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DPC Holdings (DPC) lifts Q2 2026 revenue 34% but books larger loss

(High)
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Form Type
8-K

Rhea-AI Filing Summary

DPC Holdings PLC reported record Q2 2026 revenue of $268.7 million, up 34% year over year, led by strong Aerospace and IGT demand and above-market growth in Engine Products across Europe and North America. For the first half, revenue reached $505.3 million, up 30% from 2025.

Q2 adjusted EBITDA was $47.8 million, up 33%, with an adjusted EBITDA margin of 17.8%, broadly in line with last year despite metal cost pass-through and higher corporate costs. Engine Products segments delivered double‑digit revenue growth and margin expansion, while Turbo Wheels saw margin compression and lower profitability.

GAAP results were weaker: Q2 net loss was $131.1 million, compared with a $49.4 million loss a year earlier, driven largely by a $129.5 million long‑term management incentive expense, share‑based compensation and IPO‑related costs. However, adjusted net income turned positive to $5.6 million (EPS $0.05) versus an adjusted loss. Free cash flow was negative at $(36.5) million in Q2 on higher working capital and capex. The balance sheet strengthened markedly, with adjusted net cash of $273.7 million at June 28, 2026 and transaction‑adjusted net cash of $118.2 million after IPO‑related items. Management issued full‑year 2026 guidance for revenue of $1.0–$1.04 billion and adjusted EBITDA of $182–$187 million.

Positive

  • Revenue grew 34% in Q2 2026 to $268.7 million and 30% in the first half to $505.3 million, reflecting strong demand in Aerospace and IGT end markets.
  • Q2 adjusted EBITDA rose 33% to $47.8 million with a stable 17.8% margin, showing operating leverage despite cost headwinds.
  • Q2 adjusted net income improved to $5.6 million (EPS $0.05), a swing from an adjusted loss of $10.8 million a year earlier.
  • Leverage improved significantly, with adjusted net cash of $273.7 million at June 28, 2026 and transaction‑adjusted net cash of $118.2 million, versus prior period net debt.
  • Management introduced full‑year 2026 guidance of $1,000–$1,040 million revenue and $182–$187 million adjusted EBITDA, framing expectations for continued growth.

Negative

  • Q2 2026 GAAP net loss widened to $131.1 million from $49.4 million, a 165% deterioration driven by large incentive and IPO‑related charges.
  • Q2 free cash flow was $(36.5) million, down from $(6.6) million, and six‑month free cash flow was $(53.8) million versus a positive $11.0 million in 2025.
  • The Turbo Wheels segment saw segment adjusted EBITDA fall 55.6% in Q2 to $1.6 million, with margin dropping from 7.6% to 3.3% amid losses at a business held for sale.
  • Net cash (used in) operating activities was $(34.0) million for the first half of 2026, compared with $21.5 million provided in the prior‑year period.

Filing Explained

The June 28 balance sheet shows 149,393,016 shares outstanding; the post-close adjusted net-cash figure is not period-end cash.

This Form 8-K reports DPC Holdings’ results for the quarter ended June 28, 2026, the material-event category covered by Item 2.02. It also records the IPO-era capital structure: 149,393,016 ordinary shares were outstanding at quarter-end versus 112,936,824 at December 31, 2025, while transaction-adjusted net cash is presented on a post-close basis.

The larger common-share base reduces existing holders’ percentage ownership absent offsetting changes. The filing reports net IPO proceeds and identifies private-placement net proceeds in the post-close reconciliation, but it does not give a transaction-by-transaction share issuance breakdown.

The reported balance-sheet measure was adjusted net cash at quarter end. The separate transaction-adjusted figure includes a management-incentive-plan liability and the private-placement proceeds; the company says those related fund flows had not completed as of the quarter-end date.

The line item to track is the post-June 28, 2026 settlement of the management-incentive-plan liability and private-placement flows, because it determines how the post-close capital structure compares with the quarter-end balance sheet.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Q2 2026 Revenue $268.7 million Three months ended June 28, 2026; up 34% year over year
Q2 2026 Adjusted EBITDA $47.8 million Three months ended June 28, 2026; 17.8% adjusted EBITDA margin
Q2 2026 GAAP Net Loss $131.1 million Three months ended June 28, 2026; compared with $49.4 million loss in 2025
Q2 2026 Adjusted Net Income $5.6 million Three months ended June 28, 2026; versus adjusted net loss of $10.8 million prior year
Q2 2026 Free Cash Flow $(36.5) million Three months ended June 28, 2026; down from $(6.6) million in 2025
Adjusted Net Cash $273.7 million As of June 28, 2026; versus $(524.6) million adjusted net debt at December 31, 2025
2026 Revenue Guidance $1,000m–$1,040m Full year 2026 outlook provided by management
2026 Adjusted EBITDA Guidance $182m–$187m Full year 2026 adjusted EBITDA guidance range
Adjusted EBITDA financial
"Adjusted EBITDA in the quarter grew 33% compared to the prior year’s quarter"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
free cash flow financial
"Free cash flow is a non-GAAP financial measure that we define as net cash"
Free cash flow is the amount of money a company has left over after paying all its expenses and investing in its business, like buying equipment or updating facilities. It shows how much cash is available to reward shareholders, pay down debt, or save for future growth. This helps investors understand if a company is financially healthy and able to grow.
Shareholder PIK Loan financial
"the payment-in-kind loan facility with a syndicate of financial institutions (the “Shareholder PIK Loan”)"
strategic customer partnerships financial
"expected to deliver more than $200 million of incremental annual revenue at an accretive margin, with customer-funded investment and volume commitments"
disposal group held for sale financial
"Reversal of write down of disposal group held for sale"
Revenue $268.7 million (Q2); $505.3 million (six months) +34% Q2; +30% six months vs 2025
Adjusted EBITDA $47.8 million (Q2); $87.9 million (six months) +33% Q2; +35% six months vs 2025
GAAP Net Loss $(131.1) million (Q2); $(178.5) million (six months) (165%) Q2; (74%) six months vs 2025, per company table
Adjusted EPS $0.05 (Q2); $0.15 (six months) from $(0.10) Q2; $(0.16) six months in 2025
Guidance

Full-year 2026 guidance: revenue $1,000m–$1,040m and adjusted EBITDA $182m–$187m.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

How did DPC (DPC) perform financially in Q2 2026?

DPC reported Q2 2026 revenue of $268.7 million, up 34% year over year, and adjusted EBITDA of $47.8 million, up 33%. However, GAAP net loss widened to $131.1 million, mainly due to incentive plan, share‑based compensation and IPO‑related expenses.

What full-year 2026 guidance did DPC (DPC) provide?

DPC issued 2026 revenue guidance of $1,000–$1,040 million and adjusted EBITDA guidance of $182–$187 million. This outlook assumes continued growth in Aerospace and IGT markets and ongoing margin improvement from operating leverage, pricing and strategic customer partnerships.

Why did DPC (DPC) show a large GAAP net loss despite higher revenue?

