Business
Ocado : HY26 Half Year Preliminary Results Announcement
Ocado : HY26 Half Year Preliminary Results

About this update from Ocado Group Plc
OCADO GROUP PLC Half year results for the 26 weeks ended 31st May 2026 16 July 2026 Accelerating commercial momentum; On track to turn cash flow positive; FY26 expectations unchanged Financial progress Revenue (incl. Kroger and Sobeys closure impacts 1 ) 54% to £1,037m Revenue excl. Kroger and Sobeys closure impacts 1% to £684m, Technology Solutions recurring fees -3% (+5% excl. recurring fees from Kroger/Sobeys closures 2 ) , Ocado Logistics +8% Group adjusted EBITDA* 3 (incl. Kroger and Sobeys closure impacts) £432m (HY25: £92m); Technology Solutions £410m (HY25: £73m) and Ocado Logistics £22m (HY25: £19m) Group adjusted EBITDA* 3 excl. Kroger and Sobeys closure impacts £81m (HY25: £92m), Technology Solutions £60m (HY25: £73m) and Ocado Logistics £22m (HY25: £19m) Ocado Retail revenue 15% and EBITDA* £73m (HY25: £33m); now adjusted EBT* positive at £12m (HY25: £(17)m loss); reported as an associate Statutory EBT £17m (HY25: £(173)m); after adjusting items of £(53)m (HY25: £(35)m) Total net cash inflow £25m (HY25: £13m); Underlying cash flow 4 of £(147)m ( excl. Kroger and Sobeys closure impacts), (HY25: £(108)m) Strong liquidity at £1.1bn; cash and cash equivalents of £765m (HY25: £746m) and an undrawn £300m RCF; Group set to address its £350m maturities to FY27 from existing cash Operational and strategic progress OSP network growth : +27% 5 international CFC volumes growth; 23 CFCs worldwide with 115 average live modules 6 (HY25: 122) New partner win : partnership with Asda to develop online business in the UK, to go-live in FY27 Step-change in commercial engagement : enabling a return to mature grocery markets with a significantly evolved solutions proposition; USA a large focus market with multiple live engagements Re:Imagined rollout : On-Grid Robotic Pick (OGRP) in 14 CFCs, Swift Router enabling short lead-time orders in 15 CFCs globally, 4 client partners signed to integrate across multiple online aggregators £150m cost reduction on track: vast majority of initiatives actioned in 2Q26 with benefits to flow through in 2H26 and FY27 Ocado Retail continuing to deliver market-leading 7 growth with orders +13%; total CFC costs, incl. labour, at 5.7% sales with UPH efficiency +11%; 5.0% EBITDA margin* (excl. Hatfield fees) Guidance and outlook FY26 Technology Solutions revenue c.£500m and EBITDA* 8 margin c.30% excl. CFC closure impacts 6 CFCs going-live over the next 2-3 years ; Busan & Tokyo 2 (FY26); Barcelona, Tokyo 3 and Phoenix (FY27/FY28); Seoul (FY29) Module growth ; c.10 new modules expected in FY26 and c.10 new modules in FY27, offsetting 12 closed in early 2026 and the modules associated with the phased reduction in Hatfield fees Technology spend and Support costs to reduce in aggregate by c.£150m with completion of significant technology development cycle, AI efficiencies and cost discipline across all Support functions Ocado Logistics high mid-single digit % revenue growth and EBITDA* 8 of c.£30-35m in FY26 Turning cash flow positive during second half FY26 with full year underlying cash outflow excluding closure fees to be around £(200)m FY26; full year cash flow positive in FY27 Tim Steiner, CEO of Ocado Group, said : "The fiirsī halfi ofi īhe year has seen acceleraīing inīernaīional volume growīh, sīrong commercial momenīum, improved organisaīional efifiiciency, and rigorous cosī discipline. Since īhe sīarī ofi īhe year, we've been re-engaging reīailers across some ofi īhe world's largesī grocery mar½eīs, wiīh īhe USA a parīicular fiocus, supporīed by a signifiicanīly evolved porīfiolio ofi īechnology soluīions. "Alongside a more fiocused RhD invesīmenī sīraīegy, we have made signifiicanī organisaīional changes īo sīrengīhen cosī and capiīal discipline while improving īhe efifiecīiveness ofi our commercial operaīions. As we conīinue īo fiocus on delivering growīh and efifiiciency, we will achieve posiīive cash filow in īhe second halfi ofi īhe year and be fiull-year cash filow posiīive in FY27. "I remain fiully fiocused on enecuīing our sīraīegy and creaīing value. I am pleased īhaī, in recenī wee½s, we have esīablished a clear process fior long-īerm succession planning aī Ocado. We have īhe besī īechnology in īhe indusīry, encepīional īalenī, and a īremendous opporīuniīy ahead ofi us. I am as enciīed and energised abouī Ocado's fiuīure as I have ever been." Ocado Group Income Statement £m 1H26 Kroger/ 1H26 1H25 Change Change excl. Sobeys pro- excl. closure impacts closure impacts forma* closure impacts 9 Revenue RGcurring fiGGs 231 - 231 239 (3%) (3%) Kon-rGcurring fiGGs and oťhGr rGvGnuG 25 354 378 39 =875% (36%) Technology Solutions 256 354 609 277 120% (8%) Logistics 428 - 428 397 +8% +8% Group 684 354 1,037 674 54% 1% Adjusted EBITDA* Technology Solutions 60 351 410 73 +463% (18%) Logistics 22 - 22 19 +15% +15% Group 81 351 432 92 371% (11%) Share of results of JV and assoc. 6 - 6 (8) +14 +14 Depreciation, amort. and impairment (184) (125) (309) (174) (135) (9) Finance income 22 - 22 22 (1) (1) Finance costs (79) - (79) (66) (13) (13) Other finance gains and losses (2) - (2) (3) +1 +1 Adjusted EBT* (155) 225 70 (137) 207 (18) Adjusting items* (53) - (53) 744 (797) (797) EBT (208) 225 17 607 (590) (816) *These measures are alternative performance measures. Please refer to Note 19 of the Condensed Consolidated Financial Statements. From 7 April 2025, Ocado Group began accounting for Ocado Retail Limited as an associate using the equity method. The relevant results are reflected in the Groupʼs income statement and cash flow statement. To ensure year-on-year comparability, income, expenses, and cash flows for the prior period have been re-presented to equity account for Ocado Retail from the start of the financial period in the tables above and below. **Figures may not cast in the table due to rounding Ocado Retail Income Statement (Joint Venture and Associated Undertaking) £m 1H26 1H25 Change (£m) Change (%) Revenue 1,756 1,526 +230 +15% Adjusted EBITDA* 73 33 40 119% Depreciation and amortisation (39) (32) (7) (22)% Net finance costs (23) (19) (4) (21)% Adjusted EBT* 12 (17) 29 168% Reported as Ocado Group's share of JV results 6 (9) +14 +168% Notes: Non-recurring income of £354m in HY26 comprised £327m from Kroger's network optimisation (a £260m termination fee and £67m accelerated recognition of advance receipts) and £27m from the closure of Sobeys' Calgary CFC (a £18m termination fee and £9m accelerated recognition of advance receipts). £125m of depreciation and impairment in the period related to Kroger's network optimisation and the closure of Sobeys' Calgary CFC Recurring fees exclude the business-as-usual fees from the four Kroger and Sobeys CFCs closed in January 2026, removing £9m in HY26 and £27m in HY25 to compare £222m of LFL recurring fees in HY26 with £212m in HY25. Adjusted EBITDA* is defined as earnings before net finance cost, taxation, depreciation, amortisation, impairment and adjusting items*. Underlying cash flow is the movement in cash and cash equivalents, excluding the impact of adjusting items, financing costs, proceeds from the disposal of assets held for sale, cash received in respect of contingent consideration, acquisitions of subsidiaries, purchases of unlisted equity investments, material non-recurring termination fees (which are not treated as adjusting items) and foreign exchange movements. Underlying cash flow* also excludes the impacts from Krogerʼs network optimisation and the closure of Sobeysʼ Calgary CFC in January 2026. Volume growth used reflects the exit rate of P6-26 vs. P6-25 of eaches, excludes the four closed CFCs Frederick, Groveland, Pleasant Prairie, Calgary and two spoke closures in 1H25. A module is considered live when it has been fully installed and is available for use by our partner or where fees are being received for the module. This includes 11 modules for the Hatfield CFC, and Leeds and Canning Town Zooms, which were not in operation at the end of the period, but for which fees are being received in full. NIQ Total Till and NIQ Homescan from Nielsen Consumer LLC. Guidance given is based on Adjusted EBITDA* Change excl. closure impacts reflect the percentage change between the "1H26 excl. closure impacts" column and the "1H25 pro-forma*" column. The comparative financial information for 1H25 has not been restated to remove the revenue and costs associated with CFC closures. Technology Solutions revenue includes the business-as-usual fees from the Kroger and Sobeys CFCs closed in January 2026 of £9m in HY26 and £27m in HY25. Customers are classified as active if they have shopped at Ocado.com within the previous 12 weeks. Average active customers represents the average number of active customers over the 26-week period. Further notes relating to depreciation, amortisation and impairment, finance income, other finance gains and losses and adjusting items* are detailed on page 11 and 22 of the release. HY26 Strategic and Operational Review The fiollowing commenīary is predominanīly on a pre-adjusīing iīem* basis īo aid undersīanding ofi īhe perfiormance ofi īhe business. HY26 has been a period of renewed commercial momentum, greater organisational efficiency and strong cost discipline for Ocado Group. In our Technology Solutions division, we continued to deliver strong international volume growth through the Ocado Smart Platform ("OSPˮ). We have continued to roll out our latest hardware and software solutions to partners worldwide, introducing more efficiency and greater flexibility to their operations. Following the end of exclusivity across the majority of markets at the start of the year, Ocadoʼs commercial teams have ramped up activity across global regions, with a major new OSP partner win and multiple new grocery prospects engaged across N. America, Europe and Asia Pacific. Ocado Retail continues to deliver strong growth, and remains the fastest growing grocer in the UK market over the past 12 consecutive months. Reflecting this progress, Ocado Retail was profitable at both an operating profit and pre-tax profit level. Technology Solutions Following key changes to the structure and focus of our commercial teams and the end of exclusivity in multiple international markets, Ocadoʼs Technology Solutions division is set to deliver renewed growth and momentum. We are seeing strong demand for the wide range of Ocadoʼs solutions from prospective partners, while Ocadoʼs latest partnerships showcase the significant evolution of the Ocado Smart Platform, with partners taking advantage of features such as integration with aggregator platforms like Just Eat, Uber Eats and Deliveroo. During the first half, Ocado also successfully agreed the sale of its technology in one of the recently closed Kroger CFCs to a large U.S-based logistics company, with ongoing support for the maintenance of that equipment. Across our existing partners, international volume growth has remained strong, with a 27% 5 YoY increase in items processed through our platform. Our partners have continued to deploy our latest technologies, with OGRP now rolled out across 14 CFCs and eight partners, achieving more than 350m picks to date. Ocadoʼs 600s bots are now live at scale in multiple sites worldwide, and our latest proprietary Autofreezer solution is in-build across our upcoming CFCs. While we continue to see good progress across global operations, we note particular progress among recent partners who have gone live, in Spain, Poland, Japan and Australia, where our partners continue to see strong growth and high customer satisfaction, driven by the performance of Ocadoʼs platform. Reflecting these factors and the closure of the Kroger and Sobeys CFCs in Frederick (MD), Pleasant Prairie (WI), Groveland (FL) and Calgary (AB) in January 2026, our recurring fees in our Technology Solutions business reduced by 3% or £8m to £231m. Removing the revenue contribution from the four closed CFCs in the opening weeks of the half year period and the first half of the prior year, our recurring fees grew by 5% to £222m. Excluding the £354m benefit from closure fees and the recognition of the associated upfront fees, non-recurring and other revenue declined by £14m to £25m in the period. The lower Technology Solutions revenue led to a reduction of £18m in the contribution of the