Business

Preliminary Results

Spire Healthcare Group plc reported a resilient performance for the year ended 31 December 2025, with revenue increasing by 4.5% to £1,579.8 million and adjusted EBITDA growing by 3.2% to £268.6 million, despite significant cost headwinds. The company successfully implemented £30 million in savings through its transformation program, which included centralizing administration into patient support centers and optimizing staffing models. While private patient revenue saw a 1.7% increase, with self-pay growth accelerating in the second half, NHS revenue growth moderated in the latter half of the year due to commissioning slowdowns. Adjusted free cash flow significantly improved by 64.9% to £64.3 million, supported by reduced capital expenditure. The company is targeting FY26 EBITDA to be broadly in line with FY25, with a focus on cash generation and private patient opportunities. Disclaimer*

Spire Healthcare Group PlcMarch 5, 20264
Preliminary Results

About this update from Spire Healthcare Group Plc

[{"type":"text","content":"\n \n Spire Healthcare reports results for the year ended 31 December 2025 \n   \n 5 March 2026 , Spire Healthcare Group plc (LSE: SPI) ('Spire Healthcare', 'the Group' or 'the Company'), a leading independent healthcare group in the UK, today announces its preliminary results for the year ended 31 December 2025 ('the period' or 'FY25'). \n   \n Resilient performance offsetting significant cost headwinds and Strategic Review ongoing \n Summary group results \n \n \n \n \n \n \n \n Year ended 31 December \n \n \n \n \n \n \n \n \n \n \n £m \n \n \n 2025 \n \n \n 2024 \n \n \n Variance \n \n \n Comparable y/y growth (1) \n \n \n \n \n Revenue \n \n \n 1,579.8 \n \n \n 1,511.2 \n \n \n 4.5% \n \n \n 4.5% \n \n \n \n \n Adjusted EBITDA (3) \n \n \n 268.6 \n \n \n 260.0 \n \n \n 3.3% \n \n \n 3.2% \n \n \n \n \n Adjusted operating profit (Adjusted EBIT) \n \n \n 150.5 \n \n \n 149.4 \n \n \n 0.7% \n \n \n 0.4% \n \n \n \n \n Adjusting items included in operating profit \n \n \n (27.9) \n \n \n (11.9) \n \n \n NM \n \n \n NM \n \n \n \n \n Operating profit \n \n \n 122.6 \n \n \n 137.5 \n \n \n (10.8)% \n \n \n NM \n \n \n \n \n Profit before taxation \n \n \n 18.6 \n \n \n 38.3 \n \n \n (51.4)% \n \n \n NM \n \n \n \n \n Adjusted profit before taxation \n \n \n 46.5 \n \n \n 50.2 \n \n \n (7.4)% \n \n \n NM \n \n \n \n \n Profit after taxation \n \n \n 17.2 \n \n \n 26.0 \n \n \n (33.8)% \n \n \n NM \n \n \n \n \n Basic earnings per share, pence \n \n \n 4.1 \n \n \n 6.3 \n \n \n (34.9)% \n \n \n NM \n \n \n \n \n Adjusted basic earnings per share, pence (2) \n \n \n 9.6 \n \n \n 8.8 \n \n \n 9.6% \n \n \n NM \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n Adjusted FCF (4) \n \n \n 64.3 \n \n \n 39.0 \n \n \n 64.9% \n \n \n NM \n \n \n \n \n Net bank debt (5) \n \n \n 332.4 \n \n \n 325.9 \n \n \n 2.0% \n \n \n NM \n \n \n \n \n Net bank debt / EBITDA covenant ratio \n \n \n 2.0 \n \n \n 2.0 \n \n \n - \n \n \n NM \n \n \n \n \n \n \n \n \n \n \n \n \n \n   \n Justin Ash, Chief Executive Officer of Spire Healthcare, said: \n \"Today's results demonstrate a resilient performance against a backdrop of increased costs and changes in the NHS commissioning environment towards the end of the year. We doubled down on our strategy which allowed us to respond effectively, delivering a planned £30m in savings and improved free cashflow generation while maintaining care quality, optimising pricing, and exercising discipline across activity mix and investment.  \n 2025 was a year of significant transformation as we lowered our cost of delivery and centralised administration into our Patient Support Centres, creating a strong platform for improving patient experience and future growth. Thanks to the hard work and commitment of our more than 17,000 colleagues and consultant partners, we have reshaped the organisation to be more agile and responsive. \n We delivered growth across our hospital and primary care businesses, reflected in the improving private payor trends in the second half of the year, as our strategic initiatives continued to drive performance. Through disciplined investments to grow our private patient business and further efficiency initiatives, we will continue to evolve into a more integrated, nimble and forward-looking organisation well-positioned to meet the UK's growing healthcare needs. We remain confident in the market opportunities ahead and our medium-term outlook.\" \n   \n Financial highlights: Efficiency savings and capex discipline driving strong adjusted free cash flow growth \n (y/y growth and margin metrics down to and including EBIT are presented on a comparable basis 1 ) \n ·      Group: Revenue grew 4.5% y/y to £1,579.8m . Adj. EBITDA was up 3.2% y/y to £268.6m, supported by £30m of new cost savings from our transformation programme in a year where exceptional cost increases, including National Insurance and National Minimum Wage rises (NI & NMW), alongside an energy hedge rolling off, totalled £15m. \n ·      Hospitals (7) : Revenue growth of 4.3% y/y to £1,446.1m. \n o Payor mix : Private patient revenue grew 1.7% y/y, with growth accelerating to 2.8% in H2. Self-pay volume returned to positive y/y growth as we exited FY25 and PMI trends remained stable. NHS revenue growth of 11.4% y/y included a strong H1 at 16.2% y/y before moderating to 6.8% y/y in H2, reflecting reduced commissioning activity late last year as noted in our December Trading Update. We maintained our discipline in specialty mix, with >60% of all NHS admissions in orthopaedics (high acuity) procedures. \n o Margin : Adj. EBITDA growth of 3.9% y/y to £258.8m, protecting margin at 17.9% (FY24: 18.0%), supported by £30m of transformation savings, and effective price and specialty mix management; offsetting NI & NMW, and the slowdown in NHS activity. Excl. NI & NMW, adj. EBITDA was up >7% y/y. \n ·      Primary Care : Revenue grew 7.4% y/y to £133.7m, driven by organic and new contract growth across Talking Therapies and Occupational Health. Adj. EBITDA declined (13.6)% y/y to £9.8m, which included expected losses from startup large outpatient-led clinics that are already generating downstream referrals. Excl. loss making clinics and NI & NMW rises, adj. EBITDA was up 5% y/y. \n ·      Profitability: Group adj. PBT declined (7.4)% to £46.5m after £(119.6)m of depreciation & amortisation and £(104.0)m of net finance costs, both in line with guidance. Reported PBT declined (51.4)% to £18.6m, including adjusting items of £(27.9)m, primarily driven by £(13.1)m of transformation costs involving one ‑ off restructuring and £(7.4)m related to the Strategic Review process. \n ·      Cash flow : Adj. free cash flow (underlying cash generation) grew 64.9% to £64.3m. Sustained investment in the estate over a number of years has enabled us to reduce capex as a proportion of revenue, with capex spend of £78.5m having declined y/y (FY24: £112.1m). \n ·      Returns: ROCE (6) reached 8.0% (FY24: 8.2%). Excl. NI & NMW rises, ROCE increased to 8.5%. The Board has also recommended a final dividend of 1.5 pence per ordinary share (FY24: 2.3 pence per ordinary share). \n Well executed transformation and strategic activities underpin business performance \n ·      Transformation : We completed the centralisation of administration and bookings across almost all our hospitals into three Patient Support Centres, providing a single point of contact at every stage of their care pathway; with extended opening hours and faster enquiry handling supporting revenue growth. We also completed a reduction of c.400 mainly clinical permanent headcount to enable our new hospital staffing model, which allows us to be more flexible to changing payor demand. \n ·      Accelerating Primary Care: We acquired Acorn Occupational Health, and Physiolistic, a physiotherapy chain across the Thames Valley, with both transactions completed at c.5.5x EBITDA multiples. A new, large outpatient ‑ led clinic was launched in King ' s Lynn, following the openings of Abergele and Harrogate in FY24 which have now both reached profitability. These clinics drove c. £ 3m of referral EBITDA to hospitals in FY25. \n   \n Building brand recognition as a leading provider of high-quality care across payors \n ·      Maintaining high quality : 98% hospitals successfully retained \"good\" or \"outstanding\" ratings equivalent. 97% patients continued to rate their experience \"good\" or \"very good\" and 84% of consultants rated our care quality \"very good\" or \"excellent\". \n ·      Continued investment in innovation : We now have 29 robotic surgery platforms across hospitals and 21 MRIs installed with AI software to increase diagnostic quality and throughput. \n ·      Increased brand recognition : As of November, all our key brand scores have markedly improved, including Prompted Awareness up 7% to 80%; and we now lead the market on both awareness and consideration scores among our competitors.  \n   \n FY26 outlook \n Q1 2026 trading update \n 70% of Hospital revenue comes from private payors and private patient momentum has continued to improve during the first months of FY26, driven by many of the initiatives we put in the place in the last 18 months. Private revenue was up c.4% y/y, within which self-pay revenue is growing c.6% y/y. We also expect the current market environment to naturally drive faster growth in private patient revenue and we are prioritising targeted investment to further support this; whilst also improving our patient and consultant experience. \n 30% of Hospital revenue comes from NHS commissioning. At the time of the Company's Trading Update released on 3 December 2025 (the \"December Trading Update\"), we indicated NHS volumes to be a material uncertainty across the sector as a result of Integrated Care Board budgetary restrictions and a resultant slowdown in commissioning activity with the independent sector. Since then, there has been increased cessation of NHS activity at some of our sites through the imposition of Activity Management Plans to the end of March 2026. As a result, we expect Q1 NHS revenue to decline c.(25)% y/y. \n Adding to our strong track record of delivering efficiencies while maintaining high quality standards, actions have been underway for some time to deliver incremental transformation cost savings in FY26. This savings plan is ahead of our previously communicated guidance of c.