Strengthening,
Delivering,
Growing
Annual Report and Financial Statements 2026
Accsys Technologies PLC Annual Report and Financial Statements 2026
Product distribution in
40
Countries
Welcome to our 2026 Annual Report
Accsys combines chemistry,
technology and ingenuity
to transform fast-growing,
responsibly sourced wood
into high-performance and
sustainable building materials.
Operating in the rapidly growing
global wood construction market,
Accsys has innovative, patented
technology, strong product
brands and an established
manufacturing footprint in
Europe and North America.
Accsys is continuing
to deliver focused
growth
Wood product sold since 2007
>650,000m
3
Front cover: ‘Platform 37’ Google HQ, King’s Cross London, UK.
Fabricator: HESS Timber, RESAWN TIMBER.
Architects: Heatherwick Studio & Bjarke Ingels Group.
Photography: © Tim Robberts
Welcome page: STUA HQ, Astigarraga, Spain.
Distributor: Grupo Gámiz.
Designer: Construcciones Dopico.
Photography: © STUA
Employees
241
FY25: 215
Read more about the Google HQ | Page 21
Accsys Technologies PLC | Annual Report and Financial Statements 2026 Corporate Governance Financial StatementsStrategic ReportOverview
OUR VISION
OUR PURPOSE
OUR VALUES
Be the global leader in premium wood
solutions delivering attractive long-
term returns through proprietary
technology, growing customer
preference and accelerating the
shiftto sustainable building materials.
‘Changing Wood to
Change the World’
Be ambitious
The world depends
on us.
Be respectful
Value all stakeholders.
Be committed
To safety, quality
and sustainability.
Overview
04 Highlights
06 Business at a glance
09 Reasons to invest
10 Chair’s Statement
Strategic Report
13 CEO's Review
17 Strategy in action –
US growth opportunity
18 Our Business Model
19 Our Products
22 Our Strategy
25 Strategy in Action
27 Key Performance
Indicators
28 Our Market
32 Finance Review
36 Risk Management
43 Sustainability
53 Stakeholder Engagement
Corporate Governance
59 Board of Directors
61 Executive Committee
62 Chair’s Statement
of Governance
63 Corporate Governance
67 The QCA Corporate
Governance Code
(the ‘QCA Code’)
Statement of Compliance
69 Audit Committee Report
71 Nomination Committee
Report
74 Remuneration Report
87 Directors’ Report
90 Statement of Directors’
Responsibilities
Financial Statements
92 Independent Auditors’ Report
to the members of Accsys
Technologies PLC
100 Consolidated Statement
of Comprehensive Income
101 Consolidated Statement
of Financial Position
102 Consolidated Statement
of Changes in Equity
103 Consolidated Statement
of Cash Flow
104 Notes to the Financial
Statements
138 Company Statement
of Financial Position
139 Company Statement
of Changes in Equity
140 Notes to the Company
Financial Statements
Shareholder Information
146 Shareholder Information
Contents
Top: Willowburn Retail Park, UK. Architect: Projekt Architects. Supplier: James Latham.
WHAT’S INSIDE
View the latest results online at | www.accsysplc.com
Accsys Technologies PLC | Annual Report and Financial Statements 2026
03
Overview Corporate GovernanceStrategic Report Financial Statements
2026 HIGHLIGHTS
Net Debt
(€41.4m)
FY25: (€42.6m)
Underlying Loss Before Tax
*
(€1.9m)
FY25: (€9.9m)
* See note 3 of the financial statements for further details.
Our Alternative Performance Measures details | Page 111
Finance Review | Page 32
Financial highlights
A year of significant growth
See our CEO’s Review | Page 13
An excellent year
of strategic delivery,
significantly increased
profitability and strong
growth.”
Group Revenue
€153m
FY25: €137m
12%
€1.2m
Gross Profit
€47.4m
FY25: €41.4m
14%
€8.0m
Adjusted EBITDA
€21.2m
FY25: €10.8m
96%
Gross Profit Margin
30.9%
FY25: 30.3%
60bps
Profit After Tax
€6.5m
FY25: €22.9m loss
€29.4m
04
Accsys Technologies PLC | Annual Report and Financial Statements 2026 Strategic ReportOverview Corporate Governance Financial Statements
2026 HIGHLIGHTS continued
Total Accoya sales volumes*
77,237m
3
Total Accoya sales growth
21%
year-on-year increase in sales volumes
Responsible sourcing
100%
of Accoya made from certified sustainable
(FSC
®
(CO12330), PEFC/16-37-2311, or equivalent)
wood sources
Lost time incident rate (LTIR)
0.51
FY25: 3.30 (figures are
for Group)
Sustainability
Top 20%
of companies in our sector in the S&P Corporate
Sustainability Assessment with a six-point increase in
our score to 62/100 (read more on page 52)
Total North America Accoya sales growth
60%
year-on-year increase in sales volumes
Operational highlights
Bow Bridge, NYC, USA.
Distributor: Rex Lumber.
Photographer: © Aaron Locke
* Total Accoya sales volumes includes 100% of sales from the JV.
Arnhem operational efficiency
+5 00%
acetic anhydride storage capacity
(read our case study on p25)
Accsys Technologies PLC | Annual Report and Financial Statements 2026
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Overview Corporate GovernanceStrategic Report Financial Statements
Helping the world
build better
OUR BUSINESS AT A GLANCE
Accsys is redefining what is possible with
one of the world’s oldest and most trusted
building materials.
Through our proprietary acetylation technology, we transform
responsibly sourced wood into high-performance building
materials that rival the performance attributes of tropical
hardwoods and resource-intensive alternatives. Our products
offer unmatched durability and stability. They come with a
50-year warranty above ground and a 25-year warranty
for in-ground or fresh water applications.
We help our customers deliver more sustainable
buildings without compromising performance.
What we do
OUR PRODUCTS
Accoya is a world-
leading modified wood
offering exceptional
durability, stability
andsustainability.
Accoya Color is our
coloured-through
product ideal for
decking and cladding
applications.
Tricoya panels, produced
by our manufacturing
partners, are high-
performance MDF
panels for use outdoors
and in high-humidity
indoor areas.
Read more about our products | Page 19
STUA HQ, Astigarraga, Spain.
Distributor: Grupo Gámiz.
Designer: Construcciones Dopico.
Photography: © STUA
Share of total Accoya sales
volumes
*
by market
* Excludes Accoya for Tricoya sales volumes which are
sold to our Tricoya manufacturing partners in Europe.
North America (served by JV)
UK&I
Rest of Europe
Rest of World
29%
29%
10%
32%
Estimated end application of
Accoya/Accoya Color
Cladding
Decking
Windows and doors
Other applications
32%
25%
7%
36%
Accsys Technologies PLC | Annual Report and Financial Statements 2026 Strategic ReportOverview Corporate Governance Financial Statements
06
Our acetylation technology
OUR BUSINESS AT A GLANCE continued
At the heart of our business is our proprietary
acetylation technology. The process enhances
thenaturally occurring acetyl groups in wood,
permanently modifying its cell structure so that
itisvirtually unaffected by the intake of water.
The process involves impregnating wood with acetic
anhydride - similar in principle to a pickling process
- before applying heat and pressure to modify the
material at a cellular level. The resulting product is
non-toxic and environmentally responsible.
A by-product of the process is acetic acid, which
is either sold or returned by Accsys to anhydride
suppliersfor recycling back into acetic anhydride,
creating a circular manufacturing process.
Watch our video on the acetylation process to find out more
| https://www.youtube.com/watch?v=uNqehEm_mPo
Read more about our product applications | Page 20
Protected by
>300
patents across
45
countries
Water
Naturally occurring
acetyl groups
Hydroxyl group
Acetic Anhydride
Cellulose
Acetyl group
Water returned to
ground water system
Acetic anhydride and
acetic acid reused
1. Non-durable wood species
2. Acetylation
Distillation of by-products
3. Accoya - acetylated wood
Accsys Technologies PLC | Annual Report and Financial Statements 2026
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OUR BUSINESS AT A GLANCE continued
Our global presence
We work with a network of distributors,
including manufacturers and wholesalers,
who supply end customers, such as
homeowners, building owners
and public spaceoperators.
Read more about our market | Page 28
Our strategy
Our FOCUS strategy to FY30 is transforming Accsys, accelerating growth, and maximising
the returns from existing assets.
We are scaling production while optimising efficiency, delivering more without heavy capital
investment. We have doubled Accoya nameplate annual production capacity since the
start of 2022, driven by Arnhem expansion and the opening of Accoya USA, and are well
positioned to capture the rising global demand for sustainable building materials.
Read more about our strategy | Page 22
Our growth opportunity
Read more about our North America growth opportunity | Page 17
Read more about Accoya Color expansion | Page 26
Product distribution
Accoya USA site & sales office –
Kingsport, USA
Accoya Color site – Barry, UK
Accsys headquarters – London, UK
Accoya site and office – Arnhem,
The Netherlands
08
Accsys Technologies PLC | Annual Report and Financial Statements 2026 Strategic ReportOverview Corporate Governance Financial Statements
REASONS TO INVEST
Proprietary technology
with a strong IP moat
The Group’s patented acetylation technology provides
a proprietary process enabling wood to be modified
at a cellular level, delivering exceptional durability
and stability, creating structural differentiation and
supporting premium product positioning. With more
than 300 patent family members in 45 countries
sitting alongside a deep pool of trade secrets, there is
robust protection over our proprietary products and
processes. Allied to an extensive registered trademark
portfolio, protecting our flagship brands in all core
markets, we are well positioned to continue to grow and
capitalise on the significant global marketopportunity.
See Products | Page 19
Entering the next phase of growth
with the potential to deliver further
significant shareholder value
FY26 marks continued disciplined execution
against the Group’s strategic objectives. Phase I of the
FOCUS strategy is delivering strong sales momentum,
deleveraging, and enhanced operational efficiency.
Accsys is entering a new phase of stability and
profitable growth under an experienced leadership
team, with the potential to drive significant long-
term shareholder value as demand for our products
accelerates in key geographies.
See Our Strategy | Page 22
Market-leading
sustainableproducts
Accsys is a sustainability-focused industry leader
that has developed proprietary technology for the
production of a unique portfolio of world class IP-
backed premium wood building products: Accoya
andTricoya.
These products are leading the revolution of modified
woods in the global construction market, providing
high-performance and renewable alternatives
to resource-intensive building materials across
infrastructure, commercial projects and homes.
See Our Business at a glance | Page 06
Large and growing
addressable markets
The global wood products market is expected to grow
from US$855bn in 2024 to US$1,215bn in 2029 with a
Compound Annual Growth Rate (CAGR) of 7%
(Source: The Business Research Company).
With globally-recognised brands, growth is supported
by rising global population and incomes, increasing
demand for sustainable construction, urbanisation and
housing shortages and growing consumer preference
for low-carbon biophilic materials.
See Our Market | Page 28
Scalable global model with
high operational leverage
Accsys operates an established manufacturing base
in Europe and the USA supported by a scalable
production and licensing model, with the potential
to deliver significant volume growth with further
optimisation opportunities.
With strong pricing power and gross margins
above 30%, the business can deliver double-digit
adjusted EBITDA margins and increasing shareholder
valuecreation.
See Our Business Model | Page 18
A compelling growth opportunity
Re-Folded House, Vancouver,
British Columbia, Canada.
Distributor: Sierra Forest Products.
Architect: McLeod Bovell Modern House.
Photography: © Ema Peter Photography
Financial StatementsCorporate GovernanceStrategic ReportOverviewAccsys Technologies PLC | Annual Report and Financial Statements 2026
09
CHAIR’S STATEMENT
Strengthening the foundations,
delivering progress, growing the business
Overview
FY26 was a year to be proud of. Accsys achieved a significant
improvement in profitability and continued to advance its
strategic priorities of delivering sustainable, profitable
growth, maintaining a lean and efficient cost structure
and reducing leverage.
This progress was achieved against a market backdrop that
remained challenging throughout the year, with a slower-
than-anticipated recovery in the building materials sector.
Despite these conditions, Accsys’ premium positioning
and differentiated product proposition supported
resilient performance with continued customer demand
for durable, high-performance materials that enable more
sustainableconstruction.
The Board’s oversight during the year has centred on
the delivery of Phase I of the FOCUS strategy (‘Transform
and Improve’) - strengthening operational performance,
improving cash generation and continuing to reduce leverage
- while maintaining the high standards of safety, quality and
governance that underpin long-term value creation. The Board
is pleased with the Group’s financial performance at the year-
end, demonstrating the significant progress made to date and
with the Phase I strategic targets on track to being achieved.
With a compelling product proposition, strengthened
operations and a team focused on execution, Accsys is well
positioned to deliver on its strategic goals. On behalf of the
Board, I would like to thank colleagues across the Group for
their commitment and contribution throughout the year.
Successful North America expansion
In September 2024, Accoya USA commenced commercial
operations in Kingsport, Tennessee, an Accsys joint venture
with Eastman Chemical Company (60:40). FY26 was the
first full financial year of operations in North America
and represented an important milestone in the Group’s
strategy, providing clear validation of the decision to invest
in local production. Operationally and commercially, the
joint venture has had an outstanding year. Total North
America Accoya sales volumes increased by 60% year-on-
year, and the JV achieved EBITDA profitability, in line with
Phase I of the FOCUS strategy. Local manufacturing has
also strengthened resilience by improving service levels
andhelping to manage tariff-related pressures.
The North America opportunity remains significant and
the Board is encouraged by the progress being made to
broaden our route to market, with an expanding distributor
network supporting further growth in FY27 and beyond.
FY26 financial performance
We delivered a year of excellent financial results, reporting
underlying EBITDA of €21.1m (FY25: €16.8m) and adjusted
EBITDA of €21.2m (FY25: €10.8m), which includes the JV’s
contribution as it posted a small EBITDA profit in its first
full financial year of operations. These results were driven
by strong sales volumes, a higher gross profit margin,
improved JV performance and the fact that Hull closure
costs were being recognised in the prior year.
FY26 was a year of tangible progress
for Accsys. The Board is pleased with
the disciplined execution of the FOCUS
strategy, which is strengthening
the foundations of the business for
sustainable, long-term value creation.”
Dr Trudy Schoolenberg
Non-Executive Chair
10
Accsys Technologies PLC | Annual Report and Financial Statements 2026
Strategic ReportOverview Corporate Governance Financial Statements
CHAIR’S STATEMENT continued
Group revenue increased to €153m (FY25: €137m) driven by
robust growth in all our core geographic markets, continued
pricing discipline and royalties from the JV, together
demonstrating the strength of our product proposition.
Group gross profit margin improved to 30.9% (FY25: 30.3%).
Net debt decreased from €42.6m on 31 March 2025
to €41.4m on 31 March 2026, with our leverage ratio
continuing to improve from 2.52x to 1.96x over the same
period and substantially lower than 4.35x at 31 March 2024.
Purpose
We remain committed to our purpose of ‘Changing
Wood to Change the World’ and to making a positive
impact by helping people build better with renewable and
lower carbon solutions. Accoya’s unique combination of
durability, stability and sustainability continues to support
specification in leading building projects, including the
Queen Elizabeth II Memorial Park in London’s Regent’s Park;
Edelman Fossil Museum in New Jersey, USA; and the soon to
be opened Google Headquarters in London’s King’s Cross.
We continue to invest in innovation and product
development and, during the year, we invested
€1.2minR&D (FY25: €1.2m), to ensure that our product
valueproposition remains competitive and aligned with
customerneeds and our supply chain remains resilient.
Sustainability
The Board was proud to introduce our sustainability plan,
Accsys Cares, in November 2025. Focused on four key
pillars: Planet, People, Profit and Governance - it sets out
targets and actions, including the Group’s first formal
decarbonisation targets, to support long-term success
andvalue creation.
Maintaining the highest health and safety standards is
a core part of this strategy, and I am pleased to report
that the Group has significantly reduced the LTI rate this
year from 3.30 to 0.51, reflecting continued focus across
theorganisation.
Responsible sourcing remains non-negotiable. In FY26,
100% of wood was sourced from FSC
®
(CO12330) certified
sustainable sources, and these standards will be maintained
as production continues to scale. Environmental, Social and
Governance (ESG) metrics continue to be incorporated
into the success measures for executive remuneration,
and we are pleased to have achieved a six-point increase
in our S&P Corporate Sustainability Assessment score this
year to 62/100 (see case study on page 52), maintaining
our position in the top 20% of companies in our industry
sectorfor the fourth consecutive year.
Board composition
I was pleased to see the strong support for the Group’s
Executive and Non-Executive Directors at our September
2025 AGM. I also welcome the reappointment of Louis Eperjesi
to the Board as a Non-Executive and Senior Independent
Director, providing continuity and stability to the Board’s
composition. Louis brings with him a wealth of career
experience from both Executive and Non-Executive roles at
other listed companies in the building materials segment.
People and talent
Our performance would not be possible without the
commitment of talented and dedicated colleagues across
Accsys and Accoya USA. On behalf of the Board, I would
also like to thank our shareholders, customers, partners,
suppliers and contractors for their continued support as
we progress our strategy.
Looking ahead
Demand for more sustainable and high-performance
building materials is expected to remain fundamentally
strong over the medium to long term, supported by
megatrends such as decarbonisation, urbanisation and
population growth. Accsys is well placed to capitalise on
these trends, supported by its market leading brands,
trusted customer relationships and disciplined focus
oninnovation.
Whilst mindful of macroeconomic uncertainty, the Board
believes the Group is on track to deliver against its Phase
I FOCUS targets for FY27 and remains confident in Accsys’
ability to deliver long-term value creation for shareholders
and wider stakeholders.
Dr Trudy Schoolenberg
Chair
15 June 2026
Nyack Retreat, New York, US.
Manufacturer: Delta Millworks.
Architect: &fold.
Photography: © Alice Gao
Accsys Technologies PLC | Annual Report and Financial Statements 2026
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Overview Corporate GovernanceStrategic Report Financial Statements
Strategic
Report
13 CEO’s Review
18 Our Business Model
19 Our Products
22 Our Strategy
27 KPIs
28 Our Market
32 Finance Review
36 Risk Management
43 Sustainability
53 Stakeholder
Engagement
Trekronå Treehouse, Ogna, Norway.
Architect: Manuela Hardy.
Photography: © Hugo Lütcherath
Accsys Technologies PLC | Annual Report and Financial Statements 2026 Overview Corporate GovernanceStrategic Report Financial Statements
12
Adjusted EBITDA FY24-FY26 € million
4.8m
10.8m
21.2m
FY24 FY25 FY26
CEO’S REVIEW
An excellent year of strategic delivery, significantly
increased profitability and strong growth
We are continuing to build strong
growth momentum, materially improve
profitability and we are on track to
achieve our Phase I FOCUS strategy
targets next year.”
Dr Jelena Arsic van Os
Chief Executive Officer
Overview
FY26 was an excellent year for Accsys. We delivered strong strategic
execution and a material improvement in financial performance, achieving
record total Accoya sales volumes and significant growth in profits.
North America delivered a standout performance with Accoya sales
volumes growing 60%, underscoring the success of our US strategy
and the value of local manufacturing. This performance resulted in the
JV making an EBITDA profit for the Group in its first full financial year of
trading. These results were achieved against continued challenging market
conditions, highlighting our resilient and differentiated offering.
With continued disciplined execution of our FOCUS strategy, we are
delivering on the commitments set out in Phase I ‘Transform and Improve’,
and we are on track to hit our Phase I strategic targets by the end of FY27.
Accsys has transformed into a leaner and more effective organisation,
supported by strong fundamentals and a clear pathway to
sustained profitability.
Financial performance
Significantly increased profitability and margin progress
FY26 was a year of significant top-line momentum, with Group revenues rising
12% to €153m (FY25: €137m) and increasing by 20% on a like-for-like basis
*
.
This performance demonstrates strong underlying global Accoya demand,
the resilience of our premium pricing and disciplined commercial execution.
When including our 60% share of JV revenue, Accsys’ aggregated revenues
reached €183m, up 24% year-on-year.
The Group gross profit margin increased to 30.9% (FY25: 30.3%),
remaining above our 30.0% target.
* The comparative period, FY25, included 3,802m
3
of Group sales to North America. Since
the start-up of Accoya USA in September 2024 all North American sales are served by the JV.
The like-for-like change in sales volumes and revenues excludes the effect of these sales from
the FY25 Group comparators.
Accsys Technologies PLC | Annual Report and Financial Statements 2026
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CEO’S REVIEW continued
EBITDA improved significantly with underlying EBITDA of
€21.1m (FY25: €16.8m) This was driven by strong Group
Accoya sales volumes and resilient pricing, improved gross
profit margin, increased royalties received from the JV and
Hull costs being recognised in the prior year. When including
the share of profit from the JV, adjusted EBITDA increased
year on year by 96% to €21.2m.
We reported a total statutory profit after tax of €6.5m in FY26,
compared with a total statutory loss after tax of €22.9m in
FY25, supported by a €7.0m tax credit in the year; excluding
this, the Group’s underlying loss before tax narrowed
significantly to €1.9m (FY25: €9.9m) reflecting a substantial
year-on-year improvement in the Group's underlying financial
performance, the recognition of the closure costs of the
Hull site in FY25, and significant improvements in the
financial performance of the JV as it continues to ramp-up.
The adjusted EBITDA margin improved to 11.6% (FY25: 7.3%),
which is only marginally below the FY27 Phase I target of 12.0%.
The JV performance improved substantially with total
revenues climbing to €50.5m (FY25: €18.1m) and passing the
EBITDA breakeven point, achieving an EBITDA profit of €0.2m
(FY25: loss of €10.1m).
Cash generation, leverage and capital allocation
Net cash flows from operating activities increased by €5.1m
to €15.8m (FY25: €10.7m), supported by higher underlying
EBITDA and improved operating cash flow conversion of
75%, an increase of 11% vs FY25 and close to our FY27
target of >75%.
Balance sheet strength remains a priority and this has
continued to improve, with the leverage ratio moving
from 2.52x at 31 March 2025 to 1.96x at 31 March 2026,
reflecting the material decrease in leverage over the last
two years. Our capital allocation priority remains focused
on debt reduction to further strengthen the Group’s
financialposition.
Net debt reduced to €41.4m at 31 March 2026
(31 March 2025: €42.6m), reflecting improved cash flow
from operations partially offset by capital expenditure on
plant optimisation, including an acetyls expansion project
in Arnhem (see case study on page 25), as well as higher
inventory levels needed for sustained growth and planned
investment in Accoya USA to support its ramp-up.
In October 2025, we successfully refinanced our debt
facilities, strengthening our capital structure, enhancing
financial flexibility and further de-risking the Group to
support the next phase of execution. We were also pleased
to partner, alongside ABN AMRO, with HSBC for the first
time, a tier one bank of significant strength and reputation.
The revised terms are expected to improve annual cash flow
by €2m.
Executing our FOCUS strategy
Transform and Improve
Phase I of our FOCUS strategy, FY24-FY27 is delivering
tangible results, with clear capital allocation priorities,
improved operational discipline and stronger financial
control across the business. This Phase is focused on
strengthening returns from our existing asset base,
improving margins and cash generation, and reinforcing
thefoundations for sustainable profitability.
Our ambition is to build a consistently strong, operationally
efficient business that delivers for all stakeholders.
Optimising our assets
In Arnhem, as part of our Solid Roots operational efficiency
programme, we completed a €2.6m project ‘Elm Tree II’,
enhancing our acetyls storage capabilities. This investment
will further reduce downtime by increasing on-site storage
capacity, allowing parallel anhydride feeding of the reactors
Queen Elizabeth II memorial garden benches, Regent's Park, London, UK. Manufacturer: Millimetre. Photographer: © Glasshopper
Accsys Technologies PLC | Annual Report and Financial Statements 2026
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Overview Corporate GovernanceStrategic Report Financial Statements
CEO’S REVIEW continued
and lowering dependence on timings of third-party
deliveries. We have also invested in improved ventilation,
lighting and noise reduction in the Arnhem stacker hall to
enhance the working environment for colleagues.
At our Barry site, we doubled production capacity by
adding a second shift to meet the growing demand for our
premium Accoya Color product and support the launch of
the ‘Accoya Decking Collection’ (see case study on page 26).
This strategic decision supported a 51% growth in Accoya
Color sales globally.
At our joint venture, Accoya USA, accelerating sales
and increasing capacity utilisation of our asset were key
operational priorities during the year. Local manufacturing
has reinforced longstanding customer confidence in Accoya
availability and supported excellent sales growth. To further
expand market coverage, we onboarded two new distributors
covering key high-growth regions, including Florida, Texas and
California, and appointed our first direct distributor in Mexico,
broadening our reach in North America.
Commercial momentum
Total sales volumes (Group+JV) increased by 21% to
77,237m
3
, significantly outperforming the wider building
materials market, reflecting strong customer demand and
an expanded commercial footprint. We closed FY26 with a
run rate of 97,248m
3
, refelcting the annualised level of total
sales based on Q4 volumes, placing us firmly on track to
achieve our 100,000m
3
run rate
*
target for the end of FY27.
Globally, Accoya’s core demand continues to be driven by
joinery, cladding and decking applications, while landscaping
applications, including public spaces and gardens, represent
a growing opportunity driven by low lifetime costs, positive
in-use experience and proven long-term performance.
* Run rate reflects the annualised level of total sales based on Q4 volumes.
Total sales volumes
Sales volume by end market
FY26
m
3
FY25
m
3
Change
%
UK & Ireland 16,810 14,980 12%
Rest of Europe 18,642 15,359 21%
North America 16,853 10,562 60%
Rest of World 6,152 5,619 9%
Accoya for Tricoya 18,780 17,344 8%
Total 77,237 63,864 21%
In North America, growth was primarily driven by long-
standing customers gaining confidence in improved
local supply. During the year we were pleased to deepen
relationships with three large US window and door
manufacturers, who are now adopting Accoya on a broader
basis following extensive testing and small-scale projects.
As these programmes scale, we expect their full benefit to
be realised in FY27. Alongside this, our focus for FY27 is to
fully embed the new distribution partners added during the
year, helping them maximise sell-through and capture the
opportunity from expanded coverage.
In mainland Europe, volumes increased by 21%, with
particularly strong demand for decking in Central Europe.
The UK and Ireland delivered continued double-digit growth,
reflecting Accoya’s strong reputation in joinery, while Australia
and New Zealand performed well within Rest of World.
Our premium pricing power remains resilient,
demonstrating the strength of the Accoya brand. In the
US, the team effectively protected margins, managing
the impact of tariffs on all imported lumber introduced in
October 2025.
Globally, our teams continued to promote awareness of
Accoya amongst architects and end-users via dedicated
training, media outreach, social media and other marketing
activities, including trade show presence.
During FY26, Accoya was featured in prominent international
projects, including world-class museums, private residences,
and notable landscaping initiatives. This includes Accoya
being specified for the Queen Elizabeth II Memorial Park
in London’s Regent’s Park, the façade of the soon-to-open
Google landscraper in Kings Cross, London (refer to case
study on page 21); and for the façade of the Edelman Fossil
Museum in New Jersey, USA (refer to case study on page 31).
Accoya for Tricoya continues to experience increased
market growth, with demand expanding across mainland
Europe and sales rising by 8% year over year.
Accoya has earned ongoing recognition from industry
awards and was awarded Best Use of Treated Wood in
Landscape at the Wood Protection Association awards
2025 for The National Autistic Garden, Carmine, Scotland.
Accsys Technologies PLC | Annual Report and Financial Statements 2026
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Overview Corporate GovernanceStrategic Report Financial Statements
Innovation to broaden customer adoption
Protecting our IP into the future remains a priority and this
year we had 13 granted patents adding further protection
to our core acetylation process and improvements on
future Accoya and Tricoya technologies. Protection was also
obtained for cleaning up our post-acetylation acid stream.
R&D investment of €1.2m focused on working with external
partners to develop fire protection solutions, researching
new wood species and enhancing our Accoya Color range.
Building on last year’s success with Accoya, an Accoya Color
wall panel achieved compliance for use in Wildland Urban
Interface (WUI) zones in the US, supporting adoption in the
growing number of WUI-designated areas.
We are also working with coating partners on extended
warranties – there are now several coatings companies
offering warranties of 15 years for translucent and opaque
finishes on Accoya, which is unique for the wood sector.
Health & Safety (HSE)
Health & Safety remains a top priority for the Group.
LTIR (Lost-Time Incident Rate) reduced from 3.30 to 0.51,
marking progress on our ‘Zero Harm’ ambition.
FY26 saw the launch of a new health and safety video,
CEO’S REVIEW continued
continued roll out of our Life Saving Rules programme
and bolstering of our teams at Arnhem and Barry with two
new HSE leads, ensuring that we maintain the safety and
wellbeing of ourcolleagues.
Sustainable growth
Responsible, sustainable growth is central to our vision and
strategy. In November, we introduced 'Accsys Cares,' our
first sustainability plan, setting commitments and targets
based on our Double Materiality Assessment to support
long-term value creation whilst reducing our impact.
We are proud to see our efforts recognised by the S&P
Corporate Sustainability Assessment, in which we achieved
a six point increase in our score to 62/100, maintaining
our position within the top 20% of companies in our
industrysector.
Our products continued to make an impact. During
FY26 ourproducts captured 63,875 tonnes of carbon,
equivalent to6,882 homes’ energy use in a year (US EPA)
*
.
Wecontinued our commitment to responsible sourcing,
with100% of wood sourced from certified sustainable
sources (FSC
®
(CO12330), PEFC/16-37-2311, or equivalent).
See Sustainability for a full overview of our progress in the
year | Page 43
Developing and engaging our teams
Our committed colleagues drive our success. Based on
feedback from the FY25 Employee Engagement Survey, we
continue to listen and enhance engagement and the employee
experience, including supporting employee-led awards.
Our Learning Management System enabled consistent
training delivery across the Group, with employees completing
an average of 36.6 hours of training during FY26, supporting
long-term capability, safety andcompliance.
We close this record year with deep gratitude to our teams
and leadership, whose commitment, resilience and belief
in our direction have been the true drivers of our success.
I am taking this opportunity to thank all our colleagues for
their unwavering dedication, which remains a meaningful
and enduring source of strength for the Group.
Outlook
The Group remains focused on innovation, market share
gains, increasing capacity utilisation and driving further
sustainable improvements in profitability.
While macroeconomic conditions remain uncertain with some
inflationary pressures arising from the conflict in the Middle
East, we are well positioned to manage the potential impact
through product differentiation, geographical diversification,
and pricing discipline. The Board will continue to monitor
developments closely and respond as appropriate.
Whilst mindful of the dynamic macroeconomic backdrop,
trading is in line with the Board’s expectations for FY27, andthe
Group is on track to deliver against its Phase I FOCUS targets.
Dr Jelena Arsic van Os
Chief Executive Officer
15 June 2026
* The biogenic carbon storage during the lifetime of Accoya wood is calculated
according to the EN16449, which can be found in our third-party verified
Environmental Product Declaration.
Accoya decking, Tinside Lido, Plymouth UK.
Architects: LHC Design. Photography: © Richard Downer
Accsys Technologies PLC | Annual Report and Financial Statements 2026
16
Overview Corporate GovernanceStrategic Report Financial Statements
* Principia market study
research 2021
STRATEGY IN ACTION
Capturing the substantial
North America growth opportunity
North America represents a key growth opportunity for Accsys.
Wood has long shaped the American built environment, valued for
its versatility, cost effectiveness and ease of use across residential
and commercial construction.
In September 2024 we reached a major milestone with the
successful commercialisation of Accoya USA, our second global
Accoya production facility. Located in Kingsport, Tennessee, USA,
the flagship facility is a joint venture with Eastman
Chemical Company (60:40).
With initial capacity of 43,000m
3
and clear expansion potential, the
site has significantly improved availability and supply reliability for
North American customers. It also offers higher margin potential
than Arnhem, reflecting proximity to Eastman’s acetyl supply and
higher average US selling prices.
The impact is already clear. North American sales increased by
60% in the past year, supported by local production, increased
throughput from existing distribution partners and an enhanced
sales and marketing presence. Accoya still represents less than
1% market share, leaving a substantial growth opportunity ahead,
particularly in cladding and decking.
Favourable market dynamics, including tighter regulation
on imported hardwoods, are accelerating demand for high-
performance, locally produced and sustainable wood products.
This is translating into profitable returns, with Accoya
USA making an EBITDA profit this year.
Growing our share in one of the world’s
largest wood markets
Accoya USA had a fantastic year. With
accelerated sales, we’ve ramped up
production and are proud to have
delivered an EBITDA profit.”
Rod Graf
Managing Director, Accoya USA
Link to our FOCUS pillars:
6
6
6
6
6
North America total Accoya sales volume growth
year-on-year
60%
Addressable market size
8.6Mm
3*
The Range, Steamboat Springs, CO, USA.
Supplier: Delta Millworks.
Photography: © David Lauer
Accsys Technologies PLC | Annual Report and Financial Statements 2026 Overview Corporate GovernanceStrategic Report Financial Statements
17
Our business activities
The value
we create
Customers
• Unique, innovative and sustainable
solutions with low lifetime costs and
unmatched warranty
Shareholders
• Sustainable long-term value creation
Colleagues
• Rewarding careers and a safe and
inclusive workplace
• 73% employee satisfaction
Suppliers
• Long term relationships that deliver
mutual value and positive social
impact
• 18 Tier 1 raw material suppliers
Business Partners
• Opportunities to grow with us and
differentiate themselves in the
marketplace
Community and the environment
• +500,000 tonnes of carbon captured
in our products since 2007
OUR BUSINESS MODEL
Creating new opportunities for the built environment
Driven by our purpose of “Changing Wood to Change the World” we are committed to creating sustainable andhigh-performancewood building products using our chemical and
engineering expertise. We see our role in delivering and scaling-up innovative solutions to the construction industry as integral to growing the business and delivering long-term value to
our stakeholders.
Our unique
proposition
Proprietary
technology and
protected IP
Established and
hard to replicate
manufacturing
assets
Innovative,
sustainable and
differentiated
product
Industry-leading
and globally
recognised brands
Underpinned by our strategy and sustainability commitments:
6
R&D and patented technology
• >300 patent family members
across 45 countries
• Ongoing R&D and process
optimisation
Manufacturing at scale
We operate production facilities
in Europe and the US. To meet
our long-term growth prospects
we are committed to scaling
sites and developing our
production capacity in line with
demand
Sourcing
Securing long-term supply
relationships for our core raw
materials, wood and acetic
anhydride, to meet growth
demands whilst committing
to 100% responsibly sourced
timber
Global sales and distribution
• Optimising distribution
• Brand development and
specification
• Building trusted commercial
relationships
Licensing and partnerships
Licensing our technology
and choosing strategic
global partners to unlock
our full potential
Planet People Profit Governance
Customers
Accoya Colour Grey decking, Switzerland. Photography: © Marco Leu
18
Accsys Technologies PLC | Annual Report and Financial Statements 2026 Overview Corporate GovernanceStrategic Report Financial Statements
Accoya is the world’s leading modified wood, offering
outstanding durability and stability for exterior applications,
backed by warranties of up to 50 years above ground and
25 years in ground or fresh water, with a verified 60-year
service life.
Learn more about acetylation
here | https://www.youtube.com/
watch?v=uNqehEm_mPo
OUR PRODUCTS
High-performance wood
products based on
patented technology
Up to
50 year
warranty
Performance
3-4x
less swelling than
traditional wood species
Non-toxic and
100%
recyclable
Sustainability credentials
Our product portfolio is built on our patented
acetylation technology, which permanently
enhances the properties of sustainably
sourced wood by altering its cellular structure.
This process creates high-performance
materials with significantly improved durability,
dimensional stability and resistance to moisture
and biological degradation. Our products’
strength is in demanding outdoor applications
where durability and stability are critical.
Accoya Color extends the Accoya offering with patented
colouring technology that integrates colour throughout the
wood, improving durability of finish and meeting growing
demand for premium applications in decking and cladding.
Tricoya panels are high-performance acetylated MDF
panels designed for exterior and high-humidity or wet
applications, expanding the addressable market for
acetylated wood technology. Accsys provides Accoya for
licensees' production of Tricoya panels.
Accsys Technologies PLC | Annual Report and Financial Statements 2026
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OUR PRODUCTS continued
Landscaping
Durable, sustainable wood enabling complex outdoor
infrastructure and landmark architectural applications.
Cladding
High-durability cladding that is built to last and withstand
the elements, enabling long-lasting architectural finishes.
Windows and Doors
Premium material delivering superior stability, thermal
performance, reduced movement and design flexibility.
Decking
Extremely durable decking designed to perform in
harsh climates with minimal maintenance.
Left image: Re-Folded House, Vancouver, Canada. Distributor: Sierra Forest Products.
Architect: McLeod Bovell Modern Houses. Photography: © Ema Peter Photography
Landscaping: Gascoigne Park, Barking, London, UK. Suppliers: Moveart. Architect: Turkington Martin.
Photography: © Paul Upward
Windows & Doors: Westbury Garden Rooms, London, UK
Cladding: Usuki Ferry Terminal, Japan. Distributor: Ikegami & Co., Ltd. Photography: © Takashi Maeda
Decking: Accoya Color Grey decking, Switzerland. Photography: © Marco Leu
Applications
Our products are used for a range of applications across
commercial, residential, and public sectors, spanning
new build, refurbishment, and restoration projects,
providing resilience across construction cycles.
Accsys Technologies PLC | Annual Report and Financial Statements 2026
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Accoya chosen for
Google’s London
HQ 'landscraper'
Google HQ, London, United Kingdom
Accoya has been specified and installed for the façade of
Google’s soon to be open UK headquarters in London,
marking the largest Accoya project delivered to date.
Known as 'Platform 37', the 330-metre-long building is
one of the most high-profile commercial developments in
Europe. Often described as a 'landscraper', it stretches
further than The Shard is tall, making it a defining feature
ofLondon’slandscape.
Designed by Heatherwick Studio and Bjarke Ingels Group,
the 11-storey building features a distinctive timber and glass
façade. Accoya was used extensively across the exterior, with
façade elements fabricated by HESS Timber in Germany. In
total, around 19 full truckloads were supplied, with individual
timber mullions reaching up to seven metres in height.
