversity.
Barry Panayi
Independent Non-Executive Director
Appointment date: October 2021
Skills, experience and contribution: Barry is
an established and recognised leader in the
digital and data space, having spent most of
his career in senior positions at a range of
sectors focusing on data, insight and
analytics capability development. He has
executive experience, having worked as
Chief Data and Insight Officer at the John
Lewis Partnership. Before this, he was Group
Chief Data & Analytics Officer at Lloyds
Banking Group. Barry has extensive
experience in leading data-driven
transformations and managing large teams,
having also held senior roles at Bupa and
Virgin Group. He started his career working in
consultancy for EY, specialising in data and
digital.
Current external appointments: Chief Data
Officer at Howden Group and Non-Executive
Director of Ofgem.
Our Board continued
Jim Mullen and Wais Shaifta also served as directors on the Board during the year, see page 101 for further details.
Olivia Streatfeild
Independent Non-Executive Director
Appointment date: January 2016
Skills, experience and contribution: Olivia
has a strong commercial and consumer
background, having previously held
executive roles at TalkTalk, including as
Commercial Director and Marketing & CRM
Director. Olivia has a data-driven and
analytical approach to problem-solving,
having worked in consulting for McKinsey &
Company. This enables her to support the
Board in overseeing the data-driven and
customer-centric strategy. Some of Olivia’s
previous appointments include Chief
Executive Officer of INTO University
Partnerships, Commercial Director of
TalkTalk’s consumer business and Partner at
Sir Charles Dunstone’s investment vehicle,
Freston Ventures. Olivia was an Associate
Principal at McKinsey & Company and a
leader in the business’s consumer retail
practice.
Current external appointments: Chief
Executive Officer of Flamingo Group
International and Non-Executive Director of
Denhay Farms Limited.
See page 69 for the Board's assessment of
Olivia Streatfeild's independence.
57Reach plc Annual Report 2025
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Financial Statements Other Information
Board in action
March
• 2024 full-year results released and
final dividend declared to
shareholders
• 2024 Annual Report approved
• Appointment of Piers North as CEO
June
• Colleague breakfast
hosted by non-executive
directors
October
• Q3 trading update released
• Resignation of Wais Shaifta from the Board
• Video deep dive presented to the Board
April
• Purchase of £0.3m shares into the
Employee Benefit Trust approved
• Broker update covering the full-year
results and roadshow, equity market
backdrop and macro economy
• 2024 Gender Pay Gap Report approved
July
• 2025 half-year results and interim
dividend declared to shareholders
May
• AGM held with shareholders
• Q1 trading update released
• Appointment of Barry Panayi as Remuneration Committee
Chair and Denise Jagger as Colleague Ambassador
• Modern Slavery Statement approved
• Strategy meeting held in London to discuss the introduction
of the three new strategic priorities
September
• Purchase of £0.3m shares into the Employee Benefit Trust approved
• Appointment of Georgina Sharley as Company Secretary
• Second strategy meeting held in London to check-in on the strategic
updates since the strategy meeting held in May
November
• Colleague breakfast hosted by non-
executive directors
December
• 2026 budget approved
• Annual review of corporate governance
compliance
• Digital subscriptions deep dive presented to
the Board
• Review of financial impact of climate-related
risks for TCFD reporting
Board activities during 2025 included:
Board in action
58
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Financial Statements Other Information
Purpose
In July 2025 we adopted three strategic priorities,
building on the success of recent years while also
introducing some new initiatives.
“Our purpose is to connect with
people where they live, on and
offline, through their locations,
passions and values.”
This purpose directly informs and inspires our three
strategic priorities: Connecting with audiences;
Accelerating the use of tech and AI; and Diversifying
revenues. These three strategic priorities continue to
be underpinned by efficient cost and cash
management, including an ongoing reduction of
operating costs, simplification of the organisation and
good management of the print business.
For more information, see Our strategic priorities on
page 10 of the Strategic Report.
Strategy days
The Board held two in-depth strategy days in 2025: the
first in May and the second in September. The
objectives of these sessions were to introduce and
cement our updated purpose and strategy, to deepen
knowledge and understanding of the key workstreams
that support our strategic delivery, and for business
area leads to provide updates to the Board on
progress against these.
During these strategy days, immersive debate and
discussion was encouraged between the Board, the
Executive Committee and the business area leads,
including those relating to the risks and opportunities
associated with each workstream. Topics covered at
the strategy sessions included:
• introduction of our three new strategic priorities and
vision;
• editorial transformation, including video and online
content strategy, the evolving skillsets needed to
maximise audience engagement, and brand
optimisation;
• deepening audience relationships, including digital
subscriptions strategy, ecommerce and affiliate
revenues;
• accelerating the use of tech and AI, including our
data strategy and wider use of AI across the
business;
• optimising print revenues and driving efficiencies
across our printing network;
• competitors update, including peer group activities
and market share; and
• vision and culture required to support delivery and
to build human connection, pride and belief in our
business.
Next steps
The Board will continue to monitor and evaluate
progress made against our strategy, including
reviewing progress at two planned strategy sessions
in 2026, which will be attended by the Board, the
Executive Committee and workstream leads. The
strategy sessions will also be supplemented by
progress updates on key workstreams during the year
within Board meetings.
Board in action continued
Supporting delivery of our strategy
59Reach plc Annual Report 2025
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Financial Statements Other Information
Board in action continued
The Board wants Reach to be a community in which all
colleagues feel respected, happy in their work, united by
a shared purpose and empowered to succeed. While
the Board works to establish and support this culture, it
is the individual actions of all colleagues that make it a
reality and ensure that these values are embedded
within the business. Developing a culture that
encourages and creates opportunities for individuals
and teams to thrive and to realise their full potential is
not only the right thing to do for us as people but also
helps create long-term value for shareholders and
stakeholders.
Throughout 2025, the Board used several indicators and
measures to assess, embed and monitor the Group’s
culture, as described below.
Employee engagement surveys and
experience
The Board receives quarterly reports on employee
engagement surveys, which contain several culture-
related questions. The Chief People Officer reports the
findings to the Board and discusses key focus areas and
actions in detail. The mechanisms for understanding
engagement include:
• employee metrics (such as absence, unplanned
leavers and churn), employee relations cases,
health and wellbeing, and talent, including
management training;
• engagement forums, such as colleague networks,
working groups, ambassadors and union
relationships; and
• employee feedback, such as monthly surveys, focus
groups, leadership meetings and monthly check-ins
for all colleagues with their managers.
Close monitoring of employee sentiment and feedback
through the monthly pulse survey allows the impact of
initiatives to be quickly assessed, as well as highlighting
areas where specific action needs to be taken.
During 2025 employee feedback from these surveys
naturally reflected the business transformation activities
that we undertook during the year, and we sought to
address any areas of uncertainty or concern through
our employee communication programme.
Colleague Ambassador
In her role as Colleague Ambassador, Senior
Independent Director Denise Jagger provides the Board
with an independent link to our workforce. Denise joins
regular employee engagement review meetings with
our Chief People Officer, which cover key diversity and
inclusion initiatives and outputs, overall employee
experiences and feedback, and talent and succession
planning. These are all supported by clear data and
evidence. Denise reports her observations and the
matters raised by colleagues to the Board to make sure
they are considered and factored into key decisions.
Colleague breakfasts
In 2025, as part of our continued commitment to
engagement with the workforce, we held two colleague
breakfasts with non-executive directors (without senior
executives present). Both breakfasts were hosted by
Denise Jagger, in her capacity as Colleague
Ambassador, joined by Anne Bulford in June and Priya
Guha in November. The breakfasts are held in person in
small groups to make sure everyone has a chance to
be heard and give the Board direct insight into the
opinions of the workforce, its current morale and any
issues faced by the business. Colleagues from a wide
range of teams attended both breakfasts to ensure a
diverse range of voices were present, including the
editorial, commercial, finance, IT, HR, print, customer and
product teams.
The insights and outcomes of the sessions were fed
back to the Board at the following Board meetings.
Themes that emerged and were discussed during these
sessions included:
• thoughts on business change and transformation,
including the evolution from print to digital;
• the importance of culture, collaboration and regular
communication;
• employees' perspectives on the leadership and
strategy of the business, with positive feedback
having been received on Piers North's appointment
as CEO;
• discussions around career development, hybrid
working and recognition;
• audience strategy, infrastructure and content
formats;
• the use of AI across the business and how cross-
function collaboration could further support this; and
• positive engagement with our initiative to become a
Menopause Friendly organisation.
The sessions were very well received by both colleagues
and the Board and these will continue in 2026.
Diversity and inclusion
The Chief People Officer presents regular updates to the
Board on the year’s agreed diversity and inclusion
priorities (read more on page 30). Key areas of focus in
2025 included:
• a continued focus on diversity throughout the hiring
process, including gender and ethnicity
representation of prospective candidates and new
joiners;
• employee networks – supporting and evolving our
employee inclusion networks to increase value to
members and the organisation. This included two new
networks: United at Reach – providing a safe space
for anyone who identifies as a person of colour and/or
a person of faith, and The Cycle Collective – a support
network to discuss all aspects of women’s health and
wellbeing;
Embedding our culture
60Reach plc Annual Report 2025
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Board in action continued
• becoming accredited as a Menopause Friendly
organisation by Henpicked. This recognises our
commitment to creating an inclusive, supportive and
well-informed environment for our people
experiencing menopause and perimenopause;
• establishing a new ‘Advisory Board’ cadence between
networks and the Editorial Inclusion Board;
• delivering talent outreach programmes targeting
communities less likely to pursue a career in
journalism, including The King’s Trust Get Into
Journalism, aimed at young people from
underprivileged and under-represented backgrounds.
You can read more about this on page 30; and
• continuing to collect data on diversity of the workforce
through our Be Counted survey to better understand
and refine the cultural and organisational
characteristics of Reach. During 2026, we will continue
to focus on encouraging Be Counted participation
rates to further improve the quality of this data.
Talent
The Nomination Committee regularly receives talent
assessment updates about the Executive Committee
and its direct reports. This provides the Board with insight
into decision-making around investing, succession
planning and managing our talent pipeline, in line with
Reach’s values, vision and strategy.
Gender pay gap
During the year, the Remuneration Committee
undertook a deep dive to understand the various factors
contributing to the small increase in Reach's gender pay
gap over the past two years, albeit that this remains well
below the first figures we reported in 2017. The
Nomination Committee also received an update on the
initiatives and actions that have been identified to
encourage and support gender diversity in our future
leadership team in the context of succession planning.
We will continue to monitor the situation closely and we
are committed to maintaining the long-term downward
trend of our gender pay gap. See page 31 for further
details on gender pay gap.
Compliance
The Board oversees the implementation of policies regarding anti-bribery, anti-slavery, data protection and
cyber security. It also oversees e-learning modules for colleagues and receives regular updates on completion
rates. The Head of Internal Audit and Risk provides updates on any matters raised through the Group’s
whistleblowing procedures.
Directors’ attendance at Board and Committee meetings during the year is outlined below:
Director Board
1
Nomination
Committee
2
Sustainability
Committee
Audit & Risk
Committee
Remuneration
Committee
3
Nick Prettejohn 9/9 3/3 2/2 n/a 4/4
Anne Bulford 9/9 3/3 2/2 6/6 4/4
Darren Fisher 9/9 n/a 2/2 n/a n/a
Priya Guha
4
8/9 3/3 2/2 6/6 4/4
Denise Jagger 9/9 3/3 2/2 6/6 4/4
Piers North
5
7/7 n/a 2/2 n/a n/a
Barry Panayi
6
8/9 3/3 2/2 5/6 4/4
Olivia Streatfeild 9/9 3/3 2/2 6/6 4/4
Jim Mullen
7
2/2 2/2 n/a n/a n/a
Wais Shaifta
8
8/8 2/2 1/1 5/5 3/3
1. In addition to the nine scheduled Board meetings, there were two ad-hoc meetings called at short notice.
2. In addition to the three scheduled Nomination Committee meetings, there was one ad-hoc meeting called at short notice.
3. In addition to the four scheduled Remuneration Committee meetings, there was one ad-hoc meeting called at short notice.
4. Priya Guha was unable to attend a Board meeting due to a prior commitment.
5. Piers North attended seven out of the nine scheduled Board meetings as he commenced his role as CEO on 31 March 2025.
6. Barry Panayi was unable to attend a Board and Audit & Risk Committee meeting due to a prior commitment.
7. Jim Mullen stepped down from the Board on 31 March 2025. Jim was a member of the Sustainability Committee during his
appointment but no meetings of the Committee were held while he was in role in 2025.
8. Wais Shaifta stepped down from the Board on 31 October 2025.
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S172 statement
As directors, we are committed to promoting the
long-term success of the Company for the benefit of
its members as a whole while responsibly balancing the
interests of our diverse stakeholder groups. In
accordance with section 172 of the UK Companies Act
2006 (the Act), we place the interests and insights of our
stakeholders at the heart of our decision-making. This
involves carefully considering the impact of our actions
on our people, customers, communities, suppliers,
shareholders and the environment.
We acknowledge that key decisions we make will affect
long-term performance. We also recognise that every
decision we make will not necessarily result in a positive
or equivalent outcome for all of our stakeholders. By
considering our purpose and vision, together with our
strategic priorities, we are better able to choose the best
course of action for the Company while maintaining
our reputation for high standards of business conduct.
Our focus remains on ensuring that our actions today
support sustainable, long-term performance. By
continually assessing the outcomes of our decisions,
engaging in meaningful dialogue and adapting to our
stakeholders' evolving needs, we aim to strengthen our
resilience and adaptability in a dynamic business
environment.
In this section, we set out how the Board has, in
performing its duties over the year, considered matters
set out in section 172 of the Act, alongside examples of
how each of our key stakeholders has been considered
and engaged. We also discuss how we do this on pages
24 to 36 of the Strategic Report.
Principal decisions in 2025
Here are two examples of our principal decisions in 2025 and how we considered section 172 matters:
Shaping our new strategy with our
stakeholders in mind
In April 2025, in conjunction with the
appointment of Piers North as CEO, we
confirmed our three new strategic priorities, as
detailed on page 10. The Board worked closely
with the Executive Committee to shape this
new strategic vision and took into consideration
the needs and expectations of the Company's
key stakeholders in doing so, as follows:
Connecting with audiences: We recognise the
need to provide our customers with relevant,
trusted and quality content in formats that they
enjoy connecting with. We strive to ensure that
a diverse range of communities are well served
by our brands and provided with a voice.
Accelerating the use of tech and AI: We seek to
achieve efficiencies to ensure a sustainable
and profitable operational model for the
long-term benefit of our shareholders and
wider stakeholders. We provide our people with
tools to increase their efficiency and help them
succeed in their roles, ensuring that they are
well supported in the adoption of these.
Diversifying revenues: We continue to evolve
our digital revenue streams to mitigate the
decline of print volumes and meet the
expectations of our investors and our
obligations to our pension funds. We ensure
that we have appropriate suppliers in place to
meet the evolving expectations of our
customers.
Launch of digital subscriptions
In late 2025 we launched our first digital premium
subscription offering for the Manchester Evening
News and Liverpool Echo, giving subscribers access to
exclusive content and an ad-lite experience, followed
by WalesOnline, the Daily Record, Leicestershire Live
and the Express in early 2026. Through this offering,
the Company seeks to enhance the experience of its
audiences and improve customer loyalty.
Prior to the launch, the Board engaged closely with
the relevant business leaders in Reach to oversee the
design and strategy of the subscriptions offering,
ensuring that the needs of different stakeholder
groups were balanced. Key considerations include:
• ensuring that pricing balances the desire of
shareholders for revenue growth with affordability
for customers;
• ensuring that our non-subscription audiences
continue to be able to access public interest
content free of charge;
• providing all employees with complimentary
access to premium content to encourage
employee engagement and understanding; and
• engaging with appropriate software suppliers to
support the subscriptions offering.
The Board receives regular progress updates on the
premium subscription offering and plans to extend
this to additional publications in 2026.
S172 statement
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Board engagement
Stakeholder How we engaged in 2025 Outcomes and impact
Our people
• Denise Jagger, Colleague Ambassador, hosted two breakfast sessions with
colleagues, each attended by another non-executive director, to hear directly
from a diverse range of colleague voices (see page 60)
• The directors continued to interact with senior leaders and receive presentations
at Board meetings. Executive Committee members all regularly presented to the
Board, often discussing the views and sentiments of their respective teams
• Two dedicated strategy sessions were held during the year, attended by the
Board, the Executive Committee and a broad spectrum of business area leads
• The CEO held regular breakfast sessions with colleagues across the business and
communicated with colleagues via weekly emails as well as livestreams and
in-person updates throughout the year
• The Board received regular updates on HR matters, diversity and inclusion, and
employee engagement survey results
Face-to-face interactions with colleagues provided
first-hand insight into culture and sentiment within the
business, helping the Board make broader strategic
decisions.
Using insight to drive people-based decisions means we
can support colleagues, fostering a positive working
experience. Employee survey results provide the Board with
insights which help us keep colleagues engaged and
enable us to make better decisions for the workforce.
Customers
• Endorsed strategies to reach wider audiences, including investing in our Studio
team and Studio facilities, which is focused on producing strong video content
• Launched our new digital subscription offering starting with the Manchester
Evening News and Liverpool Echo, providing enhanced content and an ad-lite
experience, thereby broadening customer experience and choice
• Continued to support the diversification of digital revenues, including OK! Beauty
Box and Yimbly, our dedicated marketplace platform
• Supported continued investment in our tech platforms and AI tools to further
improve the relevance of our content and quality of our websites
• Received updates on competitor activities and developments, market share and
customer engagement levels
The Board’s focus on customer engagement has enhanced
our strategic direction, enabling us to refine our content and
adapt to customer preferences. By expanding our video
capabilities, we are better positioned to provide relevant,
diverse content that strengthens customer loyalty, and can
reach our audiences through various different media.
By diversifying our digital revenue streams, we can attract a
different audience demographic and also further enhance
our advertising offering.
Our new digital subscriptions offering provides customers
with greater choice and control over their user experience.
Communities
• The Sustainability Committee received presentations on the positive social impact
that the Group’s content has had on communities across the country, through
campaigns, lobbying and forcing change, protecting the environment and
promoting social good
• The Belonging Project is focused on making our journalism more representative of
the diverse communities served by our brands. Key initiatives this year included
our disability coverage, Chinese New Year coverage and coverage of the
Orthodox Jewish community
• Received updates on the Get Into Journalism programme in partnership with The
King’s Trust, providing training and opportunities in journalism for young people
from underprivileged and underrepresented backgrounds
• The Sustainability Committee oversaw compliance with, and progress on,
climate-related reporting, including the Task Force on Climate-related Financial
Disclosures (TCFD). The Audit & Risk Committee oversaw the assessment of the
potential financial impact of climate-related risks for the first time in 2025
Reach’s titles publish content read by a wide audience and
we have a responsibility to uphold our reputation as a
trustworthy news publisher. Our titles are embedded within
our communities, ensuring important issues are covered
and we spearhead campaigns to effect change.
We are continuing to develop our tools for tracking the
positive social impact of editorial ESG work.
Through ongoing engagement with our Environment team,
the Audit & Risk team and the Secretariat team, the Board’s
knowledge and understanding of near- and medium-term
Environmental, Social and Governance (ESG) compliance
continues to deepen.
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S172 statement continued
Stakeholder How we engaged in 2025 Outcomes and impact
Advertisers
• Received regular updates from executive directors on advertising performance
and also marketplace trends as part of financial performance
• Received updates on how developments in our data engine will provide best-in-
class targeting for advertisers
The Board’s engagement with our advertising strategy has
provided valuable insights into how our tech innovation
supports our targeted advertising solutions.
Suppliers
and partners
• Received strategic updates on affiliates and ecommerce activities
• The Audit & Risk Committee considered supply chain disruption, one of our
principal risks, focusing on print/operations and digital product risks, and
mitigation strategies in place, including insurance
• The Board of Directors approves the Group's Modern Slavery Statement each year,
which includes details of how we engage with suppliers to mitigate risks
associated with modern slavery in the supply chain. See our website for further
details
• Where relevant, discussed contracts and relationships for major suppliers, with
reference to any key risks to Reach and relevant mitigating actions
• During the second half of 2025, the Board began to consider potential options to
consolidate the Group’s print business, including the use of outsourced
commercial arrangements. This process culminated in a proposal to close two
Reach print sites during 2026. This involved evaluating the suitability of potential
outsourced print solutions. In February 2026, after careful consideration, thorough
due diligence, and an appropriate focus on the business’s long-term growth
areas, it was proposed that the printing work currently served by our Watford site
would be moved to the Newsprinters site based in Broxbourne, via a 10-year
commercial outsourcing agreement, to commence in the summer of 2026. It was
also proposed that the printing work undertaken at our Saltire site would be
moved to Oldham primarily, with some work to be transferred to DC Thomson
under a separate commercial outsourcing agreement
The Board remains committed to fostering strong,
transparent relationships with our suppliers and partners,
ensuring that any significant decisions or changes reflect
our dedication to sustainable and mutually beneficial
partnerships.
The Board considers that the 10-year commercial
outsourcing arrangement with Newsprinters and DC
Thomson will support and secure the production of Reach’s
print media in a challenging market. Newsprinters is a joint
venture between News UK and DMG Media. DC Thomson
is an established media company with print operations
in Dundee.
Shareholders
• Held an AGM in May 2025, providing an opportunity for shareholders to interact
with the directors and ask questions
• The CEO and CFO held investor roadshows and briefings for the full-year and
half-year results, including presentations and Q&A sessions for analysts
• The executive directors and the Investor Relations Director meet/speak directly
with our substantial shareholders
• The Board reviewed reports and received presentations from brokers and the
Investor Relations Director on shareholder feedback and market perceptions
Frequent and transparent engagement activities provide
opportunities for the Board to communicate its strategy
and financial performance, governance and strategic
directions and to understand shareholder views and
perceptions.
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Stakeholder How we engaged in 2025 Outcomes and impact
Pension funds
and members
• Approved an equalisation adjustment relating to a legacy West Ferry Printers
Pension Scheme, this having been identified during due diligence to prepare this
scheme for buy-out. Following this discovery, we reviewed our other schemes for
similar shortfalls, and did not identify any material items
• Following the completion of the due diligence process, reviewed and approved
the buy-out of the West Ferry Printers Pension Scheme
• Reviewed the terms of a full buy-in of the Trinity Retirement Benefit Scheme by
M&G and made recommendations to the Trustee via a joint working group
• Prepared for the triennial valuation process with a valuation date for the schemes
of 31 December 2025
Through the agreed funding valuation at 31 December 2022,
we have an agreed pathway to fully funding the schemes
and, from 2028, pension commitments are expected to
reduce by over £40m. There is a 15-month statutory
timeframe for completion of the triennial valuation at
31 December 2025.
Transitioning to a Master Trust defined contribution pension
model allows the pension scheme to be managed more
efficiently, at a reduced cost, with consistent governance
arrangements.
Government
and regulators
• Received a series of regulatory updates from the CEO and Director of
Communications covering matters such as regulatory change, competition
law/digital markets and parliamentary engagement
• Through the CEO’s interactions with the News Media Association, the Board
received regular updates regarding the views and concerns of the Government,
regulatory authorities, industry bodies and other organisations on political, legal
and regulatory matters
• During the year the CEO engaged directly with the Chancellor and the Culture
Secretary to raise key industry matters including proposed changes to Public
Notices legislation, copyright/AI and the implementation of the Digital Markets Act
Government policies and regulation in areas such as
competition and technology can affect our ability to
operate effectively. We will continue to engage with the
Government and other stakeholders to make sure our views
feed into policymaking. This engagement positions us to
effectively navigate regulatory changes and to build and
maintain strong relationships with regulatory bodies.
S172 statement continued
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Nomination Committee Report
Composition, succession and evaluation
The Nomination Committee (the Committee) is
responsible for reviewing the composition, size and
structure of the Board, its governance and succession
arrangements and its knowledge and independence.
The Committee reviews Board tenure, skills and
experience to ensure it remains appropriately balanced
and aligned with current and future strategic priorities.
The Committee also looks at talent and succession
planning for the Executive Committee and senior
management.
We performed another internally facilitated evaluation in
2025, and the results and progress made against 2024’s
recommendations are discussed on page 69.
A key area of focus for the Committee this year was the
succession arrangements for the CEO role, with Jim
Mullen having stepped down as CEO on 31 March 2025
and Piers North having been appointed as CEO on the
same date. Details of the Committee's considerations
and the selection process for the CEO role can be found
on page 67.
Nick Prettejohn
Nomination Committee Chair
The future composition of the Board has been another
area of focus for the Committee in 2025 and this will
continue into 2026. We are mindful that the Board needs
to maintain an appropriate balance of skills, experience
and industry expertise, while also being of an
appropriate size for the Company's current profile as a
FTSE SmallCap constituent. The decision was therefore
taken during the year not to replace Wais Shaifta, who
stepped down as a non-executive director on
31 October 2025.
Looking ahead, my own tenure will reach nine years in
March 2027. To enable a thorough and rigorous search
and selection process to be undertaken for the chair
role, preparatory steps will begin during 2026, including
the appointment of an independent search firm.
Olivia Streatfeild has now served on the Board for
10 years. While the Committee continues to place
enormous value on the strategic and commercial
knowledge that she brings to the Board, Olivia has
indicated her intention to step down from the Board
at some point during the forthcoming year.
The timings for Olivia’s departure remain subject to
further discussion with the Board and will be considered
in conjunction with the appointment of a new chair, to
enable my successor to potentially be involved in
the selection process for her replacement, and for
transitional arrangements to be made. We thank Olivia
for her flexibility on timings.
Notwithstanding Olivia’s tenure, the Committee is
confident that Olivia remains fully independent in her
judgement and objectivity and that she will remain so
until she steps down from the Board.
Building and maintaining a diverse and inclusive
workforce remains of the utmost importance to the
Board and the Committee, and the shared desire to
achieve this goal influences every hiring discussion and
decision, including any future appointments to the
Board. At the end of 2025, the Board was 50% female
(four of eight directors), with one Board member from
an ethnic minority background. The position of senior
independent director is also held by a woman, meaning
the Board meets the diversity requirements under the
Listing Rules.
During the year the Committee also took an active role
in reviewing and providing input to succession planning
for the Executive team and senior management,
including the appointment of Emma Callaghan as Chief
Revenue Officer in April 2025, and also the appointment
of Maria Purcell as maternity cover for the CRO role in
late 2025. Succession and talent will also remain an
area of keen focus for the Committee in 2026 to ensure
that we develop the strong and diverse pipeline of
future leaders we need to deliver our strategy and
long-term plans.
Nick Prettejohn
Nomination Committee Chair
3 March 2026
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Nomination Committee Report continued
Role of the Committee
The Committee is responsible for:
• Board composition – the Committee considers
the balance of skills, diversity, knowledge and
experience of the Board and its Committees,
and reviews the Board’s structure, size and
composition, including the time commitment
required from non-executive directors;
• Board appointments – the Committee leads on
the recruitment and appointment process for
directors and makes recommendations
regarding any adjustments to the composition
of the Board; and
• succession planning – the Committee proposes
recommendations to the Board for the
continuation in service of each director and
ensures that the Board is well prepared for
changes to its composition, with appropriate
succession plans in place.
The Committee has formal terms of reference,
which are available on the Company’s
website at www.reachplc.com.
Committee membership
The members of the Committee are the Chairman of
the Board as the Committee Chair, and all of the
independent non-executive directors. The Committee
met at three scheduled meetings during 2025, plus
once for an ad-hoc meeting. Attendance is set out in
the table opposite.
Committee members and attendance
Nick Prettejohn (Chair) 3/3
Anne Bulford 3/3
Priya Guha 3/3
Denise Jagger 3/3
Barry Panayi 3/3
Olivia Streatfeild 3/3
Jim Mullen 2/2
Wais Shaifta 2/2
Key focus areas
Board succession planning
At least twice a year, the Committee discusses the
future composition of the Board, with a rolling
programme to consider its size and shape, taking into
account the tenure of individuals, expertise required and
diversity.
The Committee regularly reviews Board and Committee
succession plans. Emergency and short-term
succession plans for Board and Committee roles were
also reviewed and agreed by the Committee.
During the year, a number of changes were made to the
responsibilities of non-executive Board members, as
part of planned rotations of roles. With effect from the
date of the 2025 AGM, Olivia Streatfeild passed on the
role of Chair of the Remuneration Committee to Barry
Panayi. Barry had previously served on the
Remuneration Committee since 2021 and was therefore
well placed to take on the chairmanship of this
Committee. On the same date, Denise Jagger, our
Senior Independent Director, took on the role of
Colleague Ambassador, this role having also been
previously held by Olivia Streatfeild.
The Committee also oversaw the succession
arrangements for the Chief Executive Officer, with Piers
North having been appointed to this role on 31 March
2025, and Jim Mullen stepping down on the same date.
A structured process was undertaken in relation to the
transition of this key role, supported by the Chief People
Officer and an independent executive search firm,
Heidrick and Struggles (H&S). H&S was instructed to
undertake a search for suitable external CEO
candidates. Piers North (who had previously been
identified as an internal successor to the outgoing CEO)
was introduced to H&S and put through their executive
assessment process.
H&S undertook an extensive candidate mapping
process of over 150 individuals, from which 17
prospective candidates (14 men and 3 women) were
identified, including Piers North. From this list, 9
candidates were reached out to (6 men and 3 women),
followed by 3 candidates being considered more fully
(2 men and 1 woman) and it was determined that Piers
was the most suitable candidate, due to his extensive
knowledge of the Company and his track record as its
Chief Revenue Officer (CRO). Other factors that were
considered by the Committee in assessing the
shortlisted potential candidates included leadership
capabilities, personal attributes and remuneration
expectations.
Piers' transition into the CEO role was supported by a
brief handover period from Jim Mullen, a post-
appointment mentoring programme provided by H&S,
and a thorough induction programme that included
sessions with all Board members, advisers and the
Company Secretary.
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Executive succession planning and talent
The Committee regularly reviews Executive Committee
and senior management succession planning and has
formal plans in place for the short, medium and long
term. Emergency plans are in place should the need
arise to fill any executive position and these are
periodically assessed. This proactive approach allows
the Committee to identify and develop internal talent
capable of stepping into key leadership positions.
During the year, the Committee received updates on
the performance of the Executive Committee and other
senior managers, and reviewed the Executive
Committee and senior management pipeline.
A specific area of focus for the Committee in 2025 was
the succession arrangements for the CRO role which
became vacant as a result of Piers' appointment as
CEO. A natural successor was identified in Emma
Callaghan, previously the Company's Executive Director
of Advertising & Strategy. Emma's promotion to the CRO
role was supported by a structured transition plan and
additional executive leadership training.
“Succession and talent will
remain an area of keen focus
for the Committee in 2026 to
ensure that we develop the
strong and diverse pipeline
of future leaders we need
to deliver our strategy and
long-term plans.”
Evaluating performance
A formal review of the Board, its Committees and the
Chairman is performed annually. The Board last
undertook an externally facilitated evaluation in 2021,
which was conducted by Sam Allen Associates Limited.
Since that date, annual evaluations have been
conducted internally and led by the Chairman, Nick
Prettejohn, with support from the Company Secretary.
The non-executive directors, led by the Senior
Independent Director, Denise Jagger, conducted a
review of the Chairman’s performance, with Denise
providing feedback from this review to Nick. We consider
an internally led review to be a proportionate and
effective method of conducting the annual evaluation
process, given the current size of the Company and our
continued focus on cost efficiencies.
A detailed questionnaire was completed by all Board
members, regular Committee attendees from senior
management and external advisers. The questionnaire
sought feedback on a range of matters, including the
Board’s oversight of the Company’s purpose, values,
strategy and risk, and the composition and diversity of
the Board. The 2025 evaluation confirmed that the Board
was operating effectively and also identified certain
areas of focus for the forthcoming year, as detailed on
the following page.
Board Diversity Policy
The Board and Committee fully recognise the
importance of diversity and inclusion (D&I) at Board and
senior management level. The Board Diversity Policy (the
Policy) is reviewed annually and available to view at
www.reachplc.com/investors/corporate-governance/
policies.
The Policy formally sets out the Company’s approach to
the diversity of the Board and its Committees. The Policy
is consistent with the Company’s objective to promote
D&I across the business and is aligned with the
Company’s three D&I pillars: connect, respect and thrive.
This helps to ensure that the skills, experience, and social,
cultural, educational and professional backgrounds of
the workforce are appropriately diverse to support the
Company’s strategy.
The Group’s diversity policies and objectives are
inextricably linked to the Company’s strategy, which
includes creating a culture in which all can thrive. The
governance framework ensures that, for senior leaders,
the Executive Committee and the Board’s strategic
priorities incorporate D&I where appropriate. You can
read more about how D&I forms part of our strategy on
page 30.
Non-executive director induction
A full, formal and tailored induction programme is in
place for new Board members, to provide a
comprehensive induction to the Group and enable
them to contribute to Board discussions from the outset.
The induction is designed to cover a range of areas,
including Board procedures and listed company
director duties, the Group’s operational and financial
performance and strategic direction, and key areas of
the business.
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The following table sets out the actions undertaken during 2025 as a result of the 2024 evaluation and also actions to
be taken in 2026 as a result of the 2025 evaluation.
Issues and recommendations from the 2024
evaluation Actions undertaken in 2025
Market developments
Regular information about market
developments and the Company’s
key competitors to be provided to
the Board
A summary of the Company’s key competitors in each area of the
business was discussed with the Board at the strategy meeting in May
2025. Board reports and updates now also include additional narrative
insights on competitors, their activities and their financial performance.
Lessons learnt
Lessons learnt from previous decisions
or approaches to be reviewed and
captured
It was agreed that a focused session would be held post year end to
review key Board decisions and outcomes from the year ended
31 December 2025, such as major projects and transactions.
Board engagement
Continue and widen the Board’s formal
and informal engagement activities
with key talent across the Group
A large number of employees, including those who report into the
Executive Committee, have attended and presented at Board and
strategy meetings in 2025. Informal engagement activities included the
continuation of colleague breakfasts, hosted by non-executive
directors, and non-executive director attendance at an editorial event.
Issues and recommendations
from the 2025 evaluation Actions to be taken in 2026
Industry and market insights
Additional insights on market trends
and industry developments to be
provided to the Board
Thought leadership session, with potential input from external parties, to
be provided to the Board during 2026 in order to provide additional
insight into developing market trends and relevant industry matters to
inform and support the Board’s strategic decision-making.
Composition of the Board
Commence and progress plans
relating to the succession of the chair
and recruitment of an additional
non-executive director
Preparation to be undertaken in 2026 for the future succession of the
chair role and the recruitment of a new non-executive director to
replace Olivia Streatfeild upon her stepping down from the Board
during the forthcoming year. It was agreed that consideration would be
given to ensuring that the Board retains recent and relevant industry
experience.
Director independence
The Board conducted an annual review of its
independence for 2025, and confirmed that, excluding
the Chairman, Nick Prettejohn, 62.5% of the Board are
independent in the form of independent non-executive
directors. The Chairman was deemed independent on
appointment in 2018 and continues to demonstrate
objective judgement.
As mentioned on page 66, Olivia Streatfeild intends to
step down from the Board during the forthcoming year.
Notwithstanding the fact that Olivia has tenure of over
nine years, the Board considers her to be independent as
she continues to demonstrate objective judgement and
ensures that all matters at Board and Committee level
are robustly debated and challenged.
