TT ELECTRONICS PLC

Annual Report & Accounts 2024

To engineer and

manufacture electronic

solutions enabling a

safer, healthier and

more sustainable world.

We design custom technology solutions that enable smaller, lighter,

and more energy-efficient products used in performance critical

applications. Our global manufacturing capability provides solutions

for customers in highly regulated markets, from new product

introduction to full scale production of complex systems.

Read this Annual Report online

www.ttelectronics.com/investors/annual-report/

IN THIS ANNUAL REPORT

STRATEGIC REPORT

In this Annual Report IFC

Who we are 1

Our markets, products and capabilities 2

Chair’s statement 3

CEO Q&A 5

Our business model 7

Our markets 8

Our strategy 14

CEO review 15

CFO review 18

Our KPIs 26

Our people, communities and environment 28

Task Force on Climate-related Financial Disclosures 38

Stakeholder engagement and S172 Statement 47

Risk management 50

Principal risks and uncertainties 53

Viability statement and Going concern 57

GOVERNANCE AND DIRECTORS’ REPORT

Governance at a glance 58

Board of Directors 60

Chair’s introduction to governance 62

Leadership and Company purpose 65

Nominations Committee report 71

Audit Committee report 76

Remuneration Committee report 82

Executive remuneration at a glance 87

Remuneration Policy overview 89

Annual report on remuneration 91

Other statutory disclosures 100

Statement of Directors’ responsibilities 102

FINANCIAL STATEMENTS

Independent auditor’s report 104

Consolidated income statement 116

Consolidated statement of comprehensive income 116

Consolidated statement of financial position 117

Consolidated statement of changes in equity 118

Consolidated statement of cash flows 119

Notes to the Consolidated financial statements 120

Company statement of financial position 155

Company statement of changes in equity 155

Notes to the Company financial statements 156

Reconciliation of KPIs and non IFRS measures 161

Shareholder information 167

WELCOME

Chair’s statement

Despite a tough year, the Board is pleased with the

way the organisation has faced the challenge. We

look forward to seeing the results of these effortsin

2025.

Read moreon page 58

Our Purpose

STRATEGIC REPORT GOVERNANCE & DIRECTORS’ REPORT FINANCIAL STATEMENTS ADDITIONAL INFORMATION

TT ELECTRONICS PLC | ANNUAL REPORT AND ACCOUNTS 2024

EUROPE

Power, sensors & specialist

components

Locations (UK)

Abercynon, Barnstaple, Bedlington,

Eastleigh, Fairford, Manchester,

Nottingham,Sheffield, Woking

INSIDE TT ELECTRONICS

CUSTOMERS

Our customers range from global multi-

nationals to innovative start-ups operating inthe

healthcare, aerospace, defence, automation,

electrification, electronics and energy sectors.

We aim to work as part of thecustomer’s team,

driving solutions, and with our products and

services integral to customers’ designs and the

lifecycle of theirproducts.

OUR PEOPLE AND CULTURE

TT is truly a people business. Thepassion,

expertise and values of our peopledrive our

success. Our culture gives usacompetitive

advantage, making us a great company to work

for and with, enabling us to attract and retain

talented people, grow productivity, build strong

partnerships with ourcustomers and, ultimately,

deliver our business goals.

SUSTAINABILITY

We aim to positively impact the world by

creating value and enhancing sustainability

through our products, business practices,

employee care, community engagement, and

environmental responsibility. Sustainability is

integrated into all aspects of our strategy to

reduce risk and maximise opportunities.