The scale and complexity of the façade required a material
capable of consistent performance across a large surface
area. Accoya was selected for its proven durability, dimensional
stability and resistance to moisture and rot, enabling precise
manufacturing and efficient installation of large-format
elements. Backed by a 50-year above-ground warranty, it
provides long-term confidence in performance while helping
reduce maintenance and supports predictable lifecycle costs.
Accoya also contributes to the building’s architectural
character, bringing warmth and natural texture to a highly
engineered façade. Manufactured from FSC
®
(CO12330)
certified timber, it offers a long service life that reduces
replacement and maintenance requirements across the
building’s extensive exterior. This supports lower lifecycle
carbon and aligns with the project’s sustainability ambitions,
including BREEAM Outstanding and LEED certification
targets, while reinforcing Accoya’s role in delivering high-
performance, large-scale developments.
PROJECT CASE STUDY
Architects: Heatherwick Studio & Bjarke Ingels Group
Location: London, United Kingdom
Fabricator: HESS Timber
Photography: Top: © Tim Robberts/ Photodisc via Getty Images
Bottom: © Ben Pipe Photography
For more Accoya projects go online to |
http://www.accoya.com/uk/projects
Accsys Technologies PLC | Annual Report and Financial Statements 2026
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FOCUS is transforming and growing Accsys through five strategic pillars:
Accsys is sharpening its path to
sustainable profitability with a clear
strategic goal: to lead the market in
premium wood products while delivering
long-term value for all stakeholders.
6
Our FOCUS strategy anchors this ambition, aimed in the
short to medium term at optimising volume and profitability
from our existing manufacturing assets. We will be further
enhancing customer value while focusing on operational
excellence and driving financial discipline to unlock core
company potential, and scalable sustainable growth.
The strategy ensures a greater level of control and
retention of the financial upside.
Accsys isn’t just growing, it’s maturing into a lean, focused,
and value-driven business.
This strategy is executed through three distinct phases
which can be seen on the next page.
Focus on sustainable growth,
stronger returns
OUR STRATEGY
Accsys Technologies PLC | Annual Report and Financial Statements 2026
22
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OUR STRATEGY continued
Transform and
Improve
• Sustainable profitable growth from
existing assets – delivered
• Lean and efficient
• Reduce debt
Optimise
• Operational efficiencies implemented
• Full nameplate capacity utilised
• Accoya Color footprint optimised
• Continuous debt reduction
Grow
• Expansion concept in the US proven
• Additional CapEx investment in
profitable growth business
Sales volume run rate end of FY27
100,000m
3
Adjusted EBITDA margin
12%
Operating cash flow conversion
>75%
Sales volume run rate end FY30
120,000m
3
Adjusted EBITDA margin
15%
Operating cash flow conversion
>75%
Volume
>140,000m
3
Adjusted EBITDA margin
>15%
Operating cash flow conversion
>75%
Phase One FY24-27 Underway
Phase Two FY28-30 Phase Three FY30+
Strategic phases
6
Casa Pacaembú, São Paulo, Brazil
Supplier: Core Innovation
Architect: Studio Arthur Casas
Photography: © Fernando Guerra
23
Accsys Technologies PLC | Annual Report and Financial Statements 2026 Overview Corporate GovernanceStrategic Report Financial Statements
OUR STRATEGY continued
Fundamentally
strong
Operationally
efficient
Customer centric
and preferred
United
team
Safe and
sustainable
Strategic aims
• Deliver strong volume and
profitability growth
• Maintain 30% gross profit margins
• Reduce leverage
• Cost effective and agile operational
model
• Maximising output while
maintaining safety and quality
standards
• Continuous improvement culture
• Maintain market leadership
through innovation, increased
availability and high-quality
products
• Continue to enhance customer
experience
• Engaged and performance-driven
teams
• Collaborative and solutions-
focused culture
• Zero harm culture
• Responsible sourcing
• Continue to be an ESG leader in
our sector
FY26 Progress
• 21% increase in total sales volumes
(Group + JV)
• 26% increase in underlying EBITDA
and 96% increase in adjusted EBITDA
• Accoya USA JV EBITDA profit and
60% North America sales growth
• Gross profit margin above target
of 30%
• Free cash flow from operating
activities improved by €5.1m year-
on-year
• Continued reduction in leverage
ratio: 4.35x FY24, 2.52x FY25 and
1.96x FY26
• Successful expansion of acetyls
storage at Arnhem as part of the
Solid Roots programme
• Solid Roots operational efficiency
programme at Arnhem continues
to deliver efficiency improvements
• Barry efficiencies implemented
– second shift to increase
production, kiln water recycling,
upgraded kiln heat exchangers
• ERP project underway to drive
operational excellence
• Addition of ten new distributors
globally to increase reach
• Accelerated North America and
Mexico growth by developing
existing relationships and adding
three new distributors
• Launch of the Accoya Decking
Collection
• WUI (Wildland Urban Interface)
Certification for an Accoya Color
panel
• Delivered site-based strategy
workshops ensuring employees
understand how their role
contributes to the FOCUS strategy
• Embedded the Ideas Box,
rewarding employees for
identifying and proposing practical
solutions
• Continued expansion of learning
resources through the Learning
Management System, Employee
Resource Hub, and Technical
Training Academy
• Launch of Accsys Cares
sustainability plan
• Improvement in Arnhem
LTIR
• 100% raw wood from certified
sustainable sources (through FSC
®
(CO12330), PEFC/16-37-2311, or
equivalent
• Six-point increase in our S&P
Corporate Sustainability
Assessment score to 62/100,
top 20% in our sector
Looking ahead
• Continued profitability
improvement
• Continued sales volume growth
towards FY27 targets
• Improved cash generation and
further reduction in leverage ratio
• Continued progression of Solid
Roots
• Improve our key end-to-end
processes
• ERP implementation
• Expand the Decking Collection
availability in key markets
• Continue to expand product
availability in high-demand areas
• Introduction of end-to-end quality
assurance
• Embed new distributors
• Conduct a follow-up Engagement
Survey in FY27, providing
employees with a clear voice and
enabling us to measure progress
and refine priorities
• Roll out a Management and
Leadership development package,
supporting consistent leadership
capability and inclusive people
management practices
• Implement Accsys Cares
• Life Saving Rules fully implemented
• Move to 100% renewable
electricity (market-based) by end
of FY27
• Maintain ESG leadership position
24
Overview Strategic Report Corporate Governance Financial StatementsAccsys Technologies PLC | Annual Report and Financial Statements 2026
STRATEGY IN ACTION
Acetyls storage expansion in Arnhem
The €2.6m project involved connecting and commissioning two
large storage tanks and integrating them with the rest of the
operating infrastructure. This expands the buffer storage for acetic
anhydride, the key raw material for Accoya’s proprietary acetylation
process, as well as the storage capacity for our by-product acetic
acid. The increased on-site storage capacity further reduces reliance
on precise raw material delivery timing and product off take.
Furthermore, this enhanced infrastructure enables two or more
reactors to be filled simultaneously, rather than sequentially,
removing a considerable operational bottleneck. As a result,
reactor operational availability has materially increased, production
flexibility has improved, energy savings have been achieved and
overall acetylation capacity has increased.
This investment strengthens the reliability and scalability of the
Arnhem operation while extracting greater value from existing
infrastructure. This project supports the first phase of our FOCUS
strategy, which is centred on maximising efficiency and output from
our existing asset base, and forms a core part of the Solid Roots
operational efficiency initiative in Arnhem.
In FY26, we undertook an important project
to significantly increase our acetyls storage
capacity at our Arnhem site to reduce
downtime and improve operational resilience.
We were pleased to complete this
project on time and to budget and
we are already seeing the benefits
of enhanced operational resilience
and production uptime."
Hans Pauli
Managing Director Arnhem
Link to our FOCUS pillars:
6
6
6
6
6
Acetic acid storage
300%
increase
Acetic anhydride storage
500%
increase
Accsys Technologies PLC | Annual Report and Financial Statements 2026
25
Overview Corporate GovernanceStrategic Report Financial StatementsAccsys Technologies PLC | Annual Report and Financial Statements 2026 Overview Corporate GovernanceStrategic Report Financial Statements
STRATEGY IN ACTION
Supporting Accoya Color demand
Accoya Color is our coloured to the core product, offering
exceptional durability and performance, particularly for decking and
cladding applications. As a premium product, increasing its share of
our sales mix is a key strategic priority.
To capture this growth opportunity, an additional production shift
was introduced at the Barry Accoya Color facility in June 2025
together with an upgrading of the kilns and drainage. In addition,
the installation of a new on-site storage tent added approximately
250m
3
of storage capacity, supporting stock builds and smoother
on-site production planning.
For more about Accoya Color see Our Products | Page 19
In response to strong customer demand
and the launch of our new Decking Collection,
we expanded production capacity for Accoya
Color at our Barry site during the year. These
actions supported a 51% increase in Accoya
Color sales volumes, reflecting both market
momentum and successful execution.
The continued growth in Accoya Color
demand demonstrates the strength of
the product proposition, particularly in
cladding and decking applications. By
adding capacity at Barry and investing in
targeted infrastructure improvements,
we are improving speed, reliability and
customer service. These actions enable us
to scale efficiently, add value in-house and
support the next phase of growth in line
with our FOCUS strategy."
John Alexander
Group Commercial Director
Link to our FOCUS pillars:
6
6
6
6
6
Year-on-year increase
51%
In Accoya Color sales volumes
Accsys Technologies PLC | Annual Report and Financial Statements 2026
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Overview Corporate GovernanceStrategic Report Financial Statements
KEY PERFORMANCE INDICATORS
How we are performing
Financial KPIs Non-financial KPIs
Group revenue
€153m
FY26
FY25
FY24
€153m
€137m
€136m
Total Accoya sales volumes
77,237m
3
FY26
FY25
FY24
77,237m
3
63,864m
3
56,568
Gross profit margin
30.9%
FY26
FY25
FY24
30.9%
30.3%
30.0%
Sales growth North America
+60%
FY26
FY25
FY24
+60%
+16%
+12%
S&P Corporate Sustainability
Assessment score
62/100
FY26
FY25
FY24
62/100
56/100
45/100
Adjusted EBITDA margin
11.6%
FY26
FY25
FY24
11.6%
7.3%
3.5%
Leverage ratio
1.96x
FY26
FY25
FY24
1.96x
2.52x
4.35x
Cash flow conversion
75%
FY26
FY25
FY24
75%
64%
84%
Statutory profit/(loss) after tax
€6.5m
FY26
FY25
FY24
€6.5m
(€23m)
(€18m)
Casa Angra, Brazil.
Supplier: CORE Innovation.
Architect: Studio Arthur Casas.
Photography: © Fran Parente
Accsys Technologies PLC | Annual Report and Financial Statements 2026
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OUR MARKET
A significant growth opportunity
Proven demand and expanding reach
Overview
Accsys operates within the global wood products market,
which is projected to grow from $855bn in 2024 to $1,215bn
by 2029, representing a CAGR of 7% (Source: The Business
Research Company).
Our flagship products, Accoya and Tricoya, are uniquely
positioned to outperform conventional materials, especially
in demanding outdoor environments. These products
compete at the premium end of the outdoor wood
market, delivering exceptional performance, durability,
and environmental benefits that align with growing global
sustainability trends. Our premium positioning provides
resilience during economic cycles.
Go-to-market strategy
We centre on targeted penetration into high-growth
segments and regions, positioning Accsys as an industry
disruptor with a premium, sustainable and high-
performance offering.
The majority of Accoya sales are made through a well-
established global distributor network (e.g. lumberyards
and wholesalers) which supplies a range of end-use
industries, primarily for joinery (windows and doors),
decking and cladding applications. Our products are
highly regarded by architects, manufacturers, and
specifiers for their superior durability, dimensional
stability and aesthetics.
Accoya for Tricoya is sold to our manufacturing partners
for transformation into Tricoya panels. They are increasingly
adopted, not only as a substitute for traditional panels, but
also in new applications where standard wood products
would not have previously beenviable.
Strong and long-lasting customer relationships
We’ve built strong distributor relationships in key territories
and support their growth through training, technical
assistance and collaborative marketing. Our Approved
Manufacturers Programme enables direct engagement with
joinery companies and manufacturers, helping them market
and work with Accoya.
We also work closely with architects, who are often
responsible for material specification. We have an architect
education programme to ensure broad awareness and
understanding of our products.
By empowering both our distributors and their customers,
we continue to build a strong network of brand advocates
and accelerate product adoption.
US addressable market
8.6Mm
3
(source principia)
US market share
<1%
Market share opportunity
Accoya sold in this financial year
21%
year-on-year growth
Our robust growth underscores strong and growing market demand.
Europe addressable market
1.9Mm
3
(source Poyry Report , figures cover UK&I, France,
DACH, BENELUX )
Europe market share
~2%
Market share opportunity
Not to scale
Accsys Technologies PLC | Annual Report and Financial Statements 2026
28
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OUR MARKET continued
Demand drivers
There are three main demand drivers for our products:
Performance
Our products offer high-
performance across climates,
delivering durability, stability,
and a low total cost of ownership.
With a warranty of up to 50 years,
our offering is differentiated in
theindustry.
This performance advantage
enables us to compete against both
traditional wood and non-wood
alternatives. As a result, we are
well positioned to gain share within
existing categories while increasing
penetration of modified wood across
a growing range of applications.
Global
construction and
redevelopment
Long-term growth in construction
and redevelopment continues to
underpin demand, with the global
construction market expected to
grow at a CAGR of 4-6%. Rising GDP
per capita, economic development
and improving living standards
are driving global construction
activity and demand for high-quality
buildingmaterials.
Our products serve multiple end
markets, including new build,
refurbishment, redevelopment and
remodelling, across both residential
and commercial construction.
This diversified exposure provides
resilience across construction cycles.
Sustainable
construction and
biophilic design
The built environment accounts
for nearly 40% of global carbon
emissions. Lower carbon materials,
such as timber, are crucial to
achieving net-zero targets, with
regulatory frameworks accelerating
their adoption. In Europe, for
example, the Energy Performance
ofBuildings Directive will require
zero emission standards for new
buildings by 2030.
At the same time, consumers
and developers are increasingly
prioritising materials with lower
environmental impact as well as
showing preference for a biophilic
design aesthetic.
Culver Homestead, Indiana, US.
Architect: Northworks.
Photography: © Tysen Kay
Accsys Technologies PLC | Annual Report and Financial Statements 2026
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OUR MARKET continued
North America
Main applications: Cladding, decking, windows and doors
Market dynamics: In North America, sustained growth
is driven by demand in the high-end residential and
luxury construction sectors. Despite general headwinds
in the housing market, including high mortgage rates
and labour shortages, premium projects remain
resilient and are supporting the rising demand for
high-performance materials.
Growth is being driven by the expansion of our
commercial footprint, closer collaboration with
distribution partners to boost demand, and increased
engagement with architects, which supports customer
retention and acquisition.
UK&I
Main applications: Windows and doors
Market dynamics: Last year, Accoya delivered a
strong performance in our core joinery business,
driven by Accoya's outstanding dimensional stability
and performance for doors and windows and resilient
demand for replacement and repair. Alongside this,
steady progress was made in the cladding sector,
where our 50-year warranty supports specification for
large commercial projects.
Our growth strategy focuses on strengthening
technical support for joinery firms and intensifying
collaboration with architects and specifiers through
targeted marketing and training programmes.
Rest of Europe
Main applications: Decking and cladding
Market dynamics: The European market demand for
Accoya is supported by the shift towards sustainable
construction, timber substitution, and high-
performance materials.
Accoya is well positioned in premium residential,
renovation, and specification-led architectural projects,
benefiting from strong trends such as timber-framed
construction, façade upgrades, and outdoor living.
Growth is being driven by increased engagement
with architects, joiners and distributors, alongside
expanded sales coverage and targeted training and
marketinginitiatives.
Key markets
Rest of World
Main applications: Cladding, decking and joinery
Market dynamics: Our core region in this market is
the APAC region where Accoya is used for cladding,
decking and joinery. The product is well positioned as a
high-performance and sustainable alternative to native
hardwoods, particularly for boardwalks and joinery.
Growth in the region is being driven by specification-
led activities through distribution partners, supported
by Accsys’ technical sales and marketing activities, as
well as increasing collaboration with joinery firms.
Casa Angra, Brazil.
Supplier: CORE Innovation.
Architect: Studio Arthur Casas.
Photography: © Fran Parente
Accsys Technologies PLC | Annual Report and Financial Statements 2026 Overview Corporate GovernanceStrategic Report Financial Statements
30
PROJECT CASE STUDY
Edelman Fossil Park &
Museum: A net-zero
landmark powered
by Accoya
Architects: Ennead Architects & KSS Architects
Location: Mantua, New Jersey, USA
Builder: Jingoli & Sloan & Company
Manufacturer: RESAWN TIMBER CO
Cladding: 1,950m
2
of Accoya, Battens: 4,570m of Accoya
Photography: © Jeff Goldberg/Esto, Courtesy of RESAWN TIMBER CO
Edelman Fossil Park & Museum, New Jersey, USA
The Edelman Fossil Park & Museum at Rowan University
is a landmark for education and sustainability. Spanning
4,090m
2
, it is New Jersey’s largest net-zero carbon building,
designed to offer an open, engaging visitor experience
while minimising environmental impact.
To meet the challenges of the local climate, hot summers,
cold winters and year-round humidity, Accoya wood was
specified for the building’s façade. Western red cedar was
initially considered but could not deliver the durability and
low-maintenance performance required to support the
museum’s long-term sustainability objectives. RESAWN
TIMBER CO., a full service expert in high-performance
solid wood façade systems, partnered closely with the
design team to develop the exterior wood system - from
custom colour development to installation detailing
- utilising Accoya for both the primary cladding and
supportingbattens.
They were custom-profiled and finished to achieve the
project's desired aesthetic and performance objectives.
More than 1,950m
2
of Accoya cladding and 4,570m of
battens were installed, forming a defining feature of the
museum’s architecture. Accoya’s acetylation process
enhances durability, dimensional stability and resistance
to rot, making it well suited to façades exposed to extreme
seasonal variation. This performance enables precise
joinery, long-lasting colour retention and a natural timber
appearance reminiscent of red cedar. A custom two-coat
finish developed by RESAWN ensures the façade remains
low maintenance while maintaining its appearance over time.
Close collaboration between the design team, contractor
and RESAWN ensured careful attention to detailing,
including fixing methods, spacing and jointing, resulting
in a façade that is both robust and visually distinctive.
Accsys Technologies PLC | Annual Report and Financial Statements 2026
31
Overview Corporate GovernanceStrategic Report Financial Statements
A strong financial performance
FINANCE REVIEW
FY26 FY25 Change
Like-for-Like
Change
1
Group Revenue €153m €137m +12% +20%
Aggregated revenue (Group plus JV)
2
€183m €147m +24%
Gross profit €47.4m €41.4m +14%
Gross profit margin 30.9% 30.3% +60bps +130bps
Adjusted EBITDA
3
€21.2m €10.8m +96%
Adjusted EBITDA margin
4
11.6% 7.3% +430bps
Statutory profit/(loss) after tax €6.5m (€22.9m) +€29.4m
Operating cash flow conversion
5
75% 64% +11%
Free cash flow
6
€10.2m €8.8m +15%
Cash €17.4m €17.4m €0.0m
Net debt (€41.4m) (€42.6m) (€1.2m)
Leverage ratio
7
1.96x 2.52x (0.56x)
Group sales volumes 60,384m
3
57,104m
3
+6% +13%
JV sales volumes 16,853m
3
6,760m
3
+149% +60%
Total Accoya sales volumes
8
77,237m
3
63,864m
3
+21%
Sales volume run rate
9
97,248m
3
82,288m
3
14,960m
3
1. The comparative period, FY25, included 3,802m
3
of Group sales to North America. Since the start-up of Accoya USA in September 2024 all North American sales are
served by the JV. The like-for-like change in sales volumes and revenues excludes the effect of these sales from the FY25 Group comparators whilst including them
within the FY25 JV sales volumes comparator.
2. Accsys has a 60% shareholding in Accoya USA, a joint venture (JV) with Eastman Chemical Company. Whilst the JV is equity accounted for financial reporting
purposes; the aggregated revenue figure includes 60% of the JV revenue.
3. Adjusted EBITDA is Group earnings before interest, tax, depreciation, amortisation and exceptional items, plus 60% of the US JV’s EBITDA.
4. Adjusted EBITDA margin is adjusted EBITDA divided by aggregated revenue.
5. Operating cash flow conversion is the percentage of underlying EBITDA converted to net cash generated from operating activities.
6. Free cash flow is Group net cash flow from operating activities less CapEx.
7. Leverage ratio is the ratio of net debt to underlying EBITDA.
8. Total Accoya sales volumes include Group sales volumes and 100% of sales volumes from the JV.
9. Sales volume run rate is the last quarter’s sale volumes annualised.
Group Revenue
€153m
FY25: €137m
Significant improvement in adjusted
EBITDA profitability, free cash flow
generation and de-leveraging of the
balance sheet.”
Sameet Vohra
Chief Financial Officer
Accsys Technologies PLC | Annual Report and Financial Statements 2026
32
Overview Corporate GovernanceStrategic Report Financial Statements
FINANCE REVIEW continued
Statement of comprehensive income
Total Accoya sales volumes increased by 21% to 77,237m
3
(FY25: 63,864m
3
). Group sales volumes increased by 6% to
60,384m
3
(FY25: 57,104m
3
), which reflects strong growth in
demand for Accoya products. On a like-for-like basis, excluding
the 3,802m
3
of Group sales to North America in H1 FY25, prior
to the commercial start-up of the JV, Group sales volumes
increased by 13%. The sales volume run rate including the JV
was 97,248m
3
at the year end (FY25: 82,288m
3
) which is just
below the 100,000m
3
target we set for the end of Phase I of
our FOCUS strategy at 31 March 2027.
Group revenue for the year increased 12% to €153m (FY25:
€137m) with like-for-like revenue growth of 20%. Accoya
sales of €139m were up 12% reflecting the higher sales
volumes and increased average selling price. Licence revenue
increased significantly to €4.0m (FY25: €1.4m) resulting from
the impressive sales growth of the JV with the Group earning
a royalty on sales made by the JV. Tricoya panel revenue
decreased slightly by €0.3m during the year to €3.4m (FY25:
€3.7m), representing the Group purchasing Tricoya panels,
produced by our Accoya for Tricoya customers, and selling
them on to external Accoya customers.
Other revenue, which predominantly relates to the sale of the
acetic acid by-product into the acetyls market, decreased
by 8% to €6.9m (2025: €7.5m) due to lower acetic acid sales
prices and lower sales volumes as the Group benefited from
improved anhydride usage efficiencies. The acetic acid sales
act as a partial hedge against acetic anhydride costs which
also decreased during the year.
Cost of sales increased from €95.2m to €106m, an increase
of 11% remaining generally in line with increased sales
volumes. Net acetyls costs (proportional combination of
acetic anhydride cost and acetic acid sales price) were
slightly lower than the prior year due to usage efficiencies
offset against greater production volumes, changes in
supplier mix, and the Group benefited from a foreign
exchange gain on US Dollar denominated anhydride
purchases, given the weakness of the US Dollar against
the Euro. Raw wood purchase prices remain in line with the
prior year with higher appearance grade raw wood cost
being offset by lower wood chip grade cost. Gross profit of
€47.4m was 14% higher than the prior year (FY25: €41.4m)
with the gross profit margin 60bps higher at 30.9%, which
is above our FOCUS strategy target of maintaining the
gross profit margin at above 30%. The like-for-like gross
profit margin percentage increased by 130 bps to 30.9%.
Underlying other operating costs (excluding depreciation
and amortisation and prior year Hull costs) increased by
€3.7m from €24.6m to €26.3m as the Group invested
in revenue generating headcount in our commercial
organisation and operational headcount in Arnhem and
Barry to support growth.
The depreciation and amortisation expense for the year was
€8.8m compared to €9.2m in the prior year.
Underlying net finance expenses increased by €0.8m to
€6.4m due mainly to the increase in the accounting value
of the embedded derivative within the convertible loan
notes that were taken out as part of the November 2023
equity raise.
Following the Board’s decision in September 2024 to
discontinue the Hull plant, and the subsequent placement
of Tricoya UK Limited into voluntary liquidation on
17 December 2024, an exceptional credit of €1.3m has been
recognised in FY26 (FY25: exceptional charge of €10.9m).
This relates to the derecognition of €1.3m provision in
relation to the repayment of the EU Life Grant. Following
completion of the grant it was concluded that no further
amounts were repayable to the EU.
The Group’s share of the US JV’s (Accoya USA, LLC) net loss
after tax, which is accounted for using the equity method,
decreased by €4.2m to €7.7m (FY25: net loss €11.9m) as the
JV benefited from strong North American sales growth of
Adjusted EBITDA
€21.2m
FY25: €10.8m
Net Debt
(€41.4m)
FY25: (€42.6m)
Worth Square, Moverart benches, New York City, USA.
Photography: © Tysen Kay
Accsys Technologies PLC | Annual Report and Financial Statements 2026
33
Overview Corporate GovernanceStrategic Report Financial Statements
60% and a full year of sales after commencing commercial
operations. The Group’s share of the JV’s EBITDA was a profit
of €0.1m compared to a loss of €6.0m in the prior year.
Underlying EBITDA, excluding the share of the JV and
exceptional costs, increased by 26% from €16.8m to €21.1m,
with a margin of 13.8% (FY25: 12.3%) showing the continued
strong underlying profitability of the Group. Corporate costs
were €0.1m lower than the prior year at €3.6m. Adjusted
EBITDA increased significantly by 96% to €21.2m compared
to €10.8m in the prior year due to higher underlying
profitability, improved profitability of the JV and Hull costs
being recognised in the prior year. Accordingly, the adjusted
EBITDA margin increased by 430bps from 7.3% to 11.6%,
which is close to the FY27 Phase 1 target of 12.0%.
The Group achieved an underlying loss before tax of €1.9m
(FY25: loss of €9.9m). After exceptional items, the statutory
loss before tax amounted to €0.6m (FY25:€20.8m).
A net tax credit of €7.0m was recognised during the year
(FY25: tax charge of €2.0m) as previously recognised tax
provisions in the Netherlands were released following the
finalisation of a bilateral advance pricing agreement with
the UK and Dutch Tax Authorities which covered the years
FY17 to FY25. Accordingly, the Group made a profit after tax
and exceptionals of €6.5m compared to a loss of €22.9m the
prior year, the highest profit after tax in the Group’s history.
The Group delivered underlying earnings per share of 2.1
cents per share (FY25: loss of 5.0 cents per share), and a
statutory earnings per share of 2.7 cents per share (FY25:
loss of 9.5 cents per share).
Cash flow
Net cash flows from operating activities increased by
€5.1m to €15.8m (FY25: €10.7m), resulting from the higher
underlying EBITDA during the year, representing an
operating cash flow conversion rate of 75% (FY25: 64%),
almost achieving the FY27 Phase 1 target of >75%. The net
working capital cash outflow amounted to €8.8m compared
to a cash out flow of €7.0m in FY25. Inventory levels
increased by €5.0m to ensure product availability needed to
support strong demand and high levels of customer service,
and there was a net out flow of €5.0m relating to amounts
owed by the JV as it continued to ramp-up. Working capital
continues to be a key area of focus for theGroup.
Plant and machinery additions of €4.8m in the year
(FY25: €1.8m) consisted of expansionary growth capital
expenditure in the Arnhem plant to provide further acetyls
storage (€2.6m), thereby increasing future production
efficiency, HSE improvements in the stacker hall (€0.6m),
and maintenance CapEx.
Free cash flow (net cash flow from operating activities less
CapEx) increased to €10.2m compared to €8.8m in FY25.
The Group made a planned investment into the JV of €3.0m
to support its growth and ramp-up. Net cash outflows
from financing activities amounted to €7.3m (FY25: €4.0m),
primarily arising from the net repayment of loans (€2.9m),
interest paid (€2.2m) and payment of lease liabilities(€1.4m).
Financial position
At 31 March 2026, the Group held cash of €17.4m, in line
with the prior year. Net debt decreased by €1.2m in the year
to €41.4m (FY25: €42.6m) primarily due to the increased
operating cash flow generated during the year, offset by
CapEx, investment in JV and financing cashflows. The free
cashflow margin improved to 6.7% (FY25: 6.5%).
Gross borrowings increased by €0.3m to €56.0m during
the year (2025: €55.7m), with net loan repayments of €2.9m
being offset by the accrued interest on the convertible loan
notes of €2.3m and the increase in the accounting value of
the embedded derivative within the convertible loan notes
of €0.6m.
The leverage ratio (net debt to underlying EBITDA)
improved to 1.96x compared to 2.52x in the prior year, and
Free Cash Flow
€10.2m
(Net cash flow from operating activities less CapEx) FY25: €8.8m
Cash Flow from Operating Activities
€15.8m
FY25: €10.7m
FINANCE REVIEW continued
Accoya 'handrill' at the Parkinson's UK charity garden
at RHS Chelsea Flower Show 2026, London, UK.
Manufacturer: Millimetre.
Photography: © Stephen Studd
Accsys Technologies PLC | Annual Report and Financial Statements 2026
34
Overview Corporate GovernanceStrategic Report Financial Statements
is significantly lower than the 4.35x at 31 March 2024. The
continued deleveraging of the balance sheet is in line with
our FOCUS strategy. Excluding the convertible loan notes,
the leverage ratio was 0.74x (FY25: 1.1x).
On 27 October 2025, the Group successfully completed new
debt facilities of €55m, provided on an equal basis by ABN
AMRO N.V. and HSBC UK Bank Plc. The facilities comprise of
a €20m term loan and a €35m revolving credit facility and
are committed on a three-year term, maturing in October
2028. The facilities include an option, at the Banks’ discretion,
to extend the term for a further year to October 2029.
The successful refinancing shows continued strong support
from ABN AMRO and we are delighted to partner with
HSBC, a tier one bank of significant strength and reputation.
We are pleased to have secured improved financing
facilities, providing additional liquidity for the Group, and
strengthening our financial position on improved terms.
Going concern
The consolidated financial statements have been prepared
on a going concern basis, which assumes that the Group
will continue in operational existence for the foreseeable
future, and at least for the 12 months from the date these
financial statements are approved (the ‘going concern
period’). As part of the Group’s going concern review,
theDirectors have assessed the Group’s trading forecasts,
working capital and liquidity requirements, and bank facility
covenant compliance for the going concern period under a
base case scenario and a reverse stress test scenario.
The cash flow forecasts used for the going concern
assessment represent the Directors’ best estimate of trading
performance and costs based on current agreements,
market experience and consumer demand expectations.
These forecasts indicate that, in order to continue as a going
concern, the Group is dependent on achieving a certain
level of performance relating to the production and sale of
Accoya, and the management of its working capital.
The Directors have also considered the possible quantum
and timing of any funding required to ramp up Accoya USA’s
operations. Accsys has a contractual obligation to fund its
60% share of Accoya USA, LLC on a pro-rata basis with its
JV partner (Eastman Chemical Company). This funding has
been considered in both scenarios.
The Group is also dependent on the Group’s financial
resources, including its existing cash position and
banking facilities (see note 26 for details).
The Directors considered a reverse stress test scenario
against the base case to determine the decrease in Group
sales volumes required to breach bank covenants only, as
there is far greater liquidity headroom within the Group.
The Directors do not expect the assumptions in the reverse
stress test scenario to materialise, but should they unfold,
the Group has several mitigating actions it can implement to
manage its going concern risk, such as deferring discretionary
capital expenditure and implementing further cost reductions
to ensure there are no covenant breaches during the going
concern period. In the reverse stress test, a decrease of more
than approximately 13.4% on Group sales volumes compared
to the prior year or a decrease of more than approximately
28.5% compared to the equivalent base scenario period was
required to breach the first bank covenant.
The Directors believe that while some uncertainty always
inherently remains in achieving the budget, in particular
in relation to market conditions outside of the Group’s
control, after carefully considering all the factors explained
in this statement, there is sufficient liquidity and covenant
headroom such that there is no material uncertainty
with respect to going concern. Accordingly, the financial
statements have been prepared on a going concern basis.
Sameet Vohra
Chief Financial Officer
15 June 2026
FINANCE REVIEW continued
Casa Angra, Brazil. Supplier: CORE Innovation. Architect: Studio Arthur Casas.
Photography: © Fran Parente
Accsys Technologies PLC | Annual Report and Financial Statements 2026
35
Overview Corporate GovernanceStrategic Report Financial Statements
RISK MANAGEMENT
How we identify, evaluate and mitigate risks
We recognise that effective
management of risk is essential
to the successful delivery of our
strategic objectives. As such, risk
management is built into our day-
to-day activities and forms an
integral part of how we operate.
Risk governance
At Accsys, the Board is ultimately responsible for risk
management. Ongoing risk assessment is delegated to
the Audit Committee which seeks to ensure that Accsys’
risk processes remain focused and robust. The Audit
Committee’s Terms of Reference ensure it has the capability
and structure to operate independently of the Accsys
Executive team, specifically:
• the Committee is required to have a particular focus on
Accsys’ processes for the management of business and
financial risk;
• Committee members should have the ability to
understand key business and financial risks,
related controls and control processes;
• the Committee is entitled to obtain, at Accsys’ expense,
independent legal, accounting or other professional
advice on any matter it believes is necessary to do so; and
• at least one member of the Committee should be literate
in business and financial reporting and control, and
have past experience in finance, accounting or other
comparable experience or background.
The current Chair of the Audit Committee is Dr Roland
Waibel. Roland is an experienced Non-Executive Director
and has had a long executive career which included Group
Finance Director roles at large multinational organisations,
which means he has a deep understanding of business and
financial risk, related controls and control processes.
Accsys also has an Executive-led Risk Committee which
reports to the Audit Committee on risk management within
Accsys’ business and operations. Accsys’ Risk Committee
meets at least bi-annually and comprises of members of the
Executive Committee. The Risk Committee conducts regular
and structured reviews of risk, which it then reports to, and
further reviews and discusses with, the Audit Committee. The
Audit Committee then seeks to ensure that risks have been
suitably identified and evaluated with appropriate mitigation
plans in place. The Board/Audit Committee is also regularly
appraised on the latest developments in risk management.
Accsys Technologies PLC | Annual Report and Financial Statements 2026
36
Overview Corporate GovernanceStrategic Report Financial Statements
RISK MANAGEMENT continued
The Risk Committee maintains a detailed risk register and
seeks to:
• identify and evaluate key risk areas, including existing and
emerging risks;
• allocate an Executive Committee member with day-to-day
oversight of each risk;
• evaluate the likelihood and magnitude of impact of each risk;
• assess the mitigation controls in place and determine the
risk appetite for each identified risk;
• determine additional mitigating controls required based
on the risk appetite; and
• highlight to the Audit Committee changes in the risk register.
In determining the risk exposure, the Risk Committee evaluates
the potential likelihood and magnitude of impact of individual
risks, both on a 1-5 scale, and the severity score (calculated as
magnitude of impact multiplied by likelihood) on a gross (i.e.
before any mitigating controls/actions) and net (after current
mitigating controls/actions) basis. Consideration is given
to industry specific risk factors and sensitivity and scenario
analysis is also undertaken to assess the magnitude of impact
if a given risk materialises. Risk likelihood is a judgemental
decision based on the experience and knowledge of the risk
owners taking into account all necessary information. These
two elements together determine the risk assessment level
(Very Low, Low, Medium, High, Very High).
Risk appetite guides decision-making across the Group by
setting out the level of risk we are willing to accept in pursuit
of our strategic goals. The risk appetite levels are reviewed
and approved by the Audit Committee and for each principal
risk the suitable level of risk appetite is identified and whether
additional mitigating controls/actions are required. When
determining the risk appetite (accept, mitigate, transfer,
eliminate), the Risk Committee considers the net risk severity
score, the controls and mitigating actions currently in place
for a specific risk, and the residual net risk exposure based on
knowledge, experience and all necessary information.
With the commencement of internal audit activities within
the Group during the year, the internal audit plan is based
on the risks included within the risk register. During FY27,
the lines of defence approach to risk management and
controls will be implemented across the Group.
New and emerging risks
Accsys’ Risk Committee remains alert to the presence of new
or emerging risks to the business, as well as to any changes
in the status or prevalence of existing risks to the business.
Identifying and managing emerging risks is a well established
part of our risk management process and day-to-day business
operations. This ongoing focus helps us stay ahead of change
and ensure our strategy remains resilient and future ready.
When considering the development of new products, risk
assessments are part of the evaluation process covering
strategic, operational, financial, and regulatory risks as part
of the risk criteria assessed.
Risk culture
As part of Accsys’ commitment to good risk management
practices, it is focused on developing cultural awareness of
risk and embedding good risk management practices at all
levels of the organisation. Group initiatives that reinforce risk
culture include a requirement for all employees to complete
training on risk management topics and the employee annual
appraisal process requires managers to check completion of
the training by the employees. Creating a strong risk culture
is important for integrating risk processes, procedures and
employee awareness throughout the organisation.
These training modules cover:
• Data management/privacy;
• Information security;
• Anti-corruption and bribery;
• Market abuse; and
• Anti-slavery.
Accsys Technologies PLC | Annual Report and Financial Statements 2026
37
Overview Corporate GovernanceStrategic Report Financial Statements
Ramp-up of Accoya USA Kingsport plant Financing and liquidity
All employees have a role in the management of risk within
the Group.
Our risk management framework incorporates
a top-down approach, setting the risk appetite
and identifying our principal risks, together
with a bottom-up approach to identify our
operational risks at each production site:
Link to strategy
•
Fundamentally strong
•
Operationally efficient
•
Customer centric and preferred
Link to strategy
•
Fundamentally strong
Description
Accoya USA commenced operations in September 2024. The ramp-up
and performance of the JV is dependent on sales volume growth in the
North American market. A slower ramp-up resulting from lower sales
growth would have a significant impact on the JV’s profitability and cash
flow.
Description
The risk that the Group will not be able to meet its short-term
liquidity and long-term funding financial obligations as they fall due.
Impact
The JV is a material part of the Accsys Group and a slower ramp-
up of the Kingsport plant would have a significant impact on the
profitability and liquidity of the Group. If the JV has significant cash
funding needs, this will need to be provided by the JV shareholders.
