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REG - Brooks Macdonald Grp - Half-Year Results

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RNS Number : 6132Y  Brooks Macdonald Group PLC  27 February 2025

27 February 2025

 

BROOKS MACDONALD GROUP PLC

HALF-YEAR RESULTS FOR THE SIX MONTHS ENDED 31(ST) DECEMBER 2024

 

Brooks Macdonald Group plc ("Brooks Macdonald" or the "Group") today announces
its half-year results for the six months ended 31 December 2024

 

Andrea Montague, CEO, commented:

"In HY'25 we delivered solid financial results including net inflows to our
MPS Platform business at an annualised rate of 13%. Our strong discipline on
costs led to an increase in our underlying profit margin and the Board have
announced an interim dividend of 30p, up 3.4% year on year, continuing our
track record of 19 years of dividend increases.

 

The completion of the sale of Brooks Macdonald Asset Management
(International) Limited ("BMI") sets us up firmly as a UK focused wealth
manager. The acquisition of three Financial Planning businesses has broadened
our client reach increasing our UK client numbers by around 15%.

 

I have set up a sector leading executive team and we now have a laser focus on
our strategy to reignite growth, provide excellent service, a broad and
diverse range of financial products and services with proven investment
performance. This, combined with our disciplined cost management, strong
profit margin and financial flexibility from a strong balance sheet means we
are well placed to deliver on our ambitious growth plans and generate
attractive returns for our clients, colleagues and shareholders."

 

HY25 results highlights

The Group delivered a solid set of results for the first half of the financial
year. During HY25, continuing operations FUM increased by 0.7% to £15.7
billion. We delivered strong gross inflows of £1.1 billion, because of the
quality of service, the scope of products tailored to meet clients' needs, and
strong investment performance including net inflows to our MPS Platform
business at an annualised rate of 13%. However, gross outflows were elevated
during the period at £1.4 billion, particularly in BPS, driven by the
prevailing backdrop of market volatility and uncertainty leading up to the
Budget affecting client behaviour. This resulted in net outflows for the
period of £0.3 billion. We saw strong investment performance which added
£0.4 billion to the closing FUM.

Revenues, from continuing operations, decreased by 2.6%, driven by lower
interest income as market rates declined. However, strong expense management
drove underlying costs down by 2.9%. This led to an underlying profit margin
of 29.9% (HY24 29.6%). On an underlying basis, the profit before tax from
continuing operations was £15.5m, down £0.3m on the prior period. Net assets
increased by 6.1% to £156.6 million at the end of the period, demonstrating
the Group's robust financial position.

 

The Group is focussed on improving asset retention as well as driving new
asset growth.

 

Selected financial data

BM International and DCF are excluded from continuing operations reporting,
prior period is restated.

 

 Financial highlights -Continuing operations                 HY'24(1) £m   HY'25 £m
 FUM (£bn)                                                   15.1          15.7
 Revenue (£m)                                                53.3          51.9
 Underlying profit before tax (£m)                           15.8          15.5
 Underlying profit margin before tax                         29.6%         29.9%
 Underlying diluted earnings per share                       72.7p         68.8p
 Statutory profit margin before tax                          22.0%         24.3%
 Statutory diluted earnings per share                        54.3p         56.2p
 Dividends per share                                         29.0p         30.0p
 Total net assets (£m)                                       147.6         156.6
 Cash and liquid assets (£m)                                 59.0          59.5
 Excess capital (above regulatory min and internal buffers)  40.2          39.5 (2)
 1. Prior periods have been restated to separate out the results of
 discontinued operations (International business and DCF), to be consistent
 with the presentation in the current period
 2. HY25 excess capital stated before the £4.7m estimated cost of our interim
 dividend declared to today

 

Strategic update highlights

In September we announced our refreshed strategy to 'Reignite Growth' and we
are executing this at pace.

 

Significant progress has been made on re-focusing the Group in the last six
months. We have announced the completion of the acquisitions of three
businesses: LIFT, CST Wealth and Lucas Fettes. These acquisitions under the
leadership of Michael Holden as Chief Executive of Financial Planning will
accelerate growth and give us scale in our Financial Planning business. Brooks
Macdonald's Financial Planning business has total AUA of c.£6.4bn, with over
90 advisers and paraplanners. We are pleased with the progress we are making
integrating these businesses.

 

 The strategy is based on the three priorities of:

·    Delivering Excellent Client Service,

·    Broadening & Deepening Client Reach and

·    Driving Scale & Efficiencies.

 

Progress in the last six months includes:

 

Delivering Excellent Client Service: I was delighted that we won the Diamond
Defaqto award for Discretionary Fund Management service which is recognition
of the hard work of the team.  We have new sales leadership and are
delivering more accessible information to our clients via enhancements made to
our online client portal.  We are working with partners to improve service
delivery with new functionality to enhance the digital client experience
resulting in better overall client engagement.

 

Broadening & Deepening Client Reach: Our recent acquisitions have
introduced c.3000 new clients to Brooks Macdonald, an increase of around 15%
and the integration is on track. We are extending the breadth of our
propositions including our Brooks Retirement Solution. We have reinvigorated
engagement with Advisers with around 250 IFAs attending our recent UK
roadshow.

 

Driving Scale and efficiencies: We are simplifying and automating processes to
remove duplication and inefficiency. Through centralising common activities,
we will realise synergies from acquired firms across the Group. We are and
will continue to deliver in line with the committed cost target - no more than
5% growth per annum.

 

Strong capital position, rigorous capital allocation and commitment to a
progressive dividend policy

 

At 31 December 2024, the Group had regulatory capital resources of £69.1m and
the excess over the regulatory minimum and internal buffer was £39.5 million.
Total cash resources and liquid assets, excluding assets held for sale, were
£59.5m.

 

The Board recognises the importance of dividends to shareholders as a core
element of the Group's capital allocation policy. We have announced an interim
dividend of 30p, up 3.4% on HY'24 and continuing 19 years of a progressive
dividend. The interim dividend will be paid on 11 April 2025 to shareholders
on the register as at 14 March 2025.

 

In January 2025 we announced a share buyback of up to £10m. As of 26(th)
February 2025, we have bought back 58,000 shares for a total consideration of
£831,850.

 

Outlook for full year

There is uncertainty regarding the performance of the UK economy against the
backdrop of the proposed changes announced in the October Budget. The election
of President Trump in November and the full effects of the subsequent tariff
actions and push for a peace settlement in Ukraine remain to be seen.

 

The Group anticipates its full year performance will be in line with its
expectations. As previously guided, the Group plans to achieve positive net
flows later in the year and will maintain its focus on efficiency and cost
discipline.

 

The Group also expects capital expenditure to be around £10m for 2025,
compared to £5m previously guided, reflecting investment in the business to
deliver on our growth strategy, including property fit out costs driven by
office relocations. As previously guided interest income is expected to be
£7m to £8m for the year.

 

Medium term targets

For the medium term we continue to target 5% annualised net inflows and
underlying cost growth of less than 5% per annum.

 

Conference call and investor presentation details A video presentation and
results presentation slides will be available from 7:00 a.m. today on the
Investor Relations section of Brooks Macdonald's website using the following
link: https://www.brooksmacdonald.com/investor-relations

There will be a Q&A session for analysts and investors at 9:30 a.m. today
via conference call. For details, please contact Investor Relations.

 

 

 

 

 

Enquiries:

Investors

Brooks Macdonald Group plc

Andrea Montague, CEO

Katherine Jones, CFO

Alexander Holcroft, Interim Director of Investor Relations

Phone: +44 (0)7418 923 061

Email: alexander.holcroft@brooksmacdonald.com
(mailto:alexander.holcroft@brooksmacdonald.com)

 

Singer Capital Markets (Nominated Adviser and Joint Broker)

Charles Leigh-Pemberton / James Moat
 

+44 (0)20 7496 3000

 

Investec Bank plc (Joint Broker)

Christopher Baird / David Anderson

+44 (0)20 7597 5970

 

Teneo (Media
Enquiries)

Misha Bayliss
 

+44 (0) 20 74275465

Oscar Burnett
 

+44 (0) 20 74275435

Email: brooksmacdonald@teneo.com (mailto:brooksmacdonald@teneo.com)

 

Notes to editors

About Brooks Macdonald

Brooks Macdonald Group plc is a leading provider of wealth management services
in the UK.

Proudly serving clients since 1991, Brooks Macdonald is independent,
financially strong, and aims to deliver strong and consistent investment
performance for clients to meet their financial objectives. The company's
broad and diverse product range means that clients get solutions made just for
them and allows Brooks Macdonald to support clients throughout their entire
lives as needs and circumstances change.  The company is recognised as an
innovator in the industry having been amongst the first to develop and launch
key products such as Managed Portfolio Service (MPS) and bespoke income
solutions.

On 15 January 2025, the Group announced its intention to move its listing from
AIM to the Main Market of the London Stock Exchange, which is expected to
occur in March 2025.

Realising Ambitions. Securing Futures. We are Brooks Macdonald.

 

Forward-looking statements

This announcement may include statements, beliefs or opinions that are, or may
be deemed to be, "forward-looking statements". These forward-looking
statements may be identified by the use of forward-looking terminology,
including the terms "believes", "estimates", "plans", "projects",
"anticipates", "targets", "aims", "continues", "expects", "intends", "hopes",
"may", "will", "would", "could" or "should" or, in each case, their negative
or other variations or comparable terminology, or by discussions of strategy,
plans, objectives, goals, future events or intentions. No representation or
warranty is made that any of these statements or forecasts will come to pass
or that any forecast results will be achieved. Forward-looking statements may
and often do differ materially from actual results. Any forward-looking
statements contained in the announcement speak only as of their respective
dates, reflect Brooks Macdonald's current view with respect to future events
and are subject to risks relating to future events and other risks,
uncertainties and assumptions relating to Brooks Macdonald's business, results
of operations, financial position, liquidity, prospects, growth and
strategies.