Diversity
Valuing D&I is an integral priority of the Company.
While the Policy applies to the Board only, it sits
alongside the wider Company Inclusion Policy, setting
out the Company’s broader commitment to D&I. It is
implemented, in part, through the Code of Conduct
programme.
The Board recognises the importance of D&I in the
boardroom and seeks to recruit directors with varied
backgrounds, skills and experience. Reach seeks to
broaden the diversity of the Board to reflect its audience
and their communities. This will continue to be a
key consideration when appointing new non-executive
directors in the future.
As at 31 December 2025, the Company has met the
targets on Board diversity required to be reported on
under UK Listing Rule 6.6.6R (9), with 50.0% of Board
members being women (four of eight in total), the senior
Board position of senior independent director being held
by a woman, and one Board member being from a
minority ethnic background. In addition, the Audit & Risk
and Sustainability Committees both have a female chair.
All of the non-executive directors are members of all
Committees and therefore our Committees have a
similar profile from a diversity perspective to the Board.
69
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Nomination Committee Report continued
The Committee keeps the Board composition and size
under review to maintain an appropriate balance of skills,
experience, diversity and knowledge for the Group. The
Board also recognises the importance of D&I at senior
management level. The Group’s Executive Committee,
the members of which are direct reports of the CEO and
CFO, had nine members as at 31 December 2025,
including the CEO and CFO
1
. As at 31 December 2025,
there were four women on the Executive Committee,
including the maternity cover for the CRO position. There
were 73 direct reports to the Executive Committee for the
purposes of FTSE 250 Women Leavers Review reporting, of
whom 36 were female. Information on senior
management D&I initiatives can be found on page 30 of
the Strategic Report. The percentage of women within
the Group overall decreased slightly to 39.1%
(2024: 39.9%), with women occupying 41% of senior
managerial roles across the Group (2024: 36%).
In 2021, Reach joined the 30% Club, committing the
Company to 30% representation of women on the Board,
including one person of colour, and 30% representation of
women on the Executive Committee, including one
person of colour. The Board also aspires to voluntarily
meet the Parker Review requirement that at least 10% of
the Executive Committee will self-identify as being from
an ethnic minority background by 2027. As at
31 December 2025 this target was met, one member of
the Executive Committee was from an ethnic minority
background, following the recruitment of a maternity
cover appointment for the CRO in the second half of
the year.
Our Be Counted initiative, which was launched in
2021, captures colleague demographic and diversity
data and is used to develop our D&I strategy. According
to the protected characteristics of the Equality Act 2010,
along with socioeconomic data, Reach can identify
areas of opportunity, along with challenges, to help drive
D&I activity. Regular updates on the results of the Be
Counted initiative have been provided to the Board,
including how this has fed into progressing the social
mobility agenda.
The following table sets out the information required under UK Listing Rule 6.6.6R (10) on the Board’s and executive
management’s ethnic background and gender identity or sex as at 31 December 2025:
Number of
Board
members
Percentage
of the Board
Number of
senior
positions on
the Board
(CEO, CFO, SID
and Chair)
Number
in executive
management
1
Percentage
of executive
management
Men 4 50% 3 5 55.6%
Women 4 50% 1 4 44.4%
Other categories 0 0 0 0 0
Not specified/prefer not to say 0 0 0 0 0
White British or other White
(including minority-white groups) 5 62.5% 3 8 88.9%
Mixed/Multiple ethnic groups 1 12.5% 0 1 11.1%
Asian/Asian British 0 0 0 0 0
Black/African/Caribbean/Black British 0 0 0 0 0
Other ethnic group 0 0 0 0 0
Not specified/prefer not to say 2 25% 1 0 0
1. As at 31 December 2025, the Executive Committee comprised nine members, due to an overlap between the Chief Revenue Officer
and maternity cover for this role during a handover period.
70Reach plc Annual Report 2025
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Nomination Committee Report continued
Gender breakdown as at 31 December 2025
Gender split of Group employees
1
Gender split of direct reports
to the Executive Committee
Board composition as at 31 December 2025
56%
88%
75%
38%
63%
63%
25%
50%
38%
Female
Male
Total
36
37
73
0-3 years
3-6 years
6-9 years
9+ years
2
1
2
3
2
Board tenure
Board skills evaluation
Chairman
Executive directors
Non-executive Directors
5
2
1
Board composition
Board skills and experience
Female
Male
4
4
Board gender diversity
1. Permanent and temporary employees in the UK, Republic of Ireland and the United States.
2. See more information on Olivia Streatfeild’s tenure and independence on page 69.
The broad range of skills, experience and diversity of the
Board that are relevant to Reach’s strategy and
business are illustrated below. This represents where the
Board, as at 31 December 2025, considers it has
considerable or expert knowledge in the listed area.
Media
Digital transformation
Strategy and business
planning
Accounting and finance
People and talent
Sustainability/ESG
Technology/IT
Digital marketing/
advertising
Data analytics
4
4
.
4
%
(
4
)
5
5
.
6
%
(
5
)
4
1
%
(
5
0
)
5
9
%
(
7
2
)
3
9
%
(
1
,
1
5
9
)
6
1
%
(
1
,
8
1
3
)
Female
Male
1,213
1,890
O
t
h
e
r
S
e
n
i
o
r
m
a
n
a
g
e
r
s
E
x
e
c
u
t
i
v
e
C
o
m
m
i
t
t
e
e
Nick Prettejohn
Nomination Committee Chair
3 March 2026
71Reach plc Annual Report 2025
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Sustainability Committee Report
To embed, review and challenge
Being a responsible, sustainable business remains a key
priority in Reach’s business framework. I am pleased to
report on the activities undertaken in 2025 and the
progress that we have made towards our sustainability
objectives.
As Chair of the Sustainability Committee, my focus in
2025 was enhancing our reporting against the Task
Force on Climate-related Financial Disclosures (TCFD)
and overseeing the submission and validation of our
near-term Science Based Targets (SBTs) for Scope 1, 2
and 3 with the Science Based Targets initiative (SBTi).
The Committee has also focused on further developing
our tools to measure the positive social impact of our
editorial ESG initiatives.
Priya Guha, MBE
Sustainability Committee Chair
The Committee continues to operate under the four
pillars of the responsible business framework. During
2025, the Committee received updates on the work
undertaken by the business under each pillar. Some of
the highlights include:
• protecting the environment – overseeing progress in
our net zero journey, including the validation of our
emissions targets and commitments to reduce our
carbon footprint;
• operating with integrity – reviewed the opportunities
and challenges presented to Reach by AI including
implications for energy usage and our people;
• creating trusted, quality content – further
developing the tracking tools that measure the social
impact of our content; and
• developing the team – received updates on the 2025
priorities and progress for diversity, equity and
inclusion; developing, rewarding and retaining talent;
and culture.
Ensuring that the Committee is up to date with
regulatory and reporting requirements is essential to
delivering on our sustainability targets. The Committee is
kept informed of the challenges and opportunities of
climate and sustainability matters through
presentations and discussions with Reach business
leaders and our external ESG advisers.
During the year we followed closely the progress of the
draft European Deforestation Regulation (EUDR) and the
potential impact of this on Reach's print operations and
ESG strategy. Following delays in the planned
implementation of this regulation, and lobbying by
publishing organisations, it was confirmed by the EU
Commission in November 2025 that printed products
would be exempt from the scope of EUDR. While Reach
will therefore not be required to comply with EUDR, the
Committee will nevertheless continue to monitor and
oversee the continuous improvement of the
environmental credentials of Reach's print operations.
We will also continue to monitor the progress of the draft
International Sustainability Standards Board’s (ISSB)
disclosure standards for the UK, which remain under
consultation at present. When further clarity exists, the
Committee will oversee the application of the standards,
and any work required to be undertaken to comply
with them. We will also monitor the achievement of
near-term SBTs and oversee the development of
Reach’s long-term SBTs throughout 2026 and into 2027.
Priya Guha, MBE
Sustainability Committee Chair
3 March 2026
72Reach plc Annual Report 2025
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Sustainability Committee Report continued
Role of the Committee
The role and responsibilities of the Committee are
set out in its terms of reference, which are
available on the Company’s website at
www.reachplc.com.
The role of the Committee is to:
• review, challenge, oversee and recommend for
Board approval the sustainability strategy and
any sustainability-related commitment
communicated externally in support of the
Group’s corporate purpose;
• embed, review, challenge, oversee and support
the sustainability strategy, management
initiatives and their performance, to ensure a
coherent and consistent approach is adopted
across the Group;
• balance non-financial targets and
commitments within the sustainability strategy
with the delivery of financial value for
shareholders and other stakeholders;
• be responsible for the oversight and review of
relevant internal reporting regarding the
implementation of the sustainability strategy;
• stay up to date with ESG best practice and
thought leadership, keeping under review the
extent and effectiveness of the Group’s external
reporting of relevant sustainability performance
and its participation in external benchmarking
indices;
• consider the appropriateness of the Group’s
position on relevant emerging sustainability
issues; and
• be responsible for the oversight of diversity and
inclusion matters, people and community
engagement and monitoring of corporate
culture in support of the Group’s purpose
and values, reporting to the Board on
such matters as appropriate.
Committee membership
The members of the Committee are the Chairman of
the Board plus all non-executive and executive directors.
The Committee met twice during 2025 and attendance
is set out below. The Board remains satisfied that the
members of the Committee collectively have the
relevant skills and knowledge required for the
Company’s sector and the business in which the
Company operates.
Committee members and attendance
Priya Guha (Chair) 2/2
Anne Bulford 2/2
Darren Fisher 2/2
Denise Jagger 2/2
Piers North 2/2
Barry Panayi 2/2
Nick Prettejohn 2/2
Olivia Streatfeild 2/2
Jim Mullen n/a
Wais Shaifta 1/1
TCFD
The Committee receives regular updates on the Group’s
progress against our climate-related strategy and
alignment with the TCFD recommendations. In 2025, an
assessment of the potential financial impacts of our
main climate-related risks was undertaken, being
carbon pricing, energy pricing and flooding. Indicative
financial impacts for these three risks found each to be
not material. Having undertaken this assessment, I am
delighted to confirm that Reach is now able to report full
alignment with all 11 TCFD recommended disclosures.
Details of the Company's climate-related risks and the
financial impact assessment that has been undertaken
during 2025 can be found on pages 41 to 43.
Pathway to net zero
This year we have also continued to embed our agreed
metrics and targets for climate-related risks. These
include energy consumption, waste, water consumption,
and Scope 1, 2 and 3 GHG emissions. This year our
near-term target to reduce Scope 1, 2 and 3 emissions
has been validated by the SBTi. More information can be
found on page 32.
We also continue to link Reach's Long Term Incentive
Plan to key ESG metrics, specifically a 15% ESG metric for
the reduction in Scope 1 and Scope 2 emissions, to align
the remuneration of Reach's most senior colleagues
with our net zero strategy.
Measuring the positive social impact of
editorial content
During the year, the Committee continued to receive
updates on editorial highlights, covering campaigning
against injustice, striving to improve the common good,
lobbying to change laws and fight inequity and
promoting social good, inclusion and diversity.
In 2024, we introduced a tracking system to measure
the social impact of Reach’s editorial ESG work. In 2026,
we will further enhance and refine this through the
development of an AI-led content categorisation tool.
This development aligns with our strategic pillar
of accelerating the use of tech and AI across the
organisation and will enable us to track robustly
and monitor the positive social impact of our content in
an increasingly objective and automated manner.
The Committee will continue to receive regular updates
on this enhanced categorisation process during 2026.
More information can be found on pages 26 and 27.
Priya Guha, MBE
Sustainability Committee Chair
3 March 2026
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Audit, risk and internal controls
The Audit & Risk Committee’s (the Committee) key role is
to review the integrity of the Group’s financial reporting
and monitor the effectiveness of the Group’s internal
controls and risk management framework. The
Committee also helps the Board to fulfil its
responsibilities and provides independent challenge
around financial reporting, risk and controls as well as
overseeing the external auditors relationship.
During 2025, the Committee reviewed the Group’s
principal risks and uncertainties, including strategic,
operational, financial and compliance risks, and
undertook several principal risk deep dives, including
into cyber risk, brand reputation/editorial risk, business
resilience and data protection. The Committee received
regular reports from Internal Audit during the year,
ensuring that agreed actions in those reports were
completed on time.
Anne Bulford, CBE
Audit & Risk Committee Chair
I am pleased to confirm that Reach made strong
progress in further strengthening the effectiveness of its
risk management and internal control framework this
year through preparatory work for Provision 29 of the
2024 UK Corporate Governance Code (the 2024 Code),
which comes into effect on 1 January 2026.
See page 81 for further details of the work that has been
completed on this project.
The Committee has also contributed to further
enhancing our TCFD report activities and disclosures this
year, having overseen the assessment of potential
financial impacts of our key climate-related risks. From
this assessment it was concluded that none of these
were likely to have a material financial impact on the
business. Further information on these climate-related
risks can be found on pages 41 to 43.
On financial reporting, as in previous years, the
Committee focused on key accounting judgements
including the carrying value of intangible assets, clarity
of financial reporting and the adoption of new
accounting standards.
In 2026, a key area of focus for the Committee will be
oversight of the Group's compliance with Provision 29 of
the 2024 Code, including the requirement for the Board
to make a declaration on the effectiveness of the
Group's material controls, while also maintaining
oversight on its other core areas of focus.
Anne Bulford, CBE
Audit & Risk Committee Chair
3 March 2026
Role of the Committee
The role and responsibilities of the Committee
are set out in its terms of reference, which are
available at www.reachplc.com. The Committee’s
key objectives and responsibilities are:
• monitoring the financial reporting process,
including the integrity of the financial statements of
the Company, such as its annual and half-year
financial results;
• reviewing and assessing the Annual Report
to determine whether it can advise the Board that,
taken as a whole, the Annual Report is fair,
balanced and understandable;
• monitoring the statutory audit of the annual, and
the review of the half-year, consolidated financial
statements;
• reviewing significant financial reporting issues;
• recommending to the Board the appointment of
the external auditors and approving their
remuneration and terms of engagement;
• monitoring and reviewing the external
auditors’ independence, objectivity and the
effectiveness of the external audit process,
including relevant UK professional and regulatory
requirements such as the appropriateness of the
provision by the auditors of non-audit services;
• monitoring and reviewing the effectiveness of the
internal controls and risk management framework;
and
• reviewing and approving the effectiveness and
remit of the Internal Audit function, ensuring it has
the necessary resources and can meet
appropriate professional standards for
internal auditors.
74Reach plc Annual Report 2025
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Audit & Risk Committee Report continued
Time allocation
Financial reporting
External audit
Internal control, risk
management and
internal audit
16%
32%
8%
18%
Governance 26%
Deep dives
At the invitation of the Committee Chair, the Chairman,
CEO, CFO, the Director of Finance and the Head of
Internal Audit and Risk attended meetings of the
Committee during 2025 to maintain effective and
open communications. The external auditors,
PricewaterhouseCoopers LLP (PwC), attend meetings
and have direct access to the Committee should they
wish to raise any concerns outside the formal
Committee meetings.
Key focus areas in 2025
The Committee:
• continued to monitor regulatory and legislative
changes applicable to its remit;
• reviewed and assessed the Group’s financial reports
and interim statements before making
recommendations to the Board;
• undertook detailed risk deep dives into cyber security,
business resilience, brand reputation/editorial risk and
data protection;
• reviewed TCFD compliance and its application
through the governance framework alongside the
Sustainability Committee, including for the first time
this year the potential financial impacts of climate-
related risks;
• reviewed the internal control environment through 12
completed internal audits;
• oversaw the project to prepare for and comply with
Provision 29 of the 2024 Code relating to the
assessment and effectiveness of material controls;
and
• oversaw the selection of a new lead external audit
partner from PwC, to take effect in 2026.
Annual Report
The Committee has undertaken a review and
assessment of the Annual Report to determine whether
it can advise the Board that, taken as a whole, the
Annual Report is fair, balanced and understandable, and
provides shareholders with the information they need to
assess the Group’s position, performance, business
model and strategy.
In doing this, the Committee has:
• considered the results of an internal review performed
by a senior chartered accountant not involved in the
preparation of the Annual Report;
• reviewed and discussed the findings from the external
auditors as part of the 2025 year-end audit; and
• fully discussed the Annual Report at the Committee
meetings in February 2026.
Following a rigorous process, the Committee
recommended to the Board that the Annual Report,
taken as a whole, is fair, balanced and understandable.
Going concern and viability statement
In its Annual Report, the Company is required to include
statements relating to going concern and viability.
The Committee reviewed and discussed a report from
management and concluded that the financial
statements can be prepared on a going concern basis;
it also concluded that there is a reasonable expectation
that the Group will be able to continue operating
and meet its liabilities as they fall due over the next
three years.
The directors assessed the prospects of the Group over
a three-year period, which enabled them to consider
the investment required to drive growth in digital and
the impact of declining print revenues. The Group’s
going concern statement is set out on pages 117 and 118,
and the viability statement is set out on page 53 of the
Strategic Report.
Committee membership
The members of the Committee are all of the
independent non-executive directors. The Committee
met six times during 2025, and their attendance is set
out in the table below.
Committee members and attendance
Anne Bulford (Chair) 6/6
Priya Guha 6/6
Denise Jagger 6/6
Barry Panayi 5/6
Olivia Streatfeild 6/6
Wais Shaifta 5/5
The Board’s responsibility for the assessment of risk is
delegated to the Committee. The Board has confirmed it
is satisfied that the members of the Committee are
independent and, as a whole, have competence relevant
to the sector in which the Group operates, gained from
their respective external roles, previous and present.
Committee member biographies are set out on pages 56
to 57.
Anne Bulford, the Committee Chair, is considered by the
Board to have recent and relevant financial experience
for the purposes of the Financial Reporting Council’s (FRC)
2024 UK Corporate Governance Code (the 2024 Code).
75
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External auditors
Auditors’ appointment and independence
PwC was appointed by shareholders as the Group’s
statutory auditors in 2019 following a formal tender
process. The external audit contract will be put out
to tender every 10 years. It is the Committee’s current
intention to tender its audit services by no later
than 2028.
The lead audit partner at PwC is rotated at least every
five years to ensure continuing independence. The
current audit partner, Colin Bates, has been in post since
the start of 2021 and he will therefore rotate off from the
Reach audit following the publication of the 2025 Annual
Report and Accounts. In his place, Jenny Dickie will be
appointed as the new lead external audit partner from
PwC, having been selected from a number of potential
audit partners in view of her relevant sector knowledge
and audit experience. To ensure a smooth transition,
Jenny has shadowed the 2025 audit process.
PwC has indicated its willingness to continue in office
and shareholders’ approval will be sought at the AGM
on 6 May 2026.
The Company complied throughout 2025 with the
provisions of the Statutory Audit Services Order 2014
relating to the UK audit market for large companies.
There are no contractual obligations that restrict the
Company’s choice of external auditors.
During 2025, private meetings were held with PwC to
ensure there were no restrictions on the scope of its
audit and to discuss any items that the external auditors
did not wish to raise with the executive directors present.
The Committee is satisfied that there are no
relationships between the Company and the external
auditors, its employees or its affiliates that may
reasonably be thought to impair the external auditors’
objectivity and independence.
The Committee formally reviews the effectiveness
of the external auditors in July each year and considers
the results of a survey sent to directors and senior
managers, including the Executive Committee
and members of the finance team. This survey
asks questions about independence, planning, expertise
and resources, the audit process, communications
and fees. A full report of the survey results was reviewed
by the Committee, which concluded that the external
auditors remained effective. The effectiveness review
of PwC for the 2025 audit will be carried out in the
coming months.
An example of the auditors demonstrating their
effectiveness in 2025 was through debate and
challenge on key assumptions within the impairment
assessment, within the Group’s financial projections
from 2026 to 2030.
In addition, the effectiveness of the external auditors
is closely monitored on an ongoing basis and there is
a regular cycle of meetings between the Company and
PwC where audit planning and process are discussed
and any issues can be raised. This includes monthly
meetings between the CFO and the lead audit partner,
and a meeting between the Committee Chair and the
lead audit partner, before each scheduled Committee
meeting. In audit periods, weekly meetings are held
between the finance team and PwC to discuss progress
on deliverables and resolve any issues in real time.
FRC quality review
The FRC’s quality review team routinely monitors the
quality of the audit work of certain UK audit firms
through inspections of sample audits and related
quality processes. PwC was reviewed on the audit of our
financial reporting for the year ended 31 December 2024.
A copy of the FRC team’s report was provided to the
Audit & Risk Committee.
Non-audit services
The Group has a formal policy on the engagement
and supply of non-audit services to protect the
objectivity and independence of the external auditors
and avoid a conflict of interest. The policy is in line with
the recommendations set out in the FRC’s Guidance on
Audit Committees and its 2019 Revised Ethical Standard.
Generally, the external auditors will not be engaged to
provide any additional services other than audit-related
services, including the review of the interim financial
information and loan covenant reporting.
There may, however, be circumstances where it could
be in the Company’s and shareholders’ interests if the
external auditors were engaged. Such circumstances
are likely to relate to either exceptional transactions
or those deemed not to be material.
The Committee’s approval must be obtained before the
external auditors are engaged to provide any permitted
non-audit services, which are detailed in the policy.
For permitted non-audit services that are trivial, the
Audit & Risk Committee has pre-approved the use
of the external auditors, subject to the following limits:
Value of service requested
Approval required prior to engagement
of the external auditors
Up to £25,000
Chief Financial Officer
£25,001 to £50,000
Audit & Risk Committee Chair
£50,001 and above
Audit & Risk Committee
Where non-audit work is performed by PwC, steps
are taken to safeguard the auditors’ objectivity
and independence, including a different team
of people working on the task.
Details of the fees paid to PwC for the financial period
ending 31 December 2025 can be found in note 6
to the consolidated financial statements. In 2025, the
approved non-audit fee items provided by PwC related
to the interim review and loan covenant reporting.
The spend in relation to these services was £185,000,
totalling 15% of the overall fees paid. The Committee
was satisfied that the non-audit services purchased
were in line with the non-audit services policy and did
not compromise the independence of the auditors.
The Committee is satisfied that the Company was
compliant during 2025 with both the 2024 Code and the
2024 Revised Ethical Standard, with respect to the scope
and maximum level of permitted fees incurred for
non-audit services provided by PwC.
76Reach plc Annual Report 2025
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Significant matters considered by the Committee in relation to the financial statements
The Committee has assessed whether suitable accounting policies have been adopted and whether management has made appropriate estimates and judgements on
significant issues.
The Committee reviews accounting papers prepared by management, which provide details of the main financial reporting judgements. The Committee also reviews reports by
the external auditors on the full-year and half-year results, which highlight any issues concerning the work undertaken. After receiving reports on the significant issues and after
discussion with PwC, the Committee agreed that the judgements made by management were appropriate.
Critical estimate or key
judgement How the Committee addressed the issue
Impairment
reviews in respect
of the carrying
value of assets on
the consolidated
and parent
company balance
sheets
The Committee received detailed papers from management in respect of the impairment reviews in relation to the carrying value of assets on the
consolidated and parent company balance sheets.
The Group’s consolidated balance sheet has material goodwill and other intangible assets (publishing rights and titles), and the parent company
balance sheet has material investment in subsidiary undertakings.
The Committee needed to assess whether the carrying value of assets of a cash-generating unit are impaired and are carried at no more than their
recoverable amount (the higher of fair value less costs of disposal and value-in-use) in the consolidated balance sheet.
The Committee also assessed whether the carrying value of investments are impaired and are carried at no more than the recoverable amount (the
higher of fair value less costs of disposal and value-in-use) in the parent company balance sheet.
The value-in-use has been calculated using a discounted cash flow model, and the fair value has been considered based on the value of the Group
with costs of disposal considered to be minimal.
The discounted cash flow model has been prepared based on the final budget for 2026, and then high-level projections for the period 2027 to 2030.
There are a number of judgements made in setting the assumptions that underpin the model:
• the projections are management’s best estimate of the future performance of the Group which are subject to risk and uncertainties as set out in
the Annual Report;
• the key assumptions in the projections relate to the continuation of print declines, of digital growth and the associated change in the cost base as
a result of the changing revenue mix;
• the long-term growth rate has been set at -2.3% from year five (2024: -0.1% from year five);
• capital expenditure has been based on expected run rates of the existing business over the next five years;
• tax has been modelled based on the expected future tax rates at the balance sheet date; and
• the weighted average cost of capital post-tax rate of 10.0% (2024: 10.3%) is calculated after due consideration of market factors impacting the rate
and items that are specific to the Group, such as the current capital structure and the best estimate of future movements in the capital structure.
The impairment review in respect of the 2025 year end concluded that an impairment was required to the carrying value of assets held in the
consolidated balance sheet and that an impairment was required to the carrying value of investments held in the parent company balance sheet.
Disclosure of the impairment reviews and key sensitivities are detailed within note 16 in the notes to the consolidated financial statements and note 4
in the notes to the parent company financial statements.
The Committee noted that the Company has significant distributable reserves of £334.7m (2024: £495.9m) following the capital reduction during
2023, converting the entirety of the share premium account into distributable reserves, which has provided headroom relating to the Company’s
ability to pay dividends.
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Audit & Risk Committee Report continued
Critical estimate or key
judgement How the Committee addressed the issue
Impairment
reviews in respect
of the carrying
value of assets on
the consolidated
and parent
company balance
sheets
continued
The Committee members reviewed in detail the papers supporting the impairment review ensuring consistency with Board discussions relating to
the budget and the progress on the strategic priorities which underpin the digital growth in the projections (all members of the Committee are Board
members). The Committee also reviewed the consistency of the current year model with the prior year model. Consistent with the prior year, the cash
flow period upon which the assessment is conducted is five years.
The external auditors challenged the conclusions and considered any external factors which may change the conclusions of the review. The external
auditors also undertook a detailed review of the assumptions and of the model supporting the papers.
In reaching its conclusion on the impairment review, the Committee considered the papers prepared by management and the external auditors. The
Committee noted the comparisons to external forecasts (which were supportive of the projections) and sensitivity analysis.
The Annual Report contains disclosure of the Critical Judgements in applying the Group’s accounting policies, the key factors relating to the
impairment reviews and the conclusions reached (note 3 and note 16 in the notes to the consolidated financial statements, note 2 and note 4 in the
notes to the parent company financial statements).
Impairment is not considered a principal risk for the Group, as identified on pages 49 to 52 of the Strategic Report, as it relates to historical
transactions with no future cash impact, nor is there any impact on the financial covenants for the Group’s debt facilities.
Consideration was also given to the continued adoption of the indefinite life assumption in respect of publishing rights and titles, and in
assessing the publishing rights and titles with reference to a single publishing cash-generating unit. The appropriateness of a single cash-
generating unit for the publishing rights and titles:
The assumption is considered at each reporting date and is a Critical Judgement in applying the Group’s accounting policies.
The Group is a content business with content delivered through multiple brands. The brands have traditionally been in print and are transitioning to
digital. The challenges facing the brands have resulted in the Group becoming more integrated to such an extent that the interdependency of
revenues across the network of brands is significant. As such, assessing the publishing rights and titles with reference to a single publishing cash-
generating unit, whose cash flows are interconnected, is deemed to be the most appropriate treatment. There has been no change to the
assessment of this Critical Judgement.
The indefinite life assumption in respect of publishing rights and titles:
The assumption is considered at each reporting date and is a Critical Judgement in applying the Group’s accounting policies.
The Group has, from first recognition to the latest results announcement, consistently adopted an indefinite life assumption for its publishing rights
and titles. Indefinite life intangible assets are not amortised. The Committee noted that indefinite is not the same as infinite (that is, limitless in extent).
The brands have delivered trusted news to readers for many years in print and more recently digital. The brands are core to our digital strategy,
either directly or indirectly. In support of the assumption, management has prepared five-year illustrative projections which highlight that print will
continue to be significant, and that digital will be increasingly significant. Based on the Group’s strategic focus and the illustrative projections, it is
considered that there is no foreseeable limit to the period over which the net cash inflows are expected to be generated from the publishing rights
and titles and that the current carrying value will be supported for the foreseeable future. As such, continuing to adopt the indefinite life assumption
in respect of publishing rights and titles is deemed to be the most appropriate treatment. There has been no change to the assessment of this
Critical Judgement.
78Reach plc Annual Report 2025
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Financial Statements Other Information
Audit & Risk Committee Report continued
Critical estimate or key
judgement How the Committee addressed the issue
Pensions
At each reporting date, the Group’s actuaries for this purpose, Willis Towers Watson (WTW), undertake a detailed calculation of the IAS 19 valuation of
the Group’s defined benefit pension schemes and of the specific financial disclosures in the financial statements.
The assumptions are agreed by management after taking advice from WTW. This includes external benchmarking of the key assumptions by WTW.
Independent investment manager confirmations are received for all investment assets and confirmation is received from the scheme administrators
for all scheme bank accounts.
An executive summary and a detailed report prepared by WTW setting out the methodology, judgements, assumptions and conclusions is presented
to the Committee for review. The assumptions regarding the discount rate, inflation rates and demographic assumptions are reviewed by the
Committee.
The external auditors perform a detailed review of the reports prepared by WTW and of the methodology, judgements and assumptions used for the
valuation, including external benchmarking and testing in respect of the investment assets and bank accounts.
Full disclosure of the Group’s pension schemes including valuation, the approach to setting assumptions and the sensitivity to changes in key
assumptions are disclosed in note 21 in the notes to the consolidated financial statements.
Pension schemes are included in one of the Group’s principal risks that are set out in the risks and uncertainties section on pages 49 to 52 of the
Strategic Report. This sits under the wider lack of funding capability risk which sets out the pensions risk and mitigating management action.
Historical legal
issues
The Group is exposed to civil claims in relation to historical phone hacking. This is a standing item on the Board agenda and therefore is not
specifically an agenda item for the Committee. The Committee does assess the appropriateness of any provisions in relation to these matters and
other implications on the consolidated financial statements, and that the Annual Report contains sufficient disclosure of such matters, including the
material reduction in the provision following the High Court’s judgment on time limitation during December 2023. Disclosures relating to the latest
position are set out on page 22 of the Strategic Report and in note 27 in the notes to the consolidated financial statements.
The external auditors’ report to the Committee details the procedures undertaken by them and their discussions with management, and this is
discussed in detail by the Committee.
Historical legal issues are included in one of the Group’s principal risks that are set out in the risks and uncertainties section on pages 49 to 52
of the Strategic Report. This sits under the wider lack of funding capability risk which sets out the historical legal issues risk and mitigating
management action.
Restructuring
The Group has recorded significant restructuring charges in respect of in-year transformation programmes. The Committee reviewed the
reasonableness and inclusion of these items in operating adjusted items and the disclosures in the Annual Report.
79Reach plc Annual Report 2025
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Audit & Risk Committee Report continued
Internal control and risk management
systems
The Board is responsible for establishing and
maintaining an effective risk management and internal
control framework. The Committee supports the Board
in discharging this responsibility.
Risk management
Reach has an established framework for identifying,
evaluating and managing the principal and emerging
risks faced by the Company. This framework is
described in the Risk report on page 46. The process
accords with the FRC’s Guidance on Risk Management,
Internal Control and Related Financial and Business
Reporting, as applicable for this financial year.
The Committee regularly reviews the principal risks,
including descriptions of the risks and quantification of
their impact and likelihood both before and after
considering mitigating controls. The Group’s appetite for
each risk is also reviewed in accordance with our
corporate risk appetite statement. As noted above, the
Committee also undertook a more detailed review of
several key risks during 2025. The Board also undertakes
a robust assessment of principal and emerging risks on
an annual basis.
Internal controls
Reach has a well-established and mature system of
internal controls which follows the three lines model, as
described in the Risk report on page 46. The Committee
monitors the internal control environment by receiving
regular reports from Internal Audit and management
teams, through the risk deep dives described above and
through the annual effectiveness assessment,
described on the following page. No system of internal
control can provide absolute assurance against
material misstatement or loss. However, such a system
is designed to provide the directors with reasonable
assurance that problems are identified promptly and
dealt with appropriately.
The key procedures that were in place and effective
throughout the year and that have been established
and designed to provide effective internal financial
control are:
• an established organisational structure with clear
lines of responsibility, approval levels and delegated
authorities;
• a disciplined management and committee structure
which facilitates regular performance review and
decision-making. This includes the Board, which met
at nine scheduled meetings during 2025, and its
Committees (including Audit & Risk, Remuneration,
Nomination and Sustainability), the Executive
Committee, and operational and risk management
committees at various levels throughout the Group;
• a comprehensive strategic review and quarterly
business planning process, including annual
budgeting, two in-year re-forecasts and financial
reporting;
• regular reviews of business performance including:
weekly trading pack and Executive Committee trading
review meeting, monthly review of financial
performance based on a detailed monthly
management accounts pack and regular Board deep
dives into key strategic initiatives;
• a Code of Conduct, Group policies and procedures
underpinning the operations of the business;
• an embedded and comprehensive risk management
framework as described above and in the Risk report;
• a risk and controls compliance certification process
conducted in relation to the full-year results and
business activities generally;
• a mandatory annual compliance training
programme for all employees covering a range of
topics including positive confirmation of policy
awareness and compliance;
• a robust system of internal controls over financial
reporting, supported by documented minimum
control frameworks and a financial statement
verification process;
• an Internal Audit function whose work spans the whole
Group; and
• an incident reporting process and independent
whistleblowing line (further details can be found on
the next page) that enables concerns and/or risk
incidents to be reported confidentially and on an
anonymous basis and for those concerns to be
investigated.
Group Internal Audit
The Internal Audit function focuses on providing
assurance over the design and operating effectiveness
of the internal control system and enhancing the
Group’s internal controls. It has an annual plan based on
a rolling programme and specific risk-based audits,
which are approved by the Committee every year.
Internal Audit sits independently of the business, with no
responsibility for operational management.
The Head of Internal Audit and Risk oversees delivery of
the internal audit programme using in-house resources
and the services of external subject matter experts, as
necessary. The internal audit plan, being risk-based, is
focused on those areas deemed critical to achieving
our business objectives.
During 2025, Internal Audit completed 12 audits covering
financial, operational and compliance controls
including: contractors; management reporting; identity
and access management; digital publishing; print
circulation revenue; and a cyber security maturity
assessment. Each audit was given an overall rating
ranging from ‘highly effective’ to ‘needs significant
improvement’ and, where necessary, recommendations
for controls or process improvement were made. There
were no audit areas that were rated as needing
significant improvement in 2025.
The Committee oversees the performance of the
Internal Audit function and the Head of Internal Audit
and Risk attends all Committee meetings. In addition, a
review of the effectiveness of the Internal Audit function
is undertaken each year.
The Committee concluded that the function continues
to operate effectively.
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Speak Up Policy and procedure
The Group has an established Speak Up Policy (the
Policy) and procedure in place, which provides a
confidential, independent whistleblowing line where
employees may report any concerns about the integrity
of the business or breaches of the Group’s policies
without fear of criticism or future discrimination.
The Policy is owned by the Chief Executive with oversight
from the Committee and is supported by an
independent external service provider, overseen by the
Head of Internal Audit and Risk.
The Head of Internal Audit and Risk oversees the
investigation of all reported concerns, involving relevant
resources as necessary. The Group General Counsel
and Chief People Officer are informed of all cases as
they arise. The CEO and Committee Chair are also
informed. The Committee reviews annually to ensure the
process is working in accordance with the Policy.
The Committee reviews these arrangements annually
to ensure the process is working in accordance with
the Policy.