Impact
The Group has a complex capital structure with debt and convertible
loan notes. The business has de-risked following the completion of the
Accoya USA plant and discontinuation of the Hull plant. There remains
the risk that the business may not have sufficient liquidity to deliver on
its strategic growth targets given working capital requirements, funding
of CapEx projects and potential further investments into the JV.
Mitigation
•
Continued implementation of commercial strategy for North
America expanding direct distribution, significantly increasing
the number of sub-distributors, retailers and approved
manufacturers, and investing in education and end-user
consumer awareness to accelerate demand generation
•
Tightly controlling the manufacturing cost base
•
Disciplined approach to working capital management
Risk assessment
High
Risk assessment
Low
Change in rating
No change
Change in rating
Decrease
Emerging Risk
No
Emerging Risk
No
Risk appetite
Mitigate
Risk appetite
Mitigate
A summary of the principal risks facing the Group is set out
on this page and the following pages. The below is subject
to ongoing review and change. The risks should not be read
in any order of priority. The change in rating indicates the
risk trend in the reporting period compared to the last
Annual Report.
RISK MANAGEMENT continued
Board of
Directors
R
e
m
u
n
e
r
a
t
i
o
n
N
o
m
i
n
a
t
i
o
n
A
u
d
i
t
E
x
e
c
u
t
i
v
e
C
o
m
m
i
t
t
e
e
C
o
l
l
e
a
g
u
e
s
Review of
operational
controls
Group
controls
Mitigation
•
Successful re-financing of the Group’s primary debt facilities to
October 2028 (with a further one year extension thereafter) on
improved terms
•
Managing liquidity to ensure that the Group can meet its liabilities
when due, under both normal and stressed conditions, without
incurring unacceptable losses or risking damage to our reputation
•
Focused and disciplined management of working capital, including
working capital optimisation project to create value
•
Regular communication with our investors and relationship banks
•
Regular review of banking covenants and capital structure,
ensuring future cash flows are sustainable through detailed
budgeting and forecasting
•
Critical evaluation of CapEx proposals
Accsys Technologies PLC | Annual Report and Financial Statements 2026
38
Overview Corporate GovernanceStrategic Report Financial Statements
RISK MANAGEMENT continued
Information security Health, safety and environment Talent – recruitment and retention of key personnel
Link to strategy
•
Operationally efficient
Link to strategy
•
Safe and sustainable
•
United team
Link to strategy
•
United team
Description
Failure to appropriately protect critical information and other assets
from cyber threats, including external hacking, cyber fraud, demands
for ransom payments and inadvertent/intentional electronic leakage of
critical data.
Description
The Group is subject to the requirements of environmental and
occupational health and safety laws and regulations in the countries in
which it operates, including obligations to take the correct measures
to prevent injuries, and to prevent and/or investigate any process
safety matters arising from operating a chemical plant.
Description
Failure to attract, retain, and deploy the necessary talent to deliver
the Group’s strategy.
Impact
The Group faces an ever-evolving landscape of information security
threats, both internal and external, that are continuously growing in
sophistication and unpredictability. In light of the persistence of high-
profile information security breaches occurring across a wide range
of businesses, the Group takes a necessarily proactive and cautious
approach to safeguarding its information assets. A cyber incident
could cause significant business interruption, downtime and loss of
production capacity while critical systems are offline, thereby affecting
profitability, cash flow and customer trust.
Impact
Any non-compliance with health, safety and environmental regulations
and other obligations relating to environmental matters could result
in harm to individuals or the environment resulting in the Group being
liable for fines, suffering reputational damage and mitigation cost. This
would adversely affect the Group’s operating and financial results.
Impact
The Group needs to attract, develop, motivate and retain the right
people to achieve our operational and strategic targets. Effective talent
management is essential to successfully delivering our current business
requirements and strategic goals, and to realising the full potential of
our businesses. Therefore, failure to leverage talent and capabilities
could significantly impact the successful execution of our strategy.
Mitigation
•
Systems in place to proactively defend and protect our IT
environment
•
Regular simulation and phishing exercises and penetration testing
•
Continued focus on information security training for employees
•
Cyber insurance policy
•
Continued strengthening of IT processes and systems, including
implementation of a security operations centre, and extension of
scope of threat detection solution
Mitigation
•
Formal Health, Safety and Environmental policy, and procedures to
monitor compliance
•
HSE committees at each location led by site directors
•
Regular external audits
•
Continuous training for operational staff
•
Routine and regular safety walks
•
Strengthening of the HSE organisation
•
HSE performance is regularly tracked, reported and reviewed by all
levels of management, including the Board
•
Investigations to identify root causes with key learnings shared
across the Group with a view to continuously improving
Mitigation
•
Annual performance review evaluation and objective setting process
•
Annual organisational review
•
Ensuring that multiple employees are trained to handle critical
functions
•
Competitive incentive plans
•
Employee engagement surveys identifying risks and opportunities
•
Non-monetary recognition programmes e.g. FOCUS Awards
•
Investment in learning management system and training/
development
Risk assessment
Medium
Risk assessment
Medium
Risk assessment
Medium
Change in rating
No change
Change in rating
No change
Change in rating
Decrease
Emerging Risk
No
Emerging Risk
No
Emerging Risk
No
Risk appetite
Mitigate
Risk appetite
Mitigate
Risk appetite
Mitigate
Accsys Technologies PLC | Annual Report and Financial Statements 2026
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Product quality Macroeconomic and political conditions Raw materials supply and pricing
Link to strategy
•
Fundamentally strong
•
Operationally efficient
•
Customer centric and preferred
Link to strategy
•
Fundamentally strong
•
Operationally efficient
•
Customer centric and preferred
Link to strategy
•
Fundamentally strong
•
Operationally efficient
Description
Ensuring that our Accoya and Tricoya products remain of high and
consistent quality.
Description
The Group is dependent on the level of activity in its end markets and
is therefore susceptible to changes in its cyclical economic conditions,
government policy, government elections, rates of inflation, interest
rates, any political and economic uncertainty and the impacts of
global conflicts or trade protectionism.
Description
The Group is exposed to supply chain risks in respect of raw
materials, primarily raw wood and acetic anhydride, including
associated input cost inflation.
Impact
The Group provides warranties of up to 50 years for its products.
Therefore ensuring that the products remain of high, consistent
quality is key, as any significant quality issues in the supply chain or
manufacturing process could result in reputational damage and
higher warranty claims thereby impacting financial performance.
Impact
Macroeconomic and political conditions could have an adverse impact
on the Group’s markets and, ultimately, demand for its products. In
addition, government policy has the potential to be either positive or
adverse to markets and demand. Lower levels of activity within our end
markets could reduce sales and production volumes, thereby adversely
affecting the Group’s financial performance.
Impact
Supply chain disruption through lower availability or longer lead times,
primarily for raw wood, could lead to significant production inefficiencies
thereby adversely affecting the Group’s financial performance.
Mitigation
•
End-to-end quality assurance processes
•
Grading and review of wood quality at different stages of the
production process
•
Continuous improvement and automation of quality checking
Risk assessment
Medium
Risk assessment
Medium
Risk assessment
Medium
Change in rating
No change
Change in rating
No change
Change in rating
No change
Emerging Risk
No
Emerging Risk
No
Emerging Risk
No
Risk appetite
Mitigate
Risk appetite
Mitigate
Risk appetite
Mitigate
RISK MANAGEMENT continued
Mitigation
•
Geographical diversification of sales to reduce exposure to any
single end market
•
Development of sales into new markets and growing our distribution
channels
•
Regular review of macroeconomic and political conditions in key
end markets
•
Assessment and mitigation of impact of tariffs on softwood imports
into the USA
•
Active management of our demand forecasts and costs through
regular operational review meetings
Mitigation
•
Maintaining adequate inventory levels, which act as a limited buffer
in the event of supply chain disruption
•
Researching new wood species and broadening our geographic
network of wood suppliers
•
Entering into long term contracts with sawmills and acetic anhydride
suppliers with pre-agreed prices/price formulae and minimum
volumes
•
12-month rolling FX hedging in place to mitigate $/€ FX risk
on $ based supply agreements
•
Investment in expanded acetyls storage in Arnhem
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Compliance with laws and regulations Climate change mitigation and adaptation
Link to strategy
•
Fundamentally strong
•
Safe and sustainable
•
Customer centric and preferred
Link to strategy
•
Fundamentally strong
•
Safe and sustainable
Description
The Group must comply with all laws and regulations in the countries
in which it operates. Failure to comply with laws and regulations could
lead to reputational damage and penalties/fines.
Description
The risk that climate change may create physical and transitional
risks for the Group over the long term.
Impact
We primarily operate in The Netherlands, UK and USA and,
consequently, are subject to wide-ranging laws and regulations,
including export controls, sanctions, modern slavery, data privacy, fair
competition and anti-bribery and corruption. Any compliance failure by
the Group or its representatives could result in adverse legal, financial
and reputational consequences, leading to potentially significant fines
and penalties.
Impact
Extreme weather events could have the potential to cause disruption to
Accsys’ sites and raw material supply. Growing demand for sustainable
construction materials could also increase global demand for timber
with the potential to adversely impact Accsys’ supply of raw wood.
Alongside this, tighter governmental regulations, eco-label standards
and changes to energy and carbon pricing could lead to increased
operating costs, thereby impacting profitability. New technological
solutions may be needed to meet the energy transition, which could
present capital and operating risks for Accsys.
Risk assessment
Low
Risk assessment
Low
Change in rating
No change
Change in rating
No change
Emerging Risk
No
Emerging Risk
No
Risk appetite
Mitigate
Risk appetite
Mitigate
RISK MANAGEMENT continued
Mitigation
•
Online training for employees on modern slavery, data privacy,
information security, and anti-bribery and corruption
•
Regular reviews of regulatory compliance
•
Board updates on new regulatory compliance with annual update
on AIM rules
•
Regularly updated group policies in place covering laws and
regulations
•
Monthly calls with the Nominated Adviser (NOMAD) Panmure
Liberum
Mitigation
•
Accsys Cares sustainability plan launched with ESG targets
•
Regularly review and update site physical emergency response
plans and risk resilience against extreme weather events
•
Continue to diversify timber supply to ensure varied geographical
supply
•
Drive energy efficiency improvements to reduce energy
consumption and emissions
•
Engaging with technology and energy providers to stay at the
forefront of technological advancements
•
Monitor developments in carbon and environmental regulations
and eco-labels to anticipate and prepare for any future changes
Residential house, UK.
Supplier: S. Taylor & Son Joinery.
Photography: © Claudia Baines
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PROJECT CASE STUDY
For more Accoya projects go online
to | www.accoya.com/uk/projects
Architect: LHC Design
Location: Plymouth, United Kingdom
Project Management: Currie & Brown
Main Contractor: Nevada Construction
Photography: © Richard Downer and © LHC Design
Accoya restores
Tinside Lido for
year-round use
Plymouth, United Kingdom
Overlooking Plymouth Sound, Tinside Lido has been a defining
feature of the city’s waterfront since it opened in 1935.
With its distinctive Art Deco curves and dramatic coastal
setting, the Grade II listed structure remains one of the UK’s
most recognisable outdoor pools and an important part of
Plymouth’s heritage.
As part of Plymouth City Council’s National Marine Park
initiative, the Lido has undergone a significant redevelopment
to support its year-round use. Located in one of the UK’s
most aggressive marine environments, the project required
a careful balance between preserving the heritage of a local
asset and ensuring long-term resilience to salt spray, high-
humidity, storm exposure and heavy public use.
Accoya was selected as a key material in the redevelopment
for its exceptional durability, dimensional stability and low-
maintenance performance in demanding coastal conditions.
It was used extensively across sun terrace decking, external
doors and windows, benches, planters and handrails, as well
as in sensitive joinery repairs. Accoya’s stability allowed for
slimmer profiles and precise tolerances, particularly across
curved and exposed elements, enabling the team from LHC
Design to retain the Lido’s distinctive Art Deco detailing
without sacrificing long-term performance. As it weathers, the
timber will naturally take a silver-grey tone, aligning visually
with the coastal context.
Alongside Accoya, Medite Tricoya Extreme panels were
specified for large-format seasonal storm shutters,
providingrobust winter protection.
Sustainability was central to material selection. Accoya’s
responsible sourcing, extended service life, reduced
maintenance requirements and improved longevity supported
a low embodied carbon approach aligned with public-sector
objectives for environmental performance, predictable
lifecycle costs and long-term value.
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SUSTAINABILITY
Helping the world
build in a more
sustainable way
In FY26, we launched our sustainability plan, Accsys Cares,
providing a clear framework for ensuring long-term value
creation and guiding our sustainability priorities as we
continue to grow.
We have already begun to implement our plan,
strengthening a culture of health, safety, and zero harm,
educating employees on the strategy and our emissions
targets, and improving transparency across our supply
chain. We outline the progress we have made over the
pastyear on the following pages.
The momentum around sustainability at Accsys has
never been greater. Building on our strong foundations,
we continue to develop a more mature and resilient
organisation whilst meeting the growing demand for
sustainable construction materials. We recognise the
workwe need to do to continue to embed sustainability
andare fully dedicated to delivering on the objectives
we have set out in our Plan, aligned with our purpose
of‘Changing Wood to Change the World’.
Dr Jelena Arsic van Os
Chief Executive Officer
* Based on our baseline of FY25.
PLANET PEOPLE PROFIT GOVERNANCE
Mitigating and adapting to
climate change
Looking after our people
and communities
Helping the world
build better
Fostering a positive
company culture
• Energy and Climate
Change
• Responsible Sourcing
• Biodiversity
• Health and Safety
• Workplace and Wellbeing
• Human Rights
• Sustainable and Quality
Products
• Corporate Governance
NET
ZERO
for Scope 1, 2 & 3 carbon
emissions by 2050
*
100%
of electricity from
renewable sources
(including market-based
instruments) by the end
of FY27
20%
reduction in Scope 1 & 2
emissions intensity per
m
3
(market-based) at our
Arnhem site by the end
of FY30
*
100%
of wood from certified
sustainable sources
(FSC® (CO12330),
PEFC/16-37-2311, or
equivalent)
ZERO
harm across
our facilities
FIVE KEY TARGETS GUIDE OUR PROGRESS
Our sustainability plan
Read more online at
| www.accsysplc.com/changing-the-
world/environmental-social-governance/
Parkinson’s UK charity garden at RHS Chelsea Flower Show 2026, London, UK. Architect: Millimetre. Photography: © Stephen Studd
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UN SDG Alignment
SUSTAINABILITY continued
Planet
Beauty, quality and performance
with minimal environmental impact
8%
decrease in Scope 1 emissions intensity per m
3
at Arnhem
Accsys takes a proactive and responsible approach to
reducing its environmental impact. Following the launch
of our sustainability plan, work is ongoing to reduce our
emissions in line with our targets.
Our Net Zero Committee meets biannually to identify
carbon reduction opportunities, track performance,
andensure accountability. Energy and climate training
educated employees on the Accsys Cares plan, our targets,
and actions to further embed climate-conscious decision-
making across the organisation.
Looking forward
• Continue to explore renewable energy
opportunities at each of our sites
• Procure 100% of electricity from renewable
sources (including market-based instruments),
inline with our target
• Process optimisation to continue to
improve operational efficiency and reduce
energyconsumption
Read more online at | www.accsysplc.com/environment/
Operational efficiency improvements through the Elm
Tree II project in Arnhem (read more in the case study on
page 25) and kiln renovations in Barry (see case study on
page 26), have supported our work to reduce the emissions
intensity associated with our manufacturing, in line with
ourtargets. We have already seen progress since last year,
with an 8% reduction in Scope 1 emissions intensity
(tCO
2
e/m
3
) at Arnhem.
We report on our progress through our ESG Data Table on
our website. Accsys also continues to monitor climate risks
and opportunities and voluntarily reports on these through
the Task Force on Climate-related Financial Disclosures
Report (TCFD), also on our website.
Trekronå Treehouse, Ogna, Norway. Architect: Manuela Hardy. Photography: © Hugo Lütcherath
Energy and Climate Change
63,875 tonnes
of carbon locked away in Accoya wood sold in FY26
(FY25: 51,244 tonnes)
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SUSTAINABILITY continued
Responsible Sourcing and Biodiversity
Accsys takes responsibility for ensuring that our raw
materials are sourced responsibly.
We continue to uphold that 100% of Accoya is made
from certified sustainable wood sources (through FSC
®
(CO12330), PEFC/16-37-2311, or equivalent), supporting no
net deforestation, ensuring proper forest management and
high human rights standards.
Engagement on decarbonisation is ongoing with our acetic
anhydride suppliers, as supply chain carbon footprint
remains an important factor in our procurement process
and supporting our efforts towards net zero.
Looking forward
• Maintain responsible timber sourcing in line with
our target
• Continue to explore the use of other suitable wood
species, source locations and supply options for
more sustainable and lower impact wood sourcing
PLANET CASE STUDY
Reducing wood waste through our
Accoya Offcuts Programme
We care about using resources to their full.
OurAccoya Offcuts Programme enables joineries
and manufacturers to turn their unwanted Accoya
offcuts from trim in manufacture back into a useful
product. The reclaimed material is quality checked
at our sites before being sent to our partner Finsa,
where it is repurposed into Tricoya panels to be
sold in mainland Europe. This creates a closed-loop
system storing the carbon in the wood for longer
anddiverting wood waste from landfill. Since inception
in 2022, theprogramme has reclaimed over 1,000m
3
of offcuts, enabling circularity and sustainability for
moreprojects.
182m
3
of Accoya wood off-cuts reclaimed from manufacturers and
re-processed for Tricoya panels in FY26 (FY25: 252m
3
)
100%
of wood from certified sustainable sources (FSC® (CO12330),
PEFC/16-37-2311, or equivalent) in FY26 (FY25: 100%)
Trekronå Treehouse, Ogna, Norway. Architect: Manuela Hardy. Photography: © Hugo Lütcherath
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SUSTAINABILITY continued
Greenhouse gas emissions
Use of Renewable Energy Certificates (RECs)
Accsys purchases Renewable Energy Certificates (RECs),
a market-based instrument, to green its electricity
consumption and meet the incremental targets set
for our Cradle to Cradle Certified
®
status.
In FY26, we purchased RECs to green 57% of our final
manufacturing electricity emissions. We purchase RECs for
our site in Barry, Wales, UK; Renewable Energy Guarantees
of Origin (REGOs) for our site in Kingsport, Tennessee, USA;
and Guarantees of Origin (GOs) for our site in Arnhem,
the Netherlands, collectively referenced in the table
belowas‘RECs’.
Additionally, GOs are purchased for 57% of the electricity
associated with the production of Accoya at a third-party
final manufacturing site in the Netherlands. These are
excluded from our RECs reporting.
FY26 FY25
Renewable Energy Certificates (RECs) retired (MWh) 8,855 7,929
See overleaf for how emissions have changed year -on-year.
GHG emissions and energy use data for period 1 April 2025 to 31 March 2026
FY26 Total FY25 Total
Stationary combustion tCO
2
e 5,985 5,826
Mobile combustion tCO
2
e 109 94
Refrigerants tCO
2
e 0 10.4
Subtotal Scope 1 tCO
2
e 6,094 5,930
Scope 2 emissions location-based – Electricity tCO
2
e 3,833 4,031
Scope 2 emissions market-based – Electricity tCO
2
e 2,663 2,535
Scope 2 emissions – Steam tCO
2
e 1,887 1,078
Total Scope 1 and 2 emissions market-based
†
tCO
2
e 10,644 9,543
Carbon offsets retired
††
tCO
2
e 4,310 3,715
Total Scope 1 and 2 net market-based emissions tCO
2
e 6,334 5,828
Accoya wood product sold
†††
m
3
70,496 61,160
Intensity Ratio: Gross Scope 1 and Scope 2 emissions per 1m
3
product sold (market-based)
††††
tCO
2
e/m
3
0.15 0.16
Energy consumption associated with Scope 1 and 2 emissions kWh 59,563,818 51,179,728
Scope 1: direct emissions from Company owned or controlled sources; Scope 2: indirect emissions from the generation of purchased energy, including electricity and
purchased steam in Kingsport; Scope 3: indirect emissions including upstream and downstream value chain.
† Accsys purchases Renewable Energy Certificates (RECs), a market-based instrument. Our Scope 2 emissions are reported using both the location-based and
market-based approaches, to reflect this.
†† In line with Cradle to Cradle Certified® requirements, offsets are purchased for 54% of non-electric manufacturing emissions and are sourced from projects
certified to a C2CPII-recognised offset project certification programme. The credits are Verified Carbon Units (VCUs), certified by VERRA, using the Verified
Carbon Standard (VCS) to recognise emissions reductions. Additionally, the credits are certified by VERRA’s Climate, Community & Biodiversity Standards (CCB)
to highlight their additional co-benefits.
††† In line with the equity share approach, Accoya wood product sold includes 100% of the Group sales volumes and Accsys' 60% share of the joint venture Accoya
USA's sales volumes.
†††† The Intensity Ratio is calculated using market-based Scope 1 and 2 emissions, excluding offsets.
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SUSTAINABILITY continued
Change from last year
As we have increased production capacity in FY26, overall
emissions have increased as anticipated.
Scope 1 emissions have slightly increased but at a slower
pace due to efficiency improvements at Arnhem.
Scope 2 location-based electricity emissions have
decreased, this is due to greater use of renewables on
public grids, despite our usage increasing.
Scope 2 market-based electricity emissions have increased.
While we have increased our use of RECs, a larger share of
our electricity is now exposed to the residual mix. Thisis
due to increased global demand for renewable energy.
Theimpact of the residual mix will decrease as we switch
to100% market based instruments to meet our Accsys
Cares target.
Scope 2 steam emissions have increased due to increased
production at Kingsport.
While overall emissions increased, we are pleased
withour progress on decreasing market-based intensity
per 1m
3
of product. This decrease can be attributed to
increased efficiencies at Kingsport due to ramp-up and
operational efficiencies at Arnhem, including our acetyls
storageproject.
Streamlined Energy and Carbon Reporting
(SECR)
The UK accounts for 13% of total Scope 1 and 2 energy
consumption (MWh) and 13% of total gross Scope 1 and 2
market-based emissions (tCO
2
e).
For additional emissions breakdown, see the 2026 ESG Data
Table on the Accsys PLC website.
Scope 3 emissions reporting
• Our Scope 3 emissions can be found in the ESG data table
on our website: www.accsysplc.com/changing-the-world/
environmental-social-governance
Scope 1, 2 and 3 emissions boundary and
methodology
• Emissions have been calculated using the main
requirements of the GHG Protocol – Corporate
Accounting and Reporting (revised edition).
• We have reported on the emission sources required
under the Companies Act 2006 (Strategic Report and
Directors’ Reports) Regulations 2013.
• We set our reporting boundaries using the equity share
approach. We report on all sites where we have a share in
equity in the operations; for FY26 this includes 100% of
emissions from our manufacturing facility in Arnhem, the
Netherlands, our Accoya Color facility in Barry, UK, our
London office, and 60% of the emissions from our joint
venture in Kingsport. Accsys holds a 60% interest in the
joint venture and Eastman 40%.
• Selection and data collection were based on primary
information sources, including official documents, bills
and invoices.
• Emissions have been calculated using the following data
and emissions factor sources: IPCC 2006 Guidelines for
National Greenhouse Gas Inventories, 2007 IPCC Fourth
Assessment Report, IEA Emissions Factors (2025), CEDA
(2025), UK Government GHG Conversion Factors for
Company Reporting (2025), SimaPro 9.5 and EcoInvent
3.11. For our market-based Scope 2 emissions reporting,
we also use residual mix factors sourced from the
Association of Issuing Bodies (AIB) and Green-e.
• We have Environmental Product Declarations (EPD)
for our wood products which include cradle-to-grave
life-cycle assessments (LCAs) and are based on our
production data. The results from these EPDs are
usedto estimate the Scope 3 emissions associated
withourproducts.
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Health and Safety
Zero
fatalities (FY24: zero)
0.51
Lost Time Incident Rate (LTIR) (FY25: 3.30)
*
The Group is proud to announce a significant reduction
in its LTIR (Lost-Time Incident Rate) to 0.51. This reflects
significant work throughout FY26 to embed Accsys' ‘Think
Safe, Act Safe’ approach.
Health and Safety Week helped to foster accountability at
every level of the organisation. Under the theme ‘Safety
Starts with Me’, employees made personal safety pledges,
and participated in safety and CPR training.
* Per 200,000 hours worked.
Looking forward
• Continue to strengthen our culture of zero harm
whilst remaining aligned with our FOCUS strategy,
ensuring that safety remains a priority with each
growth phase
• Specific employee training including health and
safety training programmes to enhance site
personnel capabilities
• Develop a risk inventory and comprehensive
improvement plan
SUSTAINABILITY continued
Watch our 'Safety starts with me' video
here | https://www.youtube.com/
watch?v=KCqgf0ZnIGQ
People
Creating an inclusive, supportive
and safe workplace
Barry has now recorded 1,700 days without a lost time
incident, whilst Kingsport has recorded an impressive 1,410
days. This achievement is supported by rigorous protocols,
inspections, regular use of the Safety Observation Cards,
and daily ‘toolbox talks’ that use real-life examples to embed
safety into the daily life of every employee.
Accsys continues to track performance against annual
safety targets, with health and safety metrics linked to
variable remuneration for the Executive Committee.
UN SDG Alignment
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Workplace and Wellbeing
and Human Rights
Two
volunteering events across our sites in FY26
Accsys recognises that our employees are central to our
success and is committed to creating a workplace where
every individual can succeed.
Throughout FY26, employee development focused on
function-specific learning, mandatory training on artificial
intelligence, and the launch of the Employee Resource
Hub to further educate employees on the wider business,
beyond their day-to-day roles.
In the summer, London employees volunteered to litter pick
at the River Thames, where 250kg of rubbish was collected.
In Arnhem, colleagues participated in the Mega Wandel
marathon, raising €1,000 for a children’s disability charity.
Total
headcount
%
Male
%
Female
Non-Executive Board Members 4 75 25
Senior managers
*
33 76 24
All employees 241 87 13
Note: Table reflects FY26 for Accsys. Headcount is exclusive of joint venture.
* Senior managers include our Executive Board Members, Executive Committee,
and senior managers with the highest levels of strategic influence for
theorganisation.
Looking forward
• Continue to be guided by engagement with our
employees
• Improve our supplier engagement, including a
comprehensive review of our screening process and
implementation of a new system to further improve
human rights and sustainability practices beyond
our operational control
SUSTAINABILITY continued
PEOPLE CASE STUDY
Making a positive social impact
with Accoya Gives Back
Aligning with our purpose of ‘Changing Wood
to Change the World’, Accoya Gives Back is our
programme that seeks to donate up to 10m
3
of Accoya
wood annually to impactful projects.
The Accsys Charity Committee considers proposals
against how they promote environmental stewardship,
social equity and community resilience.
This year, we partnered with long-standing Scottish
customer, Treecraft Woodwork, and charity, Social
Bite for the construction of sustainable 'nest
houses', a project tackling homelessness in Scotland.
Designed to be highly durable, Accoya’s 50-year
warranty and low maintenance requirements ensures
that hundreds of people will benefit from safe and
supportive accommodation for decades to come.
Beyond temporary shelter, the villages offer tailored
support, skills training and pathways to employment,
supporting residents to rebuild their lives and helping
to address the issue of homelessness in Scotland.
Open conversations with our employees are supported by
site Sustainability Champions, the employee survey and
quarterly Ideas Box. These enable employees to suggest
organisational improvements and solutions, and contribute
to site events and cultural activities such as International
Women’s Day and World Mental Health Day.
Salary benchmarking and gender pay gap tracking
ensured that wages remain fair, equitable and reflective
of employees’ skills, abilities and experience. A review of the
Human Rights policy also ensure that our commitments and
protocols remain up-to-date.
Read more about our approach online at
| www.accsysplc.com/social
73%
employee satisfaction in the Employee Engagement Survey
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PROFIT CASE STUDY
Using Accoya to deliver a low-carbon,
circular building
The Braemar Eco House in New Zealand aims to
represent the future of sustainable construction, with
design considerations and careful material selection
enabling both resilience and high-performance in
the changing climate. This includes implementing
the principles of passive solar design and building
forms to promote natural ventilation, limiting energy
demand and encouraging natural heating and cooling
around the building’s design.
Accoya was specified for its durability, sustainability,
and alignment with circular economy principles.
Its exceptional longevity reduces the need for
replacement and maintenance, supporting key
aims of the project. Alongside this, Accoya is
manufactured from certified sustainable timber (FSC
®
(CO12330), PEFC/16-37-2311, or equivalent), providing
supply chain transparency beyond environmental
considerations.
SUSTAINABILITY continued
Looking forward
• Continue to explore opportunities to reduce our
footprint
• Monitor opportunities to add new sustainability
labels as relevant
Sustainability Recognition
We are proud that our products are high-performing
and consistently recognised by sustainability labels
andcertifications.
Throughout FY26, we have been updating our business
practices to maintain our Cradle to Cradle Certified
®
Gold status. This all-encompassing product certification
considers all elements of product development, from
sourcing to end of life, and responsible business beyond
manufacturing. Accoya has held Cradle to Cradle Certified
®
Gold for over 15 years and we are on track to maintain this in
line with the increasingly rigorous requirements for Version 5,
which we expect to obtain in FY27.
We continue to invest in innovation and product development
to strengthen our ability to deliver sustainable and high-quality
products. During FY26 we invested €1.2m in R&D, primarily
focusing on exploring new wood species, working with
partners on fire protection solutions and collaborating with
coating partners to enhance durability and extend product life.
Braemar Eco House, Nelson, New Zealand. Architects: Design Base Architects.
Photography: © George Guille
The Palmerston North Acute Mental Health Unit, New Zealand.
Supplier: Hermpac. Architect: CCM Architects and Jacobs.
Photography: © Paul McCredie
Sustainable and Quality Products
15+
years Cradle to Cradle Certified® Gold (since 2010)
€1.2m
dedicated investment in research and development (R&D)
(FY25: €1.2m)
Profit
Providing sustainable, durable, stable
and versatile products that meet the
growing demand for high-performing,
circular construction materials
UN SDG Alignment
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Corporate Governance
Zero
Incidents of bribery and corruption in FY26 (FY25: zero incidents)
100%
of relevant colleagues (including the Board) communicated with and
completed training on anti-corruption policies and other key topics
in FY26 (FY25: 100%)
The Board of Directors holds ultimate responsibility
for overseeing the management of Environmental
Social Governance (ESG) and climate-related risks and
opportunities (for more information see our TCFD Report).
Throughout FY26 we have continued to embed governance
across all layers of the organisation.
Two ‘meet the Board’ events in FY26 encouraged open
dialogue, transparency and a stronger connection between
leadership and employees.
SUSTAINABILITY continued
We have been working to review our Supplier Code of
Conduct to reflect evolving international standards and
ESG requirements, reinforcing our expectations for ethical
behaviour in the supply chain and building transparency
beyond our operations.
UN SDG Alignment
Looking forward
• Ensure our policies and processes are up to
date and in line with our participation in the UN
Global Compact, the QCA Corporate Governance
Code (see page 67) and monitoring of regulatory
requirements
• Continue monitoring new reporting frameworks
Governance
Maintaining a positive and accountable
corporate culture as we grow
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SUSTAINABILITY continued
GOVERNANCE CASE STUDY
Accsys maintains recognition in
sustainability benchmarking
At Accsys, we are committed to embedding
sustainable business practices into every aspect of
our operations. Independent, externally assessed
accreditations play a key role in helping us to
objectively measure, benchmark, and validate our
sustainability performance, while guiding continuous
improvement on ESG priorities and alignment with
global standards and industry peers.
Accsys continues to participate in the S&P Global
Corporate Sustainability Assessment (CSA).
We are delighted to report that this year, Accsys once
again improved its performance, achieving 62/100.
This represents a six point increase from the previous
year, and means that Accsys remains firmly within the
top 20% for our sector (Paper and Forest Products)
for the fourth consecutive year.
This achievement highlights our continued leadership
in sustainability. Accsys continues to operate with
transparency and accountability, making meaningful
progress in comprehensively addressing ESG issues.
62/100
score in the S&P Corporate Sustainability
Assessment (FY25: 56/100)
Residential House, Wirral, UK. Supplier: James Lathams. Architect: Bromilow
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STAKEHOLDER ENGAGEMENT
Section 172(1) statement
Statement by the Directors in relation to their statutory duty in accordance with Section 172(1) of the
Companies Act 2006.
The Directors of Accsys, like all UK companies, have a duty under Section 172(1) of the Companies Act
2006 to act and make decisions that promote the success of the Company for the benefit of its members
(that is, its shareholders) as a whole, but in so doing the Directors must take into account the following
stakeholder interests:
a
The likely consequences of any
decision in the long term
c
The need to foster the
Company’s business
relationships with suppliers,
customers and others
e
The desirability of the Company
to maintain a reputation for
high standards of business
conduct
b
The interests of the
Company’s employees
d
The impact of the Company’s
operations on the community
and the environment
f
The need to act fairly as
between members of the
Company
In discharging their duty this year, the Directors (both individually and collectively) confirm that during the
year under review, they acted to promote the success of the Company for the benefit of its members as a
whole, whilst having due regard to the matters set out above, as required under Section 172(1)(a) to (f) of
the Companies Act 2006 ('Section 172(1)').
The below describes firstly how Directors are equipped to make decisions and discharge their duty under
Section 172(1), and then sets out who the Company’s key stakeholders are and highlights the issues which
matter the most to them. It goes on to further illustrate how the Board and Accsys more generally engages
with each stakeholder group and provides examples of how and where stakeholder interests and the
matters set out in Section 172(1) (a) to (f) have been taken into account in decision making during FY26.
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Activity and outcomes in FY26 Strategic priorities
• The CEO and CFO regularly held investor roadshows and
participated in conferences. They also arranged site visits for
investors and analysts and engaged retail investors through various
media channels
• Completion of Group refinancing, leading to the introduction of
HSBC alongside ABN AMRO, delivering improved financing terms,
strengthening our ability to deliver on our FOCUS strategy
• Appointment of Panmure Liberum as the Company’s broker and
Nominated Advisor, providing specialist small to mid-cap market
expertise, advice and perspective on enhancing growth and
delivering value to shareholders
• Detailed review of independent Board evaluation carried out at the
end of FY25, implementation of recommendations from that external
review and subsequent internal review, all with the over-riding
objective of ensuring the Board is as well positioned as possible
todeliver its FOCUS strategy for the benefit of shareholders
• Appointment of new internal audit manager and in-house
Company Secretary, designed to further mitigate risk and
enhancegovernanceprocedures
a
c
d
e
f
• Fundamentally Strong
• Operationally Efficient
• Customer Centric and Preferred
STAKEHOLDER ENGAGEMENT continued
Engaging with our stakeholders
Directors’ Decisions
As part of their induction, all Directors are briefed on
their statutory duties including Section 172(1) and can,
on an on-going basis, access professional advice on
these – either through the Company or via external
advisers. During the course of the year, key duties and
other corporate governance matters are reviewed at
Board meetings.
The Board is regularly updated on engagement and
feedback from Accsys’ broad spectrum of stakeholders
to enable it to consider such views during relevant
decision-making processes, taking into account the
impact of decisions on stakeholder groups.
Ahead of every Board meeting, a pack of papers are
circulated to the Board providing the agenda and
information relating to agenda items for the meeting
ahead, with matters that require Board approval, input or
discussion highlighted. At the front of every Board pack,
a paper reminds the Board of its duties under Section
172(1) and sets out the matters that the Board needs to
give due regard to in its decision making.