business to £189m, representing a contribution margin of 74% (1H25: 74%) and excluding the non-recurring benefits from the closure of the four CFCs, in addition to Krogerʼs decision not to proceed with a CFC in Charlotte (NC). In the second half, we expect multiple existing partners to reach important milestones in the deployment of Ocadoʼs technology, with Lotte due to begin deliveries from its first CFC in Busan, and AEON due to launch its second Tokyo CFC. These CFC launches will include the first go live of Ocadoʼs proprietary Autofreezer solution, while Lotteʼs Busan CFC will also support key new features, including the ability to support widespread "dawn deliveryˮ, which is a widespread characteristic of the Korean market. Lotte will also deliver with a 100% EV fleet. During the second half, we also expect Panda in Saudi Arabia to go live with Ocadoʼs full ecommerce platform, following the roll-out of In-Store Fulfilment ("ISFˮ) in 2025. In our non-grocery business, we have signed multiple new contracts to deploy Ocadoʼs "Chuckˮ "AMRˮ (Autonomous Mobile Robot) solution across a number of markets. Chuck is a solution designed to work alongside people in traditional warehouse environments, guiding them through picking tasks and showing clear instructions on a screen, optimising the overall time taken to fulfil these tasks. In the second half of the year we expect the full launch of the McKesson site in Quebec, and initial deployments of Ocadoʼs new "Porterˮ solution with clients. Porter is Ocadoʼs new proprietary AMR solution, designed to transport heavy stock and pallets around warehouses. Finally, earlier in the year Ocadoʼs commercial teams undertook a significant organisational change, with Ocado Solutions and Ocado Intelligent Automation coming together into a single commercial division. The restructure aligned with Ocadoʼs renewed focus on commercial prospecting following the removal of exclusivity in multiple markets. The restructure has delivered positive early results, with a major new OSP contract win and a growth in marketing capabilities across key regions. In the first half of the year, we opened our new Product Hub in Dallas TX, which will showcase Ocadoʼs latest products to the North American market, including Store Based Automation ("SBAˮ) and Porter products. That site has already hosted visits and events from multiple clients and new prospects. Reflecting the reorganisation announced in 2Q26 and the phased realisation of the savings and spend reductions across the second half of 2026, Support costs and Technology costs in the first half of the year fell incrementally to £96m (1H25: £98m) and £34m (1H25: £36m), respectively. We expect significant progress in the second half of FY26, with the full benefit of the savings expected in FY27. With a broadly flat cost profile in the first half, the reduction in revenue and contribution largely flowed through to profits. The adjusted EBITDA* for the business was £60m in the period (1H25: £73m), representing a 23% margin (1H25: 26%) and excluding the non-recurring benefits from the closure of the four CFCs and Krogerʼs decision not to proceed with a CFC in Charlotte (NC). The four closed CFCs generated a contribution of £8m in the opening weeks of 1H26 (1H25: £22m). Outlook for Technology Solutions c.10 new modules expected in FY26 and c.10 in FY27, offsetting the 12 modules from the Kroger and Sobeys closures in early 2026 and the modules associated with the phased reduction in Hatfield fees Technology Solutions revenue c.£500m in FY26 excl. CFC closure fees Adjusted EBITDA* margin c.30% in FY26 excl. CFC closure fees Total Technology spend of c.£200m in FY26 with c.£60m Technology costs (P&L) and c.£140m Technology R&D capex FY27 Technology R&D capex is planned to be around 20% of recurring revenues as the Re:Imagined Tech R&D cycle completes Ocado Logistics Ocado Logistics is our third-party logistics ("3PL") service, operating our automated fulfilment solution and last-mile delivery services for our UK partners, Ocado Retail and Morrisons. During the first half of FY26, the business continued to deliver strong operational performance across the network, combining further efficiency gains with consistently high service levels. Revenue increased by 8%, principally driven by the recovery of costs through our partner contracts. Ocado Logistics continued to demonstrate the resilience of its operating model with adjusted EBITDA* of £22m (HY25: £19m), reflecting an increase of £3m year-on-year. Our CFC operations delivered another year of productivity improvements. Labour productivity ("UPH") across our OSP-enabled customer fulfilment centres increased by 12% to 268, driven by higher utilisation levels and the ongoing deployment of Ocado Re:Imagined technologies, including On-Grid Robotic Pick ("OGRP") and Auto Frame Load ("AFL"). Performance in last-mile delivery also strengthened during the year. Average delivery productivity for Ocado Retail increased by 6% to 22.5 drops per standardised 8-hour shift ("DP8"). This reflected continued improvements in route planning, service execution and delivery density, alongside initiatives aimed at further enhancing operational efficiency across the fleet. Last yearʼs migration of both Ocado Retail and Morrisons onto OSP allowed both partners to further expand their use of OSP functionality, allowing operational improvements to be implemented more rapidly and consistently across fulfilment and last-mile operations. As a result, we have continued to enhance customer proposition flexibility while driving further efficiency gains throughout the network. Following its initial deployment, the Ocado Swift Router solution is now available from all six OSP CFCs in the UK, supporting greater delivery slot availability and shorter lead times for customers. We have also continued to broaden the capabilities available to Morrisons through OSP, including the expansion of online aggregator fulfilment, helping Morrisons extend its reach across a growing number of catchments and further strengthening its ability to serve customers through third-party delivery channels. FY26 Outlook for Ocado Logistics Continued improvement in productivity for our UK partners High mid-single-digit % revenue growth Adjusted EBITDA* of c.£30-35m Ocado Retail Ocado Retail (ORL) is a 50:50 joint venture between Marks & Spencer Group plc (M&S) and Ocado Group. Since its deconsolidation on 7 April 2025, ORL has been reported as an associate using the equity method. Sustained customer growth with a differentiated proposition enabled by the Ocado Smart Platform Ocado Retail continued to outperform the wider UK grocery market during HY26, retaining its position as the UKʼs fastest-growing grocer 7 over the preceding 12 months. Its share of the online grocery market increased to 13.7% 7 in the four weeks 16 May 2026 (Nielsen restated methodology), up 0.7 percentage points year-on-year. Revenue increased by 15.1% to £1.76bn (HY25: £1.53bn), substantially ahead of growth in the broader online grocery channel. This performance was driven by a combination of customer acquisition, increasing order frequency and continued growth in the mature active customer base. Average active customers 10 increased by 10.6%; within this, customers with five or more orders grew by 10.2%, reflecting continued strength in customer retention and the number of customers shopping more frequently. Average basket value increased by 1.9% to £126.55 with items per basket unchanged at 44.3. Ocado Retailʼs customer proposition continues to resonate strongly, combining an extensive range of approximately 44,000 products with industry-leading service levels, visible product life and 99% of items delivered as promised. Technology and operational leverage driving efficiency and profitability Following the successful prior year migration of Ocado Retail customers onto the full OSP, the business has continued to benefit from new capabilities developed across Ocado Groupʼs global partner network, supporting further enhancements to the customer proposition, operational efficiency and future scalability. Ocado Swift Router is now live across all six UK OSP CFCs, marking a significant milestone. The functionality has enabled ORL to offer its leading range, availability and service in click-to-door fulfilment times as little as 100 minutes. These capabilities are expected to support greater delivery flexibility, improved customer convenience and further growth in order frequency. Operational efficiency continued to improve across the fulfilment network. The rollout of our Re:Imagined technologies, including On-Grid Robotic Pick ("OGRPˮ) and Auto Frame Load ("AFLˮ), contributed to an +11% increase in wall-to-wall labour productivity across our OSP CFCs, with average UPH rising to 267 from 240 year-on-year. Luton, where deployment is most advanced, achieved an average UPH of 315 during the period. Evidencing the strong economic profile of ORLʼs CFC network, CFC costs increased by 1.7% relative to 12.8% increase in orders and represented 5.7% of revenue, far lower than traditional grocers. These productivity gains will allow Ocado Retail to drive significant additional capacity from its existing infrastructure, while maintaining high service standards. During the period, the average utilisation across the network reached 103% of the original design capacity of the sites. Together with the remaining capacity available at Erith, the ability to leverage its existing CFC network provides a clear pathway for future volume growth, with limited incremental capital investment. The combination of strong revenue growth, increasing operational leverage and improving fulfilment efficiency supported a significant improvement in profitability. Ocado Retail delivered adjusted EBITDA* of £73m in HY26 (£89m excluding Hatfield capacity fees), compared with £33m in HY25. Adjusted EBITDA margin* increased to 4.2% (5.0% excluding Hatfield capacity fees), up from 2.2% in HY25. While profitability benefited from higher volumes and productivity improvements, these gains were also partially offset by industry-wide cost pressures, including higher employer National Insurance contributions and increases in the National Living Wage. Reflecting its strong progress, Ocado Retail recorded a pre-tax profit before adjusting items of £12m in HY26 (HY25: £(17)m loss) with cash and cash equivalents of £184m (FY25: £128m). Ocado Group Group cash flow Underlying cash flow*, which excludes £263m of net proceeds received in January 2026 from the optimisation of Krogerʼs network and the closure of Sobeysʼ CFC in Calgary, was an outflow of £(147)m (HY25: £(108)m). The outflow reflected a lower level of contribution, higher interest costs and a working capital outflow, partially offset by lower capital expenditure and improved cost discipline. Turning cash flow positive during the second half of FY26 remains our core priority. Consistent with our previous guidance, we expect to exit the year in a position of positive cash flow but with an expectation for an underlying cash outflow of around £200m for the full year FY26. This expectation excludes the recent cash receipts from Kroger and Sobeys relating to the closed CFCs. The reported cash inflow of £25m in HY26 reflects the underlying cash outflow* of £(147)m in the period, £(31)m of adjusting items principally related to restructuring, £(55)m of debt repayments and £(5)m movements in FX, offset by £263m of net proceeds in relation to the Kroger and Sobeys closures. Liquidity and liability management The Group continues to maintain a strong liquidity profile with cash and cash equivalents £765m (HY25: £746m) at the end of the period, in addition to an undrawn RCF of £300m, to provide liquidity in excess of £1.0bn. During the period, the Group redeemed the remaining £56m principal of the convertible bonds due December 2025 at maturity and with sufficient funds at hand to redeem or refinance the £350m convertible bonds due in January 2027. Group capital expenditure Capital expenditure primarily comprises technology development costs to enhance the OSP and new site construction costs and the deployment of our Re:Imagined innovations. Our capital expenditure in the cash flow fell by £56m to £(116)m, reflecting a reduction in the level of Technology capital expenditure as we have completed the R&D associated with the Re:Imagined product suite and the phasing of capital expenditure relating to our CFCs. We expect Group capital expenditure, including CFC and Technology, to be around £250m for FY26 with the CFCs in Hachioji (AEON) and Busan (Lotte) scheduled to go-live in FY26. Sustainability Update We continue to make progress on sustainability, delivering meaningful benefits across both our own operations and those of our partners. During the period, we made further progress towards the full launch of Lotte's Busan CFC in South Korea. Once operational, the site will incorporate our most energy-efficient robotics to date, solar panels which power 30% of its energy demand, and a 100% EV fleet. Other highlights so far this year include our new product sustainability framework, which will ensure that our future products are created with the latest sustainability design principles in mind, and our AI workshops and training, which have spurred innovation whilst reinforcing our commitments to responsible use. Summary Financial Guidance for FY26 Revenue: Technology Solutions: c.