The Q2 GAAP net loss of $131.1 million reflects significant non‑operating items, including a $129.5 million long‑term management incentive plan expense, $19.9 million share‑based compensation, and IPO‑related and other adjustments, which offset improved underlying operating performance.

How strong is DPC’s (DPC) balance sheet after the IPO?

At June 28, 2026, DPC reported adjusted net cash of $273.7 million and transaction‑adjusted net cash of $118.2 million, compared with prior net debt. IPO proceeds and debt refinancings reduced leverage and increased cash and cash equivalents to $846.4 million.

Which DPC (DPC) segments drove growth in Q2 2026?

Growth was led by Engine Products. Europe revenue rose 48.7% with segment adjusted EBITDA margin up to 24.2%, while North America gross segment revenue increased 29.0% and margin improved to 22.6% due to capacity investments and operating leverage.

What happened to DPC’s (DPC) free cash flow in the first half of 2026?

Free cash flow declined to $(53.8) million for the first six months of 2026 from $11.0 million a year earlier. The drop reflects higher working capital to support growth and $19.8 million of capital expenditures for capacity expansion and strategic projects.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

 

 

FORM 8-K

 

 

 

CURRENT REPORT 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 

Date of Report (Date of earliest event reported):

August 11, 2026

 

 

 

DPC Holdings PLC

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Jersey 001-43367 Not Applicable
(State or Other Jurisdiction
of Incorporation)
(Commission File Number) (IRS Employer
Identification No.)

 

2nd Floor, Donington Court, Pegasus Business Park,    
Herald Way, Derby, United Kingdom   DE742UZ
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s Telephone Number, Including Area Code: +44(0)115 663 0139

(Former Name or Former Address, if Changed Since Last Report)

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading
Symbol(s)
  Name of each exchange on which registered
Common stock, par value $0.01 per share   DPC   New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

 

Emerging growth company x

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

 

Item 2.02. Results of Operations and Financial Results.

 

The following information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

On August 11, 2026, DPC Holdings PLC (the “Company”) issued a press release providing financial results for the second quarter ended June 28, 2026.

 

The press release, attached as an exhibit to this report, includes "safe harbor" language pursuant to the Private Securities Litigation Reform Act of 1995, as amended, indicating that certain statements contained in the press release are "forward-looking" rather than historic. The press release also states that these and other risks relating to the Company are set forth in the documents filed by the Company with the Securities and Exchange Commission.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit

Number

    Description
99.1     Press release issued by DPC Holdings PLC on August 11, 2026
104     Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: August 11, 2026

/s/ Helen Barrett-Hague

  Helen Barrett-Hague
  Chief Legal and Corporate Affairs Officer 

 

 

 

 

Exhibit 99.1

 

 August 11, 2026

 

DPC Holdings Reports Strong Second Quarter 2026 Results
Record Revenue and Adjusted EBITDA

Initiates Full Year 2026 Guidance

 

Second Quarter 2026 GAAP Financial Results

 

·Revenue of $269 million, up 34% year over year.

·Strong year-over-year growth of 39% in Engine Products, up 49% in Europe and 29% in North America, reflecting above market growth within Aero and IGT.

·Net loss of ($131) million, versus ($49) million in second quarter of 2025, largely due to the Management Incentive Plan accrual, IPO expenses and award of a new incentive share scheme.

·Earnings per share of ($1.14) versus ($0.44) in the second quarter of 2025.

 

Second Quarter 2026 Adjusted Financial Results

 

·Adjusted EBITDA of $48 million, up 33% year over year.

·Adjusted EBITDA margin of 17.8%.

·

Segment adjusted EBITDA growth of 53% in Engine Products, up 54% in Europe and 52% in North America, due to higher volumes and value-based pricing.

·

Segment adjusted EBITDA margin for Engine Products grew 210bps to 23.5%.

·

Adjusted net income of $6 million versus a net loss of ($11) million in second quarter of 2025.

·Adjusted earnings per share of $0.05 versus ($0.10) in the second quarter of 2025.

 

Key Announcements

 

·IPO and private placement proceeds repaid the Shareholder PIK Loan and ABL revolving credit facility during the quarter, resulting in an unleveraged balance sheet. Post quarter end, we have also repaid the majority of the term loan and all of the MIP with beneficiaries reinvesting and purchasing DPC Holdings stock.

·Fourth Strategic Customer Partnership signed with Aero OEM underpinning investment into a new superalloy facility in Alabama.

·Moody’s Ratings upgraded DPC Holdings credit rating to Ba2 with positive outlook on July, 28, 2026.

 

Summary Financial Results

 

   Three months ended   Six months ended 
   June 28,   June 29,       June 28,   June 29,     
(in $ millions, per share amounts in $)  2026   2025   Change   2026   2025   Change 
Revenue   269    201    +34%    505    389    +30%
GAAP measures                              
Net income/(loss)   (131)   (49)   (165)%   (179)   (103)   (74)%
Net income /(loss) margin   (48.8)%   (24.6)%   (2420)bps   (35.3)%   (26.3)%   (900)bps
Earnings per share   (1.14)   (0.44)   (0.70)   (1.57)   (0.91)   (0.66)
Adjusted (Non GAAP) measures(1)                              
Adjusted EBITDA   48    36    +33%    88    65    +35%
Adjusted EBITDA margin   17.8%   17.9%(2)   (10)bps   17.4%   16.7%   +70bps
Adjusted net income/(loss)   6    (11)   +152%    17    (18)   +195%
Adjusted earnings per share   0.05    (0.10)   +0.15    0.15    (0.16)   +0.31 

 

(1)For more information see “Non-GAAP Financial Measures” later in this release.
(2)The margin in second quarter 2025 benefited from price increases that were backdated to the start of the financial year.

 

 

 

 

ST HELIER, Jersey, August 11 2026 - DPC Holdings PLC (NYSE: DPC) (‘Doncasters’, ‘the Company’) reported financial results for the second quarter 2026. Doncasters reported record second quarter 2026 revenue of $269 million, up 34% year over year, driven by growth in the Aerospace and IGT end markets of 47% and 42% respectively. Within Engine Products, above market growth, product portfolio gains and metal cost inflation pass-through to customers led to combined revenue growth of 39% with 49% and 29% in Europe and North America respectively.

 

Adjusted EBITDA in the quarter grew 33% compared to the prior year’s quarter, with 53% growth from Engine Products, up 54% in Europe and 52% in North America. The adjusted EBITDA margin of 17.8% was broadly in-line with the prior year’s second quarter despite the impact of metal cost inflation pass-through which diluted the margin by 60 bps, higher corporate costs and increased loss from business held for sale. The segment adjusted EBITDA margin for Engine Products grew 210bps year over year to 23.5%, reflecting operating leverage from higher volumes and execution of value-based pricing.

 

Adjusted net income was $6 million, an improvement from the ($11) million loss of the prior year quarter due to improved profitability with adjusted earnings per share of $0.05 versus the prior year loss of ($0.10).