£30m and reflects the business' ability to react swiftly and decisively to market challenges, which will at least offset the Q1 NHS impact. \n Q2-Q4 2026 outlook \n NHS commissioning plans reset in April with the start of its new 2026/27 financial year, which relates to Spire's Q2-Q4 volumes. Demand for NHS treatments through the Electronic Referral System remains high but committed funded activity is yet to be discussed or agreed with the NHS; and there remains material uncertainty as to when plans may be finalised and the terms they will be agreed on. In our NHS planning scenarios, we are assuming the NHS budgetary constraints to remain. As a result, we do not anticipate a return to NHS y/y revenue growth during this period, but we expect a meaningful improvement in Q2-Q4 y/y performance relative to the Q1 decline. As a reminder, the provisional tariff for 2026/27 NHS Payment Scheme prices is an annual uplift of c.0%, significantly below the prevailing rate of inflation. \n We are targeting FY26 EBITDA broadly in line with FY25 EBITDA within our NHS planning scenarios, including further efficiency savings, as well as driving accelerated private revenue growth. The magnitude of such levers and the associated impacts on the business will be deployed as activity discussions with the NHS become more certain in the coming months. \n In Primary Care, we intend to focus mainly on organic growth in the year ahead, driving integration and referral pathways to hospitals. \n In summary, during FY26 Spire will focus on cash generation, private patient opportunities, delivering more efficiency and disciplined capital investment. \n   \n Evaluation of actions to drive shareholder value \n As announced on 19 September, the company has been actively evaluating actions that could drive long-term sustainable shareholder value. As part of this review, the Company is considering a range of potential options, which may include (but is not limited to) a potential sale of the company, value generation from the Hospital property estate and adjustments to our operational and strategic plans. The process remains ongoing and there can be no certainty either that any offer will be made for the Company nor as to the terms of any offer, if made. \n In the meantime, we continue to execute our existing strategy to grow our healthcare business, with emphasis on growing private payors, while maintaining capital discipline, and to drive further cost efficiencies, building on those successfully delivered in prior years. \n The Board will make a further announcement on this matter in due course as appropriate. \n   \n Rule 28.1 of the City Code on Takeovers and Mergers (the \"Code\") \n In the December Trading Update, Spire Healthcare stated that in respect of the financial year to 31 December 2026, it expected \" FY26 Group adjusted EBITDA to be broadly in line or slightly ahead of 2025 \". \n Today Spire Healthcare has provided incremental disclosure as set out above where it has stated that \" We are targeting FY26 EBITDA broadly in line with FY25 EBITDA \". \n The Panel on Takeovers and Mergers has confirmed that the statements set out above (the \" 2026 Profit Forecast \") constitute a profit forecast for the purposes of Rule 28.1 of the Code, to which the requirements of Rule 28.1(c)(i) of the Code apply. \n The Spire Healthcare Directors confirm that the 2026 Profit Forecast remains valid, that it has been properly compiled on the basis of the assumptions stated in Appendix 1 to this announcement and that the basis of accounting used in making the 2026 Profit Forecast is consistent with the Company's accounting policies. Further details of the 2026 Profit Forecast, including the basis of preparation and the assumptions used, are set out in Appendix 1 to this announcement.  \n   \n Footnotes: \n 1.    On 31 March 2024, the Group sold the business operations and assets of Spire Tunbridge Wells to the local NHS Trust. On 31 March 2025, the Group acquired Acorn Occupational Health Limited (Acorn). On 30 July 2025, the Group acquired Physiolistic. Therefore, where meaningful, we have presented certain financial information on a 'Comparable Basis' where we have deducted the contribution from Tunbridge Wells, Acorn and Physiolistic in the referred periods of the prior and current year, respectively. Refer to page 10. \n 2.    Adjusted basic earnings per share is stated before the effects of Adjusting Items. Refer to page 10. \n 3.    Adjusted EBITDA is calculated as Operating Profit, adjusted to add back depreciation, amortisation and Adjusting items, referred to hereafter as 'Adjusted EBITDA'. Refer to page 9. For EBITDA for covenant purposes, refer to note 18. \n 4.    Adjusted Free Cash Flow (FCF) is calculated as Adjusted EBITDA, less rent, capital expenditure cash flows and changes in working capital after adjusting for one-off items which are not related to the normal trading activity of the business. Rent cash flows are defined as interest on, and payment of, lease liabilities. Capital expenditure cash flows are defined as the Purchase of plant, property and equipment. Refer to page 18. \n 5.    Net bank debt is defined as bank borrowings less cash and cash equivalents. Refer to page 11. \n 6.     Return on capital employed (ROCE) is the ratio of the group's Adjusted EBIT to total assets less cash, capital investments made in the last 12 months and current liabilities. \n 7.    The Hospitals Business relates to business operations performed at hospital sites. All other Group operations are referred to as 'Primary Care' and include the Doctors Clinic Group (DCG), Vita Health Group (VHG) and the Spire clinics (community facilities that offer a range of diagnostics and treatment that do not require an overnight stay). Unless otherwise stated, all metrics are on a Group basis. \n   \n   \n Analyst and investor meeting \n There will be a hybrid analyst and investor meeting today at 9.00am. \n In-person: The presentation will be hosted from our offices in Blackfriars. 3 Dorset Rise, City of London, London EC4Y 8EN \n Virtually:   Webinar link https://storm-virtual-uk.zoom.us/webinar/register/WN_X_mA_tlQRpOpsw06ALmhUA   \n Webinar ID: 810 5304 3788 \n The webinar will be available for replay shortly following the meeting through the Company's investor website: https://investors.spirehealthcare.com/home/ \n   \n Upcoming events \n \n \n \n \n Date \n \n \n Event \n \n \n Location \n \n \n \n \n 5 to 12 March \n \n \n Post full year roadshow \n \n \n London \n \n \n \n \n 17 March \n \n \n Berenberg UK Corporate Conference \n \n \n London \n \n \n \n \n 14 May \n \n \n Annual General Meeting \n \n \n London \n \n \n \n \n   \n The person responsible for making this announcement is: Mantraraj Budhdev, Company Secretary. \n For further information please contact: \n \n \n \n \n Spire Healthcare Group plc \n Amie Gramlick, Director of Commercial Finance & Investor Relations \n \n \n +44 (0)80 0169 1777 \n \n \n \n \n Brunswick (Communications adviser) \n Simon Sporborg / Ayesha Bharmal \n \n \n +44 (0)20 7404 5959 \n \n \n \n \n J.P. Morgan Cazenove (Financial adviser and joint corporate broker) \n James Mitford / Alia Malik / Jem de los Santos \n \n \n +44 (0)20 3493 8000 \n \n \n \n \n Berenberg (Joint corporate broker) \n Toby Flaux / Ben Wright / Detlir Elezi \n \n \n +44 (0)20 3207 7800 \n \n \n \n \n Rothschild & Co (Lead financial adviser) \n Hedley Goldberg / Thibault Poirier \n \n \n +44 (0)20 7280 5000 \n   \n \n \n \n \n   \n   \n Registered Office and Head Office: \n Spire Healthcare Group plc \n3 Dorset Rise \nLondon \nEC4Y 8EN \n Registered number 09084066 \n   \n   \n About Spire \n Spire is a leading independent healthcare group in the United Kingdom, running 38 hospitals and over 60 clinics, medical centres and consulting rooms across England, Wales and Scotland. It operates a network of private GPs and provides workplace health services to over 1,400 employers. \n Working in partnership with over 8,800 experienced consultants, Spire delivered tailored, personalised care to over one million inpatients, outpatients and daycase patients, and occupational health programme clients, and is the leading private provider, by volume, of knee and hip operations in the United Kingdom**. It also delivers a range of private and NHS mental health, musculoskeletal and dermatological services under the Vita Health Group brand. \n Spire's well-located and scalable hospitals have delivered successful and award-winning outcomes, positioning the group well with patients, consultants, the NHS, GPs and private medical insurance ('PMI') providers. 98% of Spire's inspected locations are rated 'Good,' 'Outstanding' or the equivalent by health inspectors in England, Wales and Scotland. \n Spire is listed on the London Stock Exchange and is a member of the FTSE 250. \n ** Number for inpatients, outpatients and daycase patients cared for refers to FY25. Leading private provider status of hip and keep operations as of November 2025. \n Cautionary statement \n This announcement contains inside information. \n This announcement contains certain forward-looking statements relating to the business of Spire Healthcare Group plc (the \"company\") and its subsidiaries (collectively, the \"group\"), including with respect to the progress, timing and completion of the group's development, the group's ability to treat, attract, and retain patients and customers, its ability to engage consultants and GPs and to operate its business and increase referrals, the integration of prior acquisitions, the group's estimates for future performance and its estimates regarding anticipated operating results, future revenue, capital requirements, shareholder structure and financing. In addition, even if the group's actual results or development are consistent with the forward-looking statements contained in this announcement, those results or developments may not be indicative of the group's results or developments in the future. In some cases, you can identify forward-looking statements by words such as \"could,\" \"should,\" \"may,\" \"expects,\" \"aims,\" \"targets,\" \"anticipates,\" \"believes,\" \"intends,\" \"estimates,\" or similar words. These forward-looking statements are based largely on the group's current expectations as of the date of this announcement and are subject to a number of known and unknown risks and uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievement expressed or implied by these forward-looking statements. In particular, the group's expectations could be affected by, among other things, uncertainties involved in the integration of acquisitions or new developments, changes in legislation or the regulatory regime governing healthcare in the UK, poor performance by consultants who practice at our facilities, unexpected regulatory actions or suspensions, competition in general, the impact of global economic changes, risks arising out of health crises and pandemics, changes in tax rates, future business combinations or dispositions, and the group's ability to obtain or maintain accreditation or approval for its facilities or service lines. In light of these risks and uncertainties, there can be no assurance that the forward-looking statements made in this announcement will in fact be realised and no representation or warranty is given as to the completeness or accuracy of the forward-looking statements contained in this announcement. The group is providing the information in this announcement as of this date, and we disclaim any intention or obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. \n Rule 26.1 disclosure \n In accordance with Rule 26.1 of the Code, a copy of this announcement will be available (subject to certain restrictions relating to persons resident in restricted jurisdictions) at https://investors.spirehealthcare.com/investors/spire-review-of-strategic-options by no later than 12 noon (London time) on the business day following the date of this announcement. The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement. \n Additional Information \n This announcement is not intended to, and does not, constitute or form part of any offer, invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities, or the solicitation of any vote or approval in any jurisdiction, pursuant to this announcement or otherwise. Any offer, if made, will be made solely by certain offer documentation which will contain the full terms and conditions of any offer, including details of how it may be accepted. The release, publication or distribution of this announcement in jurisdictions other than the United Kingdom may be affected by the laws of relevant jurisdictions. Therefore any persons who are subject to the laws of any jurisdiction other than the United Kingdom or shareholders of Spire who are not resident in the United Kingdom will need to inform themselves about, and observe any applicable requirements. \n Important notices \n J.P. Morgan Securities plc, which conducts its UK investment banking business as J.P. Morgan Cazenove (\" J.P. Morgan Cazenove \"), is authorised in the United Kingdom by the Prudential Regulation Authority (the \" PRA \") and regulated by the PRA and the Financial Conduct Authority. J.P. Morgan Cazenove is acting as financial adviser and corporate broker exclusively for Spire and no one else in connection with the matters set out in this announcement and will not regard any other person as its client in relation to the matters in this announcement and will not be responsible to anyone other than Spire for providing the protections afforded to clients of J.P. Morgan Cazenove or its