£500m revenue in FY26 excl. CFC closure Ocado Logistics: high mid single digit % revenue growth Adjusted EBITDA*: Technology Solutions: c.30% margin in FY26 excl. CFC closure impacts Ocado Logistics : adjusted EBITDA* of c.£30-35m in FY26 Capital expenditure: around £250m in FY26; includes Technology and CFC capex Underlying cash flow: On track to turn cash flow positive during FY26; full year underlying cash outflow excluding closure fees of around £(200)m FY26; full year cash flow positive in FY27 Results Presentation A results presentation will be available for investors and analysts at 9.30am on 16th July 2026. This can be accessed online here . Following the presentations, there will be Q&A, also accessible via the webcast. Contacts Tim Steiner, Chief Executive Officer Stephen Daintith, Chief Financial Officer Nick Coulter, VP of Group Capital Markets and FP&A ( [email protected] ) Jamie Kerr, Director of Communications ( [email protected] ) Lucy Legh, Matt Denham, Jack Gault at Headland Consultancy - ( [email protected] ), on +44 (0)20 3805 4822 Financial Calendar Ocado Group FY26 Results will be reported on 25th February 2027. Cautionary statement Certain statements made in this announcement are forward-looking statements. Such statements are based on current expectations and assumptions and are subject to a number of risks and uncertainties that could cause actual events or results to differ materially from any expected future events or results expressed or implied in these forward-looking statements. Persons receiving this announcement should not place undue reliance on forward-looking statements. Unless otherwise required by applicable law, regulation or accounting standard, Ocado does not undertake to update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise. Financial Review Headlines The Group presenīs iīs 1H26 resulīs fior īhe 26 wee½s ended 31 May 2026. The Group delivered revenue of £1,037.0m, an increase of 53.9% year-on-year (1H25: £674.0m). Adjusted EBITDA* increased by £340.2m to £432.0m (1H25: £91.8m). The Group continues to maintain strong liquidity of £1.06bn (FY25: £1.04bn) at the end of the period, to support our future growth and to meet our commitments as they fall due. Group underlying cash outflow* during the period was £147.3m. The Group held cash and cash equivalents at the end of the period of £764.6m (FY25: £740.0m). Net debt* reduced by £78.9m to £(969.5)m (FY25: £(1,048.4)m) at the end of the period. Technology Solutions delivered revenue growth, up 119.7% to £609.2m (1H25: £277.3m). Adjusted EBITDA* for the period was £410.2m (1H25: £72.8m), an increase of £337.4m, reflecting an adjusted EBITDA margin* of 67.3% (1H25: 26.3%). Revenue and adjusted EBITDA* include non-recurring fees of £353.5m relating to the closure of four CFCs operated by Kroger and Sobeys and cancellation of Krogerʼs CFC in Charlotte, North Carolina. Excluding fees and costs associated with the closures and cancellations, revenue of £255.7m declined by 7.8% and adjusted EBITDA* of £59.6m declined by £13.2m year-on-year. Adjusted EBITDA margin excluding these impacts was 23.3%. The business had an average of 115 modules live during the period (1H25: 122), down 5.7% as the above site closures more than offset the opening of the CFC in Warsaw for Auchan Poland in 2H25 and the delivery of the CFC in Busan for Lotte during 1H26. At the end of the period, we had 27 live sites (1H25: 29 sites) and 113 live modules (1H25: 119 live modules). Logistics revenue increased by 7.8% to £427.8m (1H25: £396.7m) and primarily represents cost recharges to Ocado Retail and Morrisons of £409.8m (1H25: £379.7m). Orders per week increased by 9.0% to 669,000 (1H25: 614,000); eaches (individual items in the shopping basket) processed increased by 8.2% to 776.1m (1H25: 717.6m). Adjusted EBITDA* for the period was £21.8m, an increase of £2.8m (1H25: £19.0m) primarily reflecting higher management fees and vehicle lease income associated with delivering higher volumes for our partners. Ocado Retail revenue increased by 15.1% in the period to £1,755.5m (1H25: £1,525.5m) driven by 12.8% growth in orders. The order growth was driven by an increase in the average number of active customers, up 10.6% and a 2.3% increase in the frequency of orders from mature customers. Adjusted EBITDA* increased by £39.6m to £72.9m (1H25: £33.3m), with an adjusted EBITDA margin* of 4.2% (1H25: 2.2%), driven by strong trading performance. Excluding the £15.6m (1H25: £17.1m) capacity fees payable for the closed Hatfield CFC, Ocado Retail delivered an adjusted EBITDA* of £88.5m (1H25: £50.4m) at a margin of 5.0% (1H25: 3.3%). Ocado Retail delivered an adjusted EBT* of £11.6m (1H25: £(17.1)m), an improvement of £28.7m. Group summary £m 1H26 1H25 pro-forma* Change Revenue Technology Solutions 609.2 277.3 119.7% Logistics 427.8 396.7 7.8% Group 1,037.0 674.0 53.9% Operating costs Technology Solutions (199.0) (204.5) 2.7% Logistics (406.0) (377.7) (7.5)% Group (605.0) (582.2) (3.9)% Adjusted EBITDA* Technology Solutions 410.2 72.8 £337.4m Logistics 21.8 19.0 £2.8m Group 432.0 91.8 £340.2m Share of results of joint venture and associate 5.9 (8.4) 170.2% Depreciation, amortisation and impairment 1 (308.7) (174.2) (77.2)% Finance income 2 21.8 22.4 (2.7)% Finance costs (78.9) (66.1) (19.4)% Other finance losses 3 (2.1) (2.6) 19.2% Adjusted EBT* 70.0 (137.1) £207.1m Adjusting items* (52.9) 744.4 £(797.3)m EBT 17.1 607.3 £(590.2)m Tax (49.8) (2.4) £(47.4)m (Loss)/profit after tax (32.7) 604.9 £(637.6)m * These measures are alternative performance measures. Please refer to Note 19 to the Condensed Consolidated Financial Statements. Depreciation, amortisation and impairment of £308.7m (1H25: £174.2m) excludes £nil (1H25: £4.7m) recognised in adjusting items*. Finance income of £21.8m (1H25: £22.4m) excludes £nil (1H25: £2.0m) recognised in adjusting items*. Other finance losses of £2.1m (1H25: £2.6m loss) exclude £nil (1H25: £2.3m gain) recognised in adjusting items*. Technology Solutions The table below shows revenue and adjusted EBITDA* of £609.2m and £410.2m, respectively, for the period. These amounts include non-recurring fees of £353.5m relating to the closure and cancellation of five CFCs by Kroger and Sobeys. These fees are accounted for as revenue as they reflect contractually entitled amounts that would have otherwise been earned over the period of the contracts. Excluding the £353.5m of income relating to the closures and cancellation, non-recurring fees and revenue would be £24.4m and £255.7m for the period, respectively. On the same basis, adjusted EBITDA* would be £59.6m after excluding the £353.5m of income relating to the closure and cancellation of five CFCs and the associated costs of £2.9m, representing a 23.3% adjusted EBITDA margin.* £m 1H26 1H25 Change Recurring fees 230.8 238.5 (3.2)% Non-recurring fees 377.9 36.5 935.3% Other 0.5 2.3 (78.3)% Revenue 609.2 277.3 119.7% Direct operating costs (69.6) (70.9) 1.8% Contribution 539.6 206.4 161.4% Conťribuťion % 88.6% 74.4% 14.2ppťs Technology costs 1 (33.8) (35.5) 4.8% Support costs 1 (95.6) (98.1) 2.5% Adjusted EBITDA* 410.2 72.8 £337.4m AdjusťGd EBITDA % 67.3% 26.3% 41.0ppťs 1H25 Technology and Support costs have been restated to reflect the restructuring of the business during the period as detailed below. Technology Solutions is the global technology platform business offering Ocado Smart Platform ("OSPˮ) as a managed service to 14 grocery retail partners and automation solutions to sectors outside grocery retail to drive efficiency in complex, high-volume warehouse environments. Technology Solutions comprises 1. the revenue and direct operating costs associated with our commercial businesses, 2. the technology costs to sustain and grow these businesses and 3. the support costs for these businesses, including Technology Operations, Commercial Sales and Partner Success, Finance, Legal, HR and Information Technology. During the period, the business restructured its Technology and Support functions, in order to focus on its key priorities and pursue the opportunities of greatest value in the most efficient way. Following a period of rapid growth and capital investment, primarily related to the 'Re:Imaginedʼ development cycle, the business commenced its transition to a less capital intensive R&D phase. Following the conclusion of exclusivity arrangements in multiple markets, the business consolidated its commercial brands (Ocado Solutions and Ocado Intelligent Automation) into a single organisation, to ensure it is well structured to capitalise on growth opportunities across grocery and non-grocery. As a result of these structural changes, the costs of certain functions responsible for business-wide projects have been reclassified from Technology to Support costs. To aid year-on-year comparability of financial performance, the prior periodʼs income and expenses have been restated on a like-for-like basis. Costs associated with the restructuring have been treated as adjusting items*. Further details can be found in Note 4 to the Condensed Consolidated Financial Statements. Key Performance Indicators The table below sets out a summary of selected operating information in the period: 1H26 1H25 Change Live modules at period end 1,2 113 119 (5.0)% Average live modules 1,2 115 122 (5.7)% Direct operating cost (% of live sales capacity) 3 1.29% 1.36% 0.07ppts A module is considered live when it has been fully installed and is available for use by our partner, or where fees are being received for the module. This includes 11 modules for the Hatfield CFC, and the Leeds and Canning Town Zooms, which were not in operation at the end of the period, but for which fees are being received in full. A module of capacity is assumed as 5,000 eaches picked per hour and c.£79m (1H25: c.