 

We had an adjusted net cash position of $274 million at June 28, 2026 (cash and cash equivalents of $846 million less borrowings of $573 million). Transaction adjusted net cash of $118 million reflects the inclusion of all the net proceeds of our IPO, greenshoe and private placements. Working capital increased due to ongoing investment to support growth and higher metal cost inflation pass-through. Investment continued in our operations to accommodate increased customer capacity requirements and our strategic customer partnerships.

 

Doncasters’ Chief Executive Officer Mike Quinn said, ‘Doncasters’ continues to deliver strong growth with record levels of revenue, adjusted EBITDA and ongoing adjusted EBITDA margin progression. We are transforming Doncasters from a supplier of individual components into a trusted strategic partner for our customers, evidenced by a growing portfolio of differentiated strategic customer partnerships. During the second quarter we signed a new partnership with an Aero OEM which included volume commitments to support the building of a new superalloy greenfield facility in Alabama. We now have four partnerships with Aero and IGT OEMs, which are expected to deliver more than $200 million of incremental annual revenue at an accretive margin, with customer-funded investment and volume commitments.

 

Full Year 2026 Outlook

 

Looking forwards, we expect ongoing end market growth supported by strong structural long-term growth drivers and significant supply backlogs in our two major end markets of Aerospace and IGT. In Aerospace we expect rising global air travel, fuel efficiency prioritization, lagging aircraft deliveries, and aging fleets to drive multi-year demand for our engine components and other structural castings. In IGT, we expect increasing global electricity demand together with the need for grid reliability and energy security to drive the demand for gas turbines to support growing power needs.

 

Our growth rate continues to exceed the market as we deliver material value creation through our specialist manufacturing capabilities and strong customer focus, which are driving larger portfolio-level awards, extended contracts with improved commercial terms and our strategic customer partnerships. We are also delivering margin improvement through operating leverage on higher volumes, improved operational execution and pricing. We believe that DPC Holdings is well positioned to deliver profitable growth and significant long-term value creation.

 

Full Year 2026 Guidance

 

(in $ millions, per share amounts in $)  Guidance range
Revenue(1)  $1,000m - $1,040m
Adjusted EBITDA(2)  $182m - $187m

 

(1)Including metal cost price inflation pass-through.
(2)The Company has not reconciled its full-year 2026 guidance related to Adjusted EBITDA to its most directly comparable forward looking GAAP financial measure because such information is not available, and management cannot reliably predict all of the necessary components of such GAAP measure without unreasonable effort or expense.

 

Conference Call and Webcast

 

DPC Holdings will hold a conference call at 10:00 a.m. Eastern time on August 11, 2026 to discuss matters relating to this press release. This will be led by Chief Executive Officer, Mike Quinn, and Chief Financial Officer, David Egan. The call will be webcast via www.ir.doncasters.com. To participate, please register on https://events.q4inc.com/attendee/575045483.

 

A webcast replay will be available on the News and Events page of our investor relations website following the webcast.

 

2

 

 

Segment Performance

 

Engine Products - Europe

 

    Three months ended  Six months ended 
(in $ millions)  June 28,
2026  
   June 29,
2025
   June 28,
2026  
   June 29,
2025
 
Third-party revenue   123.3    82.9    226.9    162.7 
Inter-segment sales   -    -    -    - 
Gross segment revenue   123.3    82.9    226.9    162.7 
Adjusted cost of sales(1)   (85.7)   (56.7)   (156.7)   (115.1)
Adjusted selling, general and administrative expenses(1)   (4.4)   (4.3)   (10.3)   (7.8)
Other segment items(2)   (3.4)   (2.5)   (6.9)   (5.5)
Segment adjusted EBITDA(3)   29.8    19.4    53.0    34.3 
Segment adjusted EBITDA margin(3)   24.2%   23.4%   23.4%   21.1%

 

(1)Cost of sales and selling, general and administrative expenses have been adjusted to exclude depreciation and amortization, restructure and other reorganization costs, claims, settlements and litigation costs, and the long-term management incentive plan. The adjusted cost of sales includes adjustments for inter-segment sales.
(2)Other segment items including research and development costs, and corporate expenses recharges.
(3)Segment adjusted EBITDA margin is the quotient of Segment adjusted EBITDA divided by Gross segment revenue. Segment adjusted EBITDA margin is calculated based on the exact segment adjusted EBITDA and gross segment revenue and therefore may not calculate the same based off the rounded figures presented above.

 

Gross segment revenue for the Engine Products - Europe segment increased $40.4 million, or 48.7%, in the three months ended June 28, 2026 compared to the three months ended June 29, 2025, and increased $64.2 million, or 39.5%, in the six months ended June 28, 2026, compared to the six months ended June 29, 2025, in each case, primarily due to output increase linked to the strong end market, including OEM build rates. Adjusted cost of sales in both the three and six months ended June 28, 2026, increased broadly in proportion to the increase in revenue compared to the three and six months ended June 29, 2025.

 

The increase in sales has dropped through to segment adjusted EBITDA at 25.7% in the second quarter of 2026, and 29.1% in the six months ended June 28, 2026. This resulted in an increase in segment adjusted EBITDA margin of 80 basis points in the second quarter 2026 compared to the second quarter 2025, and an increase of 230 basis points in the six months ended June 28, 2026 compared to the six months ended June 29, 2025.

 

Capital expenditure is expected to remain elevated, with additional investments in capacity expansions to accommodate increased customer demand and delivery of two IGT Strategic Customer Partnerships.

 

Engine Products - North America

 

    Three months ended   Six months ended  
(in $ millions)   June 28,
2026
    June 29,
2025
    June 28,
2026
    June 29,
2025
 
Third-party revenue     97.4       70.9       184.8       132.0  
Inter-segment sales     0.0       4.6       (0.2 )     9.4  
Gross segment revenue     97.4       75.5       184.6       141.4  
Adjusted cost of sales(1)     (68.3 )     (54.7 )     (128.5 )     (101.6 )
Adjusted selling, general and administrative expenses(1)     (2.7 )     (3.3 )     (6.5 )     (6.0 )
Other segment items(2)     (4.4 )     (3.0 )     (7.7 )     (6.3 )
Segment adjusted EBITDA(3)     22.0       14.5       41.9       27.5  
Segment adjusted EBITDA margin(3)     22.6 %     19.2 %     22.7 %     19.4 %

 

(1)Cost of sales and selling, general and administrative expenses have been adjusted to exclude depreciation and amortization, restructure and other reorganization costs, claims, settlements and litigation costs, and the long-term management incentive plan. The adjusted cost of sales includes adjustments for inter-segment sales.

 

3

 

 

(2)Other segment items including research and development costs, and corporate expenses recharges.

(3)Segment adjusted EBITDA margin is the quotient of Segment adjusted EBITDA divided by Gross segment revenue. Segment adjusted EBITDA margin is calculated based on the exact segment adjusted EBITDA and gross segment revenue and therefore may not calculate the same based off the rounded figures presented above.