REVENUE

£521.1m

2023: £613.9m

ORGANIC REVENUE

GROWTH

(5) %

2023: 1%

ADJUSTED OPERATING

PROFIT MARGIN

7.1%

2023: 7.7%

STATUTORY OPERATING

PROFIT MARGIN

(4.5)%

2023: 0.5%

CASH CONVERSION

117%

2023: 104%

RETURN ON INVESTED

CAPITAL

10.0%

2023: 10.9%

LEVERAGE

1.8x

2023: 1.9x

WHO WE ARE

NORTH AMERICA

Power, manufacturing, sensors

& specialist components

Locations

Boston, Cleveland, Dallas, Denver,

Juarez, Kansas City, Mexicali,

Minneapolis

ASIA

Power, manufacturing

Locations

Kuantan (Malaysia), Singapore,

Suzhou (China)

OUR REGIONS

28%

Group revenue

35%

Group revenue

37%

Group revenue

1 Our KPIs include a number of Alternative Performance Measures

(APMs) which have been adopted by the Directors to provide further

information on underlying trends and the performance and position of

the Group. Details of these APMs and a reconciliation to statutory

measures can be found on pages 161 to 166.

2 The reported operating profit for 2023 has been retrospectively

adjusted by £(5.7) million as described further in note 1. This is

principally related to our Cleveland site where as part of our project

toaddress operational execution challenges, we identified issues

inrelation to the recoverability of certain assets recognised in

priorperiods.

STRATEGIC REPORT GOVERNANCE & DIRECTORS’ REPORT FINANCIAL STATEMENTS ADDITIONAL INFORMATION

TT ELECTRONICS PLC | ANNUAL REPORT AND ACCOUNTS 2024 1

INSIDE TT ELECTRONICS CONTINUED

GROUP REVENUE (%)

HEALTHCARE 23%

AEROSPACE & DEFENCE 27%

AUTOMATION & ELECTRIFICATION 33%

DISTRIBUTION SALES CHANNEL 17%

HEALTHCARE

Direct patient care and monitoring

– Patient monitoring equipment, including

remote applications

– Anaesthesia machines

– Surgical lighting

– Cardiopulmonary perfusion equipment

– Ventilators and defibrillators

– Fluid monitoring

– Wearable technologies

Advanced interventional and

surgical devices

– Surgical navigation technology

– Implantable pacemakers and defibrillators

– Neuromodulators

– Implant programmers and chargers

– Ventricular assist systems

– Robotic assisted surgery

Innovative diagnostic and imaging

– Ultrasound, X-ray and MRI

– Radiotherapy equipment for cancer treatment

– Sensor-enabled diagnostic devices

Laboratory and life sciences

– Therapeutic drug monitoring

– Gene sequencing

– Blood analysis

– Portable haemodialysis systems

– Scientific instrumentation

AEROSPACE & DEFENCE

Cockpit avionics and flight controls

– Avionics and display units

– Flight controls

– Landing gear

– Joystick controls

– Wing de-icing

Engine controls and fuel systems

– Engine control units

– Fuel distribution systems

– Engine ice protection

– Auxiliary power units

Electric propulsion

– On board systems for electric flight

Aircraft interiors

– Passenger control units

– In-flight entertainment systems

– Cabin signage

– Mood and ambient lighting

Precision guidance, communication

and navigation systems

– Laser targeting and inertial navigation

– Communications, signalling andnavigation

– Precision guidance

– Global positioning (“GPS”)