Effectiveness of risk management and
internal controls system during the year
The 2018 UK Corporate Governance Code (2018 Code)
provisions relating to risk management and internal
controls remained applicable to the Company for the
year ended 31 December 2025. In accordance with the
2018 Code, the Committee, on behalf of the Board,
reviewed the effectiveness of the Company’s risk
management and internal control systems, covering
all material controls, including financial, operational
and compliance controls, and concluded that they
were effective.
In completing this review, the Committee:
• reviewed reports from the Internal Audit function and
management teams, which provided reasonable
assurance that internal control procedures remain in
place and are being followed. Formal procedures
were established for taking appropriate action to
correct weaknesses identified from these reports and
for enhancing the internal control environment. The
Committee confirmed that necessary actions have
been or are being taken where failings or weaknesses
were identified;
• reviewed the results of the risk and controls
compliance certification process conducted in
relation to the full-year results, where all members of
the senior leadership team certified the effectiveness
of risk management and internal control processes in
their areas of responsibility; and
• reviewed the Speak Up reporting process and
independent whistleblowing line that enables
concerns and/or risk incidents to be reported
confidentially and on an anonymous basis and for
those concerns to be investigated.
The Board reviewed the Committee’s assessment and
concurred with its conclusion.
Compliance with Provision 29 of the 2024
Code
Provision 29 of the 2024 Code is applicable to
companies with financial years beginning on or after
1 January 2026 and we will therefore report fully on this in
our 2026 Annual Report and Accounts. During the past
year we undertook significant preparatory work to
ensure full compliance with this new provision, which will
require a Board declaration of the effectiveness of the
Company's internal controls. This project has been led
by a working group and steering committee (with
membership from Reach's Finance, Tech and Internal
Audit & Risk team), with oversight from the Committee.
Key activities included:
• assessment of the status and effectiveness of
material controls;
• mapping of controls to our principal risks;
• briefing of control owners in respect of their
responsibilities regarding controls assurance and
self-certification, and completion of a self-
assessment pilot; and
• a pilot and dry run of the quarterly assurance process.
From this work, we are confident that we have identified
Reach's material controls and that we will be able to
report full compliance with Provision 29 in our 2026
Annual Report and Accounts.
Anne Bulford, CBE
Audit & Risk Committee Chair
3 March 2026
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Remuneration Report
Rewarding and retaining talent
Barry Panayi
Remuneration Committee Chair
Our report is split into two parts: our Annual Statement,
including this foreword and our 2025 Remuneration at a
glance summary on page 84, and the Annual
Remuneration Report.
I thank our shareholders for their support on
remuneration matters at our 2025 Annual General
Meeting (AGM), when the resolution to approve our 2024
Directors’ Remuneration Report received strong
shareholders’ support.
2025 performance and pay outcomes
Our 2025 remuneration outcomes reflect the Group’s
strong performance in terms of adjusted operating
profit, while also being cognisant of the decline in total
revenues for the year, and the Group’s ongoing focus on
cost management. Ensuring that we retain talent within
the business to support the delivery of our strategic
objectives remains a key priority; pay that promotes
retention and rewards performance will, we believe, be
to the long-term benefit of the business.
2025 also saw Piers North appointed as CEO from
31 March 2025, with Jim Mullen stepping down from the
CEO role on the same date. The Committee gave careful
consideration to shaping an appropriate remuneration
package for Piers North, taking into consideration his
skills and experience and the existing framework of our
Remuneration Policy.
Our April 2025 base salary review increased salaries by
2% across the business (or Living Wage rates where
applicable).
“Ensuring that we retain talent
within the business to support
the delivery of our strategic
objectives remains a key
priority.”
The Group’s strong adjusted operating profit outcome
for 2025 at £104.7m allowed our 2025 bonus ‘profit pool’
to be self-funded to 90% of the maximum opportunity,
allowing us to pay bonuses to around 2,900 colleagues
across the business.
Executive director bonuses were in line with the wider
bonus pool, paying out at 90% of their maximum bonus
opportunities. Cash bonuses of 50% of salary (pro-rating
for time in role as appropriate) will be paid to executive
directors for the 2025 bonus, and each will also receive a
bonus deferred share award that is capable of vesting
in three years’ time (CEO 63% of base salary deferred;
CFO 40% of base salary deferred).
Before confirming these bonuses for the executive
directors, the Remuneration Committee also considered
performance against a wider range of factors
monitored throughout the year, including both digital
and print revenues, environmental performance and
diversity and inclusion actions. Performance against
each of these KPIs was strong, with the exception of
digital revenue, which was below target for the year.
The performance metrics for our 2023 Long Term
Incentive Plan (LTIP) award which were measured over
three years to 31 December 2025 were partially
achieved, resulting in a 12.5% vesting in relation to the
RPM performance measure. The other performance
measures were not met and therefore 87.5% of these
awards lapsed.
The Remuneration Committee did not exercise any
discretion (positive or negative) regarding directors’
remuneration outcomes for 2025.
82Reach plc Annual Report 2025
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Financial Statements Other Information
Remuneration Report continued
Committee membership
The members of the Committee are all of the
independent non-executive directors and the Chairman
of the Board. The Committee met four times during
2025, and their attendance is set out in the table below.
Committee members and attendance
Barry Panayi (Chair since 1 May 2025) 4/4
Anne Bulford 4/4
Priya Guha 4/4
Denise Jagger 4/4
Nick Prettejohn 4/4
Olivia Streatfeild
(Chair up to 1 May 2025)
4/4
Wais Shaifta 3/3
Applying our Remuneration Policy in 2026
We will apply our Directors’ Remuneration Policy in 2026
in a way which is closely aligned with how we applied
our Policy in 2025. As we have done over the past two
years, our 2026 annual bonus plan will have a single
metric across the business of adjusted operating profit,
but with a wider range of metrics also considered for
executive directors’ bonuses.
We also intend to make further LTIP awards in 2026. The
same mix of metrics and weightings as applied for 2024
and 2025 LTIP awards (relative TSR, absolute TSR, RPM
and CO
2
reduction targets) will again apply for 2026’s
LTIP awards. Further details are set out on pages 95
and 96.
Matters to be approved at our 2026 AGM
At the 2026 AGM, shareholders will be asked to approve
the Directors’ Remuneration Report, which is the normal
annual advisory resolution on this report.
I hope that our shareholders will remain supportive of
our approach to executive pay at Reach and vote in
favour of this resolution.
The Committee welcomes all input on remuneration
matters and if you have any comments or questions on any
element of the Directors’ Remuneration Report, please email
me, care of Georgina Sharley, Group Company Secretary, at
company.secretary@reachplc.com. We are grateful for the
guidance and support we have received from our
shareholders on remuneration matters in the past year.
As this is my first Annual Statement as the Chair of the
Reach Remuneration Committee, I would like to take this
opportunity to thank my fellow Non-Executive Director
Olivia Streatfeild for her work in chairing the Committee
from July 2021 until the 2025 AGM.
Barry Panayi
Remuneration Committee Chair
3 March 2026
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2025 Remuneration at a glance
2025 Single total figure of remuneration for executive directors (£’000)
Executive directors (£’000) Salary Taxable benefits Pension benefits Other
2
Single-year
variable
Multiple-year
variable
3
Total
Piers North
1
354 18 6 – 400 12 790
Darren Fisher 384 24 29 135 347 42 961
1. Piers North became CEO on 31 March 2025 and the figures shown are for the period from 31 March 2025 until 31 December 2025.
2. Part of the buy-out awards made to Darren Fisher on joining Reach in 2023 vested on 28 March 2025 and had a value of £135,186 (178,345 shares; share price £0.758).
3. The multiple-year variable relates to the vesting of LTIP awards that were granted in 2023 and will vest by reference to a three year performance period ended 31 December 2025. These values have
been calculated using the a share price of £0.579, being the three month average price to 31 December 2025.
Summary of Remuneration Policy
Pay element Overview of Policy Remuneration in respect of 2025 Implementation of Policy in 2026
Base
salary
Reviewed annually, considering salary increases across
the Group. Increases not normally to exceed workforce
increases
CEO, Piers North = £470,000 p.a. (prior CEO's salary was
£529,646)
CFO, Darren Fisher = £385,560 p.a. (2024: £378,000)
The increase for Darren Fisher in 2025 was at the same rate
(2%) as applied to all eligible colleagues at that time
Salary review date is 1 April 2026. If the CEO
and CFO receive any salary increase, this
will be in line with workforce increases for
2026
Benefits
Benefits typically consist of provision of a car
allowance, private medical cover, permanent health
insurance and life assurance
In line with Policy No change to benefits for 2026
Pensions
7.5% salary contribution level at maximum CEO: 6% of base salary
CFO: 7.5% of base salary
No change to pensions for 2026. The CEO's
pension contribution rate was maintained
on his promotion to the PLC main Board
Annual
bonus
Maximum annual bonus opportunity of 125% of salary
for CEO and 100% of salary for CFO based on financial/
business performance, with financial measures to be
not less than 50% of the total bonus opportunity
Any bonus up to 50% of salary is paid in cash, with the
remainder delivered in the form of deferred bonus
share awards vesting after three years
Clawback provisions apply
Annual bonus for 2025 confirmed as 90% of maximum
Performance measures for 2025 were fully assessed on
Group adjusted operating profit for 2025. Progress was also
considered against a wider range of factors (including
digital growth, diversity and inclusion and costs
management)
Maximum annual bonus opportunities
remain at 125% of salary for CEO and 100%
of salary for CFO
Performance measures for 2026 will be
similar to 2025. These are fully assessed on
Group adjusted operating profit. Progress
will also be considered on a wider range of
factors
LTIP
Annual awards of LTIP of 175% of salary for CEO and
150% of salary for CFO in normal circumstances
Awards vest subject to performance over a three-year
period. Vested shares are subject to an additional
two-year holding period
Malus and clawback provisions apply
Awards of 150% of salary made to the CEO and CFO
(pro-rated for the CEO from 31 March 2025)
2025 LTIP performance to be measured over the three
financial years to December 2027 against relative TSR (40%
weighting), absolute TSR growth (20% weighting), Digital
revenue per thousand page views (RPM) (25% weighting),
and ESG (Scope 1 and Scope 2 reduction) (15% weighting)
2023 LTIP has a 12.5% vesting
No change to structure or quantum of LTIP
for 2026
CEO LTIP award will again be 150% base
salary. Performance to be measured over
the period January 2026 to December 2028
against the same mix of metrics as applied
for 2025 LTIP awards
Remuneration Report continued
84
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Governance
Financial Statements Other Information
Introduction
This Directors’ Remuneration Report has been prepared in accordance with the
provisions of the Companies Act 2006 and Schedule 8 of the Large and Medium-sized
Companies and Groups (Accounts and Reports) Regulations 2008 (as amended)
(DRR Regulations).
The report meets the requirements of the FCA Listing Rules and the Disclosure
Guidance and Transparency Rules. In it, we describe how the principles of good
governance relating to directors’ remuneration, as set out in the FRC’s UK Corporate
Governance Code January 2024 (2024 Code), are applied in practice.
Directors’ Remuneration Policy
The Directors’ Remuneration Policy for executive and non-executive directors for the
three-year period expiring at the Company’s 2027 AGM, and which was approved by
shareholders at the 2024 AGM held on 2 May 2024, can be found within the Company’s
2023 Annual Report which is available on the Company’s website at
www.reachplc.com/investors/results-and-reports.
Annual Remuneration Report
The following section provides details of how the current Remuneration Policy was
implemented during 2025.
The Remuneration Committee is a committee of the Board of directors and has been
established with formal terms of reference approved by the Board. The Committee’s
purpose is to help the Board fulfil its oversight responsibility by ensuring that Reach’s
Remuneration Policy and practices reward fairly and responsibly, link to corporate and
individual performance, and take account of the generally accepted principles of
good governance. A copy of the terms of reference is available on the Company’s
website at www.reachplc.com.
The Committee fulfils its duties with a combination of formal meetings and informal
consultation with relevant parties internally. During the year, the Committee, where
appropriate, sought advice and assistance from the executive directors and the Chief
People Officer in connection with carrying out its duties. The activities of the Committee
include appropriate review and oversight of the operation and implementation of the
Company’s Remuneration Policy each year. The Committee also reviewed its terms of
reference in the year.
The Chairman of the Board, together with the CEO, is responsible for evaluating and
making recommendations to the Board on the remuneration of the non-executive
directors. Members of the Committee and any person attending its meetings do not
participate in any decision on their own remuneration.
The Committee met four times during the year, and details of members’ attendance at
meetings are provided on page 61 of the Governance Report and page 83 of this
Remuneration Report.
During the year, the Committee considered its obligations under the 2024 Code and
concluded that:
• the Directors’ Remuneration Policy supports the Company’s strategy, including the
performance measures chosen; and
• remuneration for our directors remains appropriate.
The Company engages in collective bargaining on pay for those areas in the business
where there are agreements to do so. The members of the Committee (as full Board
members) are kept informed on these engagements.
We consider that our executive directors’ pay is shown to be aligned to wider
Company pay policy through the consistency of approach taken on base salary
increases and annual bonus measures.
Before proposing the revised and updated Directors’ Remuneration Policy which was
presented at the 2024 AGM, the Company engaged with some of its major
shareholders with regards to the continued appropriateness of our Remuneration
Policy.
Advisers
The Committee evaluates the support provided by its advisers annually to ensure that
advice is independent, appropriate and cost-effective. The Committee retains
responsibility for appointing any consultants in respect of executive director
remuneration.
The Committee received advice from FIT Remuneration Consultants LLP (FIT) in 2025. FIT
was appointed by the Committee in 2019 following a competitive tender process. FIT
also provided share plan implementation advice to the Company during the year. The
Committee reviewed the advice provided to it and is satisfied that the advice received
from FIT in 2025 was independent and objective. FIT does not have any connection with
the Company or its directors.
FIT’s total fees for the provision of remuneration services to the Committee in 2025 were
£35,100 plus VAT. These fees were charged on the basis of FIT’s normal terms of
business for advice provided.
Remuneration Report continued
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Remuneration Report continued
Summary of shareholder voting on remuneration matters
The table below shows the results of the votes on: 1) the Directors’ Remuneration Policy at the 2024 AGM; and 2) the advisory vote on the 2024 Directors’ Remuneration Report at
the 2025 AGM.
Resolution text Votes for % for Votes against % against Total votes cast Votes withheld
1) Approve the Directors’ Remuneration Policy (2024 AGM) 214,150,887 89.92 24,007,481 10.08 238,158,368 24,458
2) Approve the Directors’ Remuneration Report (2025 AGM) 214,224,159 92.70 16,861,871 7.30 231,086,030 5,704,394
Single total figure of remuneration for executive directors (audited)
The table below sets out a single figure for the total remuneration received by each executive director for the years ended 31 December 2025 and 31 December 2024.
Salary
£’000
Taxable
benefits
£’000
Pension
benefit
£’000
Total fixed
remuneration
£’000
Other
£’000
2
Single-year
variable
£’000
Multiple-year
variable
£’000
4
Total variable
remuneration
£’000
Total
£’000
Executive director 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024
Piers North
1
354 – 18 - 6 – 378 – – – 400 – 12 – 412 – 790 –
Darren Fisher
2
384 374 24 23 29 28 437 425 135 54 347 378 42 – 524 432 961 857
Jim Mullen
3
132 523 6 23 10 39 148 585 – – 147 662 54 – 201 662 349 1,247
1. Piers North was appointed as CEO on 31 March 2025 and accordingly his 2025 data represents a part year.
2. Part of the buy-out awards made to Darren Fisher on joining Reach in 2023 vested on 28 March 2025 and had a value of £135,186 (178,345 shares; share price £0.758). The 2024 values shown represent the
vesting of other buy-out awards in 2024.
3. Jim Mullen stepped down as CEO on 31 March 2025 and accordingly his 2025 data represents a part year.
4. The multiple-year variable relates to LTIP awards that were granted in 2023 and will vest by reference to a three year performance period ended 31 December 2025. These values have been calculated
using the a share price of £0.579, being the three month average price to 31 December 2025.
86Reach plc Annual Report 2025
Strategic Report
Governance
Financial Statements Other Information
Remuneration Report continued
Salary (audited)
Piers North was appointed as CEO on 31 March 2025 with an annual base salary of
£470,000. Jim Mullen's annual base salary prior to his resignation on 31 March 2025
was £529,646.
At the annual salary review date on 1 April 2025, Darren Fisher received a 2% increase in
base salary which was in line with the percentage increase for all colleagues in the UK
and Republic of Ireland made at that time.
Salary until
31 March 2025
Salary from
1 April 2025
Piers North N/A £470,000
Darren Fisher £378,000 £385,560
Jim Mullen £529,646 N/A
Taxable benefits (audited)
This item incorporates the value of all tax-assessable benefits arising from
employment with the Company and relates to the provision of car allowance and
healthcare cover.
Car allowance
Value of
healthcare
cover
Piers North
1
£15,079 £2,715
Darren Fisher £20,000 £3,542
Jim Mullen
1
£5,000 £840
1. Piers North replaced Jim Mullen as CEO on 31 March 2025 and accordingly the figures for Piers
North and Jim Mullen represent part years only.
Pensions (audited)
Piers North pays into the Reach UK defined contribution pension plan at a rate of 6%,
with matching contributions by the Company (subject to plan salary cap of £123,600).
For Darren Fisher, the pensions contribution rate was 7.5% as a cash allowance paid
monthly to use for pension purposes. Prior to his resignation, Jim Mullen's pension
contribution rate was also 7.5%, paid to him as a monthly cash allowance.
Single year variable (audited)
The 2025 annual bonus was based on the achievement of Group adjusted operating
profit as described below.
Measure
Weighting
(% of bonus)
Below
target Target Stretch Actual
Total payout
(% of maximum)
Group
adjusted
operating
profit 100%
Below
£100m
(nil)
£100m
(nil)
Equal to or
above
£102.9m
(100%) £104.7m 90%
Total 90%
The use of Group adjusted operating profit as the sole metric allowed a ‘profit pool’
from which all Reach 2025 bonuses were self-funded, covering a total of around 2,900
colleagues. This consistency of approach on 2025 annual bonus throughout the
Company helped to drive focus on this key profit metric in a challenging operating
environment.
The range for Group adjusted operating profit was set to reflect budgets for 2025.
No bonus was payable for below on-target performance (£100m); this level was also
ahead of the on-target levels of adjusted operating profit for 2024’s annual bonus plan
(2024: £98m on-target level). The Group adjusted operating profit for 2025 which was
achieved at £104.7m would have allowed funding at 100%. However, this was
moderated down to 90% for senior management bonuses, having regard to digital
revenue performance. At the start of the year it had been agreed that the senior
management bonuses would be capped at 90% unless in-year digital revenue growth
was at least 4%, and this was not achieved.
For our executive directors, before confirming bonus outcomes for 2025, the
Remuneration Committee also took account of a range of other performance factors
(a number of which are KPIs) including the following:
• Revenue per thousand page views (RPM) which continued to grow in 2025 to £10.44
(2024: £9.70) (KPI)
• Print revenues – maintaining print revenues to expected levels (KPI)
• Costs – managing year-on-year cost reductions appropriately to ensure profitability
was maintained
• ESG – remaining on track to deliver Scope 1 and Scope 2 reductions by the mid-point
(2026) of our plan for Scope 1 and Scope 2 emissions to be halved by 2030
• Diversity and inclusion – qualitative measurement of progress regarding talent
acquisition diversity and the actions required to further progress our reduction of the
gender pay gap.
87
Reach plc Annual Report 2025
Strategic Report
Governance
Financial Statements Other Information
Remuneration Report continued
Having reviewed the material progress against these performance factors, and the
performance of the Group more holistically in addition to the level of adjusted
operating profit achieved, the Remuneration Committee regarded it as appropriate to
confirm the formulaic outcomes of the 2025 annual bonus for the executive directors
based on Group adjusted operating profit at 90% without further adjustment.
In the year, the annual bonus maximum for the CEO was 125% of base salary and 100%
of base salary for the CFO.
Any portion of bonus above 50% of base salary is deferred in shares for three years.
Accordingly, a 90% payout of 125% of maximum outcome produces an annual bonus
of £399,822 for the CEO (where 63% of salary, £222,639 is deferred) and an annual
bonus of £347,004 for the CFO (where 40% of salary, £154,224 is deferred). Deferrals are
made under the terms of the Restricted Share Plan (RSP). Until released, these awards
are subject to potential forfeiture on ceasing employment in some circumstances (see
page 95).
2023 LTIP awards (audited)
Details of the performance metrics applying for the 2023 LTIP awards, the performance
period for which ended in December 2025, are summarised below.
Vesting of the 2023 LTIP award was dependent on achieving performance metrics on
relative Total Shareholder Return (TSR) (75% weighting) and 25% on Customer Value
Strategy metrics (12.5% weighting on ARPU and 12.5% weighting on RPM) as follows:
TSR performance relative to constituents of
FTSE SmallCap (ex. investment trusts) % of award that can be exercised
Upper quartile or above 75%
Between median and upper quartile Straight-line vesting between 15% and 75%
Median 15%
Below median Nil
TSR performance was measured using a three-month average period at the start and
end of the three-year performance period. The Company’s ranking was below median
(80.9
th
percentile), which warranted nil vesting of the TSR shares.
The Customer Value Strategy metrics applied for the 2023 LTIP award considered
Overall ARPU and RPM with the following scales, measured to the end of financial
year 2025.
ARPU % of award that can be exercised
£4.59 (or above) 12.5%
Between £4.36 and £4.59 Straight-line vesting between 9.17% and 12.5%
Between £4.13 and £4.36 Straight-line vesting between 2.5% and 9.17%
£4.13 2.5%
Below £4.13 Nil
Overall ARPU is defined as the total digital revenue generated across the business,
divided by the active UK digital audience (based on the accepted industry
measurement standard). The ARPU figure attained was £3.63, and there was nil vesting
of the ARPU shares.
RPM % of award that can be exercised
£7.08 (or above) 12.5%
Between £6.73 and £7.08 Straight-line vesting between 9.17% and 12.5%
Between £6.37 and £6.73 Straight-line vesting between 2.5% and 9.17%
£6.37 2.5%
Below £6.37 Nil
RPM is defined as the total worldwide digital revenue generated across the business
during a specified period, divided by the total number of worldwide page views
(measured in thousands). The RPM figure attained was £10.44, and there was 12.5%
vesting of the RPM shares.
88
Reach plc Annual Report 2025
Strategic Report
Governance
Financial Statements Other Information
Remuneration Report continued
Single total figure of remuneration for non-executive directors
(audited)
The table below sets out a single figure for the total remuneration received by each
non-executive director for 2025 and 2024.
Base fee
£’000
Other fees
£’000
Total
£’000
2025 2024 2025 2024 2025 2024
Anne Bulford 55 54 13 13 68 67
Priya Guha 55 54 13 13 68 67
Denise Jagger 55 54 13 13 68 67
Barry Panayi 55 54 9 - 64 54
Nick Prettejohn 198 193 – – 198 193
Wais Shaifta
1
46 54 – – 46 54
Olivia Streatfeild 55 54 5 13 60 67
1. Wais Shaifta stepped down from the Board on 31 October 2025.
The non-executive director fee rates below were in place during 2025.
Fees until
31 March 2025
Fees from
1 April 2025
Chairman base fee £194,670 £198,563
1
Non-executive director base fee £54,600 £55,692
1
Additional fee for Senior Independent Director £12,500 £12,500
Additional fee for chairing Audit & Risk Committee £12,500 £12,500
Additional fee for chairing Remuneration Committee £12,500 £12,500
Additional fee for chairing Sustainability Committee £12,500 £12,500
1. Increase in line with 2% review for colleague salaries.
The aggregate remuneration of all executive and non-executive directors under salary,
fees, benefits, cash supplements in lieu of pensions and annual bonus in 2025 was
£2.43m (2024: £2.62m).
LTIP interests awarded in 2025 (audited)
On 10 April 2025, Piers North and Darren Fisher were granted awards under the LTIP. To
the extent that performance conditions are met, these awards will vest on 10 April 2028.
The three-year period over which performance is to be measured is from 1 January
2025 to 31 December 2027. Vested shares are subject to a two-year holding period.
Date of grant
Shares over which
awards granted
1
Value of awards
granted % of salary
Piers North 10 April 2025 733,706 £590,413 126%
Darren Fisher 10 April 2025 718,702 £578,339 150%
1. The base price for calculating the level of awards was £0.8047, the three-month average share
price to the date of grant.
Piers North's 2025 LTIP award was pro-rated to reflect his appointment to the role of
CEO on 31 March 2025.
Vesting of LTIP awards granted (as nil-cost options) in 2025 is subject to four
performance conditions: relative TSR (40% of each award), absolute TSR growth (20%),
RPM (25%) and ESG – reduction in Scope 1 and Scope 2 emissions (15%).
More details of the targets applying to these awards are included in the tables below.
TSR performance relative to constituents of FTSE
SmallCap (ex. IT) % of award that can be exercised
Upper quartile or above 40% (100% of this part)
Between median and upper quartile Straight-line vesting between 8% and 40%
Median 8% (20% of this part)
Below median Nil
Absolute growth in TSR (three-year CAGR) % of award that can be exercised
20% or above 20% (100% of this part)
Between 10% and 20% Straight-line vesting between 4% and 20%
10% 4% (20% of this part)
Below 10% Nil
89
Reach plc Annual Report 2025
Strategic Report
Governance
Financial Statements Other Information
Remuneration Report continued
For both TSR conditions, measurement will be on the basis of three-month average
return figures at the start and end of the performance period. In the three-month
average base period to 31 December 2024, Reach’s average share price was £0.91.
RPM targets have been set by the Committee for the 2025 LTIP awards by reference to
the three-year business plan, and the Committee considers the ranges set to require
stretching growth over the period 2025 to 2027.
The Committee regards the RPM targets for the 2025 LTIP awards as commercially
sensitive at the current time and, accordingly, will not be disclosing the target ranges
on a prospective basis. The information will be disclosed when it is appropriate to do
so, and no later than on the publication of the Directors’ Remuneration Report for the
year of vesting.
The environmental metrics will measure the absolute reduction in Scope 1 and Scope 2
emissions (tCO
2
e) over the period 1 January 2025 to 31 December 2027.
% reduction from 2024 baseline % of award that can be exercised
19% or above 15% (100% of this part)
Between 16% and 19% Straight-line vesting between 3% and 15%
16% 3% (20% weighting of this part)
Below 16% Nil
The targets for this metric are aligned to Reach’s near-term science-based targets for
Scope 1 and Scope 2 emissions in 2030 which were approved by the Sustainability
Committee in December 2023 and the measurement will be subject to external
verification.
If there are changes to the business that would result in significant changes in the
emissions inventory, Reach plc’s 2030 baseline and targets would be recalculated in
line with best practice in a process overseen by the Sustainability Committee with
external validation. The Committee will continue to work closely with the Sustainability
Committee to ensure the environmental metrics for LTIP continue to be an appropriate
incentive as the business evolves.
Payments to past directors and payments for loss of office
(audited)
Following the announcement made on 31 March 2025, Jim Mullen stepped down as
CEO with immediate effect. Piers North replaced Jim Mullen as CEO on the same date.
To ensure a smooth transition, Jim remained as an employee of the Company until
31 May 2025.
The related remuneration arrangements for Jim Mullen leaving the Company were fully
in line with our Directors’ Remuneration Policy and the terms and conditions of Jim
Mullen’s employment contract, as follows:
Jim Mullen was paid fixed pay (base salary, benefits and pension contributions) in line
with the terms of his employment contract from his date of stepping down from the
Board until 31 May 2025, after which he took up a new role at The Jockey Club. This
treatment mitigated the Company's obligations in respect of fixed pay for Jim Mullen's
12 months' contractual notice period as only two months of fixed pay were paid to Jim
during this notice period from 31 March 2025.
Jim Mullen was permitted to participate in the 2025 annual bonus for the pro-rata
period until 31 March 2025. This produced the outcome disclosed in the single total
figure table on page 86, which was determined in line with the original performance
conditions for the 2025 bonus. Of the 2025 annual bonus outcome (£146,922) shown in
the single total figure table, £66,206 will be paid in cash and £80,717 will be deferred in
shares for three years under the terms of the RSP. Jim Mullen also received the deferred
share award element of the attained 2024 annual bonus earned prior to his leaving the
business. This was an award of 493,642 shares made on 10 April 2025 and the shares
will only be released to Jim Mullen after a holding period of a further three years.
Jim Mullen retained already vested share awards. Any unvested LTIP share awards held
by Jim Mullen were reduced on a time pro-rata basis. Such time pro-rated LTIP awards
remain subject to the original performance-vesting requirements for these awards
and can only vest at the originally specified vesting dates. Any vested shares will be
subject to relevant two-year holding periods following vesting. The share awards
retained by Jim Mullen are more fully set out in the table 'Directors’ interests in shares
under the Reach share plans' on page 94. Jim Mullen was not awarded a 2025 LTIP.
In approving the arrangements for Jim Mullen's departure, the Committee sought to
protect shareholders' best interests by ensuring a swift and orderly transition to having
Piers North as our CEO, giving Piers the maximum time in post during 2025. Releasing
Jim Mullen from his notice period to take up a new opportunity at The Jockey Club from
1 June 2025 supported this, as did the other agreed treatments on remuneration items.
Annual percentage change in remuneration of directors and
employees
The table on the next page shows the percentage change in CEO remuneration from
the prior year, compared to the average percentage change in remuneration for all
other employees. In accordance with Schedule 8 of the Large and Medium-sized
Companies and Groups (Accounts and Reports) Regulations 2008 (as amended), we
also show the relevant percentage changes for all other directors, and figures are
shown for 2021 through to 2025.
The CEO’s and CFO’s remuneration includes base salary paid in 2025, taxable benefits
and bonus. The base salary and taxable benefits for all other employees is calculated
using the increase in the earnings of employees taken from salary (as at the end of the
year and the end of the previous year) and payroll and P11D data from the relevant tax
years. It excludes any discount from participation in the Reach Sharesave scheme.
90
Reach plc Annual Report 2025
Strategic Report
Governance
Financial Statements Other Information
Remuneration Report continued
The table is based on a consistent set of employees, that is, the same individuals appear in both years’ populations for comparisons. The base salary data for part-time
employees has been pro-rated up to the full-time equivalent.
Piers North
(CEO from
31 March 2025)
1
Jim Mullen
(CEO until
31 March 2025)
2
All other
employees
3
Darren Fisher
CFO
4
Nick Prettejohn
Chairman
Anne Bulford
Non-Executive
Director
Priya Guha
Non-Executive
Director
5
Denise Jagger
Non-Executive
Director
6
Barry Panayi
Non-Executive
Director
7
Wais Shaifta
Non-Executive
Director
2 8
Olivia Streatfeild
Non-Executive
Director
2025
9
Salary
10
n/a (74.8)% 4.1% 2.7% 2.6% 1.5% 1.5% 1.5% 18.5% (14.8)% (10.4)%
Taxable benefits n/a (73.9)% 21.1% 4.3% n/a n/a n/a n/a n/a n/a n/a
Annual bonus n/a (77.8)% 12.3% (8.2)% n/a n/a n/a n/a n/a n/a n/a
2024
10
Salary n/a 3.8% 6.7% 13.3% 4.3% 3.1% 3.1% 3.1% 3.8% 3.8% 3.1%
Taxable benefits n/a 4.5% (14.2)%
12
9.5% n/a n/a n/a n/a n/a n/a n/a
Annual bonus
5
n/a 100% 100% 100% n/a n/a n/a n/a n/a n/a n/a
2023
10
Salary n/a 0.6% 5.4% n/a 1.1% 4.8% 282.4% n/a 6.1% 205.9% 4.8%
Taxable benefits n/a 0.0% 7.0% n/a n/a n/a n/a n/a n/a n/a n/a
Annual bonus
11
n/a 0.0% 0.0% n/a n/a n/a n/a n/a n/a n/a n/a
2022
10
Salary n/a 2.7% 6.3% n/a 1.7% 6.9% n/a n/a 390.0% n/a 21.6%
Taxable benefits n/a (12.0)% 10.7% n/a n/a n/a n/a n/a n/a n/a n/a
Annual bonus
11
n/a (100)% (100)% n/a n/a n/a n/a n/a n/a n/a n/a
2021
10
Salary n/a 13.2% 3.8% n/a 11.8% 13.7% n/a n/a n/a n/a 27.5%
Taxable benefits n/a 13.6% (0.3)% n/a n/a n/a n/a n/a n/a n/a n/a
Annual bonus n/a 100% 100% n/a n/a n/a n/a n/a n/a n/a n/a
All figures are expressed as percentage changes from the prior year
1. Piers North was appointed to the Board during 2025 and therefore no percentage change is shown due to the lack of comparative data.
2. Jim Mullen and Wais Shaifta stepped down from the Board during 2025 and therefore their percentage difference in 2025 shown represents a comparison between a full year (2024) and a part
year (2025).
3. There are no other employees of the listed parent and, as such, all employees (of the Group) measure is a more appropriate comparable.
4. Darren Fisher was appointed as Chief Financial Officer on 1 February 2023. Accordingly, the percentage difference in 2024 shown represents a comparison between a full year (2024) and a part
year (2023).
5. Priya Guha was appointed as a non-executive director on 1 September 2022. Accordingly, the percentage difference in 2023 represents a comparison between a full year (2023) and a part year (2022).
6. Denise Jagger was appointed as a non-executive director on 31 December 2022.
7. Barry Panayi was appointed as a non-executive director on 13 October 2021. Accordingly, the percentage difference in 2022 represents a comparison between a full year (2022) and a part year (2021).
8. Wais Shaifta was appointed as a non-executive director on 1 September 2022. Accordingly, the percentage difference in 2023 represents a comparison between a full year (2023) and a part year (2022).
9. Please see the single total figure of remuneration tables for both the executive directors and non-executive directors.
10. Annual reviews from 1 April each year produce year-on-year changes and, for non-executive directors, differentials can reflect changes in Committee Chair responsibilities.
11. The annual bonus for 2023 was nil; the annual bonus for 2022 was nil.
12. This reflects a change in taxable values from benefits due to changes in car policies.
91Reach plc Annual Report 2025
Strategic Report
Governance
Financial Statements Other Information
Remuneration Report continued
Chief Executive Officer pay ratio
The table below shows the ratio of the CEO’s single figure total of remuneration to the
total remuneration for the median (50
th
percentile), 25
th
and 75
th
percentile paid
employee.
Year Method
25
th
percentile
pay ratio Median pay ratio
75
th
percentile
pay ratio
2018 Option B 38:1 27:1 18:1
2019
1
Option B 43:1 31:1 24:1
2020 Option B 17:1 14:1 11:1
2021 Option B 59:1 53:1 41:1
2022 Option B 18:1 16:1 10:1
2023 Option B 17:1 14:1 9:1
2024 Option B 35:1 26:1 19:1
2025
2
Option B 32:1 25:1 17:1
1. The CEO single figure total of remuneration for 2019 was determined by adding together Simon
Fox and Jim Mullen’s single figures of total remuneration as disclosed in the single figure table
for that year.
2. The CEO single figure total of remuneration for 2025 was determined by adding together
Jim Mullen’s and Piers North's single figures of total remuneration as disclosed in the single figure
table for that year.
The ratios are calculated using Option B methodology as set out in the DRR
Regulations. This was considered the optimum approach utilising data compiled for
annual gender pay reporting which provides a robust set of data to refer to in order
to identify representative employees in the organisation at median, lower and upper
quartile. Our preference is to have a consistent reporting reference date.