 

Gross segment revenue for the Engine Products - North America segment increased $21.9 million, or 29.0%, in the second quarter of 2026 compared to the second quarter of 2025, and increased $43.2 million, or 30.6%, in the six months ended June 28, 2026 compared to the six months ended June 28, 2025, in each case, primarily attributable to increased output following investments in capacity increases. Our facility in Groton, CT, is benefiting from the installation of new capital equipment as production continues to ramp up. Adjusted cost of sales for Engine Products – North America in both the three and six months ended June 28, 2026, increased at a lower rate than the increase in revenue compared to the three and six months ended June 29, 2025 reflecting the operational leverage impact of the revenue increase.

 

The increase in sales has dropped through to segment adjusted EBITDA at 28.3% in the second quarter of 2026, and 27.3% in the six months ended June 28, 2026. This resulted in an increase in segment adjusted EBITDA margin of 340 basis points in the second quarter 2026 compared to the second quarter 2025, and an increase of 330 basis points in the six months ended June 28, 2026 compared to the six months ended June 28, 2025.

 

Segment adjusted EBITDA was $22.0 million, up 51.7% year over year, driven by operating leverage from volume growth and value-based pricing.

 

Capital expenditure is expected to remain elevated, with additional investments in capacity expansions to support market growth and our two Aero Strategic Customer Partnerships including the building of a greenfield superalloy facility in Alabama.

 

Turbo Wheels

 

    Three months ended  Six months ended 
(in $ millions)  June 28,
2026  
   June 29,
2025
   June 28,
2026  
   June 29,
2025
 
Third-party revenue   48.0    47.1    93.6    94.3 
Inter-segment sales   0.1    -    0.1    - 
Gross segment revenue   48.1    47.1    93.7    94.3 
Adjusted cost of sales(1)   (40.9)   (38.9)   (79.0)   (79.1)
Adjusted selling, general and administrative expenses(1)   (4.7)   (4.2)   (9.4)   (7.6)
Other segment items(2)   (0.9)   (0.4)   (2.0)   (0.9)
Segment adjusted EBITDA(3)   1.6    3.6    3.3    6.7 
Segment adjusted EBITDA margin(3)   3.3%   7.6%   3.5%   7.1%

 

(1)Cost of sales and selling, general and administrative expenses have been adjusted to exclude depreciation and amortization, restructure and other reorganization costs, claims, settlements and litigation costs, and the long-term management incentive plan. The adjusted cost of sales includes adjustments for inter-segment sales.

(2)Other segment items including research and development costs, and corporate expenses recharges.

(3)Segment adjusted EBITDA margin is the quotient of Segment adjusted EBITDA divided by Gross segment revenue. Segment adjusted EBITDA margin is calculated based on the exact segment adjusted EBITDA and gross segment revenue and therefore may not calculate the same based off the rounded figures presented above.

 

Gross segment revenue for the Turbo Wheels segment increased $1.0 million, or 2.1%, in the three months ended June 28, 2026 compared to the three months ended June 29, 2025, and decreased $0.6 million or 0.6% in the six months ended June 28, 2026 compared to the six months ended June 29, 2025, largely due to lower revenue from Ivostud (business held for sale). Excluding Ivostud, revenue grew 8% in the three months ended June 28, 2026 and 5% in the six months ended June 28, 2026, with market share gain in a flat market and favorable mix changes.

 

Segment adjusted EBITDA decreased $2.0 million, or 55.6%, in the three months ended June 28, 2026 compared to the three months ended June 29, 2025, and decreased $3.4 million, or 50.7% in the six months ended June 28, 2026 compared to the six months ended June 29, 2025, primarily due to a loss at Ivostud of $1.4 million and $1.3 million respectively.

 

Segment adjusted EBITDA margin decreased approximately 430 basis points in the second quarter of 2026 compared to the second quarter of 2025 and decreased approximately 360 basis points in the six months to June 28, 2026 compared to the six months ended June 29, 2025. Excluding Ivostud, segment adjusted EBITDA margin was 8.0% in the three months ended June 28, 2026, a decrease of approximately 310 basis points compared to the second quarter of 2025.

 

4

 

 

The following table reconciles Total Segment Adjusted EBITDA to Net Loss for the periods presented.

 

  Three months ended   Six months ended  
(in $ millions)   June 28,
2026
    June 29,
2025
    June 28,
2026
    June 29,
2025
 
Segment adjusted EBITDA     53.4       37.5       98.2       68.5  
Unallocated corporate expenses     (5.6 )     (1.5 )     (10.3 )     (3.5 )
One-time costs related to the IPO     (9.1 )     (0.1 )     (16.6 )     (0.3 )
Long-term management incentive plan     (129.5 )     (22.8 )     (142.9 )     (43.5 )
IT development project & others     (2.1 )     (1.1 )     (2.1 )     (1.9 )
Share-based compensation     (19.9 )     -       (19.9 )     -  
Foreign currency gain, net     8.8       12.9       6.6       20.9  
Reversal of write down of disposal group held for sale     -       3.1       -       3.1  
Site closure and refinancing costs     0.1       (1.4 )     -       (1.4 )
Loss on disposal     (0.1 )     -       -       -  
Claims, settlements and litigation costs     -       1.7       -       1.7  
Interest expense(1)     (33.2 )     (55.4 )     (86.2 )     (107.5 )
Interest income     0.2       0.2       0.5       0.3  
Depreciation and amortization     (7.4 )     (6.5 )     (14.8 )     (13.6 )
Income tax credit/(expense)     13.3       (16.0 )     9.0       (25.3 )
Net loss     (131.1 )     (49.4 )     (178.5 )     (102.5 )

 

(1)Interest expense includes Shareholder PIK Loan interest of $13.6 million and $34.6 million for the three months ended June 28, 2026 and June 29, 2025, respectively, and $53.6 million and $70.6 million for the six months ended June 28, 2026 and June 29, 2025, respectively.

 

5

 

 

About DPC Holdings

 

DPC Holdings (“Doncasters”) is a leading independent manufacturer of complex, highly engineered precision cast components and nickel- and cobalt-based superalloys primarily serving the high growth Aerospace and IGT end markets. We primarily manufacture products that operate across some of the most in-demand aeroengine and gas turbine platforms, and through decades of operations, we have developed deep engineering expertise, technical know- how, and a collaborative, customer-centric culture that provides solutions to our OEM customers’ most complex casting challenges. Doncasters operates 14 advanced manufacturing facilities across North America, Europe, the United Kingdom and Asia, serving a broad blue-chip client base worldwide and maintaining a leading position in specialist manufacturing and casting of superalloys.

 

Forward-Looking Statements

 

This press release contains forward-looking statements. Many statements included in this press release that are not statements of historical fact, including statements about our beliefs and expectations, are forward-looking statements. Forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified. In some cases, you can identify forward-looking statements by terminology such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “objective,” “ongoing,” “plan,” “predict,” “project,” “potential,” “should,” “will,” “would,” or the negative of these terms or other comparable terminology. Forward-looking statements include, but are not limited to, statements about: the projected and/or anticipated future financial performance of the Company and our specific businesses, including as delineated in our forward-looking guidance (including, without limitation revenue, revenue growth rates and drivers, capital expenditures, metal pricing; earnings per share, and EBITDA); our market opportunity and the potential growth of the market; our strategy, outcomes, and growth prospects; trends in our industry and end markets; the competitive environment in which we operate; potential new products and product innovation; our expectations regarding future events, growth, growth drivers, expansion or performance, including demand for our products and third-party relationships; historical results that may suggest trends for our business; expectations of retaining and/or attracting new customers; expectations of beliefs regarding future events; and assumptions underlying any of the items mentioned herein. We caution you that the foregoing list may not contain all of the forward-looking statements made in this press release.