– Radar and radar jammers

AUTOMATION & ELECTRIFICATION

Factory automation and electrification

– Industrial robotics and automation equipment

– Power monitoring

– Industrial safety and security controls

– Smart packaging and labelling equipment

– Electric vehicle inverter technology

Clean energy and smart cities

– Renewable energy generation and smart grid

metering

– Power management and energy control

systems

– Water and wastewater measurement and

monitoring

– Smart lighting, security systems and fire

detection

– Secure access and safety controls

– Energy-efficient home appliances

Smart infrastructure and industrial

connectivity

– Transportation communication systems

– Electric vehicles and charging stations

– Railway signalling systems and temperature

control

– Data centre power

– Asset tracking and inventory management

systems

– Communication and cloud service connectivity

PRODUCTS AND CAPABILITIES

SENSORS

Optoelectronic, temperature, pressure

and flow sensor technologies for

control and signal conditioning

RESISTORS

Power, control andvariable resistors

MAGNETICS

Custom electromagnetic components,

transformers and inductors

PCBA

Printed circuit board design and

assembly

CABLES & CONNECTORS

Harsh environment wiring harnesses

and rugged interconnects

—

POWER MANAGEMENT

& CONVERSION

Power supplies, inverters, converters

and hybrids

COMPLEX ELECTRONIC

ASSEMBLIES

Manufacture of complete, complex

electronics assemblies, power

& control cabinets and test systems

OUR MARKETS

STRATEGIC REPORT GOVERNANCE & DIRECTORS’ REPORT FINANCIAL STATEMENTS ADDITIONAL INFORMATION

TT ELECTRONICS PLC | ANNUAL REPORT AND ACCOUNTS 2024

BUSINESS PERFORMANCE

After a number of years of good results, 2024 has been a

challenging year for TT and, regrettably, the Group

performance was down compared with the previous

year. Business performance has been mixed, in

particular hampered by difficult component market

conditions and operational challenges in our business

inNorth America. While we saw a strong performance

inEurope and Asia, and strong revenue growth in

ourAerospace & Defence end market, our adjusted

operating margin closed the year down 60 bps at

7.1percent.

Supported by the Board, our Executive team has

facedthese challenges head on. To offset lower

component demand we took cost action in the form

ofheadcount reductions in North America, and we

have implemented a business-wide operational

improvement programme, Project Dynamo, to unlock

opportunities and make TT stronger for the future.

We successfully divested sites in Hartlepool, Cardiff

and Dongguan (China) in the first half of the year and

reorganised the business from three divisions to a

function-led regional structure to support future

improved customer service, execution and

performance. We have also set out new medium-term

targets for revenue growth, operating margin, cash

conversion and ROIC.

The organisation continues to focus on long-term

collaboration with customers through product

lifecycles and the Board is pleased to note the healthy

number of new business wins and grants in the year,

across all of our end markets.

PROJECT DYNAMO

Our self-help programme, Project Dynamo, was

launched in the early part of the year to drive

productivity and efficiency at all of our sites. We have

eight key workstreams underway, as well as an

immediate focus on operational execution issues at

two North American sites.

FACING THE

CHALLENGE

2024 FINANCIAL

HIGHLIGHTS

– Revenue at constant

currency, down 2%

excluding unwind of

pass-through

revenue, 5% down

organically. Growth

from Europe and Asia

offset by North

American region.

– Adjusted operating

profit down 17% to

£37.1m.

– Adjusted operating

margin at constant

currency 7.1%.

– Strong European

delivery with margin

up 580 bps to 12.9%.

– Asian margin

improved 400 bps to

15.0%.

– North American

performance

impacted by subdued

components market

and operational

challenges at two

sites.

– Statutory operating

loss £23.5 million.

– Statutory basic EPS

of (30.2)p

Read more

page 18

Longer term, we expect Dynamo to yield benefits on

innovation as we enhance product and technology

roadmaps at our sites and effectively prioritise

resources to deliver at pace for our customers.

APPOINTMENT OF NEW CFO

In November we announced Mark Hoad’s intention

toretire in 2025. Our ongoing succession planning

activity meant that we were able to move quickly and

expedite a process to assess both internal and external

candidates to succeed him. Eric Lakin was identified

as the standout candidate at the end of the year, and

we are pleased that Eric was able to join the team as

CFO Designate at the beginning of 2025.

Eric transitions to the CFO role and is appointed to the

Board at the date of the full year results. He is a highly

experienced CFO with a proven track record in

engineering and industrial sectors. He was previously

CFO of Ceres Power, a FTSE clean energy technology

business, and spent ten years in senior leadership

roles at Smiths Group.

On behalf of the Board, I welcome Eric and express

sincere thanks to Mark for his many years of service to

TT. Mark leaves the Group with our very best wishes

for a happy retirement.

PEOPLE AND CULTURE

As noted above, the business had to take the difficult

decision to reduce headcount at certain sites during

the year, as well as say goodbye to employees of our

sites moving to new ownership. We also made a

fundamental change to the structure of the business

and to the way we work. While the right thing to do for

our employees in the longer term, the Board does not

underestimate the impact of these changes on the

individuals involved and the cohesiveness of the

organisation and its culture.

