Niox announces results of share tender offer worth up to £12.5 million
Key Facts
Niox Group posted an announcement on the results of its share tender offer on the morning of 22 October 2026, after shareholders approved the repurchase of up to £12.5 million of shares, as part of its policy of returning capital to shareholders. The company's official investor centre listed the announcement at 07:00 under the title "Results of Tender Offer, Related Party Transaction and Total Voting Rights". The announcement followed shareholder approval of the buyback resolution on 21 October 2026 by a majority of 99.17%, according to an EL7 report on the vote. In its half-year results announcement, the company set the offer price at 80 pence a share under the terms of the repurchase from shareholders. The price represented a 22.0% premium to the closing mid-market price of 65.6 pence a share on 28 September 2026, according to Investing.com. The results announcement thus followed shareholder approval of the transaction's maximum size and the setting of a purchase price at a premium to the pre-offer market reference price.
The share buyback coincided with a decline in the group's revenue and adjusted earnings in the first half of 2026, according to Niox's half-year results report. Revenue totalled £24.0 million, compared with £25.2 million in the first half of 2025, while adjusted earnings before interest, tax, depreciation and amortisation fell to £8.3 million from £9.2 million in the comparable period. The group's gross margin, however, rose to 71%, compared with 70% in the first half of the previous year. The clinical business recorded revenue of £20.6 million in the first half of 2026, compared with £20.0 million in the same period of 2025. Niox said revenue from this business was broadly flat at constant exchange rates, despite the increase in its reported sterling value. The decline in overall revenue and adjusted earnings was therefore accompanied by an improvement in gross margin and an increase in reported clinical revenue over the same period.
The capital return is underpinned by a policy that Niox said in its half-year report targets returning "80% of free cash flow" to shareholders over the medium term. In outlining its capital allocation policy, the company linked its estimate of cumulative returns to full take-up of the tender offer. It said full take-up would bring total returns to shareholders over the four years preceding the offer's announcement to around £60 million. Before the offer, its cash balance stood at £17.4 million on 31 August 2026, according to figures disclosed in the same report. The company confirmed that it remained debt-free at that date, its financial position before execution of the tender offer to shareholders.
On cash flow, Niox reported cash generated from operations of £3.9 million in the first half of 2026. The company compared this with cash generated from operations of £7.0 million in the first half of 2025. It attributed the decline primarily to a build-up of Niox Pro inventory as it prepared for additional product approvals. In its cash balance forecast, the company assumed full take-up of the tender offer and also factored in higher inventory ahead of those additional approvals. Based on these two assumptions, Niox forecast in its half-year report a cash balance of around £9.0 million on 31 December 2026.