Except as required by any applicable law or regulation, Brooks Macdonald
expressly disclaims any obligation or undertaking to release publicly any
updates or revisions to any forward-looking statements contained in this
announcement or any other forward-looking statements it may make whether as a
result of new information, future developments or otherwise.

 

LEI: 213800WRDF8LB8MIEX37

 

www.brooksmacdonald.com (http://www.brooksmacdonald.com) / @BrooksMacdonald

 

 

Interim management report

Reigniting growth

Markets

The UK wealth management market continues to be one of the most attractive in
UK financial services. The structural demographics of an aging population,
inter-generational wealth transfers, women increasing their share of the
world's wealth, and an increasing need for advice continue to create
opportunities for Brooks Macdonald given our full service and proposition
model.

In the UK there remains uncertainty regarding the performance of the UK
economy against the backdrop of the proposed changes announced in the October
2024 Budget. The election of President Trump in November 2024 and the full
effects of the subsequent tariff actions and push for a peace settlement in
Ukraine remain to be seen. This combination of factors has led to increased
client conversations across all our propositions.

Strategy

I announced our ambitious strategy to reignite growth last year. Since then,
in my first 100 working days as CEO, significant progress has been made
towards that goal. We have refocused the Group to become a UK wealth manager
through the sale of Brooks Macdonald International ("BMI") and the Defensive
Capital Fund ("DCF"), and successfully completed three acquisitions of UK
Financial Planning firms - LIFT Financial, Lucas Fettes, and CST Wealth. These
important additions have increased our reach to clients at a time when trusted
financial advice is so clearly required. We now have a scaled Financial
Planning business with c.£6.4bn Assets under Advice ("AUA"), c.9,000 clients,
over 90 financial planners and paraplanners and an ongoing commitment to
high-quality advice with our Chartered Financial Planning Academy.

To deliver our corporate strategy, we have moved at pace against our three
strategic priorities:

•      Delivering excellent client service;

•      Broadening and deepening client reach; and

•      Driving scale and efficiencies.

Delivering excellent client service

This is at the core of what we do. I am pleased that we received the 2025
Defaqto Gold Award for Discretionary Fund Management Service in recognition of
the excellence of our client service. We will continue to work hard to deliver
outstanding client experience.

We continue to make significant progress improving our service with, for
example, the recruitment of new sales leadership to focus on and increase our
presence with advisors. We are investing in simplification and automation to
reduce the number of 'touches' that clients are required to make, making doing
business with us a much smoother and easier process. The creation of digital
factsheets is a prime example of this. We are increasingly becoming more
digital with 45% of people accessing services through our digital platform,
InvestBM.

With strong investment performance - including MPS which is consistently in
the top 4 compared to peers over 1, 5 and 10 years - we have an attractive
offering to help clients realise their ambitions and secure their futures
(performance relates to medium risk MPS).

Broadening and deepening client reach

We continue to look for opportunities to broaden and deepen client reach. We
are building relationships with both our existing and new advisers and in the
last quarter alone we met c.250 IFAs at roadshows across the country, yielding
a strong pipeline of follow up meetings.

The acquisitions of the three financial planning firms have increased our
overall UK client base by c.15% to c.23,000.

As one of the first to market with MPS we continue to look for ways to
innovate and are focussed on developing products and propositions. We recently
launched a Money Market fund, a gilt range and are also in advanced piloting
of our retirement income solution (decumulation) proposition as well as new
MPS funds.

With strong investment performance - including MPS which is consistently in
the top 4 compared to peers over 1, 5 and 10 years - we have an attractive
offering to help clients realise their ambitions and secure their futures
(performance relates to medium risk MPS).

Driving scale and efficiencies

We have delivered meaningful efficiency savings over the last 18 months
through simplifying how we work and effective cost control. We are committed
to driving further automation and reducing unnecessary spend while improving
client service. The initiatives we have in place do just that; for example,
automating tax packs and going paperless with more clients.

We remain committed to delivering on our medium-term cost target of no more
than 5% growth p.a.

People

Since coming into role on 1st October 2024 I have reviewed the roles and
skills required to reignite growth at Brooks Macdonald. As a result, I have
recruited a number of talented individuals to lead key business areas. These
have been at Executive Committee and senior leader level and include:

•      Katherine Jones, CFO

•      Catherine Steele, Group Marketing and Communications Director

•      Gavin Neilson, Interim Chief Operating Officer

•      Mike Holden, Chief Executive Financial Planning

•      Neil Cowell, Distribution Director

•      Debbie Dalzell, Chief People Officer

While Debbie Dalzell will start in March, the recently joined Executives are
already having a positive impact across the business and supplement the
already engaged and committed team. It is testament to the strength of Brooks
Macdonald's brand and reputation that we have been able to recruit market
talent of this calibre.

Move to Main Market

After 20 years on AIM, we are moving to the Main Market which, amongst other
things, will allow a broader range of investors to consider an investment in
Brooks Macdonald shares.  The move is on target to be completed by 31st March
2025.

Outlook

The Group anticipates its full year performance will be in line with its
expectations and continues to expect a return to positive net flows later in
FY25.

The macro-outlook is shaped by geo-political tensions around tariffs and
strained government finances, with inevitable concerns around future fiscal
policy. Amidst this uncertainty the need for professional financial advice is
evident and therefore the fundamental opportunity for the Group remains strong
and we are confident of delivering on our ambitious growth strategy.

Review of the results for the period

The Group delivered a solid set of results for the first half of the financial
year. During H1 FY25, continuing operations funds under management ("FUM")
increased by 0.7% to £15.7 billion. The Group delivered strong gross inflows
of £1.1 billion, because of the quality of service, the scope of products
tailored to meet clients' needs, and strong investment performance. However,
gross outflows were elevated during the period at £1.4 billion, particularly
in BPS, driven by the prevailing backdrop of market volatility and uncertainty
leading up to the Budget affecting client behaviour. This resulted in net
outflows for the period of £0.3 billion. The Group saw strong investment
performance which added £0.4 billion to the closing FUM.

Revenue decreased by 2.6%, as a result of lower interest income, whilst
underlying costs decreased by 2.9%. This led to an underlying profit from
continuing operations of £15.5 million, down 1.9% on the prior period, and a
margin of 29.9%. On a statutory basis, the profit before tax from continuing
operations was £12.6 million, up £0.9 million from the prior period.

During the period, the Group announced it had exchanged contracts for the sale
of its International business ("BMI"), which completed after the reporting
date. As a result, the sale was deemed to be highly probable during the period
to 31 December 2024 and the operations of BMI were therefore classed as
discontinued in the H1 FY25 results. During the period, the Group sold the
investment management contract of the SVS Brooks Macdonald Defensive Capital
Fund ("DCF") (subsequently renamed SVS RM Defensive Capital Fund).
Accordingly, the DCF activities have also been recognised as discontinued
operations. The comparative financial results have been restated to be
consistent with the current period. The discontinued operations reported an
underlying profit before tax of £1.7 million in the period (H1 FY24: £1.3
million). This is included as part of the result from discontinued operations
shown in Table 1. Refer to Note 9 of the Condensed consolidated financial
statements for further information.

The Group completed two acquisitions during the period, CST Wealth Limited
("CST Wealth") and Lucas Fettes (Holdings) Limited, with its wholly owned
subsidiary, Lucas Fettes and Partners (Financial Services) Limited (together
"Lucas Fettes"). These have added two months and one month's worth of trading
respectively to the Group's half year results. Refer to Note 10 of the
Condensed consolidated financial statements for further information.

The table below shows the Group's financial performance for the six months
ended 31 December 2024 with the comparative period and provides a
reconciliation between the underlying results, which the Board considers to be
an appropriate reflection of the Group's underlying performance, and the
statutory results. Underlying profit represents an Alternative Performance
Measure ("APM") for the Group. Refer to the Non-IFRS financial information
section for a glossary of the Group's APMs, their definition, and the criteria
for how underlying adjustments are considered.

Table 1 - Group financial results summary

                                                                   Six months to  Six months to  12 months to

                                                                   31 Dec 2024    31 Dec 20231   30 Jun 20241

                                                                   £m             £m             £m
 Revenue                                                           51.9           53.3           106.7
 Fixed staff costs                                                 (18.1)         (18.7)         (37.2)
 Variable staff costs                                              (5.0)          (4.9)          (11.4)
 Total staff costs                                                 (23.1)         (23.6)         (48.6)
 Non-staff costs                                                   (14.7)         (15.1)         (30.2)
 Net finance income                                                1.4            1.2            2.4
 Total underlying costs                                            (36.4)         (37.5)         (76.4)
 Underlying profit before tax from continuing operations           15.5           15.8           30.3
 Underlying adjustments                                            (2.9)          (4.1)          (5.7)
 Statutory profit before tax from continuing operations            12.6           11.7           24.6
 Taxation on continuing activities                                 (3.4)          (2.8)          (5.2)
 Statutory profit after tax from continuing operations             9.2            8.9            19.4
 Result from discontinued operations                               0.4            (12.3)         (12.9)
 Statutory profit/(loss) after tax                                 9.6            (3.4)          6.5

 Underlying profit margin before tax from continuing operations    29.9%          29.6%          28.4%
 Underlying basic earnings per share from continuing operations    69.6p          73.9p          143.1p
 Underlying diluted earnings per share from continuing operations  68.8p          72.7p          140.7p
 Statutory profit margin before tax from continuing operations     24.3%          22.0%          23.1%
 Statutory basic earnings per share from continuing operations     56.9p          55.2p          120.7p
 Statutory diluted earnings per share from continuing operations   56.2p          54.3p          118.6p
 Dividends per share                                               30.0p          29.0p          78.0p

1       Prior periods have been restated to separate out the results of
discontinued operations (BMI and DCF), to be consistent with the presentation
in the current period

Funds under management

The table below shows the opening and closing FUM position and the movements
during the period broken down by service.