 

Some of the factors that could cause actual results to differ materially from those expressed or implied by the forward- looking statements include: our failure to manage our growth effectively and our ability to achieve and maintain profitability; our ability to grow revenue and expand our market share across the Aerospace, IGT, and Transportation end markets; our ability to convert our firm order backlog into revenue at anticipated build rates, and the risk that customer program delays, design changes, or cancellations could result in orders not being converted at the times or volumes we currently expect; our ability to deliver incremental annual revenue in excess of projections from our signed strategic customer partnerships when operating at full run rate; our ability to expand and deepen our strategic customer partnerships with leading Aerospace and IGT OEMs, including the ability to secure additional partnerships beyond those already signed; our ability to renew, renegotiate, and maintain our long-term agreements with key customers on commercially acceptable terms as such agreements approach expiration; our ability to expand our capacity and bring new manufacturing capabilities online on time and on budget, including through capital investments funded in part by our OEM customers; our ability to achieve and sustain margin expansion through operating leverage, value-based pricing, and operational efficiency initiatives, and to approach the margins of our larger industry peers over time; our expectation that volume growth will generate operating leverage and that incremental revenue will convert to earnings at margin-accretive rates; our ability to grow aftermarket revenue in both our Aerospace and IGT end markets as the installed base of engines and turbines we serve expands; our ability to obtain, maintain, protect and enforce our intellectual property and similar proprietary rights; our ability to prevent system failures, cyberattacks, and security breaches that may threaten the integrity of our intellectual property, networks, products and other sensitive information, disrupt our business operations, and result in reputational harm and other negative consequences; our expectation that our Turbo Wheels business will continue to serve as a significant source of cash generation to fund investment across our Aerospace and IGT platforms; our ability to generate sufficient cash flow to fund continued organic investment and to pursue disciplined acquisitions that accelerate our strategy; our ability to identify, consummate, and successfully integrate potential acquisitions; our expectations regarding the growth of the Aerospace and IGT end markets and the demand super cycles we believe are driving those markets; our expectations regarding OEM production rates, aircraft delivery volumes, and electricity demand growth and their effect on demand for our products; our ability to attract, develop, and retain key management, engineering, and skilled manufacturing personnel necessary to execute our growth strategy and capacity expansion program; our ability to service and manage our indebtedness and maintain adequate liquidity; our expectations regarding the factors that will continue to affect our results of operations, including macroeconomic conditions, foreign currency fluctuations, inflationary pressures, supply chain disruptions, and movements in interest rates; our expectations regarding the use of the net proceeds from the IPO and the two concurrent private placements; our intention not to pay cash dividends on our ordinary shares for the foreseeable future; our estimated total addressable market across the Aerospace, IGT, and Transportation end markets; our inability to manage indebtedness, access additional financing sources, or maintain liquidity; our ability to manage the transition to being a publicly traded company, including the implementation of public company reporting, compliance and governance requirements, while simultaneously executing our strategic growth and capacity expansion program; and the other factors set forth under “Risk Factors” detailed in the Company’s Prospectus filed pursuant to Rule 424(b) under the Securities Act, as amended, which was filed with the U.S. Securities and Exchange Commission (the “SEC”) on June 26,2026, as well as other filings we make with the Securities and Exchange Commission. In addition, in light of these risks and uncertainties, the matters referred to in the forward-looking statements contained in this press release may not occur.

 

6

 

 

The forward-looking statements made in this press release relate only to events as of the date on which the statements are made. We undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements and you should not place undue reliance on our forward-looking statements. We do not assume any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

 

Contact:

Lucy Sharma

DPC Holdings Investor Relations

InvestorRelations@doncasters.com

 

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Use of Non-GAAP Financial Measures

 

This press release contains non-GAAP financial measures, such as EBITDA, adjusted EBITDA, adjusted EBITDA margin, adjusted net cash(debt), adjusted net income/loss, adjusted earnings per share, and free cash flow. Reconciliations to the most directly comparable GAAP financial measures and management’s rationale for the use of the non-GAAP financial measures can be found in the tables below. Other companies, including companies in our industry, may calculate Non-GAAP financial measures, such as EBITDA, adjusted EBITDA, adjusted EBITDA margin, adjusted net cash/(debt), adjusted net income/loss, adjusted EPS, and free cash flow differently or not at all, which reduces their usefulness as a comparative measure. You should consider adjusted EBITDA, adjusted EBITDA margin, adjusted net cash/(debt), adjusted net cash/(debt) to adjusted EBITDA, adjusted net income/(loss) and adjusted EPS along with other financial performance measures, including net income/ (loss), net cash from/(used) in operating activities and total borrowings and our financial results presented in accordance with U.S. GAAP.

 

DPC Holdings PLC

Table 1: Reconciliation of Net Loss to Adjusted EBITDA and Adjusted EBITDA Margin (unaudited)

 

Adjusted EBITDA is a non-GAAP financial measure that we define as net loss before interest income, interest expense, income taxes, depreciation and amortization, and further adjusted for certain items that management believes are not indicative of our core operating performance, including site closure, refinancing, and other re-organization costs, legal and professional fees incurred on refinancing of the senior debt facility, receipt of an insurance claim, share-based compensation, management incentive plan expenses which are not expected to continue at the same level in future periods, impairment of non-core assets held for sale or gains from remeasurements from the change in fair value of the disposal group, one-off costs related to the IPO, costs incurred in relation to the development of an upgraded ERP system, and foreign currency gains and losses that relate to our external and intra-Group financing structure. Adjusted EBITDA margin is defined as adjusted EBITDA divided by revenue.