Stakeholder group:
Shareholders and investors
What matters to this stakeholder group How we engage
• Financial and operational performance of the business
• Creation of long-term, sustainable shareholder value
• Share price and returns
• Risk management
• Board composition and succession
• Strong governance
• The Board actively seeks engagement with shareholders
andinvestors
• The Chair, CEO and CFO engage with shareholders on financial and
business performance and strategic priorities, particularly around
financial results announcements
• The Board reviews and approves key investor communications,
including the Annual Report and RNS announcements
• CEO and CFO engage with the brokers and analysts
• CFO leads regular risk reviews with the Executive Committee,
with in-depth reporting on risk and risk management to the
AuditCommittee
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STAKEHOLDER ENGAGEMENT continued
Stakeholder group:
Suppliers and business partners
What matters to this stakeholder group How we engage
• Business performance
• Business reliability and consistency
• Terms and conditions and payment practices
• Business conduct and treatment
• Compliance with regulations
• Meetings between Executive Directors and
senior executives of Accsys and its major
suppliers and business partners on a regular
basis to understand the strategy, expectations
and performance of their businesses
• Key account and relationship building and
management
Stakeholder group:
Distributors, customers and consumers
What matters to this stakeholder group How we engage
• Product quality and performance
• Level of customer service and accountability
• Product availability
• Sustainability and responsible sourcing
• Collaboration on sales and marketing
• Standards of business conduct
• Data protection
• Board and Executive Committee members
meeting with key customers
• Communication and regular dialogue with
distributors and customers
• Active involvement and direct engagement with
trade associations
• Hosting distributor and customer site visits
• Media and social media outreach to communicate
product value proposition
• Board monitoring of sales metrics and
productquality
Activity and outcomes in FY26 Strategic priorities
• Continued engagement with key wood suppliers, leading to new long-term
supply agreements, mitigating risk and supporting the delivery of our FOCUS
strategy
• Engagement with smaller or new potential suppliers, strengthening
relationships and improving resilience and generating alternative supply lines
to ensure performance
• Significant growth in sales, revenue and operational performance of Accoya
USA with our JV partner Eastman Chemical Company
• Approved the 2026 Modern Slavery Statement and commenced a supply
chain due diligence review with external consultancy to strengthen our due
diligence processes, with a view to ensuring modern slavery and human
trafficking risks are mitigated and to enhance supplier visibility
a
c
d
e
• Fundamentally Strong
• Operationally
Efficient
Activity and outcomes in FY26 Strategic priorities
• Ramped up Accoya USA production capacity, with reliable output, deepened
distributor relationships and valuable new agreements in North America and
Mexico during FY26
• More than doubled production capacity of Accoya Color in Barry to meet
strong global demand from customers and consumers
• CEO regular engagement with key Accoya and Tricoya customers across our
markets
• Implemented a refresh of the Accoya brand, with updated guidelines
assisting Accoya marketing
• Board reviewed and approved updated data protection policies, designed to
further mitigate data protection risk
• Launch of the new Accsys Cares sustainability plan, see below
a c
e
• Operationally Efficient
• Customer Centric and
Preferred
d
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55
STAKEHOLDER ENGAGEMENT continued
Stakeholder group:
Employees
What matters to this stakeholder group How we engage
• Health and safety (and working conditions)
• The Company’s financial position
• Learning and development opportunities
• A fair and equitable workplace
• Reward and benefits
• Strong corporate purpose, values and alignment
• Regular updates with site HSE committees
• Encouraging employees to report HSE concerns
with ‘Safety Observation Cards’
• Regular CEO and CFO updates including
Townhalls and digital communications
• ‘Meet the Board’ events, providing an
opportunity for the Board to engage face to
face with employees in Arnhem, Barry, London or
Kingsport
• Endorsement of Employee Share Plan
• Appropriate whistleblowing platform in place
Stakeholder group:
Community and the environment
What matters to this stakeholder group How we engage
• Sustainability including carbon emissions and
responsible sourcing
• Greater use of timber in construction
• Local employment
• Local engagement and charitable giving
• ESG performance is embedded into the
Company’s incentivisation targets
• Board commitment to sourcing 100% of our
wood from certified sustainable and well
managed sources (FSC® (CO12330), PEFC/16-37-
2311, or equivalent)
• Participation in trade bodies supporting
timber-based construction including Timber
Development UK
• Charitable donations approved by the Accsys
Charity Committee
London colleagues' community outreach
Activity and outcomes in FY26 Strategic priorities
• Global HSE week, with talks from the Chair, Executive Directors and senior
executives
• Regular reporting of HSE matters to the Board
• Launch of Accsys Cares and zero harm target across our facilities
• Increased training and development, including the launch of the Employee
Resource Hub, providing opportunities for workforce upskilling
• Annual employee 'FOCUS' awards recognising innovation and exceptional
contributions to Accsys life
• Investments in working conditions, including ventilation and skylights in
Arnhem and ergonomic desks in London
a
b
d
e
• Fundamentally Strong
• United Team
• Safe and Sustainable
Activity and outcomes in FY26 Strategic priorities
• 'Accoya Gives Back’ launched, donating up to 10m
3
of Accoya each year to
projects that deliver lasting social and environmental benefits. The donations
help to create value in the communities where we work, live and do business
• Board approval of a new sustainability plan, Accsys Cares, which builds on the
Group's ongoing work to understand and reduce its environmental footprint
and address ESG topics, see below
a
b
d
e
• Safe and Sustainable
Board members with the Barry team
c
c
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CASE STUDY
Developing our sustainability plan
In producing Accsys Cares, our new sustainability plan, Accsys engaged over 50 internal
and external stakeholders, including employees, customers and business partners and
shareholders, to identify the sustainability issues that matter most to our business and
to them (Sections 172(1)(b) (c) and (f)). Competing stakeholder interests were carefully
considered, with a view to ensuring balance and fairness.
Accsys Cares looks to the future with ambitious new targets, including a commitment
to Net Zero for Scope 1, 2, and 3 carbon emissions by 2050 and mid- and short-term
decarbonisation targets. The likely consequences of the sustainability plan in the short,
medium and long term were therefore key considerations for the Board in its approval
decision (Section 172(1)(a)).
Accsys’ impact on communities and the environment are two of the central pillars around
which our sustainability plan is built, with ‘Planet, People, Profit and Governance’ being
the plan’s four key foundations (Section 172(1)(d)).
Maintaining a reputation for high standards of business conduct permeates through
everything Accsys does. In producing the sustainability plan, to ensure that those high
standards were achieved, a Double Materiality Assessment was performed following
European Financial Reporting Advisory Group (EFRAG) guidelines, with specialist
external consultancy the CEN Group engaged to advise us (Section 172(1)(e)).
Further details of the Accsys Cares plan are set out on pages 43-52.
The introduction of the sustainability plan is a prime example during FY26 of where the
Directors, in taking a decision to promote the success of the Company for the benefit of
its members as a whole, had regard for a whole range of stakeholder interests, including
the matters set out in Section 172(1)(a) – (f) of the Companies Act 2006.
STAKEHOLDER ENGAGEMENT continued
Arc Polo Farm, Surrey, UK. Manufacturer: Exterior Solutions Ltd. Architect
DROO. Photography: © Henry Woide
In accordance with Companies Act 2006 requirements, this Strategic Report was approved by the Board of Directors on 15 June 2026 and is signed by:
Dr Jelena Arsic van Os Dr Trudy Schoolenberg
Chief Executive Officer Non-Executive Chair
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Corporate
Governance
59 Board of Directors
61 Executive Committee
62 Corporate Governance
69 Audit Committee Report
71 Nomination Committee Report
74 Remuneration Report
87 Directors’ Report
90 Statement of Directors’
Responsibilities
Edeman Fossil Museum, New Jersey
Architects: Ennead Architects & KSS Architects,
Builder: Jingoli & Sloan & Company,
Manufacturer: RESAWN TIMBER CO.
Cladding: 1,950m
2
of Accoya, Battens: 4,570m of Accoya
Photography: © Jeff Goldberg/Esto, Courtesy of RESAWN TIMBER CO.
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58
Key to Committees
Audit Committee
Nomination Committee
Remuneration Committee
C Chair of Committee
C
BOARD OF DIRECTORS
Dr Trudy Schoolenberg
Non-Executive Chair
Dr Jelena Arsic Van Os
Chief Executive Officer
Sameet Vohra
Chief Financial Officer
Appointed to the Board
1 April 2018
Appointed to the Board
27 June 2023
Appointed to the Board
30 September 2024
Background and experience
As well as strategy and growth experience,
Dr Schoolenberg has strong operational
knowledge, gained both during her time at
Shell and thereafter at AkzoNobel.
Trudy has nearly 30 years’ experience working
for blue-chip companies in the chemicals,
engineering and high-performance product
sectors, including over 20 years with Royal
Dutch Shell where she led business strategy
and growth plans for Shell Chemicals, a business
unit with a multi-billion dollar turnover.
Background and experience
Dr Jelena Arsic van Os has over 20 years’
experience in senior executive leadership
roles in large-cap multinational companies.
Prior to joining Accsys, Jelena was VP Plastics,
Coatings, Adhesives and Rubber Performance
Minerals EMEA and at Imerys SA, a global
leader in mineral-based specialty solutions.
Prior to this, Jelena held a number of senior
executive positions across the globe during
her 17 year tenure at AkzoNobel, the large-
cap, chemicals and coatings company.
Jelena has a PhD in Solid State Chemistry
from Radboud University Nijmegen,
Netherlands.
Background and experience
Sameet has more than 30 years’ experience
in finance, with over 20 years’ experience
working in UK PLCs across manufacturing,
engineering, and natural resources. He has
a broad skillset across strategy execution,
performance improvement, M&A, IT, risk
management, transformation and financial
management.
Sameet most recently served as CFO of
Sureserve Group PLC and has previously
held positions including as CFO of Science
Group PLC and Group Director of Finance
at Spectris PLC. He qualified as a chartered
accountant with KPMG and is a fellow of the
ICAEW in England and Wales.
Key external appointments
Trudy is currently Chair and a Non-Executive
Director of:
• Elementis PLC
Key external appointments
None
Key external appointments
None
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C C
BOARD OF DIRECTORS continued
Louis Eperjesi
Non-Executive Director
(Senior Independent Director)
Dr Roland Waibel
Independent Non-Executive Director
Edwin Bouwman
Non-Independent Non-Executive Director
Appointed to the Board
14 June 2022
Appointed to the Board
1 August 2023
Appointed to the Board
12 December 2023
Background and experience
Louis joined the Board following a successful
33-year career in the building materials
sector.
Louis brings a strong background of
manufacturing and supply of building
products in international markets, together
with commercial, strategy development, M&A
and change management experience.
He was most recently CEO of Tyman Plc and
prior to this, held senior executive roles in
Kingspan Plc, Baxi Group Ltd, Lafarge SA and
Caradon Plc.
Background and experience
Roland joined the Accsys Board on 1 August
2023, bringing over 30 years of chemicals,
pharmaceutical, textile and process industry
knowledge and experience.
He most recently held the position of Chief
Financial Officer of Archroma Group, a leading
chemical supplier to the textile and paper
industry, between 2013 and 2022. Prior to
Archroma, Roland was the Chief Financial
Officer of Omya AG and Lonza Group AG.
He also served as Non-Executive Director
of Adval Tech Holding AG, an international
supplier to the automotive industry, between
2005 and 2020.
Background and experience
Edwin has over 30 years’ experience in the
energy and building materials industry.
He has held executive roles at public and
private multinationals, including Royal Dutch
Shell, Roto Smeets N.V., CRH Plc and SHV
Energy. Edwin has established a track record
of successful business transformation,
delivering both organic and acquisitive
growth strategies to enable substantial
portfolio performance improvement.
Edwin was appointed pursuant to a
Relationship Agreement with Teslin
Participaties Coöperatief U.A.
Key external appointments
Louis is currently a Non-Executive
Director of:
• Trifast PLC
• Howden Joinery Group PLC
• Ibstock PLC
Key external appointments
None
Key external appointments
Edwin is currently a Non-Executive
Director of:
• Koninklingke Jumbo Food Groep B.V.
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EXECUTIVE COMMITTEE
The Executive Committee includes the Chief Executive Officer, the Chief Financial Officer and the following individuals:
Our Executive Committee comprises a group of leaders who are experts in their fields with a broad range of specialism and sector knowledge. Together, they drive and manage Group
activities and are committed to ensuring we deliver on our plans for growth and commercial success. Their hard work, commitment and specialist advice has supported the growth of
Accsys Technologies PLC.
John Alexander
Group Commercial Director
Dr Pablo Steenwinkel
Group Technology and Quality Director
Hans Pauli
Managing Director, Arnhem
Angus Dodwell
General Counsel and Company Secretary
Background and experience
John is responsible for all aspects of
product sales for Accsys, managing our
global commercial team. John has a degree
in Forestry and Forest Products from the
University of Wales and an MSc in Timber
Engineering from the University of Maine, USA.
John’s career in the wood product industry
started as technical manager at Jeld-Wen, the
world’s largest manufacturer of windows and
doors, and he subsequently moved to BSW
Timber, the largest forestry and sawmilling
group in the UK.
Initially joining Accsys as Head of Product
Development in 2010, John became Director
of Sales and Product Development in 2015
and in 2020 tightened the focus of his role on
sales activities and strategy. In 2023 he took
on responsibility for marketing and customer
service.
Background and experience
With over 20 years of technology leadership
experience in the chemicals industry, Pablo
started his career at Accsys in January 2021
and is responsible for all aspects of product
and process support and innovation for
Accsys, leading the Global Technology Centre
(GTC), a global team of experts in the fields
of wood (modification) science, chemistry,
process technology and intellectual property
development.
Pablo has an MSc in Chemistry from the
University of Leiden (NL) and a PhD in
Chemistry from the University of Utrecht
(NL) and previously worked at Zeneca Resins
(now part of Covestro), Avery Dennison
and, most recently, at Flint Group as Senior
Technical Director Packaging Inks EMEA.
Background and experience
Hans has held financial positions across
the banking and biotech sectors and
has significant experience in investment,
manufacturing, licensing and distribution.
Hans’ commercial career began in the
banking sector where he worked for various
institutions including Barclays, where he
gained investment and M&A experience.
He has worked for a number of biotech
companies as Chief Financial Officer,
including Euronext-listed Pharming
Group N.V.
Hans holds a BA in Business Administration,
an MA in tax law from the University of
Amsterdam and recently graduated from
Insead’s International Director’s Program.
Background and experience
Angus is responsible for the legal affairs of
the Accsys Group. Angus previously worked
at Accsys from 2008 to 2022, latterly as
General Counsel and Company Secretary, and
rejoined the Group as General Counsel and
Executive Committee member in March 2025.
He was subsequently appointed Company
Secretary of Accsys on 1 October 2025.
Angus qualified at a leading UK international
law firm and has nearly 25 years’ experience
practicing as a corporate and commercial
lawyer, principally advising small-mid cap
companies on a broad range of commercial,
corporate, governance, regulatory and other
business matters.
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CORPORATE GOVERNANCE
Operating with high standards of
corporate governance provides
Accsys with a platform to deliver long-
term success for all shareholders.”
Dr Trudy Schoolenberg
Non-Executive Chair
Dear Shareholder,
As Chair of the Company, I have pleasure in presenting the
Corporate Governance Statement for FY26. The Board is
collectively responsible to the Company’s shareholders
for the effective oversight and long-term success of
Accsys. Accsys adopted the Quoted Companies Alliance
Corporate Governance Code (‘QCA Code’) in 2018 to
provide a framework of high standards of governance
that is designed to help the Company deliver long-term
success. Since FY25 the Company has reported against the
2023 updated version of the QCA Code, which provides
ten renewed principles of good governance that the Board
operates in compliance with. Details of how we comply with
the 2023 QCA Code are given on page 67.
The Board recognises corporate governance is not a
static process and there is a need to continuously review
our policies and practices to ensure that the Company
meets the required standards. Understanding that good
corporate governance requires on-going over-sight and
evolution, it is important for this area to develop in line with
the growth and overall strategic plans for the Company. The
Board considers that the policies, procedures and relevant
systems which have been implemented to date have given
us a firm foundation for our governance structure, but
regular review and update will put Accsys in the best
possible position to deliver on its FOCUS strategy goals
and the significant opportunity before us.
Composition and independence
of the Board
During the financial year the Board remained stable and
cohesive, consisting of six Directors: the independent Non-
Executive Chair, two Executive Directors, two independent
Non-Executive Directors and one non-independent Non-
Executive Director. As further set out in my Nomination
Committee Report, I am delighted that Louis Eperjesi has
been re-appointed for a further three year term as a Non-
Executive and Senior Independent Director.
The independence of the Non-Executive Directors was
reviewed and determined during the course of FY26 in line
with good corporate governance (the independence of the
Chair being assessed as at the date of appointment).
Details of each Director’s experience and background are
given in their biographies on pages 59 and 60.
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Culver Homestead, Indiana, US. Architect: Northworks. Photography: © Tysen Kay
CORPORATE GOVERNANCE continued
Board responsibilities
Amongst other things, the Board has overall responsibility
for the Company’s purpose, strategy, business model,
performance, capital structure, approval of key contracts
and major capital investment plans, the framework for risk
management and internal controls, governance matters and
engagement with shareholders and other key stakeholders.
The Board is notably responsible for:
• developing Group strategy, business planning, budgeting
and risk management;
• monitoring performance against budget and other
agreed objectives;
• setting the Group’s values and standards, including
policies on employment, health and safety, environment
and ethics;
• relationships with shareholders and other major
stakeholders;
• appointment of key advisers to the Company;
• determining the financial and corporate structure of
the Group (including financing and dividend policy);
• major investment and divestment decisions, including
acquisitions, and approving material contracts; and
• Group compliance with relevant laws and regulations.
How the Board operates
The Board has an established schedule of meetings
throughout the year, with additional meetings convened
when required. The Board addresses several recurring
items at each Board meeting, including operational
and financial performance updates and management
presentations. The Directors maintain a dialogue between
Board meetings on a variety of matters.
Board Role Responsibilities
Chair • Leads the Board and is responsible for the overall effectiveness of Board governance
• Sets the Board’s agenda, with emphasis on strategy, performance and value creation
• Shapes the culture of the Board
Chief Executive
Officer
• Develops strategies, plans and objectives to propose to the Board
• Leads the organisation to ensure the delivery of the strategy
• Ensures effective communication with shareholders
• Day-to-day management of Group operations
Chief Financial
Officer
• Implements the Group financial strategy
• Supports the Chief Executive Officer in the delivery of the strategy
• Oversees financial reporting and internal controls
Non-Executive
Directors
• Demonstrate independence and impartiality (INEDs only)
• Bring experience and special expertise to the Board
• Constructively challenge the Executive Directors
• Monitor the delivery of the strategy within the risk and control framework set by the Board
• Monitor the integrity and effectiveness of the Group’s financial reporting, internal controls and risk
management system
• Promote and support the Group’s values and commitment to high standards of corporate governance
• Serve on the Board’s Committees (as appointed)
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CORPORATE GOVERNANCE continued
The table below sets out the attendance record of individual Directors at Board and Committee meetings held during
the financial year:
Board
Audit
Committee
Remuneration
Committee
Nomination
Committee
Director Attended Attended Attended Attended
Dr Geertrui ‘Trudy’ Schoolenberg 8/8 4/4 4/4 2/2
Dr Jelena Arsic van Os 8/8 n/a n/a n/a
Sameet Vohra 8/8 n/a n/a n/a
Louis Eperjesi 8/8 4/4 4/4 2/2
Dr Roland Waibel 8/8 4/4 4/4 2/2
Edwin Bouwman 8/8 4/4 4/4 n/a
Notes:
• In addition to the scheduled meetings indicated above, additional ad hoc Board and Committee meetings were convened during FY26 for various business
purposes.
• Where a Director is not a member of a Committee, this is denoted by ‘n/a’ above, however such Directors attend Committee meetings by invitation on an
adhoc basis.
The Board retains control of certain key decisions through
the schedule of matters reserved for the Board.
It has delegated other responsibilities to its Board
Committees, details of which are stated in each of the
Committee reports contained within this Annual Report.
Anything falling outside of the schedule of matters reserved
for the Board or the Committees’ Terms of Reference
falls within the responsibility and authority of the Chief
Executive, including all executive management matters.
A meeting agenda and accompanying detailed papers,
covering key business and governance issues are circulated
to the Board and Committee meetings in advance of each
meeting. At each scheduled meeting, the Board reviews
comprehensive financial and trading information produced
by the management team and considers the trends in the
Company’s business and its performance against strategic
objectives and plans.
All Directors are expected to attend each scheduled
meeting of the Board and any Committees of which they are
members, and to devote sufficient time to the Company’s
affairs to fulfil their duties as Directors. Where Directors
are unable to attend a meeting, they are encouraged to
submit any comments to be considered at the meeting to
the Chair in advance to ensure that their views are recorded
and taken into account during the meeting. Directors are
encouraged to question and voice any concerns they may
have on any topic put to the Board for debate.
The Chief Executive Officer and Chief Financial Officer,
being the executive members of the Board, implement the
decisions of the Board and may delegate any decisions
made to the Executive Committee as appropriate.
The main activities of the Board during
the year
There are a number of standing and routine items included
for review on each Board agenda. These include HSE
reports, commercial and operational reports, financial
reports, investor relations and legal updates.
In addition, key areas put to the Board for consideration
and review included:
• approval of annual and half-year reports and
financialstatements;
• review and approval of budget;
• review of the Company strategy and
strategyimplementation;
• review and approval of a refinancing of Group debt;
• review and approval of a new sustainability plan (seepage
57); and
• review and appointment of Deloitte LLP as new Group
auditors for the financial year ending 31 March 2027.
Board Committees
The Board delegates certain responsibilities to its three
main Committees, so that it can operate efficiently and
give an appropriate level of attention and consideration to
relevant matters. The Company has an Audit Committee, a
Remuneration Committee, and a Nomination Committee,
all of which operate within a scope and remit defined by
specific Terms of Reference determined by the Board.
Details of the operation of the Board Committees are set
out in their respective reports later within this Annual
Report. All of the Board Committees are authorised to
obtain, at the Company’s expense, professional advice
on any matter within their Terms of Reference and to
have access to sufficient resources in order to carry out
theirduties.
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CORPORATE GOVERNANCE continued
The Board Chair also chairs the Nomination Committee,
whilst both other independent Non-Executive Directors
each chair one Committee, being the Audit Committee
and the Remuneration Committee.
Appointments to the Board
and re-election
The Board has delegated the tasks of reviewing Board
composition, searching for appropriate candidates
and making any Board or Committee appointment
recommendations to the Nomination Committee. Further
details on the role of the Nomination Committee may be
found on page 71.
Non-Executive Directors
Each of the Non-Executive Directors has entered into a
letter of appointment with the Company, which sets out the
duties of the Director and commitment expected. They are
expected to commit at least 20 days per annum to their role
and are specifically tasked with:
• bringing independent judgement to bear on issues put to
the Board;
• applying their knowledge and experience in considering
matters such as strategy, company performance, use of
resources and standards of conduct; and
• ensuring high standards of financial probity and
corporategovernance.
All Directors continuing in office will offer themselves for
annual re-election at the AGM, in accordance with best
practice in corporategovernance.
Board and Committee
performance reviews
As reported in FY25, in accordance with Principle 8 of the
QCA Code, during the final quarter of the last financial year,
the Board appointed an independent Board evaluation
consultant to carry out a review of Board effectiveness.
Acomprehensive report was produced which was carefully
reviewed and considered by the Board in the first quarter
of FY26. I am pleased to confirm that the overall assessment
concluded that the Board and its Committees are generally
functioning well. Further details on the evaluation,
recommendations, actions and subsequent monitoring
is setout on page 72.
I consider the operation of the Board and the performance
of the Directors on an ongoing basis as part of my duties
and seek to realise continuing improvement where possible.
To that end, during FY26, I have further led an internal
evaluation of the performance of the Board and individual
Director performance, with my own performance as Chair
being evaluated in line with best governance practice by
our Senior Independent Director, Louis Eperjesi. Feedback
from the internal evaluation has been carefully reviewed
and discussed with all Board members and any concerns or
areas for improvement assigned actions where appropriate.
Change in auditor
On 30 March 2026, the Company announced that it
intends to appoint Deloitte LLP as its new external auditor
effective for the financial year ending 31 March 2027. The
appointment follows a comprehensive and competitive
tender process and is consistent with best practice on
auditor rotation, with PricewaterhouseCoopers LLP
(PwC) having been the Group’s auditors for 15 years. The
appointment of Deloitte is subject to shareholder approval
at the next AGM, due to be held in September 2026. PwC
remains as the Group’s auditor for the financial year ending
31 March 2026 and will resign following the completion
of the audit. The Board would like to thank PwC for its
contribution and dedication over the years and looks
forward to a constructive and professional relationship with
Deloitte in the future.
Change in Company Secretary
During the financial year, the Board also decided to bring
back in-house the role of Company Secretary, with a view
to, amongst other things, enabling more efficient liaison
and communication between the Board, the Executive
Committee and other members of the workforce,
as well as generally strengthening internal governance.
Angus Dodwell, who previously served in the role between
2010 and 2022, was re-appointed in October 2025, and
brings with him a wealth of experience and understanding
of the operation and governance of the Group.
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CORPORATE GOVERNANCE continued
Conflicts of interest
Under the Company’s Articles, the Directors may authorise
any actual or potential conflict of interest a Director may
have and may impose any conditions on the Director that
are felt to be appropriate. Directors are not able to vote
in respect of any contract, arrangement or transaction
in which they have a material interest, and they are not
counted in the quorum. A process is in place to identify any
of the Directors’ potential or actual conflicts of interest.
Accountability
The Company has in place a system of internal
financial controls commensurate with its current
size and activities, which is designed to ensure that the
possibility of misstatement or loss is kept to a minimum.
These procedures include the preparation of management
accounts, forecast analysis and other ad-hoc reports.
The Group’s new internal audit function adds strength
to this area, further mitigating risk.
Clearly defined authority limits throughout the Group,
including matters reserved specifically for the Board, seek
to provide appropriate controls and oversight.
Risk management and internal control
Risks throughout the Group are considered and reviewed
on a regular basis. Risks are identified and mitigating
actions put into place as appropriate. Principal risks
identified are set out in the Strategic Report on pages 36
to 41. Internal control and risk management procedures can
only provide reasonable and not absolute assurance against
material misstatement. The internal control procedures
were in place throughout the financial year and up to the
date of approval of this report.
Financial and business reporting
The Board seeks to present a fair, balanced and
understandable assessment of the Group’s position and
prospects in all half-year, final and any other ad-hoc reports,
and other information as may be required from time to time.
The Board receives a number of reports, including those
from the Audit Committee, to enable it to monitor and
clearly understand the Group’s financial position.
Annual General Meeting (AGM)
This year’s AGM will be held on 25 September 2026.
The Notice of Annual General Meeting is available on
the Company’s website at www.accsysplc.com. Separate
resolutions are provided on each issue so that they can
be given proper consideration, and all shareholders are
encouraged to submit their votes.
Dr Trudy Schoolenberg
Chair
15 June 2026
Residential House, UK. Supplier: S. Taylor & Son
Joinery. Photography: © Claudia Baines
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The QCA Corporate Governance Code 2023 (‘QCA Code’)
The new QCA Code was introduced in November 2023 and became effective for the Company to report against in the prior financial year. The QCA Code is split into three sections and
ten principles and how the Company has complied with it is set out in the table below:
Principles of the QCA Code How the Company has complied
Deliver growth
1
Establish a purpose, strategy and business
model which promotes long-term value for
shareholders.
Accsys has a global opportunity to make an impact through our clear purpose: ‘Changing Wood to Change the World’.
The Board has collective responsibility for setting the strategic aims and objectives of the Group. Our FOCUS strategy is articulated on pages 22 to 24 and at the
‘Investors’ section of our website and delivery against it is regularly reviewed both by the Executive Committee and the broader Board. Details of our Business
Model can be found on page 18 of this Report and at the ‘About’ section of our website, www.accsysplc.com.
2
Promote a corporate culture that is based on
ethical values and behaviours.
The Company operates an open and inclusive culture and this is reflected in the way that the Board conducts itself and engages with its stakeholders. By way of
example, this is seen in the Board’s informal engagement with the broader workforce by way of face to face ‘Meet the Board’ sessions at its sites in Arnhem, Barry,
London and Kingsport.
More information on our values, behaviours and culture can be found in our new sustainability plan, Accsys Cares which further showcases the Company’s ethical
values and behaviours which drives its culture, as well as on page 3 of this Report and the ‘About’ page of our website.
3
Seek to understand and meet shareholder
needs and expectations.
In the course of implementing our strategic aims, the Board takes into account expectations of the Company’s shareholders by meeting with them on a regular
basis. All shareholders are encouraged to attend the Company’s AGM and to participate in the Company’s bi-annual webcasts which review the Company’s
preliminary financial results and interim results. Periodic capital markets days and bi-annual investor roadshows, following the release of the Company’s end of year
preliminary financial statements and interim statements, are also important opportunities for the Company to engage with and understand shareholder needs and
expectations, discussing the business, management and strategy of the Company as well as the financial results.
4
Take into account wider stakeholder and social
and environmental responsibilities, and their
implications for long-term success.
How we engage with our key stakeholder groups and examples of how their views are taken into account is stated in the ‘Stakeholder Engagement’ section of this
Report on pages 54 to 56. Of particular note in FY26 was the launch of the Company’s sustainability plan, Accsys Cares, which followed engagement with over 50
internal and external stakeholders and took account of their views. Details of the sustainability plan can be found in the ‘Sustainability’ section on pages 43 to 52 of
this Report, whilst the Company’s website has an ESG page which explains why environmental and social issues are central to Accsys’ business and how these are
taken into account.
5
Embed effective risk management, internal
controls and assurance activities, considering
both opportunities and threats, throughout
the organisation.
The Board has responsibility for the Group’s internal control and risk management systems. The CFO reports to the Audit Committee on risk on a regular basis,
having first carefully considered key risks, their monitoring and mitigation with the Executive Committee. The addition of a new internal audit manager in FY26
further seeks to embed risk management and strengthens internal controls and assurance across the Group. Further detail on risk management is included in the
‘Risk Management’ section of this Report on pages 36 to 41. The Company’s governance around climate-related risks and opportunities is set out in the ‘Climate
Disclosures Report’ on our website.
CORPORATE GOVERNANCE continued
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CORPORATE GOVERNANCE continued
Principles of the QCA Code How the Company has complied
Maintain a dynamic management framework
6
Establish and maintain the Board as a well-
functioning, balanced team led by the Chair.
The Chair considers the operation of the Board as a whole and the performance of the Directors individually. All appointments to the Board follow careful
consideration and recommendation from the Nomination Committee and are on merit, but with due consideration to the need for diversity on the Board, in
accordance with our Board Diversity Policy. Such appointments are made to complement the existing balance of skills and experience on the Board. A schedule of
regular meetings, both informal and formal, between the Board is designed to assist its good functioning. Further details are set out within this Governance Report
and on the Company’s website, in the ‘About’ and ‘Investors’ sections.
7
Maintain appropriate governance structures
and ensure that individually and collectively
the Directors have the necessary up-to-date
experience, skills and capabilities.
The Nomination Committee reviews, at least annually, the experience, skills and capabilities of the Board and where any gaps may lie and how they may be
addressed. Directors keep their skillset up to date with a combination of attendance at industry events, regulatory updates by the NOMAD, individual reading and
study, and experience gained from other Board roles. Directors are able to take independent professional advice in the furtherance of their duties, if necessary, at
the Company’s expense. Further details are set out in this Governance Report and on the Company’s website at the ‘About’ and ‘Investors’ sections.
8
Evaluate Board performance based on
clear and relevant objectives, seeking
continuousimprovement.
An independent external Board effectiveness review was carried out in the final quarter of FY25, with its recommendations thoroughly reviewed and where
appropriate, assigned actions, in the first quarter of FY26. Subsequent review of those recommendations and monitoring of progress against actions has taken
place in the fourth quarter of FY26. An internal evaluation of the Board, led by the Chair also began in the fourth quarter of FY26, with feedback subsequently
shared and discussed with the Board and any areas of concern or areas for potential improvement addressed. Further details are set out in the Nomination
Committee Report on pages 71 to 73.
9
Establish a remuneration policy which is
supportive of long-term value creation and
theCompany’s purpose, strategy and culture.
Whilst the requirement to establish a remuneration policy is new to the QCA Code, under Sections 385, 420, and 439A of the Companies Act 2006 it has been a
requirement for companies that have a listing in any EEA country to produce a full Directors’ Remuneration Report and to have a Remuneration Policy for which
approval must be sought from shareholders.
Accordingly, given the Company’s cross listing on Euronext Amsterdam since 2007, the Company has legally been required to have a Remuneration Policy in place
for a number of years. The policy is put to shareholders for approval every three years and was last approved at the 2024 AGM. It received over 99% of the votes in
favour. Please refer to the Remuneration Report on pages 74 to 86 for further details.
Build trust
10
Communicate how the Company is governed and
is performing by maintaining a dialogue with
shareholders and other relevant stakeholders.
The Company regularly communicates with shareholders and other stakeholders including bi-annually via webcast presentation after the Company’s preliminary
financial results and interim results are announced. The Board encourages shareholders to attend the Company’s Annual General Meeting, which provides a forum
for communication. The Company also publishes regulatory news via RNS and other non-regulatory news is published separately on its website. Information on how
the Company is governed is communicated in this Governance Report, with further information included on its website in the ‘Investors’ section.
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AUDIT COMMITTEE REPORT
The Committee’s role is to act on
behalf of the Board of Directors and
oversee all material aspects of the
Group’s financial reporting, internal
control and audit functions.”
Dr Roland Waibel
Chair of the Audit Committee
Membership
Dr Roland Waibel
(Chair of the Audit Committee)
Dr Trudy Schoolenberg
Louis Eperjesi
Edwin Bouwman
Responsibilities
• Financial reporting;
• Narrative reporting;
• Risks and controls;
• External auditors;
• Internal Audit; and
• External corporate financial and tax advisors.
In exercising its role, the Directors have regard to the
recommendations put forward in the QCA Corporate
Governance Code. Dr Roland Waibel is the Committee
memberwith recent and relevant audit experience.
Dear Shareholder,
As Chair of the Audit Committee (the Committee),
Iampleased to present this report for the financial year
ended 31 March 2026. This report provides a summary
of the Committee and its focus and activities during the
courseofFY26.
Role of the Committee
The Committee’s role is to act on behalf of the Board of
Directors and oversee all material aspects of the Group’s
financial reporting, internal control and audit functions.
The Committee’s role includes review and oversight on the
qualitative aspects of financial reporting to shareholders
and on Group processes for the management of business/
financial risk and for compliance with significant applicable
legal, ethical and regulatory requirements.
The Audit Committee has primary responsibility for
monitoring the quality of internal controls and ensuring
that the financial performance of the Company is properly
measured and reported on. The responsibilities of the
Audit Committee include approving certain related
party transactions and identifying any irregularities in
the management of the Company’s business, through
consultation with the Company’s external auditor and by
proposing remedial measures where necessary to the Board
of Directors.
The Audit Committee meets at least three times a year.
For attendance at Audit Committee meetings see Directors’
attendance record | Page 64
The Terms of Reference for the Audit Committee are available
on the Company’s website | www.accsysplc.com/investors/
corporate-governance
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AUDIT COMMITTEE REPORT continued
The Audit Committee considers the independence and
objectivity of the external auditor on an annual basis
with particular regard to non-audit services. The Audit
Committee is entitled to obtain, at Accsys’ expense,
independent legal, accounting or other professional
adviceon any matter it believes is necessary to do so.
Key matters addressed by the
Committee during the year
Financial reporting
• Reviewed the integrity of key financial announcements
(including the interim results)
• Reviewed the Annual Report and Financial Statements
to confirm the report as a whole was fair, balanced
andunderstandable
• Reviewed and discussed the External Auditor’s reports to
the Committee
• Reviewed the going concern basis of accounting and the
longer-term forecasts
• Reviewed the Key Accounting and Financial
reportingissues together with those reported on by the
Company’s external auditors, which in addition to the
basis of the going concern statement, included:
• an external valuation of the embedded derivative within
the convertible loan notes issued by the Group in 2023
• Management’s assessment of the recoverability of the
carrying value of investments and receivables held by
the Company in the Group
• Management’s annual assessment of i) the Group’s
investment in Accoya USA; and ii) the carrying value
of the Group’s non-current assets, in each case as
required by International Accounting Standards to
confirm no impairment issue
• key Company tax matters
• Management controls that are in place to prevent fraud
and mitigate other over-ride risks
External audit matters
• Carried out an audit tender process and subsequently
recommended the appointment of Deloitte LLP as
external auditor for the year ending 31 March 2027. The
appointment follows a comprehensive and competitive
tender process and is consistent with best practice on
auditor rotation, with PricewaterhouseCoopers LLP
(PwC) having been the Group’s auditors for 15 years.
The appointment of Deloitte is subject to shareholder
approval at the next AGM, due to be held in September
2026. PwC remains as the Group’s auditor for the financial
year ending 31 March 2026 and will resign following the
completion of the audit. The Board would like to thank
PwC for its contribution and dedication over the years
and looks forward to a constructive and professional
relationship with Deloitte in the future
• Reviewed the independence, objectivity and effectiveness
of the current and future external auditor
• Reviewed the external audit plan taking account of
the scope, materiality and audit risks and agreeing the
auditfees
• Monitored the value of non-audit services provided by
the external auditor, ensuring the services do not affect
the auditor’s objectivity and independence
Internal audit matters
• Established an internal audit function in FY26, in line with
best practice and in order to further mitigate risk and
enhance internal oversight and control mechanisms
• Appointed Grant Thornton initially to perform the
internal audit function, before subsequently bringing the
function in-house in January 2026, generating further
enhancements and business efficiencies
• Reviewed and approved a three year audit plan identifying
key areas for review, with internal audit reviews subsequently
being carried out on inventory management in Arnhem and
Kingsport, IT and information security and procurement
Risk management
• Undertook detailed reviews of the Group’s risk register
and the related mitigations, ensuring that risks are
identified, evaluated and mitigated, as appropriate. See
Risk section from page 36
• Ensured appropriate scrutiny of the Company’s IT and
information security arrangements, recognising that Dr
Roland Waibel (Board member and Committee Chair) and
Sameet Vohra (CFO) both have past experience in IT and
information security
Corporate governance
• Reviewed changes in the field of corporate governance
Other areas of focus
• Reviewing the plan, roadmap and progression against the
same for the Group’s SAP upgrade project
• Reviewed corporation tax matters on the Group’s
international tax arrangements
Dr Roland Waibel
Chair of the Audit Committee
15 June 2026
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NOMINATION COMMITTEE REPORT
The Committee is responsible
for ensuring a formal, rigorous
and transparent procedure for
appointments to the Board, regularly
reviewing the composition of the
Board and ensuring plans are in place
for orderly succession to the Board
and Executive Committee with a
diverse pipeline of talent.”
Dr Trudy Schoolenberg
Chair of the Nomination Committee
Membership
Dr Trudy Schoolenberg
(Chair of the Nomination Committee)
Louis Eperjesi
Dr Roland Waibel
Responsibilities
• Ensures there is a formal, rigorous and transparent
procedure for appointments to the Board;
• Leads the process for appointments and makes
recommendations to the Board;
• Assists the Board in ensuring its composition is regularly
reviewed and refreshed, taking into account the length of
service of the Board as a whole, so that it is effective and
able to operate in the best interests ofshareholders;
• Ensures plans are in place for orderly succession to
positions on the Board and the Executive Committee;
• Oversees the development of a diverse pipeline for
succession; and
• Works and liaises with other Board committees, as
appropriate, including the Remuneration Committee in
respect of any remuneration package to be offered to
new appointees of the Board.
In exercising its role, the Committee has regard to the
recommendations put forward in the QCA Corporate
Governance Code.
Dear Shareholder,
As Chair of the Nomination Committee (the Committee),
I am pleased to present its report for the year ended
31 March 2026. This report provides a summary of the
Committee’s activities during the course of the year.
The last year has been a period of continued stable Board
and Director performance, growth and evaluation, with
the Company’s more streamlined Board and Executive
Committee now fully bedded in and making tangible strides
towards delivery of the FOCUS strategy.
Role of the Committee
The Committee is responsible for the orderly succession
of both the Board and Executive Committee positions and
for overseeing the development of a diverse pipeline for
succession of critical roles.