Table 2 - Movements in funds under management

 Six months to 31 December 2024 (£m)
                                         Flows in the period
                                Opening FUM1      Gross inflows  Gross outflows  Net     Total inv. perf.        Closing         Net new       Total mvmt

flows

                                1 Jul 24                                                                         FUM             business

                                                                                                                 31 Dec 24
 BPS                            8,880             326            (734)           (408)   210                     8,682           (4.6)%        (2.2)%
  MPS Custody                   974               26             (78)            (52)    23                      945             (5.3)%        (3.0)%
  MPS Platform                  4,367             628            (340)           288     118                     4,773           6.6%          9.3%
 MPS total                      5,341             654            (418)           236     141                     5,718           4.4%          7.1%
 Funds total (excl. DCF)        1,323             127            (217)           (90)    25                      1,258           (6.8)%        (4.9)%
 UK total                       15,544            1,107          (1,369)         (262)   376                     15,658          (1.7)%        0.7%

 International (Held for sale)  2,262             103            (162)           (59)    71                      2,274           (2.6)%        0.5%

 Total Group                    17,806            1,210          (1,531)         (321)   447                     17,932          (1.8)%        0.7%

1       Opening Group FUM has been restated to exclude DCF, which was
disposed of in the current period and consistent with the Group's Quarterly
FUM announcement for 31 December 2024

During H1 FY25, excluding the assets held for sale in respect of BMI of £2.3
billion, FUM increased by 0.7% to a closing of £15.7 billion (31 December
2023 restated: £15.1 billion; 30 June 2024 restated: £15.5 billion). Total
FUM, including BMI, increased by £0.1 billion or 0.7%, to £17.9 billion at
31 December 2024 (31 December 2023 restated: £17.3 billion; 30 June 2024
restated: £17.8 billion).

The UK delivered strong gross inflows of £1.1 billion in the period, driven
by the quality of service, the scope of products tailored to meet clients'
needs, and strong investment performance. However, UK gross outflows were
elevated during the period at £1.4 billion, particularly in BPS, driven by
the prevailing backdrop of market volatility and uncertainty leading up to the
Budget affecting client behaviour, resulting in net outflows for the period of
£0.3 billion. Investment performance added £0.4 billion to the closing FUM.

MPS Platform, including the Group's B2B offering for financial advisers, BM
Investment Solutions ("BMIS"), grew to £4.8 billion, an increase of 9.3% from
the start of the financial year, with organic net flows contributing 6.6%,
equivalent to an annualised growth rate of 13.2%.

As previously communicated, the Group is taking actions to improve asset
retention as well as driving new asset growth.

At 31 December 2024, and following the completion of the CST Wealth and Lucas
Fettes acquisitions, the Group's Financial Planning business had £4.8 billion
assets under management or advice ("AUM/A") (H1 FY24: £3.7 billion). With
these two transactions, together with the acquisition of LIFT that completed
in January 2025, the Group's AUA increased to £6.4 billion at 31 December
2024 on a proforma basis, a 74% increase compared to 30 June 2024,
demonstrating the scale of its enhanced financial planning expertise.

Revenue, yields and average FUM

Table 3 - Revenue, average FUM, and yields

                                           Revenue                    Average FUM                Yields
                                           H1 FY25  H1 FY241  Change  H1 FY25  H1 FY241  Change  H1 FY25  H1 FY241  Change
                                           £m       £m        £m      £m       £m        %       bps      bps       bps
 BPS fees                                  26.6     27.1      (0.5)   8,546    8,446     1.2     61.8     63.8      (2.0)
 BPS transactional and FX income           5.9      5.9       -                                  13.6     13.9      (0.3)
 Total BPS                                 32.5     33.0      (0.5)   8,546    8,446     1.2     75.4     77.7      (2.3)
 MPS Custody                               2.8      2.9       (0.1)   952      963       (1.1)   58.6     59.3      (0.7)
 MPS Platform                              4.0      3.3       0.7     4,578    3,663     25.0    17.5     18.0      (0.5)
 Total MPS                                 6.8      6.2       0.6     5,530    4,626     19.5    24.4     26.6      (2.2)
 Funds                                     3.3      3.4       (0.1)   1,467    1,487     (1.3)   44.9     45.1      (0.2)
 Total UK (excluding interest income)      42.6     42.6      -       15,543   14,559    6.8     54.4     58.1      (3.7)
 Interest income                           3.8      6.3       (2.5)                              8.0      13.3      (5.3)
 Total FUM-related revenue                 46.4     48.9      (2.5)   15,543   14,559    6.8     59.2     66.7      (7.5)
 Financial planning                        5.1      4.1       1.0
 Other income                              0.4      0.3       0.1
 Total non-FUM-related revenue             5.5      4.4       1.1
 Total revenue from continuing operations  51.9     53.3      (1.4)

1       Prior periods have been restated to separate the results of
discontinued operations (BMI and DCF within Funds), consistent with the
presentation in the current period

The Group's overall yield decreased by 7.5bps during the six-month period
ended 31 December 2024, compared to the prior period, due to a number of
factors across the products as noted below.

The yield on BPS fees for UKIM decreased by 2.0bps to 61.8bps driven by the
variation in fee rates on gross outflows and rates achieved on new business
within Core BPS and the product mix across the underlying BPS services
including the Gilts offering.

The yield on MPS Custody decreased by 0.7bps to 58.6bps during the first half
of the year due to the rate mix impact on flows as noted for the BPS service.

The MPS Platform yield reduced by 0.5bps to 17.5bps. This is primarily as a
result of the product mix within the MPS Platform offering a range of Active
and Passive funds which carry slightly different fee rates.

The yield on interest income, net of amounts paid to clients, decreased by
5.3bps. This was primarily due to the reductions in the Bank of England base
rate during the period and rates achieved by the Group on deposit accounts,
and due to an increase in the interest shared with clients.

Revenue

Table 4 - Breakdown of the Group's total revenue

                              Six months to  Six months to  12 months to

                              31 Dec 2024    31 Dec 20231   30 Jun 20241

                              £m             £m             £m
 Fee income                   37.1           37.0           74.7
 Transactional and FX income  5.9            5.9            12.4
 Financial planning income    5.1            4.1            8.2
 Interest income              3.8            6.3            11.4
 Total revenue                51.9           53.3           106.7

1       Prior periods have been restated to separate out the results of
discontinued operations (BMI and DCF), to be consistent with the presentation
in the current period

Revenue from continuing operations, decreased by 2.6% to £51.9 million in the
first half of the financial year due to a decline in interest income of £2.5
million, driven by the reduction in base rates during the period and higher
interest paid to clients. Fee income of £37.1 million was relatively in line
with the prior period, with the impact of net outflows and product mix change
depressing average yields, offset by investment performance. Transactional and
FX income of £5.9 million was flat on the prior period.

Financial planning income increased by £1.0 million during the period. Of
this, £0.5 million was contributed by the acquisitions of CST Wealth and
Lucas Fettes in the period and the remainder by growth achieved in the Group's
existing advice business.

Underlying costs

Underlying costs from continuing operations of £36.4 million decreased by
2.9% on the prior period (H1 FY24 restated: £37.5 million). This included the
impact of the CST Wealth and Lucas Fettes acquisitions, which contributed
additional underlying costs of £0.5 million. Excluding acquisitions, the
Group's underlying costs decreased by 4.3%.

Staff costs

Staff costs decreased by 2.1% from £23.6 million (restated) to £23.1
million.

Fixed staff costs decreased by 3.2% from £18.7 million (restated) to £18.1
million driven by savings arising from the organisational restructure carried
out by the Group, net of inflationary pay rises and the impact of net joiners.

Variable staff costs at £5.0 million were broadly in line with the amount
recognised in the previous period. The share-based payment charge was down
£0.4 million due to share option lapses recognised in H1 FY25 and a reduction
in the Group's share price impacting the associated employer national
insurance contributions.

Non-staff costs

Non-staff costs from continuing operations amounted to £14.7 million, a
decrease of £0.4 million or 2.6% from the prior period, a reflection of
Management's continued cost discipline.

Profit for the period

Combined, the above gave rise to an underlying profit before tax from
continuing operations for the half year of £15.5 million, a slight decrease
of 1.9% on the prior period (H1 FY24 restated: £15.8 million) resulting in a
profit margin of 29.9% (H1 FY24 restated: 29.6%).

The Group's statutory profit before tax from continuing operations was £12.6
million for the current period, up 7.7% on the prior period (H1 FY24 restated
£11.7 million). The variance is partly driven by the underlying adjustments
recognised in both periods. A breakdown of the underlying adjustments together
with an explanation of each is included in the reconciliation between
underlying and statutory profits section.

The Group's discontinued operations reported a profit after tax of £0.4
million for H1 FY25, including a £0.9 million gain on disposal of the DCF
investment management contracts. In the prior period, the discontinued
operations recorded a loss after tax of £12.3 million, primarily driven by a
£11.6 million impairment charge in relation to the goodwill held in respect
of BMI.