 

The following table reconciles net loss, the most directly comparable U.S. GAAP measure, to adjusted EBITDA and adjusted EBITDA margin for the periods presented:

 

    Three months ended     Six months ended  
(in $ millions)   June 28,
2026
    June 29,
2025
    June 28,
2026
    June 29,
2025
 
Net loss     (131.1 )     (49.4 )     (178.5 )     (102.5 )
Interest income     (0.2 )     (0.2 )     (0.5 )     (0.3 )
Interest expense(1)     33.2       55.4       86.2       107.5  
Income tax expense/(credit)     (13.3 )     16.0       (9.0 )     25.3  
Depreciation and amortization     7.4       6.5       14.8       13.6  
One-time costs related to the IPO     9.1       0.1       16.6       0.3  
Share-based compensation     19.9       -       19.9       -  
Long-term management incentive plan(2)     129.5       22.8       142.9       43.5  
IT development project and others     2.1       1.1       2.1       1.9  
Foreign currency gain, net     (8.8 )     (12.9 )     (6.6 )     (20.9 )
Reversal of write down of disposal group held for sale     -       (3.1 )     -       (3.1 )
Site closure and refinancing costs     (0.1 )     1.4       -       1.4  
Loss on disposal     0.1       -       -       -  
Claims, settlements and litigation costs     -       (1.7 )     -       (1.7 )
Adjusted EBITDA     47.8       36.0       87.9       65.0  
Revenue     268.7       200.9       505.3       389.0  
Adjusted EBITDA margin     17.8 %     17.9 %     17.4 %     16.7 %

 

(1)Includes $53.6 million and $70.6 million of interest in respect of the Shareholder PIK Loan in the six months ended June 28, 2026 and June 29, 2025, respectively, and $13.6 million and $34.6 million for the three months ended June 28, 2026 and June 29, 2025, respectively. The total outstanding principal balance was nil and $878 million, as of June 28 2026 and December 31, 2025, respectively. In December 2025, our shareholders unanimously consented to reduce the outstanding principal balance of the Shareholder PIK Loan by 85%, which became effective on March 19, 2026. Following completion of the IPO the Shareholder PIK Loan was repaid in full using a portion of the proceeds of the IPO.

(2)Relates to the non-cash MIP expenses which will not be incurred going forward.

 

8

 

 

We present adjusted EBITDA and adjusted EBITDA margin as supplemental performance measures because we believe they facilitate operating performance comparisons from period to period and company to company by backing out potential differences caused by variations in capital structures (affecting interest expenses, net and foreign currency gains and losses, net), tax positions (such as the impact on periods or companies of changes in effective tax rates), non-cash charges resulting from depreciation of long-lived assets (affecting relative depreciation and amortization expense) and other items that are not representative of core operating performance or items that we do not expect to continue at the same level in future periods. We believe that adjusted EBITDA and adjusted EBITDA margin provide useful information to investors and others in understanding and evaluating our operating results in the same manner as our management and board of directors. Nevertheless, this information should be considered as supplemental in nature and is not meant as a substitute for net loss recognized in accordance with U.S. GAAP.

 

We understand that although adjusted EBITDA and adjusted EBITDA margin are frequently used by securities analysts, lenders and others in their evaluation of companies, adjusted EBITDA and adjusted EBITDA margin have limitations as an analytical tool and you should not consider it in isolation, or as a substitute for analysis of our results as reported under U.S. GAAP.

 

9

 

 

DPC Holdings PLC

Table 2: Reconciliation of Total Borrowings to Adjusted Net Cash/(Debt) (unaudited)

 

Adjusted net cash/(debt) is a non-GAAP financial measure we define as the sum of borrowings, current and non-current, or total debt, less the carrying amount of shareholder loan facilities, and less cash and cash equivalents and restricted cash deposit. As of June 28, 2026, we have also adjusted net cash to reflect transactions related to the IPO that didn’t occur until post the period end date. These include the MIP payment and associated taxes that were crystalized as a result of the IPO and the Private Placements amounts, net of underwriters discount, that were paid or received respectively until after the period end date. Adjusted net cash/(debt) to adjusted EBITDA is defined as adjusted net cash/(debt) divided by adjusted EBITDA.

 

The following table reconciles total borrowings, the most directly comparable U.S. GAAP measure, to adjusted net cash/(debt) and transaction adjusted net cash/(debt) to adjusted net EBITDA for the periods presented:

 

($ in millions)   As of June 28,
2026
    As of December 31,
2025
 
Borrowings, current     (483.3 )     (154.3  )
Borrowings, non-current     (89.4 )     (1280.4  )
Less: Shareholder PIK Loan     -       878.0   
Less: Cash and cash equivalents and restricted cash deposit     846.4       32.1   
Adjusted Net cash / (debt)     273.7       (524.6  )

 

   Post close     
Plus: MIP liability and associated tax   (210.9)   - 
Less: Outstanding Private Placement net proceeds   55.4    - 
Transaction adjusted net cash / (debt) (1)   118.2    (524.6) 
           
Last 12 months adjusted EBITDA   160.3    138.3 
Transaction adjusted net cash / (debt) to adjusted EBITDA   0.7    (3.8)

 

(1)The timing of the IPO meant that fund flows relating to the MIP liability and outstanding Private Placement happened after June 28, 2026 but were contractual obligations at quarter end and are shown in the transaction adjusted net cash position as reference point to the go forward position. See footnote 13 ‘Subsequent Events’ in our 10-Q.

 

We present adjusted net cash/(debt) and adjusted net cash/(debt) to adjusted EBITDA as a supplemental measure because we believe it provides information to management and investors about our financial position. As at June 28, 2026 fund flows relating to the MIP liability and Private Placements had not completed.

 

We present adjusted net cash/(debt) and adjusted net cash/(debt) to adjusted EBITDA as supplemental measures because we believe they are key indicators of our financial leverage and capital structure after all of the IPO related transactions had been settled, with two significant amounts occurring post the period end date given the close proximity of the IPO and that date. As at December 31, 2025, we also adjusted net cash/(debt) to exclude the payment-in-kind loan facility with a syndicate of financial institutions (the “Shareholder PIK Loan”) as it offered a clearer picture of our third parties debt obligations that are typically subject to significant cash interest amounts. The Shareholder PIK Loan ultimately being repaid using the proceeds from the IPO. Nevertheless, this information should be considered as supplemental in nature and is not meant as a substitute for borrowings, current and non-current recognized in accordance with U.S. GAAP.

 

10

 

 

DPC Holdings PLC

Table 3: Free Cash Flow (Unaudited)

 

Free Cash Flow is a non-GAAP financial measure that we define as net cash (used in)/from operating activities less purchases of property, plant and equipment. Management believes free cash flow provides useful supplemental information regarding the Company’s ability to generate cash after investments in property, plant and equipment that support ongoing operations.

 

The following table reconciles net cash used in/provided from operations, the most directly comparable U.S. GAAP measure, to free cash flow for the periods presented.

 

    Three months ended     Six months ended  
(in $ millions)   June 28,
2026
    June 29,
2025
    June 28,
2026
    June 29,
2025
 
Net cash (used in)/from operating activities     (27.0 )     0.1       (34.0 )     21.5  
Purchase of property, plant and equipment     (9.5 )     (6.7 )     (19.8 )     (10.5 )
Free cash flow     (36.5 )     (6.6 )     (53.8 )     11.0  

 

We present free cash flow as a supplemental performance measure because we believe that the investments in property, plant and equipment are necessary to maintain and expand the Group’s asset base which will then generate future cash from operating activities. We believe that free cash flow provides useful information to investors and others in understanding and evaluating our operating results and cash generation in the same manner as our management and board of directors. Nevertheless, this information should be considered supplemental in nature and is not meant as a substitute for net cash used in/from operations or net cash used in investing activities, recognized in accordance with U.S. GAAP. We note that free cash flow does not include all mandatory cash outflows with other non-discretionary cash flows, such as the repayment of borrowings, not included as part of free cash flow.