Board and Chair independence
As at the date of this report, the Board comprises two
Executive Directors, three independent Non-Executive
Directors including the Chair, and one non-independent
Non-Executive Director. The independence of the Non-
Executive Directors was reviewed and determined by
the Board during the course of FY26 in line with good
corporate governance (the independence of the Chair
being assessed as at the date of appointment).
All members of the Committee are independent Non-
Executive Directors, in line with the Committee’s Terms
of Reference that state that the majority of Committee
members should be independent. Appointments to the
Board are recommended by the Nomination Committee.
For attendance at Nomination Committee meetings see Directors’
attendance record | Page 64
The Terms of Reference for the Nomination Committee are
available on the Company’s website | www.accsysplc.com/
investors/corporate-governance
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Key matters discussed during the year
FY26 has principally been a year of review and evaluation.
The Committee continued to monitor the performance of
the Board and consider succession planning, including for
the Executive Committee. I set out below in some more
detail some of the key focus areas for the Committee during
the year, which are not only good governance, but I believe
will genuinely strengthen the Company, promoting its
success for the benefit of all of its shareholders.
Re-appointment of Louis Eperjesi
During the year, we were pleased to be able to recommend
to the Board the re-appointment of Louis Eperjesi as a
Non-Executive and Senior Independent Director for a
further three year term commencing on 14 June 2025.
Louis’ understanding and experience of both the UK and
international building products markets is of real value to
Accsys, as is his experience of having held other Executive
and Non-Executive roles with other UK quoted companies
over more than 35 years. The Committee is delighted
that Louis has accepted the offer of re-appointment and
looks forward to continuing to work withhim over the next
threeyears.
Board appointments
The Committee Terms of Reference require the
NominationCommittee to give full consideration to
succession planningfor both members of the Board and
for the Executive Committee. In doing so, the Committee
must consider the challenges and opportunities facing the
Company as well as the skills, diversity (including diversity
of gender, social and ethnic backgrounds, cognitive and
personal strengths), andexperience required on the
Boardand Executive Committee both now and in the future.
Board and Committee performance
reviews
In accordance with best practice and the requirements of
the QCA Code, the Board undertakes annual reviews of
the performance of the Board and its Committees. In line
with the 2023 QCA Code, an externally facilitated review
should take place on a periodic basis, with internal reviews
conducted in the interim years.
Independent external Board evaluation
As noted above in this Governance Report, in February
2025 the Board commissioned an external independent
Board effectiveness review. The external facilitator had
noprior affiliation with the Company or its Directors
beforethereview.
As I stated in last year’s Committee report, the external
consultant undertook a detailed review of Board and
Committee papers, observed the March 2025 Board and
Committee meetings and held one-to-one interviews with
the Directors. A comprehensive report was produced which
was then carefully considered both at the start of FY26 and
once again towards the end of FY26.
I am pleased to confirm that the overall assessment
concluded that the Board and its Committees are generally
functioning well. Principle 8 of the QCA Code expects
such Board performance reviews to seek opportunities
for continuous improvement and the report therefore
identified a number of areas where constructive
recommendations were made with a view to further
enhancing performance. Areas in which recommendations
were made included:
• how best the Board may engage further between Non-
Executive and Executive Directors and more broadly
with other senior executives about the performance of
the business and their business objectives. Following the
recommendations, more regular informal meetings of the
Board and more one-to-one catch ups between Executive
Directors and Non-Executives take place. Operational
Update meetings between Board and senior executives
outside of the formality of a Board meeting now regularly
take place, promoting greater understanding and
allowing for more in-depth discussions;
• developing a protocol for carrying out robust and
systematic post investments reviews, ensuring that
lessons learned are logged, mitigating risk in future
investments. During FY26, amongst other things, the
Company established an internal audit function whose
remit now includes carrying out such reviews. The
internal audit manager now attends Audit Committee
meetings and provides regular reports on activity; and
• introducing more focused reporting on People and
Culture, with a view to enabling the Board to further
understand how the workforce and its culture can and do
support the delivery of the Company’s FOCUS strategy.
In response to the recommendation, significant time has
been spent, in conjunction with an external consultant, to
better understand and address feedback from the People
Survey carried out in the fourth quarter of FY25, with
the Chief Executive Officer reporting on the same to the
Board and Nomination Committee during FY26. A further
People Survey is now planned for FY27 to understand
progress made.
NOMINATION COMMITTEE REPORT continued
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1. Tenure is calculated on number of complete years to 31 March 2026.
0-3 years
6–9 years
4
1
4–6 years 1
Length of tenure
of Directors
1
Board gender Board independence
Independent 3
Non-Independent 3
Male 4
Female 2
Executive Committee
gender
Male 5
Female 1
I consider the operation of the Board and the performance
of the Directors on an ongoing basis as part of my duties
and seek to realise continuing improvement where possible.
Delivering on this, in March 2026, the Board re-reviewed
the recommendations arising out of the independent Board
evaluation to monitor actions being taken and progress
being made.
Internal Board evaluation
In accordance with the QCA Code, in the fourth quarter of
FY26 in my capacity as Chair, I have further led an internal
evaluation of the performance of the Board and individual
director performance, with my own performance as Chair
being evaluated in line with best practice by our Senior
Independent Director, Louis Eperjesi.
The internal evaluation was facilitated by the Company
Secretary working alongside me, and took the form of two
questionnaires: one exploring the functionality, composition
and strengths of the Board as a whole as well as the
relationship between Board members and engagement
with key stakeholders. The second questionnaire asked
Board members to critically evaluate their own personal
performance as a Director of the Company, including any
areas where they think further training and development
forthem would be beneficial.
Feedback from the internal evaluation has been carefully
reviewed and discussed with all Board members. Where any
concerns or areas for improvement were identified, these
have been reviewed and where appropriate, actions have
been taken to address them.
Other key matters discussed during
the year
In addition to the above, the Committee had dedicated
timeduring FY26 to various other key matters, including:
• reviewing the results of the Employee Engagement Survey
carried out in the fourth quarter of FY25 and monitoring
progress and next steps against its findings; and
• reviewing the skills and experience within the Board
and considering any gaps or areas for further training
anddevelopment.
The above will continue to be on the Committee’s agenda
and carefully considered as we move forward into FY27.
Dr Trudy Schoolenberg
Chair of the Nomination Committee
15 June 2026
NOMINATION COMMITTEE REPORT continued
Board Statistics
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REMUNERATION REPORT
Our Policy is designed to be simple
and transparent, aligned with
delivering our purpose-led strategy,
and ultimately supporting the creation
of long-term sustainable shareholder
value. Our aim is to always consider
the wider workforce, our shareholders,
and other stakeholders by taking a fair,
prudent, and balanced approach to
remuneration.”
Louis Eperjesi
Chair of the Remuneration Committee
Membership
Louis Eperjesi (Chair of the Remuneration Committee)
Dr Trudy Schoolenberg
Edwin Bouwman
Dr Roland Waibel
On behalf of the Board, I am pleased to present our
Remuneration Report for the year ended 31 March 2026.
We obtained shareholder approval for our Directors’
Remuneration Policy at the 2024 AGM, with over 99% of all
votes cast in favour. Shareholders showed a similarly high
level of support for our Directors’ Remuneration Report for
the year ended 31 March 2025, with over 99% of all votes
cast in favour of it at the 2025 AGM. These high levels of
support reflect our responsible approach to executive pay.
Later in FY27 we will be reviewing our Policy to ensure that
it continues to align with our purpose led strategy, reflects
best practice and that the remuneration structure aligns
Executive Director interests with the creation of long-term
sustainable value for all our stakeholders. To the extent
that material change of the Policy is proposed, we will
consult with shareholders in advance of the next triennial
shareholder vote on Policy at the 2027 AGM.
This report describes the work of the Remuneration
Committee and how it has applied the Directors’
Remuneration Policy (‘the Policy’) for the year ended 31
March 2026 and how we intend to implement the Policy
for the year ahead. The report (other than the Directors’
Remuneration Policy) will be subject to an advisory vote at
our upcoming AGM.
Remuneration in the context of our
business performance and outcomes
for our key stakeholders
FY26 has been a year of significant strategic progress
and delivery for Accsys. We have delivered an excellent
performance and a substantial improvement in profitability.
There has been robust product demand with strong sales
volume growth across all of our Accoya sales regions,
demonstrating the strength of our proposition.
The investment in the US JV has been validated with an
outstanding commercial and operational performance in
North America. The team has achieved sales volume growth
of 60%, growing our market share and demonstrating the
significant market potential.
Over the year we have made excellent progress on
delivering the FOCUS strategy and we are on track to
achieve our FY27 Phase I strategic targets. Accsys is
considerably strengthened and the successful refinancing in
October 2025 further de-risks our profile, positioning us to
execute our FOCUS strategy and growth plans with greater
confidence and resilience.
Further information on our growth ambitions and progress
against our strategic priorities are set out in our Strategic
Report from page 12.
Executive remuneration outcomes FY26
For the year ended 31 March 2026, the maximum annual
bonus opportunity for Dr Jelena Arsic van Os and Sameet
Vohra was 125% of salary.
For attendance at Remuneration Committee meetings see
Directors’ attendance record | Page 64
The Terms of Reference for the Remuneration Committee are
available on the Company’s website | www.accsysplc.com/
investors/corporate-governance
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REMUNERATION REPORT continued
Information in relation to the performance conditions is
set out on page 79. Reflecting the financial performance
of the Group in the year and delivery against non-financial
objectives, Dr Jelena Arsic van Os and Sameet Vohra earned
a bonus of 56.4% of the maximum, equivalent to 71.0% of
salary for the year. The Committee believes this outcome is
an appropriate reflection of performance against objectives
in the year and no discretion was exercised in respect of the
bonus outcome.
In line with the Policy, 20% of the bonus earned will be
delivered as an award of deferred shares which will vest
after two years.
Dr Jelena Arsic van Os’ LTIP award granted in 2023 was
subject to performance conditions based on EBITDA
per share (45% weighting), cumulative revenue (45%
weighting) and ESG (10% weighting). The EBITDA and
revenue performance conditions were not met however the
ESG element was met in full resulting in an overall vesting
of 10% of maximum. The vested award remains subject to a
further two year holding period. The Committee considers
this outcome to be reflective of the overall performance of
the Group during the relevant period and no discretion was
exercised in respect of the outcomes.
Sameet Vohra joined the business after 2023 and
accordingly did not receive an LTIP award which vests in
respect of performance over the period ending with FY26.
LTIP awards – grant 2025
2025 LTIP awards were granted to Dr Jelena Arsic van Os
and Sameet Vohra, and other participants on 27 June 2025.
The LTIP awards are nil priced options over ordinary shares
of €0.05 each in the Company. Awards for FY26 were
granted at the level of 125% of salary to Dr Jelena Arsic van
Os and 100% of salary to Sameet Vohra.
Further details of the performance conditions are set out
on page 80.
Remuneration – at a glance and implementation of the Remuneration Policy for the year ending
31 March 2027
We operate a simple and transparent overall structure. The key components and features of our framework are
summarised in the table below together with a summary of how we propose to implement the Policy for the financial
year ending 31 March 2027.
Salary • Salaries are normally reviewed annually by the Committee. Our approach is to set base salaries to reflect the individual’s
skills and experience, with increases for Executive Directors normally in line with those awards to the wider workforce,
although we have flexibility to award higher increases in appropriate circumstances.
• For FY27 the average salary increase for the wider workforce is 2.5%, effective 1 April 2026. After reviewing the salary
levels for Dr Jelena Arsic van Os and Sameet Vohra the Committee decided that the 2.5% inflationary led increase
applied to the Executive Directors but that their salaries were otherwise at an appropriately competitive level and
therefore no increase would be awarded for FY27 over and above 2.5%.
Benefits and pension • Benefits consist of private medical insurance and life insurance.
• The costs of accommodation (and tax due) when the CEO is in the UK.
• Pension allowance of 8% of salary, aligned with other employees in the business in the UK.
Annual bonus • Maximum annual bonus opportunity of 125% of base salary.
• Based on a mix of financial, strategic and operational objectives, with stretching targets.
• 20% deferral into fixed number of shares for two years, strengthening alignment of executive and shareholder
interests. No leaver provisions.
• Malus and clawback provisions apply.
For the year ending 31 March 2027, payouts will be determined based on the delivery of stretching financial, operational,
and personal objectives with the weightings for the various components as set out in the following table.
Measure
Group scorecard
weighting
Weighting as %
of maximum
Total sales volumes 30% 27%
Adjusted Group EBITDA 30% 27%
Cash flow generation 30% 27%
ESG 10% 9%
Sub-total – Group objectives: 100% 90%
Personal objectives – 10%
The Committee believes that the underlying targets are commercially sensitive and cannot be disclosed at this stage.
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REMUNERATION REPORT continued
Long-term incentive plan • For FY27 Dr Jelena Arsic van Os and Sameet Vohra will be granted an award of options at the level of 200% and 175% of
salary respectively.
• The number of shares that vest will be subject to performance measured over a period of three years. Details of the
targets and weightings are set out below.
• Vested awards will be subject to an additional two-year holding period.
• Malus and clawback provisions apply.
The performance conditions for the LTIP awards to be granted in FY27 are set out below.
Weighting (% of
award) Threshold Maximum
Vesting (% of maximum) – 25% 100%
Adjusted EPS
1
30% 7.6 cents 10.5 cents
FY29 adjusted EBITDA
2
30% €41.5m €57.6m
Cumulative free cash flow generation
3
40% €49.1m €68.3m
1. The number of shares in issue for the purposes of the EPS performance condition will be adjusted for any equity raise share issuance
and CLN interest payments by equity.
2. Includes Accoya USA (60% share).
3. Cumulative free cash flow generation is cash flow from operations (excluding Accoya USA) less capex.
The Committee also has the ability to exercise discretion to make adjustments to the formulaic vesting outcome if it
considers it appropriate to do so, including if the formulaic outcome: does not reflect performance during the vesting
period; is not appropriate in the context of circumstances that were unexpected or unforeseen at the grant date;
materially deviates from the intention of the Directors’ Remuneration Policy.
Shareholding guidelines Executive Directors are expected to build up and retain a shareholding of at least 250% of salary for the CEO and 225% of
salary for the CFO.
Our Policy retains the flexibility to offer incentive award
opportunities exceeding those set out above if appropriate
in the circumstances. It retains the discretion for the
Committee to provide a maximum bonus opportunity up to
the formal cap of 200% of salary in respect of a particular
financial year or to make annual LTIP awards of up to 300%
of salary.
In the above summary for FY27, in a change made from
FY26, the levels of LTIP awards for our Executive Directors
have been increased. These are now 200% base salary for
the CEO (FY26: 125% base salary) and 175% for the CFO
(FY26: 100% base salary).
The Committee decided that it is appropriate and in our
shareholders’ best interests to offer these enhanced levels
of LTIP opportunities in order to increase the alignment of
our Executive Directors’ remuneration packages with the
long-term shareholder value creation which we are seeking
to deliver through the execution of our FOCUS strategy.
In making these changes on LTIP opportunities, we were
also mindful of the overall balance of our Executive
Directors’ packages at Accsys and how these packages
compare to the mid-market levels of Executive Director
packages in our long-established peer group for
remuneration comparisons, the UK FTSE AIM 100.
Following an appropriate benchmarking review exercise,
the Committee (supported by the Executive Directors)
determined that no material changes were needed to the
levels of base salaries or annual bonus opportunities made
available for our Executive Directors at the current time.
However, our previous levels of LTIP opportunities were low
compared to other AIM companies with a growth focus and
accordingly were not consistent with the growth aspirations
for our shareholders which we are seeking to deliver
through the Company’s FOCUS strategy.
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year end
31 Mar 26
£1.0m
£0.6m
£1.2m
£0.7m
£1.2m
£0.7m
Base Salary Benefits/Pension Annual Bonus LTIP
year end
31 Mar 26
year end
31 Mar 27
year end
31 Mar 27
AIM
100
AIM
100
CEO CFO
REMUNERATION REPORT continued
For completeness, within this review we considered other
more complex approaches to address the issues identified
(including one-off and fixed period larger performance-
driven Long-Term Incentive Plans and ‘Value Creation
Plans’). However, these ideas were discounted as not
meeting Accsys’ belief that remuneration arrangements
should be simple and straightforward, a principle that has
served our shareholders well to date.
The graphics below show the make-up of the Accsys
Executive Directors’ packages in FY26 and FY27 on a total
on-target remuneration basis (combining fixed pay (base
salaries, pensions and benefits), on-target bonuses and LTIP
fair values), together with a comparison against the median
level of total on-target remuneration for CEOs and CFOs in
the FTSE AIM 100. As can be seen, the new FY27 packages
maintain the Accsys Directors’ total on-target remuneration
at around the median level.
One further change that has been made, reflecting the increased LTIP opportunities made available, has been to increase
the levels of adjusted EPS, adjusted EBITDA and cumulative free cash flow generation required under our FY27 LTIP
performance metrics for the full vesting of LTIP awards. The Committee is satisfied that the increased targets will require
appropriately stretching performance beyond what would otherwise have been the highest levels for those metrics had
we maintained the prior levels of FY26 LTIP awards. As is already the case for all LTIP awards, as an underpin requirement
the Committee will review the appropriateness of all vesting levels in the context of overall Company performance before
confirming any vestings for the FY27 LTIP awards.
Non-Executive Directors
The fees for the Non-Executive Directors (NEDs) for FY26 and proposed fees for FY27 are set out in the table below. The
Chair and base NED fee and the separate fees for the Senior Independent Director and the Chairs of the Remuneration
and Audit Committees have been increased in line with the median relevant fee levels for those roles in the FTSE AIM 100,
taking into account the time requirements of the role and appropriate market data.
Year ending
March 2027
Year ended
March 2026
Chair fee £110,000 £107,000
Base fee £51,000 £47,100
Additional fees:
Non-UK Resident Non-Executive Director Fee £4,000 £4,000
Senior Independent Director £10,000 £8,400
Remuneration and Audit Committee Chair (per Committee) £10,000 £8,000
Base NED fees are supplemented by an additional Non-UK Resident Non-Executive Director Fee of £4,000 p.a. to take
account of the additional time commitment required by non-UK resident Accsys Non-Executive Directors (including but
not limited to travelling to Board meetings). Dr Trudy Schoolenberg receives this fee in addition to her Chair fee (on the
same basis as other non-UK resident Accsys Non-Executive Directors).
2026 AGM
The Remuneration Committee remains committed to operating remuneration arrangements which align with our strategic
priorities and the best interests of our stakeholders. We believe the approach we have adopted is appropriate and
responsible and I look forward to receiving your support at our AGM.
Yours sincerely,
Louis Eperjesi
Chair of the Remuneration Committee
15 June 2026
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REMUNERATION REPORT continued
Remuneration received by Directors in the year ended 31 March 2026 (audited)
Directors’ remuneration for FY26 for those who served as Directors in that financial year (and the remuneration of any such Director for FY25) is shown in the following tables. Therefore,
in line with the UK reporting regulations, those Directors who served during FY25 but not during FY26 (Steven Salo and Hans Pauli) are not included in the table for FY25 included below.
Currency Salary/Fees Benefits in Kind
1
Pension
Total Fixed
Remuneration Annual bonus
LTIPs Vested /
Expected to
Vest
2
Total Variable
Remuneration
FY26 Total
Remuneration
FY26 Total
Remuneration
EUR
Executive Directors
Dr Jelena Arsic Van Os £ 400 35 31 466 282 31 313 779 902
Sameet Vohra £ 273 16 22 311 193 – 193 504 579
Non-Executive Directors
Dr Trudy Schoolenberg £ 111 – – 111 – – – 111 129
Louis Eperjesi £ 64 – – 64 – – – 64 74
Edwin Bouwman £ 51 – – 51 – – – 51 59
Dr Roland Waibel £ 59 – – 59 – – – 59 69
Currency Salary/Fees Benefits in Kind
1
Pension
Total Fixed
Remuneration Annual bonus
LTIPs Vested/
Expected to
Vest
Total Variable
Remuneration
FY25 Total
Remuneration
FY25 Total
Remuneration
EUR
Executive Directors
Dr Jelena Arsic Van Os £ 390 63 31 484 338 – 338 822 977
Sameet Vohra
3
£ 133 9 11 153 115 – 115 268 320
Non-Executive Directors
Dr Trudy Schoolenberg £ 101 – – 101 – – – 101 120
Louis Eperjesi £ 60 – – 60 – – – 60 71
Edwin Bouwman £ 49 – – 49 – – – 49 58
Dr Roland Waibel £ 56 – – 56 – – – 56 67
Figures are shown in thousands. The final column converts remuneration into the Company’s reporting currency using the monthly exchange rate when the costs are incurred.
1. Taxable benefits for the Executive Directors in the year included car allowance, private medical insurance, life insurance and for the CEO only UK accommodation-related benefits. The gross (before tax) values are shown in the table above in line with
the UK reporting regulations.
2. Dr Jelena Arsic van Os’ FY24 LTIP vested in reference to performance over the three years ended 31 March 2026. Further details in relation to the award can be found on page 79. The value of this award has been based on the three-month average
share price as at 31 March 2026 of £0.619, because that three-month average share price is less than the price at grant, none of the value is attributable to growth in the share price. The award is expected to vest in June 2026. Sameet Vohra did not
receive an LTIP award which vested in respect of performance to FY26.
3. Sameet Vohra was appointed to the Board with effect from 30 September 2024.
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REMUNERATION REPORT continued
Annual bonus for the year ended 31 March 2026 (audited)
For the year ended 31 March 2026, the maximum annual bonus opportunity for Dr Jelena Arsic van Os and Sameet Vohra was 125% of salary. The payout was determined based on
performance, taking into account the delivery of stretching financial and operational objectives with the weightings for the various components as set out in the table below.
Group scorecard
weightings
Out-turn for
Group scorecard
Weighting as
% of maximum Out-turn for CEO Out-turn for CFO
Group objectives:
Total Sales Volumes 30% 18.9% 27% 17.0% 17.0%
Adjusted Group EBITDA 30% 23.8% 27% 21.4% 21.4%
Cash flow generation 30% 0.0% 27% 0.0% 0.0%
ESG 10% 10.0% 9% 9.0% 9.0%
Sub-total – Group objectives: 100% 52.7% 90% 47.4% 47.4%
Personal objectives: – – 10% 9.0% 9.0%
Final bonus outcome (% of maximum) – – – 56.4% 56.4%
Final bonus outcome (% of salary) – – – 71.0% 71.0%
Bonus £ value – paid 80% in cash and 20% as an award of deferred shares – – – £281,884 £192,506
The detailed performance targets remain commercially sensitive and cannot be disclosed at this time.
Overall, the bonus outcome was 56.4% of the maximum (125% of salary) equivalent to 71.0% and 71.0% of salary for Dr Jelena Arsic van Os and Sameet Vohra respectively. The Committee
believes this outcome is an appropriate reflection of performance against objectives in the year and no discretion was exercised in respect of the bonus outcome. In line with the Policy,
20% of the bonus earned will be delivered as an award of deferred shares which will vest after two years.
LTIP vesting in respect of performance to the year ended 31 March 2026 (audited)
The vesting of the LTIP awards granted on 27 July 2023 was subject to performance conditions as summarised in the table below by reference to Underlying EBITDA per share in FY26
(weighting 45%), Cumulative Revenue (FY24-FY26) (weighting 45%) and ESG – Improvement in report ratings (weighting 10%) performance over a three-year period.
Weighting
(% of award) Threshold Maximum
Actual
performance
Vesting (% of
maximum)
Underlying EBITDA per share in FY26 45% 18p 20p 8p 0%
Cumulative Revenue (FY24-FY26) 45% €500m €600m €426m 0%
ESG – Improvement in report ratings
10%
FY26 S&P score
improves to 49%
FY26 S&P score
improves to 52% 62% 10%
Total vesting (% of maximum) 25% 100% 10%
Vesting is on a straight-line basis between points in the schedule. There is no vesting for performance below threshold.
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REMUNERATION REPORT continued
Scheme interests awarded during the year (audited)
In line with the Policy, 2025 LTIP awards were made to Dr Jelena Arsic van Os and Sameet Vohra on 27 June 2025, as set out below.
Type of award
Basis of
award granted
Number of shares
under award
Face value
of award
£000s
1
% of maximum
vesting for threshold
performance Performance period
Dr Jelena Arsic Van Os Nil cost options 125% 778,693 499.7 25% Three years to 31 March 2028
Sameet Vohra Nil cost options 100% 425,432 273.0 25% Three years to 31 March 2028
1. Face value based on share price of £0.6417 being the average closing price of a share on AIM on the three days preceding the grant of awards in June 2025.
The performance targets for these awards are as follows:
Weighting
(% of award) Threshold Maximum
Vesting (% of maximum) 25% 100%
Adjusted EPS
1
30% 2.7 cents 3.6 cents
FY28 adjusted EBITDA 30% €34.0m €45.4m
Cumulative Cash Generation
2
40% €41.3m €55.1m
1. The number of shares in issue for the purposes of the EPS performance condition will be adjusted for any equity raise share issuance and CLN interest payments by equity.
2. Cumulative cash generation is calculated on net cash flow excluding loan and interest payments.
The Committee also has the ability to exercise discretion to make adjustments to the formulaic vesting outcome if it considers it appropriate to do so, including if the formulaic outcome
does not reflect performance during the vesting period; is not appropriate in the context of circumstances that were unexpected or unforeseen at the grant date; materially deviates
from the intention of the Directors’ Remuneration Policy.
Payments to past Directors and payments for loss of office (audited)
There are no payments for loss of office or payments to former Directors to be disclosed.
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REMUNERATION REPORT continued
Statement of Directors’ shareholding and share interests (audited)
Shares beneficially
held
1
as at
31 March 2026
LTIPs exercised
in the year
2
Vested but
unexercised LTIPs
Unvested LTIP
awards
3
Unvested Deferred
bonus awards
Dr Jelena Arsic van Os 367,364 131,577 – 2,164,545 133,407
Sameet Vohra 75,833 – – 826,948 35,771
Dr Trudy Schoolenberg 88,888 – – – –
Louis Eperjesi 21,000 – – – –
Edwin Bouwman 24,147
4
– – – –
Dr Roland Waibel – – – – –
1. Includes shares held by connected persons. Excludes unvested LTIP awards and unvested deferred bonus awards.
2. Gains made on the exercising of share options in the year were valued at £81,577.
3. The unvested LTIP awards consist of the 2023 LTIP awards, 2024 LTIP awards and 2025 LTIP awards. The performance conditions for the 2023 LTIP awards are set out in the FY24 Annual Report, the performance conditions for the 2024 awards are set
out in the FY25 Annual Report and the performance conditions for the 2025 LTIP awards are summarised earlier in this report. To the extent the awards vest, they will remain subject to the two year post-vesting holding period.
4. Edwin Bouwman is appointed as a Director under a Relationship Agreement between the Company and Teslin Participaties Coöperatief UA, a significant shareholder in the Company. As at 31 March 2026, Mr Bouwman has a beneficial interest in 24,147
shares held by Teslin Participaties Coöperatief UA.
In accordance with the Policy, Executive Directors are expected to build up and retain a shareholding of at least 250% of salary in the case of the CEO and 225% of salary in the case of
the CFO. At the end of FY26, the CEO and CFO had holdings for these purposes equal to 76.4% and 16.9% of salary respectively. As each has been a Director for only a short period, they
will build up their shareholdings over time.
There have been no other changes in the beneficial holdings of the Directors between the year end and the date of this report.
Relative importance of spend on pay
During the year ended 31 March 2026, the total pay for all Group employees increased by 6% to €16,391,000 (2025: €15,402,000). There were no dividends or share buybacks in either year.
FY26 FY25
Difference as
percentage vs FY25
Remuneration for all employees €16,391,000 €15,402,000 6%
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Annual percentage change in remuneration of Directors and employees
The following table has been prepared in accordance with the UK reporting regulations.
% change 2025/2026 % change 2024/2025 % change 2023/24 % change 2022/2023 % change 2021/2022
Salary/fees Benefits
Annual
bonus Salary/fees Benefits
Annual
bonus Salary/fees Benefits
Annual
bonus Salary/fees Benefits
Annual
bonus Salary/fees Benefits
Annual
bonus
Executive Directors
Dr Jelena Arsic Van Os
1
2.5% (44%) (20%) – – 228% – – – – – – – – –
Sameet Vohra
2
2.5% 39% (19%) – – – – – – – – – – – –
Non-Executive Directors
Dr Trudy
Schoolenberg
3
10% – – 27% – – 49% – – 9% – – 12% – –
Louis Eperjesi
4
7% – – 25% – – 6% – – – – – – – –
Edwin Bouwman 4% – – 0% – – – – – – – – – – –
Dr Roland Waibel 5% – – 5% – – – – – – – – – – –
Average UK employee (11)% (11)% (38%) 4% (19%) 67% 16% 14% 4% 11% 37% 68% (13%) (14%) (63%)
1. Dr Jelena Arsic van Os was appointed to the Board on 27 June 2023. Her 2023/24 remuneration has been annualised for comparison purposes.
2. Sameet Vohra was appointed to the Board with effect from 30 September 2024. His 2024/25 remuneration has been annualised for comparison purposes.
3. Dr Trudy Schoolenberg assumed the role of Interim Chair at the conclusion of the AGM on 20 September 2023 and was appointed as permanent Non-Executive Chair with effect from 12 December 2023. The increase in remuneration in 2023/2024
reflects her role change and the increase in 2024/2025 reflects that she was Chair for the whole of 2025 but only a part of 2024.
4. Louis Eperjesi was appointed to the Board on 14 June 2022. His 2022/2023 remuneration has been annualised for comparison purposes. The increase in 2024/2025 reflects that he was Senior Independent Director for the majority of 2025.
REMUNERATION REPORT continued
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REMUNERATION REPORT continued
Performance graph and CEO remuneration
The following graph shows the Company’s performance for the past ten years on the London Stock Exchange AIM compared with the performance of the FTSE AIM All Share Index. The
FTSE AIM All Share Index has been selected for this comparison as it is a broad-based index which the Directors believe closely reflects the performance of other companies with similar
characteristics to the Company.
The CEO’s total remuneration together with the proportion attributable to bonus or vested incentives is as set out in the table below:
2017
€’000
2018
€’000
2019
€’000
2020
(P.Clegg)
€’000
2020
(R.Harris)
€’000
2021
€’000
2022
€’000
2023
€’000
2024
(S.Odell)
€’000
2024
(Dr J.Arsic
Van Os)
€’000
2025
€’000
2026
€’000
Total remuneration 1,632 502 809 477 216 579 519 688 90 503 977 902
% of Bonus of Total 18% 32% 26% 16% 38% 43% 27% 37% N/A 18% 41% 71%
% of Bonus Cap 48% 28% 36% 17% 33% 41% 21% 36% N/A 21% 69% 56%
% of vested LTIPs maximum 58% N/A 50% 45% N/A N/A N/A N/A N/A N/A 10%
Consideration of matters relating to Directors’ remuneration
The Remuneration Committee consists of Louis Eperjesi (as Committee Chair), Dr Trudy Schoolenberg, Dr Roland Waibel and Edwin Bouwman. Excluding Edwin Bouwman, all members of
the Remuneration Committee (including the Chair on appointment) are considered to be independent. No individual was present when their own remuneration was being discussed.
Following appointment in 2018, Deloitte LLP (Deloitte) continued to be engaged as independent adviser to the Committee until the year end 31 March 2026. The Committee is satisfied
that Deloitte remained independent of the Company and that the advice provided is impartial and objective. Deloitte is a founding member and signatory of the Code of Conduct
for Remuneration Consultants, details of which can be found at www.remunerationconsultantsgroup.com. Their total fees charged on a time and materials basis for the provision of
remuneration services to the Committee during the financial year to 31 March 2026 were £16,050 (plus VAT).
Statement of voting at general meeting
The Directors’ Remuneration Policy and the FY25 Directors’ Remuneration Report were approved by shareholders as set out below.
Resolution AGM Votes for Votes against Votes withheld
Directors’ Remuneration Policy 25 September 2024 89,874,662 (99.84%) 135,484 10,531
FY25 Directors’ Remuneration Report (excluding the Directors’ Remuneration Policy) 24 September 2025 125,510,764 (99.62%) 479,837 10,055
300
250
200
150
100
50
0
2016 2017 2018 2019 2020 2021 2022 2023
FTSE AIM All Share index
Accsys TSR
2024 2025 2026
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Directors’ Remuneration Policy
Our Policy was approved by shareholders at our AGM on 25 September 2024, supported by over 99% of the votes cast. We have set out below a summary of the Policy, with date specific
references removed. Our full Remuneration Policy is set out in the FY24 Annual Report available in the Investors section of the Company’s website at www.accsysplc.com.
Element Purpose and operation Maximum Performance measures
Base salary An appropriate level of fixed remuneration to reflect the individual’s skills and
experience.
Salaries are normally reviewed annually by the Committee, taking into account relevant
factors that may include: individual performance, corporate performance, changes to an
individual’s role and responsibilities, and appropriate market data.
There is no prescribed maximum.
Any percentage increase to a salary would normally be within or
below the range of increases awarded to the wider workforce. Larger
increases may be awarded in circumstances considered appropriate by
the Committee, such as an increase in the size of the business or the
responsibilities of the role, or changes in the competitive marketplace.
N/A
Benefits To provide a market competitive benefits package.
Benefits may comprise a car allowance, private medical insurance (including for the
Executive Director’s spouse or civil partner and dependent children), dental insurance,
life insurance, income protection and reimbursed business expenses (including any
associated tax liability) incurred in performance of duties.
The Committee may determine that other benefits be provided where appropriate (for
example – relocation costs).
There is no prescribed maximum.
The level of benefits is set at an appropriate market rate.
N/A
Pension Contributions to a defined contribution pension scheme. Executive Directors may be
permitted to take a cash supplement instead of some or all of the contributions to a
pension scheme.
The maximum level of pension contribution (or cash allowance in lieu, or
combination of pension contribution and cash allowance) for Executive
Directors will be aligned with the contribution level for the wider
workforce in the relevant country as determined by the Committee.
Current contributions are 8% of salary for the Executive Directors.
N/A
Annual Incentive Plan To drive and reward the delivery of business objectives for the financial year.
The bonus is discretionary and any payout is determined by the Committee following
assessment of the performance conditions. Targets are set and assessed by the
Committee each year.
Normally no more than 80% of any bonus will be paid in cash, with the balance paid in
deferred shares. The Committee may permit the deferral of a greater proportion of any
bonus earned.
Deferred shares typically vest after two years with no further performance conditions.
Malus and clawback and dividend equivalent provisions apply (see notes to the table).
Amounts may be satisfied in cash, or at the Committee’s discretion, shares (or
instruments related to the value of shares).
The ordinary maximum annual opportunity for an Executive Director is
125% of salary.
The Committee retains discretion to provide a maximum opportunity
of up to 200% of salary in respect of a particular financial year. The
Committee does not currently intend to award a bonus opportunity in
excess of 125% of salary.
Awards will normally be based
on a combination of financial
and non-financial goals
measured over one financial
year, with at least 50% of the
maximum annual opportunity
normally assessed against
financial metrics.
REMUNERATION REPORT continued
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Element Purpose and operation Maximum Performance measures
Long Term Incentive
Plan (LTIP)
To reward Executive Directors for the delivery of long-term performance and align their
interests with shareholders.
Awards may be in the form of nil or nominal cost options, or any other form which
the Committee considers has an equivalent economic effect. Awards vest following
assessment of the performance conditions, which are ordinarily measured over a period
of at least three years. Awards are subject to an additional holding period of at least
two years following the end of the three year performance period. The holding period
will be structured either on the basis that: (1) the Executive Director is not entitled to
acquire shares until the end of it; or (2) the Executive Director is entitled to acquire
shares following vesting but that (other than as regards sales to cover tax liabilities and
any exercise price) the Executive Director is not able to dispose of those shares until the
end of it.
Malus, clawback and dividend equivalent provisions apply (see notes to the table).
The ordinary maximum value (as determined by the Committee) of shares
over which an Award may be granted to an Executive Director in respect
of a financial year is:
• 125% of salary for the CEO; and
• 100% of salary for an Executive Director other than the CEO.
The Committee retains discretion to make an award to any
Executive Director in respect of a financial year over shares with
a value (as determined by the Committee) of up to 300% of salary.
Performance targets are
ordinarily measured over
a period of at least three
financial years, using
performance measures
aligned to the delivery of
the strategy and long-term
shareholder value.
Subject to the Committee’s
discretion to amend the
formulaic outturn, 25% of
awards vest for attaining
a threshold level of
performance.
Non-financial performance
measures will normally
be subject to a financial
underpin.
Notes to the Policy table:
1. Deferred shares and LTIP awards which vest under this Policy may benefit from the right to receive an amount equal to the value of any dividends which would have been paid on vested shares up to the time of vesting (or where the award is subject to a
holding or deferral period, up to the time of release). These dividend equivalents may assume the reinvestment of dividends into shares on such basis as the Committee determines.
2. The Annual Incentive Plan and LTIP contain malus and clawback provisions in the event of a material misstatement of results, censure by a regulatory authority or any other serious damage to the Company reputation, or fraud or gross misconduct.
The cash and, if applicable, share elements of the Annual Incentive Plan may be clawed back for a period of three years from the date on which the Annual Incentive Plan payment is made. Awards under the LTIP may be cancelled or reduced (prior to
vesting), or clawed back for a period of three years post vesting.
3. The remuneration framework for other employees is based on broadly consistent principles used to determine the policy for Executive Directors. All executives and senior managers are generally eligible to participate in some form of annual incentive
arrangement. Participation in the LTIP is extended to executives, senior managers and other key staff, with LTIP performance conditions generally consistent across all levels. Individual salary and pension levels and incentive award sizes vary according
to the level of seniority and responsibility.
4. The choice of the performance measures applicable to the Annual Incentive Plan and LTIP reflects the Committee’s view that incentives should be aligned to the Group’s key financial and strategic objectives. For both the Annual Incentive Plan and the
LTIP, the Committee sets challenging targets taking into account the Board’s objectives for the business.
5. Performance conditions may be amended or substituted by the Committee if the Committee considers that an amended or substituted performance condition is reasonable, appropriate and would not be materially less difficult to satisfy.