The median, 25
th
and 75
th
percentile employees were identified from the list of full pay
relevant employees in the organisation on 5 April 2025 and where the individuals were
also in employment at the financial year end in December 2025. The total
compensation figure was then calculated and checks made to ensure the employees
identified are representative of pay at these levels in the organisation. The data points
are reflective of our Company structure and types of roles across the organisation and
accordingly the Committee believes the median pay ratio for 2025 to be consistent
with the pay, reward and progression policies for the Company’s UK employees taken
as a whole as at the reference date.
The median pay ratio for 2025 is similar to 2024. Following significant transformation
at Reach, the CEO total figure and median employee comparator value are slightly
lower in 2025, compared to 2024.
As the CEO pay ratio will involve the inclusion of variable pay outcomes for any year,
it is reasonable to expect the ratio to vary from year to year. However, the Committee
will take employee pay arrangements into account when setting the pay of our
executive directors for any year, and is committed to paying our directors
appropriately and in line with Company performance.
Supporting data compensation figures 25
th
percentile Median 75
th
percentile
Total employee pay and benefits figure £35,447 £44,825 £65,500
Salary and wages component of total
employee pay and benefits figure £33,251 £40,566 £60,494
Review of past performance
The following chart illustrates the Company’s performance as measured by TSR
compared to the FTSE SmallCap Index (of which the Company is a constituent), which
is considered the most appropriate form of ‘broad equity market index’ against which
the Company’s performance should be measured, and the FTSE All-Share Index (of
which the Company is also a constituent), and to the FTSE 350 Media Index, as required
by legislation. The chart shows the value of £100 invested over the 10-year period to
31 December 2025.
10-year TSR chart
15 16 17 18 19 20 21 22 23 2524
250
300
200
150
100
50
FTSE All-Share Index
FTSE 350 Media Index
FTSE SmallCap index
Reach plc
Source: Datastream
92Reach plc Annual Report 2025
Strategic Report
Governance
Financial Statements Other Information
Remuneration Report continued
Chief Executive Officer’s single figure of remuneration
2016 2017 2018 2019(a)
1
2019(b)
2
2020 2021 2022 2023 2024 2025(a)
3
2025(b)
3
Single figure of remuneration (£’000) 749 893 949 780 323 485 2,069 561 564 1,247 349 790
Annual bonus outcome (% of maximum) 34.6% 39.7% 38.3% 67.65% 67.65% nil 70.83% nil nil 100% 90% 90%
LTIP vesting (% of maximum) nil 40% 40% 40% n/a n/a 100% nil nil nil 12.5% 12.5%
1. 2016 to 2019(a) figures for the CEO are in respect of Simon Fox. Simon Fox resigned on 16 August 2019.
2. 2019(b) to 2025(a) figures are in respect of Jim Mullen. Jim Mullen stepped down as CEO on 31 March 2025.
3. 2025(b) figure is for Piers North who became CEO on 31 March 2025.
Relative importance of spend on pay
The table below shows shareholder distributions (dividends and any share buy-backs)
and total employee pay expenditure for 2024 and 2025, along with the percentage
change in both.
2025
£’000
2024
£’000
% change
2024–2025
Shareholder distributions (dividends) £23,200 23,200 0.0%
Total employee expenditure £206,400 213,500 (3.4)%
Directors’ beneficial interests and shareholding requirements
(audited)
The table below sets out the beneficial interests of the current non-executive directors
in the share capital of the Company as at 31 December 2025 (or date of resignation if
earlier).
Non-executive directors
1
Ordinary shares at
31 December 2025
Ordinary shares at
31 December 2024
Anne Bulford 11,953 11,953
Priya Guha – –
Denise Jagger – –
Barry Panayi 3,979 3,979
Nick Prettejohn 131,640 131,640
Wais Shaifta
2
– –
Olivia Streatfeild 55,255 55,255
1. Includes the interests of connected persons.
2. Stepped down from the Board on 31 October 2025.
The table below sets out beneficial interests of the executive directors in the share
capital of the Company and achievement against shareholding requirements, being
200% of base salary for the CEO and CFO. The requirements were not met as at
31 December 2025.
Until the relevant shareholding levels are attained, executive directors are required to
retain 100% of shares vesting, after the sale of sufficient shares to meet any income tax
or National Insurance obligations in respect of vested LTIP awards or in respect of
vested deferred bonus share awards (such awards are made under the RSP).
Executive directors
Owned
outright
1
Unvested
and subject
to other
conditions
2
Total share
interests
for SOGs
3
Value
of share
interests
4
Current
shareholding
(% salary)
Piers North 81,134 n/a 81,134 £44,705 10%
Darren Fisher 187,332 314,436 501,768 £195,045 51%
1. Includes the interests of connected persons.
2. For the CFO these are RSP awards in respect of deferred bonus and buy-out awards. The RSP
awards and buy-out awards are subject to continuing service requirements and malus and
clawback provisions.
3. Share Ownership Guidelines.
4. Calculations are based on the share price as at 31 December 2025. Value of the RSP and the
CFO’s buy-out awards are reduced by 47% to reflect estimated tax and NI due at time of vesting
in line with Investment Association guidelines.
None of the directors has a beneficial interest in the shares of any other Group
company. Since 31 December 2025 and up to the latest practicable date
(24 February 2026), there have been no changes in the directors’ interests in shares.
The lowest closing price of the shares during the year was £0.531 and the highest price
was £0.882. The share price as at 31 December 2025 was £0.551.
93
Reach plc Annual Report 2025
Strategic Report
Governance
Financial Statements Other Information
Remuneration Report continued
Directors’ interests in shares under the Reach share plans (audited)
Director
Date
of grant
Share price
used at date
of grant
At
1 January 2025 Granted
Exercised LTIPs/
released RSPs
1
Lapsed
At 31
December 2025
Performance
period
Exercise period
(holding period)
Piers North
LTIP
2
11.04.22 £2.207 59,639 - - (59,639) – 27.12.21–31.12.24 11.04.25–11.10.25
LTIP 13.04.23 £0.848 170,990---170,990 26.12.22–31.12.25 13.04.26–13.10.26
LTIP 08.05.24 £0.707 215,346---215,346 01.01.24–31.12.26 08.05.27–08.11.27
LTIP 10.04.25 £0.8047 - 733,706 - - 733,706 01.01.25–31.12.27 10.04.28–10.10.28 (10.04.28–10.04.30)
Darren Fisher
LTIP 13.04.23 £0.848 582,708–––582,708 26.12.22–31.12.25 13.04.26–13.10.26 (13.04.26–13.04.28)
Buy-out
3 4 5
06.06.23 £0.7771 80,816 10,305 (91,121) – – – 28.03.25–28.09.25
Buy-out
3 4 5
06.06.23 £0.7771 77,360 9,864 (87,224) – – – 28.03.25–28.09.25
Buy-out
3
06.06.23 £0.7771 79,566 – – – 79,566 – 28.03.26–28.09.26
LTIP 08.05.24 £0.707 801,980 – - – 801,980 01.01.24–31.12.26 08.05.27–08.11.27 (08.05.27–08.05.29)
Sharesave
6
23.09.24 £0.89 10,421 - - – 10,421 – 01.11.27–01.05.28
LTIP 10.04.25 £0.8047 – 718,702 - – 718,702 01.01.25-31.12.27 10.04.28–10.10.28 (10.04.28–10.04.30)
RSP
8
10.04.25 £0.8047 – 234,870 - – 234,870 – Restricted until 10.04.28
Jim Mullen
7
LTIP
2
11.04.22 £2.207 399,974 – – (399,974) – 27.12.21–31.12.24 11.04.25–11.10.25 (11.04.25–11.04.27)
RSP
8
11.04.22 £2.207 85,514 23,497 (109,011) – – – These were restricted until 11.04.25
LTIP
9
13.04.23 £0.848 1,040,970 – – (301,084) 739,886 26.12.22–31.12.25 13.04.26–13.10.26 (13.04.26–13.04.28)
LTIP
9
08.05.24 £0.707 1,311,004 - – (846,466) 464,538 01.01.24–31.12.26 08.05.27–08.11.27 (08.05.27–08.05.29)
Sharesave
6 10
23.09.24 £0.89 10,421 - – (10,421) – – 01.11.27–01.05.28
RSP
8
10.04.25 £0.8047 – 493,642 – – 493,642 – Restricted until 10.04.28
1. The aggregate amount of gains made by the directors on the exercise of share options in the year was £121,631 and release of vested RSP awards in the year was £75,327 (2024: £143,636 and £0).
2. The 2022 awards held by Piers North and Jim Mullen lapsed in full as the performance conditions for these awards were not met.
3. These awards represent a buy-out of awards previously held by Darren Fisher that were forfeited on his joining the Company. The buy-out awards vest on the original vesting dates of the forfeited
awards, subject to Darren’s continued employment with Reach up to the relevant vesting dates. The number of shares under the buy-out awards are equivalent in value to the awards forfeited,
calculated using a three-month average share price of £0.7771 per share.
4. On vesting of these awards, additional shares in respect of dividends in the period to vesting were credited to these awards in accordance with the terms of the LTIP plan rules.
5. The 91,121 and 87,224 LTIP shares held by Darren Fisher which vested on 28 March 2025 and were exercised on 10 April 2025, included accrued dividend shares for the vesting periods and these are shown
in the total number of vested shares. A total of 84,119 shares were sold to cover tax and NI liabilities. The share price on 10 April 2025 was £0.682.
6. These awards were granted as options under the Reach Sharesave scheme.
7. Jim Mullen stepped down as CEO on 31 March 2025 and accordingly the above information reflects his interests in shares at that date, except that additional disclosures are also made with regards to
the award of deferred bonus share awards in April 2025 in respect of FY2024 annual bonus outcomes and the vesting of deferred bonus share awards in April 2025 in respect of 2021 annual bonus
outcomes.
8. The 85,514 RSP shares held by Jim Mullen as at 1 January 2025 were deferred bonus share award shares, which were awarded to him on 11 April 2022 in relation to the 2021 annual bonus, and for which the
relevant three-year holding period ended on 11 April 2025. These shares vested on that date and were released to Jim Mullen as shown. Jim Mullen also received 23,497 accrued dividend shares for the
vesting period which are included in the total number of vested shares as shown. The RSP awards granted in 2025 represent part deferral of 2024 annual bonus (£397,234 for Jim Mullen; £189,000 for
Darren Fisher); the awards can be forfeited on resignation to join a competitor. The base price for calculating the level of awards was £0.8047, the three-month average share price to the date of grant.
9. The 2023 and 2024 LTIP awards held by Jim Mullen were pro-rated downwards for his date of leaving the Company.
10. The Sharesave awards held by Jim Mullen lapsed on 31 May 2025.
94Reach plc Annual Report 2025
Strategic Report
Governance
Financial Statements Other Information
Remuneration Report continued
Details of plans
Long Term Incentive Plan
Vesting of LTIP awards is subject to continued employment and the Company’s
performance over a three-year performance period. If no entitlement has been
earned at the end of the relevant performance period, awards will lapse. There is a
two-year holding period on vested LTIP shares, with malus and clawback provisions.
All LTIP awards are granted as nil-cost options, with a six-month exercise period post
vesting.
The performance conditions for the 2023 LTIP awards are summarised on page 88.
The performance conditions for the 2025 awards are summarised on pages 89 and 90.
Restricted Share Plan
Awards under the RSP are deferred bonus share awards. Participants beneficially own
the restricted shares from the date of grant. Legal title is held by the RSP Trustees until
the restricted shares are released into the participant’s name. These awards may not
be transferred or otherwise disposed of by a participant for a period of three years
from the date of grant, and are subject to potential forfeiture on resignation or malus
and clawback provisions. Additional shares representing reinvested dividends may be
released following the vesting of share awards.
Restrictions on the shares end on the third anniversary of the grant, when the shares
will be released into the participant’s name.
Share plans dilution
Overall dilution from share plans for our share plans dilution limit is 5.49% of issued
share capital (ISC) as at 31 December 2025. This comprises 4.55% in respect of LTIP and
0.94% in respect of Sharesave and other all-employee plans. These figures consider all
share plan awards made in the last 10 years, excluding awards which have lapsed and
awards which have been satisfied by shares purchased on the market by Reach’s
employees’ share trust. A further 0.65% of ISC is held by the employees’ share trust and
is available for use, which reduces effective share plan dilution to 4.84% of ISC.
Implementation of Remuneration Policy for 2026
Base salary
The Group-wide salary review date is 1 April 2026. As at the date of this report, the salary
of the CEO is £470,000 and the salary of the CFO is £385,560.
Pension and benefits
Piers North has a 6% of salary pension allowance and Darren Fisher has a 7.5% of salary
pension allowance for 2026.
Annual bonus and RSP
For 2026, the maximum annual bonus opportunity will be 125% of salary for the CEO and
100% of salary for the CFO.
The annual bonus plan for our executive directors in 2026 will be fully assessed on
Group adjusted operating profit.
Before any 2026 annual bonus outcomes are confirmed, the Committee will conduct
an overview assessment of performance in the year and consider progress against a
wider range of factors.
Performance targets for the 2026 financial year are considered to be commercially
sensitive and are not disclosed on a prospective basis. However, it is intended that
performance against targets will continue to be disclosed in next year’s Annual
Remuneration Report.
Any bonus earned in excess of 50% of salary will be deferred in shares under the RSP for
three years.
LTIP awards to be awarded in 2026
In 2026, LTIP awards will be made to each of the CEO and CFO at the levels used for
2025 awards (150% base salary for the CEO and the CFO).
The three-year performance period for all metrics for the 2026 LTIP awards is the period
from 1 January 2026 to 31 December 2028. The balance of metrics will be:
• Relative TSR (40%);
• Absolute TSR growth (20%);
• Revenue per thousand page views (RPM) (25%);
• ESG – reduction in Scope 1 and Scope 2 emissions (15%).
95
Reach plc Annual Report 2025
Strategic Report
Governance
Financial Statements Other Information
Remuneration Report continued
The following paragraphs describe the targets for each metric.
TSR performance relative to constituents of FTSE
SmallCap (ex. IT) % of award that can be exercised
Upper quartile or above 40% (100% of this part)
Between median and upper quartile Straight-line vesting between 8% and 40%
Median 8% (20% of this part)
Below median Nil
Absolute growth in TSR (three-year CAGR) % of award that can be exercised
20% or above 20% (100% of this part)
Between 10% and 20% Straight-line vesting between 4% and 20%
10% 4% (20% of this part)
Below 10% Nil
For both TSR conditions, measurement will be on the basis of three-month average
return figures at the start and end of the performance period.
The FTSE SmallCap Index (excluding Investment Trusts) is used for relative TSR as Reach
was a member of that index at the start of the performance period.
For RPM, the range of targets has been set by the Committee for 2026’s awards by
reference to the three-year business plan, and the Committee considers the ranges
set to require stretching growth over the period 2026 to 2028.
The Committee regards the RPM targets for the 2026 LTIP awards as commercially
sensitive at the current time and, accordingly, will not be disclosing the target ranges
on a prospective basis. The information will be disclosed when it is appropriate to do
so, and no later than on the publication of the Directors’ Remuneration Report for the
year of vesting.
The environmental metrics will measure the absolute reduction in Scope 1 and Scope 2
emissions (tCO
2
e) over the period 1 January 2026 to 31 December 2028.
% reduction from 2025 baseline % of award that can be exercised
19% or above 15% (100% of this part)
Between 16% and 19% Straight-line vesting between 3% and 15%
16% 3% (20% of this part)
Below 16% Nil
The targets for this metric are aligned to Reach’s near-term science-based targets for
Scope 1 and Scope 2 emissions in 2030 which were approved by the Sustainability
Committee in December 2023 and the measurement will be subject to external
verification.
If there are changes to the business that would result in significant changes in the
emissions inventory, Reach’s 2030 baseline and targets would be recalculated in line
with best practice in a process overseen by the Sustainability Committee with external
validation. The Committee will continue to work closely with the Sustainability
Committee to ensure the environmental metrics for LTIP continue to be an appropriate
incentive as the business evolves.
Chairman and non-executive director fees
The fees for the Chairman and non-executive directors for 2026 will apply as described
on page 89.
Operation of malus and clawback provisions
Robust recovery and withholding provisions (i.e. ‘clawback’ and ‘malus’) operate for our
annual bonus plan, deferred bonus share awards and LTIP. In summary, the relevant
provisions will apply as follows:
• prior to the payment of an annual bonus or vesting of a deferred bonus award or
LTIP award, the Committee may operate malus to lapse the bonus or the relevant
unvested award in full or in part;
• for up to three years following the payment of an annual bonus in cash, the
Committee may operate clawback to require the repayment of any cash amount
paid in full or in part;
• for up to two years after the vesting of an LTIP award (or during an extended period
for an ongoing investigation), the Committee may operate clawback to cancel or
reduce the number of vested shares during the holding period (or require
repayment of the value of vested LTIP awards exercised but subject to the holding
period).
96
Reach plc Annual Report 2025
Strategic Report
Governance
Financial Statements Other Information
Remuneration Report continued
The circumstances in which malus and clawback may be operated are as follows:
• there has been a significant deterioration in the underlying financial health of the
Company;
• there has been a material misstatement of the Company's accounts;
• the participant has deliberately misled the Company, the market or shareholders
regarding the Company's financial performance;
• any circumstances which would have had a significant impact upon the reputation
of any member of the Group;
• the calculation of any performance condition was based on an error or
miscalculation which results in greater vesting or payment than would have
otherwise applied; or
• circumstances which have (or could have) warranted the participant’s summary
dismissal as a result of gross misconduct.
Barry Panayi
Remuneration Committee Chair
3 March 2026
97Reach plc Annual Report 2025
Strategic Report
Governance
Financial Statements Other Information
Compliance with the 2024
UK Corporate Governance Code
The Board considers that, during 2025, the Company applied the principles and complied with all of the applicable provisions set out in the 2024 UK Corporate Governance Code
(the 2024 Code), for the period under review. Details on how Reach has applied the principles set out in the 2024 Code and how governance operates at Reach have been
summarised throughout this Governance section and elsewhere in this Annual Report as set out below.
Provision 29 of the 2024 Code relating to the effectiveness of material internal controls applies only to financial years beginning on or after 1 January 2026 and we will therefore
report fully on our compliance with this principle in our 2026 report. Details of the preparation that we have undertaken for Provision 29 can be found on page 81.
The full 2024 Code is available on the Financial Reporting Council’s (FRC) website at www.frc.org.uk.
Principles Pages and/or website
Board leadership and company purpose
A – Promoting long-term sustainable success and value 58, 59 and on our website at
www.reachplc.com/investors/
corporate-governance/accountability
B – Purpose, value, strategy and alignment with culture 58 to 60
C – Performance measures, controls and risk management 46, 80 and 81
D – Shareholder and other stakeholder engagement 62 to 65, 102 and 103
E – Workforce policies and practices 59 to 61, 81
Division of responsibilities
F – Chair role and responsibilities www.reachplc.com/investors/
corporate-governance/accountability
G – Board roles and responsibilities 56 and 57, 101 and on our website at
www.reachplc.com/investors/
corporate-governance/accountability
H – Non-executive directors’ role and capacity 56 and 57, 101
I – Board effectiveness and efficiency 68 and 69
Composition, succession and evaluation
J – Board appointments and succession plans 67 and 69
K – Board skills, experience, knowledge and tenure 71
L – Board evaluation and composition, diversity and effectiveness 68 and 69
Compliance with the 2024 UK Corporate Governance Code
98
Reach plc Annual Report 2025
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Financial Statements Other Information
Compliance with the 2024 UK Corporate Governance Code continued
Principles Pages and/or website
Audit, risk and internal control
M – Independence and effectiveness of internal and external audit
functions, integrity of financial and narrative statements
76, 80
N – Fair, balanced and understandable assessment of the Company’s
position and prospects
75 and 104
O – Risk management and internal controls 49 to 52, 80
Remuneration
P – Remuneration policies and practices 82 to 97, Remuneration Policy can be found on
our website at www.reachplc.com/
investors/results-and-reports
Q – Procedure for developing remuneration policy 85
R – Independent judgement and discretion when authorising
remuneration outcomes
85 to 97
99Reach plc Annual Report 2025
Strategic Report
Governance
Financial Statements Other Information
Directors’ Report
The Directors’ Report comprises the Governance Report (on pages 54 to 97), the Directors’ Report (on pages 100 to 104) and the Shareholder information section (on pages 174 and
175). The following information is provided in other appropriate sections of the Annual Report and is incorporated by reference in this table.
Information Reported in Page number(s)
Business review including principal risks, key performance indicators and matters
on environment, employees and social and community issues
Strategic Report 1 to 53
Likely future developments and performance of the Company
Strategic Report 19
Stakeholder engagement
Strategic Report 24 to 36
Governance Report 54 to 81
98 and 99
Engaging with employees
Strategic Report 31
Governance Report 63
Employment of disabled persons
Strategic Report 31
Greenhouse gas emissions, energy consumption and energy efficiency action
Strategic Report 35 and 36
Task Force on Climate-related Financial Disclosures (TCFD) report
Strategic Report 37 to 43
Viability statement
Strategic Report 53
Compliance with the 2024 UK Corporate Governance Code
Governance Report 98 and 99
Directors
Our Board 56 and 57
Directors’ Remuneration Report 82 to 97
Directors’ Remuneration Report – directors’ beneficial interests
and shareholding requirements
93 and 94
Details of Long Term Incentive Plan
Directors’ Remuneration Report 95
Going concern
Financial statements 118 and 119
Accounting policies, financial instruments and financial risk management
Financial statements 118 to 125
144 to 149
157 to 159
To comply with DTR 4.1.5R(2) and DTR 4.1.8R, the required content of the Management Report can be found in the Strategic Report or this Directors’ Report, including the material
incorporated by reference.
Directors’ Report
100Reach plc Annual Report 2025
Strategic Report
Governance
Financial Statements Other Information
Directors’ Report continued
Articles of Association
The Company’s Articles of Association (the Articles) set
out the internal regulations of the Company and cover
such matters as the rights of shareholders, the
appointment and removal of directors, and the conduct
of the Board and general meetings.
The Articles can only be amended by at least a 75% vote
in favour from those voting in person or by proxy at a
general meeting of the shareholders.
A copy of the Articles is available to view on our website
at www.reachplc.com/investors/corporate-governance.
Directors
The directors of the Company who were in office as at
31 December 2025 and up to the date of signing the
financial statements are listed on pages 56 and 57,
together with details of each director’s skills, experience
and current external appointments.
Details of former directors who served during the year,
but who are no longer in office, are set out below.
Jim Mullen, former Chief Executive Officer (appointed
August 2019, resigned 31 March 2025).
Skills, experience and contribution: During his appointment,
Jim brought significant experience in advertising and
communications to the Board, having spent more than
10 years in some of the industry’s leading marketing and
communications groups, as well as on significant digital
transformation projects. External appointments held at
date of resignation: Senior Non-Executive Director of
Racecourse Media Group.
Wais Shaifta, former Non-Executive Director (appointed
September 2022, resigned 31 October 2025).
Skills, experience and contribution: During his appointment,
Wais brought varied ecommerce and customer-focused
expertise to the Board, having previously held executive
roles in several online businesses. External appointments
held at date of resignation: Chief Growth Officer of The
Co-operative Group Limited, Non-Executive Director and
Chair of the Sustainability Committee and Remuneration
Committee of The Gym Group plc, Operating Partner of
Samaipata and Senior Independent Trustee of The
Football Foundation.
Details of directors’ beneficial and any non-beneficial
interests in the shares of the Company are shown on
page 93. Options granted to directors under the
Sharesave scheme, the Long Term Incentive Plan and
the Restricted Share Plan are shown on page 94. More
information regarding employee share option schemes
is provided in notes 30 to 31 to the consolidated financial
statements on pages 143 to 145.
The main responsibilities of the non-executive directors
are to provide an external perspective in Board
discussions, to be responsible for scrutinising executive
management on behalf of shareholders, and to
constructively challenge Board discussions and help
develop proposals on strategy.
The non-executive directors’ letters of appointment set
out the time commitment expected from them. The
Board is satisfied that each director has sufficient time
to devote to discharging their responsibilities as a
director of the Company. The Board reviews and
approves as necessary any additional external
appointments the directors may look to obtain.
Appointment and replacement of directors
The Articles give the directors the power to appoint and
replace directors. Under the terms of reference of the
Nomination Committee, appointments must be
recommended by the Nomination Committee for
approval by the Board.
The Articles also require directors to retire and submit
themselves for election to the first Annual General
Meeting (AGM) following their appointment and to retire
at the AGM held in the third calendar year after election
or last re-election. However, to comply with the 2024
UK Corporate Governance Code, all the directors
will submit themselves for election or re-election at
each AGM.
The Chairman, on behalf of the Board, has confirmed
each non-executive director continues to be an
effective member of the Board and will stand for
re-election at the 2026 AGM.
Compensation for loss of office
There are no agreements in place between the
Company and any director or employee for loss of
office in the event of a takeover.
Directors’ indemnity and insurance
The directors have the benefit of an indemnity, which is
a qualifying third-party indemnity provision as defined
by section 234 of the Companies Act 2006 (the Act). This
provision was in force during the financial year and
when the Directors’ Report was approved.
The Company maintains appropriate liability insurance
for its directors and officers, which provides cover for
any legal action brought against them.
Company Secretary
The Company Secretary enables effective
communication flows between the Board and its
Committees, and between senior management and the
non-executive directors. They also provide effective
support to the Board during meetings and when setting
agendas and ensure the Board operates in accordance
with the Company’s corporate governance framework.
All directors have access to the advice and services of
the Company Secretary, who also facilitates any other
professional development that directors consider
necessary to help them carry out their duties.
Share capital
As at 31 December 2025, the Company’s issued share
capital comprised 322,085,269 ordinary shares with a
nominal value of 10 pence each. The Company held
3,748,968 ordinary shares in Treasury. Therefore, the total
number of voting rights in the Company was 318,336,301.
All shares other than those held in Treasury are freely
transferable and rank equally for voting and dividend
rights. The Company is not aware of any agreements
between holders of shares that result in any restrictions.
As at 31 December 2025, the Trinity Mirror Employees’
Benefit Trust held 2,814,330 shares (2024: 2,329,117).
Details of the authorised and issued share capital, share
premium account, Treasury shares and Employee
Benefit Trusts can be found in notes 29 to 31 in the notes
to the consolidated financial statements.
101Reach plc Annual Report 2025
Strategic Report
Governance
Financial Statements Other Information
Directors’ Report continued
Change of control provisions
The directors are not aware of there being any
significant agreements that contain any material
change of control provisions to which the Company is a
party other than in respect of the financing facilities that
expire in December 2029. Under the terms of these
facilities, and in the event of a change of control of the
Company, the banks can withdraw funding, and all
outstanding loans, accrued interest and other amounts
due and owing become payable within 30 days of the
change.
In the event of a change of control of the Company,
share options will vest early and become capable of
exercise, in accordance with the specific provisions of
each scheme’s rules, including, where relevant, the
satisfaction of any performance conditions and
time-based pro-rating to reflect the early vesting date.
Controlling shareholders
The Company does not have any controlling
shareholders as at 31 December 2025 and has not had
any controlling shareholders at any point during the
year. The Company is compliant with the requirement of
Listing Rule 6.2.3R.
Research and development activities
During the ordinary course of business, the Company
conducts research and subsequently develops new
products and services within its business units.
AGM
The AGM provides an opportunity for directors to
engage with shareholders, answer their questions and
meet them informally. At the 2025 AGM, the Board’s
proposals received a high level of support and all
resolutions were passed with over 90% of votes cast in
favour. The next AGM is planned to take place on 6 May
2026 in London. More details of the arrangements will be
posted on our website at www.reachplc.com, and will be
contained within the Notice of Meeting.
As at the latest practicable date (24 February 2026), the Company held 3,748,968 shares in Treasury, representing
1.2% of the issued share capital of the Company. Treasury shares do not receive dividends and are not included when
calculating the total voting rights in the Company. The Company, if deemed fit, can sell the shares for cash or transfer
the shares for use in an employee share scheme. On 10 April 2025, 178,345 shares were withdrawn from Treasury and
transferred to Equiniti to satisfy the LTIP buyout award to Darren Fisher.
Purchase of own shares
The Board’s powers for the management of the business of the Company are set out in the Company’s Articles of
Association, which include the directors’ ability to issue or buy back shares. At the Company’s AGM on 1 May 2025,
shareholders approved an authority for the Company to make market purchases of its own shares up to a maximum
of 31,815,795 shares (being 10% of the issued share capital less Treasury shares at that time) at prices not less than the
nominal value of each share (being 10 pence each) and not exceeding 105% of the average mid-market price for the
preceding five business days. No use was made of this authority during the period. The Company intends to renew
this authority at its 2026 AGM.
Substantial shareholdings
The Company has been notified, in accordance with Chapter 5 of the Disclosure Guidance and Transparency Rules,
of the following direct or indirect holdings of voting rights, including shares and other financial instruments, in the
Company’s shares:
Date
As at
31 December 2025
Number of voting
rights
As at
31 December 2025
% of total voting
rights
As at
24 February 2026
Number of voting
rights
As at
24 February 2026
% of total voting
rights
Aberforth Partners
1
36,018,685 11.32% 36,018,685 11.32%
Cecil Hetherington (including Ardenlee Capital Ltd)
1
16,121,524 5.06% 16,121,524 5.06%
Dimensional Fund Advisor
2
12,843,108 4.98% 12,843,108 4.98%
Lombard Odier Asset Management (Europe) Limited
3
31,616,267 9.94% 31,616,267 9.94%
M&G plc
4
44,209,812 14.03% 44,209,812 14.03%
Schroders plc
5
14,488,704 4.63% 14,488,704 4.63%
The Wellcome Trust Limited
1
19,269,834 6.1% 19,269,834 6.1%
1. Disclosures made in 2025.
2. Disclosure made in 2015.
3. Disclosure made in 2024.
4. Disclosure made in 2022.
5. Disclosure made in 2021.
No notifications have been received in the period 1 January to 3 March 2026.
Allotment of shares
At the Company’s AGM on 1 May 2025, shareholders approved an authority for the Company to allot ordinary shares
up to a maximum nominal amount of £10,605,265 (being one-third of the Company’s issued share capital less
Treasury shares at that time). In addition, shareholders also approved an authority for the Company to allot
additional ordinary shares up to a maximum nominal amount of £21,210,530 in connection with a fully pre-emptive
offer in favour of shareholders (being two-thirds of the Company’s issued share capital less Treasury shares at that
time). The Company intends to renew these authorities at its 2026 AGM.
102
Reach plc Annual Report 2025
Strategic Report
Governance
Financial Statements Other Information
Directors’ Report continued
The Notice of Meeting and proxy form for the 2026 AGM
will be shared with shareholders at least 20 working
days prior to the meeting date, as required by the FRC’s
Guidance on Board Effectiveness. A detailed explanation
of each item of business to be considered at the 2026
AGM will be included in the Notice of Meeting, which will
either be sent by post to the shareholders in advance of
the 2026 AGM or will be available to download from
our website at www.reachplc.com.
Shareholders who are unable to attend the 2026 AGM
are encouraged to vote in advance of the meeting,
either online at www.shareview.co.uk or by using the
proxy form, which will be sent to all shareholders.
Dividends
The Board proposes a final dividend for 2025 of
4.46 pence per share (2024: 4.46 pence per share),
which, subject to shareholder approval, will be payable
on 29 May 2026 to shareholders on the register on
1 May 2026. The proposed final dividend together
with the interim dividend of 2.88 pence per share
(2024: 2.88 pence per share) results in a total dividend
for 2025 of 7.34 pence per share (2024: 7.34 pence per
share).
Dividend waivers
There is a waiver in place in respect of all or any future
right to dividend payments on shares held in the Trinity
Mirror Employees’ Benefit Trust (2,814,330 shares as at
31 December 2025) and shares held in Treasury
(3,748,968 shares as at 31 December 2025).
Dividend Policy
The Board recognises the importance of growing
dividends for shareholders while also investing to grow
the business and meeting our funding commitments to
the defined benefit pension schemes. The Board expects
to continue to adopt a policy of paying dividends that
are aligned to the free cash generation of the Group.
Free cash generation for this purpose is the net cash
flow generated by the Group before the repayment of
debt, dividend payments, other capital returns to
shareholders and additional contributions made to the
defined benefit pension schemes.
The Board will also continue to consider, if appropriate,
the return of capital to shareholders through a share
buy-back if it has generated surplus cash and sees an
opportunity to enhance earnings per share and
therefore shareholder value. Prior to initiating a share
buy-back programme, the Board will carefully consider
the cash generation of the business and the Group’s
obligations to its defined benefit pension schemes.
The risks associated with delivering the Dividend Policy
are:
• the availability of distributable reserves - the
Company performed a court-approved capital
reduction in 2023, converting the total £605.4m within
the share premium account into distributable
reserves within the profit and loss reserve. During the
year, an impairment of the carrying value of
investments held by the Company resulted in a
reduction in distributable reserves of £152.6m, with
£334.7m remaining at the year end. Further reserves
are able to be built up via dividends received from
subsidiary companies;
• a significant fall in profit and cash flow that materially
reduces free cash flow - under these circumstances,
the Group would review all investment requirements
and pension obligations. In such circumstances, we
would seek to hold dividends unless it would place
increased pressure on the Group’s ability to fund
investment to deliver its strategy or if it was to create
any financing issues; and
• the payment of dividends would potentially restrict
the ability of the Group to meet payments due under
the recovery plans agreed with the Group’s defined
benefit pension schemes. The Group agrees recovery
plans with the Trustees of the Group’s defined benefit
pension schemes at each triennial valuation based
on developments in the funding position between
valuations, and these may also be revised as a result
of material corporate activity. As part of the triennial
valuations of three of the Group’s defined benefit
pension schemes which remain not fully bought-in
(noting the successful completion of the buy-in for
the Trinity Retirement Benefit Scheme on 12 February
2026), the Group has committed to dividend-sharing
arrangements, whereby it would pay to each scheme
a pro-rated share of the excess in dividend payment
increases greater than 5% in any year for so long as
the schemes continue to receive contributions.
Further, the Group has agreed that dividend
payments or any other return of capital to
shareholders in any year will not be in excess of the
aggregate contributions due to the defined benefit
pension schemes in the same year to address past
deficits. These obligations may restrict future
increases in dividends.
Political donations
At the Company’s AGM held on 1 May 2025, the
Company and its subsidiaries received authority from
shareholders under the Act to make donations to
political parties of up to £75,000 in aggregate each year.
The resolution passed, with 93.22% of participating
shareholders voting in favour.
This resolution was proposed to ensure that neither the
Company nor its subsidiaries inadvertently commit any
breaches of the Act through undertaking routine
activities. No political donations were made during 2025
(2024: nil).
Strategic Report
The Company’s Strategic Report is set out on pages 1
to 53. It sets out the Company’s business model and
strategy, principal risks and uncertainties facing the
Group and how these are managed and mitigated.
Results
A review of the Company’s consolidated results can be
found on pages 18 to 23.
Modern slavery
In compliance with the Modern Slavery Act 2015, the
Company’s Modern Slavery Statement can be found on
our website at www.reachplc.com/investors/corporate-
governance/policies.
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Directors’ Report continued
Disclosure table pursuant to UK Listing Rule
6.6.4R
In accordance with UKLR 6.6.4R, the table below sets out
the location of the information required to be disclosed,
where applicable.