 

We understand that although free cash flow is frequently used by securities analysts, lenders and others in their evaluation of companies, free cash flow has limitations as an analytical tool and you should not consider it in isolation, or as a substitute for analysis of our results as reported under U.S. GAAP.

 

11

 

 

DPC Holdings PLC

Table 4: Reconciliation of Net Income/(Loss) to Adjusted Net Loss and Adjusted Earnings/(Loss) Per Share (Unaudited)

 

Adjusted net income is a non-GAAP financial measure that we define as net income/loss adjusted for certain items that management believes are not indicative of our core operating performance, including site closure, refinancing, and other re-organization costs, legal and professional fees incurred on refinancing of the senior debt facility, the loss on debt modification following the refinancing activity, receipt of an insurance claim, share-based compensation, management incentive plan expenses which are not expected to continue at the same level in future periods, impairment of non-core assets held for sale or gains from remeasurements from the change in fair value of the disposal group, one- off costs related to the IPO, costs incurred in relation to the development of an upgraded ERP system, foreign currency gains and losses that relate to our external and intra-Group financing structure, Shareholder PIK Loan interest expense and tax adjustments.

 

The following table reconciles net loss, the most directly comparable U.S. GAAP measure, to adjusted net loss for the periods presented:

 

   Three months ended   Six months ended 
(in $ millions)  June 28,
2026
   June 29,
2025
   June 28,
2026
   June 29,
2025
 
Net loss   (131.1)   (49.4)   (178.5)   (102.5)
Site closure and refinancing costs   (0.1)   1.4    -    1.4 
One-time costs related to the IPO   9.1    0.1    16.6    0.3 
Claims, settlements and litigation costs   -    (1.7)   -    (1.7)
Long term management incentive plan   129.5    22.8    142.9    43.5 
IT development project and others   2.1    1.1    2.1    1.9 
Share-Based Compensation   19.9    -    19.9    - 
Reversal of write down of disposal group held for sale   -    (3.1)   -    (3.1)
Foreign currency gain, net   (8.8)   (12.9)   (6.6)   (20.9)
Shareholders PIK loan interest expense   13.5    35.3    53.6    71.4 
Tax (credit)/charge relating to the above adjustments (1)   (28.5)   (4.4)   (32.6)   (8.6)
Adjusted net income/(loss)   5.6    (10.8)   17.4    (18.3)
Weighted average number of ordinary shares outstanding (basic and diluted)   114,539,294    112,936,824    113,751,488    112,936,824 
Adjusted EPS   0.05    (0.10)   0.15    (0.16)

 

(1)The tax adjustment reflects the estimated tax impact of the items included in the reconciliation between EPS and adjusted EPS. Pre-tax adjustments are tax-effected using a statutory/ normalized tax rate so that adjusted EPS reflects the after-tax impact of the adjustments included in the reconciliation.

 

We present adjusted net income/(loss) as a supplemental measure because we believe it provides information to management and investors about operating performance across reporting periods on a consistent basis by excluding items that are not representative of core operating performance or items that we do not expect to continue at the same level in future periods. Nevertheless, this information should be considered as supplemental in nature and is not meant as a substitute for net income/(loss) recognized in accordance with U.S. GAAP. We understand that although adjusted net income/(loss) is frequently used by securities analysts, lenders and others in their evaluation of companies, adjusted net income/(loss) has limitations as an analytical tool and you should not consider it in isolation, or as a substitute for analysis of our net income/(loss) as reported under U.S. GAAP. Limitations associated with using adjusted net income/ (loss) include that there may be additional adjustments in future periods that may be excluded from the measure.

 

Management believes it is appropriate to also consider net income/(loss) as the most comparable U.S. GAAP measure. Other companies, including companies in our industry, may calculate adjusted net income/(loss) differently or not at all, which reduces their usefulness as a comparative measure. You should consider adjusted net income/(loss) along with other financial performance measures, including net income/ (loss), and our financial results presented in accordance with U.S. GAAP. We understand that although adjusted net income/(loss) are frequently used by securities analysts, lenders and others in their evaluation of companies, adjusted net income/(loss) have limitations as an analytical tool and you should not consider it in isolation, or as a substitute for analysis of our results as reported under U.S. GAAP.

 

12

 

 

DPC Holdings PLC

Table 5: Adjusted Earnings Per Share (Unaudited)

 

Adjusted earnings/(loss) per share is a non-GAAP financial measure that we define as loss per share adjusted for certain items that management believes are not indicative of our core operating performance, including site closure, refinancing, and other re-organization costs, legal and professional fees incurred on refinancing of the senior debt facility, the loss on debt modification following the refinancing activity, receipt of an insurance claim, share-based compensation, management incentive plan expenses which are not expected to continue at the same level in future periods, impairment of non-core assets held for sale or gains from remeasurements from the change in fair value of the disposal group, one-off costs related to the IPO, costs incurred in relation to the development of an upgraded ERP system, foreign currency gains and losses that relate to our external and intra-Group financing structure, Shareholder PIK loan interest expense and tax adjustments, all on a per share basis.

 

The following table reconciles loss per share, the most directly comparable U.S. GAAP measure, to adjusted earnings/(loss) per share for the periods presented:

 

    Three months ended     Six months ended  
(in $)   June 28,
2026
    June 29,
2025
    June 28,
2026
    June 29,
2025
 
Loss per share     (1.14 )     (0.44 )     (1.57 )     (0.91 )
Site closure and refinancing costs     -       0.01       -       0.01  
One-time costs related to the IPO     0.08       -       0.15       -  
Claims, settlements and litigation costs     -       (0.02 )     -       (0.01 )
Long term management incentive plan     1.13       0.20       1.26       0.39  
IT development project and others     0.02       0.01       0.02       0.02  
Share-Based Compensation     0.17       -       0.17       -  
Reversal of write down of disposal group held for sale     -       (0.03 )     -       (0.03 )
Foreign currency gain, net     (0.08 )     (0.10 )     (0.06 )     (0.18 )
Shareholders PIK loan interest expense     0.12       0.31       0.47       0.63  
Tax (credit)/charge relating to the above adjustments     (0.25 )     (0.04 )     (0.29 )     (0.08 )
Adjusted earnings/(loss) per share     0.05       (0.10 )     0.15       (0.16 )

 

We present adjusted earnings/(loss) per share as a supplemental measure because we believe it provides information to management and investors about operating performance across reporting periods on a consistent basis by excluding items that are not representative of core operating performance or items that we do not expect to continue at the same level in future periods. Nevertheless, this information should be considered as supplemental in nature and is not meant as a substitute for net loss per share recognized in accordance with U.S. GAAP. We understand that although adjusted earnings/(loss) per share is frequently used by securities analysts, lenders and others in their evaluation of companies, adjusted earnings/(loss) per share has limitations as an analytical tool and you should not consider it in isolation, or as a substitute for analysis of our net loss per share as reported under U.S. GAAP. Limitations associated with using adjusted earnings/(loss) per share include that there may be additional adjustments in future periods that may be excluded from the measure. Management believes it is appropriate to also consider net loss per share as the most comparable U.S. GAAP measure. Other companies, including companies in our industry, may calculate adjusted earnings/(loss) per share differently or not at all, which reduces their usefulness as a comparative measure. You should consider adjusted earnings/(loss) per share along with other financial performance measures, including net loss per share, and our financial results presented in accordance with U.S. GAAP. We understand that although adjusted earnings/(loss) per share are frequently used by securities analysts, lenders and others in their evaluation of companies, adjusted earnings/(loss) per share have limitations as an analytical tool and you should not consider it in isolation, or as a substitute for analysis of our results as reported under U.S. GAAP.