Despite a tough year, the Board is

pleased with the way the organisation

has faced the challenge. We look

forward to seeing the results of these

efforts in 2025.”

Warren Tucker

Chair

CHAIR’S STATEMENT

STRATEGIC REPORT GOVERNANCE & DIRECTORS’ REPORT FINANCIAL STATEMENTS ADDITIONAL INFORMATION

TT ELECTRONICS PLC | ANNUAL REPORT AND ACCOUNTS 2024 3

We have regular discussions at the Board on purpose,

culture and values, and are proud of the work that has

been done on safety, pay and benefits, recognition,

community and leadership in recent years. We have

also enjoyed the direct engagement we have had with

TT teams in 2024 through our site visits to Manchester

and Suzhou China, and face-to-face sessions with site

leaders and divisional/functional heads.

NET ZERO

We recorded another year of strong progress in our

emissions reduction programme. Two major solar

photovoltaic installations came on stream at our

Mexicali and Suzhou sites in 2024. These investments

will generate 1.4 GWHrs of renewable electricity per

annum and have already contributed to Scope 1 & 2

reductions. Our emissions intensity ratio is now 15 vs

56 in our 2019 baseline year and the Board was

pleased to support bringing our Scope 1 & 2 Net Zero

target forward by five years to 2030.

GOVERNANCE AND BOARD ACTIVITY

During the year the Board received an unsolicited

conditional proposal for the Group from two parties,

asdisclosed to the market in November, both of which

were rejected as undervaluing the Group and its

long-term prospects. Before rejecting these proposals,

the Board was grateful to be able to engage

appropriately and candidly with shareholders.

We were delighted to appoint Anne Thorburn as the

Group’s Senior Independent Director in May and

welcome Inken Braunschmidt to the Board as

Non-executive Director in July. Anne joined the

Boardin 2019 and also serves as Chair of the Audit

Committee. Her wise counsel is greatly appreciated

byall Board members. Inken is currently non-executive

director of both James Fisher and Sons plc and

Xaarplc. Her executive experience includes six years

with FTSE 100 industrials business Halma plc and the

Group is already benefiting from her expertise. It is

intended that Inken will succeed Alison Wood as

Chairof the Remuneration Committee when Alison

steps down from the Board at the AGM. Jack Boyer

stepped down as a Non-executive Director during the

year. The Board have greatly appreciated Alison

andJack’s wisdom and commitment over their

respective tenures.

DIVIDEND AND OUTLOOK

Given the current uncertainty over the macroeconomic

environment and associated business risks, the

Boardhas concluded that it is prudent to pause the

dividend and will not be recommending a final dividend

for 2024.

The Board is mindful of the increased market

uncertainty arising from the recently announced trade

tariffs and the potential impact on demand patterns.

Given the current macro backdrop the Board sees a

wider range of potential outcomes for 2025. We

remain resolutely focused on our operational

improvement plan, Project Dynamo, and our clear

action plan to improve operational efficiency and

productivity, however the current uncertainty has

increased the downside risk for the Group, and the

Board now expects adjusted operating profit to be in

the range of£32 million to £40 million.

The Board also remains focused on driving

performance towards its medium-term financial

framework and, while it does not expect to achieve a

12% operating margin in 2026, its confidence in the

medium term for the business is underpinned by its

operational improvement plans, expectation of

continued momentum in Europe and Asia, and an

anticipated improvement in the North American

region.

The Board has noted a material uncertainty relating

togoing concern as a result of the current challenging

macroeconomic environment. See note 1d for

furtherdetails.

Warren Tucker

Chair

9 April 2025

NET ZERO 2030

Our emissions intensity

ratio is now 15 vs 56

inour 2019 baseline

year and the Board

waspleased to support

bringing our Scope 1 &

2 Net Zero target

forward by five years

to2030.