Reconciliation between underlying and statutory profits

Underlying profit before tax is considered by the Board to be an appropriate
reflection of the Group's performance when compared to the statutory results
as this excludes income and expense categories, which are deemed of a
non-recurring nature or a non-cash operating item. Reporting at an underlying
basis is also considered appropriate for external analyst coverage and peer
group benchmarking, allowing a like-for-like comparison. Underlying profit is
deemed to be an Alternative Performance Measure ("APM"); refer to the Non-IFRS
financial information section for a glossary of the Group's APMs, their
definitions, and the criteria for how underlying adjustments are considered.

A reconciliation between underlying and statutory profit before tax from
continuing operations for the six months ended 31 December 2024, with
comparatives is shown in the following table:

Table 5 - Reconciliation between underlying profit and statutory (loss)/profit
before tax from continuing operations

                                                          Six months to  Six months to  12 months to

                                                          31 Dec 2024    31 Dec 20231   30 Jun 20241

                                                          £m             £m             £m
 Underlying profit before tax from continuing operations  15.5           15.8           30.3

 Acquisition and integration-related costs                (2.5)          (0.4)          (0.4)
 Amortisation of client relationships                     (1.7)          (1.7)          (3.4)
 Organisational restructure                               (1.1)          (2.1)          (2.1)
 AIM to Main-related costs                                (0.5)          -              -
 Other non-operating income                               2.9            0.1            0.2
 Total underlying adjustments                             (2.9)          (4.1)          (5.7)

 Statutory profit before tax from continuing operations   12.6           11.7           24.6

1       Prior periods have been restated to separate out the results of
discontinued operations (BMI and DCF), to be consistent with the presentation
in the current period

Acquisition and integration-related costs (£2.5 million charge)

These represent costs incurred in relation to the Group's recent acquisitions,
including legal fees. The prior period charge relates to the share-based
payment integration charge for share options awarded to onboarded employees as
part of acquisitions in prior periods. These costs are excluded from the
underlying results in view of their one-off nature arising as part of an
acquisition.

Amortisation of client relationships (£1.7 million charge)

These intangible assets are created in the course of acquiring funds under
management and are amortised over their useful life, which have been assessed
to range between 6 and 20 years. This amortisation charge has been excluded
from the underlying profit since it is a significant non-cash item. Refer to
Note 13 of the Condensed consolidated financial statements for more details.

Organisational restructure (£1.1 million charge)

As part of the Group's strategy to ensure it operates in an efficient manner
and delivers the best service to clients, further opportunities were
identified to streamline and remove duplication from core processes, resulting
in redundancy costs. These have been excluded from underlying earnings on the
basis that they are in relation to restructuring of the business.

AIM to Main-related costs (£0.5 million charge)

As announced in January 2025, the Group intends to move from AIM to the London
Stock Exchange's Main Market, which the Board believes will further enhance
the Group's corporate profile, as well as extending the opportunity to own its
ordinary shares to a broader group of investors. Legal and reporting
accountants related costs have been incurred in relation to this initiative.
These costs have been excluded from underlying earnings in view of their
non-recurring nature.

Other non-operating income (£2.9 million credit)

This primarily relates to a refund from HMRC in respect of VAT arising on the
Group's AIM Portfolio Services as it was confirmed this was exempt from VAT,
covering the period from 1 October 2019 to 30 September 2024. This is excluded
from the underlying results in view of its non-recurring nature.

Taxation

The Group's tax charge on underlying profit from continuing operations for the
period was £4.2 million (H1 FY24 restated: £3.9 million) representing an
effective tax rate of 27.3% (H1 FY24 restated: 24.9%). The statutory tax
charge on continuing operations was £3.4 million, up 21.4% from the prior
period (H1 FY24 restated: £2.8 million). The increase on the prior period is
principally driven by lower share option deductions (due to a lower share
price in H1 FY25 and option lapses in the prior period).

Earnings per share

The Group's basic statutory earnings per share from continuing operations for
the six months ended 31 December 2024 was 56.9p, up on the prior year of 55.2p
(restated) by 3.1%. On an underlying basis, basic earnings per share decreased
by 5.8% to 69.6p (H1 FY24 restated: 73.9p) as a result of higher underlying
tax charge in the current period. Details on the basic and diluted earnings
per share are provided in Note 11 of the Condensed consolidated financial
statements.

Financial position and regulatory capital

Net assets increased by 6.1% to £156.6 million at 31 December 2024 (31
December 2023: £147.6 million), demonstrating the Group's robust financial
position. The Group's tangible net assets (net assets excluding intangibles)
were £79.4 million at 31 December 2024 (31 December 2023: £61.7 million). As
at 31 December 2024, the Group had regulatory capital resources of £69.1
million (31 December 2023: £68.9 million). The total net assets and the
regulatory capital resources take into account the respective period's profits
as these are deemed to be verified at the date of publication of the interim
results. In applying its internal capital management approach, the Group seeks
to maintain a capital buffer in addition to the regulatory minimum
requirement. At 31 December 2024, after taking into account the regulatory
minimum requirement and internal capital buffer, the excess capital was £39.5
million (31 December 2023: £40.2 million).

Dividend

The Board recognises the importance of dividends to shareholders and the
benefit of providing sustainable shareholder returns. In determining the level
of dividend in any year, the Board considers a number of factors such as the
level of retained earnings, future cash commitments, statutory profit cover,
capital and liquidity requirements and the level of profit retention required
to sustain the growth of the Group. The Board has declared an interim dividend
of 30.0p (H1 FY24: 29.0p). This represents an increase of 3.4% compared to the
previous period. The interim dividend will be paid on 11 April 2025 to
shareholders on the register as at 14 March 2025. Refer to Note 12 of the
Condensed consolidated financial statements for more details.

Share buyback

In February 2025, the Group announced a share buyback of up to £10.0 million
consistent with the Company's disciplined approach to capital allocation
whilst preserving considerable financial flexibility. As of 26 February 2025,
the Group had bought back 58,000 shares for a total consideration of
£831,850.

Cash flow and capital expenditure

The Group continues to have strong levels of cash generation from operations.
Total cash resources and liquid assets, excluding assets held for sale, at the
end of December 2024 were £59.5 million (31 December 2023: £59.0 million).
During the six months ended 31 December 2024, the Group incurred capital
expenditure of £3.5 million (H1 FY24: £0.7 million), £3.4 million in
relation to the Group's technology spend, and £0.1 million on
property-related costs.

 

 

 

Condensed consolidated statement of comprehensive income

for the six months ended 31 December 2024

                                                                      Note  Six months ended          Six months ended             Year ended

                                                                            31 Dec 2024 (unaudited)   31 Dec 2023 (unaudited)(1)   30 Jun 2024

                                                                                                                                    (audited)(1)
                                                                            £'000                     £'000                        £'000
 Revenue                                                              4     51,864                    53,268                       106,682
 Administrative costs                                                       (43,385)                  (42,776)                     (84,509)
 Gross profit                                                               8,479                     10,492                       22,173
 Other gains - net                                                    5     17                        46                           83
 Operating profit                                                           8,496                     10,538                       22,256
 Finance income                                                       6     1,494                     1,280                        2,525
 Finance costs                                                        6     (107)                     (89)                         (166)
 Other non-operating income                                           7     2,741                     -                            -
 Profit before tax                                                          12,624                    11,729                       24,615
 Taxation                                                             8     (3,405)                   (2,867)                      (5,193)
 Profit for the period attributable to equity holders of the Company        9,219                     8,862                        19,422
 Profit/(loss) from discontinued operations                           9     378                       (12,246)                     (12,965)
 Other comprehensive income                                                 -                         -                            -
 Total comprehensive income for the period                                  9,597                     (3,384)                      6,457

 Earnings per share from continuing operations
 Basic                                                                11    56.9p                     55.2p                        120.7p
 Diluted                                                              11    56.2p                     54.3p                        118.6p

 Earnings/(loss) per share from discontinued operations
 Basic                                                                11    2.3p                      (76.3)p                      (80.5)p
 Diluted                                                              11    2.3p                      (76.3)p                      (80.5)p

1       Prior periods have been restated to separate the results of
discontinued operations, consistent with the presentation in the current
period. Refer to Note 9 for details of the results of discontinued operations

The above Condensed consolidated statement of comprehensive income should be
read in conjunction with the accompanying notes.

 

 

 

Condensed consolidated statement of financial position

as at 31 December 2024

                                                                    Note  31 Dec 2024   31 Dec 2023     30 Jun 2024

                                                                          (unaudited)    (unaudited)    (audited)
                                                                          £'000         £'000           £'000
 Assets
 Non-current assets
 Intangible assets                                                  13    77,248        85,911          83,224
 Property, plant and equipment                                      14    937           1,767           1,350
 Right-of-use assets                                                15    2,621         4,232           3,225
 Financial assets at amortised cost                                 16    30,019        -               29,963
 Financial assets at fair value through other comprehensive income  16    -             500             500
 Deferred contingent consideration receivable                       16    661           -               -
 Total non-current assets                                                 111,486       92,410          118,262
 Current assets
 Trade and other receivables                                        16    25,625        29,414          29,061
 Financial assets at fair value through profit or loss              16    938           871             905
 Cash and cash equivalents                                          16    29,475        59,000          44,732
 Net assets held for sale                                           9     28,012        -               -
 Total current assets                                                     84,050        89,285          74,698
 Total assets                                                             195,536       181,695         192,960

 Liabilities
 Non-current liabilities
 Other non-current liabilities                                      16    (228)         (869)           (587)
 Net deferred tax liabilities                                       17    (5,614)       (5,605)         (5,394)
 Provisions                                                         19    (403)         (262)           (378)
 Deferred contingent consideration payable                          18    (1,714)       -               -
 Lease liabilities                                                        (1,113)       (2,485)         (1,645)
 Total non-current liabilities                                            (9,072)       (9,221)         (8,004)
 Current liabilities
 Trade and other payables                                           16    (20,504)      (21,358)        (27,889)
 Current tax liabilities                                            16    (1,980)       (423)           (935)
 Lease liabilities                                                        (1,916)       (2,177)         (2,169)
 Deferred contingent consideration payable                          18    (4,472)       (225)           -
 Provisions                                                         19    (953)         (644)           (1,628)
 Total current liabilities                                                (29,825)      (24,827)        (32,621)
 Net assets                                                               156,639       147,647         152,335

 Equity
 Share capital                                                      21    165           164             165
 Share premium                                                      21    83,915        82,617          83,135
 Other reserves                                                           8,067         8,934           6,363
 Retained earnings                                                        64,492        55,932          62,672
 Total equity                                                             156,639       147,647         152,335

The Condensed consolidated financial statements were approved by the Board of
Directors and authorised for issue on 26 February 2025, signed on their behalf
by:

Andrea Montague                 Katherine Jones

CEO
CFO

Company registration number: 4402058

The above Condensed consolidated statement of comprehensive income should be
read in conjunction with the accompanying notes.