Applicable sub-paragraph
within UKLR 6.6.1R Page number
(11) Waivers of dividends Directors’ Report page 103
(12) Waivers of future
dividends
Directors’ Report page 103
(13) Controlling
shareholders
Directors’ Report page 102
Environmental management
Reach continues to comply with the Companies Act
2006 (Strategic Report and Directors’ Report)
Regulations 2013. We are also reporting in compliance
with the Companies (Directors’ Report) and Limited
Liability Partnerships (Energy and Carbon Report)
Regulations 2018, known as SECR (Streamlined Energy
and Carbon Reporting). We have fully disclosed our
Scope 1 and 2 emissions as well as all relevant Scope 3
emissions for the reporting period 1 January 2025 to
31 December 2025. We also comply with the Climate
Change Agreements (Eligible Facilities) Regulations.
Energy consumption and greenhouse gas emissions
have been calculated in line with the UK Government’s
Regulations as published in Environmental reporting
guidelines including SECR requirements.
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 parent company
financial statements in accordance with United
Kingdom Generally Accepted Accounting Practice
(United Kingdom Accounting Standards, comprising FRS
101 ‘Reduced Disclosure Framework’, 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 parent 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 whether applicable UK-adopted international
accounting standards have been followed for the
Group financial statements and United Kingdom
Accounting Standards, comprising FRS 101, have been
followed for the parent 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 parent company will continue in
business.
The directors are responsible for safeguarding the
assets of the Group and parent 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 parent company’s transactions
and disclose with reasonable accuracy at any time the
financial position of the Group and parent company
and enable them to ensure that the financial
statements and the Directors’ Remuneration Report
comply with the Companies Act 2006.
The directors are responsible for the maintenance and
integrity of the parent company’s financial statements
published on the ultimate parent 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
The directors consider that the Annual Report and
Accounts, taken as a whole, is fair, balanced and
understandable and provides the information
necessary for shareholders to assess the Group’s and
parent company’s position and performance, business
model and strategy.
Each of the directors, whose names and functions are
listed in the Our Board section on pages 56 to 57 of the
Annual Report, confirm that, to the best of their
knowledge:
• the Group financial statements, which have been
prepared in accordance with UK-adopted
international accounting standards, give a true and
fair view of the assets, liabilities, financial position and
profit of the Group;
• the parent company financial statements, which have
been prepared in accordance with United Kingdom
Accounting Standards, comprising FRS 101, give a true
and fair view of the assets, liabilities and financial
position of the parent company; and
• the Strategic Report includes a fair review of the
development and performance of the business and
the position of the Group and parent company,
together with a description of the principal risks and
uncertainties that it faces.
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 parent
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 parent company’s
auditors are aware of that information.
The Directors’ Report was approved on behalf of the
Board on 3 March 2026.
Darren Fisher
Chief Financial Officer
3 March 2026
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Statements
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Independent auditors’ report to the members of Reach plc
Report on the audit of the financial statements
Opinion
In our opinion:
Reach plc’s group financial statements and company financial statements
(the “financial statements”) give a true and fair view of the state of the group’s and of
the company’s affairs as at 31 December 2025 and of the group’s loss and the group’s
cash flows for the year then ended;
the group financial statements have been properly prepared in accordance with
UK-adopted international accounting standards as applied in accordance with the
provisions of the Companies Act 2006;
the company financial statements have been properly prepared in accordance
with United Kingdom Generally Accepted Accounting Practice (United Kingdom
Accounting Standards, including FRS 101 “Reduced Disclosure Framework”, and
applicable law); and
the financial statements have been prepared in accordance with the requirements
of the Companies Act 2006.
We have audited the financial statements, included within the Annual Report, which
comprise:
the Consolidated and Parent company balance sheets as at 31 December 2025;
the Consolidated income statement, the Consolidated statement of comprehensive
income, the Consolidated cash flow statement, and the Consolidated and Parent
company statements of changes in equity for the year then ended; and
the notes to the financial statements, comprising material accounting policy
information and other explanatory information.
Our opinion is consistent with our reporting to the Audit & Risk Committee.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK)
(“ISAs (UK)”) and applicable law. Our responsibilities under ISAs (UK) are further
described in the Auditors’ responsibilities for the audit of the financial statements
section of our report. We believe that the audit evidence we have obtained is sufficient
and appropriate to provide a basis for our opinion.
Independence
We remained independent of the group in accordance with the ethical requirements
that are relevant to our audit of the financial statements in the UK, which includes the
FRC’s Ethical Standard, as applicable to listed public interest entities, and we have
fulfilled our other ethical responsibilities in accordance with these requirements.
To the best of our knowledge and belief, we declare that non-audit services prohibited
by the FRC’s Ethical Standard were not provided.
Other than those disclosed in Note 6, we have provided no non-audit services to the
company or its controlled undertakings in the period under audit.
Our audit approach
Overview
Audit scope
The group’s core publishing operations are accounted for on one general ledger. We
performed a full scope audit over this and the parent company ledger. This involved
work undertaken at locations where the group’s main financial business processes
are managed which are the central accounting function in Liverpool, the group’s
London headquarters and print operations in Watford.
Our audit scoping gave us coverage of 100% (2024: 99%) of revenue.
Key audit matters
Carrying value of intangible assets (group) and investments in subsidiaries (parent)
Valuation of pension liability and pension assets (group)
Materiality
Overall group materiality: £4.3m (2024: £4.1m) based on 5% of profit before tax and
before impairment charges, gains on the sale of fixed assets, significant restructuring
charges, pension charges associated with Barber window equalisation, costs
associated with historical legal issues and NIC on the share-based payments
provision.
Overall company materiality: £3.7m (2024: £5.8m) based on 1% of total assets.
Performance materiality: £3.2m (2024: £3.0m) (group) and £2.8m (2024: £4.3m)
(company).
The scope of our audit
As part of designing our audit, we determined materiality and assessed the risks of
material misstatement in the financial statements.
Key audit matters
Key audit matters are those matters that, in the auditors’ professional judgement, were
of most significance in the audit of the financial statements of the current period and
include the most significant assessed risks of material misstatement (whether or not
due to fraud) identified by the auditors, including those which had the greatest effect
on: the overall audit strategy; the allocation of resources in the audit; and directing the
efforts of the engagement team. These matters, and any comments we make on the
results of our procedures thereon, were addressed in the context of our audit of the
financial statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters.
This is not a complete list of all risks identified by our audit.
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The key audit matters below are consistent with last year.
Key audit matter How our audit addressed the key audit matter
Carrying value of intangible assets (group) and investments in subsidiaries (parent)
Refer to Note 3 of the consolidated financial statements for the directors’ disclosure on the critical
accounting judgements, Notes 15 and 16 of the consolidated financial statements and Note 4 of the
parent company financial statements for the directors’ disclosure of the key sources of estimation
uncertainty, and the Audit & Risk Committee Report for the views of the Audit & Risk Committee.
At 31 December 2025, the group held indefinite life intangibles (being the carrying value of acquired
publishing rights and titles, after impairment charges) of £657.9m (2024: £818.7m) and goodwill of £nil
(2024: £35.9m). The parent company held investments with a carrying value of £392.9m (£543.1m).
The group is required to assess the recoverable amounts of goodwill and intangible assets, at least
annually, as they are deemed to have an indefinite life. They are also required to consider any
impairment triggers for the parent company investment. Impairment assessments were performed
by management for the group and parent company at the year-end. Management estimates the
recoverable amount as being the higher of value in use (“VIU”) and fair value less cost of disposal
(‘FVLCD’) which is based on the group’s latest cash flow projections.
The methodology used to calculate VIU is dependent on various assumptions, both short term and
long term in nature. The assumptions used, which are subject to estimation uncertainty, are derived
from a combination of management’s judgement, experts engaged by management and market
data. The significant assumptions that we focused our audit on were those with greater levels of
management judgement and for which variations had the most significant impact on the
recoverable amounts.
An impairment was recognised in the consolidated income statement in the current year which
reduced the goodwill value from £35.9m to £nil and the publishing rights and titles from £818.7m
to £657.9m.
An impairment was also recognised against the carrying value of investments held in the parent
company reducing the carrying value from £543.1m to £392.9m.
Our audit procedures to assess the carrying value and associated
impairments recorded in respect of the group’s goodwill, publishing rights
and titles included:
assessing the design of controls in place over methodologies and
significant assumptions and the calculation of the recoverable amount;
assessing the appropriateness of the methodology used and the
mathematical accuracy of the calculation;
obtaining evidence to evaluate and support the significant assumptions
used by management in determining future cash flows, including
corroborating revenue projections to third party forecasts and assessing
the reasonableness of revenue, cost and operating margins based on
our understanding of the business, industry and past performance;
with the support of our valuations experts, determining an independent
reasonable range for discount rate and long term growth rate
assumptions and comparing it to the rates used by management;
assessing management’s consideration of the difference between
market capitalisation and value in use;
performing our own sensitivities to form an independent view on
reasonable downside scenarios; and
evaluating and testing the disclosures made in the financial statements.
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Key audit matter How our audit addressed the key audit matter
Valuation of pension liability and pension assets (group)
Refer to Note 3 for the directors’ disclosure on the critical accounting
judgements and key sources of estimation uncertainty, Note 21 for details
of the schemes and amounts recognised in respect of defined benefit
pension schemes and the Audit & Risk Committee Report for the views of
the Audit & Risk Committee.
Pensions obligations are significant in the context of the overall balance
sheet and are dependent on a number of actuarial assumptions.
The group has five defined benefit pension plans which comprise total
pension liabilities of £1,586.2m (2024: £1,616.3 m). The net pension surplus
(pre deferred tax) on the consolidated balance sheet is £6.9m (2024:
deficit of £45.2m). This is disclosed on the consolidated balance sheet
as £64.4m retirement benefit assets and £57.7m retirement benefit
obligations, separating those schemes in a net surplus or deficit position
at the reporting date.
Determining the assumptions to be applied requires technical expertise
and changes in significant assumptions can have a material impact on
the overall defined benefit obligation and ultimately the net asset/liability
which sits in the balance sheet. Management uses an actuarial expert to
determine the valuation of the defined benefit liability. The valuation
methodology uses a number of market based inputs and other financial
and demographic assumptions.
The total scheme assets across the schemes totalled £1,593.1m (2024:
£1,571.0m). Approximately 75% of the total assets are held in pooled
investment vehicles (“PIVs”), of which approximately 18% are considered
more complex and require additional audit procedures to assess whether
the year-end valuation is appropriate.
We performed the following work over the pension liabilities with the support from our actuarial experts:
reviewing the methodology used to determine the liabilities;
reviewing the pension assumptions, including, but not limited to the key assumptions: discount rates,
inflation and mortality;
testing the reasonableness of the movement in the liabilities over the financial year;
examining the membership data which drives the year-end liability calculation for all five schemes
to confirm that the data was complete and accurate; and
evaluating and testing the disclosures made in the financial statements.
We performed the following over the valuation of the more complex pooled investment vehicles (PIVs).
obtaining independent investment manager confirmations for all material PIVs and agreeing the
total values to the group’s asset listing;
for those funds assessed as more complex, performing additional procedures to corroborate the
valuation, including, where available, reviewing the transactions surrounding the year end and
obtaining and reviewing the investment manager’s latest internal controls report;
obtaining the latest fund financial statements where available to understand any updates to
valuations, once the fund audit is complete, indicating issues with the valuation process; and
evaluating and testing the disclosures made in the financial statements.
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How we tailored the audit scope
We tailored the scope of our audit to ensure that we performed enough work to be
able to give an opinion on the financial statements as a whole, taking into account the
structure of the group and the company, the accounting processes and controls, and
the industry in which they operate.
The group operates from a number of locations in the UK. From a financial reporting
perspective, the most significant are the group’s London office and headquarters, its
Liverpool shared service centre and the operational centre of its print activities in
Watford. The group’s core publishing operations are accounted for through the
Liverpool shared service centre in a single general ledger that is then disaggregated for
statutory reporting requirements. Our group audit scope focused on the core publishing
operations and the parent company, which account for 100% of the group’s revenue.
The materiality level applied in our audit of the two component entities was between
£3.7m and £3.9m. At the parent company level, we also tested the consolidation
process, tax and pensions.
The impact of climate risk on our audit
As part of our audit we made enquiries of management to understand the process
they have adopted to assess the extent of the potential impact of climate change risk
on the group’s financial statements. In addition to these enquiries, we also read Reach's
external reporting including its 2025 Carbon Disclosure Project public submission.
Management has assessed the key risks and opportunities for the group and has
begun to quantify the financial impact of these within the Annual Report. However, they
have noted that climate risks identified and their environmental sustainability related
targets and commitments may impact future forecasts, such as those used when
considering if assets are impaired.
Using our knowledge of the business, we evaluated management's risk assessment
and their assessment of the impact of climate risks identified and their environmental
sustainability related targets and commitments on the discounted cash flow model
used by management to assess whether the group's publishing right and titles and the
parent company's investment are impaired.
We also considered the consistency of the disclosures in relation to climate change
(including the disclosures in the Task Force on Climate-related Financial Disclosures
(TCFD) section) within the Annual Report with the financial statements and our
knowledge obtained from our audit.
Our procedures did not identify any material impact in the context of our audit of the
financial statements as a whole, or our key audit matters for the year ended
31 December 2025.
Materiality
The scope of our audit was influenced by our application of materiality. We set certain
quantitative thresholds for materiality. These, together with qualitative considerations,
helped us to determine the scope of our audit and the nature, timing and extent of our
audit procedures on the individual financial statement line items and disclosures and in
evaluating the effect of misstatements, both individually and in aggregate on the
financial statements as a whole.
Based on our professional judgement, we determined materiality for the financial
statements as a whole as follows:
Financial statements -
group
Financial statements -
company
Overall
materiality
£4.3m (2024: £4.1m). £3.7m (2024: £5.8m).
How we
determined it
5% of profit before tax and before
impairment charges, gains on the
sale of fixed assets, significant
restructuring charges, pension
charges associated with Barber
window equalisation, costs
associated with historical legal issues
and NIC on the share-based
payments provision
1% of total assets
Rationale for
benchmark
applied
Based on the benchmarks used in
the annual report, adjusted profit
before tax is the primary measure
used by the shareholders in
assessing the performance of the
group and is a generally accepted
auditing benchmark. Profit before tax
is adjusted for significant
restructuring charges, pension
charges associated with Barber
window equalisation, gains on the
sale of fixed assets, impairment
charges and costs associated with
historical legal issues. The use of
adjusted profit before tax as a
benchmark is consistent with
previous years.
As the parent entity, Reach
plc is essentially a holding
company for the group and
therefore the materiality
benchmark has been
determined to be based on
total assets, which is a
generally accepted auditing
benchmark.
For each component in the scope of our group audit, we allocated a materiality that is
less than our overall group materiality. The range of materiality allocated across
components was between £3.7m and £3.9m.
We use performance materiality to reduce to an appropriately low level the
probability that the aggregate of uncorrected and undetected misstatements exceeds
overall materiality. Specifically, we use performance materiality in determining the
scope of our audit and the nature and extent of our testing of account balances,
classes of transactions and disclosures, for example in determining sample sizes.
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Our performance materiality was 75% (2024: 75%) of overall materiality, amounting to
£3.2m (2024: £3.0m) for the group financial statements and £2.8m (2024: £4.3m) for the
company financial statements.
In determining the performance materiality, we considered a number of factors - the
history of misstatements, risk assessment and aggregation risk and the effectiveness
of controls - and concluded that an amount at the upper end of our normal range was
appropriate.
We agreed with the Audit & Risk Committee that we would report to them
misstatements identified during our audit above £215k (group audit) (2024: £203k) and
£185k (company audit) (2024: £288k) as well as misstatements below those amounts
that, in our view, warranted reporting for qualitative reasons.
Conclusions relating to going concern
Our evaluation of the directors’ assessment of the group's and the company’s ability to
continue to adopt the going concern basis of accounting included:
Evaluating the going concern cash flow model, including agreeing amounts included
to internal forecasts and assessing the reasonableness of these forecasts;
Evaluating the working capital movements and other cash items such as pension
and tax cash outflows included in the cash flow model;
Reading the revolving credit facility agreement and agreeing key terms such as
length of facility and covenants used in management's assessment to the
agreement; and
Evaluating the forecast headroom and compliance with financial covenants during
the going concern assessment period. This included considering the appropriateness
of management’s downside scenario and the adequacy of headroom in this
scenario.
Based on the work we have performed, we have not identified any material
uncertainties relating to events or conditions that, individually or collectively, may cast
significant doubt on the group's and the company’s ability to continue as a going
concern for a period of at least twelve months from when the financial statements are
authorised for issue.
In auditing the financial statements, we have concluded that the directors’ use of the
going concern basis of accounting in the preparation of the financial statements is
appropriate.
However, because not all future events or conditions can be predicted, this conclusion
is not a guarantee as to the group's and the company's ability to continue as a going
concern.
In relation to the directors’ reporting on how they have applied the UK Corporate
Governance Code, we have nothing material to add or draw attention to in relation
to the directors’ statement in the financial statements about whether the directors
considered it appropriate to adopt the going concern basis of accounting.
Our responsibilities and the responsibilities of the directors with respect to going
concern are described in the relevant sections of this report.
Reporting on other information
The other information comprises all of the information in the Annual Report other than
the financial statements and our auditors’ report thereon. The directors are responsible
for the other information. Our opinion on the financial statements does not cover the
other information and, accordingly, we do not express an audit opinion or, except to the
extent otherwise explicitly stated in this report, any form of assurance thereon.
In connection with our audit of the financial statements, our responsibility is to read
the other information and, in doing so, consider whether the other information is
materially inconsistent with the financial statements or our knowledge obtained in the
audit, or otherwise appears to be materially misstated. If we identify an apparent
material inconsistency or material misstatement, we are required to perform
procedures to conclude whether there is a material misstatement of the financial
statements or a material misstatement of the other information. If, based on the work
we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report based on
these responsibilities.
With respect to the Strategic report and Directors' report, we also considered whether
the disclosures required by the UK Companies Act 2006 have been included.
Based on our work undertaken in the course of the audit, the Companies Act 2006
requires us also to report certain opinions and matters as described below.
Strategic report and Directors' report
In our opinion, based on the work undertaken in the course of the audit, the information
given in the Strategic report and Directors' report for the year ended 31 December 2025
is consistent with the financial statements and has been prepared in accordance with
applicable legal requirements.
In light of the knowledge and understanding of the group and company and their
environment obtained in the course of the audit, we did not identify any material
misstatements in the Strategic report and Directors' report.
Directors' Remuneration
In our opinion, the part of the Remuneration Report to be audited has been properly
prepared in accordance with the Companies Act 2006.
Corporate governance statement
The Listing Rules require us to review the directors’ statements in relation to going
concern, longer-term viability and that part of the corporate governance statement
relating to the company’s compliance with the provisions of the UK Corporate
Governance Code specified for our review. Our additional responsibilities with respect
to the corporate governance statement as other information are described in the
Reporting on other information section of this report.
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Based on the work undertaken as part of our audit, we have concluded that each of the
following elements of the corporate governance statement is materially consistent with
the financial statements and our knowledge obtained during the audit, and we have
nothing material to add or draw attention to in relation to:
The directors’ confirmation that they have carried out a robust assessment of the
emerging and principal risks;
The disclosures in the Annual Report that describe those principal risks, what
procedures are in place to identify emerging risks and an explanation of how these
are being managed or mitigated;
The directors’ statement in the financial statements about whether they considered it
appropriate to adopt the going concern basis of accounting in preparing them, and
their identification of any material uncertainties to the group’s and company’s ability
to continue to do so over a period of at least twelve months from the date of
approval of the financial statements;
The directors’ explanation as to their assessment of the group's and company’s
prospects, the period this assessment covers and why the period is appropriate; and
The directors’ statement as to whether they have a reasonable expectation that the
company will be able to continue in operation and meet its liabilities as they fall due
over the period of its assessment, including any related disclosures drawing attention
to any necessary qualifications or assumptions.
Our review of the directors’ statement regarding the longer-term viability of the group
and company was substantially less in scope than an audit and only consisted of
making inquiries and considering the directors’ process supporting their statement;
checking that the statement is in alignment with the relevant provisions of the UK
Corporate Governance Code; and considering whether the statement is consistent
with the financial statements and our knowledge and understanding of the group and
company and their environment obtained in the course of the audit.
In addition, based on the work undertaken as part of our audit, we have concluded that
each of the following elements of the corporate governance statement is materially
consistent with the financial statements and our knowledge obtained during the audit:
The directors’ statement that they consider the Annual Report, taken as a whole, is fair,
balanced and understandable, and provides the information necessary for the
members to assess the group’s and company's position, performance, business
model and strategy;
The section of the Annual Report that describes the review of effectiveness of risk
management and internal control systems; and
The section of the Annual Report describing the work of the Audit & Risk Committee.
We have nothing to report in respect of our responsibility to report when the directors’
statement relating to the company’s compliance with the Code does not properly
disclose a departure from a relevant provision of the Code specified under the Listing
Rules for review by the auditors.
Responsibilities for the financial statements and the audit
Responsibilities of the directors for the financial statements
As explained more fully in the Statement of directors' responsibilities in respect of the
financial statements, the directors are responsible for the preparation of the financial
statements in accordance with the applicable framework and for being satisfied that
they give a true and fair view. The directors are also responsible for such internal control
as they determine is necessary to enable the preparation of financial statements that
are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the
group’s and the company’s ability to continue as a going concern, disclosing, as
applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the group or the company
or to cease operations, or have no realistic alternative but to do so.
Auditors’ responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial
statements as a whole are free from material misstatement, whether due to fraud or
error, and to issue an auditors’ report that includes our opinion. Reasonable assurance
is a high level of assurance, but is not a guarantee that an audit conducted in
accordance with ISAs (UK) will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually
or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and
regulations. We design procedures in line with our responsibilities, outlined above,
to detect material misstatements in respect of irregularities, including fraud. The extent
to which our procedures are capable of detecting irregularities, including fraud, is
detailed below.
Based on our understanding of the group and industry, we identified that the principal
risks of non-compliance with laws and regulations related to employment law, data
privacy law and the Listing Rules of the UK Financial Conduct Authority, and we
considered the extent to which non-compliance might have a material effect on the
financial statements. We also considered those laws and regulations that have a direct
impact on the financial statements such as UK tax legislation, UK pension legislation and
the Companies Act 2006. We evaluated management’s incentives and opportunities for
fraudulent manipulation of the financial statements (including the risk of override of
controls), and determined that the principal risks were related to management's
estimates and the posting of inappropriate journal entries so as to manipulate revenue
(particularly digital revenue) and expenditure. Audit procedures performed by the
engagement team included:
Discussions with management, internal audit and the group’s legal advisors, including
consideration of known or suspected instances of non-compliance with laws and
regulation and fraud;
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Requesting legal confirmations from external lawyers and reviewing the nature of
legal expenses;
Challenging assumptions and judgements made by management in their significant
accounting estimates, including the carrying value of goodwill, intangible assets and
investments as explained in the key audit matters above;
Identifying and testing journal entries to address the risk of inappropriate journal
entries being posted, as referred to above;
With regards to data privacy law, procedures in respect of historical legal issues,
including discussions with external lawyers;
Assessing the classification of items as adjusting within the determination of adjusted
profit; and
Assessing financial statement disclosures and agreeing these to underlying
supporting documentation for compliance with laws and regulations.
There are inherent limitations in the audit procedures described above. We are less likely
to become aware of instances of non-compliance with laws and regulations that are
not closely related to events and transactions reflected in the financial statements. Also,
the risk of not detecting a material misstatement due to fraud is higher than the risk of
not detecting one resulting from error, as fraud may involve deliberate concealment by,
for example, forgery or intentional misrepresentations, or through collusion.
Our audit testing might include testing complete populations of certain transactions
and balances, possibly using data auditing techniques. However, it typically involves
selecting a limited number of items for testing, rather than testing complete
populations. We will often seek to target particular items for testing based on their size
or risk characteristics. In other cases, we will use audit sampling to enable us to draw a
conclusion about the population from which the sample is selected.
A further description of our responsibilities for the audit of the financial statements is
located on the FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description
forms part of our auditors’ report.
Use of this report
This report, including the opinions, has been prepared for and only for the company’s
members as a body in accordance with Chapter 3 of Part 16 of the Companies Act
2006 and for no other purpose. We do not, in giving these opinions, accept or assume
responsibility for any other purpose or to any other person to whom this report is shown
or into whose hands it may come save where expressly agreed by our prior consent
in writing.
Other required reporting
Companies Act 2006 exception reporting
Under the Companies Act 2006 we are required to report to you if, in our opinion:
we have not obtained all the information and explanations we require for our audit; or
adequate accounting records have not been kept by the company, or returns
adequate for our audit have not been received from branches not visited by us; or
certain disclosures of directors’ remuneration specified by law are not made; or
the company financial statements and the part of the Remuneration Report to be
audited are not in agreement with the accounting records and returns.
We have no exceptions to report arising from this responsibility.
Appointment
We were first appointed by the company for the financial year ended 29 December
2019. Our uninterrupted engagement covers 7 financial years.
Other matter
The company is required by the Financial Conduct Authority Disclosure Guidance and
Transparency Rules to include these financial statements in an annual financial report
prepared under the structured digital format required by DTR 4.1.15R - 4.1.18R and filed on
the National Storage Mechanism of the Financial Conduct Authority. This auditors’ report
provides no assurance over whether the structured digital format annual financial
report has been prepared in accordance with those requirements.
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
London
3 March 2026
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Consolidated income statement
for the year ended 31 December 2025 (year ended 31 December 2024)
| Adjusted | Adjusted | ||||||
| Adjusted | items | Statutory | Adjusted | items | Statutory | ||
| 2025 | 2025 | 2025 | 2024 | 2024 | 2024 | ||
| notes | £m | £m | £m | £m | £m | £m | |
Revenue | 5 | ||||||
| Cost of sales | ( | ( | ( | ( | |||
| Gross profit | |||||||
| Distribution costs | ( | ( | ( | ( | |||
Administrative expenses | 8 | ( | ( | ( | ( | ( | ( |
Share of results of associates | 20 | ( | ( | ||||
Operating profit/(loss) | 6 | ( | ( | ( | |||
Interest income | 9 | ||||||
Finance costs | 10 | ( | ( | ( | ( | ( | |
Pension finance charge | 21 | ( | ( | ( | ( | ||
| Profit/(loss) before tax | ( | ( | ( | ||||
Tax (charge)/credit | 11 | ( | ( | ( | |||
| Profit/(loss) for the period attributable to equity holders of the parent | ( | ( | ( | ||||
| 2025 | 2025 | 2024 | 2024 | ||||
| Earnings per share | notes | Pence | Pence | Pence | Pence | ||
| Earnings/(loss) per share – basic | 13 | ( | |||||
| Earnings/(loss) per share – diluted | 13 | ( |
The above results were derived from continuing operations. Set out in note 34 is the reconciliation between the statutory and adjusted results.
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Consolidated statement of comprehensive income
for the year ended 31 December 2025 (year ended 31 December 2024)
| 2025 | 2024 | ||
| notes | £m | £m | |
| (Loss)/profit for the period | ( | ||
| Items that will not be reclassified to profit and loss: | |||
Actuarial gain on defined benefit pension schemes | 21 | ||
Tax on actuarial gain on defined benefit pension schemes | 11 | ( | ( |
| Other comprehensive income for the period | |||
| Total comprehensive (loss)/income for the period | ( |
Consolidated statement of changes in equity
for the year ended 31 December 2025 (year ended 31 December 2024)
| Capital | Retained | ||||
| Share | Merger | redemption | earnings and | ||
| capital | reserve | reserve | other reserves | Total | |
| £m | £m | £m | £m | £m | |
At 1 January 2024 | |||||
Profit for the period | |||||
Other comprehensive income for the period | |||||
Total comprehensive income for the period | |||||
Purchase of own shares (note 29) | ( | ( | |||
Credit to equity for equity-settled share-based payments | |||||
Tax credit for equity-settled share-based payments | |||||
Dividends paid (note 12) | ( | ( | |||
At 31 December 2024 | |||||
Loss for the period | ( | ( | |||
Other comprehensive income for the period | |||||
| Total comprehensive loss for the period | ( | ( | |||
Purchase of own shares (note 29) | ( | ( | |||
Credit to equity for equity-settled share-based payments | |||||
| Tax charge for equity-settled share-based payments | ( | ( | |||
| Dividends paid (note 12) | ( | ( | |||
| At |
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Consolidated cash flow statement
for the year ended 31 December 2025 (year ended 31 December 2024)
| 2025 | 2024 | ||
| notes | £m | £m | |
| Cash flows from operating activities | |||
Cash generated from operations | 14 | ||
Pension deficit funding payments | 21 | ( | ( |
Pension payments into escrow | 21 | ( | ( |
| Income tax received/(paid) | ( | ||
| Net cash inflow from operating activities | |||
| Investing activities | |||
Interest received | 9 | ||
Dividends received from associated undertakings | 20 | ||
| Proceeds on disposal of property, plant and equipment | |||
| Purchases of property, plant and equipment | ( | ( | |
Expenditure on capitalised internally generated development | 16 | ( | ( |
| Net cash (used in)/generated from investing activities | ( | ||
| Financing activities | |||
| Interest and charges paid on borrowings | ( | ( | |
| Dividends paid | 12 | ( | ( |
Interest paid on leases | 19 | ( | ( |
Repayment of obligation under leases | 19 | ( | ( |
Purchase of own shares | 29 | ( | ( |
Drawdown of borrowings | 24 | ||
| Net cash used in financing activities | ( | ( | |
Net (decrease)/increase in cash and cash equivalents | ( | ||
| Cash and cash equivalents at the beginning of the period | 24 | ||
Cash and cash equivalents at the end of the period | 24 |
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Consolidated balance sheet
at 31 December 2025
| 2025 | 2024 | ||
| notes | £m | £m | |
| Non-current assets | |||
Goodwill | 15 | ||
Other intangible assets | 16 | ||
Property, plant and equipment | 17 | ||
Right-of-use assets | 18 | ||
Investment in associates | 20 | ||
Retirement benefit assets | 21 | ||
| Current assets | |||
Inventories | 22 | ||
Trade and other receivables | 23 | ||
Current tax receivable | 11 | ||
Cash and cash equivalents | 24 | ||
Other financial assets | 21 | ||
Assets classified as held for sale | 25 | ||
| Total assets | |||
| Non-current liabilities | |||
Lease liabilities | 19 | ( | ( |
Retirement benefit obligations | 21 | ( | ( |
Provisions | 27 | ( | ( |
Deferred tax liabilities | 28 | ( | ( |
( | ( |
| 2025 | 2024 | ||
| notes | £m | £m | |
| Current liabilities | |||
Trade and other payables | 26 | ( | ( |
Borrowings | 24 | ( | ( |
Lease liabilities | 19 | ( | ( |
Provisions | 27 | ( | ( |
( | ( | ||
Total liabilities | ( | ( | |
Net assets | |||
| Equity | |||
Share capital | 29,30 | ||
Merger reserve | 29 | ||
Capital redemption reserve | 29 | ||
Retained earnings and other reserves | 29 | ||
| Total equity attributable to equity holders | |||
| of the parent |
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Notes to the consolidated financial statements
2 Adoption of new and revised standards
3 Material accounting policies
The principal accounting policies adopted in the preparation of these consolidated
financial statements are set out below. These policies have been consistently applied
to all years presented. The Group also opts to present cash flows relating to the use of
its revolving credit facility net where the loans drawn down through use of the facility
are repaid within three months of the initial draw down.
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3 Material accounting policies continued
Going concern continued
Notes to the consolidated financial statements continued
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3 Material accounting policies continued
Notes to the consolidated financial statements continued
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3 Material accounting policies continued
Revenue recognition continued
Notes to the consolidated financial statements continued
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3 Material accounting policies continued
Retirement benefits continued
Notes to the consolidated financial statements continued
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3 Material accounting policies continued
Trade receivables continued
Notes to the consolidated financial statements continued
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3 Material accounting policies continued
Notes to the consolidated financial statements continued
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3 Material accounting policies continued
Key sources of estimation uncertainty continued
Impairment review (note 16) continued
4 Segments
The performance of the Group is presented as a single reporting segment as this is the
basis of internal reports regularly reviewed by the Board and chief operating decision-
maker (executive directors) to allocate resources and to assess performance. The
Group’s operations are primarily located in the UK and the Group is not subject to
significant seasonality during the year.
5 Revenue
| 2025 | 2024 | |
| £m | £m | |
388.1 | 406.7 | |
Circulation | 288.4 | 298.5 |
Advertising | 55.8 | 65.4 |
Printing | 16.8 | 17.3 |
Other | 27.1 | 25.5 |
Digital | 128.9 | 130.0 |
Other | 1.4 | 1.9 |
| Total revenue | 518.4 | 538.6 |
| 2025 | 2024 | |
| £m | £m | |
| UK | 489.6 | 510.9 |
Europe | 23.8 | 25.2 |
| Rest of World | 5.0 | 2.5 |
| Total revenue | 518.4 | 538.6 |
The Group has two customers (representing over 80% of the circulation revenue) where
revenues represent more than 10% of total revenue.
Notes to the consolidated financial statements continued
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| 2025 | 2024 | |
| £m | £m | |
Operating profit/(loss) for the period is arrived at after charging: | ||
Staff costs (note 7) | (208.5) | (216.0) |
| Cost of inventories recognised as cost of sales | (46.8) | (49.8) |
| Amortisation of other intangible assets (note 16) | (8.7) | (7.4) |
| Depreciation of property, plant and equipment (note 17) | (8.3) | (9.4) |
| Depreciation of right-of-use assets (note 18) | (2.7) | (2.8) |
| Trade receivables impairment (note 23) | (0.6) | (0.8) |
| Net foreign exchange loss | (0.1) | (0.4) |
| Operating adjusted items (note 8) | ||
| – excluding associates | (262.7) | (26.8) |
| – share of associates | (2.1) | (1.3) |
| Auditors’ remuneration: | ||
Fees payable to the Company’s auditors for the audit of the Company’s annual financial statements | (0.7) | (0.9) |
| Fees payable to the Company’s auditors for the other services | ||
| to the Group: | ||
| – the audit of the Company’s subsidiaries | (0.3) | (0.4) |
| Total audit fees | (1.0) | (1.3) |
| Non-audit fees payable to the Company’s auditors for: | ||
– audit-related assurance services | (0.2) | (0.2) |
| Total non-audit fees | (0.2) | (0.2) |
Total fees | (1.2) | (1.5) |
7 Staff costs
The average monthly number of persons, including executive directors, employed by
the Group in the period was:
| 2025 | 2024 | |
| Number | Number | |
Production and editorial | 2,494 | 2,587 |
Sales and distribution | 641 | 680 |
| Administration | 288 | 312 |
| Total | 3,579 |
The majority of employees are primarily employed in the UK. The above excludes
casual employees working for the Group during the period due to the impracticality
of determining an average.
Staff costs, including directors’ emoluments, incurred during the period were:
| 2025 | 2024 | |
| £m | £m | |
| Wages and salaries | (168.5) | (176.0) |
Social security costs | (22.3) | (21.7) |
| Share-based payments charge in the period (note 31) | (2.1) | (2.5) |
| Pension costs relating to defined contribution pension | ||
| schemes (note 21) | (15.6) | (15.8) |
| Total | (208.5) | (216.0) |
Wages and salaries include bonuses payable in the period. Restructuring costs and
the National Insurance costs relating to share awards which are included in operating
adjusted items (note 8) are excluded from staff costs.