6. The Committee may use its discretion to adjust formulaic outturns under the Annual Incentive Plan and LTIP, within the range of the minimum to maximum opportunity, including reducing an outturn to zero. The circumstances in which the Committee
may exercise such discretion include if the Committee believes that the vesting outturn that would otherwise apply does not reflect the underlying financial performance of the Group or Executive Director, that vesting outturn is not appropriate in
the context of circumstances that were unexpected or unforeseen, and if that vesting level would materially deviate from the intention of this Policy.
7. The terms of any deferred shares or LTIP shares may be adjusted to take account of a Company reorganisation, such as a variation of capital, rights issue, demerger or special dividend. All discretions available under the rules of any share plan operated
by the Group will be available under this Policy, except where expressly limited under this Policy. This includes that awards may be granted as cash based awards over a notional number of shares, and that share awards may be settled in whole or in part
in cash at the election of the Remuneration Committee; the Remuneration Committee would only use these cash provisions for operational flexibility, for example if a regulatory restriction in any territory prevented the Company from offering shares
to an Executive Director.
REMUNERATION REPORT continued
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Shareholding guideline
To increase long term alignment between Executives and shareholders, Executive Directors are expected to build up and retain a beneficial holding of at least 250% of salary for the
CEO and 225% of salary for the CFO. The Committee retains discretion to vary the application of these guidelines in exceptional circumstances. Vested but unexercised LTIP shares and
shares representing any bonus which has been earned and has been delivered in shares will count towards the guideline (on a net of assumed tax basis). It is anticipated that the level of
shareholding set out in the guideline will normally be met within five years of appointment as an Executive Director. The Committee will take into account LTIP vesting levels and personal
circumstances when assessing progress against the guideline.
Policy table for Non-Executive Directors (NEDs)
Element Purpose and operation Maximum Performance measures
Chairs and NEDs Fees for the Chair and for the NEDs are set by the Board (excluding the NEDs).
Fees are based on the responsibilities and time commitment of the role. Fees include
a base fee and may include additional fees for other Board or Committee duties.
Supplementary fees may be paid for other responsibilities or time commitments.
Fees are paid in cash. NEDs are not eligible to participate in incentive arrangements or
receive pension provision or other benefits. Non-Executive Directors may be reimbursed
for business expenses (and any associated tax liabilities) incurred in performance of
duties and may be eligible to receive benefits such as the use of secretarial support,
assistance with the preparation of tax returns, or other benefits that may
be appropriate.
There is no prescribed maximum annual increase or fee level.
Fee levels are reviewed on a periodic basis, with reference to the time
commitment of the role and market levels in companies of comparable
size and complexity.
N/A
This report was approved by the Board and signed on its behalf by:
Louis Eperjesi
Chair of the Remuneration Committee
15 June 2026
REMUNERATION REPORT continued
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The Directors are pleased to present their report together with the audited consolidated financial statements for the
year ended 31 March 2026.
The Company has chosen, in accordance with s414C (11) of the Companies Act 2006, to provide disclosures and information
in relation to a number of matters which are covered elsewhere in this Annual Report and Accounts. The Corporate
Governance Report, approved by the Board, is provided on pages 62 to 68 and the Sustainability Report on pages 43 to
52 are incorporated by reference into this Directors’ Report. The Company elects to report under the Quoted Companies
Alliance Corporate Governance Code.
Statutory information
Information required to be part of the Directors’ Report can be found elsewhere in this document, as indicated in the table
below, and is incorporated into this report by reference:
Topic Section of Annual Report Page number
Stakeholder engagement
• Statement of engagement with employees
• Statement of engagement with other business relationships
Stakeholder Engagement 54
Financial instruments Note 29 of the financial statements 135
Greenhouse gas emissions (‘GHG’) Sustainability Report 46
Corporate Governance Statement 2025 Corporate Governance Report 62
Environmental matters Sustainability Report 43
Social and community issues Sustainability Report 48
Principal risks and uncertainties Strategic Report 38
Research and development Strategic Report 16
Directors’ interest in shares Remuneration Report 81
Principal activities
The principal activities of the Group are the production and sale of Accoya solid wood and Tricoya wood elements, technology
and product development, as well as the licensing of technology for the production and sale of Accoya and Tricoya.
Manufactured through the Group’s proprietary acetylation processes, these products exhibit superior dimensional
stability and durability compared with alternative natural, treated and modified woods as well as more resource intensive
man-made materials.
The principal activities of the Group are carried out via the
Company’s subsidiaries: Titan Wood Limited, Titan Wood
B.V., Titan Wood Technology B.V., Titan Wood Inc., Accoya
Color UK Limited, Tricoya Technologies Limited, Accsys
Jersey Limited, Accsys (Accoya USA) Holdings LLC, Accsys
USA Holdings Inc and its joint venture Accoya USA, LLC
(collectively the ‘Group’). The Group does not have any UK
branches in the EU.
Strategic Report
A review of the business is set out in the Chair’s Statement
on page 10 and the CEO’s Review on page 13.
The Strategic Report, which can be found on pages 12
to 57, sets out the Group’s strategy, business model, key
performance indicators; and a description of the principal
risks and uncertainties; and the main trends and factors
likely to affect the future development, performance and
position of the Group’s business.
Board of Directors
The Directors of the Company during the year and up to
the date of signing the financial statements were:
Dr Jelena Arsic van Os
Edwin Bouwman
Louis Eperjesi
Dr Geertrui Schoolenberg (known as Dr Trudy Schoolenberg)
Sameet Vohra
Dr Roland Waibel
All Directors continuing in office will stand for re-election at
the 2026AGM.
DIRECTORS’ REPORT
for the year ended 31 March 2026
For more information on the Board of Directors,
including their biographies | see pages 59 to 60
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Directors’ indemnities
The Company maintains Directors’ and Officers’ liability
insurance which gives appropriate cover for legal action
brought against its Directors. The policy was in force
throughout the period and at the date of the approval
ofthese financial statements.
Employment policies
The Group promotes diversity and inclusion with respect to
recruitment and selection, from training and development,
through appraisal and promotion and to retirement. It is our
policy to promote an environment free from discrimination,
harassment and victimisation, where everyone receives
equal treatment regardless of gender, race, religion or
belief, disability, age, marital status, pregnancy or maternity
or sexual orientation. All decisions relating to employment
practices will be objective, free from bias and based solely
upon work criteria and individual merit.
Information on the gender ratio of our employees is available in the
Sustainability section | on Page 49
Disabled employees
The Group gives full consideration to applications for
employment from disabled persons when the requirements
of the role can be adequately fulfilled. Where existing
employees become disabled, it is the Group’s policy to
provide continuing employment under normal terms and
conditions whenever possible.
Likely future developments
Details of likely future developments can be found in the
section marked ‘Looking ahead’, contained in the Chair’s
Statement on page 10.
Political donations
There were no political donations made during the year or
the previous year.
Subsequent events
On 15 June 2026, €2.5m of accrued convertible loan note
interest was converted to additional loan notes with the
proviso that they will be converted to ordinary shares within
60 business days. The option to convert rather than taking
cash payment of the accrued interest is purely at each note
holder’s discretion.
There have been no other material events since
31 March 2026.
Share capital
The Company’s issued share capital comprises ordinary
shares of €0.05 each which are admitted to trading on
London Stock Exchange AIM and listed and admitted to
trading on Euronext Amsterdam. As at 31 March 2026, the
Company’s issued share capital comprised 243,383,081
Ordinary shares. There are no restrictive voting rights
attached to these shares.
The Company did not purchase any of its own shares
during FY26. The Company will seek to renew the Directors’
authority at its 2026 Annual General Meeting to buy
back shares should the Company believe it to be in the
best interests of the Company and its shareholders.
Further details can be found in the Notice of Annual
GeneralMeeting.
For more information on the Company’s share capital, see note 23 to
the financial statements | see page 129
Results and dividends
The consolidated statement of comprehensive income for
the year is set out on page 100.
The Directors do not recommend the proposal of a final
dividend in respect of the current year, consistent with
theprior year.
Principal risks and uncertainties
The business, financial condition or results of operations
of the Group could be adversely affected by any of the
risks set out in the Strategic Report. The Group’s systems
of control and protection are designed to help manage
and control risks to an appropriate level rather than to
eliminatethem.
The principal risks to achieving the Group’s objectives are
set out in the Strategic Report.
Health and safety (‘HSE’)
Health and safety is a priority at all levels of the Group, in
particular taking into account the chemical industry in which
Accsys operates. Group companies have a responsibility
to ensure that all reasonable precautions are taken to
provide and maintain working conditions for employees and
visitors alike, which are safe, healthy and in compliance with
statutory requirements and appropriate codes of practice.
The avoidance of occupational accidents and illnesses is
given a high priority. Detailed policies and procedures are
in place to minimise risks and ensure appropriate action
is understood in the event of an incident. Dedicated
health and safety personnel are retained at the Group’s
manufacturing facilities.
The Board oversees health and safety operations and
activities through receiving regular updates from the
Executive Committee on HSE matters.
DIRECTORS’ REPORT continued
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Significant shareholders
Following an analysis of the share register as at 29 May 2026, being the latest practicable date for such an analysis,
thefollowing shareholders were shown to be holding more than 3% of the issued share capital in the Company:
Shareholder
Number of
ordinary shares
Percentage of
ordinary shares
De Engh B.V. 37,400,000 15.37
Teslin Capital Management 36,979,654 15.19
BGF Investments 19,086,806 7.84
VP Capital NV 15,000,000 6.16
Decico (Masagard) BV 12,549,473 5.16
Rabobank 11,345,522 4.66
Janus Henderson Investors 10,947,655 4.50
Lebaras Belgium BVBA 10,383,884 4.27
London & Amsterdam Trust Company 10,145,111 4.17
Stichting DeGiro 9,795,942 4.02
ABN AMRO Bank 9,429,234 3.87
ING Bank 8,653,951 3.56
Saxo Bank 8,565,071 3.52
There are no restrictions in respect of voting rights.
DIRECTORS’ REPORT continued
Going concern
The Directors have formed a judgement, at the time of
approving the financial statements, that there is a reasonable
expectation that the Group has access to adequate resources
to continue in operational existence for at least the next
12 months. Further details are set out in note 1 to these
financial statements.
Independent auditors
PricewaterhouseCoopers LLP (PwC) has been the external
auditor of the Company since April 2011.
Approved by the Board and signed by order of the Board by
the Company Secretary.
Angus Dodwell
Company Secretary
15 June 2026
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The Directors are responsible for preparing the Annual
Report and the financial statements in accordance with
applicable law and regulation.
Company law requires the Directors to prepare financial
statements for each financial year. Under that law the
Directors have prepared the Group financial statements
in accordance with UK-adopted international accounting
standards and the Company financial statements in
accordance with United Kingdom Generally Accepted
Accounting Practice (United Kingdom Accounting
Standards, comprising FRS 101 ‘Reduced Disclosure
Framework’, and applicable law).
The Group has also prepared financial statements in
accordance with international financial reporting standards
adopted pursuant to Regulation (EC) No 1606/2002 as
it applies in the European Union and the Dutch Financial
Markets Supervision Act.
Under company law, Directors must not approve the
financial statements unless they are satisfied that they give
a true and fair view of the state of affairs of the Group and
Company and of the profit or loss of the Group for that
period. In preparing the financial statements, the Directors
are required to:
• select suitable accounting policies and then apply
themconsistently;
• state whether applicable UK-adopted international
accounting standards and international financial
reporting standards adopted pursuant to Regulation
(EC) No 1606/2002 as it applies in the European Union
have been followed for the Group financial statements
and United Kingdom Accounting Standards, comprising
FRS 101 have been followed for the Company financial
statements, subject to any material departures disclosed
and explained in the financial statements;
• make judgements and accounting estimates that are
reasonable and prudent; and
• prepare the financial statements on the going concern
basis unless it is inappropriate to presume that the
Groupand Company will continue in business.
The Directors are responsible for safeguarding the assets
of the Group and Company and hence for taking reasonable
steps for the prevention and detection of fraud and
otherirregularities.
The Directors are also responsible for keeping adequate
accounting records that are sufficient to show and explain
the Group’s and Company’s transactions and disclose with
reasonable accuracy at any time the financial position of
the Group and Company and enable them to ensure that
the financial statements and the Directors’ Remuneration
Report comply with the Companies Act 2006.
The Directors are responsible for the maintenance
and integrity of the Company’s website. Legislation in
the United Kingdom governing the preparation and
dissemination of financial statements may differ from
legislation in otherjurisdictions.
The Directors are responsible for presenting the
consolidated financial statements in compliance with the
requirements set out in the Delegated Regulation 2019/815
on European Single Electronic Format (‘ESEF Regulation’).
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 Company’s position and performance,
business model and strategy.
Each of the Directors, whose names and functions are listed
under Board of Directors on pages 59 to 60 confirm that, to
the best of their knowledge:
• the Group financial statements, which have been
prepared in accordance with UK-adopted international
accounting standards and international financial
reporting standards adopted pursuant to Regulation
(EC) No 1606/2002 as it applies in the European Union,
give a true and fair view of the assets, liabilities, financial
position and loss of theGroup;
• the 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
Company;and
• the Strategic Report (including but not limited to the
Chief Executive Officer’s statement, Business Review and
Finance Review) includes a fair review of the development
and performance of the business and the position of the
Group and 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 Company’s auditors
are unaware; and
• they have taken all the steps that they ought to have taken
as a Director in order to make themselves aware of any
relevant audit information and to establish that the Group’s
and Company’s auditors are aware of that information.
This confirmation is given and should be interpreted
in accordance with the provisions of s418 of the
CompaniesAct 2006.
This responsibility statement was approved by the Board of
Directors on 15 June 2026 and is signed on its behalf by:
Jelena Arsic van Os Sameet Vohra
Chief Executive Officer Chief Financial Officer
STATEMENT OF DIRECTORS’ RESPONSIBILITIES
in respect of the financial statements
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Financial
Statements
92 Independent Auditors’ Report
to the members of Accsys
Technologies PLC
100 Consolidated statement of
Comprehensive Income
101 Consolidated statement of
financial position
102 Consolidated statement of
changes in equity
103 Consolidated statement of
cashflows
104 Notes to the financialstatements
138 Company statement of
financialposition
139 Company statement of changes
in equity
140 Notes to the Company
financialstatements
Shareholder Information
146 Shareholder Information
Culver Homestead, Indiana, US.
Architect: Northworks.
Photography: © Tysen Kay
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Overview Corporate GovernanceStrategic Report Financial Statements
Accsys Technologies PLC | Annual Report and Financial Statements 2026
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF ACCSYS TECHNOLOGIES PLC
Report on the audit of the financial statements
Opinion
In our opinion:
• Accsys Technologies 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 March 2026 and of the Group’s profit 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 and the Dutch Financial Markets Supervision Act.
We have audited the financial statements, included within the Annual Report and Financial
Statements (the “Annual Report”), which comprise:
• the Consolidated and Company Statement of Financial Position as at 31 March 2026;
• the Consolidated Statement of Comprehensive Income for the year then ended;
• the Consolidated Statement of Cash Flows for the year then ended;
• the Consolidated and Company Statement 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 Committee.
Separate opinion in relation to international financial
reporting standards adopted pursuant to Regulation (EC)
No 1606/2002 as it applies in the European Union
As explained in note 1 to the financial statements, the Group, in addition to applying
UK-adopted international accounting standards, has also applied international financial
reporting standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in
the European Union.
In our opinion, the Group financial statements have been properly prepared in accordance
with international financial reporting standards adopted pursuant to Regulation (EC) No
1606/2002 as it applies in the European Union.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK)
(“ISAs (UK)”), International Standards on Auditing issued by the International Auditing
and Assurance Standards Board (“ISAs”) and applicable law. Our responsibilities under
ISAs (UK) and ISAs 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 the International Code
of Ethics for Professional Accountants (including International Independence Standards)
issued by the International Ethics Standards Board for Accountants (IESBA Code), 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
either the FRC’s Ethical Standard or Article 5(1) of Regulation (EU) No 537/2014 were not
provided.
Other than those disclosed in note 8, we have provided no non-audit services to the
Company or its controlled undertakings in the period under audit.
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Our audit approach
Overview
Audit scope
• The Group operates in three countries across 10 components.
• We performed full scope audits over five components which included one significant
component in the Netherlands. In addition, we performed audit work over material
financial statement line items for 3 components one of which includes the investment in
the joint venture entity in North America which cumulatively accounted for nearly 100%
(2025: 100%) of the Group’s revenue.
• We, the UK based Group audit team audited the UK components and other centralised
functions and performed oversight over component teams in the Netherlands and USA.
As part of the Group audit supervision process, we maintained regular contact with our
component teams in the Netherlands and USA throughout the planning and execution of
their work, reviewed their audit files and final deliverables. In addition we also performed
site visits to the Netherlands.
Key audit matters
• Recoverability of non-current assets (Investment in Accoya USA LLC joint venture)
(Group)
• Recoverability of investments in subsidiary undertakings (Company)
Materiality
• Overall Group materiality: €1,530,000 (2025: €1,366,000) based on 1% of Total revenues.
• Overall Company materiality: €3,080,000 (2025: €2,895,000) based on 1% of Total
assets.
• Performance materiality: €1,147,500 (2025: €1,024,500) (Group) and €2,310,000 (2025:
€2,171,250) (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.
The key audit matters below are consistent with last year.
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF ACCSYS TECHNOLOGIES PLC continued
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Key audit matter How our audit addressed the key audit matter
Recoverability of non-current assets (Investment in Accoya USA LLC joint venture) (Group)
Refer to note 1 - Accounting policies - Joint venture, note 2 - Accounting judgements and estimates -
Recovery of investment in joint venture and note 25 - Investment in Joint Venture. As of 31 March 2026, the
Group carried €28.3m of investment in the Accoya USA LLC joint venture (2025 €33.9m) which is material.
Management are required to perform an impairment assessment where a trigger has been identified in
accordance with IAS 36. Management prepared a value-in-use (VIU) discounted cash flow model to estimate
the present value of forecast future cashflows in order to determine the recoverable amount of the investment
in the joint venture. This was then compared with the carrying value of the investment to determine if there
was an impairment. The assessment over the recoverable amount of the investment is judgemental and
includes a number of key assumptions, changes to which could result in a materially different outcome. The key
assumptions underpinning this assessment include revenue and operating margins; the long-term growth rate;
and the discount rate. The conclusion of the impairment assessment was that the recoverable amount per the
value in use model exceeded the carrying amount of the investment and therefore no impairment charge was
recorded. We consider this area to be a key audit matter since the VIU impairment assessment performed by
management contains a number of significant judgements and estimates.
To assess the recoverability of the carrying value of the investment in the joint venture, we performed the
following audit procedures:
• Verified the mathematical accuracy of the model used to estimate the recoverable amount;
• Assessed the methodology and approach applied by management in performing the impairment review
• Supported by PwC valuations experts, reviewed management’s discount rate and long term growth rate
calculation for appropriateness;
• Reviewed internal and external market evidence for the key assumptions in the VIU model. We also assessed
management’s assumptions against historic results and forecasting accuracy;
• We performed sensitivities over the key assumptions used in management’s models;
• We challenged the extent to which climate change had been considered and reflected in the future cash
flows used in management’s models.
Based on these procedures, whilst sensitive to change assumptions, we concluded that we concur with
management’s assessment of the VIU and that no impairment in joint venture exists. We evaluated the
disclosures in the financial statements and consider these to be appropriate.
Recoverability of investments in subsidiary undertakings (Company)
In the Company financial statements, refer to note 1 - Accounting policies - Accounting judgements - Carrying
value of intercompany receivables and investments in subsidiaries, and note 4 - Investments in subsidiaries .
The Parent Company had €30.4m (2025: €29.6m) of investments in subsidiary undertakings. The valuation of
this investment is significant to the Company balance sheet. If such indicators exist, the recoverable amounts
of the investments in subsidiaries is estimated in order to determine the extent of the impairment loss, if any.
A review of potential indicators of impairment was performed by management focusing on the developments
in the year, concluding that no such indicators were present and therefore that the investments carrying values
remain recoverable.
Due to the investment’s significance and the judgements required for impairment assessment, this was
identified as a key audit matter.
We evaluated management’s assessment of whether any potential indicators of impairment existed at 31
March 2026. In doing this, we considered the market capitalisation of the Company at 31 March 2026, which
exceeded the carrying value of investments in subsidiary undertakings. We also considered the latest expected
performance of the Group by comparing the cash flow forecasts audited to those estimated in the prior year by
management, as well as the performance in the year. Overall, we found that management’s judgement that there
has been no indicator of impairment to be appropriate.
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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’s accounting process is structured around a central finance function based
in the UK. The accounting records for each of the territories in which the Group
operates is managed through the central finance function except for the Netherlands
entity and US joint venture which maintain their own accounting records and reports to
the central finance function through the submission of management reporting packs.
We instructed component auditors in Netherlands and USA, who are familiar with the
local laws and regulations, to perform an audit of the complete financial information
in respect of the components. In order to direct and supervise the component audits,
the Group engagement team sent detailed instructions to the local audit teams. These
included communication of the areas of focus and other required communications. The
consolidation, financial statement disclosures and a number of complex items were audited
by the Group engagement team in the UK. These areas included the going concern
assessment, share based payments, tax accounting and impairment assessment in respect
of non-current assets. Taken together, these procedures gave us the evidence we needed
for our opinion on the financial statements as a whole.
The impact of climate risk on our audit
We made enquiries of management to understand their process to assess the extent of the
potential impact of climate change risks on the Group and its financial statements. We used
our knowledge of the Group to consider the completeness of the risk assessment, giving
consideration to both physical and transition risks. Management has outlined within their
Strategic Report their sustainability goals, highlighting a focus on producing sustainable
wood products that are responsibly sourced from certified sustainable, well managed and
fast growing forests. This has been factored into their strategy and future business plans.
Whilst the impact of climate change is uncertain there were no indications that the useful
lives of the assets are currently impacted by climate change. We also read the disclosures
made in relation to climate change, in the other information within the Annual Report,
and considered their consistency with the financial statements and our knowledge from
our audit.
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
€1,530,000 (2025: €1,366,000). €3,080,000 (2025: €2,895,000).
How we
determined it
1% of Total revenues 1% of Total assets
Rationale for
benchmark
applied
Given that the business continues to
be in a growth stage with the further
growth of Accoya, revenue remains the
most appropriate measure to use and is a
generally accepted benchmark
The Company is a non-trading holding
Company and accordingly we conclude that
total assets is an appropriate 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 €106,400 to €1,419,300. Certain components were audited to a local statutory audit
materiality that was also less than our overall Group materiality.
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. Our performance materiality
was 75% (2025: 75%) of overall materiality, amounting to €1,147,500 (2025: €1,024,500)
for theGroup financial statements and €2,310,000 (2025: €2,171,250) for the Company
financial statements.
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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 Committee that we would report to them misstatements
identified during our audit above €76,500 (Group audit) (2025: €68,300) and €154,100
(Company audit) (2025: €144,750) 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:
• Tested the integrity of the model used for the going concern assessment covering the
period through to 30 September 2027, by recalculating certain outputs and checking the
mathematical accuracy of the formulas within the model. We also agreed the forecasts
used to the FY27 board approved budget, tested the accuracy of the inputs of the
model by agreeing back to source documentation and obtained the loan agreements and
recomputed the financial covenants in the models.
• We reviewed management’s base case and severe but plausible downside scenario,
ensuring the directors have considered all appropriate factors, including the cash flows,
the liquidity position of the Group, available borrowing facilities, the timing of contractual
debt repayments and the relevant financial and non-financial covenants;
• Based on our audit knowledge and assessment of management’s forecasting accuracy,
we performed an independent stress test of management’s base and stress cases,
focusing on expected sales volumes, working capital management, funding requirements
for the US joint venture, and forecasted royalty income from the US joint venture.
• We have assessed the appropriateness of disclosures within the Annual Report in note
1 of the Group financial statements and note 1 of the Company financial statements in
respect of going concern and are satisfied that they are appropriate and disclose the
risks associated with the Group’s future financial performance and its impact on loan
covenant compliance.
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.
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.
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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 March 2026
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.
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.
The directors are responsible for presenting and marking up the consolidated financial
statements in compliance with the requirements set out in the Delegated Regulation
2019/815 on European Single Electronic Format (“ESEF Regulation”).
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)
and ISAs 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 applicable industrial and
health & safety regulations, 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 Listing
rules applicable for AIM and Euronext Amsterdam, Companies Act 2006, Dutch Financial
Services Market Supervision Act and applicable tax legislation. 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 posting inappropriate journal entries to achieve desired financial results and
management bias in accounting estimates. The Group engagement team shared this risk
assessment with the component auditors so that they could include appropriate audit
procedures in response to such risks in their work. Audit procedures performed by the
Group engagement team and/or component auditors included:
• Gaining an understanding of the legal and regulatory framework applicable to the Group
and the industry in which it operates and considering the risk of acts by the Group which
were contrary to applicable laws and regulations, including fraud.
• Reviewed the minutes of Board, Remuneration and Audit Committee meetings to identify
any inconsistencies with the information that has been provided by management.
• We held discussions with Group management and the Group’s legal counsel, including
consideration of known or suspected instances of non-compliance with laws and
regulation, that could give rise to a material misstatement in the Group and Company
financial statements.
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• Challenging management’s assumptions and judgements underpinning the going
concern assessment and key accounting estimates, including those relating to the
recoverability of non-current assets, in particular the investment in the Accoya USA LLC
joint venture.
• Reviewing the financial statement disclosures and agreeing to underlying supporting
documentation.
• Identifying and testing unusual journal entries, in particular journal entries posted with
unusual account combinations, and testing all material consolidation journals;
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
in accordance with ISAs (UK) is located on the FRC’s website at: www.frc.org.uk/
auditorsresponsibilities. This description forms part of our auditors’ report.
As part of an audit in accordance with ISAs, we exercise professional judgement and
maintain professional scepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the consolidated financial
statements, whether due to fraud or error, design and perform audit procedures responsive
to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis
for our opinion. The risk of not detecting a material misstatement resulting from fraud is
higher than for one resulting from error, as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design
audit procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the Group’s and Company’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast significant doubt on the Group’s
and Company’s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditor’s report to the
related disclosures in the consolidated financial statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence
obtained up to the date of our auditor’s report. However, future events or conditions
may cause the Group to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the consolidated financial
statements, including the disclosures, and whether the consolidated financial statements
represent the underlying transactions and events in a manner that achieves fair presentation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the
entities or business activities within the Group and Company to express an opinion on
the consolidated financial statements. We are responsible for the direction, supervision
and performance of the Group and Company audit. We remain solely responsible for our
audit opinion.
We communicate with those charged with governance regarding, among other matters,
the planned scope and timing of the audit and significant audit findings, including any
significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with
relevant ethical requirements regarding independence, and to communicate with them all
relationships and other matters that may reasonably be thought to bear on our independence,
and where applicable, actions taken to eliminate threats or safeguards applied.
From the matters communicated with those charged with governance, we determine those
matters that were of most significance in the audit of the consolidated financial statements
of the current period and are therefore the key audit matters. We describe these matters
in our auditor’s report unless law or regulation precludes public disclosure about the
matter or when, in extremely rare circumstances, we determine that a matter should not
be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.
It is also our responsibility to assess whether the consolidated financial statements have
been prepared, in all material respects, in compliance with the requirements laid down in
the ESEF Regulation.
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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 8 September 2011.
Our uninterrupted engagement covers 16 financial years.
Report on other legal and regulatory requirements
We have checked the compliance of the consolidated financial statements of the Company
as at 31 March 2026 with the relevant statutory requirements set out in the ESEF
Regulation that are applicable to financial statements. That is, for the Company:
• The consolidated financial statements are prepared in a valid xHTML format;
• The XBRL markup of the consolidated financial statements uses the core taxonomy and
the common rules on markups specified in the ESEF Regulation;
• In our opinion, the consolidated financial statements of the Company as at 31 March
2026, identified as 213800HKRFK8PNUNV581-2026-03-31-1-en.zip have been prepared,
in all material respects, in compliance with the requirements laid down in the ESEF
Regulation as described in the Directors’ Report.
Katherine Birch-Evans (Senior Statutory Auditor)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
London
15 June 2026
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CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
for the year ended 31 March 2026
2026 | 2025 | ||||||
| Exceptional | Exceptional | ||||||
| Underlying | items * | Total | Underlying | items * | Total | ||
| Note | €’000 | €’000 | €’000 | €’000 | €’000 | €’000 | |
Accoya wood revenue | |||||||
Tricoya panel revenue | |||||||
Royalties and licence revenue ** | |||||||
Other revenue | |||||||
Total revenue | 3 | ||||||
Cost of sales | ( | ( | ( | ( | |||
Gross profit | |||||||
Other operating costs | 4 | ( | ( | ( | ( | ( | |
Operating profit/(loss) | 8 | ( | ( | ||||
Finance income | 9 | ||||||
Finance expense | 10 | ( | ( | ( | ( | ||
Share of net loss from joint venture | 25 | ( | ( | ( | ( | ||
Loss before taxation | ( | ( | ( | ( | ( | ||
Tax credit/(expense) | 11 | ( | ( | ||||
Profit/(loss) from continuing operations | ( | ( | ( | ||||
| Items that may be reclassified to profit or loss | |||||||
Loss arising on translation of foreign operations | ( | ( | ( | ( | |||
Gain arising on foreign currency cash flow hedges | |||||||
Total other comprehensive gain/(loss) | ( | ( | |||||
Total comprehensive profit/(loss) for the year | ( | ( | ( | ||||
| Total comprehensive profit/(loss) for the year is attributable to: | |||||||
Owners of Accsys Technologies PLC | ( | ( | ( | ||||
Total comprehensive profit/(loss) for the year | ( | ( | ( | ||||
Basic earnings/(loss) per Ordinary share (cents) | 12 | ( | ( | ||||
Diluted earnings per Ordinary share (cents) | 12 |
The notes on pages 104 to 137 form an integral part of these financial statements.
* See note 5 for details of exceptional items.
** See note 3 for details of re-presentation.
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CONSOLIDATED STATEMENT OF FINANCIAL POSITION
as at 31 March 2026
Registered Company 05534340
| 2026 | 2025 | ||
| Note | €’000 | €’000 | |
| Non-current assets | |||
Intangible assets | 14 | ||
Investment in joint venture | 25 | ||
Property, plant and equipment | 15 | ||
Right of use assets | 16 | ||
Deferred tax asset | 11 | ||
Financial asset at fair value through profit or loss | 17 | ||
| Current assets | |||
Inventories | 20 | ||
Trade and other receivables | 21 | ||
Cash and cash equivalents | 26 | ||
| Current liabilities | |||
Trade and other payables | 22 | ( | ( |
Obligations under lease liabilities | 16 | ( | ( |
Short term borrowings | 26 | ( | ( |
Corporation tax payable | ( | ( | |
( | ( | ||
Net current assets | |||
| Non-current liabilities | |||
Obligations under lease liabilities | 16 | ( | ( |
Other long term borrowings | 26 | ( | ( |
Financial guarantee | 28 | ||
( | ( | ||
Net assets |
| 2026 | 2025 | ||
| Note | €’000 | €’000 | |
| Equity | |||
Share capital | 23 | ||
Share premium account | |||
Other reserves | 24 | ||
Accumulated loss | ( | ( | |
Own shares | ( | ( | |
Foreign currency translation reserve | |||
Equity attributable to owners of Accsys Technologies PLC | |||
Total equity |
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| Total equity | |||||||
| attributable to equity | |||||||
| Share capital | Share | Other | Own | Foreign currency | Accumulated | shareholders of the | |
| Ordinary | premium account | reserves | Shares | translation reserve | Loss | Company | |
| €000 | €000 | €000 | €000 | €000 | €000 | €000 | |
Balance at 1 April 2024 | ( | ( | |||||
Loss for the year | ( | ( | |||||
Other comprehensive gain/(loss) for the year | ( | ( | |||||
Share based payments | |||||||
Shares issued | ( | ||||||
Premium on shares issued | ( | ||||||
Share issue costs | |||||||
Foreign exchange hedge movement | ( | ( | |||||
Balance at 31 March 2025 | ( | ( | |||||
Profit for the year | |||||||
Other comprehensive gain/(loss) for the year | ( | ||||||
Share based payments | |||||||
Shares issued | ( | ||||||
Premium on shares issued | ( | ||||||
Share issue costs | |||||||
Balance at 31 March 2026 | ( | ( |
Share capital is the amount subscribed for shares at nominal value (note 23).
Share premium account represents the excess of the amount subscribed for share capital over the nominal value of these shares, net of share issue expenses. Share issue expenses
comprise the costs in respect of the issue by the Company of new shares.
See note 24 for details concerning Other reserves.
Foreign currency translation reserve arises on the re-translation of the Group’s USA subsidiary’s net assets which are denominated in a different functional currency, being US dollars.
Accumulated losses represent the cumulative loss of the Group attributable to the owners of the parent.
The notes on pages 103 to 136 form an integral part of these financial statements.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the year ended 31 March 2026
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| 2026 | 2025 | ||
| Note | €’000 | €’000 | |
Loss before taxation | ( | ( | |
| Adjustments for: | |||
Amortisation of intangible assets | 8 | ||
Depreciation of property, plant and equipment, and right of use assets | 8 | ||
Loss from liquidation of Tricoya UK Ltd | 5 | ||
Net finance expense | 9/10 | ||
Equity-settled share-based payment expenses | 13 | ||
Accsys portion of Licence fee received from joint venture | 25 | ||
Share of net loss of joint venture | 25 | ||
Currency translation (gain)/loss | ( | ||
Cash inflows from operating activities before changes in working capital | |||
(Increase) in trade and other receivables | 21 | ( | ( |
(Increase) in inventories | 20 | ( | ( |
Increase/(decrease) in trade and other payables | 22 | ( | |
Net cash generated from operating activities before tax | |||
Tax received/(paid) | 11 | ( | |
Net cash generated from operating activities | |||
| Cash flows from investing activities | |||
Proceeds from disposal of property, plant and equipment | |||
Investment in property, plant and equipment | 15 | ( | ( |
Cash disposed of from liquidation of Tricoya UK Ltd | ( | ||
Investment in intangible assets | 14 | ( | ( |
Investment in joint venture | 25 | ( | ( |
Net cash used in investing activities | ( | ( |
CONSOLIDATED STATEMENT OF CASH FLOWS
for the year ended 31 March 2026
| 2026 | 2025 | ||
| Note | €’000 | €’000 | |
| Cash flows from financing activities | |||
Proceeds from loans | |||
Other finance costs | ( | ( | |
Interest paid | ( | ( | |
Interest received | |||
Repayment of lease liabilities | 16 | ( | ( |
Repayment of loans/rolled up interest | ( | ||
Proceeds from issue of share capital and share schemes | |||
Share issue costs | ( | ||
Net cash used in financing activities | ( | ( | |
Net increase/(decrease) in cash and cash equivalents | ( | ||
Effect of exchange rate changes on cash and cash equivalents | ( | ( | |
Opening cash and cash equivalents | |||
Closing cash and cash equivalents |
The notes on pages 104 to 137 form an integral part of these financial statements.
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NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2026
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NOTES TO THE FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
1. Accounting policies continued
Business combinations continued
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NOTES TO THE FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
1. Accounting policies continued
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NOTES TO THE FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
1. Accounting policies continued
Taxation continued
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NOTES TO THE FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
1. Accounting policies continued
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NOTES TO THE FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
1. Accounting policies continued
Leases continued
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NOTES TO THE FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
1. Accounting policies continued
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1. Accounting policies continued
Alternative Performance Measures
The Group presents certain measures of financial performance, position or cash flows in
the Annual Report and Financial Statements that are not defined or specified according
to IFRS (International Financial Reporting Standards). These measures, referred to as
Alternative Performance Measures (APMs), are prepared on a consistent basis for all
periods presented in this report.
The significant APMs are:
Net debt
A measure comprising short term and long-term borrowings (including lease obligations)
less cash and cash equivalents. Net debt ignores any movements in embedded derivatives
to provide a measure of the Group’s true net indebtedness or overall leverage.
Underlying EBITDA
Operating profit/(loss) before Exceptional items, depreciation and amortisation.
Underlying EBITDA provides a measure of the cash-generating ability of the business that
is comparable from year to year.
Underlying EBIT
Operating profit/(loss) before Exceptional items. Underlying EBIT provides a measure of
the operating performance that is comparable from year to year.
Adjusted EBITDA
Underlying EBITDA plus the Group’s attributable share of the Accoya USA joint venture’s
underlying EBITDA. Adjusted EBITDA provides a measure of the cash-generating ability of
the business that is comparable from year to year.
Adjusted EBIT
Underlying EBIT plus the Group’s attributable share of the Accoya USA joint venture’s
underlying EBIT. Adjusted EBIT provides a measure of the operating performance that is
comparable from year to year.
Free cash flow
Net cash from operating activities less investment in property, plant and equipment and
intangible assets. See note 26.
Leverage ratio
Leverage ratio is the ratio of net debt to underlying EBITDA.
2. Accounting judgements and estimates
Estimates and judgements are continually evaluated and are based on historical experience
and other factors, including expectations of future events that are believed to be
reasonable under the circumstances.
Accounting estimates
Goodwill
The Group tests annually whether goodwill has suffered any impairment in accordance
with the accounting policy stated above. The recoverable amounts of cash-generating
units have been determined based on value in use calculations. These calculations require
the use of judgements in relation to discount rates and future forecasts (See note 14 and
15). The recoverability of these balances is dependent upon the level of future licence fees
and manufacturing revenues. While the scope and timing of the production facilities to be
built under the Group’s existing and future agreements remains uncertain, the Directors
remain confident that revenue from own manufacturing, existing licensees, new licence
agreements will be generated, demonstrating the recoverability of these balances.