 

 

Condensed consolidated statement of changes in equity

for the six months ended 31 December 2024

                                                     Note  Share capital  Share premium  Other reserves  Retained earnings     Total
                                                           £'000          £'000          £'000           £'000                 £'000
 Balance at 30 June 2023                                   164            81,830         9,112           66,238                157,344

 Comprehensive income
 Profit for the period from continuing operations          -              -              -               8,862                 8,862
 Loss for the period from discontinued operations          -              -              -               (12,246)              (12,246)
 Total comprehensive expense                               -              -              -               (3,384)               (3,384)

 Transactions with owners
 Issue of ordinary shares                            21    -              787            -               -                     787
 Share-based payments                                      -              -              1,757           -                     1,757
 Share-based payments exercised                            -              -              (1,793)         1,793                 -
 Purchase of own shares by employee benefit trust          -              -              -               (1,248)               (1,248)
 Tax on share options                                      -              -              (142)           -                     (142)
 Dividends paid                                      12    -              -              -               (7,467)               (7,467)
 Total transactions with owners                            -              787            (178)           (6,922)               (6,313)

 Balance at 31 December 2023                               164            82,617         8,934           55,932                147,647

 Comprehensive income
 Profit for the period from continuing operations          -              -              -               10,560                10,560
 Loss for the period from discontinued operations          -              -              -               (719)                 (719)
 Total comprehensive income                                -              -              -               9,841                 9,841

 Transactions with owners
 Issue of ordinary shares                            21    1              518            -               -                     519
 Share-based payments                                      -              -              650             -                     650
 Share-based payments exercised                            -              -              (2,428)         2,428                 -
 Purchase of own shares by employee benefit trust          -              -              -               (902)                 (902)
 Tax on share options                                      -              -              (793)           -                     (793)
 Dividends paid                                      12    -              -              -               (4,627)               (4,627)
 Total transactions with owners                            1              518            (2,571)                (3,101)        (5,153)

 Balance at 30 June 2024                                   165            83,135         6,363           62,672                152,335

 Comprehensive income
 Profit for the period from continuing operations          -              -              -               9,219                 9,219
 Profit for the period from discontinued operations        -              -              -               378                   378
 Total comprehensive income                                -              -              -               9,597                 9,597

 Transactions with owners
 Issue of ordinary shares                            21    -              780            -               -                     780
 Share-based payments                                      -              -              2,088           -                     2,088
 Share-based payments exercised                            -              -              (845)           845                   -
 Purchase of own shares by employee benefit trust          -              -              -               (750)                 (750)
 Tax on share options                                      -              -              461             -                     461
 Dividends paid                                      12    -              -              -               (7,872)               (7,872)
 Total transactions with owners                            -              780            1,704           (7,777)               (5,293)

 Balance at 31 December 2024                               165            83,915         8,067           64,492                156,639

The above Condensed consolidated statement of comprehensive income should be
read in conjunction with the accompanying notes.

 

 

 

Condensed consolidated statement of cash flows

for the six months ended 31 December 2024

                                                                                Note        Six months   ended        Six months ended  Year ended

                                                                                            31 Dec 2024               31 Dec 2023       30 Jun 2024

                                                                                            (unaudited)               (unaudited)       (audited)
                                                                                £'000                                 £'000             £'000
 Cash flow from operating activities
 Cash generated from operations                                                 20          8,384                     18,879            43,336
 Corporation Tax paid                                                                       (3,179)                   (3,367)           (6,444)
 Other exceptional income                                                       7           2,741                     -                 -
 Net cash generated from operating activities                                               7,946                     15,512            36,892

 Cash flows from investing activities
 Purchase of computer software                                                  13          (3,359)                   (643)             (1,734)
 Purchase of property, plant and equipment                                      14          (119)                     (70)              (83)
 Consideration paid for acquisitions net of cash acquired                       10          (6,204)                   -                 -
 Investment in financial assets at amortised cost                               16          -                         -                 (29,978)
 Investment in financial assets at fair value through profit or loss            16          (16)                      -                 -
 Deferred contingent consideration paid                                         18          -                         (625)             (852)
 Disposal of financial assets at fair value through other comprehensive income  16          500                       -                 -
 Consideration received                                                         9           523                       -                 -
 Interest received                                                                          1,438                     1,575             3,231
 Net cash used in investing activities                                                      (7,237)                   237               (29,416)

 Cash flows from financing activities
 Dividends paid to shareholders                                                 12          (7,872)                   (7,467)           (12,094)
 Payment of lease liabilities - principal                                                   (1,218)                   (1,551)           (2,536)
 Payment of lease liabilities - interest                                                    (70)                      -                 -
 Proceeds of issue of shares                                                    21          74                        162               681
 Purchase of own shares by Employee Benefit Trust                                           (750)                     (1,248)           (2,150)
 Net cash used in financing activities                                                      (9,836)                   (10,104)          (16,099)

 Net increase/(decrease) in cash and cash equivalents                                       (9,127)                   5,645             (8,623)

 Cash and cash equivalents at beginning of period                                           44,732                    53,355            53,355
 Less cash held in disposal group                                                           (6,130)                   -                 -

 Cash and cash equivalents at end of period                                                 29,475                    59,000            44,732

The above Condensed consolidated statement of comprehensive income should be
read in conjunction with the accompanying notes.

 

 

 

Notes to the condensed consolidated financial statements

for the six months ended 31 December 2024

1. General information

Brooks Macdonald Group plc ("the Company") is the Parent Company of a group of
companies ("the Group"), which is a leading provider of wealth management
services in the UK. Brooks Macdonald is independent, financially strong, and
aims to deliver strong and consistent investment performance for clients to
meet their financial objectives. The Group's broad and diverse product range
means that clients get solutions made just for them and allows Brooks
Macdonald to support clients throughout their entire lives as needs and
circumstances change. The Group is recognised as an innovator in the industry
having been amongst the first to develop and launch key products such as
Managed Portfolio Service ("MPS") and bespoke income solutions.

The Company is a public limited company, incorporated and domiciled in the
United Kingdom under the Companies Act 2006 and listed on AIM. The address of
its registered office is 21 Lombard Street, London, EC3V 9AH.

The Interim Report and Accounts were approved for issue on 26 February 2025.
The Condensed consolidated financial statements have been independently
reviewed but not audited.

 

2. Accounting policies

a) Basis of preparation

The Group's Condensed consolidated financial statements have been prepared in
accordance with UK-adopted International Accounting Standards ("IAS") and with
the requirements of the Companies Act 2006 as applicable to companies
reporting under those standards. The Condensed consolidated financial
statements have been prepared on the historical cost basis, except for the
revaluation of financial assets at fair value through other comprehensive
income and financial assets at fair value through profit or loss such that
they are measured at their fair value.

At the time of approving the Condensed consolidated financial statements, the
Directors have a reasonable expectation that the Company and the Group have
adequate resources to continue in operational existence for the foreseeable
future. Accordingly, they continue to adopt the going concern basis in
preparing the Condensed consolidated financial statements.

The information in this Interim Report and Accounts does not comprise
statutory financial statements within the meaning of section 434 of the
Companies Act 2006. The Group's Financial statements for the year ended 30
June 2024 have been reported on by its auditors and delivered to the Registrar
of Companies. The Condensed consolidated financial statements should be read
in conjunction with the Group's audited Financial statements for the year
ended 30 June 2024, which are prepared in accordance with UK-adopted
International Accounting Standards.

Developments in reporting standards and interpretations

Standards and interpretations adopted during the current reporting period

In the six months ended 31 December 2024, the Group did not adopt any new
standards or amendments issued by the International Accounting Standards Board
("IASB") or interpretations by the IFRS Interpretations Committee ("IFRS IC")
that have had a material impact on the Condensed consolidated financial
statements.

Future new standards and interpretations

A number of new amendments are effective for annual periods beginning after 1
July 2024 and earlier application is permitted; however, the Group has not
early adopted the new amendments in preparing these Condensed consolidated
financial statements. None of the standards and amendments not yet effective
are expected to have a material impact on the Group's Financial statements.

b) Changes in accounting policies

The accounting policies applied in these Condensed consolidated financial
statements are the same as those applied in the Group's Consolidated financial
statements as at and for the year ended 30 June 2024.

New standards, amendments and interpretations listed below were newly adopted
by the Group but have not had a material impact on the amounts reported in
these Financial statements. They may, however, impact the accounting for
future transactions and arrangements.