Disclosure of individual directors’ remuneration, share awards, long-term incentive
schemes, pension contributions and pension entitlements required by the Companies
Act 2006 and those elements specified for audit by the Financial Conduct Authority are
shown in the tables in the Remuneration Report on pages 82 to 97 and form part of
these consolidated financial statements.
Notes to the consolidated financial statements continued
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8 Operating adjusted items
| 2025 | 2024 | |
| £m | £m | |
| Restructuring charges in respect of cost reduction measures | ||
| (note 27) | (22.9) | (8.0) |
Defined benefit pension related costs (notes 21 and 34) | (12.9) | (16.3) |
| Impairment of goodwill, publishing rights and titles, internally | ||
generated intangibles, property, plant and equipment and right-of-use assets (notes 15, 16, 17 and 18) | (222.8) | – |
| Property-related items (note 34) | (0.7) | 1.1 |
| Other items (note 34) | (3.4) | (3.6) |
| Operating adjusted items included in administrative | ||
| expenses | (262.7) | (26.8) |
Operating adjusted items included in share of results of associates (note 20) | (2.1) | (1.3) |
| Total operating adjusted items | (264.8) | (28.1) |
Operating adjusted items relate to costs or income that derive from events or
transactions that fall within the normal activities of the Group, but are excluded from
the Group’s adjusted profit measures, individually or, if of a similar type in aggregate,
due to their size and/or nature in order to better reflect management’s view of the
performance of the Group. The adjusted profit measures are not recognised profit
measures under IFRS and may not be directly comparable with adjusted profit
measures used by other companies. Set out in note 34 is the reconciliation between
the statutory and adjusted results which includes descriptions of the items included
in adjusted items.
The Group estimates for historical legal issues are unchanged. As a result, there is no
change in the provision for historical legal issues relating to the cost associated with
dealing with and resolving civil claims in relation to historical phone hacking and
unlawful information gathering (2024: no change) (note 27).
Restructuring charges of £22.9m (2024: £8.0m) principally relate to in-year cost
management actions taken in the period.
Defined benefit pension scheme related costs of £12.9m (2024: £16.3m) comprise
external pension administrative expenses of £5.4m (2024: £4.7m) (note 21), internal
defined benefit pension administrative expenses of £0.5m (2024: £0.5m), adviser costs
of £4.8m (2024: £6.1m) and an additional one-off past service cost of £2.2m
representing a Barber Window adjustment attributable to the Trinity Retirement Benefit
Scheme (the ‘Trinity Scheme’) (note 21). 2024 also included the £5.0m one-off past
service cost within the West Ferry Printers Pension Scheme (the ‘WF Scheme’).
A non-cash impairment charge has been allocated to goodwill (£35.9m), publishing
rights and titles (£120.6m which represents £160.8m offset by a credit to deferred tax of
£40.2m), internally generated assets (£5.2m), property, plant and equipment (£19.4m)
and right-of-use assets (£1.5m) (2024: nil).
Property-related items comprise the profit on sale of assets (£1.4m), less vacant
freehold property-related costs (£0.3m), and onerous lease and related costs (£1.8m). In
2024 property-related items comprise the profit on sale of assets (£5.5m) less vacant
freehold property-related costs (£1.5m), onerous lease and related costs (£2.8m) and
impairment of vacant freehold property (£0.1m).
Other adjusted items comprise the Group’s net legal fees in respect of historical legal
issues (£1.6m), corporate simplification costs (£0.6m), and other restructuring-related
project costs (£1.8m) less a reduction in National Insurance costs relating to share
awards (£0.6m). In 2024, other adjusted items comprise the Group’s legal fees in
respect of historical legal issues (£1.0m), corporate simplification costs (£0.5m), and
other restructuring-related project costs (£2.1m).
| 2025 | 2024 | |
| £m | £m | |
| Interest income on bank deposits | 0.1 | 0.2 |
Interest income on other financial assets | 0.1 | – |
| Interest income | 0.2 | 0.2 |
| 2025 | 2024 | |
| £m | £m | |
| Interest and charges on borrowings | (4.1) | (4.0) |
Interest on lease liabilities | (1.1) | (1.3) |
| Adjusted finance costs | (5.2) | (5.3) |
Other interest costs (note 11) | – | (2.9) |
Finance costs | (5.2) | (8.2) |
| 2025 | 2024 | |
| £m | £m | |
| Corporation tax charge for the period | (1.3) | (2.1) |
Prior period adjustment | 0.3 | 0.6 |
| Current tax charge | (1.0) | (1.5) |
Deferred tax credit/(charge) for the period | 34.3 | (10.8) |
Prior period adjustment | 0.3 | 3.1 |
| Deferred tax credit/(charge) | 34.6 | (7.7) |
Tax credit/(charge) | 33.6 | (9.2) |
Notes to the consolidated financial statements continued
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11 Tax credit/(charge) continued
| 2025 | 2024 | |
| Reconciliation of tax credit/(charge) | £m | £m |
(Loss)/profit before tax | (165.9) | 62.8 |
Standard rate of corporation tax of 25.0% (2024: 25.0%) | 41.5 | (15.7) |
Variance in overseas tax rates | 1.1 | 1.2 |
Tax effect of permanent items that are not included in determining taxable profit | (12.9) | 1.8 |
| Deferred tax not recognised | (0.3) | (9.0) |
| Prior period adjustment | 0.6 | 3.7 |
| Capital loss on disposal of property | 3.4 | 8.4 |
| Tax effect of share of results of associates | 0.2 | 0.4 |
| Tax credit/(charge) | 33.6 | (9.2) |
12 Dividends
| 2025 | 2024 | |
| Pence | Pence | |
| per share | per share | |
Amounts recognised as distributions to equity holders in the period | ||
Dividends paid per share – prior year final dividend | 4.46 | 4.46 |
| Dividends paid per share – interim dividend | 2.88 | 2.88 |
| Total dividends paid per share | ||
Dividend proposed per share but not paid nor included in the accounting records |
The Board proposes a final dividend for 2025 of 4.46 pence per share. An interim
dividend for 2025 of 2.88 pence per share was paid on 19 September 2025 bringing
the total dividend in respect of 2025 to 7.34 pence per share. The 2025 final dividend
payment is expected to amount to £14.1m.
On 1 May 2025, the final dividend proposed for 2024 of 4.46 pence per share was
approved by shareholders at the Annual General Meeting and was paid on 30 May
2025.
Total dividends paid in 2025 were £23.2m (2024 final dividend payment of £14.1 m and
2025 interim dividend payment of £9.1m).
13 Earnings per share
Basic earnings per share is calculated by dividing profit for the period attributable to
equity holders of the parent by the weighted average number of ordinary shares during
the period, and diluted earnings per share is calculated by adjusting the weighted
average number of ordinary shares in issue on the assumption of conversion of all
potentially dilutive ordinary shares.
| 2025 | 2024 | |
| Thousand | Thousand | |
| Weighted average number of ordinary shares for basic | ||
| earnings per share | 315,782 | 315,352 |
| Effect of potential dilutive ordinary shares in respect of share | ||
| awards | 3,987 | 4,582 |
| Weighted average number of ordinary shares for diluted | ||
| earnings per share | 319,769 | 319,934 |
The weighted average number of potentially dilutive ordinary shares not currently
dilutive was 9,960,644 (2024: 7,625,633).
| 2025 | 2024 | |
| Statutory (loss)/earnings per share | Pence | Pence |
| (Loss)/earnings per share – basic | (41.9) | 17.0 |
(Loss)/earnings per share – diluted | (41.4) | 16.7 |
| 2025 | 2024 | |
| Adjusted earnings per share | Pence | Pence |
Earnings per share – basic | 26.8 | 25.3 |
Earnings per share – diluted | 26.5 | 24.9 |
Set out in note 34 is the reconciliation between the statutory and adjusted results.
Notes to the consolidated financial statements continued
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14 Cash flows from operating activities
| 2025 | 2024 | |
| £m | £m | |
Operating (loss)/profit | (160.1) | 74.2 |
Depreciation of property, plant and equipment | 8.3 | 9.4 |
| Depreciation of right-of-use assets | 2.7 | 2.8 |
| Amortisation of other intangible assets | 8.7 | 7.4 |
| Impairment of goodwill | 35.9 | – |
| Impairment of property, plant and equipment | 19.4 | 0.4 |
| Impairment of right-of-use assets | 1.5 | 0.9 |
| Impairment of other intangible assets | 166.0 | 0.6 |
| Profit on disposal of property, plant and equipment | (1.4) | (5.5) |
| Loss on disposal of intangible asset | 0.5 | – |
| Profit on early termination of leases | – | (0.3) |
| Share of results of associates | (0.6) | (1.5) |
| Share-based payments charge | 2.1 | 2.5 |
| Pension administrative expenses and past service costs | 7.6 | 9.7 |
| Operating cash flows before movements in working capital | 90.6 | 100.6 |
Decrease in inventories | 2.3 | 1.2 |
| Decrease/(increase) in receivables | 7.1 | (2.6) |
| Decrease in payables and provisions | (16.8) | (9.7) |
| Cash flows from operating activities | 83.2 | 89.5 |
| Total | |
| £m | |
| Cost | |
At 1 January 2024 | 189.9 |
At 31 December 2024 | 189.9 |
At 31 December 2025 | 189.9 |
| Accumulated impairment | |
At 1 January 2024 | (154.0) |
At 31 December 2024 | (154.0) |
Impairment (note 16) | (35.9) |
At 31 December 2025 | (189.9) |
| Carrying amount | |
At 31 December 2024 | 35.9 |
| At 31 December 2025 | – |
Notes to the consolidated financial statements continued
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| Publishing | Internally | ||
| rights and | generated | ||
| titles | assets | Total | |
| £m | £m | £m | |
| Cost | |||
At 1 January 2024 | 2,100.3 | 29.5 | 2,129.8 |
Additions | – | 10.5 | 10.5 |
At 31 December 2024 | 2,100.3 | 40.0 | 2,140.3 |
Additions | – | 11.0 | 11.0 |
Disposals | – | (1.9) | (1.9) |
| At 31 December 2025 | 2,100.3 | 49.1 | 2,149.4 |
| Accumulated amortisation | |||
At 1 January 2024 | (1,281.6) | (7.4) | (1,289.0) |
Charge for the period | – | (7.4) | (7.4) |
Impairment | – | (0.6) | (0.6) |
At 31 December 2024 | (1,281.6) | (15.4) | (1,297.0) |
Charge for the period | – | (8.7) | (8.7) |
Disposals | – | 1.4 | 1.4 |
| Impairment | (160.8) | (5.2) | (166.0) |
| At 31 December 2025 | (1,442.4) | (27.9) | (1,470.3) |
| Carrying amount | |||
At 31 December 2024 | 818.7 | 24.6 | 843.3 |
| At 31 December 2025 | 657.9 | 21.2 | 679.1 |
Notes to the consolidated financial statements continued
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16 Other intangible assets continued
Notes to the consolidated financial statements continued
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| Properties | Vehicles | Total | |
| £m | £m | £m | |
| Cost | |||
At 1 January 2024 | 28.1 | 3.6 | 31.7 |
Additions | – | 0.7 | 0.7 |
Other movements | (0.2) | – | (0.2) |
Derecognition at end of lease term | (1.8) | (1.0) | (2.8) |
At 31 December 2024 | 26.1 | 3.3 | 29.4 |
Additions | - | 0.4 | 0.4 |
| Derecognition at end of lease term | - | (0.5) | (0.5) |
| At 31 December 2025 | 26.1 | 3.2 | 29.3 |
| Accumulated depreciation and impairment | |||
At 1 January 2024 | (17.1) | (1.6) | (18.7) |
Charge for the period | (1.9) | (0.9) | (2.8) |
Impairment | (0.9) | – | (0.9) |
Other movements | 0.1 | – | 0.1 |
Derecognition at end of lease term | 1.8 | 1.0 | 2.8 |
At 31 December 2024 | (18.0) | (1.5) | (19.5) |
Charge for the period | (1.9) | (0.8) | (2.7) |
| Derecognition at end of lease term | – | 0.5 | 0.5 |
| Impairment | (1.2) | (0.3) | (1.5) |
| At 31 December 2025 | (21.1) | (2.1) | (23.2) |
| Carrying amount | |||
At 31 December 2024 | 8.1 | 1.8 | 9.9 |
| At 31 December 2025 | 5.0 | 1.1 | 6.1 |
| 2025 | 2024 | |
| £m | £m | |
Depreciation of right-of-use assets | (2.7) | (2.8) |
Impairment of right-of-use assets | (1.5) | (0.9) |
| Expenses relating to short-term leases | – | (0.1) |
| Interest on lease liabilities (included in finance cost) | (1.1) | (1.3) |
| Total charged to the consolidated income statement | (5.3) | (5.1) |
| Properties | Vehicles | Total | |
| £m | £m | £m | |
At 1 January 2024 | (31.0) | (2.2) | (33.2) |
Additions | – | (0.7) | (0.7) |
Interest costs | (1.1) | (0.2) | (1.3) |
Payments | 6.4 | 0.9 | 7.3 |
Other movements | 0.4 | 0.2 | 0.6 |
At 31 December 2024 | (25.3) | (2.0) | (27.3) |
Additions | – | (0.4) | (0.4) |
| Interest costs | (1.0) | (0.1) | (1.1) |
| Payments | 5.7 | 0.9 | 6.6 |
| At 31 December 2025 | (20.6) | (1.6) | (22.2) |
| 2025 | 2024 | |
| £m | £m | |
| Current | (4.3) | (4.3) |
Non-current | (17.9) | (23.0) |
(22.2) | (27.3) |
Notes to the consolidated financial statements continued
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| PA Media | PA Media | |
| 2025 | 2024 | |
| £m | £m | |
Opening balance | 14.1 | 14.5 |
Dividends received | (1.9) | (1.9) |
| Share of results: | 0.6 | 1.5 |
| Results before adjusted items | 2.7 | 2.8 |
Adjusted items | (2.1) | (1.3) |
Closing balance | 12.8 | 14.1 |
| Country of | Class of | Accounting | ||
| Company | incorporation | shares | Shareholding | year end |
PA Media Group Limited | UK | ordinary | 25.41% | 31 December |
21 Retirement benefit schemes
| 2025 | 2024 | |
| £m | £m | |
| PA Media Group Limited | ||
Non-current assets | 44.0 | 46.4 |
| Current assets | 45.3 | 50.2 |
| Total assets | 89.3 | 96.6 |
Current liabilities | (33.0) | (39.1) |
Non-current liabilities | (6.1) | (2.2) |
Total liabilities | (39.1) | (41.3) |
Net assets | 50.2 | 55.3 |
Group’s share of net assets | 12.8 | 14.1 |
Revenue | 115.9 | 116.4 |
Profit for the period | 2.5 | 5.8 |
Group’s share of profit for the period | 0.6 | 1.5 |
Notes to the consolidated financial statements continued
132Reach plc Annual Report 2025
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21 Retirement benefit schemes continued
Defined benefit pension schemes continued
Notes to the consolidated financial statements continued
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21 Retirement benefit schemes continued
Defined benefit pension schemes continued
Funding arrangements continued
Notes to the consolidated financial statements continued
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21 Retirement benefit schemes continued
Defined benefit pension schemes continued
Results continued
2025 | 2024 | |
| Financial assumptions (nominal % pa) | ||
Discount rate | 5.43 | 5.49 |
| Retail price inflation rate | 2.81 | 3.20 |
| Consumer price inflation rate | 1.0% pa | 1.0% pa |
| lower than RPI | lower than RPI | |
| to 2030 and | to 2030 and | |
| equal | equal | |
| to RPI thereafter | to RPI thereafter | |
| Rate of pension increases in deferment | 2.34 | 2.88 |
| Rate of pension increases in payment | 3.31 | 3.40 |
| Mortality assumptions – future life expectancies | ||
| from age 65 (years) | ||
Male currently aged 65 | 21.5 | 21.2 |
| Female currently aged 65 | 23.3 | 23.3 |
| Male currently aged 55 | 21.3 | 21.0 |
| Female currently aged 55 | 24.2 | 24.2 |
| Effect on | Effect on | |
| liabilities | deficit | |
| £m | £m | |
Discount rate +/- 1.0% pa | -140/+165 | -115/+135 |
Retail price inflation rate +/- 0.5% pa | +19/-18 | +12/-12 |
Consumer price inflation rate +/- 0.5% pa | +17/-15 | +15/-14 |
Life expectancy at age 65 +/- 1 year | +70/-70 | +50/-50 |
Notes to the consolidated financial statements continued
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21 Retirement benefit schemes continued
Defined benefit pension schemes continued
Results continued
| 2025 | 2024 | |
| Consolidated income statement | £m | £m |
| Pension administrative expenses | (5.4) | (4.7) |
Past service costs | (2.2) | (5.0) |
| Pension finance charge | (0.8) | (3.4) |
| Defined benefit cost recognised in income statement | (8.4) | (13.1) |
| 2025 | 2024 | |
| Consolidated statement of comprehensive income | £m | £m |
| Actuarial (loss)/gain due to liability experience | (7.9) | 6.5 |
Actuarial gain due to liability assumption changes | 12.6 | 173.3 |
| Total liability actuarial gain | 4.7 | 179.8 |
Returns on scheme assets less than discount rate | (3.2) | (168.6) |
| Impact of IFRIC 14 | - | 0.2 |
Total gain recognised in statement of comprehensive income | 1.5 | 11.4 |
| 2025 | 2024 | |
| Consolidated balance sheet | £m | £m |
Present value of uninsured scheme liabilities | (1,220.5) | (1,240.5) |
Present value of insured scheme liabilities | (365.7) | (375.8) |
| Total present value of scheme liabilities | (1,586.2) | (1,616.3) |
Invested and cash assets at fair value | 1,227.4 | 1,195.2 |
Value of liability-matching insurance contracts | 365.7 | 375.8 |
| Total fair value of scheme assets | 1,593.1 | 1,571.0 |
Net scheme surplus/(deficit) | 6.9 | (45.3) |
Non-current assets – retirement benefit assets | 64.6 | 72.4 |
| Non-current liabilities – retirement benefit obligations | (57.7) | (117.7) |
| Net scheme surplus/(deficit) | 6.9 | (45.3) |
| Net scheme surplus/(deficit) included in consolidated balance | ||
| sheet | 6.9 | (45.3) |
| Deferred tax included in consolidated balance sheet | (1.7) | 11.3 |
| Net scheme surplus/(deficit) after deferred tax | 5.2 | (34.0) |
| 2025 | 2024 | |
| Movement in net scheme surplus/(deficit) | £m | £m |
Opening net scheme deficit | (45.3) | (102.8) |
Contributions | 59.1 | 59.2 |
| Consolidated income statement | (8.4) | (13.1) |
| Consolidated statement of comprehensive income | 1.5 | 11.4 |
| Closing net scheme surplus/(deficit) | 6.9 | (45.3) |
Notes to the consolidated financial statements continued
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21 Retirement benefit schemes continued
Defined benefit pension schemes continued
Results continued
| 2025 | 2024 | |
| Changes in the present value of scheme liabilities | £m | £m |
Opening present value of scheme liabilities | (1,616.3) | (1,835.6) |
Past service costs | (2.2) | (5.0) |
| Interest cost | (85.6) | (81.6) |
| Actuarial (loss)/gain – experience | (7.9) | 6.5 |
| Actuarial (loss)/gain – change to demographic assumptions | (4.6) | 23.9 |
| Actuarial gain – change to financial assumptions | 17.2 | 149.4 |
| Benefits paid | 113.2 | 109.4 |
| Bulk transfer due to buy-out | – | 16.7 |
| Closing present value of scheme liabilities | (1,586.2) | (1,616.3) |
| 2025 | 2024 | |
| Impact of IFRIC 14 | £m | £m |
| Opening impact of IFRIC 14 | – | (0.2) |
Decrease in impact of IFRIC 14 | – | 0.2 |
| Closing impact of IFRIC 14 | – | – |
| 2025 | 2024 | |
| Changes in the fair value of scheme assets | £m | £m |
| Opening fair value of scheme assets | 1,571.0 | 1,733.0 |
Interest income | 84.8 | 78.2 |
| Actual return on assets less than discount rate | (3.2) | (168.6) |
| Contributions by employer | 59.1 | 59.2 |
| Benefits paid | (113.2) | (109.4) |
| Administrative expenses | (5.4) | (4.7) |
| Bulk transfer due to buy-out | – | (16.7) |
| Closing fair value of scheme assets | 1,593.1 | 1,571.0 |
| 2025 | 2024 | |
| Fair value of scheme assets | £m | £m |
UK equities | 4.3 | 3.3 |
Other overseas equities | 37.2 | 34.0 |
| Property | 27.1 | 27.2 |
| Corporate bonds | 192.1 | 250.0 |
| Fixed interest gilts | 5.8 | 1.5 |
| Index linked gilts | 0.5 | – |
| Liability-driven investment | 897.3 | 779.9 |
| Cash and other | 63.1 | 99.3 |
| Invested and cash assets at fair value | 1,227.4 | 1,195.2 |
Value of insurance contracts | 365.7 | 375.8 |
| Fair value of scheme assets | 1,593.1 | 1,571.0 |
Notes to the consolidated financial statements continued
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22 Inventories
| 2025 | 2024 | |
| £m | £m | |
Raw materials and consumables | 7.9 | 10.2 |
| 2025 | 2024 | |
| Trade and other receivables | £m | £m |
Gross trade receivables | 54.8 | 55.7 |
Expected credit loss | (1.2) | (1.6) |
| Net trade receivables | 53.6 | 54.1 |
Prepayments | 11.0 | 12.1 |
| Accrued income | 11.1 | 14.6 |
| Other receivables | 4.1 | 6.8 |
79.8 | 87.6 |
| 2025 | 2024 | |
| Ageing of past due receivables | £m | £m |
| 60–90 days | 3.4 | 1.7 |
90–120 days | 1.2 | 0.9 |
| 120 days+ | 0.1 | 0.7 |
4.7 | 3.3 |
| 2025 | 2024 | |
| Movement in allowance for doubtful debts | £m | £m |
Opening balance | 1.6 | 1.0 |
Impairment losses recognised | 0.6 | 0.8 |
| Utilisation of provision | (1.0) | (0.2) |
| Closing balance | 1.2 | 1.6 |
| 2025 | 2024 | |
| Ageing of impaired receivables | £m | £m |
120+ days | 1.2 | 1.6 |
1.2 | 1.6 |
Notes to the consolidated financial statements continued
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| IFRS 16 lease | ||||||
| liabilities | ||||||
| movement | ||||||
| 31 | ||||||
| Cash | Loan | New | December | |||
| flow | drawdown | Interest | leases | 2025 | ||
| £m | £m | £m | £m | £m | £m | |
| Liabilities from financing | ||||||
| activities | ||||||
Borrowings | (35.0) | – | (9.5) | – | – | (44.5) |
Lease liabilities | (27.3) | 6.6 | – | (1.1) | (0.4) | (22.2) |
(62.3) | 6.6 | (9.5) | (1.1) | (0.4) | (66.7) | |
| Current assets | ||||||
Cash and cash equivalents | 20.8 | (20.7) | 9.5 | – | – | 9.6 |
| Net debt less lease liabilities | (41.5) | (57.1) | ||||
Net debt | (14.2) | (20.7) | – | – | – | (34.9) |
| IFRS 16 lease liabilities | |||||||
| movement | |||||||
| 31 | |||||||
| 1 January | Cash | Loan | New | Other | December | ||
| 2024 | flow | drawdown | Interest | leases | Movements | 2024 | |
| £m | £m | £m | £m | £m | £m | £m | |
Liabilities from financing activities | |||||||
Borrowings | (30.0) | – | (5.0) | – | – | – | (35.0) |
Lease liabilities | (33.2) | 7.3 | – | (1.3) | (0.7) | 0.6 | (27.3) |
(63.2) | 7.3 | (5.0) | (1.3) | (0.7) | 0.6 | (62.3) | |
| Current assets | |||||||
| Cash and cash | |||||||
| equivalents | 19.9 | (4.1) | 5.0 | – | – | – | 20.8 |
| Net cash less lease | |||||||
liabilities | (43.3) | (41.5) | |||||
Net cash/(debt) | (10.1) | (4.1) | – | – | – | – | (14.2) |
| 2025 | 2024 | |
| £m | £m | |
| Opening balance | 2.6 | 11.0 |
Classified as held for sale in the year (note 17) | - | 0.7 |
| Disposals | (2.6) | (9.1) |
| Closing balance | - | 2.6 |
Notes to the consolidated financial statements continued
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| 2025 | 2024 | |
| Trade and other payables | £m | £m |
Trade payables | (20.0) | (23.7) |
Social security and other taxes | (6.2) | (6.1) |
| Accruals | (40.7) | (47.3) |
| Deferred income | (5.1) | (4.8) |
| Other payables | (19.7) | (23.4) |
(91.7) | (105.3) |
| Share- | ||||||
| based | Historical | |||||
| payments | Property | Restructuring | legal issues | Other | Total | |
| £m | £m | £m | £m | £m | £m | |
At 1 January 2025 | (0.7) | (18.4) | (4.2) | (9.1) | (2.9) | (35.3) |
| Charged to income | ||||||
| statement | (0.4) | (2.6) | (22.9) | – | (0.8) | (26.7) |
| Released to income | ||||||
| statement | 0.6 | – | – | – | 0.3 | 0.9 |
| Utilisation of provision | – | 1.9 | 23.2 | 4.4 | 0.6 | 30.1 |
| At 31 December 2025 | (0.5) | (19.1) | (3.9) | (4.7) | (2.8) | (31.0) |
| 2025 | 2024 | |
| £m | £m | |
| Current | (14.5) | (13.8) |
Non-current | (16.5) | (21.5) |
(31.0) | (35.3) |
Notes to the consolidated financial statements continued
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| Retirement | |||||||
| Accelerated tax | Other short- | benefit | Share-based | ||||
| depreciation | Tax losses | term timing | Intangibles | obligations | payments | Total | |
| £m | £m | £m | £m | £m | £m | £m | |
At 1 January 2024 | (20.6) | 3.1 | (4.1) | (204.7) | 25.7 | 0.5 | (200.1) |
Credit/(charge) to consolidated income statement | 5.8 | (3.1) | 0.9 | – | (11.6) | 0.3 | (7.7) |
Charge to other comprehensive income statement | – | – | – | – | (2.8) | – | (2.8) |
Credit to statement of changes in equity | – | – | – | – | – | 0.3 | 0.3 |
At 31 December 2024 | (14.8) | – | (3.2) | (204.7) | 11.3 | 1.1 | (210.3) |
(Charge)/credit to consolidated income statement | (0.3) | 5.2 | 2.2 | 40.2 | (12.8) | 0.1 | 34.6 |
| Charge to other comprehensive income statement | – | – | – | – | (0.2) | – | (0.2) |
| Charge to statement of changes in equity | – | – | – | – | – | (0.2) | (0.2) |
| At 31 December 2025 | (15.1) | 5.2 | (1.0) | (164.5) | (1.7) | 1.0 | (176.1) |
| Retirement | |||||||
| Accelerated tax | Other short- | benefit | Share-based | ||||
| depreciation | Tax losses | term timing | Intangibles | obligations | payments | Total | |
| £m | £m | £m | £m | £m | £m | £m | |
| Within one year | (0.3) | – | (0.5) | – | (0.9) | 0.2 | (1.5) |
More than one year | (14.8) | 5.2 | (0.5) | (164.5) | (0.8) | 0.8 | (174.6) |
| At 31 December 2025 | (15.1) | 5.2 | (1.0) | (164.5) | (1.7) | 1.0 | (176.1) |
Notes to the consolidated financial statements continued
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| Capital | Retained | ||||
| Share | Merger | redemption | earnings and | ||
| capital | reserve | reserve | other reserves | Total | |
| £m | £m | £m | £m | £m | |
At 1 January 2024 | 32.2 | 17.4 | 4.4 | 583.2 | 637.2 |
Total comprehensive income for the period | – | – | – | 62.2 | 62.2 |
Purchase of shares | – | – | – | (0.6) | (0.6) |
Credit to equity for equity-settled share-based payments | – | – | – | 2.5 | 2.5 |
Tax credit for equity-settled share-based payments | - | - | - | 0.5 | 0.5 |
Dividends paid | – | – | – | (23.2) | (23.2) |
At 31 December 2024 | 32.2 | 17.4 | 4.4 | 624.6 | 678.6 |
Total comprehensive loss for the period | – | – | – | (131.0) | (131.0) |
| Purchase of own shares | – | – | – | (0.6) | (0.6) |
| Credit to equity for equity-settled share-based payments | – | – | – | 2.6 | 2.6 |
| Tax charge for equity-settled share-based payments | – | – | – | (0.2) | (0.2) |
| Dividends paid | – | – | – | (23.2) | (23.2) |
| At 31 December 2025 | 32.2 | 17.4 | 4.4 | 472.2 | 526.2 |
Notes to the consolidated financial statements continued
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29 Share capital and reserves continued
| 2025 | 2025 | 2024 | 2024 | |
| Number | £m | Number | £m | |
| Allotted, called up and fully paid | ||||
ordinary shares of 10 pence each Opening balance and closing balance | 322,085,269 | 32.2 | 322,085,269 | 32.2 |
Notes to the consolidated financial statements continued
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30 Share capital continued
31 Share-based payments
The charge related to share-based payments during the period was £2.1m (2024: £2.5m).
Long Term Incentive Plan
Under these schemes, the Remuneration Committee can recommend the grant of
awards of shares to an eligible employee. Full details of how the schemes operate are
explained in the Remuneration Report on pages 82 to 97. The vesting period is three
years and is subject to continued employment of the participant. The Performance
Shares granted in 2024 and 2025 vest if targets measuring the Company’s share price,
RPM and emissions reductions are met.
| 2025 | 2024 | |
| Number of | Number of | |
| Performance | Performance | |
| Shares | Shares | |
| Awards outstanding at start of period | 11,790,630 | 9,047,686 |
Granted during the period | 4,905,678 | 6,061,164 |
| Dividend accrued granted during the period | – | 105,886 |
| Lapsed during the period | (3,696,699) | (1,775,070) |
| Exercised during the period | (226,736) | (1,649,036) |
| Awards outstanding at end of period | 12,772,873 | 11,790,630 |
During the year, awards relating to 1,452,408 shares were granted to executive directors
on a discretionary basis under the Long Term Incentive Plan (2024: 2,112,984). The exercise
price of each award is £1 for each block of awards granted. The awards vest after three
years, subject to the continued employment of the participant and satisfaction of certain
performance conditions, and are required to be held for a further two years.
During the year, awards relating to 3,453,270 shares were granted to senior managers
on a discretionary basis under the Long Term Incentive Plan (2024: 3,948,180). The
exercise price of each award is £1 for each block of awards granted. The awards vest
after three years, subject to the continued employment of the participant and
satisfaction of certain performance conditions.
The estimated fair values at the date of grant of the shares awarded are as follows:
| Awarded in | Awarded in | Awarded in | Awarded in | Awarded in | |
| 2025 | 2024 | 2023 | 2022 | 2021 | |
| £ | £ | £ | £ | £ | |
Performance Shares | 2,302,243 | 4,020,031 | 2,455,648 | 1,919,693 | 2,881,556 |
During 2023, awards relating to 394,666 shares were granted to an executive director
under the Long Term Incentive Plan representing a buy-out of awards that were
forfeited on joining the Group. The awards vest in line with the original vesting dates
of the forfeited awards, subject to the continued employment up to the relevant
vesting dates. 158,176 of these shares had a vesting date in 2025 (2024: 61,164 shares).
Save As You Earn Plan
In 2024, awards relating to 2,400,238 shares were granted to employees on a
discretionary basis under the Save As You Earn Plan. The exercise price of each award is
89.0 pence. The awards vest after three years, subject to the continued employment of
the participant. The estimated fair value of the options was £671,587.
In 2021, awards relating to 1,500,736 shares were granted to employees on a discretionary
basis under the Save As You Earn Plan. The exercise price of each award is 246.0 pence.
The awards vest after three years, subject to the continued employment of the participant.
The estimated fair value of the options was £1,753,760. The share price on the vesting date
in 2024 was 99.7 pence, lower than the exercise price of each award, resulting in all of the
shares granted in 2021 lapsing.
Notes to the consolidated financial statements continued
144Reach plc Annual Report 2025
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31 Share-based payments continued
| Performance | Performance | Save As You | Performance | Performance | Performance | Performance | Performance | Performance | |
| Shares 2025 | Shares 2025 | Earn Plan 2024 | Shares 2024 | Shares 2024 | Shares 2023 | Shares 2023 | Shares 2022 | Shares 2022 | |
| 15 October | 10 April | 24 September | 17 October | 8 May | 12 October | 13 April | 12 October | 11 April | |
| 2025 | 2025 | 2024 | 2024 | 2024 | 2023 | 2023 | 2022 | 2022 | |
Expected volatility (%) | 36.1 | 50.9 | 55.5 | 49.0 | 59.1 | 62.2 | 63.5 | 65.4 | 58.9 |
Expected life (years) | 3.0 | 3.0 | 3.4 | 2.6 | 3.0 | 2.5 | 3.0 | 2.5 | 3.0 |
| Risk-free (%) | 3.9 | 3.9 | 3.9 | 3.8 | 4.3 | 4.5 | 3.5 | 4.1 | 1.7 |
Expected volatility has been determined by calculating the historical volatility of the
Company’s share price over the three-year period prior to the grant date. The exercise
price used in the model is nil as the exercise price of the granted awards is £1 for each
block of awards granted.
Restricted Share Plan
During the year, awards relating to 728,512 shares were granted to executive directors
under the Restricted Share Plan (2024: no shares).
