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A. History and Development of the Company
Rentokil Initial plc was incorporated on 15 March 2005. It is a public limited company domiciled in the UK. The Group has maintained a listing on the London Stock Exchange since 1969 (through Rentokil Initial 1927 plc), with the Company introduced as a new holding company in 2005. The Company is registered in England and Wales under the UK Companies Act 1985 with company registration number 05393279 and its registered office is at Compass House, Manor Royal, Crawley, West Sussex, RH10 9PY, UK (Tel: +44 (0)1293 858000). From March 2005 until June 2005, the Company was called Rentokil Initial 2005 plc. On 21 June 2005, the Company changed its name to Rentokil Initial plc.
In 1996, we acquired BET plc (British Electric Traction) and the “Initial” brand to become Rentokil Initial. In 2022, we acquired Terminix Global Holdings, Inc. (“Terminix”), the most recognised brand in U.S. termite and pest management services.
Our purpose is to protect people, enhance lives and preserve our planet. We protect people from the dangers of pest-borne disease and the risks of poor hygiene. We enhance lives with services that protect the health and wellbeing of people and the reputation of our customers’ brands. We aim to preserve the planet by developing ever more sustainable solutions and ways of operating.
The information (including tabular data) set forth under the following headings of the Annual Report 2025 included as exhibit 15.1 to this Form 20-F is incorporated by reference:
● “Strategic Report—Our Businesses—Pest Control” on pages 26 to 31, excluding:
o the column titled “Organic Growth” and the row under the heading “Organic Growth”, each in the table on page 26;
o the three sentences beginning “Organic Revenue Growth…” under the subheading “Our revenue model” on page 26;
o the sentence beginning “We acquired 31 Pest Control…” under the subheading “Our revenue model” on page 26; and
o the caption titled “Revenues in year prior to acquisition” and the figure above such caption on page 26;
● “Strategic Report—Our Businesses—Hygiene & Wellbeing” on pages 32 to 33, excluding:
o the column titled “Organic Growth” and the row under the heading “Organic Growth”, each in the table on page 32;
o the sentences beginning “Organic Revenue Growth…” and “We acquired 5 Hygiene & Wellbeing…” under the subheading “Leveraging our leadership in Pest Control” on page 32; and
o the caption titled “Revenues in year prior to acquisition” and the figure above such caption on page 32;
● “Strategic Report—Our Regions—North America” on pages 34 to 36, excluding:
o the sentences beginning “Organic Revenue was…”, “Performance improved in…”, “North America Pest Control Services…”, “Organic Revenue Growth in…”, “Our distribution business delivered…” and “Bolt-on M&A activity continued…” under the subheading “Performance” on page 34;
o the column titled “Organic Growth” and the three rows under the heading “Organic Growth”, each in the table on page 34;
o the sentences beginning “We made good progress…”, “We continue to expect that…” and “We currently expect…” under the subheading “Business simplification and cost efficiencies” on page 35;
o the sentence beginning “We are confident this…” under the subheading “Integrated Pay Plans” on page 36;
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o the sentences beginning “In 2025…” and “The largest business in the segment…” under the subheading “Strong Standalone Business” on page 36;
o the caption beginning “CAGR through to 2030…” and the figure above such caption on page 36; and
o the caption titled “Organic Growth across Business Services” and the figure above such caption on page 36;
● “Strategic Report—Our Regions—International” on page 37, excluding:
o the sentences beginning “Organic Revenue was…”, “Performance improved in…” and “The International region acquired…” under the subheading “Performance” on page 37;
o the column titled “Organic Growth” and the row under the heading “Organic Growth”, each in the table on page 37; and
● “Other Information—Directors’ Report—Company constitution” on page 221.
Please also refer to the information set forth under the headings “Financial Statements—Notes to the Consolidated Financial Statements—B1. Business combinations” on pages F-39 to F-41 and “Financial Statements—Notes to the Consolidated Financial Statements—B5. Capital commitments” on page F-49 of this Form 20-F.
The SEC maintains a website at https://www.sec.gov which contains in electronic form each of the reports and other information that we have filed electronically with the SEC. Such information is also available on our website at https://www.rentokil-initial.com/investors. The information on our website is not incorporated by reference in this document.