 

13

 

 

DPC Holdings PLC

Table 6: Condensed Consolidated Statements of Income (Loss) (Unaudited)

(in $ millions, except per-share and weighted-average share amounts)

 

    Three months ended     Six months ended  
    June 28,
2026
    June 29,
2025
    June 28,
2026
    June 29,
2025
 
Revenue     268.7       200.9       505.3       389.0  
Cost of sales     (199.3 )     (150.4 )     (379.3 )     (296.3 )
Gross profit     69.4       50.5       126.0       92.7  
Selling, general and administrative expenses     (189.6 )     (44.7 )     (234.4 )     (86.7 )
Interest expense     (33.2 )     (55.4 )     (86.2 )     (107.5 )
Interest income     0.2       0.2       0.5       0.3  
Foreign currency gain, net     8.8       12.9       6.6       20.9  
Reversal of write down of disposal group held for sale     -       3.1       -       3.1  
Loss before income tax benefit/(expense)     (144.4 )     (33.4 )     (187.5 )     (77.2 )
Income tax benefit/(expense)     13.3       (16.0 )     9.0       (25.3 )
Net loss     (131.1 )     (49.4 )     (178.5 )     (102.5 )
                                 
Net loss per share                                
Basic     (1.14 )     (0.44 )     (1.57 )     (0.91 )
Diluted     (1.14 )     (0.44 )     (1.57 )     (0.91 )
 Weighted-average shares outstanding                                
Basic     114,539,294       112,936,824       113,751,488       112,936,824  
Diluted     114,539,294       112,936,824       113,751,488       112,936,824  

 

14

 

 

DPC Holdings PLC

Table 7: Condensed Consolidated Balance Sheets (Unaudited)

 

   As of June 28,   As of December 31, 
(in $ millions)  2026   2025 
ASSETS        
Current assets:          
Cash and cash equivalents   846.4    32.1 
Accounts receivables, less allowances for credit losses of $0 million and $0 million at June 28, 2026 and at December 31, 2025   199.7    155.8 
Inventories   245.9    181.0 
Prepayments and other current assets   95.6    41.7 
Assets held for sale   18.7    20.2 
Total current assets   1,406.3    430.8 
Property, plant and equipment, net   229.7    221.3 
Right-of-use assets, net   16.4    14.7 
Deferred tax assets   59.4    44.1 
Goodwill   76.8    78.3 
Other intangible assets, net   88.7    95.5 
Other noncurrent assets   9.7    10.4 
Total assets   1,887.0    895.1 
LIABILITIES AND EQUITY          
Current liabilities:          
Accounts payable, trade   138.6    105.6 
Accrued expenses and other current liabilities   133.5    115.6 
Liability for management incentive plan   185.3    132.0 
Borrowings, current   483.3    154.3 
Operating lease liabilities, current   4.6    2.0 
Liabilities directly associated with the assets held for sale   6.4    5.9 
Total current liabilities   951.7    515.4 
Borrowings, non-current   89.4    1,280.4 
Operating lease liabilities, non-current   12.2    13.7 
Deferred tax liabilities   1.7    1.7 
Pension liabilities, non-current   25.9    26.4 
Other non-current liabilities   33.7    21.4 
Total Liabilities   1,114.6    1,859.0 
           
Commitments and contingencies (refer to Note 11)          
Shareholders' equity/ (deficit):          
Ordinary shares, nil par value 149,393,016 shares outstanding at June 28, 2026 and 112,936,824 at December 31, 2025;   1,132.0    - 
Accumulated deficit   (1,114.7)   (936.3)
Additional paid in capital   794.3    - 
Accumulated other comprehensive loss   (39.2)   (27.6)
Total shareholders' equity/ (deficit)   772.4    (963.9)
Total liabilities and equity   1,887.0    895.1 

 

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DPC Holdings PLC

Table 8: Condensed Consolidated Cash Flow Statements (Unaudited)

 

    Six months ended  
(in $ millions)   June 28,
2026
    June 29,
2025
 
Cash flows from operating activities:                
Net loss     (178.5 )     (102.5 )
Adjustments to reconcile net loss to net cash (used in)/from operating activities:                
Depreciation of property, plant and equipment     9.6       9.0  
Amortization of intangible assets and cloud computing arrangements     5.2       4.6  
Deferred income tax (benefit)/expense     (15.8 )     13.3  
Operating lease expense     0.9       1.7  
Foreign currency gain, net     (6.6 )     (20.9 )
Impairment /(reversal) of asset held for sale     -       (2.9 )
Inventory provision     5.8       3.5  
Management incentive plan     137.4       45.0  
Non-cash interest expense     50.1       86.6  
Share-based compensation     19.9       -  
Change in operating assets and liabilities:                
Receivable, prepayments and other current assets     (43.8 )     (27.0 )
Inventories     (69.4 )     (9.4 )
Income tax receivable and payable     0.4       8.0  
Payables, accrued expenses and other liabilities     45.2       14.7  
Deferred consideration     7.0       -  
Operating lease assets and liabilities     (1.4 )     (2.2 )
Net cash (used in)/from operating activities     (34.0 )     21.5  
Cash flows from investing activities:                
Purchase of property, plant and equipment     (19.8 )     (10.5 )
Purchase of intangible assets     (0.4 )     (0.5 )
Net cash used in investing activities     (20.2 )     (11.0 )
Cash flows from financing activities:                
Proceeds from borrowings     682.3       447.1  
Repayment of borrowings     (819.4 )     (429.0 )
Net proceeds from initial public offering     1,009.1       -  
Net cash provided by financing activities     872.0       18.1  
Increase in cash and cash equivalents and restricted cash deposit     817.8       28.6  
Effect of exchange rate fluctuations on cash and cash equivalents held     (3.5 )     14.5  
Cash and cash equivalents and restricted cash deposit at beginning of period     32.1       32.4  
Cash and cash equivalents and restricted cash deposit at end of period     846.4       75.5  

 

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DPC Holdings PLC

Table 9: Condensed Consolidated Cash Flow Statements (Unaudited), continued

 

    Six months ended  
(in $ millions)   June 28, 2026     June 29,
2025
 
Reconciliation to consolidated balance sheet                
Cash and cash equivalents     844.8       67.9  
Restricted cash deposit     1.6       7.6  
Total     846.4       75.5  
Supplemental disclosures of cash flow information:                
Income taxes paid     (6.3 )     (4.0 )
Interest paid     (35.7 )     (20.5 )
PIK Retirement     774.0       -  

 

17

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