Notes to the consolidated financial statements continued
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32 Financial instruments continued
| 2025 | 2024 | ||
| notes | £m | £m | |
| Financial assets | |||
Net trade receivables | 23 | 53.6 | 54.1 |
Accrued income | 23 | 11.1 | 14.6 |
Other receivables | 23 | 4.1 | 6.8 |
Cash and cash equivalents | 24 | 9.6 | 20.8 |
Other financial asset | 21 | 6.5 | 1.9 |
84.9 | 98.2 | ||
| Financial liabilities | |||
Trade payables | 26 | (20.0) | (23.7) |
Accruals | 26 | (40.7) | (47.3) |
Other payables | 26 | (19.7) | (23.4) |
Borrowings | 24 | (44.5) | (35.0) |
Lease liabilities | 19 | (22.2) | (27.3) |
(147.1) | (156.7) |
Liabilities | Assets | |||
| 2025 | 2024 | 2025 | 2024 | |
| £m | £m | £m | £m | |
Euro | (0.6) | (0.7) | 3.0 | 3.4 |
US dollar | (1.9) | (1.0) | 1.3 | 2.0 |
Notes to the consolidated financial statements continued
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32 Financial instruments continued
Notes to the consolidated financial statements continued
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32 Financial instruments continued
Credit risk management continued
| Between | Greater | |||
| Less than | one and | than five | ||
| one year | five years | years | Total | |
| 2025 non-derivative financial liabilities | £m | £m | £m | £m |
Trade payables | (20.0) | – | – | (20.0) |
Accruals | (40.7) | – | – | (40.7) |
| Other payables | (19.7) | – | – | (19.7) |
| Borrowings | (44.5) | – | – | (44.5) |
| Lease liabilities | (5.2) | (12.7) | (7.6) | (25.5) |
| Total cash flows | (130.1) | (12.7) | (7.6) | (150.4) |
| Between | Greater | |||
| Less than | one and | than five | ||
| one year | five years | years | Total | |
| 2024 non-derivative financial liabilities | £m | £m | £m | £m |
Trade payables | (23.7) | – | – | (23.7) |
Accruals | (47.3) | – | – | (47.3) |
Other payables | (23.4) | – | – | (23.4) |
Borrowings | (35.0) | – | – | (35.0) |
Lease liabilities | (5.4) | (16.9) | (9.5) | (31.8) |
Total cash flows | (134.8) | (16.9) | (9.5) | (161.2) |
Notes to the consolidated financial statements continued
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| 2025 | 2024 | |
| £m | £m | |
| Short-term employee benefits | 2.3 | 2.0 |
Post-employment benefits | 0.1 | 0.1 |
| Share-based payment | 0.5 | 0.8 |
2.9 | 2.9 |
| Operating | Pension | |||
| adjusted | finance | |||
| Statutory | items | charge | Adjusted | |
| results | (a) | (b) | results | |
| Year ended 31 December 2025 | £m | £m | £m | £m |
Revenue | 518.4 | – | – | 518.4 |
Operating (loss)/profit | (160.1) | 264.8 | – | 104.7 |
| (Loss)/profit before tax | (165.9) | 264.8 | 0.8 | 99.7 |
| (Loss)/profit after tax | (132.3) | 216.2 | 0.8 | 84.7 |
| Basic (loss)/earnings per share (p) | (41.9) | 68.4 | 0.3 | 26.8 |
| Operating | Pension | ||||
| adjusted | finance | Adjusted | |||
| Statutory | items | charge | interest | Adjusted | |
| results | (a) | (b) | (c) | results | |
| Year ended 31 December 2024 | £m | £m | £m | £m | £m |
Revenue | 538.6 | – | – | – | 538.6 |
Operating profit | 74.2 | 28.1 | – | – | 102.3 |
Profit before tax | 62.8 | 28.1 | 3.4 | 2.9 | 97.2 |
Profit after tax | 53.6 | 21.4 | 2.5 | 2.2 | 79.7 |
| Basic earnings per | |||||
| share (p) | 17.0 | 6.8 | 0.8 | 0.7 | 25.3 |
Notes to the consolidated financial statements continued
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34 Reconciliation of statutory to adjusted results continued
Impairments to non-current assets arise following impairment reviews or where a
decision is made to close or retire printing assets. These non-cash items are included
in adjusted items on the basis that they are material and vary considerably each year,
distorting the underlying performance of the business.
The opening deferred tax position is recalculated in the period in which a change in
the standard rate of corporation tax has been enacted or substantively enacted by
parliament. The impacts of the change in rates are included in adjusted items on the
basis that when they occur they are material, distorting the underlying performance
of the business.
Provision for historical legal issues relates to the cost associated with dealing with and
resolving civil claims for historical phone hacking and unlawful information gathering.
This is included in adjusted items as the amounts are material, it relates to historical
matters and movements in the provision can vary year to year.
The Group’s defined benefit pension schemes are all closed to new members and
to future accrual and are therefore not related to the current business. The pension
administration expenses and the pension finance charge are included in adjusted items
as the amounts are significant and they relate to the historical pension commitment.
Also included in adjusted items in 2025 are vacant freehold property-related costs
(£0.3m), onerous lease and related costs (£1.8m), the Group’s net legal fees in respect of
historical legal issues (£1.6m), adviser costs in relation to the defined benefit pension
schemes (£4.8m), internal pension administrative expenses (£0.5m), corporate
simplification costs (£0.6m), other restructuring-related project costs (£1.8m), less a
reduction in National insurance costs relating to share awards (£0.6m) and profit on
sale of assets (£1.4m). These are included in adjusted items as they relate to historical
liabilities or are one-off items not expected to recur.
Also included in adjusted items in 2024 are vacant freehold property-related costs
(£1.5m), onerous lease and related costs (£2.8m), impairment of vacant freehold
property (£0.1m), the Group’s legal fees in respect of historical legal issues (£1.0m),
adviser costs in relation to the defined benefit pension schemes (£6.1m), internal
pension administrative expenses (£0.5m), corporate simplification costs (£0.5m), and
other restructuring-related project costs (£2.1m) less the profit on sale of assets (£5.5m).
These were included in adjusted items as they related to historical liabilities or are one-
off items not expected to recur.
35 Adjusted cash flow
| 2025 | 2024 | |
| £m | £m | |
Adjusted operating profit | 104.7 | 102.3 |
Depreciation and amortisation | 19.7 | 19.6 |
| Adjusted EBITDA | 124.4 | 121.9 |
Working capital movements | 0.1 | 4.4 |
| Net capital expenditure | (13.6) | (11.8) |
| Net interest paid on leases | (1.1) | (1.3) |
| Repayment of obligation under leases | (5.5) | (6.0) |
| Other | 1.9 | 2.9 |
| Associates | (2.7) | (2.8) |
| Adjusted operating cash flow | 103.5 | 107.3 |
Interest and charges payments and receipts | (4.6) | (3.7) |
| Income tax paid | (2.4) | (2.4) |
| Restructuring payments | (23.2) | (16.5) |
| Historical legal issues payments | (4.4) | (9.1) |
| Dividends paid | (23.2) | (23.2) |
| Purchase of own shares | (0.6) | (0.6) |
| Pension funding payments | (59.1) | (59.2) |
| Pension payments into escrow | (4.5) | (1.9) |
| Dividends received from associated undertakings | 1.9 | 1.9 |
| Legal fee payments in respect of historical legal issues | (0.7) | (0.8) |
| Adviser cost payments in relation to defined benefit schemes | (6.4) | (3.4) |
| Proceeds from disposal of property | 4.0 | 14.6 |
Tax receipts of residual overpayments previously held with HMRC | 4.8 | – |
| Other adjusted items payments | (5.8) | (7.1) |
| Net cash flow | (20.7) | (4.1) |
Bank facility drawdown | 9.5 | 5.0 |
| Net (decrease)/increase in cash and cash equivalents | (11.2) | 0.9 |
Notes to the consolidated financial statements continued
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| 36 Reconciliation of statutory to adjusted cash flow | Statutory | ||
| 2025 | (a) | (b) | |
| Year ended 31 December 2025 | £m | £m | £m |
Cash flows from o p eratin g activities | |||
Cash generated from operations | 83.2 | (20.2) | 40.5 103.5 Adjusted operating cash flow |
| Pension deficit funding payments | (59.1) | – | – (59.1) Pension funding payments |
| Pension payments into escrow | (4.5) | – | – (4.5) Pension payments into escrow |
– | – | (23.2) (23.2) Restructuring payments | |
– | – | (4.4) (4.4) Historical legal issues payments | |
– | – | (0.7) (0.7) Legal fee payments in respect of historical legal issues | |
– | – | (6.4) (6.4) Adviser cost payments in relation to defined benefit schemes | |
- | - | 4.8 4.8 Tax receipts of residual overpayment previously held with HMRC | |
– | – | (5.8) (5.8) Other adjusted items payments | |
| Income tax received/(paid) | 2.4 | – | (4.8) (2.4) Income tax received /(paid) |
| Net cash inflow from operating activities | 22.0 | ||
| Investing activities | |||
Interest received | 0.1 | – | – 0.1 Interest and charges payments and receipts |
| Dividends received from associated undertakings | 1.9 | – | – 1.9 Dividends received from associated undertakings |
| Proceeds on disposal of property, plant and equipment | 4.0 | – | – 4.0 Proceeds from disposal of property |
| Purchases of property, plant and equipment | (2.6) | 2.6 | – – Net capital expenditure |
| Expenditure on capitalised internally generated development | (11.0) | 11.0 | – – Net capital expenditure |
| Net cash used in investing activities | (7.6) | ||
| Financing activities | |||
Interest and charges paid on borrowings | (4.7) | – | – (4.7) Interest and charges payments and receipts |
| Dividends paid | (23.2) | – | – (23.2) Dividends paid |
| Interest paid on leases | (1.1) | 1.1 | – – Net interest paid on leases |
| Repayment of obligations under leases | (5.5) | 5.5 | – – Repayment of obligation under leases |
| Purchase of own shares | (0.6) | – | – (0.6) Purchase of own shares |
Adjusted
2025
£m
Drawdown of borrowings
9.5 – – 9.5 Bank facility drawdown
Net cash used in financing activities
(25.6)
Net decrease in cash and cash equivalents (11.2) – – (11.2)
(a) Items included in the statutory cash flow on separate lines which for the adjusted cash flow are included in adjusted operating cash flow.
(b) Payments in respect of adjusted items are shown separately in the adjusted cash flow.
Notes to the consolidated financial statements continued
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| Statutory | |||
| 2024 | (a) | (b) | |
| Year ended 31 December 2024 | £m | £m | £m |
Cash flows from o p eratin g activities | |||
Cash generated from operations | 89.5 | (19.1) | 36.9 107.3 Adjusted operating cash flow |
Pension deficit funding payments | (59.2) | – | – (59.2) Pension funding payments |
Pension payments into escrow | (1.9) | – | – (1.9) Pension payments into escrow |
– | – | (16.5) (16.5) Restructuring payments | |
– | – | (9.1) (9.1) Historical legal issues payments | |
– | – | (0.8) (0.8) Legal fee payments in respect of historical legal issues | |
– | – | (3.4) (3.4) Adviser cost payments in relation to defined benefit schemes | |
– | – | (7.1) (7.1) Other adjusted items payments | |
Income tax paid | (2.4) | – | – (2.4) Income tax paid |
Net cash inflow from operating activities | 2 6 . 0 | ||
| Investing activities | |||
Interest received | 0.2 | – | – 0.2 Interest and charges payments and receipts |
Dividends received from associated undertakings | 1.9 | – | – 1.9 Dividends received from associated undertakings |
Proceeds on disposal of property, plant and equipment | 14.6 | – | – 14.6 Proceeds from disposal of property |
Purchases of property, plant and equipment | (1.3) | 1.3 | – – Net capital expenditure |
Expenditure on capitalised internally generated development | (10.5) | 10.5 | – – Net capital expenditure |
Net cash generated from investing activities | 4.9 | ||
| Financing activities | |||
Interest and charges paid on borrowings | (3.9) | – | – (3.9) Interest and charges payments and receipts |
Dividends paid | (23.2) | – | – (23.2) Dividends paid |
Interest paid on leases | (1.3) | 1.3 | – – Net interest paid on leases |
Repayment of obligations under leases | (6.0) | 6.0 | – – Repayment of obligation under leases |
Purchase of own shares | (0.6) | – | – (0.6) Purchase of own shares |
Drawdown of borrowings | 5.0 | – | – 5.0 Bank facility drawdown |
Adjusted
2024
£m
Net cash used in financing activities (30.0)
Net increase in cash and cash equivalents 0.9 – – 0.9
(a) Items included in the statutory cash flow on separate lines which for the adjusted cash flow are included in adjusted operating cash flow.
(b) Payments in respect of adjusted items are shown separately in the adjusted cash flow.
Notes to the consolidated financial statements continued
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38 Subsidiaries exempt from audit
The following UK subsidiaries have taken advantage of the audit exemption set out
within Section 479A of the Companies Act 2006 for the year ending 31 December 2025:
Company number | Company name |
1904765 | Reach Work Limited |
2191577 | AMRA Limited |
46946 | Media Wales Limited |
204478 | NCJ Media Limited |
01633971 | Reach Magazines Publishing Limited |
211184 | Reach Printing Services (Midlands) Limited |
1985909 | Reach Southern Media Limited |
4089434 | Trinity Mirror Digital Limited |
3906084 | Trinity Mirror Digital Media Limited |
SC005761 | Scottish and Universal Newspaper Limited |
No dormant subsidiaries have taken the exemption from preparing individual financial
statements by virtue of Section 394A of the Companies Act 2006.
No dormant subsidiaries have taken the exemption from filing with the registrar
individual financial statements by virtue of Section 448A of the Companies Act 2006.
39 Events after the reporting period
On 10 February 2026, the Group announced plans to close two print sites, moving the
work they currently serve to the remaining print site and outsourcing any remaining
printing requirements during 2026.
The cost of change associated with these closures are estimated to be c.£25m. We will
be able to provide more detail at the FY26 reporting dates when the overall financial
impact is more precise.
Notes to the consolidated financial statements continued
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Parent company balance sheet
at 31 December 2025 (at 31 December 2024) Company registration number 82548
notes
2025
£m
2024
£m
Non-current assets
Investments 4 392.9 543.1
Right-of-use assets 5
2.0 3.5
Deferred tax assets 6
1.2 –
396.1 546.6
Current assets
Debtors: amounts falling due within one year 7 21.9 17.5
Cash at bank and in hand
4.2 12.9
26.1 30.4
Creditors: amounts falling due within one year
Lease liabilities 8 (1.9) (1.8)
Borrowings 9
(44.5) (35.0)
Other creditors 10
(0.7) (1.4)
(47.1) (38.2)
Net current liabilities
(21.0) (7.8)
Total assets less current liabilities
375.1 538.8
Creditors: amounts falling due after more than
one year
Lease liabilities 8 (3.8) (6.3)
(3.8) (6.3)
Net assets 371.3 532.5
notes
2025
£m
2024
£m
Equity capital and reserves
Called up share capital 11 32.2 32.2
Capital redemption reserve 12
4.4 4.4
Retained earnings 12
334.7 495.9
Total shareholders’ funds
371.3 532.5
The Company reported a loss for the period of £139.8 m (2024: loss of £4.8 m). As permitted
by section 408 of the Companies Act 2006, the Company has elected not to present its
own income statement for the period.
These parent company financial statements on pages 154 to 170 were approved by the
Board of directors and authorised for issue on 3 March 2026.
They were signed on its behalf by:
Piers North Darren Fisher
Chief Executive Officer Chief Financial Officer
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Parent company statement of changes in equity
for the year ended 31 December 2025 (year ended 31 December 2024)
Called up
share capital
£m
Capital
redemption
reserve
£m
Retained
earnings
£m
Total
£m
At 1 January 2024 32.2 4.4 522.0 558.6
Loss for the period – – (4.8) (4.8)
Purchase of shares – – (0.6) (0.6)
Credit to equity for equity-settled share-based payments – – 2.5 2.5
Dividends paid – – (23.2) (23.2)
At 31 December 2024 32.2 4.4 495.9 532.5
Loss for the period – – (139.8) (139.8)
Purchase of shares
– – (0.6) (0.6)
Credit to equity for equity-settled share-based payments
– – 2.6 2.6
Tax charge for equity-settled share-based payments
– – (0.2) (0.2)
Dividends paid
– – (23.2) (23.2)
At 31 December 2025
32.2 4.4 334.7 371.3
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Notes to the parent company financial statements
1 Basis of preparation
The financial statements of Reach plc have been prepared in accordance with Financial
Reporting Standard 101, ‘Reduced Disclosure Framework’ (FRS 101). The financial statements
have been prepared under the historical cost convention and in accordance with the
Companies Act 2006 as applicable to companies using FRS 101. The preparation of
financial statements in conformity with FRS 101 requires the use of certain key accounting
estimates. It also requires management to exercise its judgement in the process of
applying the Company’s accounting policies.
These parent company financial statements have been prepared on a going concern
basis as set out in note 3 in the notes to the consolidated financial statements.
The presentational and functional currency of the Company is sterling.
As permitted by FRS 101, the Company has taken advantage of the disclosure
exemptions available under that standard in relation to financial instruments,
presentation of a cash flow statement, related party transactions, and share-based
payments. Where required, equivalent disclosures are given in the consolidated
financial statements.
Reach plc is the parent company of Reach (the Group) and its principal activity is to
act as the ultimate holding company of the Group.
Loss for the financial period
The Company reported a loss for the period of £139.8m (2024: loss of £4.8m). At the
reporting date an impairment review was undertaken which indicated that £152.1m
impairment (2024: no impairment) in the investments held by the Company was
required (note 4). The audit fees relating to the Company are disclosed in note 6 in the
notes to the consolidated financial statements and are borne by another
Group company. Fees payable to PricewaterhouseCoopers LLP for non-audit services
to the Company are not required to be disclosed because the consolidated financial
statements are required to disclose such fees on a consolidated basis.
Impact of amendments to accounting standards
The accounting policies used in the preparation of the parent company financial
statements have been consistently applied to all the periods presented.
The following new standards and interpretations are effective for the year ended
31 December 2025 but have not had a material impact on the Company:
Lack of Exchangeability (Amendments to IAS 21).
No standards and interpretations have been early adopted.
The Company has applied the exemption available under FRS 101 in relation to
paragraphs 30 and 31 of IAS 8 ‘Accounting Policies, Changes in Accounting Estimates
and Errors’ (requirement for the disclosure of information when an entity has not
applied a new IFRS that has been issued and is not yet effective).
2 Material accounting policies
The principal accounting policies adopted in preparation of these parent company
financial statements are set out below:
Fixed asset investments
Fixed asset investments are stated at cost, less provision for any impairment. An
impairment review is undertaken at each reporting date or more frequently when
there is an indication that the recoverable amount is less than the carrying amount.
Recoverable amount is the higher of fair value less costs to sell and value-in-use. In
assessing value-in-use the estimated future cash flows of the cash-generating units
relating to the investment are discounted to their present value using a post-tax
discount rate that reflects current market assessments of the time value of money
and risks specific to the asset for which estimates of future cash flows have not been
adjusted. Use of a post-tax discount rate to discount the future post-tax cash flows is
materially equivalent to using a pre-tax discount rate to discount the future pre-tax
cash flows. The impairment conclusion remains the same on a pre- or post-tax basis.
If the recoverable amount of the cash-generating unit relating to the investment is
estimated to be less than its carrying amount, the carrying value of the investment is
reduced to its recoverable amount. An impairment loss is recognised in the income
statement in the period in which it occurs and may be reversed in subsequent periods.
Foreign currency
Transactions denominated in foreign currencies are translated at the rates of
exchange prevailing on the date of the transactions. At each reporting date, items
denominated in foreign currencies are retranslated at the rates prevailing on the
reporting date. Exchange differences arising on settlement and on retranslation are
included in the income statement for the period.
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2 Material accounting policies continued
Tax
The tax expense represents the sum of the corporation tax currently payable and
deferred tax.
The corporation tax currently payable is based on taxable profit for the period. Taxable
profit differs from profit before tax as reported in the income statement because it
excludes items of income or expense that are taxable or deductible in other years and
it further excludes items that are never taxable or deductible. The Company’s liability
for tax is calculated using tax rates that have been enacted or substantively enacted
by the reporting date.
Deferred tax is the tax expected to be payable or recoverable on differences between
the carrying amounts of assets and liabilities in the financial statements and the
corresponding tax bases used in the computation of taxable profit and is accounted
for using the balance sheet liability method. Deferred tax is calculated at the tax rates
that are expected to apply in the period when the liability is settled or the asset is
realised. Deferred tax is charged or credited in the income statement except when it
relates to items charged or credited in the statement of comprehensive income or
items charged or credited directly to equity, in which case the deferred tax is also dealt
with in the statement of comprehensive income and equity respectively.
Deferred tax liabilities are generally recognised for all taxable temporary differences
and deferred tax assets are recognised to the extent that it is probable that taxable
profits will be available against which deductible temporary differences can be utilised.
Deferred tax liabilities are recognised for taxable temporary differences arising on
investments in subsidiaries and associates, except where the Company is able to
control the reversal of the temporary difference and it is probable that the temporary
difference will not reverse in the foreseeable future. The carrying amount of deferred
tax assets is reviewed at each reporting date and reduced to the extent that it is no
longer probable that sufficient taxable profits will be available to allow all or part of the
asset to be recovered.
Financial instruments
Financial assets and financial liabilities are recognised in the parent company balance
sheet when the Company becomes a party to the contractual provisions of the instrument.
Financial assets
Financial assets are measured at amortised cost. The principal financial asset is
intercompany receivables which are unsecured and repayable on demand. The
measurement of expected credit losses is a function of the probability of default,
loss given default (i.e. the magnitude of the loss if there is a default) and the exposure
at default.
Cash and cash equivalents
Cash and cash equivalents comprise cash in hand and short-term bank deposits with
an original maturity of one week or less.
Share-based payments
The Company issues equity-settled benefits to certain employees. These equity-settled
share-based payments are measured at fair value at the date of grant taking advice from
third-party experts. The fair value determined at the grant date is expensed on a straight-
line basis over the vesting period, based on the Company’s estimate of shares that will
eventually vest and be adjusted for the effect of non-market-based vesting conditions.
Fair value is measured by use of a stochastic (Monte-Carlo binomial) model. The
expected life used in the model has been adjusted, based on the directors’ best
estimates, for the effects of non-transferability, exercise restrictions and behavioural
considerations.
Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the
issue of new shares or options are shown in equity as a deduction from the proceeds,
net of tax.
Where the Company’s own shares are purchased, the consideration paid including
any directly attributable incremental costs, net of income taxes, is deducted from
equity attributable to the Company’s equity holders until the shares are cancelled,
reissued or disposed of. Where such shares are cancelled, the nominal value of shares
cancelled is shown in the capital redemption reserve. Where such shares are
subsequently reissued or disposed of, any consideration received, net of any directly
attributable incremental transaction costs and the related income tax effects,
is included in equity attributable to the Company’s equity holders.
Notes to the parent company financial statements continued
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2 Material accounting policies continued
Leases
Leases are recognised on the balance sheet as a right-of-use asset and
corresponding liability at the date at which a leased asset is made available for use by
the Company, except for short-term leases (defined as leases with a lease term of 12
months or less) and leases of low-value assets. For these leases, the Company
recognises the lease payments as an operating expense on a straight-line basis over
the term of the lease.
The lease liability is initially measured at the present value of the lease payments that
are not paid at the commencement date, discounted by using the Group’s weighted
average incremental borrowing rate and subsequently held at amortised cost in
accordance with IFRS 9. Finance costs are charged to the income statement over the
lease term, at a constant periodic rate of interest. Right-of-use assets are depreciated
over the lease term on a straight-line basis. Each lease payment is allocated between
the liability and finance cost. The Company does not act as a lessor.
Key sources of estimation uncertainty
The key assumptions concerning the future and other key sources of estimation
uncertainty that have a significant risk of causing a material adjustment to the carrying
amounts of assets and liabilities within the next financial year are discussed below:
Impairment of investments (note 4)
There is uncertainty in the value-in-use calculation. The most significant area of
uncertainty relates to expected future cash flows (including future pension
contributions) of the cash-generating unit relating to the investment. The value-in-use
calculation requires the Company to estimate the future cash flows expected to arise
and a suitable discount rate in order to calculate present value. Projections are based
on both internal and external market information and reflect past experience. The
discount rate reflects the cost of equity.
3 Staff costs
The average monthly number of persons, including directors, employed by and
charged to the Company in the period was:
2025
Number
2024
Number
Administration 9 9
The costs of a number of employees (not directors) who have contracts of
employment with the Company are charged to other Group companies and their staff
costs are disclosed in those companies’ statutory financial statements.
All employees are employed in the UK.
2025
£m
2024
£m
Staff costs, including directors’ emoluments, incurred
during the period were:
Wages and salaries 2.4 2.6
Social security costs
0.4 0.4
Share-based payments charge
0.5 0.8
Pension costs relating to defined contribution pension
schemes
0.1 0.1
3.4 3.9
Disclosure of individual directors’ remuneration, share options, long-term incentive
schemes, pension contributions and pension entitlements required by the Companies
Act 2006 and those elements specified for audit by the Financial Conduct Authority are
shown in the tables in the Remuneration Report on pages 82 to 97 and form part of
these parent company financial statements. Further details of share-based payments
are contained in note 31 in the notes to the consolidated financial statements.
Notes to the parent company financial statements continued
158Reach plc Annual Report 2025
Strategic Report
Governance
Financial Statements
Other Information
4 Investments
Shares in
subsidiary
undertakings
£m
Cost
At 1 January 2024 1,527.2
Additions 2.0
At 31 December 2024 1,529.2
Additions 8.2
At 31 December 2025
1,537.4
Provision for impairment
At 1 January 2024 (986.1)
Impairment in the period –
At 31 December 2024 (986.1)
Impairment in the period (158.4)
At 31 December 2025
(1,144.5)
Net book value
At 31 December 2024 543.1
At 31 December 2025 392.9
At the period-end reporting date an impairment review was undertaken which
indicated an impairment of £152.6m (2024: headroom of £44.1m). The impairment
charge has been allocated to investments (£152.1m) and right-of-use assets (£0.5m).
The impairment review was based on the same projections used in the impairment
review performed in relation to the Group's goodwill and other intangible assets which
is disclosed in note 16 in the notes to the consolidated financial statements. In respect
of investments the current post-tax and equivalent pre-tax discount rate used is 12.1%
(2024: 11.7%) and 17.1% (2024: 15.4%) respectively and the long-term growth rate beyond
the five-year period is -2.3% (2024: -0.1%).
The impairment review in respect of the investments held by the Company is highly
sensitive to reasonably possible changes in key assumptions used in the value-in-use
calculations. Absent future savings programmes, which are not permitted under IAS 36
for the purposes of the impairment assessment, EBITDA shows a modest decline over
the five year projection period. A decrease in EBITDA is a reasonably possible change,
driven by changes such as print revenue declining at a faster rate than projected,
digital revenue growth being lower than projected or the associated change in the
cost base being different than projected. A 1% reduction in EBITDA per annum within the
five-year projections would increase impairment to £158.5m (2024: £36.1m headroom).
Alternatively, an increase in the discount rate by 0.5 percentage points would increase
the impairment to £167.8m (2024: £16.1m headroom), and a 0.5% decrease in the long-
term growth rate to -2.8% would increase the impairment to £162.2m.
A further £6.3m impairment charge was recognised during the year due to corporate
restructuring.
Details of the Company's subsidiary undertakings at 31 December 2025 are set out on
pages 162 to 170.
5 Right-of-use assets
Properties
£m
Cost
At 1 January 2024 16.1
Other movements 0.5
Derecognition at end of lease term (0.4)
At 31 December 2024 16.2
At 31 December 2025 16.2
Accumulated depreciation and impairment
At 1 January 2024 (11.7)
Charge for the period (1.0)
Impairment (0.4)
Derecognition at end of lease term 0.4
At 31 December 2024 (12.7)
Charge for the period (1.0)
Impairment
(0.5)
At 31 December 2025
(14.2)
Carrying amount
At 31 December 2024 3.5
At 31 December 2025
2.0
In 2025, an impairment of £0.5m was recognised as a result of the impairment review
as detailed in note 4.
Notes to the parent company financial statements continued
159
Reach plc Annual Report 2025
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Financial Statements
Other Information
6 Deferred tax assets
Other short-
term timing
£m
Cost
At 1 January 2024 0.1
Charge to income statement (0.1)
At 31 December 2024 –
Credit to income statement 1.4
Charge to statement of changes in equity
(0.2)
At 31 December 2025
1.2
The Company has unrecognised capital losses of £10.0m (2024: £10.0m), other
unrecognised losses of £1.7m (2024: £1.7m) and other unrecognised temporary
differences of £6.1m (2024: £4.3m) at the reporting date.
7 Debtors: amounts falling due within one year
2025
£m
2024
£m
Amounts falling due within one year:
Amounts owed by subsidiary undertakings 20.7 16.5
Other debtors
1.2 1.0
21.9 17.5
The amounts owed by subsidiary undertakings are unsecured, interest free and
repayable on demand.
8 Lease liabilities
Total
£m
At 1 January 2024 (10.8)
Interest costs (0.3)
Payments 3.4
Other movements (0.4)
At 31 December 2024 (8.1)
Interest costs (0.2)
Payments
2.6
Other movements
–
At 31 December 2025
(5.7)
Of the lease liability, £1.9m (2024: £1.8m) is included in creditors: amounts falling due
within one year and £3.8m (2024: £6.3m) is included in creditors: amounts falling due
after more than one year.
Total undiscounted future payments amounting to £5.9m are payable £2.0m payable
in 2026, £2.7m payable in 2027 and £1.2m payable in 2028.
9 Borrowings
The details of the Company’s borrowings are disclosed in note 24 in the notes to the
consolidated financial statements.
Notes to the parent company financial statements continued
160Reach plc Annual Report 2025
Strategic Report
Governance
Financial Statements
Other Information
10 Other creditors
2025
£m
2024
£m
Amounts falling due within one year:
Share-based payments (0.5) (0.7)
Accruals
(0.2) (0.7)
(0.7) (1.4)
The share-based payments provision relates to National Insurance obligations
attached to the future crystallisation of awards.
11 Called up share capital
The details of the Company’s called up share capital and dividends are disclosed in
notes 12, 29 and 30 in the notes to the consolidated financial statements.
12 Other reserves
Capital
redemption
reserve
£m
Retained
earnings
£m
At 1 January 2024 4.4 522.0
Loss for the period – (4.8)
Purchase of shares – (0.6)
Share-based payments credit – 2.5
Dividends paid – (23.2)
At 31 December 2024 4.4 495.9
Loss for the period – (139.8)
Purchase of shares
– (0.6)
Share-based payments credit
– 2.6
Tax charge for equity-settled share-based payments
– (0.2)
Dividends paid
– (23.2)
At 31 December 2025
4.4 334.7
The capital redemption reserve represents the nominal value of the shares purchased
and subsequently cancelled as part of share buy-back programmes. The retained
earnings reserves are all distributable.
The reserves, which are distributable to the Company’s equity shareholders, are
determined with reference to the Companies Act 2006. Further guidance is given in
the Institute of Chartered Accountants in England and Wales technical release 02/17BL
in relation to what profits can be treated as distributable. At 31 December 2025, all the
Company’s retained earnings are distributable, however, the available amount may be
different at the point any future distributions are made.
13 Related party transactions
As permitted by FRS 101, the Company has taken advantage of the disclosure
exemptions available under that standard in relation to related party transactions.
Transactions with the retirement benefit schemes and employee benefit trusts are
disclosed in notes 21 and 30 respectively in the notes to the consolidated financial
statements. Details of other related party transactions are disclosed below.
Trading transactions
The Company did not trade with the Group’s associated undertakings.
Compensation of key management personnel
Key management are the executive directors and non-executive directors. The
remuneration of the executive directors is determined by the Remuneration
Committee having regard to competitive market position and performance of
individuals. The remuneration of the non-executive directors is determined by the
Company Chairman and the executive directors. In 2025, the pension provision for the
CFO and the former CEO was a cash sum to use for pension purposes and accordingly
in 2025 neither of our CFO or former CEO participated in a Group defined contribution
pension plan. Our new CEO, Piers North, is a participant in the Group’s defined
contribution pension plan and in 2025 Piers North continued to participate in this plan.
None of our CEO, CFO or our former CEO was a participant in any of the Group’s defined
benefit pension schemes in 2025. Further information regarding the remuneration of
the executive directors and non-executive directors is set out in note 33 in the notes to
the consolidated financial statements.
Notes to the parent company financial statements continued
161
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Financial Statements
Other Information
14 Subsidiary and associated undertakings
As at 31 December 2025
Notes to the parent company financial statements continued
In accordance with section 409 of the Companies Act 2006, all related undertakings are set out below.
The following subsidiary undertakings are 100% owned other than where specified (all share classes), and are incorporated in England and Wales, with a registered office at One
Canada Square, Canary Wharf, London, E14 5AP.
Subsidiary name and company number Share class
Proportion of
shares held by
the Company (%)
Proportion of
shares held by
subsidiary (%)
Advertiser North London Group
(Holdings) Limited (1693151)
£1.00 ordinary – 100
Advertiser North London Limited
(1036821)
£1.00 ordinary – 100
AMRA Limited (2191577) £1.00 ordinary – 100
BPM Media (Midlands) Limited
(1034883)
£1.00 ordinary – 100
Broughton Printers Limited (01091137) £1.00 ordinary-A – 100
£1.00 ordinary-B – 100
Daily Star Limited (00980542) £1.00 ordinary – 100
Examiner News & Information Services
Limited (624466)
£1.00 ordinary – 100
Express Newspapers (00141748) £0.25 ordinary – 100
£0.01 deferred – 100
Express Newspapers Pension Trustees
Limited (02222373)
£1.00 ordinary – 100
Gazette Media Company Limited
(216451)
£1.00 ordinary – 100
Informer Publications Limited
(2563349)
£1.00 ordinary – 100
Local World Limited (08290481) £1.00 ordinary – 100
Media Wales Limited (46946) £1.00 ordinary – 100
MEN Media Limited (3890740) £1.00 ordinary – 100
Mercury Distribution Services Limited
(885364)
£1.00 ordinary – 100
MG Guarantee Co Limited (6256959) – 100 –
MGL2 Limited (6234510) £1.00 ordinary – 100
MGN Limited (2571173) £1.00 ordinary – 100
Subsidiary name and company number Share class
Proportion of
shares held by
the Company (%)
Proportion of
shares held by
subsidiary (%)
MGN Pension Trustees Limited
(2658322)
£1.00 ‘A’ ordinary – 100
Midland Newspapers Pension Trustees
Limited (2228647)
£1.00 ordinary 100 –
NCJ Media Limited (204478) £1.00 ordinary – 100
Reach Directors Limited (4331538) £1.00 ordinary 100 –
Reach Group Holdings Limited
(14613070)
£1.00 ordinary – 100
Reach Magazines Distribution Limited
(02794459)
£1.00 ordinary – 100
Reach Magazines Limited (03009449) £1.00 ordinary – 100
Reach Magazines Publishing Limited
(01633971)
£1.00 ordinary – 100
Reach Magazines Worldwide Limited
(06395556)
£1.00 ordinary – 100
Reach Media Group Ltd (11051310) £1.00 ordinary – 100
Reach Midlands Media Limited
(5286985)
£1.00 ordinary – 100
Reach Network Media Limited
(4086475)
£1.00 ordinary – 100
Reach Pension Trustees Ireland
Limited (13812160)
£1.00 ordinary 100 –
Reach Pension Trustees Limited
(4705180)
£1.00 ordinary 100 –
Reach Printing Services (Midlands)
Limited (211184)
£1.00 ordinary – 100
Reach Printing Services (Oldham)
Limited (2177980)
£1.00 ordinary – 100
162
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Other Information
14 Subsidiary and associated undertakings continued
Notes to the parent company financial statements continued
Subsidiary name and company number Share class
Proportion of
shares held by
the Company (%)
Proportion of
shares held by
subsidiary (%)
Reach Printing Services (Teesside)
Limited (5286989)
£1.00 ordinary – 100
Reach Printing Services (Watford)
Limited (2064914)
£1.00 ordinary – 100
Reach Printing Services (West Ferry)
Limited (01997219)
£1.00 ordinary – 100
Reach Printing Services Limited
(1979335)
£1.00 ordinary – 100
Reach Publishing Group Limited
(3890730)
£1.00 ordinary 100 –
Reach Publishing Services Limited
(08339522)
£1.00 ordinary – 100
Reach Regionals Limited (3890736) £1.00 ordinary – 100
Reach Regionals Media Limited
(127699)
£1.00 ordinary – 100
Reach Secretaries Limited (4333688) £1.00 ordinary 100 –
Reach Shared Services Limited
(3890737)
£1.00 ordinary 100 –
Reach Southern Media Limited
(1985909)
£1.00 ordinary – 100
Reach Work Limited (1904765) £1.00 ordinary – 100
T M S Pension Trustee Limited
(4522021)
£1.00 ordinary – 100
Chester Chronicle and Associated
Newspapers Limited(The) (222859)
£1.00 ordinary – 100
TM Leasing Limited (06391524) £1.00 ordinary – 100
TM Media Holdings Limited (04104523) £1.00 ordinary – 100
TM North America Limited (05320973) £1.00 ordinary-A – 100
£1.00 ordinary-B – 100
TM Titles Limited (02827197) £1.00 ordinary – 100
Trinity Mirror Acquisitions Limited
(5534393)
£1.00 ordinary – 100
Subsidiary name and company number Share class
Proportion of
shares held by
the Company (%)
Proportion of
shares held by
subsidiary (%)
Trinity Mirror Cheshire Limited
(3890747)
£1.00 ordinary – 100
Trinity Mirror Digital Limited (4089434) £1.00 ordinary 100 –
Trinity Mirror Digital Media Limited
(3906084)
£1.00 ordinary 100 –
Trinity Mirror Distributors Limited
(4968805)
£1.00 ordinary – 100
Trinity Mirror Finance Limited
(04315964)
£1.00 ordinary – 100
Trinity Mirror Huddersfield Limited
(5286931)
£1.00 ordinary – 100
Trinity Mirror Media Limited (04106172) £1.00 ordinary – 100
Trinity Mirror Merseyside Limited
(3890743)
£1.00 ordinary – 100
Trinity Mirror North Wales Limited
(3890745)
£1.00 ordinary – 100
Trinity Mirror Printing (Cardiff) Limited
(5286933)
£1.00 ordinary – 100
Trinity Mirror Printing (Liverpool)
Limited (5286986)
£1.00 ordinary – 100
Trinity Mirror Printing (Newcastle)
Limited (5286987)
£1.00 ordinary – 100
Trinity Retirement Benefit Scheme
Limited (714710)
Limited by
guarantee
––
West Ferry Leasing Limited (04086472) £1.00 ordinary – 100
West Ferry Printers Pension Scheme
Trustees Limited (08984753)
£1.00 ordinary – 100
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Financial Statements
Other Information
Notes to the parent company financial statements continued
The following subsidiary undertakings are either currently in liquidation or were dissolved during the year ended 31 December 2025, were 100% owned other than where specified
(all share classes), and were incorporated in England and Wales, with a registered office at C/O BDO LLP, 5 Temple Square, Temple Street, Liverpool, L2 5RH.