Intellectual property rights (IPR) and property, plant and equipment
The Group tests the carrying amount of the intellectual property rights and property, plant
and equipment whenever events or changes in circumstances indicate that the net book
value may not be recoverable. These calculations require the use of estimates in respect
of future cash flows from the assets by applying a discount rate to the anticipated pre-
tax future cash flows. Within this process, the Group makes a number of key assumptions
including operating margins, production volumes, discount rates, terminal growth rates
and forecast cash flows. Additional information is disclosed in note 14 and 15, which
highlights the estimates applied in the value-in-use calculations for those CGUs that are
considered most susceptible to changes in key assumptions and the sensitivity of these
estimates. The Group also reviews the estimated useful lives at the end of each annual
reporting period (See note 14 and 15). The price of raw materials and other inputs vary
according to market conditions outside of the Group’s control. Should the price of the raw
materials increase greater than the sales price or in a way which no longer makes Accoya
competitive, then the carrying value of the property, plant and equipment or IPR may be
in doubt and become impaired. The Directors consider that the current market and best
estimates of future prices mean that this risk is limited.
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NOTES TO THE FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
2. Accounting judgements and estimates continued
Accounting estimates continued
Fair value of financial derivative
The Group has convertible loan notes with an embedded conversion option. The Group
values the financial derivative based upon assumptions around the likelihood of conversion
and the volatility of the share price to determine the fair value of the derivative. Any
movements in the fair value of the derivative are recognised through the profit and loss.
See note 26 for further details.
Recovery of investment in the joint venture
The Group, together with Eastman Chemical Company LLC formed Accoya USA LLC, 60%
owned by the Group and 40% owned by Eastman. The two parties are assessed to jointly
control the entity, due to the operating agreement requiring both joint venture partners
to approve key business decisions. The Group performs an impairment assessment on
its investment in Accoya USA LLC whenever events or changes in circumstances indicate
that the carrying value may not be recoverable. This requires the Group to make an
estimate and assumptions of the expected cash flows, sales volumes and choose a suitable
discount rate in order to calculate the present value of those cash flows. See note 25 for
further details.
Accounting judgements
In preparing the Consolidated Financial Statements, management has to make judgments
on how to apply the Group’s accounting policies and make estimates about the future.
The critical judgements that have been made in arriving at the amounts recognised in
the Consolidated Financial Statements and the key sources of uncertainty that have a
significant risk of causing a material adjustment to the carrying value of assets and
liabilities in the next financial year are discussed below:
Financial asset at fair value through profit or loss
The Group has an investment in listed equity shares carried at nil fair value as a reliable
fair value cannot be obtained since there is no active market for the shares and there
is currently uncertainty around the future funding of the business. The Group makes
appropriate enquiries and considers all of the information available to it in order to
determine the fair value (See note 17).
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NOTES TO THE FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
| Accoya Segment | ||||||
2026 | 2025 | |||||
| Exceptional | Exceptional | |||||
| Underlying | items | TOTAL | Underlying | items | TOTAL | |
| €’000 | €’000 | €’000 | €’000 | €’000 | €’000 | |
Accoya wood revenue | 138,947 | – | 138,947 | 124,047 | – | 124,047 |
Tricoya panel revenue | 3,447 | – | 3,447 | 3,698 | – | 3,698 |
| Royalties and licence | ||||||
revenue * | 3,981 | – | 3,981 | 1,372 | – | 1,372 |
Other revenue | 6,901 | – | 6,901 | 7,515 | – | 7,515 |
Total Revenue | 153,276 | – | 153,276 | 136,632 | – | 136,632 |
Cost of sales | (105,909) | – | (105,909) | (95,205) | – | (95,205) |
Gross profit | 47,367 | – | 47,367 | 41,427 | – | 41,427 |
Other operating costs | (31,481) | 1,300 | (30,181) | (30,084) | (12,030) | (42,114) |
Operating profit/(loss) | 15,886 | 1,300 | 17,186 | 11,343 | (12,030) | (687) |
Operating profit/(loss) | 15,886 | 1,300 | 17,186 | 11,343 | (12,030) | (687) |
Depreciation and amortisation | 8,826 | – | 8,826 | 9,219 | – | 9,219 |
Profit on disposal of assets | – | – | – | – | (12) | (12) |
Impairment | – | – | – | – | 18,320 | 18,320 |
Gain on disposal of investment | – | – | – | – | (10,382) | (10,382) |
EBITDA | 24,712 | 1,300 | 26,012 | 20,562 | (4,104) | 16,458 |
| 2026 | 2025 | |
| €’000 | €’000 | |
Operating profit | 15,886 | 11,343 |
Share of Accoya USA EBIT | (4,953) | (9,621) |
Adjusted EBIT | 10,933 | 1,722 |
| 2026 | 2025 | |
| €’000 | €’000 | |
Underlying EBITDA | 24,712 | 20,562 |
Share of Accoya USA EBITDA | 90 | (6,045) |
Adjusted EBITDA | 24,802 | 14,517 |
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for the year ended 31 March 2026
3. Segmental reporting continued
| Corporate Segment | ||||||
2026 | 2025 | |||||
| Exceptional | Exceptional | |||||
| Underlying | items | TOTAL | Underlying | items | TOTAL | |
| €’000 | €’000 | €’000 | €’000 | €’000 | €’000 | |
Accoya wood revenue | – | – | – | – | – | – |
Tricoya panel revenue | – | – | – | – | – | – |
| Royalties and licence | ||||||
revenue | – | – | – | – | – | – |
Other revenue | – | – | – | – | – | – |
Total Revenue | – | – | – | – | – | – |
Cost of sales | – | – | – | – | – | – |
Gross result | – | – | – | – | – | – |
Other operating costs | (3,597) | – | (3,597) | (3,694) | – | (3,694) |
Operating profit/(loss) | (3,597) | – | (3,597) | (3,694) | – | (3,694) |
Operating profit/(loss) | (3,597) | – | (3,597) | (3,694) | – | (3,694) |
Depreciation and amortisation | – | – | – | – | – | – |
EBITDA | (3,597) | – | (3,597) | (3,694) | – | (3,694) |
| Total | ||||||
2026 | 2025 | |||||
| Exceptional | Exceptional | |||||
| Underlying | items | TOTAL | Underlying | items | TOTAL | |
| €’000 | €’000 | €’000 | €’000 | €’000 | €’000 | |
Accoya wood revenue | 138,947 | – | 138,947 | 124,047 | – | 124,047 |
Tricoya panel revenue | 3,447 | – | 3,447 | 3,698 | – | 3,698 |
| Royalties and licence | ||||||
revenue | 3,981 | – | 3,981 | 1,372 | – | 1,372 |
Other revenue | 6,901 | – | 6,901 | 7,515 | – | 7,515 |
Total Revenue | 153,276 | – | 153,276 | 136,632 | – | 136,632 |
Cost of sales | (105,909) | – | (105,909) | (95,205) | – | (95,205) |
Gross profit | 47,367 | – | 47,367 | 41,427 | – | 41,427 |
Other operating costs | (35,077) | 1,300 | (33,777) | (33,778) | (12,030) | (45,808) |
Operating profit/(loss) | 12,290 | 1,300 | 13,590 | 7,649 | (12,030) | (4,381) |
Finance income | 69 | – | 69 | 304 | – | 304 |
Finance expense | (6,509) | – | (6,509) | (5,960) | 1,102 | (4,858) |
Share of net loss from joint venture | (7,720) | – | (7,720) | (11,871) | – | (11,871) |
Loss before taxation | (1,870) | 1,300 | (570) | (9,878) | (10,928) | (20,806) |
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3. Segmental reporting continued
2026 | 2025 | |||||
| Exceptional | Exceptional | |||||
| items | TOTAL | items | TOTAL | |||
| €’000 | €’000 | €’000 | €’000 | €’000 | €’000 | |
Operating profit/(loss) | 12,290 | 1,300 | 13,590 | 7,649 | (12,030) | (4,381) |
Depreciation and amortisation | 8,826 | – | 8,826 | 9,219 | – | 9,219 |
Profit on disposal of assets | – | – | – | – | (12) | (12) |
Impairment | – | – | – | – | 18,320 | 18,320 |
Gain on disposal of investment | – | – | – | – | (10,382) | (10,382) |
EBITDA | 21,116 | 1,300 | 22,416 | 16,868 | (4,104) | 12,764 |
| 2026 | 2025 | |
| €’000 | €’000 | |
Operating profit | 12,290 | 7,649 |
Share of Accoya USA EBIT | (4,953) | (9,621) |
Adjusted EBIT | 7,337 | (1,972) |
| 2026 | 2025 | |
| €’000 | €’000 | |
Underlying EBITDA | 21,116 | 16,868 |
Share of Accoya USA EBITDA | 90 | (6,045) |
Adjusted EBITDA | 21,206 | 10,823 |
| 2026 | 2025 | |
| €’000 | €’000 | |
UK and Ireland | 58,085 | 54,103 |
Rest of Europe | 63,030 | 51,276 |
Americas | 16,802 | 15,921 |
Rest of World | 15,359 | 15,332 |
153,276 | 136,632 |
| Accoya | Corporate | TOTAL | Accoya | Corporate | TOTAL | |
| 2026 | 2026 | 2026 | 2025 | 2025 | 2025 | |
| €’000 | €’000 | €’000 | €’000 | €’000 | €’000 | |
Non-current assets | 108,375 | 1,766 | 110,141 | 115,505 | 1,661 | 117,166 |
Current assets | 77,329 | 6,573 | 83,902 | 52,142 | 11,645 | 63,787 |
Current liabilities | (8,023) | (29,315) | (37,338) | (20,455) | (9,779) | (30,234) |
Net current assets | 69,306 | (22,742) | 46,564 | 31,687 | 1,866 | 33,553 |
Non-current liabilities | (2,066) | (49,492) | (51,558) | (2,663) | (50,734) | (53,397) |
Net assets/(liabilities) | 175,615 | (70,468) | 105,147 | 144,529 | (47,207) | 97,322 |
| 2026 | 2025 | |
| €’000 | €’000 | |
UK | 4,002 | 4,169 |
USA | 28,358 | 33,854 |
Mainland Europe | 73,550 | 74,912 |
Un-allocated – Goodwill | 4,231 | 4,231 |
110,141 | 117,166 |
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for the year ended 31 March 2026
3. Segmental reporting continued
| 2026 | 2025 | |
| €’000 | €’000 | |
Sales and marketing | 5,640 | 4,805 |
Research and development | 1,227 | 1,190 |
Other operating costs | 3,217 | 4,392 |
Administration costs | 16,167 | 14,172 |
Exceptional items * | (1,300) | 4,092 |
Other operating costs excluding depreciation, amortisation, impairment and gains on disposals | 24,951 | 28,651 |
Depreciation and amortisation | 8,826 | 9,219 |
Impairment loss – exceptional items * | – | 18,320 |
Gain on disposal of investment * | – | (10,382) |
Total other operating costs | 33,777 | 45,808 |
5. Exceptional items
| 2026 | 2025 | |
| €’000 | €’000 | |
Impairment of the Tricoya segment assets | – | (18,320) |
Hull closure costs | 1,300 | (4,092) |
Gain on disposal of investment | – | 10,382 |
Total exceptional operating cost | 1,300 | (12,030) |
Revaluation/recognition of Valuation Recovery Instrument ‘VRI’ liability | – | 1,102 |
Total exceptional financing costs | – | 1,102 |
Total exceptional items | 1,300 | (10,928) |
Exceptional Items
In the year:
• A restructuring gain of €1.3m has been recognised in relation to restructuring costs
relating to the discontinuing and winding-up the Hull plant which did not materialise.
In the prior year:
• An impairment loss (non-cash item) of €18.3m has been recognised in the year reflecting
the full remaining impairment of the Tricoya segment assets related to the Hull plant
(2024: €7.0m).
• A restructuring cost of €4.1m has been recognised for the costs related to discontinuing
and winding-up the Hull plant.
• An exceptional gain of €10.4m (non-cash item) has been recognised in the year reflecting
the deconsolidation of Tricoya UK Ltd following the loss of control from the Group. The
majority of this gain relates to the removal of the non-recourse NatWest facility of €7.1m
and the lease liability on the land of €1.2m. See note 26 for further details.
• The financial liability previously raised to account for the Value Recovery Instrument
(‘VRI’) of €1.1m has been released.
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NOTES TO THE FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
| 2026 | 2025 | |
| €’000 | €’000 | |
| Staff costs (including Directors) consist of: | ||
Wages and salaries | 18,691 | 15,402 |
Social security costs | 2,753 | 2,407 |
Other pension costs | 1,378 | 1,101 |
Share based payments | 720 | 1,734 |
23,542 | 20,644 |
2026 | 2025 | |
Sales and marketing, administration, research and engineering | 133 | 120 |
Operating | 102 | 95 |
235 | 215 |
7. Directors’ remuneration
| 2026 | 2025 | |
| €’000 | €’000 | |
| Directors’ remuneration consists of: | ||
Directors’ emoluments | 1,750 | 1,867 |
Company contributions to money purchase pension schemes | 61 | 57 |
1,811 | 1,924 |
Compensation of key management personnel included the following amounts:
| 2026 | ||||||||
| Salary, | 2026 | 2025 | 2025 | |||||
| bonus | Share | Salary, | Share | |||||
| and short | based | and short | based | |||||
| term | 2026 | payments | 2026 | term | 2025 | payments | 2025 | |
| benefits | Pension | charge | Total | benefits | Pension | charge | Total | |
| €’000 | €’000 | €’000 | €’000 | €’000 | €’000 | €’000 | €’000 | |
Jelena Arsic van Os | 866 | 36 | 180 | 1,082 | 916 | 37 | 129 | 1,082 |
Steven Salo | – | – | – | – | 196 | 3 | 22 | 221 |
Sameet Vohra | 554 | 25 | 71 | 650 | 309 | 13 | 44 | 366 |
Hans Pauli | – | – | – | – | 130 | 4 | 4 | 138 |
1,420 | 61 | 251 | 1,732 | 1, 551 | 57 | 199 | 1,807 |
The Group made contributions to two (2025: two) Director’s personal pension plans,
with both Directors receiving cash in lieu of pension.
The figures in the above table are impacted by foreign exchange noting that
the remuneration for Jelena Arsic van Os and Sameet Vohra, are denominated
in Pounds Sterling.
In the prior year, the compensation in the above table for Sameet Vohra, Steven Salo and
Hans Pauli represents the period in which they were appointed as a Director and not a
full year.
Key management personnel includes the Executive Directors. For further details on all
Director’s remunerations, see the Remuneration Report on page 74.
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NOTES TO THE FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
| 2026 | 2025 | ||
| €’000 | €’000 | ||
| This has been arrived at after charging/(crediting): | |||
Staff costs (note 6) | 23,542 | 20,644 | |
Depreciation of property, plant and equipment, and right of use assets | 8,131 | 8,171 | |
Impairment | – | 18,320 | |
Amortisation of intangible assets | 695 | 1,048 | |
Short term lease rentals | 155 | 91 | |
Foreign exchange (gain)/losses | (48) | 129 | |
Research & development (excluding staff costs) | 458 | 452 | |
| Fees payable to the Company’s auditors for the audit of the Group’s annual | |||
financial statements | 272 | 295 | |
| Fees payable to the Company’s auditors for other services: | |||
• | audit of the Company’s subsidiaries pursuant to legislation | 85 | 104 |
• | other assurance services | 109 | 53 |
Fees payable to Component auditors for audit of subsidiaries | 209 | 201 | |
Fees payable to Component auditors for audit of joint venture | 111 | 134 | |
Total audit and audit related services: | 786 | 787 |
| 2026 | 2025 | |
| €’000 | €’000 | |
Interest receivable on bank and other deposits | 69 | 304 |
| 2026 | 2025 | |
| €’000 | €’000 | |
Interest on loans | 5,180 | 4,667 |
Interest on lease liabilities | 173 | 356 |
Other finance expenses | 618 | 937 |
Total finance expenses | 5,971 | 5,960 |
Fair value loss on revaluation of embedded derivative | 538 | – |
Total underlying finance expenses | 6,509 | 5,960 |
| Exceptional items | ||
Revaluation/recognition of Valuation Recovery Instrument ‘VRI’ | – | (1,102) |
Total Finance expense | 6,509 | 4,858 |
| 2026 | 2025 | |
| €’000 | €’000 | |
(a) Tax recognised in the statement of comprehensive income comprises: | ||
| Current tax charge | ||
UK Corporation tax on profit for the year | (6,612) | 653 |
(6,612) | 653 | |
Overseas tax at rate of 15% | 6 | 8 |
Overseas tax at rate of 25.8% | 1,456 | 1,383 |
| Deferred Tax | ||
Original and reversal of temporary differences | (1,896) | – |
Total tax (credit)/charge reported in the statement of comprehensive income | (7,046) | 2,044 |
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NOTES TO THE FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
11. Tax expense continued
| 2026 | 2025 | |
| €’000 | €’000 | |
| (b) The standard rate of corporation tax applied to the UK reported | ||
profit is 25%. Taxation for other jurisdictions is calculated at the rates prevailing in the respective jurisdictions. The tax charge for the period is higher than the standard rate of corporation tax in the UK (2026: 25%, 2025: 25%) due to: | ||
Loss before tax | (570) | (20,806) |
Expected tax credit at 25% (2025: 25%) | (142) | (5,201) |
Expenses not deductible in determining taxable profit | 467 | 699 |
ECL impairment (not deductible for tax purposes) | – | 7,295 |
Irrecoverable losses due to deconsolidation | – | 1,035 |
Tricoya segment assets impairment | – | 878 |
Income not taxable from gain on investment disposal | – | (2,595) |
| Tax (income)/losses for which no deferred income tax asset was (utilised)/ | ||
recognised | (9,445) | (1,197) |
Corporate interest restriction | – | 481 |
Adjustments in relation to prior periods | 2,068 | 641 |
Effects of overseas taxation | 6 | 8 |
Total tax (credit)/charge reported in the statement of comprehensive income | (7,046) | 2,044 |
Deferred tax assets | Deferred tax liabilities | |||
€ ‘000 | 2026 | 2025 | 2026 | 2025 |
At 1 April | 411 | 509 | (411) | (509) |
| Credited/(charged) to the consolidated | ||||
income statement | 1,815 | (98) | 81 | 98 |
At 31 March | 2,226 | 411 | (330) | (411) |
12. Basic and diluted earnings per Ordinary share
The calculation of earnings/(loss) per Ordinary share is based on loss after tax and the
weighted average number of Ordinary shares in issue during the year.
| 2026 | 2026 | 2025 | 2025 | |
| Underlying | Total | Underlying | Total | |
| Basic earnings per share | ||||
| Weighted average number of Ordinary shares | ||||
in issue (‘000) | 242,304 | 242,304 | 240,086 | 240,086 |
| Profit/(loss) for the year attributable to owners | ||||
of Accsys Technologies PLC (€’000) | 5,176 | 6,476 | (11,922) | (22,850) |
Basic earnings/(loss) per share (cents) | 2.14 | 2.67 | (4.97) | (9.52) |
| Diluted earnings per share | ||||
| Weighted average number of Ordinary shares | ||||
in issue (‘000) | 242,304 | 242,304 | – | – |
| Number of equity options attributable to BGF | ||||
(see note 27) | 8,449 | 8,449 | – | – * |
Number of LTIP options expected to vest (see note 13) | 2,727 | 2,727 | – | – * |
| Number of equity options attributable to convertible | ||||
loan note issued (see note 26) | – | – | – | – |
| Weighted average number of Ordinary shares | ||||
in issue and potential Ordinary shares (‘000) | 253,480 | 253,480 | – | – |
| Profit for the year attributable to owners of Accsys | ||||
Technologies PLC (€’000) | 5,176 | 6,476 | – | – |
Diluted earnings/(loss) per share (cents) | 2.04 | 2.55 | – | – * |
* For FY25 diluted loss per share is not disclosed for Total diluted loss per share. IAS 33 ‘Earning per share’ defines Dilutive
share options as share options which would decrease profit per share or increase loss per share. Equity options to BGF
are disclosed in note 27 and convertible loan notes in note 26, which if exercised, would decrease Total loss per share.
As a result, these are anti-dilutive and therefore shown as nil.
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NOTES TO THE FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
13. Share based payments
The Group operates a number of share schemes which give rise to a share-based payment
charge. The Group operates a Long-Term Incentive Plan (‘LTIP’) in order to reward certain
members of staff including the Senior Leadership team and the Executive Directors.
Options – total
The following figures take into account options awarded under the LTIP, together with
share options awarded in previous years under the 2008 Share Option schemes.
Outstanding options granted are as follows:
| Number of outstanding | Weighted average remaining | |||
| options at 31 March | contractual life, in years | |||
Date of grant | 2026 | 2025 | 2026 | 2025 |
24 June 2016 (LTIP) | 93,188 | 93,188 | 0.3 | 1.3 |
20 June 2017 (LTIP) | 72,999 | 72,999 | 1.3 | 2.3 |
18 June 2018 (LTIP) | 45,154 | 45,154 | 2.3 | 3.3 |
23 June 2021 (LTIP) | 42,914 | 42,914 | 5.3 | 6.3 |
12 July 2022 (LTIP) 1 | 56,868 | 180,530 | 6.3 | 7.3 |
28 July 2023 (LTIP) | 701,827 | 776,192 | 7.3 | 8.3 |
18 July 2024 (LTIP) | 1,265,716 | 1,265,716 | 8.3 | 9.3 |
27 November 2024 (LTIP) | 401,516 | 401,516 | 8.3 | 9.3 |
27 June 2025 (LTIP) | 3,055,073 | – | 9.3 | – |
Total | 5,735,255 | 2,878,209 | 8.3 | 8.3 |
1 701,827 nil cost options are outstanding in the 2023 LTIP award at 31 March 2026 and 70,183 options are estimated to vest
on the vesting date in the 2026 calendar year.
Movements in the weighted average values are as follows:
| Weighted | ||
| average | ||
exercise price | Number | |
Outstanding at 1 April 2023 | €0.00 | 2,574,403 |
Granted during the year | €0.00 | 1,438,216 |
Forfeited during the year | €0.00 | (1,134,898) |
Exercised during the year | €0.00 | (568,109) |
Expired during the year | €0.00 | – |
Outstanding at 31 March 2024 | €0.00 | 2,309,612 |
Granted during the year | €0.00 | 1,963,768 |
Forfeited during the year | €0.00 | (1,257,161) |
Exercised during the year | €0.00 | (80,816) |
Expired during the year | €0.00 | – |
Outstanding at 31 March 2025 | €0.00 | 2,935,403 |
Granted during the year | €0.00 | 3,055,073 |
Forfeited during the year | €0.00 | (123,664) |
Exercised during the year | €0.00 | (131,557) |
Expired during the year | €0.00 | – |
Outstanding at 31 March 2026 | €0.00 | 5,735,255 |
The exercise price of options outstanding at the end of the year was €nil (for LTIP options)
(2025: €nil) and their weighted average contractual life was 8.3 years (2025: 8.3 years).
Of the total number of options outstanding at the end of the year 311,122 (2025: 254,255)
had vested and were exercisable at the end of the year.
The Group recognised a total share-based payment charge of €720,000 in the year
(2025: €1,747,000).
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for the year ended 31 March 2026
13. Share based payments continued
Long Term Incentive Plan (‘LTIP’)
In 2013, the Group established a Long-Term Incentive Plan, the participants of which are key
members of the Senior Management Team, including Executive Directors. The establishment
of the LTIP was approved by the shareholders at the AGM in September 2013.
2016 LTIP Award performance conditions and 2019 outcome
The LTIP in 2016 awarded 1,070,255 nil cost options and 494,433 vested in the financial year
ended 31 March 2020. 93,188 nil cost options remain as at 31 March 2026 after allowing for
forfeitures and options exercised in the year.
2017 LTIP Award performance conditions and 2020 outcome
The LTIP in 2017 awarded 1,087,842 nil cost options and 326,999 vested in the financial year
ended 31 March 2021. 72,999 nil cost options remain as at 31 March 2026 after allowing for
forfeitures and options exercised in the year.
2018 LTIP Award performance conditions and 2021 outcome
The LTIP in 2018 awarded 1,170,160 nil cost options and 185,840 vested in the financial year
ended 31 March 2022. 45,154 nil cost options remain as at 31 March 2026 after allowing for
forfeitures and options exercised in the year.
2021 LTIP Award performance conditions and 2024 outcome
The LTIP in 2021 awarded 918,659 nil cost options and 42,914 vested in the financial year
ended 31 March 2024. 42,914 nil cost options remain as at 31 March 2026 after allowing
for forfeitures and options exercised in the year.
Awards made in July 2022 and LTIP Award performance conditions
During 2024, a total of 620,698 LTIP awards were granted to members of the Senior
Leadership team including the Executive Directors:
The performance targets for these awards are as follows:
| Weighting | ||||
| Metric | (% of award) | Threshold | Maximum | |
Vesting (% of maximum) | 25% | 100% | ||
| Cumulative Sales Volume | 25% | 206,000 | 232,000 | |
| (FY23 to FY25) (m | 3 ) | |||
Average Gross contribution (%) | 25% | 49.60% | 55% | |
Share performance compared to AIM Index | 40% | Median | Upper quartile | |
| ESG – improvement in reporting | 10% | 15% improvement in | 20% improvement in | |
| ratings | S&P ESG score over the | S&P ESG score over the | ||
| three-year period | three-year period |
• Vesting is on a straight-line basis between points in the schedule.
• Appropriate adjustments may be made to ensure fair and consistent performance
measurement over the performance period in line with the business plan and intended
stretch of the targets at the point of award.
• Gross contribution defined as Revenue from sale of Accoya/Tricoya less Net acetyls
and raw wood cost.
• Sales Volume is defined as combined sales volume (in cubic metres, or equivalent)
of Accoya and Tricoya.
• Share performance is compared to AIM Index performance excluding Financial services
and natural resource stocks.
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13. Share based payments continued
Awards made in July 2022 and LTIP Award performance conditions
continued
| Element A | Element B | Element C | Element D | |
| (Sales volume | (Gross | (Share price | (ESG Reporting | |
| Element | growth) | Contribution %) | growth) | Metrics) |
Grant date | 12 Jul 22 | 12 Jul 22 | 12 Jul 22 | 12 Jul 22 |
Share price at grant date (€) | 1.21 | 1.21 | 1.21 | 1.21 |
Exercise price (€) | 0.00 | 0.00 | 0.00 | 0.00 |
Expected life (years) | 3 | 3 | 3 | 3 |
Contractual life (years) | 10 | 10 | 10 | 10 |
| Vesting conditions | Sales volume | Gross | Share price | ESG reporting |
| (Details set out above) | Contribution % | metrics | ||
Risk free rate | 0.45% | 0.45% | 0.45% | 0.45% |
Expected volatility | 20% | 20% | 20% | 20% |
Expected dividend yield | 0% | 0% | 0% | 0% |
Fair value of option | € 1.21 | € 1.21 | € 0.90 | € 1.21 |
All of the above awards, made in summer 2022, are subject to a three-year performance
period (i.e. year end 31 March 2026) and a further two-year holding period. In addition,
awards are also subject to malus/clawback provisions.
The volatility used for the share option grants above derive from historic volatility
experienced by the Group during the period from listing.
Awards made in July 2023 and LTIP Award performance conditions
During the financial year ended 31 March 2024, a total of 1,438,216 LTIP awards were made
to members of the Senior Leadership team including the Executive Directors:
The performance targets for 1,306,659 of these awards are as follows:
| Weighting | |||
| Metric | (% of award) | Threshold | Maximum |
Vesting (% of maximum) | 25% | 100% | |
| Cumulative Sales Revenue | 45% | €500m | €600m |
| (FY24 to FY26) (€) | |||
Underlying EBITDA per share (€) | 45% | 0.18 | 0.20 |
| ESG – improvement in reporting | 10% | 6% improvement in | 9% improvement in |
| ratings | S&P ESG score over the | S&P ESG score over the | |
| three-year period | three-year period |
• Vesting is on a straight-line basis between points in the schedule.
• Appropriate adjustments may be made to ensure fair and consistent performance
measurement over the performance period in line with the business plan and intended
stretch of the targets at the point of award.
• Sales Revenue excludes revenue from Accoya USA LLC.
The remaining 131,557 of these awards related to a buy-out award granted to Jelena Arsic
van Os, the Group’s CEO, in respect of remuneration forfeited at her former employer as a
result of joining Accsys. The awards vested on 27 June 2024. The fair value of these options
were €1.22 on their Grant date.
| Element A | Element B | Element C | |
| (Cumulative | (Underlying | (ESG Reporting | |
| Element | sales revenue) | EBITDA per share) | Metrics) |
Grant date | 28 Jul 23 | 28 Jul 23 | 28 Jul 23 |
Share price at grant date (€) | 1.24 | 1.24 | 1.24 |
Exercise price (€) | 0.00 | 0.00 | 0.00 |
Expected life (years) | 3 | 3 | 3 |
Contractual life (years) | 10 | 10 | 10 |
| Vesting conditions | Sales revenue | EBITDA per share | ESG reporting metrics |
| (Details set out above) | |||
Risk free rate | 2.755% | 2.755% | 2.755% |
Expected volatility | 20% | 20% | 20% |
Expected dividend yield | 0% | 0% | 0% |
Fair value of option | € 1.24 | € 1.24 | € 1.24 |
All of the above awards, made in summer 2023, are subject to a three-year performance
period (i.e. year end 31 March 2027) and a further two-year holding period. In addition,
awards are also subject to malus/clawback provisions.
The volatility used for the share option grants above derive from historic volatility
experienced by the Group during the period from listing.
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for the year ended 31 March 2026
13. Share based payments continued
Awards made in July 2024 and November 2024 and LTIP Award
performance conditions
During the financial year ended 31 March 2025, a total of 1,963,768 LTIP awards were made
primarily to members of the Senior Leadership team including the Executive Directors:
The performance targets for these awards are as follows:
| Weighting | |||
| Metric | (% of award) | Threshold | Maximum |
Vesting (% of maximum) | 25% | 100% | |
Share performance compared to AIM Index | 30% | Median | Top quartile |
EBITDA per share in FY27 | 40% | €0.07 | €0.13 |
Cumulative Cash generation | 30% | €0m cash inflow | €10m cash inflow |
• Vesting is on a straight-line basis between points in the schedule.
• Appropriate adjustments may be made to ensure fair and consistent performance
measurement over the performance period in line with the business plan and intended
stretch of the targets at the point of award.
• EBITDA per share targets exclude exceptional items and Tricoya UK but include the
Company’s proportion of Accoya USA results.
• Share performance is compared to AIM Index performance excluding Financial services
and natural resource stocks.
• Cumulative cash generation is based on total cash generation excluding Loan and
interest payments.
| Element B | |||
| Element A | (Adjusted | Element C | |
| (Share price | EBITDA per | (Cumulative Cash | |
| Element | growth) | share) | generation) |
Grant date | 18 Jul 24 | 18 Jul 24 | 18 Jul 24 |
Share price at grant date (€) | 0.65 | 0.65 | 0.65 |
Exercise price (€) | 0.00 | 0.00 | 0.00 |
Expected life (years) | 3 | 3 | 3 |
Contractual life (years) | 10 | 10 | 10 |
Vesting conditions (Details set out above) | Share price | EBITDA | Cash |
Risk free rate | 2.53% | 2.53% | 2.53% |
Expected volatility | 20% | 20% | 20% |
Expected dividend yield | 0% | 0% | 0% |
Fair value of option | € 0.65 | € 0.65 | € 0.65 |
On 27 November 2024, a total of 401,516 LTIP awards (included in the 1,963,768 LTIP awards
above) were made with the same performance targets as illustrated above. The fair value of
these awards were €0.58 per option.
All of the above awards, made in July and November 2024 are subject to a three-year
performance period and the awards made to the two Executive Directors include a further
two-year holding period. In addition, awards are also subject to malus/clawback provisions.
The volatility used for the share option grants above derive from historic volatility
experienced by the Group during the period from listing.
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for the year ended 31 March 2026
13. Share based payments continued
Awards made in June 2025 and LTIP Award performance conditions
During the financial year ended 31 March 2026, a total of 3,055,073 LTIP awards were made
primarily to members of the Senior Leadership team including the Executive Directors:
The performance targets for these awards are as follows:
| Weighting | |||
| Metric | (% of award) | Threshold | Maximum |
Vesting (% of maximum) | 25% | 100% | |
Adjusted EPS | 30% | 2.7 cents | 3.6 cents |
FY28 Adjusted EBITDA | 30% | €34.0m | €54.4m |
Cumulative Free Cash Flow generation | 40% | €41.3m | €55.1m |
• Vesting is on a straight-line basis between points in the schedule.
• Appropriate adjustments may be made to ensure fair and consistent performance
measurement over the performance period in line with the business plan and intended
stretch of the targets at the point of award.
• Adjusted EPS and adjusted EBITDA targets exclude exceptional items but include the
Company’s proportion of Accoya USA results.
• Cumulative free cash flow generation is based on cash flow from operations less CapEx.
| Element A | Element B | Element C | |
| (Share price | (Adjusted EBITDA | (Cumulative Cash | |
| Element | growth) | per share) | generation) |
Grant date | 27 Jun 25 | 27 Jun 25 | 27 Jun 25 |
Share price at grant date (€) | 0.75 | 0.75 | 0.75 |
Exercise price (€) | 0.00 | 0.00 | 0.00 |
Expected life (years) | 3 | 3 | 3 |
Contractual life (years) | 10 | 10 | 10 |
Vesting conditions (Details set out above) | EPS | EBITDA | Cash |
Risk free rate | 3.76% | 3.76% | 3.76% |
Expected volatility | 30% | 30% | 30% |
Expected dividend yield | 0% | 0% | 0% |
Fair value of option | € 0.75 | € 0.75 | € 0.75 |
All of the above awards, made in June 2025 are subject to a three-year performance period
and the awards made to the two Executive Directors include a further two-year holding
period. In addition, awards are also subject to malus/ clawback provisions.
The volatility used for the share option grants above derive from historic volatility
experienced by the Group during the period from listing.
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for the year ended 31 March 2026
13. Share based payments continued
| Internal | Intellectual | ||||
| development | property | ||||
| costs | rights | Software | Goodwill | Total | |
| €’000 | €’000 | €’000 | €’000 | €’000 | |
| Cost | |||||
At 1 April 2024 | 7,749 | 75,707 | – | 4,231 | 87,687 |
Additions | – | 134 | – | – | 134 |
At 31 March 2025 | 7,749 | 75,841 | – | 4,231 | 87,821 |
Reclassification | – | – | 421 | – | 421 |
Additions | 206 | 225 | 437 | – | 868 |
At 31 March 2026 | 7,955 | 76,066 | 858 | 4,231 | 89,110 |
| Accumulated amortisation and impairment | |||||
At 1 April 2024 | 3,678 | 73,961 | – | – | 77,639 |
Amortisation | 375 | 673 | – | – | 1,048 |
Impairment loss | 2,438 | 538 | – | – | 2,976 |
At 31 March 2025 | 6,491 | 75,172 | – | – | 81,663 |
Reclassification | – | – | 317 | – | 317 |
Amortisation | 177 | 436 | 82 | – | 695 |
At 31 March 2026 | 6,668 | 75,608 | 399 | – | 82,275 |
| Net book value | |||||
At 31 March 2026 | 1,287 | 458 | 459 | 4,231 | 6,435 |
At 31 March 2025 | 1,258 | 669 | – | 4,231 | 6,158 |
At 31 March 2024 | 4,071 | 1,746 | – | 4,231 | 10,048 |
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for the year ended 31 March 2026
| Leased land | ||||
| and | Plant and | Office | ||
| buildings | machinery | equipment | Total | |
| €’000 | €’000 | €’000 | €’000 | |
| Cost or valuation | ||||
At 1 April 2024 | 17,976 | 206,931 | 4,579 | 229,486 |
Additions | – | 1,325 | 430 | 1,755 |
Disposals | – | (109,254) | (340) | (109,594) |
At 31 March 2025 | 17,976 | 99,002 | 4,669 | 121,647 |
Reclassification | – | – | (421) | (421) |
Additions | – | 4,143 | 641 | 4,784 |
Disposals | – | (339) | – | (339) |
At 31 March 2026 | 17,976 | 102,806 | 4,889 | 125,671 |
Accumulated depreciation and impairment | ||||
At 1 April 2024 | 2,069 | 131,070 | 2,873 | 136,012 |
Charge for the year | 379 | 6,203 | 351 | 6,933 |
Depreciation on disposals | – | (109,184) | (340) | (109,524) |
Foreign exchange hedge movement | – | 337 | – | 337 |
Foreign currency translation loss | – | – | 3 | 3 |
Impairment loss | – | 14,246 | 47 | 14,293 |
At 31 March 2025 | 2,448 | 42,672 | 2,934 | 48,054 |
Reclassification | – | – | (317) | (317) |
Charge for the year | 372 | 6,405 | 316 | 7,093 |
Foreign currency translation loss | – | – | (8) | (8) |
At 31 March 2026 | 2,820 | 49,077 | 2,925 | 54,822 |
| Net book value | ||||
At 31 March 2026 | 15,156 | 53,729 | 1,964 | 70,849 |
At 31 March 2025 | 15,528 | 56,330 | 1,735 | 73,593 |
At 31 March 2024 | 15,907 | 75,861 | 1,706 | 93,474 |
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NOTES TO THE FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
16. Leases
(i) Amounts recognised in the statement of financial position
The statement of financial position shows the following amounts relating to leases:
| Right-of-use assets | ||
| 2026 | 2025 | |
| €’000 | €’000 | |
| Right-of-use assets | ||
Properties | 1,848 | 2,424 |
Plant equipment | 781 | 1,137 |
2,629 | 3,561 |
Additions to the right-of-use assets during the financial year were €76,000 (2025:
€2,036,000).
| Present value of minimum | ||
| lease payments | ||
| 2026 | 2025 | |
| €’000 | €’000 | |
| Amounts payable under lease liabilities: | ||
Within one year | 1,014 | 1,126 |
In the second to fifth years inclusive | 1,976 | 2,892 |
After five years | 1,579 | 1,580 |
Less: future finance charges | (1,232) | (1,315) |
Present value of lease obligations | 3,337 | 4,283 |
| Minimum lease payments | ||
| 2026 | 2025 | |
| €’000 | €’000 | |
| Amounts payable under lease liabilities: | ||
Within one year | 831 | 961 |
In the second to fifth years inclusive | 1,101 | 1,799 |
After five years | 1,405 | 1.523 |
Present value of lease obligations | 3,337 | 4,283 |
| 2026 | 2025 | |
| €’000 | €’000 | |
| Depreciation charge of right-of-use assets | ||
Properties | 507 | 628 |
Plant equipment | 531 | 610 |
1,038 | 1,238 | |
Interest expense (included in finance cost) | 173 | 356 |
Expense relating to short-term leases (included in cost of goods sold and administrative expenses) | 26 | 44 |
Expense relating to leases of low-value assets that are not shown above as short-term leases (included in administrative expenses) | 129 | 47 |
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for the year ended 31 March 2026
16. Leases continued
(ii) Amounts recognised in the statement of profit and loss continued
Assets and liabilities arising from a lease are initially measured on a present value basis.