£79m) per annum of sales capacity available to live OSP partners. Direct operating costs as a percentage of live sales capacity reflects the average for all OSP sites in operation during the period. Direct operating costs include engineering, cloud and other technology direct costs. The prior period presented the exit rate as at the period end. Under the prior period's methodology, 1H26 would be 1.23% (1H25: 1.35%). In November 2025, Kroger announced plans to optimise its CFC network, resulting in the closure of three CFCs which took place in January 2026, and not to proceed with the CFC in Charlotte, which was planned to go-live in 2026. Ocado and Kroger continue to work closely together across the five live CFCs in Monroe, Dallas, Atlanta, Denver and Detroit. The Group and Kroger agreed a one-off cash termination fee of $350m to compensate the Group following these closure decisions, which was received during the period. The Group recognised £260.1m as revenue in respect of the termination fee during the period. The closure also resulted in an acceleration in revenue of advance receipts, previously held as contract liabilities, of £67.2m. Both the termination fee and acceleration of advance receipts are recognised in non-recurring fees in the Income Statement. In January 2026, Empire Company Limited announced its intention to close its Sobeys CFC in Calgary largely due to the Alberta grocery ecommerce marketʼs size and the rate of expansion being slower than originally expected. Sobeys continues to serve its customers from its two existing CFCs in Toronto and Montreal. During the period, the Group received a one-off termination fee of £17.7m in compensation for the closure. The closure also resulted in an acceleration in revenue of advance receipts, previously held as contract liabilities, of £8.5m. Both the termination fee and acceleration of advance receipts are recognised in non-recurring fees in the Income Statement. In March 2026, the Group delivered its first CFC in South Korea, with the Busan facility to be launched by Lotte in 2H26. This follows Lotteʼs online service, "Lotte Mart Zettaˮ, enabled by OSP and Ocadoʼs In-Store Fulfilment solution across Lotte stores that went live in April 2025. In May 2026, the Group and Asda announced their partnership to develop Asda's online business across the UK with the OSP solution, including providing the webshop, In-Store Fulfilment solution and software to support last mile planning and route efficiency. The partnership is expected to go-live in FY27. At the end of the period, the business had 27 live sites, comprising 23 CFCs and four Zooms, with a total of 113 live modules (1H25: 29 live sites, comprising 25 CFCs and four Zooms, with a total of 119 live modules). The 113 live modules include 11 modules of capacity for Ocado Retail where operations have ceased but fees are charged. At the end of the period, Technology Solutions had 24 live sites, with 102 modules, in operation (22 CFCs and two Zooms). At the end of the period, the business had 144 modules ordered at sites in operation and 26 modules ordered at sites under construction but not yet live for AEON, Lotte and Kroger. Revenue Revenue in the period increased by 119.7% to £609.2m (1H25: £277.3m). Recurring fee revenue is typically index-linked and is primarily driven by the average number of modules live during the period. Recurring fee revenue decreased by 3.2% to £230.8m (1H25: £238.5m), reflecting a 5.7% decrease in the average number of live modules to 115 (1H25: 122), partially offset by indexation. The reduction in average live modules is primarily driven by the closure of the four sites operated by Kroger and Sobeys, as detailed above, and the exit of Morrisons from the Erith CFC in the prior period. These impacts were partially offset by the go-live of Auchan Polandʼs Warsaw CFC in 2H25, the delivery of Lotteʼs CFC in Busan, South Korea in 1H26, and incremental drawdowns at existing CFCs. Recurring fee revenue also includes £16.2m (1H25: £15.2m) of fees relating to the provision of hardware, software and services to our non-grocery partners, which was previously reported as OIA revenue. Non-recurring fee revenue comprises 1. the upfront design and access fees amortised in the Income Statement, revenue recognised in relation to the Kroger Letter of Credit ("LoCˮ) drawn down in 2H25, 3. termination fees relating to closed and cancelled sites and 4. other non-recurring income generated by the business. In accordance with IFRS 15, design and access fees are initially recorded on the Balance Sheet, within contract liabilities, until a working solution is delivered to the partner, i.e. the site goes 'liveʼ. Fees are released to the Income Statement over the period in which the Group satisfies its obligations to the partner. Income from the LoC of £113.4m received in June 2025 is apportioned across CFCs that are live or in construction, and initially recognised within contract liabilities on the Balance Sheet. The income is released to the Income Statement, within revenue, over the life of those sites. During the period, the business recognised £2.1m in relation to operational sites (1H25: £nil). Total non-recurring fee revenue of £377.9m (1H25: £36.5m) increased by £341.4m largely reflecting termination fees of £277.8m and the associated £75.7m acceleration of income, previously held as contract liabilities, relating to the closure and cancellation of certain CFCs, as described above. The year-on-year increase is partially offset by £16.6m of non-recurring income from Morrisons recognised in the prior period following the cessation of their deliveries from the Erith CFC. There are 28 (1H25: 30) legacy non-OSP modules within the 113 (1H25: 119) modules at the end of the period. These primarily relate to the Hatfield and Dordon CFCs, which generate a lower fee per module than an OSP module. While the Hatfield CFC ceased trading in FY23, the Technology Solutions business continues to charge and receive capacity fees for Hatfield, which in the period were £15.6m (1H25: £17.1m). Other revenue primarily relates to equipment sales to retail partners of £0.5m (1H25: £2.3m) recognised as revenue under IFRS 15 (the cost of this equipment is recognised within direct operating costs). Direct costs Direct operating costs largely relate to the day-to-day costs of operating our CFC, Zoom and non-grocery sites, primarily engineering support, maintenance and spares, and the costs of hosting the technology services for partners. Direct operating costs also include cost of sales primarily relating to equipment sales to partners. Direct operating costs decreased by £1.3m, or 1.8%, to £69.6m (1H25: £70.9m). The decrease reflects lower cost of sales relating to equipment sales to commercial partners. The incremental costs associated with the volume growth in sites opened during the current and prior year are offset by efficiencies in remote support costs during the period. Contribution margin increased by 14.2ppts to 88.6% (1H25: 74.4%). The increase was primarily driven by non-recurring income of £353.5m recognised on the closure and cancellation of the five CFCs by Kroger and Sobeys in the period. Excluding this and £2.9m of costs associated with decommissioning the sites, the contribution margin reduced by 0.5 percentage points to 73.9% (1H25: 74.4%), primarily reflecting the £16.6m non-recurring income relating to Morrisonsʼ cessation of deliveries from the Erith CFC in the prior period. Technology and support costs Technology costs that are expensed primarily reflect costs incurred during activities in the early stages of innovation, before projects meet the criteria for capitalisation. This includes research and discovery work undertaken to explore future opportunities and evaluate potential technology solutions. Other people-related costs include management time and live system support, while other non-people technology costs include hardware, software and cloud costs. Technology costs in 1H26 decreased by £1.7m to £33.8m (1H25: £35.5m), through reduced non-capitalisable cloud, software and consultancy spend. Support costs are costs incurred in supporting the global operations of the business, including Technology Operations, Finance, Legal, HR, Information Technology and the Board. Support costs decreased by £2.5m to £95.6m (1H25: £98.1m). The actions taken to restructure the business and significantly reduce costs, as announced in February 2026, commenced late in the period and therefore had a minimal impact in the first half. Support costs also include the Commercial Sales and Partner Success teams. These costs remained stable year-on-year as the business continues to drive growth for new and existing partners. Adjusted EBITDA* Adjusted EBITDA* for the period was £410.2m (1H25: £72.8m), an improvement of £337.4m. The increase was driven by non-recurring income of £353.5m relating to the closure and cancellation of the five Kroger and Sobeys sites. Excluding this non-recurring closure income and related closure costs, adjusted EBITDA* would be £59.6m (1H25: £72.8m), a decrease of £13.2m primarily driven by the lower contribution margin following the closure of the four sites detailed above. The restructuring of the business, targeting significant cost reductions across the Group did not materially benefit adjusted EBITDA* during the period as the actions taken commenced late in the period, and therefore with minimal impact in the first half. Ocado Logistics £m 1H26 1H25 Change Cost recharges 1 409.8 379.7 7.9% Fee revenue 1 18.0 17.0 5.9% Revenue 427.8 396.7 7.8% Other income 0.6 1.0 (40.0)% Fulfilment and delivery costs (370.1) (344.0) (7.6)% Technology and support costs (36.5) (34.7) (5.2)% Adjusted EBITDA* 21.8 19.0 £2.8m Costs analysis: Recoverable (397.3) (368.6) (7.8)% Non-recoverable (9.3) (10.1) 7.9% Cost recharges include £4.2m (1H25: £3.3m), primarily relating to the recharge of LGV leases to Ocado Retail. In the prior period, this income was included within fee revenue. The cost of these leases is recognised outside of adjusted EBITDA* in accordance with IFRS 16. Ocado Logistics is our third-party logistics business providing services to partners in the UK (Ocado Retail and Morrisons). The Logistics business operates automated warehouses and provides the associated supply chain and delivery services based on a resilient cost-plus business model. Ocado Logistics comprises 1. revenue from cost recharges, capital recharges and a c.4% of recoverable costs (excluding fuel) management fee for operating all UK sites, 2. the related CFC fulfilment and delivery costs, 3. technology costs directly related to sites and any non-OSP customer platform technology costs and 4. costs relating to central functions to support the provision of the Logistics services. Key Performance Indicators The following table sets out a summary of selected operating information in the period: 1H26 1H25 Change Total eaches (million) 776.1 717.6 8.2% Orders per week (000s) 669 614 9.0% OSP CFC UPH 1,2 268 239 12.1% DP8 3 22.5 21.2 6.1% Measured as units picked from the CFC per variable hour worked by operational personnel. OSP CFCs are all CFCs excluding Dordon. DP8 represents the drops per standardised eight-hour shift for Ocado Retail only. Revenue Volumes through the sites that the business operates are a key driver of our revenue and costs. During the period, average orders per week across our two partners increased by 9.0% to 669,000 (1H25: 614,000), while the volume of eaches processed increased by 8.2% to 776.1m (1H25: 717.6m). Cost recharges increased by £30.1m to £409.8m (1H25: £379.7m), up 7.9%. These costs represent the recharge of variable and fixed operational costs to Ocado Retail and Morrisons for the provision of third-party logistics services, with the increase driven by higher fulfilment costs, as detailed below. Cost recharges are greater than recoverable costs of £397.3m (1H25: £368.6m) as cost recharges also include lease income for the lease costs in shared sites (primarily the Erith and Dordon CFCs) and LGVs, where the business is providing a service, for which the cost is included outside adjusted EBITDA*. Fee revenue increased by £1.0m to £18.0m (1H25: £17.0m). Fee revenue comprises 1. management fees of c.4% of recoverable costs and 2. capital recharges. Management fee revenue increased by 8.7% to £15.0m (1H25: £13.8m), due to higher year-on-year recoverable costs, primarily from retailer volume growth. Management fees are charged to retailers as a c.4% fee on operational recoverable costs (excluding fuel). Capital recharges of £3.0m decreased by £0.2m (1H25: £3.2m) year-on-year. Capital recharges relate to charges to Ocado Retail for the use of certain fixtures and fittings, and plant and machinery that were not transferred on the formation of Ocado Retail as a separate business. These assets are owned by the Group and utilised by Ocado Retail. For partner-shared sites (primarily Erith and Dordon), capital recharges are accounted for as revenue as it is considered to be the provision of a service (as per IFRS 16). Other income Other income of £0.6m (1H25: £1.0m) relates to MHE JVCo asset rental income. The year-on-year decrease of £0.4m was mainly driven by the expiry of MHE asset rental agreements in the prior period. These agreements were made as part of the original fit-out of the Dordon CFC. Other income is presented within operating costs in the Condensed Consolidated Income Statement. Fulfilment and delivery costs Fulfilment and delivery costs primarily comprise costs incurred in operating automated warehouses and the associated supply chain and delivery services, which are recharged to Ocado Retail and Morrisons. Costs increased by 7.6% to £370.1m (1H25: £344.0m). Costs increased by a lower rate than the growth in eaches, primarily due to improved productivity across our CFCs and delivery operations (as reflected by the 12.1% improvement in OSP CFC UPH and the 6.1% improvement in