•      Amendments to IAS 1, Presentation of financial statements' on
non-current liabilities with covenants (effective 1 January 2024)

•      Amendments to IFRS 16, 'Leases' lease liability in a sale and
leaseback (effective 1 January 2024)

•      Amendment to IAS 7 and IFRS 7 - Supplier finance (effective 1
January 2024)

•      IFRS 17, 'Insurance contracts' (effective 1 January 2023)

•      Amendments to IAS 21 - Lack of exchangeability (effective 1
January 2025)

c) Critical estimates and significant judgements

The Group has reviewed the judgements and estimates that affect its accounting
policies and amounts reported in its Condensed consolidated financial
statements. These are unchanged from those reported in the Group's Financial
statements for the year ended 30 June 2024 except for those noted below.

Non-current assets held for sale

IFRS 5 'Non-current assets held for sale and discontinued operations' outlines
how to account for non-current assets held for sale. Management judgement is
required in determining whether the IFRS 5 held for sale criteria are met,
including whether a sale is highly probable and expected to complete within
one year of classification. Judgement typically involves evaluating the
likelihood of obtaining any necessary approvals, determining the stage of
negotiations and commitment of any potential interested parties, the
likelihood of selling at a reasonable price and any possibility of a sale plan
to change. Once classified as held-for-sale, continuous judgement is required
to ensure the classification remains appropriate in future accounting periods.

As part of the strategic review of BMI carried out in the previous financial
year, the Group evaluated potential outcomes, including the possible disposal
of BMI. Management applied judgement in assessing that BMI did not meet the
IFRS 5 criteria for classification as held for sale at 30 June 2024 on the
basis that a potential sale was still at the early stages. During the current
period, the Group announced it had exchanged contracts for the sale of Brooks
Macdonald Asset Management (International) Limited. As a result, Management
determined the sale to be highly probable and the criteria for reclassifying
the BMI assets as held for sale, and operations as discontinued under IFRS 5
were met.

 

3. Segmental information

The Group has recognised its International business (BMI) as a held for sale
financial asset, and subsequently the operating division has been removed from
the segmental reporting and now reported within discontinued operations. As a
result, the Group has one reportable segment for the current period, so is not
presenting separate segmental reporting in line with IFRS 8.

The required disclosures per IFRS 8 regarding revenues from external customers
for each product and service and geographical location are disclosed in Note
4.

 

4. Revenue

                                   Six months ended  Six months ended  Year ended

                                   31 Dec 2024       31 Dec 2023       30 Jun 2024

(audited)1
                                   (unaudited)       (unaudited)1
 Investment management fee income  33,677            33,563            67,825
 Transactional income              5,867             5,908             12,394
 Fund management fee income        3,359             3,477             6,914
 Financial planning income         5,131             4,065             8,182
 Interest income                   3,830             6,255             11,367
 Total revenue                     51,864            53,268            106,682

1       Restated to exclude revenue from discontinued operations,
consistent with the presentation in the current period (Note 9)

a) Geographic analysis

The Group's continuing operations are located in the United Kingdom, therefore
all Group revenue is recognised in this jurisdiction. The Group's discontinued
operations in relation to BMI (Note 9) is located in Jersey and Guernsey.

b) Major clients

The Group is not reliant on any one client or group of connected clients for
the generation of revenues.

 

5. Other gains - net

Other gains and losses represent the net changes in the fair value of the
Group's financial instruments and intangible assets recognised in the
Condensed consolidated statement of comprehensive income.

                                                                                 Six months ended  Six months ended  Year ended

                                                                                 31 Dec 2024       31 Dec 2023       30 Jun 2024 (audited)

                                                                                 (unaudited)       (unaudited)
                                                                                 £'000             £'000             £'000
 Changes in fair value of deferred contingent consideration (Note 18)            -                 -                 3
 Changes in fair value of financial assets at fair value through profit or loss  17                46                80
 (Note 16)
 Total other gains - net                                                         17                46                83

 

6. Finance income and finance costs

                                                      Six months ended  Six months ended  Year ended

                                                      31 Dec 2024       31 Dec 20231      30 Jun 20241 (audited)

                                                      (unaudited)       (unaudited)
                                                      £'000             £'000             £'000
 Finance income
 Bank interest on deposits                            825               1,266             2,299
 Interest on assets held at amortised cost            649               -                 198
 Finance income of deferred contingent consideration  3                 -                 -
 Dividends on preference shares                       17                14                28
 Total finance income                                 1,494             1,280             2,525

 Finance costs
 Finance cost of lease liabilities                    70                81                153
 Finance cost of deferred contingent consideration    37                8                 13
 Total finance costs                                  107               89                166

1       Restated to exclude revenue from discontinued operations,
consistent with the presentation in the current period (Note 9)

 

7. Other non-operating income

During the current period, the Group received confirmation from HMRC that the
supply of certain Group services were exempt from VAT. As a result, the Group
received a refund from HMRC in respect of VAT arising on those services during
the period from 1 January 2020 to 30 September 2024 of £2,741,000. This has
been treated as non-operating income in view of its non-recurring nature and
given it is outside the ordinary course of business. This other non-operating
income is fully taxable for Corporation Tax purposes.

 

8. Taxation from continuing operations

The current tax expense for the six months ended 31 December 2024 was
calculated based on the Corporation Tax rate of 25.0%, applied to the taxable
profit for the six months ended 31 December 2024 (six months ended 31 December
2023: 25.0%; year ended 30 June 2024: 25.0%).

                                                 Six months      Six months     Year ended

                                                 ended           ended          30 Jun 20241

                                                 31 Dec 2024     31 Dec 20231   (audited)

                                                 (unaudited)     (unaudited)
                                                 £'000           £'000          £'000
 UK Corporation Tax                              3,771           2,847          6,042
 Over provision in prior years                   -               -              514
 Total current taxation                          3,771           2,847          6,556
 Deferred tax credits                            (366)           20             (1,577)
 Under provision of deferred tax in prior years         -        -              214
 Total income tax expense                        3,405           2,867          5,193

1       Restated to exclude revenue from discontinued operations,
consistent with the presentation in the current period (Note 9)

The tax on the Group's profit before tax differs from the theoretical amount
that would arise using the time apportioned tax rate applicable to profits of
the consolidated entities in the UK as follows, split out between underlying
and statutory profits:

 Six months ended 31 Dec 2024 (unaudited)                                        Underlying  Underlying profit adjustments  Statutory profit

profit

           £'000                          £'000
                                                                                 £'000
 Profit before taxation                                                          15,517      (2,893)                        12,624

 Profit multiplied by the standard rate of tax in the UK of 25.0%                3,879       (723)                          3,156
 Tax effect of amounts that are not deductible/(taxable) in calculating taxable
 income:
 -        Depreciation and amortisation                                          464         (30)                           434
 -        Disallowable expenses                                                  133         -                              133
 -        Share-based payments                                                   (212)       48                             (164)
 -        Non-taxable income                                                     (23)        (131)                          (154)
 Income tax expense                                                              4,241       (836)                          3,405

 Effective tax rate                                                              27.3%       n/a                            27.0%

 

 Six months ended 31 Dec 20231 (unaudited)                                       Underlying  Underlying profit adjustments  Statutory profit

profit

           £'000                          £'000
                                                                                 £'000
 Profit before taxation                                                          15,792      (4,063)                        11,729

 Profit multiplied by the standard rate of tax in the UK of 25.0%                3,948       (1,016)                        2,932
 Tax effect of amounts that are not deductible/(taxable) in calculating taxable
 income:
 -        Depreciation and amortisation                                          2           (50)                           (48)
 -        Disallowable expenses                                                  185         2                              187
 -        Share-based payments                                                   28          -                              28
 -        Non-taxable income                                                     (232)       -                              (232)
 Income tax expense                                                              3,931       (1,064)                        2,867

 Effective tax rate                                                              24.9%       n/a                            24.4%

1       Restated to exclude tax from discontinued operations, consistent
with the presentation in the current period (Note 9)

 Year ended 30 Jun 20241 (audited)                                               Underlying  Underlying profit adjustments  Statutory profit

profit

           £'000                          £'000
                                                                                 £'000
 Profit before taxation                                                          30,301      (5,686)                        24,615

 Profit multiplied by the standard rate of tax in the UK of 25.0%                7,575       (1,421)                        6,154
 Tax effect of amounts that are not deductible/(taxable) in calculating taxable
 income:
 -        Depreciation and amortisation                                          543         (382)                          161
 -        Non-taxable income                                                     (6)         -                              (6)
 -        Disallowable expenses                                                  316         (376)                          (60)
 -        Share-based payments                                                   (1,676)     106                            (1,570)
 -        Over provision in prior periods                                        514         -                              514
 Income tax expense                                                              7,266       (2,073)                        5,193

 Effective tax rate                                                              24.0%       n/a                            21.1%

1       Restated to exclude tax from discontinued operations, consistent
with the presentation in the current period (Note 9)

The statutory rate of Corporation Tax applied to the taxable profit for the
six months ended 31 December 2024 is 25.0% (six months ended 31 December 2023:
25.0%; year ended 30 June 2024: 25.00%). Deferred tax assets and liabilities
are calculated at the rate that is expected to be in force when the temporary
differences unwind.

 

9. Discontinued operations

Summary financials

The discontinued operations represent the operations of the Group's BMI and
DCF business, as discussed in this Note.