affiliates, nor for providing advice in relation to any matter referred to herein \n Joh. Berenberg, Gossler & Co. KG (\"Berenberg\"), which is authorised and regulated by the German Federal Financial Supervisory Authority and is authorised and regulated in the United Kingdom by the FCA, is acting as joint corporate broker exclusively for Spire Healthcare and no one else in connection with the matters set out in this announcement and will not be responsible to anyone other than Spire Healthcare for providing the protections afforded to clients of Berenberg for providing advice in connection with any matter referred to herein. Neither Berenberg nor any of its affiliates (nor their respective partners, directors, officers, employees or agents) owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Berenberg in connection with this announcement, any statement contained herein or otherwise. \n N.M. Rothschild & Sons Limited (\"Rothschild & Co\"), which is authorised and regulated by the Financial Conduct Authority in the United Kingdom, is acting exclusively for Spire Healthcare and for no one else in connection with the subject matter of this announcement and will not be responsible to anyone other than Spire Healthcare for providing the protections afforded to its clients or for providing advice in connection with the subject matter of this announcement. \n   \n A copy of this announcement is available at https://investors.spirehealthcare.com/ \n   \n Operating review \n (y/y growth and margin metrics down to and including EBIT are presented on a comparable basis 1 ) \n Strong UK healthcare fundamentals support private and primary care growth \n The core structural drivers of UK healthcare demand remain, including an ageing population and rising chronic disease prevalence. Employers are increasingly utilising PMI or funded health plans to manage sickness costs and workforce pressures, while individuals, particularly younger cohorts, are showing greater health awareness and a preference for faster access. These trends support private healthcare growth. \n Trend: Dynamic payor landscape. Our delivery: Advancing our multi-payor strategy while continuing to manage price and specialty mix. \n Hospital private patient overall revenue grew 1.7% y/y. This performance featured a consistent improvement in self-pay volume throughout the year, which returned to positive y/y growth at the end of Q4 2025. This supported the self-pay y/y revenue trend stepping up from (2.6)% in H1 to +0.5% y/y in H2. This performance has seen support from targeted marketing investment, with m ore people moving from simple brand awareness to direct service consideration. \n In PMI, we continued to manage our specialty mix with high margin procedures now >38% of private admissions. To drive volume and market share, we continue to broaden insurer partnerships, such as networks or targeted specialisms, while expanding new services and existing capacity through a broader group of partner consultants. Supported by our initiatives, both volume and average revenue per case have shown growth during the year, with PMI revenue up 3.1% for FY25. \n Hospital NHS revenue grew 11.4% y/y. H1 saw strong revenue growth of 16.2%, followed by a slowdown in commissioning activity later in the year as a result of budgetary restrictions from Integrated Care Boards, as noted in our December Trading Update. As a result, NHS revenue growth eased to 6.8% in H2. We maintained our high acuity mix, with orthopaedics >60% of NHS admissions.  \n   \n Trend: Patients need faster and easier access to quality care. Our delivery: Delivering transformation programme focusing on patient experience. \n Digitisation and advances in medical technology have expanded the options available to patients, aligning with their growing expectation for faster, easier access to high‑quality care. Consultants working with independent providers are also seeking more convenient and mutually beneficial ways of working with private hospitals. We responded to these needs with a cross‑functional transformation programme. While its core purpose is to improve service quality, the programme has delivered £30m of new planned savings in the year, taking cumulative savings to £80m since FY22. \n Our three Patient Support Centres are helping to deliver faster response times to patients, longer service hours and centralised booking across the care pathway. Providing us with better oversight of patient journeys, these Centres will be a key platform for driving future private patient growth. \n We have also transitioned to a more flexible hospital staffing model, enabled by the reduction of c.400 permanent roles in H1, with the planned financial benefits realised in H2. Despite a smaller clinical workforce, we remain capable of responding quickly to shifts in payor demand, supported by new technology that streamlines and optimises flexible staff deployment when needed. Alongside this, 98% of our inspected hospitals continue to hold 'Good', 'Outstanding' or equivalent ratings. \n Beyond patient and consultant interfaces, we have strengthened commercial performance. Clinical supplies are more standardised across hospitals, allowing us to negotiate better pricing at optimised, consolidated volumes. A system of inter‑hospital supply sharing helps meet unanticipated demand at individual sites cost-effectively. \n   \n Trend: Fast primary care growth driven by individual and corporate needs. Our delivery: Diversifying Primary Care growth strategies. \n We grow our Primary Care business through three channels. The first is organic growth, anchored by Vita, one of the largest Talking Therapies providers to the NHS. Vita holds multiple long ‑ term contracts with the NHS, meaning that it is more insulated from fluctuations in referral volumes. In FY25, Primary Care secured new long ‑ term NHS and corporate contracts worth c. £ 8m in annual revenue across Talking Therapies and occupational health. \n The second channel is bolt ‑ on M&A. We acquired Acorn Occupational Health, a well ‑ established occupational health provider serving both corporate and public employers, for £ 3.3m, followed by Physiolistic, a physiotherapy chain in the Thames Valley, for £ 5.4m. Both transactions were completed at EBITDA multiples of c.5.5x and are performing in line with their expected combined run-rate EBITDA of c.£2m. \n The third channel is greenfield clinics expansion. Following the opening of two large outpatient-led clinics in Abergele and Harrogate in FY24, we opened a third in King ' s Lynn at the end of FY25. These clinics generated c. £ 3m of referred EBITDA for hospitals in FY25. \n   \n   \n 1.   On 31 March 2024, the Group sold the business operations and assets of Spire Tunbridge Wells to the local NHS Trust. On 31 March 2025, the Group acquired Acorn Occupational Health Limited (Acorn). On 30 July 2025, the Group acquired Physiolistic. Therefore, where meaningful, we have presented certain financial information on a 'Comparable Basis' where we have deducted the contribution from Tunbridge Wells, Acorn and Physiolistic in the referred periods of the prior and current year, respectively. \n   \n   \n   \n Financial Review \n Selected financial information \n   \n \n \n \n \n Year ended 31 December 2025 \n \n \n \n \n \n Year ended 31 December 2024 \n \n \n \n \n   \n (£m) \n \n \n Total before adjusting items \n \n \n   \n Adjusting items \n \n \n   \n Total \n \n \n Total before adjusting items \n \n \n   \n Adjusting items \n \n \n   \n Total \n \n \n \n \n Revenue \n \n \n 1,579.8 \n \n \n - \n \n \n 1,579.8 \n \n \n 1,511.2 \n \n \n - \n \n \n 1,511.2 \n \n \n \n \n Cost of sales \n \n \n (863.7) \n \n \n - \n \n \n (863.7) \n \n \n (827.6) \n \n \n - \n \n \n (827.6) \n \n \n \n \n Gross profit \n \n \n 716.1 \n \n \n - \n \n \n 716.1 \n \n \n 683.6 \n \n \n - \n \n \n 683.6 \n \n \n \n \n Other operating costs \n \n \n (569.0) \n \n \n (27.9) \n \n \n (596.9) \n \n \n (542.3) \n \n \n (16.4) \n \n \n (558.7) \n \n \n \n \n Other income \n \n \n 3.4 \n \n \n - \n \n \n 3.4 \n \n \n 8.1 \n \n \n 4.5 \n \n \n 12.6 \n \n \n \n \n Operating profit (EBIT) \n \n \n 150.5 \n \n \n (27.9) \n \n \n 122.6 \n \n \n 149.4 \n \n \n (11.9) \n \n \n 137.5 \n \n \n \n \n Finance income \n \n \n 1.0 \n \n \n - \n \n \n 1.0 \n \n \n 0.7 \n \n \n - \n \n \n 0.7 \n \n \n \n \n Finance costs \n \n \n (105.0) \n \n \n - \n \n \n (105.0) \n \n \n (99.9) \n \n \n - \n \n \n (99.9) \n \n \n \n \n Profit before taxation \n \n \n 46.5 \n \n \n (27.9) \n \n \n 18.6 \n \n \n 50.2 \n \n \n (11.9) \n \n \n 38.3 \n \n \n \n \n Taxation \n \n \n (7.4) \n \n \n 6.0 \n \n \n (1.4) \n \n \n (14.1) \n \n \n 1.8 \n \n \n (12.3) \n \n \n \n \n Profit/(loss) for the period \n \n \n 39.1 \n \n \n (21.9) \n \n \n 17.2 \n \n \n 36.1 \n \n \n (10.1) \n \n \n 26.0 \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n Profit/(loss) for the year attributable to owners of the Parent \n \n \n 38.3 \n \n \n (21.9) \n \n \n 16.4 \n \n \n 35.5 \n \n \n (10.1) \n \n \n 25.4 \n \n \n \n \n Profit for the year attributable to non-controlling interest \n \n \n 0.8 \n \n \n - \n \n \n 0.8 \n \n \n 0.6 \n \n \n - \n \n \n 0.6 \n \n \n \n \n   \n Adjusted EBITDA (1) \n \n \n \n \n \n \n \n \n   \n 268.6 \n \n \n \n \n \n \n \n \n   \n 260.0 \n \n \n \n \n Basic earnings per share, pence \n \n \n \n \n \n \n \n \n 4.1 \n \n \n \n \n \n \n \n \n 6.3 \n \n \n \n \n Adjusted FCF (2) \n \n \n \n \n \n \n \n \n 64.3 \n \n \n \n \n \n \n \n \n 39.0 \n \n \n \n \n Net cash from operating activities \n \n \n \n \n \n \n \n \n 242.2 \n \n \n \n \n \n \n \n \n 235.7 \n \n \n \n \n Net bank debt (3) \n \n \n \n \n \n \n \n \n 332.4 \n \n \n \n \n \n \n \n \n 325.9 \n \n \n \n \n 1. Adjusted EBITDA is calculated as operating profit, adjusted to add back depreciation, amortisation and adjusting items, referred to hereafter as 'adjusted EBITDA' refer to page 9. \n For EBITDA for covenant purposes, refer to Note 18. \n 2. Adjusted FCF (Free Cash Flow) is calculated as adjusted EBITDA, less rent, capital expenditure cash flows and changes in working capital after adjusting for one-off items which are not related to the normal trading activity of the business. Rent cash flows are defined as interest on, and payment of, lease liabilities. Capital expenditure cash flows are defined as the purchase of property, plant and equipment. Refer to page 9. \n 3. Net bank debt is defined as bank borrowings less cash and cash equivalents. \n   \n Revenue \n (y/y growth and margin metrics down to and including EBIT are presented on a comparable basis) \n Group revenue was up 4.5% y/y to £1,579.8m, driven by growth in both Hospitals and Primary Care. \n Hospital revenue increased 4.3% y/y to £1,446.1m, supported by a 1.4% y/y rise in admissions and outpatient procedure volumes and a 3.9% y/y increase in average revenue per case (ARPC) across all payors. \n Within the private payor group, revenue grew 1.7% y/y to £1,010.1m, with growth accelerating to 2.8% y/y in H2. In self-pay, volumes continued to improve and returned to positive y/y growth by year end, which we believe reflects the impact of our targeted marketing. As a result, revenue growth improved from (2.6)% y/y in H1 to 0.5% y/y in H2 (overall (1.1)% y/y) \n PMI revenue rose 3.1% y/y for the full year. Our ongoing focus on broadening insurer partnerships and managing specialty mix supported growth in both volume and ARPC, helping maintain a stable operating environment throughout the year. Private payors accounted for 69.8% of hospital revenue (FY24: 71.6%). \n NHS revenue increased 11.4% y/y to £407.9m, featuring a 16.2% y/y increase in H1, before moderating to 6.2% in H2, reflecting a slowdown in commissioning activity at the end of the year as a result of budgetary restrictions from Integrated Care Boards. We remained focused on driving high acuity work, contributing to a 3.2% y/y increase in NHS ARPC for the full year, broadly in line with c.3.1% of NHS tariff uplift. \n Primary Care revenue grew 7.4% y/y to £133.7m, driven