DP8). This was partially offset by inflationary pressure on 1. labour costs within our CFCs and service delivery operations with legislative increases to the National Minimum Wage, 2. annualisation of the legislative increases on Employersʼ National Insurance Contributions in the prior period and 3. the repairs and maintenance of our fleet. CFC productivity improvements are demonstrated by the improvement in UPH. A higher UPH results in a lower labour requirement and therefore lower costs for the same volume. The average UPH in our UK OSP CFCs improved by 12.1% to 268 (1H25: 239), with all CFCs improving year-on-year. The Luton CFC delivered an average UPH of 315 (1H25: 277), driven by the increasing maturity of the Re:Imagined technologies including On-Grid Robotic Pick ("OGRPˮ) and Auto Frame Load ("AFLˮ). The efficiency of delivery operations is measured by DP8. This increased by 6.1% to an average of 22.5 drops per standardised 8-hour shift for Ocado Retail (1H25: 21.2 drops). The improvement was mainly driven by 1. increased order volume driving order density, with improved operational performance through shorter distances between customer drops and 2. improvements in routing efficiency through focused projects including increased deployments of OSP technology improvements, enabling greater planning accuracy, and turnaround route and shift optimisation. Technology and support costs Technology and support costs increased by £1.8m to £36.5m (1H25: £34.7m) and comprise 1. head office and related costs to operate the Logistics business, 2. technology costs related to the operation of our pre-OSP grocery fulfilment platform and 3. the non-capitalised element of the programme costs to transition our UK partners from the pre-OSP technology platform to OSP. Technology and support costs are largely recovered through recharges to our partners, in line with contractual agreements. The associated income is recognised as revenue from cost recharges, as detailed above. The year-on-year increase primarily reflects labour cost inflation across the Technology and Support functions. During the period, non-recoverable costs remained stable and primarily relate to the cost of operating the pre-OSP platform, the transition to OSP and ongoing Logistics systems costs. Adjusted EBITDA* Adjusted EBITDA* for the period was £21.8m, an increase of £2.8m (1H25: £19.0m) principally driven by 1. increased management fees of £1.2m from supporting the online growth of our UK retailers, 2. £0.9m higher revenue from the recharge of higher inflation driven lease costs, where the cost of these leases is recognised outside of adjusted EBITDA* and 3. £0.8m lower non-recoverable costs. Ocado Retail £m 1H26 1H25 Change Revenue 1,755.5 1,525.5 15.1% Gross profit 593.9 509.5 16.6% Gross profiiť % 33.8% 33.4% 0.4ppťs Fulfilment and delivery costs (321.1) (290.6) (10.5)% Marketing costs (23.2) (20.9) (11.0)% Support costs (68.7) (62.4) (10.1)% Fees (108.0) (102.3) (5.6)% Adjusted EBITDA* 72.9 33.3 £39.6m Depreciation and amortisation (38.6) (31.6) (22.2)% Net finance costs (22.7) (18.8) (20.7)% Adjusted EBT* 11.6 (17.1) £28.7m Adjusting items (14.2) (7.8) £(6.4)m Tax - - - Loss after tax (2.6) (24.9) £22.3m 50% Ocado Group share of loss after tax (1.3) (12.4) £11.1m Reported in Group's share of results of joint venture 5.8 (8.5) £14.3m Reported in Group adjusting items* (7.1) (3.9) £(3.2)m Ocado Retail is the UK online grocery retail business serving a broad range of shopper missions. Ocado Retail is a 50% owned joint venture with M&S. The Groupʼs share of Ocado Retailʼs pre-adjusting, post-tax results are shown as share of results of joint venture and associate in the Income Statement. The Groupʼs share of Ocado Retailʼs adjusting items are shown as adjusting items* in the Income Statement. Key Performance Indicators The following table sets out a summary of selected Ocado.com operating information in the period: Ocado.com 1 1H26 1H25 Change Average active customers (000s) 2 1,281 1,158 10.6% Average orders per week (000s) 554 491 12.8% Average basket value (£) 3 126.55 124.19 1.9% Average selling price (£) 4 2.86 2.80 2.1% Average basket size (eaches) 44.3 44.3 - Ocado.com excludes Zoom by Ocado as Ocado.com represents the core business of Ocado Retail. Customers are classified as active if they have shopped at Ocado.com within the previous 12 weeks. Average active customers represents the average number of active customers over the 26-week period. Average basket value (£) is defined as product sales divided by total orders. Average selling price ("ASPˮ) (£) is defined as product sales divided by total eaches. Revenue Revenue increased by 15.1% to £1,755.5m (1H25: £1,525.5m), reflecting 12.8% order growth to 554,000 orders per week (1H25: 491,000 orders per week) and a 1.9% growth in basket value to £126.55 (1H25: £124.19) for Ocado.com. The average number of active customers increased by 10.6% during the period to 1,281,000 (1H25: 1,158,000), driven by strong customer acquisition and improved retention. The business had an active customer base at the end of the period of 1,313,000. The online grocery market in the UK now represents 13.4% (1H25: 12.5%) of the total grocery market (Nielsen). Ocado.com grew its share of the online grocery market to 13.7% in the four weeks to 16 May 2026 (Nielsen), up 0.7ppts year-on-year (1H25: 13.0% * in the four weeks to 17 May 2025 per Nielsenʼs revised methodology). *Under the previous methodology, market share was 14.4%. The average basket value grew by 1.9%, driven by a 2.1% increase in average selling price to £2.86 (1H25: £2.80) which remained well below UK grocery inflation of 3.9% (Nielsen). Gross profit Gross profit increased by 16.6% to £593.9m (1H25: £509.5m). Growth was higher than revenue growth due to an increase in gross profit margin from 33.4% in 1H25 to 33.8% in 1H26, driven by improved stock purge through advancements in OSP supply chain technology and lower post delivery adjustments. Gross profit includes the net benefit of supplier-funded media income of £51.9m (1H25: £48.4m) and the impact of discount vouchers redeemed by customers of £16.5m (1H25: £13.5m). Fulfilment and delivery costs £m 1H26 1H25 Change CFC (99.9) (98.2) (1.7)% Service delivery (211.8) (184.4) (14.9)% Utilities (9.4) (8.0) (17.5)% Fulfilment and delivery costs (321.1) (290.6) (10.5)% CFC costs primarily comprise labour costs, property costs, consumables and related costs in CFCs, and increased by 1.7% to £99.9m (1H25: £98.2m). Costs increased at a considerably slower rate than the 12.8% growth in average orders per week, principally due to improved CFC productivity, driven by the increasing maturity of the Re:Imagined technologies including On-Grid Robotic Pick ("OGRPˮ) and Auto Frame Load ("AFLˮ) across sites. The average OSP CFC UPH for Ocado.com improved by 11.3% from 240 to 267. Service delivery costs comprise labour, fleet, fuel and related costs to enable the delivery of orders to customers. Costs increased by 14.9% to £211.8m (1H25: £184.4m), primarily driven by the growth in the number of orders and labour inflation. The increase in costs was partially offset by an improvement in the efficiency of our last mile operations, mainly through shorter distances between customer drops and improvements in routing efficiency through the increased deployment of OSP technology. Utilities costs across CFCs and service delivery increased by 17.5% to £9.4m (1H25: £8.0m). The increase is primarily driven by incremental costs for the sole-use of the Erith site. Marketing and support costs Marketing costs comprise the cost of marketing activities to customers, such as digital performance marketing and brand advertising. This excludes vouchering costs, which are deducted in revenue. Marketing spend as a percentage of revenue decreased to 1.3% (1H25: 1.4%) reflecting the continued optimisation of the marketing channel mix. Support costs of £68.7m (1H25: £62.4m) comprise head office, customer support and other overhead costs. The £6.3m increase year-on-year was driven by 1. cost inflation partially reflecting the annualisation of legislative increases in Employersʼ National Insurance Contributions, 2. increased headcount to support business growth and 3. increased IT support costs following platform migration activities and the ongoing cost of the standalone IT infrastructure. As a percentage of revenue, support costs decreased to 3.9% (1H25: 4.1%). Fees Fees of £108.0m (1H25: £102.3m) comprise 1. OSP fees paid to Technology Solutions for the operation of OSP and Re:Imagined technologies of £95.3m (1H25: £88.8m), 2. logistics management fees of £12.4m (1H25: £11.1m) and 3. capital recharges paid to Ocado Logistics of £0.3m (1H25: £2.4m). The £5.7m increase year-on-year was primarily driven by indexation on OSP fees. Fees include the ongoing capacity fees for the closed Hatfield CFC. Adjusted EBITDA* Adjusted EBITDA* was £72.9m (1H25: £33.3m). The year-on-year improvement of £39.6m primarily reflects improved trading performance from the growth in the active customer base, the increased frequency of orders, and increased productivity within the CFCs. The Retail business delivered an adjusted EBITDA margin* of 4.2% (1H25: 2.2%), an improvement of 2.0ppts. Excluding the £15.6m (1H25: £17.1m) ongoing capacity fees payable for the Hatfield CFC, the adjusted EBITDA* for the Ocado Retail business would have been £88.5m (1H25: £50.4m) at a margin of 5.0% (1H25: 3.3%). Depreciation and amortisation increased by £7.0m to £38.6m (1H25: £31.6m). The increase was primarily due to 1. the annualisation of capital assets and rent in relation to the Erith CFC site now recognised as a sole customer site, and therefore as a finance lease in accordance with IFRS 16. In the prior year, as a shared customer site, these charges were recognised within operating expenses in the Income Statement, and 2. increased depreciation on motor vehicles as a result of a larger delivery fleet. Net finance costs comprise gross interest costs less gross interest income. Net finance costs of £22.7m increased by £3.9m (1H25: £18.8m) largely reflecting higher lease interest expense, relating to the Erith CFC site and new motor vehicle leases. Adjusted earnings before tax* was £11.6m (1H25: £(17.1)m), an improvement of £28.7m. Adjusting items of £14.2m expense (1H25: £7.8m expense) primarily comprise 1. impairment charges in relation to the closed Hatfield CFC, 2. decommissioning costs in relation to two closed Zoom sites, 3. transformation costs relating to the transition from legacy platforms onto OSP, and 4. the IT systems transformation costs to transition from the Group to a standalone platform. Of the adjusting items, £6.2m were non-cash. Loss after tax There was no taxation in the period (1H25: £nil). Loss after tax of £2.6m improved by £22.3m (1H25: £24.9m). The primary driver for the improvement was the improved adjusted EBITDA* performance, partly offset by increased depreciation, adjusting items and lease interest costs. Balance Sheet Ocado Retail is equity accounted in the Groupʼs results and recognised on the Groupʼs balance sheet as an investment in associate. Ocado Retail net debt of £(515.2)m (FY25: £(578.3)m) comprising 1. cash and cash equivalents of £183.7m, which increased by £55.8m during the period from £127.9m in FY25, 2. borrowings of £(219.2)m (FY25: £(211.8)m) and 3. lease liabilities of £(479.7)m (FY25: £(494.4)m). Within Ocado Retailʼs net debt*, a total of £284.0m (FY25: £275.7m) is due to Ocado Group, comprising a £109.7m shareholder loan (FY25: £106.0m) and £174.3m within lease liabilities (FY25: £169.7m). Group items below adjusted EBITDA* Share of results of joint venture and associate was a £5.9m profit (1H25: £8.4m loss) across the Groupʼs two equity-accounted investments, Ocado Retail and MHE JVCo. The improvement of £14.3m was primarily driven by improved trading performance in Ocado Retail as detailed in the Ocado Retail section above. The Group recognised a £5.8m gain (1H25: £8.5m loss) relating to its share of Ocado Retailʼs pre-adjusting, post-tax results for the period. Depreciation, amortisation and impairment increased by £134.5m to a charge of £308.7m (1H25: £174.2m). This comprises 1. depreciation of property, plant and equipment of £190.4m (1H25: £100.8m), 2. depreciation of right-of-use assets of £14.3m (1H25: £14.4m), 3. amortisation expense of £70.6m (1H25: £58.6m) and 