                                                  Six months ended  Six months ended  Year ended

                                                  31 Dec 2024       31 Dec 2023       30 Jun 2024 (audited)

                                                  (unaudited)       (unaudited)       £'000

                                                  £'000             £'000
 Loss from discontinued operations                (426)             (871)             (1,356)
 Gain on disposal of DCF discontinued operations  936               -                 -
 Taxation on discontinued operations              (132)             266               32
 Goodwill impairment on discontinued operations   -                 (11,641)          (11,641)
 Result from discontinued operations              378               (12,246)          (12,965)

 

Cash flow statement of discontinued operations

The net cash flows generated by the disposal group are as follows:

                                              Six months ended  Six months ended  Year ended

                                              31 Dec 2024       31 Dec 2023       30 Jun 2024 (audited)

                                              (unaudited)       (unaudited)       £'000

                                              £'000             £'000
 Net cash flows from operating activities     943               (159)             17
 Net cash flows from investing activities     252               315               516
 Net cash flows from financing activities     (2,205)           (146)             (350)
 Net cash flows from discontinued operations  (1,010)           10                183

 

BMI

During the period, the Group exchanged contracts for the sale of Brooks
Macdonald Asset Management (International) Limited, and its wholly-owned
subsidiaries, which made up the Group's previously reported International
segment (BMI). As a result, the sale was deemed highly probable and the
criteria for reclassifying the BMI assets as held for sale, and operations as
discontinued under IFRS 5 were met. As a result, the BMI-related assets have
been separated out on the face of the Condensed Consolidated statement of
financial position as held for sale, and the BMI-related operations for the
current and comparative periods have been separated out on the Condensed
consolidated statement of comprehensive income.

a) Profit or loss of BMI discontinued operations

The results of discontinued operations for BMI are shown below:

                                    Six months ended  Six months ended  Year ended

                                    31 Dec 2024       31 Dec 2023       30 Jun 2024

(unaudited)

                                     (unaudited)                         (audited)
                                    £'000             £'000             £'000
 Revenue                            9,335             9,421             19,911
 Administrative costs               (10,054)          (10,769)          (22,201)
 Operating loss                     (719)             (1,348)           (2,290)
 Finance income                     252               315               516
 Finance costs                      (12)              (21)              (39)
 Loss before tax                    (479)             (1,054)           (1,813)
 Taxation                           102               266               32
 Loss from discontinued operations  (377)             (788)             (1,781)

During the current period, the Group incurred costs of £518,000 (H1 FY24:
£nil; FY24: £1,513,000) in relation to the disposal of BMI.

b. Current assets held for sale

At 31 December 2024, the disposal group was stated at carrying value of net
assets, broken down as follows.

                                   £'000
 Assets
 Intangible assets                 17,978
 Property, plant and equipment     236
 Right of use assets               199
 Trade and other receivables       5,017
 Cash                              6,129
 Total assets                      29,559
 Liabilities
 Trade and other payables          (547)
 Tax payables                      (187)
 Net deferred tax liabilities      (560)
 Provisions                        (8)
 Lease liabilities                 (245)
 Total liabilities                 (1,547)
 Current net assets held for sale  28,012

 

c. BMI disposal

On 12 September, the Group announced that it had entered into a binding
agreement to sell Brooks Macdonald Asset Management (International) Limited,
and its wholly-owned subsidiaries. Following regulatory approval, the sale was
completed on 21 February 2025.

Under the terms of the acquisition, the total net consideration is expected to
be up to £50,850,000, inclusive of total deferred contingent consideration
amounts, with initial cash consideration being £28,000,000. The deferred
contingent consideration is based on revenue performance of the business over
a 2-year period following completion. The Group and Parent Company expects to
make a gain on disposal, no impairment is expected and the final disposal
accounting will be disclosed in the 2025 Annual Report and Accounts.

DCF

On 31 October 2024, Brooks Macdonald Asset Management Limited resigned as
investment manager to the SVS Brooks Macdonald Defensive Capital Fund ("DCF")
(subsequently renamed SVS RM Defensive Capital Fund). The resignation was
subject to a sale and purchase agreement and as a result, the transaction was
classed as a disposal of business by the Group under IFRS 5. Profit from
discontinued operations is disclosed separately in the Condensed consolidated
statement of comprehensive income, being the results of the DCF disposal group
to 31 October 2024 (and restated for comparative periods) and the gain on
disposal.

d. Profit or loss of DCF discontinued operations

The results of discontinued operations for DCF are shown below:

                                                            Six months ended  Six months ended  Year ended

                                                            31 Dec 2024       31 Dec 2023       30 Jun 2024

(unaudited)

                                                             (unaudited)                         (audited)
                                                            £'000             £'000             £'000
 Revenue                                                    344               922               1,669
 Administrative costs                                       (292)             (737)             (1,223)
 Operating profit                                           52                185               446
 Net finance income                                         1                 (2)               11
 Profit before tax                                          53                183               457
 Gain on disposal of DCF discontinued operations (Note 9e)  936               -                 -
 Taxation                                                   (234)             -                 -
 Profit of discontinued operations                          755               183               457

 

e. Gain on disposal of DCF discontinued operations

                                                    £'000
 Initial cash consideration received                523
 Fair value of contingent consideration receivable  658
 Total disposable consideration                     1,181
 Fair value of net assets disposed                  (245)
 Gain on disposal of DCF                            936

Initial cash consideration of £523,000 was received on completion, and
additional cash consideration will be receivable, contingent on the disposal
group FUM levels over a three-year period post disposal. On disposal, the
estimated fair value of deferred contingent consideration receivable was
£658,000. The net assets disposed of represent the goodwill in relation to
the disposed business.

This gain is presented within profit from discontinued operations in the
Condensed consolidated statement of comprehensive income for the six months
ended 31 December 2024.

 

10. Business combinations

On 29 October 2024, the Group acquired CST Wealth Management Limited ("CST"),
a chartered financial planning firm based in Wales with assets under advice of
c.£170 million and c.500 clients. This purchase aligns with the Group's
strategy to expand our client reach and accelerate growth in financial
planning. The acquisition is another step in the execution of our strategy and
will broaden and deepen the Group's presence in Wales. It will also enhance
our existing financial planning capabilities, complementing those previously
and newly acquired. The acquisition consisted of acquiring 100% of the issued
share capital of CST Wealth Management Limited, which was funded through
existing financial resources.

On 29 November 2024, the Group completed the acquisition of Lucas Fettes
(Holdings) Limited, and its wholly-owned subsidiary, Lucas Fettes and Partners
(Financial Services) Limited (together "Lucas Fettes"), a Norwich-based
financial planning provider with assets under advice of c.£890 million and
c.300 corporate and employee benefit clients. The acquisition consists of
acquiring 100% of the issued share capital of Lucas Fettes (Holdings) Limited,
which was funded through the Group's existing financial resources.

The two acquisitions will be integrated into Brooks Macdonald's Financial
planning business and will enhance the Group's financial planning capability.
They bring a strong presence in geographical areas where there is opportunity
to grow. They will also enhance the Group's existing financial planning
capabilities, complementing those previously and newly acquired.

The acquisitions have been accounted for using the acquisition method and
details of the purchase consideration are as follows:

                                                  Note  £'000
 Initial cash consideration                             5,544
 Initial share consideration                      i     706
 Cash consideration for excess net assets         ii    2,853
 Deferred contingent consideration at fair value  iii   5,368
 Total purchase consideration                           14,471

i.  The Group issued 42,853 ordinary shares to the previous shareholders at a
price of £16.41 and £16.61 per share. The amount of shares issued was based
on the average 5-day mid-market share price at the completion date to provide
the equivalent consideration value of £706,000.

ii. In accordance with the Sale and Purchase agreement ("SPA"), the Group was
required to pay the difference between the available capital and the required
regulatory capital.

iii. The total estimated cash deferred contingent consideration at fair value
is £5,368,000, payable in one and two years following completion, based on
client attrition of the acquired business. The maximum cash deferred
contingent consideration payable is up to £6,250,000 if client attrition
targets are met.

Client relationship intangible assets of £7,281,000 were recognised on
acquisition in respect of the expected cash inflows and economic benefit from
the acquired business. An associated deferred tax liability of £1,820,000 was
recognised in relation to the expected cash inflows on the acquired client
relationship intangible asset. Goodwill of £5,539,000 was recognised on
acquisition in respect of the expected growth in the acquired businesses and
associated cash inflows. The fair value of the assets acquired were the gross
contractual amounts and were all considered to be fully recoverable. The fair
value of the identifiable assets and liabilities acquired, at the date of
acquisition, are detailed in below.

Net assets acquired through business combination

                                                    £'000
 Tangible fixed assets                              30
 Trade and other receivables                        2,098
 Cash at bank                                       2,193
 Trade and other payables                           (737)
 Corporation tax payable                            (113)
 Total net assets recognised by acquired companies  3,471
 Fair value adjustments:
 Client relationship contracts                      7,281
 Deferred tax liabilities                           (1,820)
 Net identifiable assets                            5,461
 Goodwill                                           5,539
 Total purchase consideration                       14,471

The trade and other receivables were recognised at their fair value, being the
gross contractual amounts, deemed fully recoverable.

Acquisition impact on reported results

In the period from acquisition to 31 December 2024, the two acquisitions
earned revenue of £549,000 and statutory profit before tax of £61,000. Had
the acquisitions been consolidated from 1 July 2024, the Condensed
consolidated statement of comprehensive income would have included revenue of
£2,950,000 and statutory profit before tax of £200,000.

Net cash outflow resulting from business combinations

                                                            £'000
 Total purchase consideration                               14,471
 Less shares issued as consideration                        (706)
 Less deferred cash contingent consideration at fair value  (5,368)
 Cash paid to acquire business combinations                 8,397
 Less cash held by acquired entities                        (2,193)
 Net cash outflow - investing activities                    6,204

 

11. Earnings per share

The Board of Directors considers that underlying earnings per share provides
an appropriate reflection of the Group's performance in the period. Underlying
earnings per share are calculated based on 'underlying earnings', which is
defined as earnings before underlying adjustments listed below. The tax effect
of these adjustments has also been considered. Underlying earnings is an
alternative performance measure ("APM") used by the Group. Refer to the
glossary of the Group's APMs, their definition and criteria for how underlying
adjustments are considered.

