3rd Mar 2026 13:23
(Sharecast News) - Rosebank Industries reported adjusted results ahead of expectations for 2025 on Tuesday following the transformational acquisition of Electrical Components International (ECI), while unveiling a $3.05bn acquisition of two US industrial businesses alongside a £1.9bn capital raise and a conditional retail offer.
For the year ended 31 December, including about four months of ECI's contribution, Rosebank generated adjusted revenue of $445m and adjusted operating profit of $57m after $13m of central costs.
Adjusted diluted earnings per share were 17.8 cents.
Statutory results showed revenue of $445m and an operating loss of $46m, reflecting $103m of adjusting items related to acquisition and disposal activity, restructuring and non-cash charges.
Net debt stood at $494m, significantly below market expectations despite the unwinding of more than $100m of inherited customer factoring and supplier finance arrangements, with bank covenant leverage at 2.4x.
ECI trading was ahead of expectations during Rosebank's ownership, delivering $445m of revenue and $70m of adjusted operating profit, equivalent to a 15.6% margin.
Electrification and industrial revenue totalled $195m with a 22% adjusted margin, up one percentage point year on year, while appliance and HVAC revenue was $250m with a 16.4% margin, up 3.7 percentage points.
On an annualised basis, ECI reported unaudited adjusted revenue of $1.22bn, down 4% year on year, and adjusted operating profit of $188m, up 16%, with margin expanding 2.6 percentage points to 15.4%.
A 24-month restructuring programme was underway, costing around $80m and expected to lift adjusted operating profit by approximately $30m over two years.
"This has been a transformational year for Rosebank with the acquisition of ECI," said chief executive Simon Peckham.
"The early actions that we and management have taken give us further confidence that we will deliver the improvements we outlined for ECI and achieve our adjusted operating margin targets of at least 18%.
"For 2026, driven by actions within our control, we remain confident in the year ahead."
The AIM-traded company said it remained on track to meet full-year 2026 expectations and intended to step up to London's Main Market in the second quarter.
In a separate announcement, Rosebank said it had agreed to acquire ASP MWI Holdings, operating as MW Components, and ASP CPM Holdings, known as CPM, from funds managed by American Securities for a combined enterprise value of $3.05bn on a debt and cash-free basis.
MW Components generated $500m of revenue in 2025 with a 15% adjusted operating margin, while CPM reported pro forma revenue of $713m for the year ended 30 September with a 22% margin.
The acquisition multiples equated to around 10x and 12x 2025 EBITDA respectively.
Rosebank said it was targeting six to seven percentage points of operating margin improvement at each business through restructuring and operational initiatives.
The transaction would be funded through a fully underwritten institutional capital raise of £1.9bn at £3.30 per share, alongside new debt facilities sized to deliver pro forma leverage of around 2.75x EBITDA.
Directors and senior employees would subscribe for £12.3m of shares, taking cumulative investment since incorporation in 2024 to about £30.4m.
Completion was expected in the second quarter of 2026, subject to regulatory and shareholder approval at a general meeting on 23 March.
"This transaction represents the next step of the Rosebank journey, which began with our successful acquisition of ECI," Peckham said.
"MW Components and CPM are high-quality businesses with much unrealised potential and we are confident that our proven approach will unlock substantial value for shareholders.
"We are grateful for the strong and continued support from our shareholders and look forward to delivering."
Alongside the institutional placing and US private placement, Rosebank launched a conditional retail offer via RetailBook at the same £3.30 issue price, open to existing and new UK retail investors with a minimum subscription of £250.
The offer was conditional on shareholder approval and admission of the new shares to trading on AIM, expected on 25 March.
Proceeds would be used for working capital, and the retail tranche would not exceed £20m unless otherwise determined by the company.
Reporting by Josh White for Sharecast.com.