Lease liabilities include the net present value of the following lease payments:
• Fixed payments (including in-substance fixed payments), less any lease incentives receivable;
• Variable lease payments that are based on an index or a rate;
• Amounts expected to be payable by the lessee under residual value guarantees;
• The exercise price of a purchase option if the lessee is reasonably certain to exercise
that option; and
• Payments of penalties for terminating the lease, if the lease term reflects the lessee
exercising that option.
The lease payments are discounted using the Group’s incremental borrowing rate, being
the rate that the Group would have to pay to borrow the funds necessary to obtain an
asset of similar economic environment within similar terms and conditions.
Right of use assets are measured at cost comprising the following:
• The amount of initial measurement of lease liability;
• Any lease payments made at or before the commencement date less any lease incentives
received;
• Any initial direct costs; and
• Restoration costs.
Payments associated with short-term leases and leases of low value are recognised on a
straight-line basis as an expense in the statement of comprehensive income. Short-term
leases are leases with a lease term of 12 months or less. Low-value assets comprise of small
items of office furniture and equipment.
| 2026 | 2025 | |
| €’000 | €’000 | |
Shares held in Cleantech Building Materials PLC | – | – |
19. Subsidiaries
A list of subsidiary investments, including the name, country of incorporation and
proportion of ownership interest is given in note 4 to the Company’s separate
financial statements.
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NOTES TO THE FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
20. Inventories
| 2026 | 2025 | |
| €’000 | €’000 | |
Raw materials and work in progress | 18,876 | 18,822 |
Finished goods | 17,202 | 11,941 |
36,078 | 30,763 |
The amount of inventories recognised as an expense during the year was €97,452,000
(2025: €78,616,000).
| 2026 | 2025 | |
| €’000 | €’000 | |
Trade receivables | 11,791 | 12,881 |
Amounts owed from joint venture | 13,410 | – |
Other receivables | 666 | 509 |
VAT receivable | 1,526 | 1,106 |
Prepayments and accrued income | 2,643 | 1,105 |
Financial instruments | 386 | – |
30,422 | 15,601 |
| 2026 | 2025 | |
| €’000 | €’000 | |
Up to 30 days overdue | 1,226 | 974 |
Over 30 days and up to 60 days overdue | 369 | 25 |
Over 60 days and up to 90 days overdue | (3) | 13 |
Over 90 days overdue | 833 | 7 |
2,425 | 1,019 |
| 2026 | 2025 | |
| €’000 | €’000 | |
Trade payables | 12,320 | 8,436 |
Amounts owed to joint venture | 6,944 | – |
Other taxes and social security payable | 621 | 614 |
Accruals and deferred income | 7,078 | 7,540 |
26,963 | 16,590 |
| 2026 | 2025 | ||
| €’000 | €’000 | ||
| Allotted – Equity share capital | |||
243,383,081 | Ordinary shares of €0.05 each (2025: 240,445,567 Ordinary | ||
shares of €0.05 each) | 12,169 | 12,022 | |
12,169 | 12,022 |
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NOTES TO THE FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
23. Share capital continued
| Capital | Hedging | ||||
| redemption | Merger | Effectiveness | Other | Total Other | |
| reserve | reserve | reserve | reserve | reserves | |
| €’000 | €’000 | €’000 | €’000 | €’000 | |
Balance at 1 April 2024 | 148 | 106,707 | 337 | 7,551 | 114,743 |
| Foreign exchange hedge | |||||
movement | – | – | (337) | – | (337) |
Balance at 31 March 2025 | 148 | 106,707 | – | 7,551 | 114,406 |
| Foreign exchange hedge | |||||
movement | – | – | 386 | – | 386 |
Balance at 31 March 2026 | 148 | 106,707 | 386 | 7,551 | 114,792 |
| 2026 | 2025 | |
| €’000 | €’000 | |
Opening balance | 33,854 | 31,685 |
Investment in Accoya USA | 3,032 | 14,490 |
Less: Accsys proportion (60%) of Licence fee received | (834) | (450) |
Share of loss for the year | (7,720) | (11,871) |
Closing balance | 28,332 | 33,854 |
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NOTES TO THE FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
25. Investment in Joint Venture continued
| 2026 | 2025 | |
| €’000 | €’000 | |
Net assets of Accoya USA (USD) | 56,971 | 65,003 |
60% of net assets of Accoya USA (Eur) | 29,769 | 36,024 |
Less: Accsys proportion (60%) of Licence fee received to date | (2,500) | (1,950) |
Less: Provision for unrealised profit | (445) | – |
Foreign exchange movements | 1,508 | (220) |
Closing balance | 28,332 | 33,854 |
| 2026 | 2025 | |
| Accoya USA statement of comprehensive income: | €’000 | €’000 |
Total revenue | 50,541 | 18,089 |
Cost of sales | (40,923) | (17,939) |
Gross profit | 9,618 | 150 |
Operating costs | (17,872) | (16,185) |
Operating loss | (8,254) | (16,035) |
Interest payable | (4,610) | (3,750) |
Loss before taxation | (12,864) | (19,785) |
Tax expense | – | – |
Total comprehensive loss for the financial year | (12,864) | (19,785) |
Accsys share (60%) of US JV EBITDA | 90 | (6,045) |
Accsys share (60%) of US JV EBIT | (4,953) | (9,621) |
Accsys share (60%) of US JV total loss before tax | (7,720) | (11,871) |
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NOTES TO THE FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
25. Investment in Joint Venture continued
| 2026 | 2025 | |
| €’000 | €’000 | |
| Non-current assets | ||
Property, plant and equipment | 109,587 | 123,158 |
Intangible assets | 4,197 | 3,384 |
Right of use assets | 5,656 | 6,328 |
119,440 | 132,870 | |
| Current assets | ||
Inventories | 14,239 | 9,021 |
Trade and other receivables | 8,704 | 1,162 |
Cash and cash equivalents | 2,324 | 1,675 |
25,267 | 11,858 | |
| Current liabilities | ||
Trade and other payables | (18,748) | (2,879) |
Obligation under lease liabilities | (491) | (651) |
(19,239) | (3,530) | |
Net current assets | 6,028 | 8,328 |
| Non-current liabilities | ||
Obligation under lease liabilities | (5,548) | (5,909) |
Other long term borrowing | (70,305) | (75,249) |
(75,853) | (81,158) | |
Net assets | 49,615 | 60,040 |
Value attributable to Accsys Technologies | 29,769 | 36,024 |
| 2026 | 2025 | |
| €’000 | €’000 | |
Cash flows from operating activities | (2,165) | (26,441) |
Cash flows from investing activities | (2,363) | (7,978) |
Cash flows from financing activities | 5,175 | 30,004 |
Net increase/(decrease) in cash and cash equivalents | 647 | (4,415) |
| 2026 | 2025 | |
| €’000 | €’000 | |
Sales made to the joint venture | 16,517 | 9,084 |
Purchases from the joint venture | 7,042 | 1,472 |
Amounts owed from the joint venture as at 31 March | 13,410 | – |
Amounts owed to the joint venture as at 31 March | 6,944 | – |
26. Commitments under loan agreements
| 2026 | 2025 | |
| €’000 | €’000 | |
| Loan obligations | ||
Within one year | 6,936 | 5,625 |
In the second to fifth years inclusive | 49,052 | 50,075 |
Present value of loan obligations | 55,988 | 55,700 |
| Amounts payable under loan agreements – undiscounted cash flows: | ||
Within one year | 9,302 | 7,285 |
In the second to fifth years inclusive | 58,363 | 64,505 |
Less future finance charges | (11,677) | (16,090) |
Present value of loan obligations | 55,988 | 55,700 |
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NOTES TO THE FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
26. Commitments under loan agreements continued
Reconciliation of loan agreements:
2026 | 2025 | |||||
| Convertible | Convertible | |||||
| loan note | loan note | |||||
| with | with | |||||
| Debt | embedded | Debt | embedded | |||
| facilities | derivative | Total | facilities | derivative | Total | |
| €’000 | €’000 | €’000 | €’000 | €’000 | €’000 | |
Loan balance | 29,656 | 25,181 | 54,837 | 32,479 | 22,608 | 55,087 |
| Fair value of embedded | ||||||
derivative | – | 1,151 | 1,151 | – | 613 | 613 |
Loan balance as at 31 March | 29,656 | 26,332 | 55,988 | 32,479 | 23,221 | 55,700 |
Debt Facilities
In October 2025, Accsys, ABN AMRO and HSBC agreed to replace the existing ABN
agreement with a new €55m facility equally split between ABN and HSBC which would be
the Group’s main borrowing facilities. The facilities have a maturity in October 2028 and have
an option, at the Banks’ discretion for a further one year extension to October 2029. The
facilities agreement comprise a:
• €20m remaining Term Loan Facility.
• €35m Revolving Credit Facility (‘RCF’).
• The Term Loan has capital repayments commencing on 31 March 2026 of €0.65m and
then quarterly payments of €0.65m thereafter.
• Term Loan interest varies between 2.90% and 3.50% above EURIBOR, based of
ratcheted leverage grid.
Approximately €17.5m of the RCF has been utilised to provide a $20m letter of credit
guarantee to FHB in support of the Accoya USA JV funding arrangements, a further €1.0m
to cover other operational guarantees and €6.1m was undrawn at 31 March 2026.
The facilities are secured against the assets of the Group which are 100% owned by the
Company and include net leverage and interest cover covenants which is based upon the
results and assets which are 100% owned by the Company. There have no breaches to
covenants during the year.
The renegotiation was assessed under IFRS 9 where we conducted the required
quantitative and qualitative tests in order to conclude on whether the renegotiated
instrument constituted as a substantive modification or not. We concluded that the loan
was not substantially modified and there remeasured the loan in line with the requirements
of IFRS 9. Changes arising from the remeasurement and transaction costs of €1.1 million
directly attributable to the new facilities were deducted from the carrying amount of the
new borrowing and expensed as incurred in the current year profit and loss.
Convertible Loan notes
In the November 2023 capital raise, new unsecured, non-transferable convertible loan
notes were issued totalling €21 million (including the refinancing and discharge of the
existing €10 million 2022 Convertible Loan).
The convertible loans have a six year term and carry a fixed rate coupon of 9.5%. For the
first 2.5 years the coupon is rolled up and deferred and following the 2.5 year period, the
deferred interest can either be converted into Ordinary shares of the Company or paid in
cash over the remaining 3.5 years at the option of the holders of the convertible loan notes.
Following that 2.5 year period, interest shall be payable in cash or equity.
The convertible loan note holders have the right to convert the convertible loan notes
they hold into Ordinary shares of the Company at a price of 83.22 Euro cents per share,
giving rise to an embedded derivative in the current year. A Monte-Carlo valuation method
has been used to calculate the fair value of the embedded derivative. The following
assumptions were used when calculating the fair value of the embedded derivative:
Metric | Value used 2026 | Value used 2025 | Input level |
Share price | €0.71 | €0.52 | Level 1 |
Volatility rate | 30.56% | 30.25% | Level 2 |
Interest rate | 9.5% per annum | 9.5% per annum | Level 2 |
Risk free rate | 2.2% per annum | 2.4% per annum | Level 2 |
Discount rate | 14.1% | 16.5% | Level 3 |
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NOTES TO THE FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
26. Commitments under loan agreements continued
| 2026 | 2025 | |
| €’000 | €’000 | |
Cash and cash equivalents | 17,402 | 17,423 |
| Less: | ||
Amounts payable under loan agreements | (55,988) | (55,700) |
Amounts payable under lease liabilities (note 16) | (3,337) | (4,283) |
| Add: | ||
Fair value movement on revaluation of embedded derivative | 538 | – |
Net debt | (41,385) | (42,560) |
Reconciliation of free cash flow:
| 2026 | 2025 | |
| €’000 | €’000 | |
Net cash from operating activities | 15,805 | 10,720 |
Investment in property, plant and equipment and intangible assets | (5,579) | (1,889) |
Free cash flow | 10,226 | 8,831 |
Liabilities from financing activities | Other assets | ||||
| Borrowings | Leases | Sub-total | Cash | Total | |
| €’000 | €’000 | €’000 | €’000 | €’000 | |
Net debt as at 1 April 2024 | (60,204) | (4,338) | (64,542) | 27,427 | (37,115) |
Cash flows | 1,728 | 864 | 2,592 | (9,880) | (7,288) |
New leases | – | (1,532) | (1,532) | – | (1,532) |
Foreign exchange adjustments | – | (139) | (139) | (124) | (263) |
Disposal of loans | 7,055 | – | 7,055 | – | 7,055 |
Disposal of leases | – | 1,218 | 1,218 | – | 1,218 |
Other changes | (4,279) | (356) | (4,635) | – | (4,635) |
Net debt as at 31 March 2025 | (55,700) | (4,283) | (59,983) | 17,423 | (42,560) |
Cash flows | 5,087 | 1,382 | 6,469 | 15 | 6,484 |
New leases | – | (77) | (77) | – | (77) |
Foreign exchange adjustments | – | (135) | (135) | (36) | (171) |
Disposal of loans | – | – | – | – | – |
Disposal of leases | – | – | – | – | – |
Other changes | (5,375) | (224) | (5,599) | – | (5,599) |
Subtotal | (55,988) | (3337) | (59,325) | 17,402 | (41,923) |
| Fair value movement on embedded | |||||
derivative | 538 | – | 538 | – | 538 |
Net debt as at 31 March 2026 | (55,450) | (3,337) | (58,787) | 17,402 | (41,385) |
Other changes relate to accrued interest and other financing costs.
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NOTES TO THE FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
27. Equity options
On the 29 March 2017, the Company announced the formation of the Tricoya Consortium
and as part of this, funding was agreed with BGF Business Growth Fund. In addition to the
issue of the Loan Notes, which have since been repaid as part of the Group re-financing in
October 2021, the Company issued 8,449,172 options over Ordinary shares of the Company
to BGF, exercisable at a price of £0.5971 per Ordinary share at any time until 31 December
2026 (the ‘Options’).
At 31 March 2026 a total 8,449,172 (2025: 8,449,172) options exist attributable to BGF.
This represents 3.5% (2025: 3.5%) of the issued share capital of the Company as at
31 March 2026.
See note 26 for details on the convertible loan notes issued during the November 2023
capital raise.
29. Financial instruments
Financial instruments
Lease liabilities
Lease creditors of €3,337,000 as at 31 March 2026 (2025: €4,283,000) relates to various
offices, land, plant and equipment that the Group leases (see note 16).
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NOTES TO THE FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
29. Financial instruments continued
| At | At fair value | ||||
| Fair value | amortised | though profit | At fair value | ||
| 2026/€ ‘000 | hierarchy | cost | or loss | through OCI | Total |
| Financial assets | |||||
Trade and other receivables | 25,867 | – | – | 25,867 | |
Cash and cash equivalents | 17,402 | – | – | 17,402 | |
| Derivative financial | |||||
instruments measured at fair value through other comprehensive income | – | – | 386 | 386 | |
Total | 43,269 | – | 386 | 43,655 |
| At fair value | |||||
| Fair value | At amortised | though profit | At fair value | ||
| 2025/€ ‘000 | hierarchy | cost | or loss | through OCI | Total |
| Financial assets | |||||
Trade and other receivables | 13,390 | – | – | 13,390 | |
Cash and cash equivalents | 17,423 | – | – | 17,423 | |
Total | 30,813 | – | – | 30,813 |
| At fair value | |||||
| Fair value | At amortised | though profit | At fair value | ||
| 2026/€ ‘000 | hierarchy | cost | or loss | through OCI | Total |
| Financial liabilities | |||||
Borrowings – loans | (54,837) | (1,151) | – | (55,988) | |
Lease liabilities | (3,337) | – | – | (3,337) | |
Trade and other payables | (19,264) | – | – | (19,264) | |
Total | (77,438) | (1,151) | – | (78,589) |
| At fair value | |||||
| Fair value | At amortised | though profit | At fair value | ||
| 2025/€ ‘000 | hierarchy | cost | or loss | through OCI | Total |
| Financial liabilities | |||||
Borrowings – loans | (55,087) | (613) | – | (55,700) | |
Lease liabilities | (4,283) | – | – | (4,283) | |
Trade and other payables | (8,436) | – | – | (8,436) | |
Total | (67,806) | (613) | – | (68,419) |
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NOTES TO THE FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
29. Financial instruments continued
| 2026 | 2025 | |
| €’000 | €’000 | |
Contracted but not provided for in respect of property, plant and equipment | – | – |
31. Related party transactions
There have been no related party transactions in the year apart from those already
disclosed in note 25.
32. Subsequent events
On 15 June 2026, €2.5m of accrued convertible loan note interest was converted to
additional loan notes with the proviso that they will be converted to Ordinary shares within
business 60 days. The option to convert rather than taking cash payment of the accrued
interest is purely at each note holder’s discretion.
There have been no other material events since 31 March 2026.
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COMPANY STATEMENT OF FINANCIAL POSITION
as at 31 March 2026
Registered Company 05534340
Note
2026
€’000
2025
€’000
Non-current assets
Investments in subsidiaries 4 30,363 29,643
Financial asset at fair value through profit or loss 5 – –
30,363 29,643
Current assets
Debtors 6 273,712 285,928
Cash at bank and in hand 4,585 272
278,297 286,200
Creditors: amounts falling due within one year 7 (19,629) (18,264)
Net current assets 258,668 267,936
Creditors: amounts falling due after more than one year 8/9 (49,129) (50,688)
Net assets 239,902 246,891
Capital and reserves
Called up Share capital 10 12,169 12,022
Share premium account 264,782 262,938
Reserve for own shares (8) (8)
Foreign currency translation reserve 386
Capital redemption reserve 148 148
Profit and loss account (37,575) (28,209)
Total shareholders’ funds 239,902 246,891
The notes on pages 140 to 145 form an integral part of the parent Company financial statements.
The financial statements were approved by the Board and authorised for issue on 15 June 2026 and signed on its behalf by:
Sameet Vohra
Chief Financial Officer
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COMPANY STATEMENT OF CHANGES IN EQUITY
for the year ended 31 March 2026
Called up
share capital
€000
Share premium
account
€000
Hedge
reserve
€000
Capital
redemption reserve
€000
Own
shares
€000
Profit and
loss account
€000
Total
shareholders’
funds
€000
Balance at 1 April 2024 11,976 262,394 – 148 (8) (21,895) 252,615
Loss for the financial year – – – – – (7,480) (7,480)
Other comprehensive gain/(loss) for the year – – – – – – –
Share based payments – – – – – 1,747 1,747
Shares issued 46 – – – – (46) –
Premium on shares issued – 535 – – – (535) –
Share issue costs – 9 – – – – 9
Balance at 31 March 2025 12,022 262,938 – 148 (8) (28,209) 246,891
Loss for the financial year – – – – – (8,392) (8,392)
Other comprehensive gain/(loss) for the year – – 386 – – – 386
Share based payments – – – – – 720 720
Shares issued 147 – – – – (112) 35
Premium on shares issued – 1,844 – – – (1,582) 262
Share issue costs – – – – – – –
Balance at 31 March 2026 12,169 264,782 386 148 (8) (37,575) 239,902
The profit and loss account includes €8,010,000 of non-distributable reserves arising from the liquidation of Accsys Chemicals Limited in the year ended 31 March 2007.
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NOTES TO THE COMPANY FINANCIAL STATEMENTS
for the year ended 31 March 2026
1. Accounting policies
The principal accounting policies applied in the preparation of these financial statements
are set out below. These policies have been consistently applied to all the years presented,
unless otherwise stated.
Basis of preparation
The separate financial statements of Accsys Technologies PLC (‘the Company’) have been
prepared in accordance with Financial Reporting Standard 101, ‘Reduced Disclosure
Framework’ (FRS 101) for the year ended 31 March 2026. The financial statements have
been prepared under the historical cost convention, as modified by the revaluation of land
and buildings and derivative financial assets and financial liabilities measured at fair value
through profit or loss, and in accordance with the Companies Act 2006.
The preparation of financial statements in conformity with FRS 101 requires the use
of certain critical accounting estimates. It also requires management to exercise its
judgement in the process of applying the Company’s accounting policies. The areas
involving a higher degree of judgement or complexity, or areas where assumptions and
estimates are significant to the financial statements are disclosed in note 2 of the Group
financial statements.
The following exemptions from the requirements of IFRS have been applied in the
preparation of these financial statements, in accordance with FRS 101:
• The Company has taken advantage of the exemption in FRS 101, and has not disclosed
information required by the standard as the consolidated financial statements, in which
the Company is included, provide equivalent disclosures for the Group under IFRS 7
‘Financial instruments: disclosures’.
• The Company has taken advantage of the exemption available under FRS 101 and not
disclosed related party transactions with wholly owned subsidiary undertakings.
• The Company has taken advantage of the exemption available under FRS 101 and the
requirements of IAS 7 to not disclose a Statement of Cash Flows.
As permitted under section 408 of the Act the Company has elected not to present its
own profit and loss account for the year. The loss for the financial year was €8,392,000
(2025: €7,480,000).
Going concern
The Company, from a going concern perspective, is inextricably linked to the Group. As
explained in note 1 to the Group’s consolidated financial statements, the Directors have
concluded that it is appropriate to prepare the Group’s consolidated financial statements
on a going concern basis. This conclusion also applies to the preparation of the Company’s
financial statements for the reasons set out in that note.
Investments
Except where a reliable fair value cannot be obtained, unlisted shares held by the Company
are stated at historical cost less any provision for impairment.
Share based payments
When the parent entity grants options over equity instruments directly to the employees
of a subsidiary undertaking, then in the parent Company financial statements the effect
of the share based payment is capitalised as part of the investment in the subsidiary as a
capital contribution, with a corresponding increase in equity. The fair value of the options
granted is measured using a modified Black Scholes model, taking into account the terms
and conditions upon which the options were granted. The amount recognised as an
expense is adjusted to reflect the actual number of share options that vest only where
vesting is dependent upon the satisfaction of service and non-market vesting conditions.
Non-market vesting conditions are taken into account by adjusting the number of
equity instruments expected to vest at each balance sheet date so that, ultimately,
thecumulative amount recognised over the vesting period is based on the number of
options which eventually vest. Market vesting conditions are factored into the fair value of
the options granted. The cumulative expense is not adjusted for failure to achieve a market
vestingcondition.
Deferred taxation
Deferred taxation is provided in full in respect of taxation deferred by timing differences
between the treatment of certain items for taxation and accounting purposes except for
deferred tax assets which are only recognised to the extent that the Company anticipates
making sufficient taxable profits in the future to absorb the reversal of the underlying
timing differences. Deferred tax balances are not discounted.
Dividends
Equity dividends are recognised when they become legally payable. Interim equity
dividends are recognised when paid. Final equity dividends are recognised when approved
by the shareholders at an annual general meeting.
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NOTES TO THE COMPANY FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
1. Accounting policies continued
Financial assets
Debtors and Cash at bank and in hand
The Company follows the Group’s accounting policies for Debtors and Cash. See note 1 to
the Group financial statements.
Financial liabilities
Other financial liabilities
Trade payables and other financial liabilities are initially recognised at fair value and
subsequently carried at amortised cost using the effective interest method.
Accounting judgements
In preparing the Financial Statements, management has to make judgments on how to
apply the accounting policies and make estimates about the future. The critical judgements
that have been made in arriving at the amounts recognised in the Financial Statements and
the key sources of uncertainty that have a significant risk of causing a material adjustment
to the carrying value of assets and liabilities in the next financial year are discussed below:
Financial asset at fair value through profit or loss
The Company has an investment in listed equity shares carried at €nil fair value as a
reliable fair value cannot be obtained since there is no active market for the shares and
there is currently uncertainty around the future funding of the business. The Company
makes appropriate enquiries and considers all of the information available to it in order to
determine the fair value.
Carrying value of intercompany receivables and investments in subsidiaries
The recoverable amounts of these balances have been determined based on value in use
calculations. These calculations require the use of judgements in relation to discount rates
and future forecasts. The recoverability of these balances is dependent upon the level of
future licence fees, royalties and manufacturing revenues relating to Group companies.
The Directors remain confident that revenue from own manufacturing, existing licensees,
new licence or consortium agreements will be generated, demonstrating the recoverability
of these balances.
2. Profit and loss account
A loss for the financial year of €8,392,000 (2025: €7,480,000) is included within the
Company financial statements. The Directors have taken advantage of the exemption
available under section 408 of the Companies Act 2006 and not presented a profit and
loss account for the Company. Fees payable to the Company’s auditors for the audit of
the Group’s annual financial statements was €272,000 (2025: €295,000). Fees payable to
the Company’s auditors for the audit of the Company’s subsidiaries was €85,000 (2025:
€104,000), fees payable for assurance services was €109,000 (2025: €53,000), fees
payable to component auditors for audit of subsidiaries was €209,000 (2025: 201,000)
and fees payable to component auditors for audit of joint ventures was €111,000
(2025: €134,000).
The information disclosed in the Group’s consolidated financial statements under IFRS
2 ‘Share-based payment’ is within note 13, providing further information regarding the
Company’s equity-settled share-based payment arrangements.
3. Employees
The Company had no employees other than Executive Directors (2026: 2 and 2025: 2)
during the current or prior year.
Non-Executive Directors received emoluments in respect of their services to the Company
of €330,000 (2025: €341,000). Details have been included in the Remuneration Report.
The Company did not operate any pension schemes during the current or preceding year.
4. Investments in subsidiaries
The Directors have considered the recoverability of the carrying values, taking into
account the net assets as well as the long term expected performance of the subsidiaries
and do not consider that any impairment is currently required. The recoverable amount
is determined based on a value in use calculation which uses cash flow projections based
on Board approved financial budgets. Cash flows have been projected for a period of
five years plus a terminal value discounted at a pre-tax discount rate of 14.1% per annum
(2025: 16.5%) and a growth rate of 2% (2025: 2% growth rate) to determine their present
value. The key assumption used in the value in use calculations is the level of manufacturing
revenues and future licence fees estimated by management over the budget period. These
have been based on past experience and expected future revenues but are limited to
existing assets.
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4. Investments in subsidiaries continued
The following were the principal subsidiary undertakings at the end of the year and have all
been included in the financial statements:
€’000
Cost
At 1 April 2024 31,963
Additions –
Share based payments 1,747
Fair value of embedded derivative 613
At 31 March 2025 34,323
Additions –
Share based payments 720
At 31 March 2026 35,043
Impairment
At 1 April 2024 and 31 March 2025 and 31 March 2026 4,680
Net book value
At 31 March 2026 30,363
At 31 March 2025 29,643
At 31 March 2024 27,283
Subsidiary undertakings Class
2026
% shares
and voting
rights held
2025
% shares
and voting
rights held
Titan Wood Technology BV (Netherlands) Ordinary 100 100
Titan Wood BV (Netherlands) Ordinary 100 100
Titan Wood Limited (UK) Ordinary 100 100
Titan Wood Inc (USA) Ordinary 100 100
Accsys (Accoya USA) Holdings LLC (USA) Ordinary 100 100
Accsys USA Holdings Inc (USA) Ordinary 100 100
Tricoya Technologies Limited (UK) Ordinary 100 100
Tricoya UK Limited (UK) – in liquidation Ordinary 100 100
Accoya Color UK Limited (UK) Ordinary 100 100
Accsys Jersey Limited (Jersey) Ordinary 100 100
Joint venture undertakings
Accoya USA LLC (USA) Ordinary 60 60
The shares in Titan Wood BV, Titan Wood Inc, Accsys (Accoya USA) Holdings LLC, Accsys
USA Holdings Inc, Accoya USA LLC, Accoya Color UK Limited, Tricoya Technologies Ltd and
Tricoya UK Ltd are held indirectly by the Company.
NOTES TO THE COMPANY FINANCIAL STATEMENTS continued
for the year ended 31 March 2026
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NOTES TO THE COMPANY FINANCIAL STATEMENTS
for the year ended 31 March 2026
4. Investments in subsidiaries continued
The principal activities of these companies were as follows:
Titan Wood Technology B.V.
*
The provision of technical and engineering services to licensees,
and the technical development of acetylation opportunities.
Titan Wood B.V.
*
The manufacture and sale of Accoya
®
acetylated wood.
Titan Wood Limited
**
Establishing global market penetration of Accoya
®
and Tricoya
®
as the premium wood and wood elements brands respectively for
external applications requiring durability, stability and reliability
through the licensing of the Group’s proprietary process for
wood acetylation.
Titan Wood Inc.
****
Provision of Sales, Marketing and Technical services.
Accsys (Accoya USA) Holdings LLC
****
Holdings company
Accsys USA Holdings Inc
****
Holdings company
Tricoya Technologies Limited
**
Engaged in the commercialisation of technology for the
production of Tricoya
®
Wood Elements around the world.
Tricoya UK Limited
**
The company went into voluntary liquidation on 17 December
2024. The Company has therefore lost control of the entity but
still holds 100% of the shares until the liquidation is complete.
Accoya Color UK Limited (UK)
**
The manufacture of colored acetylated wood.
Accsys Jersey Limited
***
The issuing of convertible loan notes on the Group’s behalf.
Accoya USA LLC
****
The construction and operation of a manufacturing plant for
Accoya
®
acetylated wood to serve the North American market.
Registered office of subsidiaries:
* P.O. Box 2147, 6802 CC, Arnhem, The Netherlands
** 4th Floor, 3 Moorgate Place, London, EC2R 6EA, United Kingdom
*** 3rd Floor, 44 Esplanade, St Helier, JE4 8PX, Jersey
**** Building 470, 200 South Wilcox Drive, Kingsport, Tennessee, 37660, USA
5. Financial asset at fair value through profit or loss
2026
€’000
2025
€’000
Shares held in Cleantech Building Materials PLC – –
Accsys Technologies PLC has previously purchased a total of 21,666,734 unlisted Ordinary
shares in Diamond Wood China. On 23 December 2016, Cleantech Building Materials PLC
acquired Diamond Wood China. On 19 April 2017 Cleantech Building Materials acquired the
21,666,734 shares previously owned by the Company and in return the Company has been
issued with 520,001 shares in Cleantech Building Materials PLC, a listed company trading
on the Nasdaq First North market in Copenhagen.
There continues to be no active market for these shares as at 31 March 2026. As such a reliable
fair value cannot be calculated and the investment is carried at a €nil fair value (2025: €nil).
A total of 498,522 shares were held at 31 March 2026 (2025: 498,522 shares).
6. Debtors
2026
€’000
2025
€’000
Amounts owed by Group undertakings 273,192 285,793
Prepayments and accrued income 134 68
VAT recoverable – 67
Financial instruments 386 –
273,712 285,928
The amounts owed by Group undertakings currently have no repayment plans in place,
however the intention is for the Group’s subsidiaries to repay this balance in the future.
A repayment plan will be determined and commence for the loan when the subsidiaries
have surplus cash and the Group requires the cash for other purposes. The Directors have
considered the recoverability of the balances, taking into account the net assets as well as the
long term expected performance of the subsidiaries and do not consider that any impairment
is currently required. The Group will use the operational profits of the subsidiaries to flow
cash around the Group thus repaying the loans. The recoverable amount is determined
based on a value in use calculation which uses cash flow projections based on latest Board-
approved financial budgets. Cash flows have been projected for a period of five years plus a
terminal value discounted at a pre-tax discount rate of 14.1% (2025: 16.5%) and a 2% growth
rate (2025: 2% growth rate) to determine their present value. Refer to note 15 of the Group
financial statements for the key assumptions and sensitivity analysis for this calculation.
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NOTES TO THE COMPANY FINANCIAL STATEMENTS
for the year ended 31 March 2026
7. Creditors: amounts falling due within one year
2026
€’000
2025
€’000
Trade creditors 240 435
Amounts owed to Group undertakings 15,430 11,567
Obligation under lease liabilities – 7
Short term borrowings 2,600 5,625
VAT 433 –
Accruals and deferred income 926 630
19,629 18,264
The amounts owed to Group undertakings are payable upon demand and are unsecured.
8. Creditors: amounts falling due after one year
2026
€’000
2025
€’000
Amounts owed to Group undertakings 22,072 23,834
The amounts owed to Group undertakings yield a 9.5% interest per annum and are
repayable in November 2029.
9. Commitments under loan agreements
2026
€’000
2025
€’000
Loan obligations
Within one year 2,600 5,625
In the second to fifth years inclusive 27,056 26,854
Present value of loan obligations 29,656 32,479
2026
€’000
2025
€’000
Amounts payable under loan agreements:
Within one year 4,184 7,285
In the second to fifth years inclusive 29,112 28,996
Less future finance charges (3,640) (3,802)
Present value of loan obligations 29,656 32,479
10. Called up Share capital
2026
€’000
2025
€’000
Allotted – Equity share capital
243,383,081 Ordinary shares of €0.05 each
(2025: 240,445,567 Ordinary shares of €0.05 each) 12,169 12,022
12,169 12,022
In the year ended 31 March 2025:
In May 2024, 80,816 Ordinary shares were issued following the exercise of nil cost options,
granted under the Company’s 2023 LTIP.
In September 2024, 809,892 Ordinary shares were issued to an Employee Benefit Trust at
nominal value, as part of the annual bonus, in connection with the employee remuneration
and incentivisation arrangements for the period from 1 April 2023 to 31 March 2024.
In September 2024, 36,487 Ordinary shares were issued following the vesting of nil cost
options granted under the Company’s Deferred bonus plan.
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NOTES TO THE COMPANY FINANCIAL STATEMENTS
for the year ended 31 March 2026
10. Called up Share capital continued
In the year ended 31 March 2026:
In July 2025, 2,248,645 Ordinary shares were issued following the vesting of nil cost options
granted under the Company’s Deferred bonus plan.
In January 2026, following the subscription by employees in the prior year for shares under
the Employee Share Participation Plan (the ‘Plan’), 50% of the 442,665 Ordinary shares
were issued at €0.54 per share and the remaining 50% were matched at nominal value as
part of the plan.
In January 2026, following the subscription by employees for shares under the Employee
Share Participation Plan (the ‘Plan’), 246,204 Ordinary shares were issued at €0.72 per
share as part of the plan.
11. Reconciliation of movements in total shareholders’
funds
2026
€’000
2025
€’000
Loss for the financial year (8,392) (7,480)
Share based payments charged to subsidiaries 720 1,747
Shares issued 297 –
Share issue costs – 9
Foreign exchange hedge movement 386 –
Net decrease in shareholders’ funds (6,989) (5,724)
Opening total shareholders’ funds 246,891 252,615
Closing total shareholders’ funds 239,902 246,891
12. Deferred taxation
The Company has an unrecognised deferred tax asset of €7,072,000 (2025: €8,100,000)
which is largely in respect of trading losses and has been calculated using the tax rate
which is expected to be applicable when the tax losses are expected to be utilised. The
Company has gross tax losses of €28,269,000 (2025: €32,000,000). The deferred asset
has not been recognised due to the uncertainty of the timing of future expected profits
of the fellow subsidiary (in which the Company is in the same tax group) attributable to
licensing activities.
13. Guarantee provided to FHB
In March 2022 the Company’s joint venture, Accoya USA agreed an eight-year $70 million
loan from First Horizon Bank (‘FHB’) in respect of the construction and operation of the
Accoya USA plant and a further $10 million revolving line of credit for plant commissioning
and working capital purposes (see note 25 and 26 in the Group financial statements). The
FHB term loan is supported by Accoya USA’s shareholders, including $50 million through a
limited guarantee provided on a pro-rata basis, with Accsys’ 60% share representing $30
million. See note 28 in the Group financial statements for further details.
14. Guarantee provided on convertible loan notes issued by
Accsys Jersey Limited
In the November 2023 fundraise, the Group issued €21 million of new convertible loans
through the Company’s subsidiary Accsys Jersey Limited (see note 26 in the Group financial
statements for further details on these convertible loan notes). The Company has provided
a guarantee to the Convertible loan note holders for the obligations under the convertible
loan notes and the Company is contracted to provide to the convertible loan note holders
Ordinary shares in the Company if the convertible loan notes are converted.
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SHAREHOLDER INFORMATION
Accsys Technologies PLC is a public limited company incorporated and domiciled in the
Directors Dr Jelena Arsic Van Os Chief Executive Officer
Sameet Vohra Chief Financial Officer
Edwin Bouwman Non-Executive Director
Louis Eperjesi Non-Executive Director
Dr Trudy Schoolenberg Non-Executive Director
Dr Roland Waibel Non-Executive Director
Company Secretary Angus Dodwell
Company Number 05534340
Registered Office 4th Floor
Bankers ABN AMRO Bank
Velperweg 37
6824 BM Arnhem
The Netherlands
HSBC UK Bank PLC
71 Queen Victoria Street
London
EC4V 4AY
Registrars MUFG Pension & Market Services
19th Floor
15 Lime Street
London
EC3M 7DQ
Independent PricewaterhouseCoopers LLP
Auditors Chartered Accountants and Statutory auditors
1 Embankment Place
London
WC2N 6RH
Lawyers Slaughter & May
One Bunhill Row
London
EC1Y 8YY
Broker Panmure Liberum
and Nomad Level 12
Ropemaker Place
25 Ropemaker Street
London
EC2Y 9LY
Corporate Access, ABN AMRO Bank N.V.
The Netherlands Gustav Mahlerlaan 10
1082 PP Amsterdam
Netherlands
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www.accoya.com
www.accsysplc.com
Accsys Technologies PLC
4th Floor
3 Moorgate Place
London
EC2R 6EA
United Kingdom
+44 (0)20 7421 4300
Accsys®, Accoya®, Tricoya® and the Trimarque Device are registered
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Technologies PLC 2026
Accsys Technologies PLC Annual Report and Financial Statements 2026