4. an impairment charge of £33.4m (1H25: £0.4m). The increase mainly reflects an accelerated depreciation charge of £97.4m in relation to assets fully written down at the four sites that were closed by Kroger and Sobeys, and an impairment charge of £27.8m for assets at the cancelled Charlotte site. Finance income of £21.8m (1H25: £22.4m) comprises 1. interest income on cash balances held during the period principally derived from investments in money market funds and term deposits of £13.4m (1H25: £12.9m), 2. interest income on assets leased to Ocado Retail in accordance with IFRS 16 of £4.7m (1H25: £4.9m) and 3. interest income on loans receivable, principally the shareholder loan to Ocado Retail of £3.7m (1H25: £4.6m). The decrease in interest income reflects a lower average interest rate on the shareholder loan to Ocado Retail. Finance costs of £78.9m (1H25: £66.1m) mainly comprise the interest expense and charges on borrowings of £69.8m (1H25: £56.8m) and an interest expense of £8.7m (1H25: £8.8m) on lease liabilities. The increase of £12.8m was primarily due to the higher interest rate on the £400m senior unsecured notes issued during the prior period, partially offset by the senior unsecured convertible bonds fully redeemed during 2H25 and 1H26, and the senior unsecured notes fully redeemed during 2H25. Borrowings are detailed further in the Liquidity Management section below. Other finance losses of £2.1m (1H25: £2.6m) relate to net foreign exchange losses, largely in respect of US and Canadian dollar balances held. Adjusting items* totalling an expense of £52.9m (1H25: £744.4m income) comprise 1. organisational restructuring costs of £42.4m (1H25: £11.8m) incurred as part of the Groupʼs restructuring of the Technology Solutions segment as detailed above, 2. the Groupʼs share of Ocado Retailʼs adjusting items of £7.1m (1H25: £3.9m) and 3. HR systems transformation costs of £3.4m (1H25: £3.8m). Further details of all adjusting items* can be found in Note 4 to the Condensed Consolidated Financial Statements. The tax charge in the Income Statement was £49.8m (1H25: £2.4m charge), which comprises a corporation tax charge of £25.2m (1H25: £1.6m charge) and a deferred tax charge of £24.6m (1H25: £0.8m charge). The corporation tax charge predominately relates to a charge of £22.6m attributable to non-recurring CFC closure and cancellation revenue from Kroger. A deferred tax charge of £24.6m (1H25: £0.8m charge) was recognised in the period, which comprises 1. £44.0m deferred tax charge relating to the utilisation of losses in the US offsetting the non-recurring income from the closure and cancellation of sites by Kroger, and 2. a deferred tax credit of £19.4m primarily reflecting the reversal of temporary differences relating to fixed assets. Deferred tax assets and liabilities held by the Group are detailed further in the Balance Sheet section below. At the end of the period, the Group had £1,523.6m (1H25: £1,860.2m) of unutilised carried-forward tax losses. During the period, the Group did not declare a dividend (1H25: £nil). Earnings/loss per share Pence 1H26 1H25 pro-forma* Change Basic (loss)/earnings per share (3.9) 73.7 (77.6) Adjusted earnings/(loss) per share 2.4 (16.7) 19.1 Capital expenditure Capital expenditure largely comprises 1. technology development costs to enhance OSP, 2. new site construction costs and 3. deployment of our Re:Imagined innovations. Group capital expenditure for the period was £115.2m (1H25: £168.3m), a decrease of £53.1m. We continue to remain focused on capital discipline, operating a thorough and robust approval process to allocate capital. An analysis of capital expenditure by key categories is presented below: £m 1H26 1H25 Change CFC sites 42.1 76.9 (45.3)% Technology 54.3 69.1 (21.4)% Group support and other 8.6 15.7 (45.2)% OSRS 4.8 - 100.0% Technology Solutions¹ 109.8 161.7 (32.1)% Logistics 5.4 6.6 (18.2)% Group capital expenditure 115.2 168.3 (31.6)% Following the restructuring of the Technology Solutions business during the period, as detailed above, CFC sites, Technology and Group support and other capital expenditure has been reclassified accordingly. To aid year-on-year comparability, the prior periodʼs capital expenditure has been restated on a like-for-like basis. Technology Solutions CFC sites capital expenditure primarily relates to the construction of new sites and costs associated with upgrading our existing live sites, and totalled £42.1m in the period (1H25: £76.9m), a year-on-year decrease of £34.8m. The investment in the period primarily relates to 1. the construction of the Hachioji site for AEON, due to go live in 2H26, 2. the Busan site for Lotte and 3. the installation of Re:Imagined innovations on operational sites. The year-on-year reduction is primarily due to the utilisation of existing inventory for new sites under construction in the current period and investment in the deployment of metal totes and the upgrade of bots on operational sites in the prior period. Technology development spend decreased by £14.8m to £54.3m (1H25: £69.1m) as the business continued to focus on targeted investment in OSP and our key Re:Imagined innovation projects. Our investments focused on partner adoption through capturing evolving customer missions, improving the value proposition and partner profitability, and reducing capital costs. In addition, the business continued to develop its Store Based Automation ("SBAˮ) product, a solution that enables our partners to capture demand in rapidly growing segments of online grocery, namely pick-up and same-day. £m 1H26 1H25 Change CFC technologies 33.6 45.6 (26.3)% Ecommerce 9.6 14.1 (31.9)% Logistics technologies 8.4 8.1 3.7% Other 2.7 1.3 107.7% Technology 54.3 69.1 (21.4)% We continue to enhance our customer proposition through OSP, delivering world-class end-to-end grocery and non-grocery ecommerce and fulfilment solutions. OSP includes ecommerce, order management, forecasting, routing and delivery, our grid, bots, dexterous robotics and other material handling elements. CFC technologies are at the core of our OSP proposition. This capital expenditure encompasses the ongoing development of our grid and bots, peripheral MHE and software. This investment is focused on reducing both the capital cost and the ongoing operational running costs of the CFC for the partner and Ocado Group. We invested £33.6m in CFC technologies during the period (1H25: £45.6m), reflecting our ongoing commitment to optimising the OSP technologies in our CFC operations. This investment focused on reducing partner cost to serve by improving the productivity of our CFCs, making our automated solutions cheaper to build and run and extracting more capacity from existing sites. These investments included the delivery of multi-temperature delivery totes, which reduce the number of totes required per order, bagless freezer functionality reducing the number of totes required in freezers, pick station throughput optimisation, and multi-SKU totes which have increased hive storage capacity and eaches per tote. We invested £9.6m (1H25: £14.1m) in further developing our ecommerce platform to improve the experience for customers and commercial opportunities for our partners. During the period, we continued to invest to drive partner growth, as we introduced mobile app prompts within web banners to accelerate app downloads and introduced segmented slot availability to drive shopper conversion, both reducing friction for new shoppers, and enhanced product discovery through the successful deployment of 'vector searchʼ, which uses machine learning to deliver more relevant search results. A key benefit of OSP is our expertise in Logistics technologies , which underpins our end-to-end solution. In the period, we invested £8.4m (1H25: £8.1m) in our capabilities, with the focus of our investment on the efficiency of the last mile delivery and serving greater numbers of same-day orders by improving our routing algorithm to decrease order delivery times. The balance of the spend was £2.7m (1H25: £1.3m), and predominantly relates to tooling, simulation and documentation necessary to deliver for the wider Technology function . Group support and other capital expenditure decreased by £7.1m to £8.6m (1H25: £15.7m) and comprises projects relating to support costs, IT and infrastructure. Logistics Capital expenditure of £5.4m (1H25: £6.6m) largely relates to technology system development of £4.2m (1H25: £5.9m) to transition our UK partners from our legacy platforms onto OSP. This largely relates to post go-live developments following the migration of the Ocado.com website, associated mobile applications, and last mile and supply chain system services onto OSP in FY25. Cash flow £m 1H26 1H25 pro-forma* Adjusted EBITDA* 432.0 91.8 Cash received from contract liabilities (upfront fees) 10.2 41.1 Net proceeds from CFC closures and cancellations 263.1 - Other working capital movements (54.6) (17.7) Interest paid (69.9) (48.0) Corporation tax paid (0.8) 0.2 Adjusting items* (31.0) 34.4 Other non-cash items (358.9) (13.7) Operating cash flow 190.1 88.1 Capital expenditure (115.5) (171.3) Net movements from interest-bearing loans and borrowings (55.8) 88.3 Repayment of lease liabilities (15.7) (15.8) Net proceeds from share issues 0.7 0.8 Other investing and financing activities 25.9 28.3 Movement in cash and cash equivalents (excl. FX changes) 29.7 18.4 Effect of changes in FX rates (5.1) (5.1) Movement in cash and cash equivalents (incl. FX changes) 24.6 13.3 Cash and cash equivalents at beginning of period 740.0 732.5 Movement in cash and cash equivalents (incl. FX changes) 24.6 13.3 Cash and cash equivalents at end of period 764.6 745.8 Cash and cash equivalents (including foreign exchange changes) increased by £24.6m (1H25: £13.3m) to £764.6m (FY25: £740.0m). Operating cash flow was an inflow of £190.1m (1H25: £88.1m cash inflow). The key movements in operating cash flow during the period can be analysed as follows: Adjusted EBITDA* improved by £340.2m to £432.0m (1H25: £91.8m), as detailed above. Cash received from contract liabilities: cash inflow of £10.2m (1H25: £41.1m cash inflow). The decrease during the period is driven by fewer stage payments and customer advances received in the current period. These are paid by our grocery retail partners for upfront design and access fees, typically in instalments during the CFC construction process and as customer advances from our non-grocery partners. Net proceeds from CFC closures and cancellations: cash inflow of £263.1m (1H25: £nil) comprises 1. £261.2m received from Kroger in respect of the closure and cancellation of four CFCs, 2. £17.7m received from Sobeys following the closure of the Calgary CFC, 3. £10.6m corporation tax paid on account in relation to the Kroger receipt and 4. £5.2m costs associated with decommissioning the sites. Interest paid: cash outflow of £69.9m (1H25: cash outflow of £48.0m) comprises £61.2m interest and charges on borrowings (1H25: cash outflow of £39.1m) and £8.7m for the interest element of assets held under finance leases (1H25: £8.8m). The increase during the period mainly reflects the higher coupon payments on borrowings following the Groupʼs refinancing activities. Corporation tax paid: cash outflow of £0.8m (1H25: cash inflow of £0.2m) reflects tax paid in the period in respect of overseas entities. This excludes £10.6m of corporation tax paid attributable to the termination fees received from Kroger, and included in the net proceeds from CFC closures and cancellations above. Adjusting items*: cash outflow of £31.0m (1H25: £34.4m cash inflow) comprises the following: £27.6m (1H25: £11.8m) organisational restructuring costs incurred as part of the Groupʼs restructuring of the Technology Solutions segment; £3.4m (1H25: £3.8m) HR system transformation costs, primarily in relation to our Logistics business; £nil (1H25: £50.0m) proceeds from the settlement of AutoStore patent litigation and cross-licence pre-2020 patents. Other non-cash items of £(358.9)m (1H25: £(13.7)m) primarily comprise: £(377.9)m (1H25: £(30.7)m) revenue recognised from long-term contracts, which includes £(353.5)m of non-recurring fees recognised as revenue relating to the closure and cancellation of CFCs by Kroger and Sobeys, as detailed above; and £19.1m (1H25: £15.6m) share-based payments charges. The following explains the remaining movements that result in