B. Business Overview
The information (including graphs and tabular data) set forth under the following headings of the Annual Report 2025 included as exhibit 15.1 to this Form 20-F is incorporated by reference:
● “Strategic Report—Our Business at a Glance—A global leader in pest control and hygiene and wellbeing services” on pages 6 to 7;
● “Strategic Report—Chair’s Statement—Delivering for our stakeholders” on pages 8 to 9, excluding:
o the sentence beginning “There were early signs…” under the subheading “Performance” on page 9;
● “Strategic Report—Letter from the Chief Executive—Executing our strategy” on pages 10 to 13, excluding:
o the sentences beginning “For the year…” and “Organic Revenue Growth…” under the subheading “Building sustainable growth – a year of progress” on page 10;
o the sentences beginning “We were encouraged…” and “All of this puts us…” under the subheading “Focus on execution in North America” on page 11; and
o the sentences beginning “We have a target to…” and “This fuels our…” under the subheading “Focus on efficiency and disciplined capital allocation” on page 13;
● “Strategic Report—Reasons to Invest—A compelling investment opportunity of long-term compounding growth” on pages 14 to 15, excluding:
o the caption “Organic Revenue Growth” and the figure above such caption on page 14; and
o the sentence beginning “Any excess capital…” under the subheading “Strong Free Cash Flow” on page 15;
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● “Strategic Report—Our Strategy and Business Model—Creating value for all stakeholders” on pages 16 to 19, excluding:
o the sentence beginning “Our Group target…” under the subheading “Manage a responsible business” on page 17;
● “Strategic Report—Capital Allocation—Investing for value creation and sustainable growth” on pages 20 to 21, excluding:
o The sentences beginning “Achieving our target Net Debt…” and “Our framework is underpinned…” under the subheading “Our capital allocation framework” on page 20;
o the sentence beginning “In 2025 we have spent…” on page 21; and
o the caption beginning “Total revenue in the year…” and the figure above such caption on page 21;
● “Strategic Report—Key Performance Indicators—Colleagues” on page 22;
● “Strategic Report—Key Performance Indicators—Customers” on page 23;
● “Strategic Report—Key Performance Indicators—Shareholders” on page 24, excluding:
o the bullet point beginning “Revenue at AER was…” and all sub-bullet points under such bullet point under the subheading “Commentary on performance” on page 24;
● “Strategic Report—Our Businesses—Pest Control” on pages 26 to 31, excluding:
o the column titled “Organic Growth” and the row under the heading “Organic Growth”, each in the table on page 26;
o the three sentences beginning “Organic Revenue Growth…” under the subheading “Our revenue model” on page 26;
o the sentence beginning “We acquired 31 Pest Control…” under the subheading “Our revenue model” on page 26; and
o the caption titled “Revenues in year prior to acquisition” and the figure above such caption on page 26;
● “Strategic Report—Our Businesses—Hygiene & Wellbeing” on pages 32 to 33, excluding:
o the column titled “Organic Growth” and the row under the heading “Organic Growth”, each in the table on page 32;
o the sentences beginning “Organic Revenue Growth…” and “We acquired 5 Hygiene & Wellbeing…” under the subheading “Leveraging our leadership in Pest Control” on page 32; and
o the caption titled “Revenues in year prior to acquisition” and the figure above such caption on page 32;
● “Strategic Report—Our Regions—North America” on pages 34 to 36, excluding:
o the sentences beginning “Organic Revenue was…”, “Performance improved in…”, “North America Pest Control Services…”, “Organic Revenue Growth in…”, “Our distribution business delivered…” and “Bolt-on M&A activity continued…” under the subheading “Performance” on page 34;
o the column titled “Organic Growth” and the three rows under the heading “Organic Growth”, each in the table on page 34;
o the sentences beginning “We made good progress…”, “We continue to expect that…” and “We currently expect…” under the subheading “Business simplification and cost efficiencies” on page 35;
o the sentence beginning “We are confident this…” under the subheading “Integrated Pay Plans” on page 36;
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o the sentences beginning “In 2025…” and “The largest business in the segment…” under the subheading “Strong Standalone Business” on page 36;
o the caption beginning “CAGR through to 2030…” and the figure above such caption on page 36; and
o the caption titled “Organic Growth across Business Services” and the figure above such caption on page 36;
● “Strategic Report—Our Regions—International” on page 37, excluding:
o the sentences beginning “Organic Revenue was…”, “Performance improved in…” and “The International region acquired…” under the subheading “Performance” on page 37; and
o the column titled “Organic Growth” and the row under the heading “Organic Growth”, each in the table on page 37;
● “Strategic Report—Responsible Business—Protecting People. Enhancing Lives. Preserving our Planet.” on pages 48 to 65, excluding:
o the sentences beginning “Our focus is to implement…” and “During the year…” under the subheading “Task Force on Climate-related Financial Disclosures” on page 58; and
o the sentence beginning “We aim to reach…” under the subheading “Potential transition risks (medium-long term)” on page 60;
● “Strategic Report—Risks and Uncertainties—How the business manages uncertainty and risks” on pages 68 to 70 and the left column on page 71;
● “Corporate Governance—Our Stakeholders” on pages 95 to 98; and
● “Cautionary Statement” on page 228.
Please also refer to the information set forth under the heading “Financial Statements—Notes to the Consolidated Financial Statements—A1. Revenue recognition and operating segments” on pages F-16 to F-21 of this Form 20-F.
C. Organizational Structure
The information (including tabular data) set forth under the following headings of the Annual Report 2025 included as exhibit 15.1 to this Form 20-F is incorporated by reference:
● “Other Information—Directors’ Report—Company constitution” on page 221; and
● “Other Information—Directors’ Report—Branches” on page 223.
Please also refer to the information set forth under the heading “Financial Statements—Related Undertakings” on pages F-69 to F-82 of this Form 20-F.
D. Property, Plants and Equipment
As of 31 December 2025, Rentokil Initial leases executive offices in Crawley, UK and operates 2,081 facilities in 90 countries. The number and location of Rentokil Initial’s owned or leased production, manufacturing, storage and office properties for continuing operations are as follows:
North America International
Total 787 1,294
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Please also refer to the information (including tabular data) set forth under the headings “Financial Statements—Notes to the Consolidated Financial Statements—B3. Property, plant and equipment” on pages F-45 to F-47, “Financial Statements—Notes to the Consolidated Financial Statements—B4. Leases” on pages F-47 to F-48 and “Financial Statements—Notes to the Consolidated Financial Statements—B5. Capital commitments” on page F-49, in each case of this Form 20-F.