Subsidiary name and company number Share class
Proportion of
shares held by
the Company (%)
Proportion of
shares held by
subsidiary (%)
08000 Recruit Limited (3829341)
8
£0.01 ordinary – 100
Ad-Mag (North East) Limited
(3083880)
7
£1.00 ordinary – 100
Arrow Interactive Limited (3521226)
2
£1.00 ordinary – 100
Beaverbrook Newspapers Limited
(00971744)
13
£1.00 ordinary – 100
Birmingham Live Limited (3020729)
9
£1.00 ordinary – 100
Birmingham Post & Mail (Exhibitions)
Limited (517223)
25
£1.00 ordinary – 100
Blackfriars Leasing Ltd. (01692745)
13
£1.00 ordinary – 100
Blackmore Vale Publishing Company
Limited (2151903)
12
£1.00 ordinary 100 –
Burginhall 677 Limited (02789921)
23
£1.00 ordinary – 100
Buy Sell Limited (2032657)
12
£1.00 ordinary 100 –
Camberry Limited (1661112
)3
£1.00 ordinary – 100
Channel One Liverpool Limited
(3219679)
4
£1.00 ordinary – 100
Chargestake Limited (3518494)
7
£1.00 ordinary – 100
Charles Elphick Limited (529125)
17
£1.00 ordinary – 100
City Television Network Limited
(3376809)
9
£1.00 ordinary – 100
Community Magazines Limited
(2026564)
2
£1.00 ordinary – 100
Conrad & Partners Limited (2415617)
2
£1.00 ordinary – 100
Daily Express Limited (00529175)
13
£1.00 ordinary – 100
Daily Post Investments Limited
(1360376)
10
£1.00 ordinary 100 –
Daily Post Overseas Limited (1354793)
17
£1.00 ordinary – 100
Subsidiary name and company number Share class
Proportion of
shares held by
the Company (%)
Proportion of
shares held by
subsidiary (%)
Denitz Investments Limited (3775012)
20
£1.00 ordinary – 100
£0.01 ordinary-A – 100
£0.01 ordinary-C – 100
£0.00001
ordinary-D
– 100
£0.001 ordinary-E – 100
Echo Press (1983) Limited (1679832)
11
£1.00 ordinary – 100
Enterprise Magazines Limited
(1502649)
25
£1.00 ordinary – 100
Export Magazine Distributors Limited
(02711709)
22
£1.00 ordinary – 100
Express Newspapers Properties
Limited (00967305)
13
£1.00 ordinary – 100
Financial Jobs Online Limited
(3846941)
4
£1.00 ordinary – 100
Fish4 Limited (03105246)
20
£1.00 ordinary-A – 100
£1.00 ordinary-B – 100
Fish4 Trading Limited (04280832)
14
£1.00 ordinary – 100
Fish4Cars Limited (03955815)
14
£1.00 ordinary – 100
Fish4Homes Limited (03943230)
20
£0.10 ordinary
(paid)
– 100
£0.10 ordinary
(unpaid)
– 100
£0.10 ordinary
non-voting
– 39.4
Fish4Jobs Limited (03961754)
14
£1.00 ordinary – 100
Gimmejobs Limited (4053381)
14
£1.00 ordinary – 100
Gisajob Limited (2734099)
8
£1.00 ordinary – 100
High Street Direct Limited (3656084)
1
£1.00 ordinary – 100
Hot Exchange Limited (3939705)
8
£1.00 ordinary – 100
14 Subsidiary and associated undertakings continued
164Reach plc Annual Report 2025
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Other Information
Notes to the parent company financial statements continued
Subsidiary name and company number Share class
Proportion of
shares held by
the Company (%)
Proportion of
shares held by
subsidiary (%)
Hotrecruit Limited (4166527)
8
£1.00 ordinary-A – 100
Huddersfield Examiner Limited
(972525)
15
£1.00 ordinary – 100
Huddersfield Newspapers Limited
(2254191)
12
£1.00 ordinary 100 –
I.T. Trade Publishing Limited (3091844)
12
£1.00 ordinary 100 –
Isle of Wight Newspapers Limited
(2234798)
2
£1.00 ordinary – 100
Job Search Limited (3164594)
8
£1.00 ordinary – 100
Jobsfinancial Limited (3845499)
8
£1.00 ordinary – 100
Jobsin Limited (3871542)
8
£1.00 ordinary – 100
Joseph Woodhead & Sons Limited
(84100)
16
£1.00 ordinary – 100
Just London Jobs Limited (2348940)
1
£1.00 ordinary – 100
Kennyhill Limited (2761493)
2
£1.00 ordinary – 100
Kent Regional Newspapers Limited
(1381259)
17
£1.00 ordinary – 100
Legionstyle Limited (1936042)
3
£1.00 ordinary – 100
Live TV Limited (2965940)
9
£1.00 ordinary – 100
Liverpool Web Offset Limited (797447)
10
£1.00 ordinary 100 –
Liverpool Weekly Newspaper Group
Limited (714750)
10
£1.00 ordinary 100 –
Llandudno Advertiser Limited (332137)
9
£1.00 ordinary – 100
Local World Holdings Limited
(07550888)
5
£0.0001
ordinary-A
– 100
£0.0001
ordinary-B
– 100
£0.0001
ordinary-C
– 100
£0.0001
ordinary-D
– 100
Subsidiary name and company number Share class
Proportion of
shares held by
the Company (%)
Proportion of
shares held by
subsidiary (%)
London and Westminster Newspapers
Limited (1208670)
17
£1.00 ordinary – 100
London Newspaper Group Limited
(2126851)
17
£1.00 ordinary – 100
Mainjoy Limited (1970628)
14
£1.00 ordinary – 100
Markstead Limited (3025792)
7
£1.00 ordinary – 100
Medpress Limited (559427)
10
£1.00 ordinary 100 –
Meilin Limited (2166364)
17
£1.00 ordinary – 100
Merseymart Limited (319598)
9
£1.00 ordinary – 100
MG Estates Limited (3555219)
2
£1.00 ordinary – 100
MGN (86) Limited (421836)
2
£1.00 ordinary – 100
MGN (AW) Limited (2946962)
2
£1.00 ordinary – 100
MGN (Canada Square) Limited
(02892419)
3
£1.00 ordinary – 100
Micromart (UK) Limited (2122028)
13
£1.00 ordinary 100 –
Middlesex County Press Limited
(2068255)
2
£1.00 ordinary – 100
Midland Independent Magazines
Limited (1206379)
25
£1.00 ordinary – 100
Midland Independent Newspaper &
Media Sales Limited (2281540)
12
£1.00 ordinary 100 –
Midland Independent Weekly
Newspapers Limited (385159)
25
£1.00 ordinary – 100
Midland Newspapers Limited
(1663033)
2
£1.00 ordinary – 100
Midland Newspapers Printers Limited
(2552554)
25
£1.00 ordinary – 100
Midland United Newspapers Limited
(2212019)
25
£1.00 ordinary – 100
Midland Weekly Media (Birmingham)
Limited (105934)
10
£1.00 ordinary 100 –
14 Subsidiary and associated undertakings continued
165Reach plc Annual Report 2025
Strategic Report
Governance
Financial Statements
Other Information
Notes to the parent company financial statements continued
Subsidiary name and company number Share class
Proportion of
shares held by
the Company (%)
Proportion of
shares held by
subsidiary (%)
Midland Weekly Media
(Wolverhampton) Limited (1119011)
10
£1.00 ordinary 100 –
Midland Weekly Media Limited
(3103975)
16
£1.00 ordinary – 100
Mirror Colour Print (London) Limited
(1678318)
5
£1.00 ordinary – 100
Mirror Colour Print (North) Limited
(537916)
5
£1.00 ordinary – 100
Mirror Colour Print Services (London)
Limited (1969510)
5
£1.00 ordinary – 100
Mirror Colour Print Services Limited
(935731)
5
£1.00 ordinary – 100
Mirror Financial Services Limited
(3804460)
3
£1.00 ordinary – 100
Mirror Group Music Limited (3087502)
14
£1.00 ordinary – 100
Mirror Group Newspapers Limited
(2542560)
14
£1.00 ordinary – 100
Mirror Group Newspapers North (1986)
Limited (1348163)
3
£1.00 ordinary – 100
Mirror Projects Limited (2822578)
2
£1.00 ordinary – 100
MirrorAd Limited (3573736)
3
£1.00 ordinary – 100
Mirrorair Limited (1376321)
3
£1.00 ordinary – 100
Mirrorgroup Limited (7680699)
14
£1.00 ordinary – 100
MirrorNews Limited (3573742)
3
£1.00 ordinary – 100
MirrorTel Limited (2820338)
9
£1.00 ordinary – 100
Net Recruit UK Limited (4153006)
8
£1.00 ordinary – 100
North Eastern Evening Gazette Limited
(3441979)
18
£1.00 ordinary – 100
North Wales Independent Press
Limited (1958646)
20
£1.00 ordinary 100 –
North Wales Weekly News (486584)
9
£1.00 ordinary – 100
Nunews Limited (2858756)
11
£1.00 ordinary – 100
Subsidiary name and company number Share class
Proportion of
shares held by
the Company (%)
Proportion of
shares held by
subsidiary (%)
O.K. Magazines Trading Co Limited
(02812158)
22
£1.00 ordinary – 100
O.K. Magazines Limited (02768369)
22
£1.00 ordinary – 100
Odhams Newspapers Limited
(2179889)
3
£1.00 ordinary – 100
Official Starting Prices Ltd. (2477911)
3
£1.00 ordinary – 100
Planetrecruit Limited (3712451)
8
£1.00 ordinary – 100
Quids-In (North West) Limited
(2667020)
13
£1.00 ordinary 100 –
R.E. Jones & Bros. Limited (707920)
9
£1.00 ordinary – 100
R.E. Jones Graphic Services Limited
(1198462)
9
£1.00 ordinary – 100
R.E. Jones Newspaper Group Limited
(1238072)
19
£1.00 ordinary – 100
Reach Nationals Limited (04386569)
5
£1.00 ordinary – 100
Reliant Distributors Limited (1225496)
17
£1.00 ordinary – 100
RH1 Limited (648191)
7
£1.00 ordinary – 100
Scene Magazines Limited (1381396)
17
£1.00 ordinary – 100
Scene Newspapers Limited (1108815)
17
£1.00 ordinary – 100
Scene Printing (Midlands) Limited
(1391392)
17
£1.00 ordinary – 100
Scene Printing Web Offset Limited
(1206696)
17
£1.00 ordinary – 100
Sightline Publications Limited
(01510224)
21
£1.00 ordinary – 100
Sunday Express Limited (00184146)
13
£0.05 ordinary – 100
Sunday People Limited (301999)
3
£1.00 ordinary – 100
Syndication International (1986)
Limited (448509)
2
£1.00 ordinary – 100
Syndication International Limited
(850258)
2
£1.00 ordinary – 100
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Notes to the parent company financial statements continued
Subsidiary name and company number Share class
Proportion of
shares held by
the Company (%)
Proportion of
shares held by
subsidiary (%)
The Adscene Group Limited (1131297)
20
£0.05 ordinary – 100
£1.00 7.8% Series 2
Cumulative
Convertible
Redeemable
Preference
– 100
Associated Catholic Newspapers
(1912) Limited (The) (120837)
13
£0.10 ordinary 100 –
Birmingham Boat Shows Limited (The)
(697854)
24
£1.00 ordinary – 100
The Birmingham Post & Mail Limited
(3141237)
16
£1.00 ordinary – 100
The Career Engineer Limited (4138919)
5
£1.00 ordinary – 100
The Daily Mirror Newspapers Limited
(166810)
3
£1.00 ordinary – 100
The Echo Press Limited (171206)
11
£1.00 ordinary – 100
The Graduate Group Ltd (3730922)
8
£0.01 ordinary – 100
The Green Magazine Company
Limited (02403686)
13
£1.00 ordinary – 100
The Hinckley Times Limited (47310)
20
£1.00 ordinary – 100
The Hotgroup Limited (3236337)
14
£0.10 ordinary – 100
This Is Britain Limited (03268034)
14
£0.10 ordinary – 100
TIH (Belfast) (Nominees) Limited
(3909863)
5
£1.00 ordinary – 100
TIH (Cardiff) Limited (3026546)
7
£1.00 ordinary – 100
£0.683
ordinary-A
– 100
TIH (Chester) Limited (3026545)
7
£1.00 ordinary – 100
£0.683
ordinary-A
– 100
TIH (Newcastle) Limited (3036379)
7
£1.00 ordinary – 100
£0.683
ordinary-A
– 100
TIH (Properties) Limited (553965)
10
£1.00 ordinary 100 –
Subsidiary name and company number Share class
Proportion of
shares held by
the Company (%)
Proportion of
shares held by
subsidiary (%)
TIH (Teesside) Limited (3036380)
7
£1.00 ordinary – 100
£0.683
ordinary-A
– 100
TIH (Trustee) Limited (3469055)
13
£1.00 ordinary 100 100
TM Mobile Solutions Limited
(10292426)
3
£0.01 ordinary – 100
TM Regional New Media Limited
(3890734)
20
£1.00 ordinary 100 –
Totallyfinancial.com Ltd (3823143)
1
£1.00 ordinary – 100
Totallylegal.com Limited (3823137)
1
£1.00 ordinary – 100
Tower Magazines Limited (02528573)
21
£1.00 ordinary – 100
Trinity 100 Limited (3441980)
16
£1.00 ordinary – 100
Trinity Mirror (L I) Limited (5317967)
2
£1.00 ordinary – 100
Trinity Mirror Videos Limited
(02729730)
22
£1.00 ordinary – 100
Trinity Newspaper Group Limited
(919233)
10
£1.00 ordinary 100 –
Trinity Newspapers Southern Limited
(1491074)
2
£1.00 ordinary – 100
Trinity Publications Limited (1953315)
13
£1.00 ordinary 100 –
Trinity Shared Services Limited
(827234)
13
£1.00 ordinary – 100
Trinity Weekly Newspapers Limited
(13297)
10
£1.00 ordinary 100 –
United Magazines Publishing Services
Limited (01693996)
13
£1.00 ordinary – 100
Vivid Group Limited (143647)
5
£1.00 ordinary 100 –
Wandsworth Independent Limited
(2152840)
2
£1.00 ordinary – 100
Welsh Universal Holdings Limited
(976111)
19
£1.00 ordinary – 100
Welshpool Web-Offset Co. Limited
(1071324)
21
£1.00 ordinary – 100
Western Mail & Echo Limited (326067)
6
£1.00 ordinary – 100
14 Subsidiary and associated undertakings continued
167Reach plc Annual Report 2025
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Notes to the parent company financial statements continued
Subsidiary name and company number Share class
Proportion of
shares held by
the Company (%)
Proportion of
shares held by
subsidiary (%)
Whitbread Walker Limited (2535880)
7
£1.00 ordinary – 100
Wirral Newspapers Limited (152425)
10
£1.00 ordinary 100 –
Wood Lane One Limited (4318355)
12
£1.00 ordinary 100 –
Wood Lane Two Limited (4318345)
12
£1.00 ordinary 100 –
Workthing Limited (3873867)
8
£0.10 ordinary – 100
£0.10 ordinary-A – 100
£0.10 ordinary-B – 100
£1.00 Cumulative
Redeemable
Preference
Shares at 9.25%
– 100
1. Company entered into voluntary liquidation on 30 October 2024.
2. Company entered into voluntary liquidation on 10 December 2024.
3. Company entered into voluntary liquidation on 25 February 2025.
4. Company dissolved on 3 March 2025.
5. Company dissolved on 4 March 2025.
6. Company dissolved on 18 March 2025.
7. Company dissolved on 19 March 2025.
8. Company entered into voluntary liquidation on 24 March 2025.
9. Company dissolved on 14 April 2025.
10. Company entered into voluntary liquidation on 16 April 2025.
11. Company dissolved on 11 May 2025.
12. Company entered into voluntary liquidation on 14 May 2025.
13. Company entered into voluntary liquidation on 29 May 2025.
14. Company entered into voluntary liquidation on 18 June 2025.
15. Company dissolved on 15 August 2025.
16. Company dissolved on 16 August 2025.
17. Company dissolved on 29 August 2025.
18. Company dissolved on 4 September 2025.
19. Company dissolved on 8 October 2025.
20. Company entered into voluntary liquidation on 9 October 2025.
21. Company dissolved on 19 November 2025.
22. Company dissolved on 20 November 2025.
23. Company dissolved on 22 November 2025.
24. Company dissolved on 12 December 2025.
25. Company dissolved on 15 December 2025.
14 Subsidiary and associated undertakings continued
The following subsidiary undertakings are 100% owned (all share classes), and
incorporated in Scotland, with a registered office at 55 Douglas Street, Glasgow, G2 7NP.
Subsidiary name and company number Share class
Proportion of
shares held by
the Company (%)
Proportion of
shares held by
subsidiary (%)
Media Scotland Limited (SC097566) £1.00 ordinary – 100
Reach Printing Services (Saltire)
Limited (SC276920)
£1.00 ordinary – 100
Scottish and Universal Newspapers
Limited (SC005761)
£1.00 ordinary – 100
Scottish Daily Record and Sunday Mail
Limited (SC012921)
£1.00 ordinary – 100
Trinity Mirror Printing (Blantyre) Limited
(SC276879)
£1.00 ordinary – 100
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14 Subsidiary and associated undertakings continued
The following subsidiary undertakings are either currently in liquidation or were
dissolved during the year ended 31 December 2025, were 100% owned (all share
classes), and were incorporated in Scotland, with a registered office at C/O BDO LLP,
2 Atlantic Square, 31 York Street, Glasgow, G2 8NJ.
Subsidiary name and company number Share class
Proportion of
shares held by
the Company (%)
Proportion of
shares held by
subsidiary (%)
Anderston Quay Printers Limited
(SC097571)
3
£1.00 ordinary – 100
First Press Publishing Limited
(SC139798)
5
£1.00 ordinary – 100
Glaswegian Publications Limited
(SC109893)
5
£1.00 ordinary – 100
Insider Publications Limited
(SC094795)
1
£1.00 ordinary – 100
Metropolitan Free Newspapers Limited
(SC126368)
5
£1.00 ordinary – 100
Northern Print Services Limited
(SC092400)
2
£1.00 ordinary – 100
Saltire Press Limited (SC151303)
5
£1.00 ordinary – 100
Scottish Express Newspapers Limited
(SC020889)
4
£1.00 ordinary – 100
The Edinburgh and Lothians Post
Limited (SC122538)
5
£1.00 ordinary – 100
1. Company entered into voluntary liquidation on 30 October 2025.
2. Company entered into voluntary liquidation on 25 February 2025.
3. Company dissolved on 2 March 2025.
4. Company entered into voluntary liquidation on 29 May 2025.
5. Company dissolved on 18 November 2025.
The following subsidiary undertakings are 100% owned (all share classes), and
incorporated in the United States, with a registered office at 112 S. French Street,
Suite 105, Wilmington, Delaware, DE 19801.
Subsidiary name and company number Share class
Proportion of
shares held by
the Company (%)
Proportion of
shares held by
subsidiary (%)
Reach US Holdings Inc. (92-1945745) US$125.00
ordinary
– 100
Reach US OpCo LLC (92-1983200) US$125.00
ordinary
– 100
The following subsidiary undertakings are 100% owned (all share classes) and
incorporated in Ireland, with a registered office at 88 Harcourt Street, Dublin 2, D02 DK18,
Ireland.
Subsidiary name and company number Share class
Proportion of
shares held by
the Company (%)
Proportion of
shares held by
subsidiary (%)
Independent Star Limited (122550) €1.27 ordinary-E – 100
€1.27 ordinary-I – 100
€1.27 Preference – 100
Reach Publishing (Ireland) Limited
(646649)
€1.00 ordinary – 100
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Notes to the parent company financial statements continued
The following subsidiary undertaking was dissolved during the year ended
31 December 2025, was 100% owned (all share classes), and incorporated in Northern
Ireland, with a registered office at 415 Holywood Road, Belfast BT4 2GU.
Subsidiary name and company number Share class
Proportion of
shares held by
the Company (%)
Proportion of
shares held by
subsidiary (%)
Trinity Mirror Limited (NI650694)
1
£1.00 ordinary 100 –
1. Company dissolved on 5 August 2025.
Associated undertakings
The following associated undertakings are incorporated in England and Wales.
Subsidiary name and
company number Share class
Proportion of
shares held by
the Company (%)
Proportion of
shares held by
subsidiary (%) Registered office address
Ozone Project
Limited (11471303)
£0.0001
ordinary-D
– 21% New City Court, 20 St.
Thomas Street,
London, SE1 9RS
£0.0001
preference
–4%
PA Media Group
Limited
(00004197)
£1.00
ordinary
2.7% 22.8% The Point, 37 North
Wharf Road,
Paddington, London,
W2 1AF
14 Subsidiary and associated undertakings continued
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Other
Information
171Reach plc Annual Report 2025
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2025 SASB index
The Sustainability Accounting Standards Board (SASB) is an Environmental, Social and Governance (ESG) voluntary guidance framework that sets standards for the disclosure of
financially material sustainability information by companies to their investors. Available for 77 industries, the standards identify the subset of ESG issues most relevant to financial
performance in each industry. Below we report against metrics from the Media & Entertainment standard.
Sustainability disclosure topics and accounting metrics
Media pluralism
Percentage of gender and racial/ethnic
group representation for (1) management;
(2) professionals; and (3) all other employees
The percentage of racial/ethnic groups and gender representation for the Board and management can be found
on page 70 in the Governance Report.
The percentage of gender representation for employees can be found on page 71 in the Governance Report. The
percentage of racial/ethnic groups for employees is not reported for 2025. We continue to gather robust ethnicity
data from our teams via our Be Counted data-gathering which asks colleagues about a range of characteristics,
and in 2025 had an 82% participation rate. Analysis of this data allows us to better understand the makeup of our
teams and work to build an inclusive culture at Reach.
Description of policies and procedures for ensuring
pluralism in news media content
Our editorial teams operate with editorial independence, reflecting a broad spectrum of opinion that is designed to
appeal to their community of readers and not to reflect any Group-influenced ideological position. Therefore, no
single title or contributor represents Reach as a whole.
Our Company position on the issue is that we believe the media sector has a responsibility to reflect more accurately
the diverse communities within the UK, and we have embarked on a number of diversity and inclusion activities to
address this.
In 2025, we refined several ways to achieve our inclusion aims within our editorial content, via the Editorial Inclusion
Board, the completion of the Inclusive Reporting programme and the Speak Up for Inclusion feedback process, which
enables any Reach colleague to share concerns about editorial content. The Belonging Project also continued to
keep newsrooms accountable for ensuring that they reach underrepresented communities. For more on these
initiatives to improve inclusive reporting, see page 30.
Journalistic integrity and sponsorship identification
Total amount of monetary losses as a result of legal
proceedings associated with libel or slander
We do not disclose this information.
Revenue from embedded advertising We do not have material revenues from embedded advertising.
2025 SASB index
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2025 SASB index continued
Journalistic integrity and sponsorship identification continued
Description of approach for ensuring journalistic
integrity of news programming related to: (1)
truthfulness, accuracy, objectivity, fairness and
accountability; (2) independence of content and/or
transparency of potential bias; and (3) protection of
privacy and limitation of harm
Maintaining high editorial standards is at the core of Reach’s business. By the terms of their employment, all editorial
colleagues, including those writing for our US and ROI titles, are contractually bound to adhere to the Editors’ Code of
Practice (Code) as administered by the Independent Press Standards Organisation (IPSO) in the UK. Similarly, all
agencies and freelancers that supply us with editorial material must comply with the Code. We report annually to
IPSO on compliance with the Code by our UK titles and our journalistic standards and integrity.
We hold regular, mandatory legal training for our editorial colleagues. We expect our colleagues to use their best
endeavours to verify the stories that are put forward for publication, and to adhere to the law and the Code to
protect privacy and limit harm.
Reach is committed to protecting what is enshrined in the Code, namely the fundamental right to freedom of
expression and the right to inform, to be partisan, to challenge, shock, be satirical and to entertain. Read the Code at
www.ipso.co.uk/editors-code-of-practice
Intellectual property protection and media piracy
Description of approach to ensuring intellectual
property (IP) protection
We protect our large portfolio of registered trademarks by monitoring applications by others, which means we can
act early to oppose any organisations seeking to register conflicting marks.
Reach makes use of a variety of resources, services and technologies to protect, detect and prevent unauthorised
use and infringement of our IP, including the unauthorised use and copying of content from our digital properties.
Our in-house commercial licensing operation robustly manages the use of our content to ensure third-party use is
properly authorised including, where practicable and within the limits of existing technology, imposing restrictions
over third-party use of our content for the purposes of training AI and its output. We work with a number of partners
in certain territories to protect our IP rights.
Nevertheless, despite our continued efforts and ongoing investment to protect and monitor our IP, including
enforcement action where necessary, the threat to our content and innovation remains. It is something we will
continue to monitor and will adapt our approach and response accordingly.
Reach is a certified Gold Standard member of the Internet Advertising Bureau (IAB) and we participate in its efforts to
uphold brand safety and fight piracy.
Activity metrics
Total recipients of media and the number of:
(1) households reached by broadcast TV;
(2) subscribers to cable networks; and
(3) circulation for magazines and newspapers
The total recipients of media was 35m unique digital visitors/viewers (average for 2025, data from IPSOS). Reach
does not have broadcast television channels or subscribers to cable networks. The circulation for magazines and
newspapers in 2025 was 187m sales across all our titles.
Total number of media productions and
publications produced
We have over 120 brands, including websites and print products; 42 books published from Mirror Books; and 31 active
podcasts.
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Shareholder information
Shareholder information
Registered office
One Canada Square, Canary Wharf, London, E14 5AP
Telephone: +44 (0) 20 7293 3000
Company website: www.reachplc.com
Registered in England and Wales No. 82548
Advisers
Corporate brokers
Panmure Liberum Ltd
Ropemaker Place, Level 12, 25 Ropemaker Street,
London, EC2Y 9LY
Telephone: +44 (0) 20 3100 2000
Deutsche Numis
21 Moorfields, London, EC2Y 9DB
Telephone: +44 (0) 20 7260 1000
Independent auditors
PricewaterhouseCoopers LLP
1 Embankment Place, London, WC2N 6RH
Telephone: +44 (0) 20 7583 5000
Registrar
Equiniti Limited
Aspect House, Spencer Road, Lancing,
West Sussex, BN99 6DA
Telephone: +44 (0) 371 384 2235*
www.shareview.co.uk
* Please use the country code when calling from
outside the UK. Lines are open from 8:30am to 5:30pm
(UK time), Monday to Friday (excluding public holidays
in England and Wales).
If you have any queries regarding your shareholding,
please contact the Registrar.
Financial public relations
Teneo
The Carter Building, 11 Pilgrim Street, London, EC4V 6RN
Telephone: +44 (0) 20 7260 2700
Financial calendar 2026:
30 April 2026
Ex-dividend date
1 May 2026
Record date
6 May 2026
Trading update
29 May 2026
Full-year 2025 final dividend payment
22 July 2026 Interim results for 2026
Dividends
As a responsible business, Reach is committed to
reducing its carbon footprint across its business
activities. In support of this, Reach plc no longer pays
dividends by cheque. If you want to continue to receive
your dividends, you will need to provide your bank or
building society account details to Equiniti as soon as
possible, so that future dividend payments and any
other money payable to you in connection with your
shares can be made by direct payment.
Annual General Meeting
The next AGM will take place on 6 May 2026 in London.
More details of the arrangements will be posted to our
website at www.reachplc.com, and will be contained
within the Notice of Meeting.
The Notice of Meeting and Proxy Card for the AGM to be
held on 6 May 2026 will be provided to shareholders at
least 20 working days prior to the meeting date, as
required by the UK Corporate Governance Code 2024.
Share price information
The Company’s ordinary shares are listed on the Main
Market of the London Stock Exchange. Share price
information can be found on our website at
www.reachplc.com.
ISIN number: GB0009039941
SEDOL number: 0903994
Legal Entity Identifier: 213800GNI5XF3XOATR61
As well as using the Reach website to view details of the
current and historical share price, shareholders can find
share prices listed in most national newspapers. For a
real-time buying or selling price, you should contact
a stockbroker.
E-communications
Reach encourages its shareholders to consider
receiving shareholder information electronically. Electing
to receive shareholder communications in this way
allows shareholders to access information quickly and
securely. It also reduces Company costs by decreasing
the amount of paper it needs to use and minimises its
environmental impact.
To register for this service, please visit
www.shareview.co.uk.
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Shareholder information continued
Share dealing and Shareview
The Company’s shares can be traded through most
banks, building societies and stockbrokers. Additionally,
shareholders can buy and sell shares through a
telephone and internet service provided by the
Company’s Registrar, Equiniti.
Shareview, a website operated by Equiniti, allows
shareholders to view the details of their shareholding,
register for e-communications and send voting
instructions electronically if they have received a voting
form with an electronic reference or signed up for
Shareview. For more information about both services,
log on to www.shareview.co.uk or call 03456 037037 for
Shareview Dealing.**
** Lines are open Monday to Friday from 8:00am
to 4:30pm for Shareview Dealing and until 6:00pm
for any other Shareview Dealing enquiries.
Warning to shareholders – boiler room
scams
In recent years, many companies have become aware
that their shareholders have received unsolicited phone
calls or correspondence concerning investment
matters. These are typically from overseas-based
‘brokers’ who target UK shareholders, offering to sell
them what often turn out to be worthless or high-risk
shares in US or UK investments. These operations are
commonly known as ‘boiler rooms’. These ‘brokers’ can
be very persistent and extremely persuasive. It is not just
the novice investor that has been duped in this way;
many of the victims had been successfully investing for
several years. Shareholders are advised to be very wary
of any unsolicited advice, offers to buy shares at a
discount or offers of free company reports.
How to avoid share fraud
1. Keep in mind that firms authorised by the FCA are
unlikely to contact you out of the blue with an offer
to buy or sell shares.
2. Do not get into a conversation, note the name of
the person and firm contacting you and then end
the call.
3. Check the Financial Services Register (the Register)
from www.fca.org.uk, to see if the person and firm
contacting you is authorised by the FCA.
4. Beware of fraudsters claiming to be from an
authorised firm, copying its website or giving you
false contact details.
5. Use the firm’s contact details listed on the Register if
you want to call it back.
6. Call the FCA on 0800 111 6768 if the firm does not
have contact details on the Register or you are told
they are out of date.
7. Search the list of unauthorised firms to avoid at
www.fca.org.uk/consumers/protect-yourself-
scams.
8. Consider that if you buy or sell shares from an
unauthorised firm you will not have access to the
Financial Ombudsman Service or Financial
Services Compensation Scheme.
9. Think about getting independent financial and
professional advice before you hand over any
money.
10. Remember: if it sounds too good to be true, it
probably is!
Report a scam
If you are approached about an investment scam, you
should tell the FCA using the share fraud reporting form
at www.fca.org.uk/consumers/protect-yourself-scams,
where you can find out more about investment scams.
You can also call the FCA Consumer Helpline on
0800 111 6768.
If you have already paid money to share fraudsters, you
should contact Action Fraud on 0300 123 2040.
Details of any share dealing facilities that the Company
endorses will be included in Company mailings.
Investor relations
We communicate with the financial community on a
regular and ongoing basis to support our stakeholders
in their investment decision process. While the investor
relations programme is driven by statutory reporting
requirements, it also contains a strong element of
additional communication in the form of meetings and
presentations.
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Group five-year summary
Group five-year summary
Adjusted
2025
£m
2024
£m
2023
£m
2022
£m
2021
£m
Income statement
Revenue 518 539 569 601 616
Operating profit 105 102 97 106 146
Finance costs net of interest income (5) (5) (4) (3) (3)
Profit before tax
100 97 93 103 143
Tax charge (15) (17) (25) (18) (26)
Profit for the period
85 80 68 85 117
Basic earnings per share 26.8p 25.3p 21.8p 27.1p 37.6p
Statutory
2025
£m
2024
£m
2023
£m
2022
£m
2021
£m
Income statement
Revenue 518 539 569 601 616
Operating (loss)/profit (160) 74 46 71 79
Pension finance charge (1) (3) (6) (2) (3)
Finance costs net of interest income
(5) (8) (3) (3) (3)
(Loss)/profit before tax
(166) 63 37 66 73
Tax charge 34 (9) (15) (14) (70)
(Loss)/profit for the period
(132) 54 22 52 3
Basic (loss)/earnings per share (41.9)p 17.0p 6.8p 16.8p 0.9p
2025
£m
2024
£m
2023
£m
2022
£m
2021
£m
Balance sheet
Intangible assets 679 879 877 869 860
Property, plant and equipment 79 104 114 140 157
Assets classified as held for sale
– 3 11 – –
Other assets and liabilities
(197) (293) (355) (396) (444)
561 693 647 613 573
Net (debt)/cash (35) (14) (10) 25 66
Net assets
526 679 637 638 639
Total equity 526 679 637 638 639
176Reach plc Annual Report 2025
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Other Information
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Registered office
One Canada Square
Canary Wharf
London
E14 5AP
+44 (0) 20 7293 3000
www.reachplc.com