The following is a Company Announcement issued by Simonds Farsons Cisk p.l.c. (the “Company”) pursuant to Chapter 5 of the Capital Markets Rules as issued by the MFSA in accordance with the provisions of the Financial Markets Act (Chapter 345 of the Laws of Malta) as they may be amended from time to time.
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Annual Report and Financial Statements
The Board of Directors of the Company has on Wednesday, 27 May 2026 met and approved the Annual Report and Financial Statements of the Company and the Group for the year ended 31 January 2026 (FY 2026) and resolved to propose the same for the approval of the shareholders at the forthcoming Annual General Meeting.
The Board of Directors has also authorised for publication of the ESEF Annual Financial Report for the year ended 31 January 2026, which is available for viewing on the Company’s website and on the Malta Stock Exchange website. A Directors’ Declaration in respect of the ESEF Annual Report and Financial Statements is attached to this Company Announcement.
In terms of Capital Markets Rule 5.16.24, where any published information materially differs by ten per cent (10%) or more from (inter alia) any forecast or estimate published in the Financial Analysis Summary (the FAS), then the Company Announcement must contain an explanation for such a difference.
The 2025 FAS, prepared by Rizzo, Farrugia & Co (Stockbrokers) Ltd and published by the Company by way of a Company Announcement dated 23 July 2025, contained the forecasts for FY 2026. The Financial Statements published today report Group profit after taxation for FY 2026 (before the fair value adjustment to investment in subsidiaries upon distribution) amounting to €17.2 million, compared to the forecasted amount of €13.2 million included in the FAS. This positive variance of 30.3% arises from a lower incidence in the overall taxation charge for the year and derives from the impact of accumulated investment tax credits which could be recognised as a deferred tax asset in accordance with the Group’s accounting policies. This assessment differed from that included in the original forecast published in the FAS. Furthermore, the completion of the spin-off of the food business on 6 October 2025 resulted in the realisation of a fair value movement of €21.9 million. This one-off gain, which was not part of the FAS forecast, has been recognised in the Income Statement.
Dividend
The Board of Directors has resolved to recommend for the approval of the Annual General Meeting the distribution out of tax-exempt profits of a final net dividend of €5,220,000, that is €0.145 per ordinary share of €0.30, to be paid on 25 June 2026 to shareholders registered on the Company’s Register of Members as at close of trading on Tuesday, 2 June 2026.
An interim net dividend of €2,340,000, that is €0.065 per ordinary share, was approved at the Board Meeting held on 24 September 2025 and was paid to shareholders on 16 October 2025.
Subject to the approval of the Annual General Meeting for the distribution of the final dividend, the total net dividends that would have been settled in cash to the ordinary shareholders of the Company relating to the financial year ended 31 January 2026 would be €7,560,000, that is €0.21 per ordinary share (FY 2025: €7,200,000; €0.20 per share).
Annual General Meeting
The Board of Directors has established 25 May 2026 as the Record Date on which all shareholders, then on the Register of Members, shall be entitled to receive notice of, attend, participate and vote at the Annual General Meeting of the Company, which shall be convened on Wednesday, 24 June 2026 at 09.30 hrs.
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Nadine Magro
Company Secretary