by organic contract growth and new wins across Talking Therapies and Occupational Health. Reported revenue grew 10.5% driven by the acquisition of Acorn Occupational Health (\"Acorn\") and Physiolistic Limited (\"Physiolistic\"), a physiotherapy chain across the Thames Valley area. \n   \n Revenue by location and payor \n   \n \n \n \n \n \n \n \n \n \n \n 2025 \n \n \n \n \n \n \n \n \n 2024 \n \n \n \n \n \n Variance % (2025- 2024) \n \n \n \n \n \n \n \n   \n (£m) \n \n \n Hospitals Business \n \n \n   \n Primary Care \n \n \n   \n Total \n \n \n   \n Hospitals Business \n \n \n   \n Primary Care \n \n \n   \n Total \n \n \n Hospitals Business \n \n \n   \n Primary Care \n \n \n   \n Total \n \n \n \n \n Total revenue \n \n \n 1,446.1 \n \n \n 133.7 \n \n \n 1,579.8 \n \n \n 1,390.2 \n \n \n 121.0 \n \n \n 1,511.2 \n \n \n 4.0% \n \n \n 10.5% \n \n \n 4.5% \n \n \n \n \n Of which: \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n Inpatient \n \n \n 563.7 \n \n \n - \n \n \n 563.7 \n \n \n 548.0 \n \n \n - \n \n \n 548.0 \n \n \n 2.9% \n \n \n NM* \n \n \n 2.9% \n \n \n \n \n Daycase \n \n \n 456.3 \n \n \n 1.4 \n \n \n 457.7 \n \n \n 426.6 \n \n \n 0.6 \n \n \n 427.2 \n \n \n 7.0% \n \n \n NM* \n \n \n 7.1% \n \n \n \n \n Outpatient \n \n \n 398.0 \n \n \n 131.4 \n \n \n 529.4 \n \n \n 388.1 \n \n \n 120.2 \n \n \n 508.3 \n \n \n 2.6% \n \n \n 9.3% \n \n \n 4.2% \n \n \n \n \n Other \n \n \n 28.1 \n \n \n 0.9 \n \n \n 29.0 \n \n \n 27.5 \n \n \n 0.2 \n \n \n 27.7 \n \n \n 2.2% \n \n \n NM* \n \n \n 4.7% \n \n \n \n \n Total revenue \n \n \n 1,446.1 \n \n \n 133.7 \n \n \n 1,579.8 \n \n \n 1,390.2 \n \n \n 121.0 \n \n \n 1,511.2 \n \n \n 4.0% \n \n \n 10.5% \n \n \n 4.5% \n \n \n \n \n Of which: \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n PMI \n \n \n 681.5 \n \n \n 2.8 \n \n \n 684.3 \n \n \n 662.4 \n \n \n 1.6 \n \n \n 664.0 \n \n \n 2.9% \n \n \n 75.0% \n \n \n 3.1% \n \n \n \n \n Self- pay \n \n \n 328.6 \n \n \n 8.5 \n \n \n 337.1 \n \n \n 332.9 \n \n \n 8.0 \n \n \n 340.9 \n \n \n (1.3)% \n \n \n 6.3% \n \n \n (1.1)% \n \n \n \n \n Total private \n \n \n 1,010.1 \n \n \n 11.3 \n \n \n 1,021.4 \n \n \n 995.3 \n \n \n 9.6 \n \n \n 1,004.9 \n \n \n 1.5% \n \n \n 17.7% \n \n \n 1.6% \n \n \n \n \n NHS \n \n \n 407.9 \n \n \n 87.6 \n \n \n 495.5 \n \n \n 367.4 \n \n \n 80.8 \n \n \n 448.2 \n \n \n 11.0% \n \n \n 8.4% \n \n \n 10.6% \n \n \n \n \n Other \n \n \n 28.1 \n \n \n 34.8 \n \n \n 62.9 \n \n \n 27.5 \n \n \n 30.6 \n \n \n 58.1 \n \n \n 2.2% \n \n \n 13.7% \n \n \n 8.3% \n \n \n \n \n Total revenue \n \n \n 1,446.1 \n \n \n 133.7 \n \n \n 1,579.8 \n \n \n 1,390.2 \n \n \n 121.0 \n \n \n 1,511.2 \n \n \n 4.0% \n \n \n 10.5% \n \n \n 4.5% \n \n \n \n \n * Not meaningful due to differing trading periods: Tunbridge Wells hospital traded for only three months in 2024 with no activity in 2025, while Acorn and Physiolistic recorded nine months and five months of trading respectively in 2025, compared with no trading in 2024. \n   \n Revenue on comparable basis (adjusted for the effect of acquisitions and disposals) \n   \n \n \n \n \n \n \n \n \n \n \n 2025 \n \n \n \n \n \n \n \n \n 2024 \n \n \n \n \n \n Variance % (2025- 2024) \n \n \n \n \n \n \n \n   \n   \n (£m) \n \n \n   \n Adjusted \n revenue \n \n \n Effect of acquisition and disposal of businesses \n \n \n   \n Reported revenue \n \n \n   \n Adjusted \n revenue \n \n \n Effect of acquisition and disposal of businesses \n \n \n   \n Reported revenue \n \n \n   \n Adjusted \n revenue \n \n \n Effect of acquisition and disposal of businesses \n \n \n   \n Reported revenue \n \n \n \n \n Hospitals Business \n \n \n 1,446.1 \n \n \n - \n \n \n 1,446.1 \n \n \n 1,386.5 \n \n \n 3.7 \n \n \n 1,390.2 \n \n \n 4.3% \n \n \n NM* \n \n \n 4.0% \n \n \n \n \n Primary Care \n \n \n 129.9 \n \n \n 3.8 \n \n \n 133.7 \n \n \n 121.0 \n \n \n - \n \n \n 121.0 \n \n \n 7.4% \n \n \n NM* \n \n \n 10.5% \n \n \n \n \n Group \n \n \n 1,576.0 \n \n \n 3.8 \n \n \n 1,579.8 \n \n \n 1,507.5 \n \n \n 3.7 \n \n \n 1,511.2 \n \n \n 4.5% \n \n \n 2.7% \n \n \n 4.5% \n \n \n \n \n * Not meaningful due to differing trading periods: Tunbridge Wells hospital traded for only three months in 2024 with no activity in 2025, while Acorn and Physiolistic recorded nine months and five months of trading respectively in 2025, compared with no trading in 2024. \n   \n   \n Cost of sales and gross profit \n Group cost of sales increased in the period by £36.1m, or 4.4% to £863.7m (2024: £827.6m) on revenues that increased by 4.5% with the majority of the increase due to inflationary pressures, increased National Insurance and National Minimum Wage. This has been mitigated by strong procurement processes and our transformation cost savings programme. For the Hospitals Business, cost of sales increased by 3.5% to £774.8m (2024: £748.4m). Gross profit margin for the Hospitals Business is 46.4%, a slight increase of 20bps from 2024. \n Primary Care gross profit margin decreased slightly to 33.5% from 34.5% due to expected losses from startup large outpatient-led clinics that are already generating downstream referrals. Over time, we expect these margins to increase significantly through a combination of building scale and maturity. \n Cost of sales is broken down, and presented as a percentage of revenue, as follows: \n   \n \n \n \n \n \n \n \n 2025 \n \n \n \n \n \n 2024 \n \n \n \n \n \n \n \n   \n (£m) \n \n \n   \n £m \n \n \n % of Group revenue \n \n \n   \n £m \n \n \n % of Group revenue \n \n \n \n \n Clinical staff \n \n \n 389.7 \n \n \n 24.7% \n \n \n 375.8 \n \n \n 24.9% \n \n \n \n \n Direct costs \n \n \n 337.7 \n \n \n 21.4% \n \n \n 325.6 \n \n \n 21.5% \n \n \n \n \n Medical fees \n \n \n 136.3 \n \n \n 8.6% \n \n \n 126.2 \n \n \n 8.4% \n \n \n \n \n Cost of sales \n \n \n 863.7 \n \n \n 54.7% \n \n \n 827.6 \n \n \n 54.8% \n \n \n \n \n Gross profit \n \n \n 716.1 \n \n \n 45.3% \n \n \n 683.6 \n \n \n 45.2% \n \n \n \n \n   \n Cost of sales is broken down, and presented as a percentage of revenue split by operating segment, as follows: \n   \n \n \n \n \n \n \n \n Hospitals Business \n \n \n Primary Care \n \n \n \n \n (£m) \n \n \n 2025 \n \n \n % of Hospitals Business revenue \n \n \n 2024 \n \n \n % of Hospitals Business revenue \n \n \n 2025 \n \n \n % of Primary Care revenue \n \n \n 2024 \n \n \n % of Primary Care revenue \n \n \n \n \n Clinical staff \n \n \n 305.7 \n \n \n 21.1% \n \n \n 302.0 \n \n \n 21.7% \n \n \n 84.0 \n \n \n 62.8% \n \n \n 73.9 \n \n \n 61.1% \n \n \n \n \n Direct costs \n \n \n 334.7 \n \n \n 23.1% \n \n \n 321.8 \n \n \n 23.1% \n \n \n 3.0 \n \n \n 2.2% \n \n \n 3.7 \n \n \n 3.1% \n \n \n \n \n Medical fees \n \n \n 134.4 \n \n \n 9.3% \n \n \n 124.6 \n \n \n 9.0% \n \n \n 1.9 \n \n \n 1.4% \n \n \n 1.6 \n \n \n 1.3% \n \n \n \n \n Cost of sales \n \n \n 774.8 \n \n \n 53.6% \n \n \n 748.4 \n \n \n 53.8% \n \n \n 88.9 \n \n \n 66.5% \n \n \n 79.2 \n \n \n 65.5% \n \n \n \n \n Gross profit \n \n \n 671.3 \n \n \n 46.4% \n \n \n 641.8 \n \n \n 46.2% \n \n \n 44.8 \n \n \n 33.5% \n \n \n 41.8 \n \n \n 34.5% \n \n \n \n \n   \n   \n Other operating costs \n For the Hospitals Business other operating costs, excluding adjusting items of £27.6m (2024: £12.6m), have increased by £21.2m, or 4.2% to £527.8m (2024: £506.6m). The main driver is increased National Insurance and National Minimum Wage and increased IT costs offset by transformation savings. Depreciation and amortisation for the year was £111.9m (2024: £106.4m). The increase in depreciation is in line with expectations and is due to continued capex investment and RPI increases on property leases. Operating margin is 8.2% (2024: 9.7%) and operating margin, excluding adjusting items is 10.2%, down from 10.3% in 2024. \n Other operating costs for the Primary Care business are £41.5m (2024: £39.5m). Depreciation and amortisation for the year was £6.2m (2024: \n £4.2m). \n Share-based payments \n During the period, grants were made to executive directors and other employees under the company's Long Term Incentive Plan. For the year ended 31 December 2025, the charge to the income statement is £2.1m (2024: £4.2m), or £2.7m inclusive of National Insurance (2024: £4.7m). Further details are contained in Note 22. \n Adjusting items \n \n \n \n \n \n (£m) \n \n \n 2025 \n \n \n 2024 \n \n \n \n \n Asset acquisitions, disposals, impairment and aborted project costs \n \n \n 4.0 \n \n \n (2.8) \n \n \n \n \n Clinic set up costs \n \n \n 0.2 \n \n \n 1.9 \n \n \n \n \n Business reorganisation and corporate restructuring costs \n \n \n 20.5 \n \n \n 4.3 \n \n \n \n \n Remediation of regulatory compliance or malpractice costs \n \n \n 1.7 \n \n \n 6.9 \n \n \n \n \n Amortisation on acquired intangible assets \n \n \n 1.5 \n \n \n 1.6 \n \n \n \n \n Total pre-tax adjusting items \n \n \n 27.9 \n \n \n 11.9 \n \n \n \n \n Income tax (credit)/charge on adjusting items \n \n \n (6.0) \n \n \n (1.8) \n \n \n \n \n Total post-tax adjusting items \n \n \n 21.9 \n \n \n 10.1 \n \n \n \n \n   \n Adjusting items comprise those matters where the Directors believe the financial effect should be adjusted for, due to their nature or amount, in \n order to provide a more comparable measure of the group's underlying performance. \n Asset acquisitions, disposals, impairment and aborted project costs include £0.8m relating to the group's acquisitions of Acorn Occupational Health (\"Acorn\") and Physiolistic Limited (\"Physiolistic\"). An additional £0.8m relating to Regents Gate, of which £0.5m represents an impairment charge. This impairment is disclosed within Assets Held for Sale (see Note 16). Refer to acquisition Note 25 for more details. In the prior year, a credit of £4.5m was included for the sale of the group's Tunbridge Wells hospital as well as costs associated with the integration of VHG acquisition and a true-up in provisions for DCG and Claremont acquisitions. \n Business reorganisation and corporate restructuring relates to the announcement of a group wide transformation programme that will enable a more efficient business operating model, including leveraging digital solutions and technology. As announced, the group is restructuring clinical staffing models to provide more agile and flexible resourcing and relocating admin roles to our patient support centres. As a result of this initiative, additional costs of £13.1 m (2024: £3.5 m ) have been incurred in the period, bringing costs to date of £22.4 m . This initiative is being implemented over several phases and is likely to be materially completed at the end of 2027 as communicated at our capital markets event in April 2024. Future costs are not disclosed as a reliable estimate cannot be made due to the nature of the matter. In addition, the group incurred costs of £7.4 m as it undertook a strategic review of the business. \n Remediation of regulatory compliance or malpractice costs of £1.7m (2024: £1.7m) relate to legal fees that have been incurred for the ongoing inquests. \n In the prior year, Spire Healthcare increased its provision by £4.6 m to reflect the expected costs of implementing the Public Inquiry recommendations, including conducting a comprehensive patient review and providing support to Paterson's patients. By H2 2024, all living patients had been contacted and invited for consultations where appropriate to discuss their care. As a result, this led to a notable reduction in new claims as most patients have now had the outcomes of their reviews. Claims in the current year have remained consistent with management's original assumptions and the previously recognised provision; as a result, no additional charge has been recorded in this financial year. While future adjustments may be necessary as further information becomes available, the existing provision continues to represent management's best estimate of the costs and anticipated claim settlements. \n £1.5m (2024: £1.6m) of amortisation on acquired intangible assets relate to the customer contracts recognised on the acquisition of VHG in 2023, Acorn