a net cash inflow of £24.6m (1H25: cash inflow of £13.3m): Capital expenditure of £115.5m (1H25: £171.3m) primarily relates to 1. new site construction costs, 2. deployment of our Re:Imagined innovations and 3. technology development costs to enhance OSP, as detailed above. Net movement from interest-bearing loans and borrowings of £55.8m outflow (1H25: £88.3m inflow) relating to the redemption of the outstanding principal of the £600m senior unsecured convertible bonds, at maturity. Repayment of lease liabilities of £15.7m (1H25: £15.8m) represents the repayment on the lease liability principal in the period. Net lease cash payments were £11.9m (1H25: £11.8m) comprising 1. the repayment of the principal of £15.7m (1H25: £15.8m), 2. interest payments on leases of £8.7m (1H25: £8.8m), and 3. income on assets leased to Ocado Retail of £12.5m (1H25: £12.8m), as below. Other investing and financing activities of £25.9m (1H25: £28.3m) comprise: £12.5m (1H25: £12.8m) received from Ocado Retail in respect of assets leased in accordance with IFRS 16; and £13.4m (1H25: £12.3m) of interest received on treasury deposits. Underlying cash flow* £m 1H26 1H25 pro-forma* Movement in cash and cash equivalents 24.6 13.3 Net proceeds from CFC closures and cancellations (263.1) - Adjusting items* 31.0 (34.4) Purchase of unlisted equity investments and loans to investee companies - (3.2) Financing 1 55.1 (89.1) Effect of changes in FX rates 5.1 5.1 Underlying cash flow (147.3) (108.3) 1. Financing of £55.1m outflow (1H25: £89.1m inflow) includes net movements from interest-bearing loans and borrowings of £55.8m outflow (1H25: £88.3m inflow) and net proceeds from share issues of £0.7m (1H25: £0.8m). Liquidity management £m 31 May 2026 1 June 2025 30 November 2025 Cash and cash equivalents 764.6 745.8 740.0 £600m senior unsecured convertible bonds (Dec-25) - (133.8) (56.0) £500m senior unsecured notes (Oct-26) - (54.7) - £350m senior unsecured convertible bonds (Jan-27) (341.8) (327.6) (334.7) £250m senior unsecured convertible bonds (Aug-29) (225.7) (218.5) (222.0) £450m senior unsecured notes (Aug-29) (457.3) (456.0) (456.4) £400m senior unsecured notes (Jun-30) (413.2) (294.0) (417.1) Borrowings (1,438.0) (1,484.6) (1,486.2) Lease liabilities (296.1) (310.2) (302.2) Gross debt (1,734.1) (1,794.8) (1,788.4) Net debt* (969.5) (1,049.0) (1,048.4) During the period, the Group redeemed in full, and at the maturity date, the outstanding senior unsecured bonds, due in 2025, with an aggregate principal of £55.8m, at par value. The Group held cash and cash equivalents at the end of the period of £764.6m (FY25: £740.0m) and gross liquidity of £1.06bn (FY25: £1.04bn), including the revolving credit facility ("RCFˮ). The Groupʼs net finance costs and net interest in the Income Statement and in the Cash Flow Statement are set out below: £m 1H26 Income Statement Cash flow 1H25 pro-forma* Income Statement Cash flow Finance income 21.8 18.1 22.4 17.2 £600m senior unsecured convertible bonds (Dec-25) (0.1) (0.2) (3.7) (0.8) £500m senior unsecured notes (Oct-26) - - (4.2) (4.3) £350m senior unsecured convertible bonds (Jan-27) (8.5) (1.3) (8.1) (1.3) £250m senior unsecured convertible bonds (Aug-29) (11.5) (7.8) (11.2) (7.8) £450m senior unsecured notes (Aug-29) (24.5) (23.6) (24.3) (23.6) £400m senior unsecured notes (Jun-30) (22.6) (26.5) (2.3) - Other interest and charges on borrowings (2.6) (1.8) (3.0) (1.3) Total interest and charges on borrowings (69.8) (61.2) (56.8) (39.1) Interest on lease liabilities (8.7) (8.7) (8.8) (8.8) Other finance costs (0.4) - (0.5) (0.1) Gross finance costs (78.9) (69.9) (66.1) (48.0) Other finance losses (2.1) - (2.6) - Net finance costs (59.2) (51.8) (46.3) (30.8) Balance Sheet £m 31 May 2026 1 June 2025 30 November 2025 Assets Goodwill 145.4 145.2 147.8 Other intangible assets 511.6 525.4 517.8 Property, plant and equipment 1,251.9 1,417.9 1,427.5 Right-of-use assets 179.8 196.8 191.3 Net investment in leases 137.9 148.5 138.8 Investment in joint venture and associate 741.6 753.1 742.7 Trade and other receivables 165.6 177.2 142.3 Cash and cash equivalents 764.6 745.8 740.0 Other financial assets 198.8 212.5 172.3 Inventories 36.3 58.0 31.9 Current tax assets 6.8 7.2 6.5 Other assets 26.0 7.0 20.1 Total assets 4,166.3 4,394.6 4,279.0 Liabilities Contract liabilities (540.0) (559.0) (631.5) Trade and other payables (236.8) (262.9) (262.9) Borrowings (1,438.0) (1,484.6) (1,486.2) Lease liabilities (296.1) (310.2) (302.2) Current tax liabilities (12.5) (2.2) (0.4) Other liabilities (75.6) (25.7) (34.5) Total liabilities (2,599.0) (2,644.6) (2,717.7) Net assets 1,567.3 1,750.0 1,561.3 Total equity 1,567.3 1,750.0 1,561.3 Assets Property, plant and equipment and other intangible assets of £1,763.5m (FY25: £1,945.3m). The decrease of £181.8m is primarily driven by: depreciation of £190.4m (1H25: £100.8m), including accelerated depreciation for the four closed Kroger and Sobeys sites of £97.4m; amortisation of £70.6m (1H25: £58.6m); impairment of the cancelled Kroger CFC in Charlotte of £27.8m; and partially offset by £115.2m (1H25: £168.3m) of capital expenditure in the period. Right-of-use assets of £179.8m decreased by £11.5m (FY25: £191.3m), mainly reflecting a depreciation charge of £14.3m (1H25: £14.4m). Net investment in leases of £137.9m (FY25: £138.8m) comprises £108.1m (FY25: £107.3m) land and buildings and £29.8m (FY25: £31.5m) fixtures, fittings, plant and machinery relating to sites solely used by Ocado Retail. Trade and other receivables of £165.6m increased by £23.3m (FY25: £142.3m) and comprises: trade receivables, net of expected credit loss allowance, of £73.4m (FY25: £53.6m). These largely comprise receivable balances due from Technology Solutionsʼ grocery and non-grocery partners; prepayments of £57.5m (FY25: £48.0m). These mainly relate to software maintenance payments, site support and maintenance costs (including business rates and rent payments), prepaid payroll expenses and insurance premiums. The increase of £9.5m is largely driven by timing of annual business rates payments and insurance prepayments; accrued income of £26.9m (FY25: £26.4m). These primarily relate to amounts due to be invoiced to Technology Solutionsʼ partners, primarily ORL; and other receivables of £7.8m (FY25: £14.3m). Other receivables largely comprise deposits paid and tax refunds due. The decrease of £6.5m is mainly driven by a reduction in VAT and overseas taxes receivable. Other financial assets of £198.8m (FY25: £172.3m) increased by £26.5m and comprises: £109.7m (FY25: £106.0m) shareholder loan receivable from Ocado Retail held at amortised cost; £88.4m (FY25: £64.9m) unlisted equity investments held by the Group primarily in Wayve Technologies Limited ("Wayveˮ) of £78.5m (FY25: £42.6m) and Oxa Autonomy Ltd ("Oxaˮ) of £3.7m (FY25: £16.0m). The increase in the valuation of our investment in Wayve of £35.9m to £78.5m reflects the successful completion of a Series D fundraise during the period. The fundraise, in which the Group did not participate, reduced the Groupʼs shareholding in Wayve to 2.1% (FY25: 2.9%). During the period, Oxa completed a first close Series D fundraise, in which the Group did not participate. The £12.3m decrease in the fair value of the Groupʼs investment in Oxa reflects changes in the commercial outlook and the dilution of the Groupʼs shareholding to 6.4% (FY25: 12.2%). See Note 11 to the Condensed Consolidated Financial Statements for further detail; £0.7m (FY25: £0.7m) contributions towards dilapidations receivable; and £nil (FY25: £0.7m) contingent consideration receivable. Inventories of £36.3m increased by £4.4m (FY25: £31.9m). Inventories largely comprise Technology Solutions grid and bot spares, and Logistics consumables. Liabilities Contract liabilities of £540.0m (FY25: £631.5m) primarily relate to the consideration received in advance from our partners. Revenue is recognised when the performance obligation is satisfied, typically when a site goes live, or products and services are provided. The decrease of £91.5m is mainly driven by: £75.7m (1H25: £nil) of prior receipts, relating to the closed and cancelled Kroger and Sobeys CFCs, recognised as revenue in the period; £24.4m (1H25: £29.6m) in respect of prior receipts recognised as revenue in the period relating to other sites; and £9.1m (1H25: £28.9m) invoiced to partners for their contracted contribution towards the initial MHE investment made in a site, build and design of MHE. Trade and other payables of £236.8m decreased by £26.1m (FY25: £262.9m). Trade and other payables comprise: accrued expenses of £142.9m (FY25: £129.2m). Accrued expenses at the end of the period largely relate to 1. accrued payroll expenses, 2. site support and maintenance costs and 3. accrued insurance premiums. The increase is mainly driven by the timing of payroll. trade payables of £34.6m (FY25: £70.4m). The decrease in the period is largely due to the timing of payments to suppliers; tax and social security payables of £40.9m (FY25: £41.1m). Tax and social security payables at the end of the period predominantly relate to amounts due to HMRC in respect of UK PAYE and US Federal and sales tax; and deferred income of £18.4m (FY25: £22.2m). Deferred income primarily relates to advance receipts of R&D tax credits in Technology Solutions, OSRS Chuck fees and OSP recurring capacity fees. Borrowings of £1,438.0m decreased by £48.2m (FY25: £1,486.2m) primarily driven by 1. the Group redeeming in full, and at the maturity date, the outstanding senior unsecured bonds, due in 2025, of £55.8m, 2. interest paid of £61.2m (1H25: £39.1m), offset by 3. £69.8m of accrued interest (1H25: £55.2m). Lease liabilities of £296.1m (FY25: £302.2m) comprise land and buildings of £259.8m (FY25: £262.9m), motor vehicles of £24.6m (FY25: £26.3m) and fixtures, fittings, plant and machinery of £11.7m (FY25: £13.0m). The decrease of £6.1m was primarily driven by cash payments made of £24.4m (1H25: £24.7m), which was partially offset by accrued interest of £8.7m (1H25: £8.8m) and remeasurements of £8.5m (1H25: £1.9m) relating to rent reviews. Lease liabilities include £10.2m (FY25: £11.0m) payable to MHE JVCo, a company in which the Group holds a 50% interest. Other liabilities of £75.6m increased by £41.1m (FY25: £34.5m) and comprise: £43.3m (FY25: £33.5m) of provisions largely in respect of dilapidation of properties and vehicles, organisational restructuring and decommissioning costs for the closed Kroger and Sobeys sites. The £9.8m increase was due to increased provisions relating to organisational restructuring; £32.3m (FY25: £1.0m) of deferred tax liabilities. The £31.3m increase was mainly driven by the utilisation of previously recognised tax losses against the income from Kroger relating to the fees received from them following the closure and cancellation of sites during the period. Post-Balance Sheet events In June 2026, the Group agreed an extension of its £300m RCF with maturity extended from August 2027 to March 2029. Condensed Consolidated Financial Statements Condensed Consolidated Income Statement for the 26 weeks ended 31 May 2026 26 weeks ended 31 May 2026 (unaudited) Results 26 weeks ended 1 June 2025 (unaudited) Results Notes before adjusting items £m Adjusting items (Note 4) £m Total £m before adjusting items £m Adjusting items (Note 4) £m Total £m Continuing operations Revenue Operating costs 3 1,037.0 (913.7) -(45.8) 1,037.0 (959.5) 674.0 (756.4) -(38.6) 674.0 (795.0) Operating profit/(loss) before results of joint venture and associate Share of results of joint venture and associate 123.3 5.9 (45.8) (7.1) 77.5 (1.2) (82.4) (2.9) (38.6) (1.0) (121.0) (3.9) Operating profit/(loss) 129.2 (52.9) 76.3 (85.3) (39.6) (124.9) Finance income 5 21.8 - 21.8 16.2 2.0 18.2 Finance costs 5 (78.9) - (78.9) (66.1) - (66.1) Other finance (losses)/gains 5 (2.1) - (2.1) (2.6) 2.3 (0.3) Profit/(loss) before tax from continuing operations 70.0 (52.9) 17.1 (137.8) (35.3) (173.1) Income tax charge 6 (49.8) - (49.8) (2.4) - (2.4) Profit/(loss) for the period from continuing operations 20.2 (52.9) (32.7) (140.2) (35.3) (175.5) Discontinued operations Profit after tax from discontinued operations 8 - - - 10.2 777.1 787.3 Profit/(loss) for the period 20.2 (52.9) (32.7) (130.0) 741.8 611.8 Attributable to: Owners of Ocado Group plc Non-controlling interests (32.7) 621.8 - (10.0) (32.7) 611.8 (Loss)/earnings per share pence pence