in March 2025 and Physiolistic in July 2025. \n Net finance costs \n Net finance costs have increased by £4.8m to £104.0m (2024: £99.2m), m ainly due to new leases and annual RPI increases on leases. \n   \n Taxation \n The effective tax rate assessed for the year, all of which arises in the UK, differs from the standard weighted rate of corporation tax in the UK. The reconciliation of the actual tax charge to that at the domestic corporation tax rate is as follows: \n \n \n \n \n (£m) \n \n \n 2025 \n \n \n 2024 \n \n \n \n \n Current tax \n \n \n \n \n \n \n \n \n \n \n UK corporation tax expense \n \n \n 0.9 \n \n \n 0.7 \n \n \n \n \n Adjustments in respect of prior years \n \n \n - \n \n \n (1.0) \n \n \n \n \n Total current tax charge/(credit) \n \n \n 0.9 \n \n \n (0.3) \n \n \n \n \n Deferred tax \n \n \n \n \n \n \n \n \n \n \n Origination and reversal of temporary differences \n \n \n 6.4 \n \n \n 10.3 \n \n \n \n \n Adjustments in respect of prior years \n \n \n (5.9) \n \n \n 2.3 \n \n \n \n \n Total deferred tax charge \n \n \n 0.5 \n \n \n 12.6 \n \n \n \n \n Total tax charge \n \n \n 1.4 \n \n \n 12.3 \n \n \n \n \n In addition to the amounts recognised in the income statement, a credit of £0.9m has been recognised in Other Comprehensive Income (2024: £0.2m credit) and a debit of £0.1m (2024: £0.4m credit) has been recognised directly in equity. The £0.1m debit through equity relates to movements on share-based payments, and reflects a £0.9m deferred tax charge and £0.8m current tax credit. \n The tax charge of £1.4m (2024: £12.3m) includes a prior-year adjustment of £5.9m credit, which is due to a one-off capital allowances claim covering multiple years. This has resulted in a significant reduction in the tax charge for the year reflecting the additional tax benefits derived from the review. The benefit of this claim will flow through to future periods, enabling greater tax relief in later years. \n The effective tax rate on profit before taxation for the year of 7.5% (2024: 32.1%), is not considered meaningful due to the significant prior year adjustments. The group calculates an underlying tax rate on an adjusted basis to remove the effect of distorting items such as prior year adjustments, non-recurring transactions and share based payments. The underlying tax rate is 28.4% (2024: 29.8%) which is higher than the statutory rate due to expenses and income that are not deductible and depreciation on non‑qualifying fixed assets. \n Profit after taxation \n The profit after taxation for the year was £17.2m (2024: £26.0m). This includes adjusting items of £27.9m, primarily driven \n by £13.1m of transformation costs involving one-off restructuring, and £7.4m of costs related to the previously disclosed strategic review process. \n Alternative performance (non-GAAP) financial measures \n We have provided alternative financial information that has not been prepared in accordance with UK-adopted International Accounting Standards (\"IFRS\"). We use these alternative financial measures internally in analysing our financial results and believe they are useful to investors, as a supplement to IFRS measures, in evaluating our ongoing operational performance. We believe that the use of these alternative financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends in comparing our financial results with other companies in the industry, many of which present similar alternative financial measures to investors. \n Alternative financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with IFRS. Investors are encouraged to review the reconciliation of these alternative financial measures to their most directly comparable IFRS financial measures provided in the financial statements table. \n Adjusted EBITDA \n (y/y growth and margin metrics down to and including EBIT are presented on a comparable basis) \n Group adjusted EBITDA was up 3.2% y/y to £268.6m. \n Hospital Business adjusted EBITDA growth of 3.9% y/y to £258.8m, protecting margin at 17.9% (FY24: 18.0%), supported by £30m transformation savings and effective price and specialty mix management, offsetting National Insurance and National Minimum Wage rises and the slowdown in NHS activity. \n Primary Care adjusted EBITDA declined 13.6% y/y to £9.8m, which included expected losses from start-up outpatient clinics that are already generating downstream referrals. \n Adjusted EBITDA, Adjusted EBIT and Adjusted EBITDA margin \n \n \n \n \n \n \n \n                                             Year ended 31 December \n \n \n \n \n (£m) \n \n \n 2025 \n \n \n 2024 \n \n \n \n \n \n \n \n   Hospitals Business \n \n \n Primary Care \n \n \n Total \n \n \n  Hospitals Business \n \n \n     Primary Care \n \n \n Total \n \n \n \n \n Operating profit \n \n \n 119.3 \n \n \n 3.3 \n \n \n 122.6 \n \n \n 135.2 \n \n \n 2.3 \n \n \n 137.5 \n \n \n \n \n Remove effects of: \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n Adjusting items \n \n \n 27.6 \n \n \n 0.3 \n \n \n 27.9 \n \n \n 8.1 \n \n \n 3.8 \n \n \n 11.9 \n \n \n \n \n Adjusted EBIT \n \n \n 146.9 \n \n \n 3.6 \n \n \n 150.5 \n \n \n 143.3 \n \n \n 6.1 \n \n \n 149.4 \n \n \n \n \n Depreciation \n \n \n 111.9 \n \n \n 3.6 \n \n \n 115.5 \n \n \n 106.4 \n \n \n 1.6 \n \n \n 108.0 \n \n \n \n \n Amortisation \n \n \n - \n \n \n 2.6 \n \n \n 2.6 \n \n \n - \n \n \n 2.6 \n \n \n 2.6 \n \n \n \n \n Adjusted EBITDA \n \n \n 258.8 \n \n \n 9.8 \n \n \n 268.6 \n \n \n 249.7 \n \n \n 10.3 \n \n \n 260.0 \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n Revenue \n \n \n 1,446.1 \n \n \n 133.7 \n \n \n 1,579.8 \n \n \n 1,390.2 \n \n \n 121.0 \n \n \n 1,511.2 \n \n \n \n \n Adjusted EBITDA \n \n \n 258.8 \n \n \n 9.8 \n \n \n 268.6 \n \n \n 249.7 \n \n \n 10.3 \n \n \n 260.0 \n \n \n \n \n Adjusted EBITDA margin \n \n \n 17.9% \n \n \n 7.3% \n \n \n 17.0% \n \n \n 18.0% \n \n \n 8.5% \n \n \n 17.2% \n \n \n \n \n   \n Adjusted EBITDA on comparable basis (adjusted for the effect of acquisitions and disposals) \n   \n \n \n \n \n \n \n \n \n \n \n 2025 \n \n \n \n \n \n \n \n \n 2024 \n \n \n \n \n \n Variance % (2025- 2024) \n \n \n \n \n (£m) \n \n \n Comparable Basis Adjusted EBITDA \n \n \n Effect of acquisition and disposals of businesses \n \n \n Reported Adjusted EBITDA \n \n \n Comparable Basis Adjusted EBITDA \n \n \n Effect of acquisition and disposals of businesses \n \n \n Reported Adjusted EBITDA \n \n \n Comparable Basis Adjusted EBITDA \n \n \n Effect of acquisition and disposals of businesses \n \n \n Reported Adjusted EBITDA \n \n \n \n \n Hospitals Business \n \n \n 258.8 \n \n \n - \n \n \n 258.8 \n \n \n 249.2 \n \n \n 0.5 \n \n \n 249.7 \n \n \n 3.9% \n \n \n NM* \n \n \n 3.6% \n \n \n \n \n Primary Care \n \n \n 8.9 \n \n \n 0.9 \n \n \n 9.8 \n \n \n 10.3 \n \n \n - \n \n \n 10.3 \n \n \n (13.6)% \n \n \n NM* \n \n \n (4.9)% \n \n \n \n \n Group \n \n \n 267.7 \n \n \n 0.9 \n \n \n 268.6 \n \n \n 259.5 \n \n \n 0.5 \n \n \n 260.0 \n \n \n 3.2% \n \n \n 80.0% \n \n \n 3.3% \n \n \n \n \n Primary Care Adjusted EBITDA on comparable basis after adjusting for the effect of new clinics \n   \n \n \n \n \n \n \n \n \n \n \n 2025 \n \n \n \n \n \n \n \n \n 2024 \n \n \n \n \n \n Variance % (2025- 2024) \n \n \n \n \n (£m) \n \n \n Comparable Basis Adjusted EBITDA after the effect of new clinics \n \n \n Effect of new clinics \n \n \n Comparable Basis Adjusted EBITDA \n \n \n Comparable Basis Adjusted EBITDA after the effect of new clinics \n \n \n Effect of new clinics \n \n \n Comparable Basis Adjusted EBITDA \n \n \n Comparable Basis Adjusted EBITDA after the effect of new clinics \n \n \n Effect of new clinics \n \n \n Comparable Basis Adjusted EBITDA \n \n \n \n \n Primary Care \n \n \n 10.0 \n \n \n (1.1) \n \n \n 8.9 \n \n \n 10.5 \n \n \n (0.2) \n \n \n 10.3 \n \n \n (4.8)% \n \n \n NM* \n \n \n (13.6)% \n \n \n \n \n Adjusted EBIT on comparable basis (adjusted for the effect of acquisitions and disposals) \n   \n \n \n \n \n \n \n \n \n \n \n 2025 \n \n \n \n \n \n \n \n \n 2024 \n \n \n \n \n \n Variance % (2025- 2024) \n \n \n \n \n (£m) \n \n \n Comparable Basis Adjusted EBIT \n \n \n Effect of acquisition and disposals of businesses \n \n \n Reported Adjusted EBIT \n \n \n Comparable Basis Adjusted EBIT \n \n \n Effect of acquisition and disposals of businesses \n \n \n Reported Adjusted EBIT \n \n \n Comparable Basis Adjusted EBIT \n \n \n Effect of acquisition and disposals of businesses \n \n \n Reported Adjusted EBIT \n \n \n \n \n Hospitals Business \n \n \n 146.9 \n \n \n - \n \n \n 146.9 \n \n \n 143.0 \n \n \n 0.3 \n \n \n 143.3 \n \n \n 2.7% \n \n \n NM* \n \n \n 2.5% \n \n \n \n \n Primary Care \n \n \n 2.8 \n \n \n 0.8 \n \n \n 3.6 \n \n \n 6.1 \n \n \n - \n \n \n 6.1 \n \n \n (54.1)% \n \n \n NM* \n \n \n (41.0)% \n \n \n \n \n Group \n \n \n 149.7 \n \n \n 0.8 \n \n \n 150.5 \n \n \n 149.1 \n \n \n 0.3 \n \n \n 149.4 \n \n \n 0.4% \n \n \n NM* \n \n \n 0.7% \n \n \n \n \n * Not meaningful due to differing trading periods: Tunbridge Wells hospital traded for only three months in 2024 with no activity in 2025, while Acorn and Physiolistic recorded nine months and five months of trading respectively in 2025, compared with no trading in 2024. \n   \n Adjusted profit after tax and adjusted earnings per share \n Adjustments have been made to remove the impact of non-recurring items. \n \n \n \n \n \n \n \n Year ended 31 December \n \n \n \n \n (£m) \n \n \n 2025 \n \n \n 2024 \n \n \n \n \n Profit before tax \n \n \n 18.6 \n \n \n 38.3 \n \n \n \n \n Adjustments for: \n \n \n \n \n \n \n \n \n \n \n Adjusting items - operating costs \n \n \n 27.9 \n \n \n 11.9 \n \n \n \n \n Adjusted profit before tax \n \n \n 46.5 \n \n \n 50.2 \n \n \n \n \n Taxation (1) \n \n \n (7.4) \n \n \n (14.1) \n \n \n \n \n Adjusted profit after tax \n \n \n 39.1 \n \n \n 36.1 \n \n \n \n \n Adjusted profit after tax attributable to owners of the Parent \n \n \n 38.3 \n \n \n 35.5 \n \n \n \n \n Adjusted profit after tax attributable to non-controlling interests \n \n \n 0.8 \n \n \n 0.6 \n \n \n \n \n Weighted average number of ordinary shares in issue (No.) \n \n \n 400,382,458 \n \n \n 403,493,123 \n \n \n \n \n Adjusted basic earnings per share (pence) \n \n \n 9.6 \n \n \n 8.8 \n \n \n \n \n 1. Reported tax charge for the period adjusted for the tax effect of adjusting Items. \n   \n Return on capital employed \n Year ended 31 December \n \n \n \n \n (£m) \n \n \n 2025 \n \n \n 2024 \n \n \n \n \n Adjusted EBIT \n \n \n 150.5 \n \n \n 149.4 \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n Total assets \n \n \n 2,377.1 \n \n \n 2,343.2 \n \n \n \n \n less: Cash and cash equivalents \n \n \n (34.7) \n \n \n (41.2) \n \n \n \n \n less: Capital investments \n \n \n (115.9) \n \n \n (127.2) \n \n \n \n \n less: Current liabilities \n \n \n (346.8) \n \n \n (341.7) \n \n \n \n \n Capital employed \n \n \n 1,879.7 \n \n \n 1,833.1 \n \n \n \n \n Return on capital employed % \n \n \n 8.0% \n \n \n 8.2% \n \n \n \n \n   \n Adjusted EBIT rose 0.4% y/y to £150.5m, contributing to ROCE reaching 8.0% (FY24: 8.2%). Excluding NI and NMW rises, ROCE increased to 8.5%. Our multi-year, cross-functional transformation programme which is centered on care quality, a diversified payor strategy focused on high-margin work, and our evolution into an integrated healthcare provider through expansion into the inherently capital-light Primary Care segment have all been key in driving sustainable returns \n Total capital expenditure was £78.5m (FY24: £112.1m). Our capex has remained growth focused, which contributes to efficiency gains and revenue \n growth over the medium term. \n Adjusted free cash flow \n   \n \n \n \n \n \n \n \n Year ended 31 December \n \n \n \n \n (£m) \n \n \n 2025 \n \n \n 2024 \n \n \n \n \n Adjusted EBITDA \n \n \n 268.6 \n \n \n 260.0 \n \n \n \n \n less: Rental payments \n \n \n (116.2) \n \n \n (102.3) \n \n \n \n \n less: Cash flow for the purchase of property, plant and equipment \n \n \n (78.5) \n \n \n (112.1) \n \n \n \n \n less: Working capital movement \n \n \n (5.2) \n \n \n (7.0) \n \n \n \n \n add/(less): Adjustments for non-recurring items \n \n \n (4.4) \n \n \n 0.4 \n \n \n \n \n Adjusted FCF \n \n \n 64.3 \n \n \n 39.0 \n \n \n \n \n   \n Adjusted free cash flow grew 64.9% y/y to £64.3m, reflecting well controlled capex and effective working capital management within the evolving \n NHS dynamics. \n Cash flow analysis for the period \n   \n \n \n \n \n \n \n \n Year ended 31 December \n \n \n \n \n (£m) \n \n \n 2025 \n \n \n 2024 \n \n \n \n \n Opening cash balance \n \n \n 41.2 \n \n \n 49.6 \n \n \n \n \n Operating cash flows before recurring items \n \n \n 257.7 \n \n \n 244.3 \n \n \n \n \n add/(less) : adjustments for non-recurring items \n \n \n 4.4 \n \n \n (2.6) \n \n \n \n \n Operating cash flows before Adjusting items and income paid \n \n \n 262.1 \n \n \n 241.7 \n \n \n \n \n Net cash flow from Adjusting items (included in operating cash flows) \n \n \n (19.7) \n \n \n (5.9) \n \n \n \n \n Income tax paid \n \n \n (0.2) \n \n \n (0.1) \n \n \n \n \n Operating cash flows after operating Adjusting items and income tax \n \n \n 242.2 \n \n \n 235.7 \n \n \n \n \n Net cash in investing activities \n \n \n (76.5) \n \n \n (99.0) \n \n \n \n \n Cash outflow for acquisition of subsidiary \n \n \n (7.7) \n \n \n - \n \n \n \n \n Net cash in financing activities \n \n \n (164.5) \n \n \n (145.1) \n \n \n \n \n Closing cash balance \n \n \n 34.7 \n \n \n 41.2 \n \n \n \n \n   \n Closing cash balance \n The group's year end cash balance stood at £34.7m, which reflects a reduction of £6.5m against the prior year balance of £41.2m. The reduction in cash is largely due to increased financing activities of £19.4m offset by a reduction in investing activities of £14.8m. Further detailed information on the cash flow during the period is set out in the following sections. \n Operating cash flows before adjusting items \n The cash inflow from operating activities before tax, adjusting items was £257.7m (2024: £244.3m), which constitutes a cash conversion rate from \n £268.6m adjusted EBITDA of 96% (2024: 94% conversion of £260.0m adjusted EBITDA). The net cash outflow from movements in working capital in the period was £5.2m (2024: £7.0m outflow). \n Investing and financing cash flows \n Net cash outflow in investing activities for the period was £84.2m (2024: £99.0m). Cash outflow for the purchase of plant, property and equipment in the period totalled £78.5m (2024: £112.1m). Our capex has remained growth focused, which contributes to efficiency gains and revenue growth over the medium term. Capital investments in the year includes patient support centres, digitalisation and automation, MRI scanners and AI software on existing machines to improve throughput and robotic surgery platforms. \n Net cash used in financing activities for the period was £164.5m (2024: £145.1m). Cash outflows included interest paid and other financing costs of \n £105.0m (2024: £98.1m), lease liability payments of £35.1m (2024: £26.2m) ,a final dividend payment of £9.2m (2024: £8.5m), purchase of the remaining interest of Montefiore House Limited of £5.2m and £8.7m for the buyback of shares to settle share awards. \n Borrowings \n At 31 December 2025, the group has bank borrowings of £367.1m (2024: £367.1m), drawn under facilities which mature in August 2028. \n   \n \n \n \n \n \n \n \n Year ended 31 December \n \n \n \n \n (£m) \n \n \n 2025 \n \n \n 2024 \n \n \n \n \n Cash \n \n \n 34.7 \n \n \n 41.2 \n \n \n \n \n Bank borrowings \n \n \n 367.1 \n \n \n 367.1 \n \n \n \n \n Bank borrowings less cash and cash equivalents \n \n \n 332.4 \n \n \n 325.9 \n \n \n \n \n   \n On 24 November 2025, the group successfully extended its existing debt facilities to maturity of August 2028. The financial covenants relating to this new agreement are materially unchanged and no modifications have been made other than to extend the term , with leverage to be below 4.0x and interest cover to be in excess of 4.0x. As at 31 December 2025 the leverage measure stood at 2.0x (2024:2.0x) and interest cover of 7.5x (2024: 7.5x). \n As at 31 December 2025 lease liabilities were £948.7m (2024: £912.8m). \n Dividend \n The directors of Spire Healthcare have recommended the payment of a final dividend of 1.5 pence per share for the year ending 31 December 2025, \n subject to shareholder approval at the forthcoming Annual General Meeting. \n Related party transactions \n There were no significant related party transactions during the period under review. \n   \n Principal Risks \n The principal risks that may adversely impact the group are: \n   \n \n \n \n \n ·      \n \n \n Inflation and Wage Inflation \n \n \n ·      \n \n \n NHS Market Dynamics \n \n \n ·      \n \n \n Expanding our Proposition \n \n \n \n \n ·      \n \n \n Private Market Dynamics \n \n \n ·      \n \n \n Brand Reputation \n \n \n ·      \n \n \n Workforce \n \n \n \n \n ·      \n \n \n Climate Change \n \n \n ·      \n \n \n Government Policy \n \n \n ·      \n \n \n Data Protection \n \n \n \n \n ·      \n \n \n Cyber Security \n \n \n ·      \n \n \n Supply Chain Disruption \n \n \n ·      \n \n \n Antimicrobial Resistance \n \n \n \n \n ·      \n \n \n Transformation Execution \n \n \n ·      \n \n \n Major Infrastructure Failure \n \n \n ·      \n \n \n Clinical Quality \n \n \n \n \n   \n Further details of the principal risks facing the group for the year ended 31 December 2025 are set out in the group's Annual Report and Accounts which will be made available on the group website once published. The Board consider that these are the risks that could impact the performance of the group in the current financial year. The Board continues to manage these risks and to mitigate their expected impact. \n   \n Directors' responsibilities statement \n The directors are responsible for preparing the annual report and the group's financial statements in accordance with applicable United Kingdom \n law and regulations. \n Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the group and parent company financial statements in accordance with UK adopted International Accounting Standards ('UK-adopted IFRS') as issued by the International Accounting Standards Board ('IASB') and in accordance with the Companies Act 2006. Under company law the directors must not approve the group's financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and the company and of the profit or loss of the group and the company for that period. \n In preparing these financial statements the directors are required to: \n -   Select suitable accounting policies in accordance with IAS 8 accounting policies, changes in accounting estimates and errors and then apply them consistently \n -   Make judgements and accounting estimates that are reasonable and prudent \n -   Present information in a manner that provides relevant, reliable, comparable and understandable information \n -   Provide additional disclosures when compliance with the specific requirements in IFRSs is insufficient to enable users to understand the impact of particular transactions, other events and conditions on the group and company financial position and financial performance \n -   In respect of the group financial statements, state whether UK-adopted International Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements \n -   In respect of the parent company financial statements, state whether UK-adopted International Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements \n -   Prepare the financial statements on the going concern basis unless it is appropriate to presume that the company and/or the group will not \n continue in business \n The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the company and the group financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and parent company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. \n Under applicable law and regulations, the directors are also responsible for preparing a strategic report, directors' report, directors' remuneration report and corporate governance statement that comply with that law and those regulations. The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website. \n Each of the directors confirms that, to the best of their knowledge: \n -   That the consolidated financial statements, prepared in accordance with UK-adopted International Accounting Standards give a true and fair view of the assets, liabilities, financial position and profit of the parent company and undertakings included in the consolidation taken as a whole \n -   That the annual report, including the strategic report, includes a fair review of the development and performance of the business and the position of the company and undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face \n -   That they consider the annual report, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the company's position, performance, business model and strategy \n By order of the board. \n Justin Ash \n Chief Executive Officer \n 4 March 2026 \n Harbant Samra \n Chief Financial Officer \n 4 March 2026 \n   \n Consolidated income statement \n For the year ended 31 December 2025 \n   \n \n \n \n \n \n \n \n \n \n \n \n \n \n 2025 \n \n \n \n \n \n \n \n \n 2024 \n \n \n \n \n \n \n \n   \n (£m) \n \n \n   \n Note \n \n \n Total before Adjusting items \n \n \n Adjusting items \n (Note 10) \n \n \n   \n Total \n \n \n Total before Adjusting items \n \n \n Adjusting items \n (Note 10) \n \n \n   \n Total \n \n \n \n \n Revenue \n \n \n 5 \n \n \n 1,579.8 \n \n \n - \n \n \n 1,579.8 \n \n \n 1,511.2 \n \n \n - \n \n \n 1,511.2 \n \n \n \n \n Cost of sales \n \n \n \n \n \n (863.7) \n \n \n - \n \n \n (863.7) \n \n \n (827.6) \n \n \n - \n \n \n (827.6) \n \n \n \n \n Gross profit \n \n \n \n \n \n 716.1 \n \n \n - \n \n \n 716.1 \n \n \n 683.6 \n \n \n - \n \n \n 683.6 \n \n \n \n \n Other operating costs \n \n \n 8 \n \n \n (569.0) \n \n \n (27.9) \n \n \n (596.9) \n \n \n (542.3) \n \n \n (16.4) \n \n \n (558.7) \n \n \n \n \n Other income \n \n \n 7 \n \n \n 3.4 \n \n \n - \n \n \n 3.4 \n \n \n 8.1 \n \n \n 4.5 \n \n \n 12.6 \n \n \n \n \n Operating profit (EBIT) \n \n \n 8 \n \n \n 150.5 \n \n \n (27.9) \n \n \n 122.6 \n \n \n 149.4 \n \n \n (11.9) \n \n \n 137.5 \n \n \n \n \n Finance income \n \n \n 9 \n \n \n 1.0 \n \n \n - \n \n \n 1.0 \n \n \n 0.7 \n \n \n - \n \n \n 0.7 \n \n \n \n \n Finance cost \n \n \n 9 \n \n \n (105.0) \n \n \n - \n \n \n (105.0) \n \n \n (99.9) \n \n \n - \n \n \n (99.9) \n \n \n \n \n Profit before taxation \n \n \n \n \n \n 46.5 \n \n \n (27.9) \n \n \n 18.6 \n \n \n 50.2 \n \n \n (11.9) \n \n \n 38.3 \n \n \n \n \n Taxation \n \n \n 11 \n \n \n (7.4) \n \n \n 6.0 \n \n \n (1.4) \n \n \n (14.1) \n \n \n 1.8 \n \n \n (12.3) \n \n \n \n \n Profit for the year \n \n \n 39.1 \n \n \n (21.9) \n \n \n 17.2 \n \n \n 36.1 \n \n \n (10.1) \n \n \n 26.0 \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n Profit for the year attributable to owners of the parent \n \n \n 38.3 \n \n \n (21.9) \n \n \n 16.4 \n \n \n 35.5 \n \n \n (10.1) \n \n \n 25.4 \n \n \n \n \n Profit for the year attributable to non-controlling interests \n \n \n 0.8 \n \n \n - \n \n \n 0.8 \n \n \n 0.6 \n \n \n - \n \n \n 0.6 \n \n \n \n \n   \n Earnings per share (in pence per share) \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n - basic \n \n \n 12 \n \n \n 9.6 \n \n \n (5.5) \n \n \n 4.1 \n \n \n 8.8 \n \n \n (2.5) \n \n \n 6.3 \n \n \n \n \n - diluted \n \n \n 12 \n \n \n 9.4 \n \n \n (5.4) \n \n \n 4.0 \n \n \n 8.6 \n \n \n (2.4) \n \n \n 6.2 \n \n \n \n \n   \n   \n Consolidated statement of comprehensive income \n For the year ended 31 December 2025 \n   \n \n \n \n \n (£m) \n \n \n Note \n \n \n 2025 \n \n \n 2024 \n \n \n \n \n Profit for the year \n \n \n 17.2 \n \n \n 26.0 \n \n \n \n \n   \n Items that may be reclassified to profit or loss in subsequent periods \n \n \n \n \n \n \n \n \n \n \n Loss on cash flow hedges \n \n \n 17 \n \n \n (2.9) \n \n \n (1.5) \n \n \n \n \n Taxation on cash flow hedges \n \n \n \n \n \n 0.9 \n \n \n 0.3 \n \n \n \n \n Other comprehensive loss for the year \n \n \n (2.0) \n \n \n (1.2) \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n Total comprehensive profit for the year, net of tax \n \n \n 15.2 \n \n \n 24.8 \n \n \n \n \n   \n Attributable to: \n \n \n \n \n \n \n \n \n \n \n Equity holders of the parent \n \n \n \n \n \n 14.4 \n \n \n 24.2 \n \n \n \n \n Non-controlling interests \n \n \n \n \n \n 0.8 \n \n \n 0.6 \n \n \n \n \n \n \n \n 15.2 \n \n \n 24.8 \n \n \n \n \n   \n Consolidated statement of changes in equity \n For the year ended 31 December 2025 \n   \n \n \n \n \n   \n   \n   \n (£m) \n \n \n   \n   \n   \n Note \n \n \n   \n   \n Share capital \n \n \n   \n   \n Share premium \n \n \n   \n   \n Capital reserves \n \n \n   \n Capital redemption \n reserve \n \n \n   \n   \n EBT share reserve \n \n \n   \n   \n Hedging \n reserve \n \n \n   \n   \n Retained \n loss \n \n \n Equity attributable to owners \n of the parent \n \n \n   \n Non- controlling interests \n \n \n   \n   \n   \n Total equity \n \n \n \n \n As at 1 January 2024 \n \n \n \n \n \n 4.0 \n \n \n 830.0 \n \n \n 376.1 \n \n \n - \n \n \n (0.7) \n \n \n 3.3 \n \n \n (472.8) \n \n \n 739.9 \n \n \n (2.1) \n \n \n 737.8 \n \n \n \n \n Profit for the year \n \n \n \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n 25.4 \n \n \n 25.4 \n \n \n 0.6 \n \n \n 26.0 \n \n \n \n \n Other comprehensive loss for the year \n \n \n \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n (1.2) \n \n \n - \n \n \n (1.2) \n \n \n - \n \n \n (1.2) \n \n \n \n \n Total comprehensive profit for the year \n \n \n \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n (1.2) \n \n \n 25.4 \n \n \n 24.2 \n \n \n 0.6 \n \n \n 24.8 \n \n \n \n \n Dividends paid to equity holders of the parent \n \n \n \n \n \n - \n \n \n - \n \n \n \n - \n \n \n - \n \n \n - \n \n \n (8.5) \n \n \n (8.5) \n \n \n - \n \n \n (8.5) \n \n \n \n \n Dividends paid to non- controlling interests \n \n \n \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n (0.7) \n \n \n (0.7) \n \n \n \n \n Share-based payments \n \n \n 22 \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n 4.0 \n \n \n 4.0 \n \n \n - \n \n \n 4.0 \n \n \n \n \n Deferred tax adjustment on share-based payments reserve \n \n \n \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n 0.4 \n \n \n 0.4 \n \n \n - \n \n \n 0.4 \n \n \n \n \n Settlement of tax obligation on vested equity settled share awards \n \n \n   \n 22 \n \n \n   \n - \n \n \n   \n - \n \n \n   \n - \n \n \n   \n - \n \n \n   \n - \n \n \n   \n - \n \n \n   \n (5.4) \n \n \n   \n (5.4) \n \n \n   \n - \n \n \n   \n (5.4) \n \n \n \n \n Purchase of own shares by EBT \n \n \n \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n (3.1) \n \n \n - \n \n \n - \n \n \n (3.1) \n \n \n - \n \n \n (3.1) \n \n \n \n \n Utilisation of EBT shares for share awards \n \n \n \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n 2.9 \n \n \n - \n \n \n (2.9) \n \n \n - \n \n \n - \n \n \n - \n \n \n \n \n Purchase of ordinary shares for cancellation \n \n \n \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n (3.1) \n \n \n (3.1) \n \n \n - \n \n \n (3.1) \n \n \n \n \n As at 1 January 2025 \n \n \n 4.0 \n \n \n 830.0 \n \n \n 376.1 \n \n \n - \n \n \n (0.9) \n \n \n 2.1 \n \n \n (462.9) \n \n \n 748.4 \n \n \n (2.2) \n \n \n 746.2 \n \n \n \n \n Profit for the year \n \n \n \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n 16.4 \n \n \n 16.4 \n \n \n 0.8 \n \n \n 17.2 \n \n \n \n \n Other comprehensive loss for the year \n \n \n \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n (2.0) \n \n \n - \n \n \n (2.0) \n \n \n - \n \n \n (2.0) \n \n \n \n \n Total comprehensive loss for the year \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n (2.0) \n \n \n 16.4 \n \n \n 14.4 \n \n \n 0.8 \n \n \n 15.2 \n \n \n \n \n Dividends paid to equity holders of the parent \n \n \n \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n (9.2) \n \n \n (9.2) \n \n \n - \n \n \n (9.2) \n \n \n \n \n Dividends paid to non- controlling interests \n \n \n \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n (0.5) \n \n \n (0.5) \n \n \n \n \n Share-based payments \n \n \n \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n 1.6 \n \n \n 1.6 \n \n \n - \n \n \n 1.6 \n \n \n \n \n Deferred tax adjustment on share-based payments reserve \n \n \n \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n (0.1) \n \n \n (0.1) \n \n \n - \n \n \n (0.1) \n \n \n \n \n Settlement of tax obligation on vested equity settled share awards \n \n \n   \n 22 \n \n \n   \n - \n \n \n   \n - \n \n \n   \n - \n \n \n   \n - \n \n \n   \n - \n \n \n   \n - \n \n \n   \n (3.0) \n \n \n   \n (3.0) \n \n \n   \n - \n \n \n   \n (3.0) \n \n \n \n \n Purchase of own shares by EBT \n \n \n \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n (8.7) \n \n \n - \n \n \n - \n \n \n (8.7) \n \n \n - \n \n \n (8.7) \n \n \n \n \n Utilisation of EBT shares for share awards \n \n \n \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n 5.4 \n \n \n - \n \n \n (3.2) \n \n \n 2.2 \n \n \n - \n \n \n 2.2 \n \n \n \n \n Additional interest acquired of non-controlling interests \n \n \n \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n (2.8) \n \n \n (2.8) \n \n \n 2.8 \n \n \n - \n \n \n \n \n As at 31 December 2025 \n \n \n 4.0 \n \n \n 830.0 \n \n \n 376.1 \n \n \n - \n \n \n (4.2) \n \n \n 0.1 \n \n \n (463.2) \n \n \n 742.8 \n \n \n 0.9 \n \n \n 743.7 \n \n \n \n \n   \n Consolidated balance sheet \n For the year ended 31 December 2025 \n   \n \n \n \n \n (£m) \n \n \n Note \n \n \n 2025 \n \n \n 2024 \n \n \n \n \n ASSETS \n \n \n \n \n \n \n \n \n \n \n \n \n \n Non-current assets \n \n \n \n \n \n \n \n \n \n \n \n \n \n Property, plant and equipment \n \n \n 13 \n \n \n 1,692.1 \n \n \n 1,663.4 \n \n \n \n \n Intangible assets \n \n \n 14 \n \n \n 444.8 \n \n \n 437.4 \n \n \n \n \n Other receivables \n \n \n 18 \n \n \n 4.3 \n \n \n 4.4 \n \n \n \n \n Derivatives \n \n \n 18 \n \n \n - \n \n \n 0.4 \n \n \n \n \n Financial assets \n \n \n \n \n \n 14.4 \n \n \n 12.3 \n \n \n \n \n \n \n \n 2,155.6 \n \n \n 2,117.9 \n \n \n \n \n Current assets \n \n \n \n \n \n \n \n \n \n \n \n \n \n Financial assets \n \n \n \n \n \n - \n \n \n 2.5 \n \n \n \n \n Inventories \n \n \n \n \n \n 46.2 \n \n \n 46.6 \n \n \n \n \n Trade and other receivables \n \n \n 15 \n \n \n 136.5 \n \n \n 131.4 \n \n \n \n \n Derivatives \n \n \n 18 \n \n \n 0.2 \n \n \n 2.5 \n \n \n \n \n Cash and cash equivalents \n \n \n \n \n \n 34.7 \n \n \n 41.2 \n \n \n \n \n \n \n \n 217.6 \n \n \n 224.2 \n \n \n \n \n Non-current assets held for sale \n \n \n 16 \n \n \n 3.9 \n \n \n 1.1 \n \n \n \n \n \n \n \n 221.5 \n \n \n 225.3 \n \n \n \n \n Total assets \n \n \n 2,377.1 \n \n \n 2,343.2 \n \n \n \n \n EQUITY AND LIABILITIES \n \n \n \n \n \n \n \n \n \n \n Equity \n \n \n \n \n \n \n \n \n \n \n Share capital \n \n \n 17 \n \n \n 4.0 \n \n \n 4.0 \n \n \n \n \n Share premium \n \n \n 17 \n \n \n 830.0 \n \n \n 830.0 \n \n \n \n \n Capital reserves \n \n \n 17 \n \n \n 376.1 \n \n \n 376.1 \n \n \n \n \n Capital redemption reserve \n \n \n 17 \n \n \n - \n \n \n - \n \n \n \n \n EBT share reserves \n \n \n 17 \n \n \n (4.2) \n \n \n (0.9) \n \n \n \n \n Hedging reserve \n \n \n \n \n \n 0.1 \n \n \n 2.1 \n \n \n \n \n Retained loss \n \n \n \n \n \n (463.2) \n \n \n (462.9) \n \n \n \n \n Equity attributable to owners of the parent \n \n \n 742.8 \n \n \n 748.4 \n \n \n \n \n Non-controlling interests \n \n \n \n \n \n 0.9 \n \n \n (2.2) \n \n \n \n \n Total equity \n \n \n 743.7 \n \n \n 746.2 \n \n \n \n \n Non-current liabilities \n \n \n \n \n \n \n \n \n \n \n \n \n \n Bank borrowings \n \n \n 18 \n \n \n 364.0 \n \n \n 363.5 \n \n \n \n \n Lease liabilities \n \n \n 18 \n \n \n 841.1 \n \n \n 811.0 \n \n \n \n \n Derivatives \n \n \n 18 \n \n \n 0.2 \n \n \n - \n \n \n \n \n Deferred tax liabilities \n \n \n \n \n \n 81.3 \n \n \n 80.8 \n \n \n \n \n \n \n \n 1,286.6 \n \n \n 1,255.3 \n \n \n \n \n Current liabilities \n \n \n \n \n \n \n \n \n \n \n \n \n \n Bank borrowings \n \n \n 18 \n \n \n 3.1 \n \n \n 3.6 \n \n \n \n \n Lease liabilities \n \n \n 18 \n \n \n 107.6 \n \n \n 101.8 \n \n \n \n \n Provisions \n \n \n 20 \n \n \n 16.3 \n \n \n 14.2 \n \n \n \n \n Trade and other payables \n \n \n 21 \n \n \n 218.1 \n \n \n 214.0 \n \n \n \n \n Financial liabilities \n \n \n 19 \n \n \n 1.6 \n \n \n 8.0 \n \n \n \n \n Income tax payable \n \n \n \n \n \n 0.1 \n \n \n 0.1 \n \n \n \n \n \n \n \n 346.8 \n \n \n 341.7 \n \n \n \n \n Total liabilities \n \n \n 1,633.4 \n \n \n 1,597.0 \n \n \n \n \n Total equity and liabilities \n \n \n 2,377.1 \n \n \n 2,343.2 \n \n \n \n \n   \n These consolidated financial statements and the accompanying notes were approved for issue by the board on 4 March 2026 and signed on its behalf by: \n   \n \n \n \n \n Justin Ash \n \n \n Harbant Samra \n \n \n \n \n Chief Executive Officer \n \n \n Chief Financial Officer \n \n \n \n \n   \n Consolidated statement of cash flows \n For the year ended 31 December 2025 \n   \n \n \n \n \n (£m) \n \n \n Notes \n \n \n 2025 \n \n \n 2024 \n \n \n \n \n Cash flows from operating activities \n \n \n \n \n \n \n \n \n \n \n \n \n \n Profit before taxation \n \n \n \n \n \n 18.6 \n \n \n 38.3 \n \n \n \n \n Adjustments to reconcile profit before tax to net cash flows: \n \n \n \n \n \n \n \n \n \n \n \n \n \n Impairment of assets held for sale (adjusting items) \n \n \n 8 \n \n \n 0.5 \n \n \n - \n \n \n \n \n Movement on financial liability \n \n \n 7 \n \n \n (0.3) \n \n \n (1.6) \n \n \n \n \n Profit on disposal of property, plant and equipment \n \n \n 7 \n \n \n - \n \n \n (5.2) \n \n \n \n \n Adjusting items - other \n \n \n 10 \n \n \n 6.2 \n \n \n 1.5 \n \n \n \n \n Depreciation of property, plant and equipment \n \n \n 8 \n \n \n 68.2 \n \n \n 67.0 \n \n \n \n \n Depreciation of right-of-use assets \n \n \n 8 \n \n \n 47.3 \n \n \n 41.0 \n \n \n \n \n Amortisation of intangible assets \n \n \n 8 \n \n \n 4.1 \n \n \n 4.2 \n \n \n \n \n Finance income \n \n \n 9 \n \n \n (1.0) \n \n \n (0.7) \n \n \n \n \n Finance costs \n \n \n 9 \n \n \n 105.0 \n \n \n 99.9 \n \n \n \n \n Other income \n \n \n 7 \n \n \n (3.1) \n \n \n (5.8) \n \n \n \n \n Share-based payments expense \n \n \n 22 \n \n \n 2.1 \n \n \n 4.2 \n \n \n \n \n   \n \n \n \n \n \n 247.6 \n \n \n 242.8 \n \n \n \n \n Movements in working capital: \n \n \n \n \n \n \n \n \n \n \n \n \n \n Increase in trade and other receivables \n \n \n \n \n \n (5.1) \n \n \n (11.0) \n \n \n \n \n Decrease/(increase) in inventories \n \n \n \n \n \n 0.4 \n \n \n (2.3) \n \n \n \n \n (Decrease)/increase in trade and other payables \n \n \n \n \n \n (2.6) \n \n \n 9.0 \n \n \n \n \n Increase/(decrease) in provisions \n \n \n \n \n \n 2.1 \n \n \n (2.7) \n \n \n \n \n Cash generated from operations \n \n \n \n \n \n 242.4 \n \n \n 235.8 \n \n \n \n \n Tax paid \n \n \n \n \n \n (0.2) \n \n \n (0.1) \n \n \n \n \n Net cash from operating activities \n \n \n 242.2 \n \n \n 235.7 \n \n \n \n \n Cash flows from investing activities \n \n \n \n \n \n \n \n \n \n \n \n \n \n Receipt from financial asset \n \n \n \n \n \n 1.0 \n \n \n 0.7 \n \n \n \n \n Acquisition of a subsidiary, net of cash acquired \n \n \n \n \n \n (7.7) \n \n \n - \n \n \n \n \n Purchase of property, plant and equipment \n \n \n \n \n \n (76.3) \n \n \n (109.3) \n \n \n \n \n Purchase of intangible assets \n \n \n \n \n \n (2.2) \n \n \n (2.8) \n \n \n \n \n Interest on finance lease receivables \n \n \n \n \n \n 0.6 \n \n \n - \n \n \n \n \n Proceeds on disposal of property, plant and equipment \n \n \n \n \n \n - \n \n \n 11.7 \n \n \n \n \n Interest received on bank deposits \n \n \n \n \n \n 0.4 \n \n \n 0.7 \n \n \n \n \n Net cash used in investing activities \n \n \n (84.2) \n \n \n (99.0) \n \n \n \n \n Cash flows from financing activities \n \n \n \n \n \n \n \n \n \n \n \n \n \n Interest paid and other financing costs \n \n \n \n \n \n (23.9) \n \n \n (22.0) \n \n \n \n \n Interest on lease liabilities \n \n \n \n \n \n (81.1) \n \n \n (76.1) \n \n \n \n \n Payment of lease liabilities \n \n \n \n \n \n (35.1) \n \n \n (26.2) \n \n \n \n \n Draw down on revolving credit facility \n \n \n \n \n \n 55.0 \n \n \n 5.0 \n \n \n \n \n Repayment on revolving credit facility \n \n \n \n \n \n (55.0) \n \n \n (5.0) \n \n \n \n \n Proceeds from issue of shares by EBT \n \n \n \n \n \n 2.2 \n \n \n - \n \n \n \n \n Purchase of own shares by EBT \n \n \n \n \n \n (8.7) \n \n \n (3.1) \n \n \n \n \n Purchase of non-controlling interests \n \n \n \n \n \n (5.2) \n \n \n - \n \n \n \n \n Settlement of tax obligation on vested equity settled share awards \n \n \n 22 \n \n \n (3.0) \n \n \n (5.4) \n \n \n \n \n Dividends paid to equity holders of the parent \n \n \n \n \n \n (9.2) \n \n \n (8.5) \n \n \n \n \n Dividends paid to non-controlling interests \n \n \n \n \n \n (0.5) \n \n \n (0.7) \n \n \n \n \n Purchase of ordinary shares for cancellation \n \n \n \n \n \n - \n \n \n (3.1) \n \n \n \n \n Net cash used in financing activities \n \n \n (164.5) \n \n \n (145.1) \n \n \n \n \n Net decrease in cash and cash equivalents \n \n \n \n \n \n (6.5) \n \n \n (8.4) \n \n \n \n \n Cash and cash equivalents at 1 January \n \n \n \n \n \n 41.2 \n \n \n 49.6 \n \n \n \n \n Cash and cash equivalents at 31 December \n \n \n \n \n \n 34.7 \n \n \n 41.2 \n \n \n \n \n Adjusting items (Note 10) \n \n \n \n \n \n \n \n \n \n \n \n \n \n Adjusting items paid included in the cash flow \n \n \n \n \n \n (19.7) \n \n \n (10.4) \n \n \n \n \n Total pre-tax adjusting items \n \n \n 10 \n \n \n (27.9) \n \n \n (11.9) \n \n \n \n \n   \n Notes to the preliminary announcement \n 1. General information \n Spire Healthcare Group plc (the 'company') and its subsidiaries (collectively, the 'group') owns and operates private hospitals and clinics in the UK \n and provides a range of private healthcare services. \n The financial statements for the year ended 31 December 2025 were authorised for issue by the board of directors of the company on 4 March 2026. \n The company is a public limited company, which is listed on the London Stock Exchange, incorporated, registered and domiciled in England and \n Wales (registered number: 09084066). The address of its registered office is 3 Dorset Rise, London, EC4Y 8EN. \n 2. Basis of preparation \n The preliminary financial information for the year ended 31 December 2025 included in this report was approved by the board on 4 March 2026. The financial information set out here does not constitute the company's statutory accounts for the year ended 31 December 2025 but is derived from those accounts. Statutory accounts for 2025 will be delivered following the company's annual general meeting. The auditor has reported on those accounts; their report was unqualified and did not draw attention to any matters by way of emphasis and did not contain statements under s498 (2) or (3) of the Companies Act 2006. \n The financial information contained within this report has been prepared in accordance with UK-adopted International Accounting Standards in \n accordance with the requirements of the Companies Act 2006. \n The consolidated financial statements are presented in UK sterling and all values are rounded to the nearest million pounds (£m), except when \n otherwise indicated. \n Going concern \n The group assessed going concern risk for the period through to 30 June 2027. As at 31 December 2025, the group had cash of £34.7 m and borrowings of £365 m of which £325 m is a Senior Loan Facility (SFA) and £40 m drawn Revolving Credit Facility (RCF). The group has access to a further £60m which remains undrawn under the RCF. On 24 November 2025, the group successfully extended the term of the bank facility (both SFA and RCF) by 18 months to August 2028. The financial covenants associated with the bank facility remain materially unchanged and no modifications have been made other than to extend the term. \n The group has undertaken extensive activity to identify plausible risks that may arise and to assess the mitigating actions available, which in the first instance would include constrained levels of discretionary capital investment. Based on the current assessment of the likelihood of these risks arising by 30 June 2027, together with their assessment of the planned controllable mitigating actions being successful, the directors have concluded it is appropriate to prepare the accounts on a going concern basis. In arriving at their conclusion, the directors have also noted that, were these risks to arise in combination, it could result in a liquidity constraint or, more sensitively, a breach of financial covenants. However, the risk of this is considered remote based on available controllable mitigating factors. \n The group has also assessed, as part of its reverse stress testing, the degree of downturn in trading it could sustain before it breaches its financial covenants. This stress testing was based on flexing revenue downwards from the group's current forecast with a consistent percentage decline in variable costs and fixed costs. The base case forecast assumes a continuation of current trading performance, which is broadly in line with expectations, and assumes modest revenue growth over the going concern period, stable gross margins, and continued cost control. The downside scenarios model a range of stress events, including a decline in revenue and inflationary pressures on operating costs. These scenarios were selected to reflect plausible but severe macroeconomic and sector-specific risks. The testing allows for the benefit of mitigating actions that could be taken by management to preserve cash. This testing suggested that there would have to be at least a 25% fall in annual forecast revenue before the group breaches its financial covenant, we believe that the risk of an event giving rise to this size of reduction in revenue is remote based on current trading performance and outlook. \n It should be noted that we remain in a period of material geopolitical and macroeconomic uncertainty. The directors continue to closely monitor these risks and their plausible impact. \n On 19 September 2025, the Board commenced a formal strategic review to maximise shareholder value (the Strategic Review). On 24 January 2026, the Company announced, as part of the Strategic Review, that it was in discussion with parties (the Discussions) pursuant to Rule 2.4 of the UK Takeover Code. The deadline by which the parties must announce their intentions has been extended to 21 March 2026. There can be no certainty that a firm intention to make an offer will be made nor the terms on which any offer might be made (Rule 2.7 of the UK Takeover Code). There can be no certainty as to the outcome or the timing of the Strategic Review and given the early stages and uncertainties of the Discussions, the Directors have undertaken appropriate analysis to understand the impact of the potential implications of the Discussions. As such, the going concern assessment does not assume the successful completion of any outcome arising from the Strategic Review. \n Taking account of the above factors, the Board concluded that it remained appropriate to adopt the going concern basis of accounting in preparing the consolidated financial statements and the parent company financial statements. The Board has a reasonable expectation that the company and the group will each continue to operate as a going concern for the period to 30 June 2027. \n 3. Accounting policies \n In preparing this preliminary announcement, the same accounting policies, methods of computation and presentation have been applied as set out in the group's Annual Report and Accounts for the year ended 31 December 2025, a copy of this report will shortly be available on the company's website at www.spirehealthcare.com. \n   \n Notes to the preliminary announcement continued \n 3. Accounting policies continued \n Changes in accounting policy - new standards, interpretations and amendments applied \n The following amendments to existing standards were effective for the group from 1 January 2025. These amendments have not had a material impact. \n   \n \n \n \n \n \n \n \n Effective date* \n \n \n \n \n Amendments to IAS 21 - Lack of Exchangeability \n \n \n 1 January 2025 \n \n \n \n \n *   The effective dates stated above are those given in the original IASB/IFRIC standards and interpretations that are consistent with the endorsement process for use in the UK. \n   \n Changes in accounting policy - new standards, interpretations and amendments in issue, but not yet effective \n As at date of approval of the group financial statements, the following new and amended standards, interpretations and amendments in issue are \n applicable to the group but not yet effective and thus, have not been applied by the group: \n   \n \n \n \n \n \n \n \n Effective date* \n \n \n \n \n Amendments to IFRS 9 and IFRS 7 - Amendments to the classification and measurement of financial instruments \n \n \n 1 January 2026 \n \n \n \n \n IFRS 18 - Presentation and disclosure in financial statements \n \n \n 1 January 2027 \n \n \n \n \n IFRS 19 - Subsidiaries without Public Accountability: Disclosures \n \n \n 1 January 2027 \n \n \n \n \n *   The effective dates stated above are those given in the original IASB/IFRIC standards and interpretations. As the group prepares its financial statements in accordance with IFRS as issued \n by the IASB as endorsed by the UK, the application of new standards and interpretations will result in an effective date subject to that agreed by the UK Endorsement process. \n   \n We are in the process of assessing the impact of the above on the financial statements. \n 4. Critical accounting judgements and estimates \n In the application of the group's accounting policies, the directors are required to make judgements and estimates about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates. \n In preparing this preliminary announcement, the significant judgements and estimates made by management in applying the group's accounting policies and key sources of estimation uncertainty were the same as those applied to the consolidated financial statements for the year ended 31 December 2025. \n 5.                 Revenue \n All revenue is attributable to, and all non-current assets are located in, the United Kingdom. \n Revenue by location (inpatient, day case or out-patient) and wider customer (payor) group is shown below: \n   \n \n \n \n \n \n \n \n \n \n \n 2025 \n \n \n \n \n \n \n \n \n 2024 \n \n \n \n \n \n \n \n (£m) \n \n \n Hospitals Business \n \n \n Primary Care \n \n \n Total \n \n \n Hospitals Business \n \n \n Primary Care \n \n \n Total \n \n \n \n \n Inpatient \n \n \n 563.7 \n \n \n - \n \n \n 563.7 \n \n \n 548.0 \n \n \n - \n \n \n 548.0 \n \n \n \n \n Day case \n \n \n 456.3 \n \n \n 1.4 \n \n \n 457.7 \n \n \n 426.6 \n \n \n 0.6 \n \n \n 427.2 \n \n \n \n \n Out- patient \n \n \n 398.0 \n \n \n 131.4 \n \n \n 529.4 \n \n \n 388.1 \n \n \n 120.2 \n \n \n 508.3 \n \n \n \n \n Other* \n \n \n 28.1 \n \n \n 0.9 \n \n \n 29.0 \n \n \n 27.5 \n \n \n 0.2 \n \n \n 27.7 \n \n \n \n \n Total revenue \n \n \n 1,446.1 \n \n \n 133.7 \n \n \n 1,579.8 \n \n \n 1,390.2 \n \n \n 121.0 \n \n \n 1,511.2 \n \n \n \n \n   \n Insured \n \n \n   \n 681.5 \n \n \n   \n 2.8 \n \n \n   \n 684.3 \n \n \n   \n 662.4 \n \n \n   \n 1.6 \n \n \n   \n 664.0 \n \n \n \n \n Self- pay \n \n \n 328.6 \n \n \n 8.5 \n \n \n 337.1 \n \n \n 332.9 \n \n \n 8.0 \n \n \n 340.9 \n \n \n \n \n NHS \n \n \n 407.9 \n \n \n 87.6 \n \n \n 495.5 \n \n \n 367.4 \n \n \n 80.8 \n \n \n 448.2 \n \n \n \n \n Other* \n \n \n 28.1 \n \n \n 34.8 \n \n \n 62.9 \n \n \n 27.5 \n \n \n 30.6 \n \n \n 58.1 \n \n \n \n \n Total revenue \n \n \n 1,446.1 \n \n \n 133.7 \n \n \n 1,579.8 \n \n \n 1,390.2 \n \n \n 121.0 \n \n \n 1,511.2 \n \n \n \n \n *   Other revenue includes fees paid t...

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