From continuing operations: Basic and diluted loss per share 7 (3.9) (21.0) From continuing and discontinued operations: Basic (loss)/earnings per share 7 (3.9) 75.5 Diluted (loss)/earnings per share (3.9) 71.4 Condensed Consolidated Statement of Comprehensive Income for the 26 weeks ended 31 May 2026 26 weeks ended 31 May 2026 (unaudited) £m 26 weeks ended 1 June 2025 (unaudited) £m (Loss)/profit for the period (32.7) 611.8 Other comprehensive income Iīems īhaī may be reclassifiied īo profiiī or loss in subsequenī periods: Fair value movements in cash flow hedges 8.0 (1.1) Items reclassified from cash flow hedge reserve (3.0) - Foreign exchange loss on translation of foreign subsidiaries (4.1) (47.3) Net other comprehensive income/(expense) that may be reclassified to profit or loss in subsequent periods 0.9 (48.4) Iīems īhaī will noī be reclassifiied īo profiiī or loss in subsequenī periods: Gain on equity investments designated as at fair value through other comprehensive income 23.6 - Income tax relating to items that will not be reclassified subsequently to profit or loss (5.6) - Net other comprehensive income that will not be reclassified to profit and loss in subsequent periods 18.0 - Other comprehensive income/(expense) for the period from continuing operations, net of income tax 18.9 (48.4) Total comprehensive (expense)/income for the period (13.8) 563.4 Attributable to: Owners of Ocado Group plc (13.8) 573.4 Non-controlling interests - (10.0) (13.8) 563.4 Condensed Consolidated Balance Sheet Notes 31 May 2026 £m (unaudited) 1 June 30 November 2025 2025 £m £m (unaudited) (audited) Non-current assets as at 31 May 2026 Goodwill 145.4 145.2 147.8 Other intangible assets 511.6 525.4 517.8 Property, plant and equipment 1,251.9 1,417.9 1,427.5 Right-of-use assets 179.8 196.8 191.3 Net investment in leases 123.4 132.7 125.1 Investment in joint venture and associate 10 741.6 753.1 742.7 Other financial assets 11 198.8 202.8 171.6 Trade and other receivables 0.3 - - Deferred tax assets 14.4 3.6 13.5 Derivative financial assets 6.3 3.4 5.5 3,173.5 3,380.9 3,342.8 Current assets Net investment in leases 14.5 15.8 13.7 Other financial assets 11 - 9.7 0.7 Inventories 36.3 58.0 31.9 Trade and other receivables 165.3 177.2 142.3 Current tax assets 6.8 7.2 6.5 Cash and cash equivalents 9 764.6 745.8 740.0 Derivative financial assets 12 5.3 - 1.1 992.8 1,013.7 936.2 Total assets 4,166.3 4,394.6 4,279.0 Current liabilities Trade and other payables (235.9) (261.9) (261.9) Contract liabilities (52.4) (42.7) (99.2) Current tax liabilities (12.5) (2.2) (0.4) Borrowings 9 (341.8) (133.8) (56.0) Lease liabilities 9 (34.7) (35.0) (34.4) Derivative financial liabilities 12 - (1.7) - Provisions 13 (25.9) (7.4) (17.3) (703.2) (484.7) (469.2) Net current assets 289.6 529.0 467.0 Non-current liabilities Trade and other payables (0.9) (1.0) (1.0) Contract liabilities (487.6) (516.3) (532.3) Borrowings 9 (1,096.2) (1,350.8) (1,430.2) Lease liabilities 9 (261.4) (275.2) (267.8) Provisions 13 (17.4) (16.1) (16.2) Deferred tax liabilities (32.3) (0.5) (1.0) (1,895.8) (2,159.9) (2,248.5) Net assets 1,567.3 1,750.0 1,561.3 Equity Share capital 16.9 16.7 16.8 Share premium 1,950.6 1,948.3 1,950.0 Treasury shares reserve (112.9) (112.9) (112.9) Other reserves (39.3) 33.8 28.9 Retained earnings (248.0) (135.9) (321.5) Total equity attributable to owners of Ocado Group plc 1,567.3 1,750.0 1,561.3 Condensed Consolidated Statement of Changes in Equity for the 26 weeks ended 31 May 2026 (unaudited) Equity attributable to owners of Ocado Group plc Share capital Share premium Treasury shares reserve Other reserves Retained earnings Total £m £m £m £m £m £m Balance at 30 November 2025 (audited) 16.8 1,950.0 (112.9) 28.9 (321.5) 1,561.3 Loss for the period Other comprehensive income - - - - - - - 18.9 (32.7) - (32.7) 18.9 Total comprehensive income/(expense) for the period ended 31 May 2026 (unaudited) - - - 18.9 (32.7) (13.8) Transactions with owners: Issue of ordinary shares Share-based payments charge Redemption of convertible bonds 0.1 - 0.6 - - - - -(87.1) -19.1 87.1 0.7 19.1 - Total transactions with owners 0.1 0.6 - (87.1) 106.2 19.8 Balance at 31 May 2026 (unaudited) 16.9 1,950.6 (112.9) (39.3) (248.0) 1,567.3 for the 26 weeks ended 1 June 2025 (unaudited) Equity attributable to owners of Ocado Group plc Share capital £m Share premium £m Treasury shares reserve £m Other reserves £m Retained earnings £m Total £m Non-controlling interests £m Total equity £m Balance at 1 December 2024 (audited) 16.7 1,947.5 (112.9) 83.2 (748.8) 1,185.7 (14.5) 1,171.2 Profit/(loss) for the period - - - - 621.8 621.8 (10.0) 611.8 Other comprehensive expense - - - (48.4) - (48.4) - (48.4) Total comprehensive income/(expense) for the period ended 1 June 2025 (unaudited) - - - (48.4) 621.8 573.4 (10.0) 563.4 Transactions with owners: - Issue of ordinary shares - 0.8 - - - 0.8 - 0.8 - Share-based payments charge - - - - 15.6 15.6 - 15.6 - Redemption of convertible bonds - - - (1.0) - (1.0) - (1.0) - Derecognition of NCI on loss of control - - - - (24.5) (24.5) 24.5 - Total transactions with owners - 0.8 - (1.0) (8.9) (9.1) 24.5 15.4 Balance at 1 June 2025 (unaudited) 16.7 1,948.3 (112.9) 33.8 (135.9) 1,750.0 - 1,750.0 Condensed Consolidated Statement of Cash Flows for the 26 weeks ended 31 May 2026 Notes 26 weeks ended 31 May 2026 £m 26 weeks ended 1 June 2025 £m Cash generated from operations 16 271.4 143.3 Cash received from the AutoStore settlement 4 - 50.0 Corporation tax (paid)/received (11.4) 0.2 Interest paid (69.9) (51.4) Net cash flow from operating activities 190.1 142.1 Cash flows from investing activities Purchase of intangible assets (49.9) (89.5) Purchase of property, plant and equipment (65.6) (86.8) Loans repaid by joint ventures, associates and investee companies - 3.2 Proceeds from net investment in leases 12.5 2.2 Cash outflow on loss of control of subsidiaries - (68.2) Interest received 13.4 13.0 Net cash flow used in investing activities (89.6) (226.1) Cash flows from/(used in) financing activities Proceeds from issue of ordinary share capital 0.7 0.8 Proceeds from interest-bearing loans and borrowings - 300.0 Transaction costs on issue of borrowings - (9.0) Repayment of borrowings (55.8) (202.7) Repayment of principal element of lease liabilities (15.7) (25.7) Net cash flow (used in)/from financing activities (70.8) 63.4 Net increase/(decrease) in cash and cash equivalents 29.7 (20.6) Cash and cash equivalents at beginning of period 740.0 771.5 Effect of changes in foreign exchange rates (5.1) (5.1) Cash and cash equivalents at end of period 764.6 745.8 For the comparative period, the cash flow statement includes cash flows from discontinued operations. Refer to Note 8 for further disclosures. Notes to the condensed consolidated interim financial information General information Ocado Group plc (hereafter the "Companyˮ) is a listed company, limited by shares, incorporated in the United Kingdom and registered in England and Wales under the Companies Act 2006 (company number: 07098618). The Company is the parent and the ultimate parent of the Group. The address of its registered office is Buildings One & Two Trident Place, Mosquito Way, Hatfield, Hertfordshire, United Kingdom, AL10 9UL. The condensed consolidated interim financial information (hereafter "Financial Informationˮ) comprises the results of the Company and its subsidiaries (hereafter the "Group"). The financial period represents the 26 weeks 31 May 2026. The prior financial periods represent the 26 weeks ended 1 June 2025 and the 52 weeks ended 30 November 2025. Basis of preparation The condensed consolidated interim financial report for the half-year reporting period ended 31 May 2026 has been prepared in accordance with the UK -adopted International Accounting Standard 34, 'Interim Financial Reportingʼ and the Disclosure Guidance and Transparency Rules sourcebook of the UKʼs Financial Conduct Authority. The financial information does not amount to full statutory accounts within the meaning of Section 434 of the Companies Act 2006 and does not include all the information and disclosures required for full annual financial statements. It should be read in conjunction with the Annual Report and Accounts of Ocado Group plc for the 52 weeks ended 30 November 2025 which were prepared in accordance with the Listing Rules and the Disclosure Guidance and Transparency Rules of the United Kingdom Financial Conduct Authority (where applicable), International Accounting Standards in conformity with the requirements of the Companies Act 2006 and UK-adopted International Financial Reporting Standards ('IFRSʼ), including the interpretations issued by the IFRS Interpretations Committee ('IFRICʼ). The report is available either on request from the Companyʼs registered office or at https://www.ocadogroup.com . The Independent Auditorʼs Report on these accounts was unqualified, did not contain an emphasis of matter paragraph and did not contain any statement under section 498 of the Companies Act 2006. The Financial Information is presented in pounds sterling, rounded to the nearest hundred thousand unless otherwise stated, and has been prepared under the historical cost convention, as modified by the revaluation of financial asset investments and certain other financial assets and liabilities, which are held at fair value. Going concern The Directors are satisfied that the Group has sufficient resources to continue in operation for the foreseeable future, a period of not less than 12 months from the date of this report. Accordingly, they continue to adopt the going concern basis in preparing the Consolidated Financial Statements. In assessing going concern, the Directors take into account the financial position of the Group, its cash flows, liquidity position and borrowing facilities. In addition, the Directors consider the Groupʼs business activities, together with factors that are likely to affect its future development and position and the Groupʼs principal risks and the likely effectiveness of any mitigating actions and controls available to the Directors. At the reporting date, the Group had cash and cash equivalents of £764.6m (30 November 2025: £740.0m), external gross debt* of £1,723.9m (30 November 2025: £1,777.4m) (excluding lease liabilities payable to MHE JVCo Limited of £10.2m (30 November 2025: £11.0m)) and net current assets of £289.6m (30 November 2025: £467.0m) (including borrowings of £(341.8)m (30 November 2025: £(56.0)m)), which the Directors believe would be sufficient to maintain the Groupʼs liquidity over the going concern period. The Group has a mixture of financing arrangements, including £350.0m of senior unsecured convertible bonds due in January 2027, £250.0m of senior unsecured convertible bonds and £450.0m of senior unsecured notes due in August 2029 and £400.0m of senior unsecured notes due in June 2030. The Group forecasts its liquidity and working capital requirements, and ensures it maintains sufficient headroom so as not to breach any financial covenants in its borrowing facilities, as well as maintaining sufficient liquidity over the forecast period. Following the period end the Group completed an extension of its revolving credit facility ("RCFˮ), moving the maturity out from August 2027 to March 2029. Having had consideration for these areas, the Directors have concluded that it is appropriate to continue to adopt the going concern basis in preparing the Consolidated Financial Statements. Accounting policies The accounting policies applied by the Group in these interim financial statements are consistent with those applied by the Group in its consolidated financial statements for the 52 weeks ended 30 November 2025. Judgements and estimates The preparation of the interim financial information requires management to make judgements, estimates and assumptions that affect the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. In preparing these interim financial statements, the critical accounting judgements made by management in applying the Groupʼs accounting policies and the key sources of estimation uncertainty were the same as those that applied to the Annual Report and Accounts for the 52 weeks ended 30 November 2025 other than as set out below. Critical accounting judgement: adjusting items - Management believes that separate presentation of adjusting items provides useful information to aid the ...