Earnings for the period used to calculate earnings per share as reported in
these Condensed consolidated financial statements were as follows:

                                                                           Six months ended  Six months ended           Year ended

                                                                           31 Dec 2024       31 Dec 20231 (unaudited)   30 Jun 20241 (audited)

                                                                           (unaudited)
                                                                           £'000             £'000                      £'000
 Earnings from continuing operations                                       9,219             8,862                      19,422
 Earnings/(loss) from discontinued operations                              378               (12,246)                   (12,965)
 Earnings attributable to ordinary shareholders                            9,597             (3,384)                    6,457

 Underlying adjustments
 Acquisition and integration-related costs                                 2,502             293                        423
 Amortisation of acquired client relationship contracts from continuing    1,696             1,691                      3,383
 operations
 Organisational restructure costs from continuing operations               1,050             2,186                      2,129
 AIM to Main-related costs                                                 524               -                          -
 Finance cost of deferred contingent consideration payable (Note 18)       37                8                          13
 Finance income of deferred contingent consideration receivable (Note 16)  (3)               -                          -
 Other non-operating income (Note 7)                                       (2,741)           -                          -
 Profit mark-up on cost allocations to discontinued operations             (171)             (115)                      (258)
 Changes in fair value of deferred consideration                           -                 -                          (3)
 Tax impact of adjustments (Note 8)                                        (835)             (1,064)                    (2,074)
 Result from discontinued operations                                       (378)             12,246                     12,965
 Underlying earnings attributable to ordinary shareholders                 11,278            11,861                     23,035

1       Restated to exclude revenue from discontinued operations,
consistent with the presentation in the current period (Note 9)

Basic earnings per share is calculated by dividing earnings attributable to
ordinary shareholders by the weighted average number of shares in issue
throughout the period. Included in the weighted average number of shares for
basic earnings per share purposes are employee share options at the point all
necessary conditions have been satisfied and the options have vested, even if
they have not yet been exercised.

Diluted earnings per share represents the basic earnings per share adjusted
for the effect of dilutive potential shares issuable on exercise of employee
share options under the Group's share-based payment schemes, weighted for the
relevant period. The diluted weighted average number of shares in issue and
diluted earnings per share considers the effect of all dilutive potential
shares issuable on exercise of employee share options. The potential shares
issuable includes the contingently issuable shares that have not yet vested
and the vested unissued share options that are either nil cost options or have
little or no consideration.

The weighted average number of shares in issue during the six months ended 31
December 2024 were as follows:

                                                                             Six months ended  Six months ended  Year ended

                                                                             31 Dec 2024       31 Dec 2023       30 Jun 2024 (audited)

                                                                             (unaudited)       (unaudited)
                                                                             Number of shares  Number of shares  Number of shares
 Weighted average number of shares in issue                                  16,210,734        16,060,677        16,098,412
 Effect of dilutive potential shares issuable on exercise of employee share  186,225           247,947           275,450
 options
 Diluted weighted average number of shares in issue                          16,396,959        16,308,624        16,373,862

 

                                                                 Six months ended  Six months ended           Year ended

                                                                 31 Dec 2024       31 Dec 20231 (unaudited)   30 Jun 20241

                                                                 (unaudited)                                  (audited)
                                                                 p                 p                          p
 Based on reported earnings:
 Basic earnings per share from continuing operations             56.9              55.2                       120.7
 Basic earnings/(loss) per share from discontinuing operations   2.3               (76.3)                     (80.5)
 Total statutory basic earnings/(loss) per share                 59.2              (21.1)                     40.2
 Diluted earnings per share from continuing operations           56.2              54.3                       118.6
 Dilute earnings/(loss) per share from discontinuing operations  2.3               (76.3)                     (80.5)
 Total statutory diluted earnings/(loss) per share               58.5              (22.0)                     38.1

 Based on underlying earnings:
 Basic earnings per share                                        69.6              73.9                       143.1
 Diluted earnings per share                                      68.8              72.7                       140.7

1       Restated to exclude revenue from discontinued operations,
consistent with the presentation in the current period (Note 9)

 

12. Dividends

                                           Six months ended  Six months ended  Year ended

                                           31 Dec 2024       31 Dec 2023       30 Jun 2024

(unaudited)
(audited)
                                           (unaudited)
                                           £'000             £'000             £'000
 Final dividend paid on ordinary shares    7,872             7,467             7,467
 Interim dividend paid on ordinary shares  -                 -                 4,627
 Total dividends                           7,872             7,467             12,094

An interim dividend of 30.0p (six months ended 31 December 2023: 29.0p) per
share was declared by the Board of Directors on 26 February 2025. It will be
paid on 11 April 2025 to shareholders who are on the register at the close of
business on 14 March 2025.

In accordance with IAS 10, this dividend has not been included as a liability
in the Condensed consolidated financial statements at 31 December 2024.

A final dividend for the year ended 30 June 2024 of 49.0p (year ended 30 June
2023: 47.0p) per share was paid to shareholders on 1 November 2024.

 

13. Intangible assets

                                                         Goodwill              Computer software  Acquired       Total

                                                                                                  client

                                                                                                  relationship

                                                                                                  contracts
                                                         £'000                 £'000              £'000          £'000
 Cost
 At 30 June 2023                                         64,373                8,830              76,098         149,301
 Additions                                               -                     643                -              643
 At 31 December 2023                                     64,373                9,473              76,098         149,944
 Additions                                               -                     1,091              -              1,091
 At 30 June 2024                                         64,373                10,564             76,098         151,035
 Additions                                               5,539                 3,359              7,281          16,179
 Disposal of goodwill                                    (245)                 -                  -              (245)
 Transfer of intangible asset to held for sale (Note 9)  (21,243)              -                  (29,930)       (51,173)
 At 31 December 2024                                     48,424                13,923             53,449         115,796

 Accumulated amortisation and impairment
 At 30 June 2023                                         11,213                359                37,147         48,719
 Amortisation charge                                     -                     749                2,924          3,673
 Impairment                                              11,641                -                  -              11,641
 At 31 December 2023                                     22,854                1,108              40,071         64,033
 Amortisation charge                                     -                     854                2,924          3,778
 At 30 June 2024                                         22,854                1,962              42,995         67,811
 Amortisation charge                                     -                     1,004              2,928          3,932
 Transfer of intangible asset to held for sale (Note 9)  (11,641)              -                  (21,554)       (33,195)
 At 31 December 2024                                     11,213                2,966              24,369         38,548

 Net book value
 At 30 June 2023                                         53,160                8,471              38,951         100,582
 At 31 December 2023                                     41,519                8,365              36,027         85,911
 At 30 June 2024                                         41,519                8,602              33,103         83,224
 At 31 December 2024                                     37,211                10,957             29,080         77,248

 

a) Goodwill

Goodwill acquired in a business combination is allocated at acquisition to the
cash generating units ("CGUs") that are expected to benefit from that business
combination. The carrying amount of goodwill in respect of these CGUs within
the operating segments of the Group comprises:

                                                                               31 Dec 2024   31 Dec 2023   30 Jun 2024

(unaudited)
(audited)
                                                                               (unaudited)
                                                                               £'000         £'000         £'000
 Funds                                                                         3,075         3,320         3,320

 Braemar Group Limited ("Braemar")
 International                                                                 -             9,602         9,602

 Brooks Macdonald Asset Management (International) Limited ("International")
 Cornelian                                                                     16,111        16,111        16,111

 Cornelian Asset Managers Group Limited ("Cornelian")
 Integrity                                                                     3,945         3,945         3,945

 Integrity Wealth (Holdings) Limited ("Integrity")
 Adroit                                                                        8,541         8,541         8,541

 Adroit Financial Planning Limited ("Adroit")
 CST Wealth                                                                    1,679         -             -

 CST Wealth Management Limited ("CST")
 Lucas Fettes                                                                  3,860         -             -

 Lucas Fettes (Holdings) Limited ("Lucas Fettes")
 Total goodwill                                                                37,211        41,519        41,519

During the six months ended 31 December 2024, the Group acquired goodwill of
£5,539,000 in relation to the acquisitions of CST and Lucas Fettes
respectively (Note 10).

During the six months ended 31 December 2024, the Group disposed of goodwill
of £245,000, reflecting the amount of goodwill within the Braemar CGU that is
attributable to the DCF disposal group, which was previously included within
this CGU. Refer to Note 9 for details of the disposal.

b) Computer software

Costs incurred on internally developed computer software are initially
recognised at cost and, when the software is available for use, the costs are
amortised on a straight-line basis over an estimated useful life of four
years, with some specific projects amortised over longer useful economic lives
("UELs") based on their size and usability.

c) Acquired client relationship contracts

This asset represents the fair value of future benefits accruing to the Group
from acquired client relationship contracts. The amortisation of client
relationships is charged to the Condensed consolidated statement of
comprehensive income on a straight-line basis over their estimated useful
lives (6 to 20 years).

During the six months ended 31 December 2024, the Group acquired client
relationship contracts totalling £7,281,000 as part of the Lucas Fettes and
CST acquisitions (Note 10), which were recognised as separately identifiable
intangible assets in the Condensed consolidated statement of financial
position, with useful economic lives of 15 years.

 

14. Property, plant and equipment

                                                                       Leasehold improvements  Fixtures, fittings and office equipment  IT equipment  Total
                                                                       £'000                   £'000                                    £'000         £'000
 Cost
 At 30 June 2023                                                       3,146                   642                                      966           4,754
 Additions                                                             3                       44                                       23            70
 At 31 December 2023                                                   3,149                   686                                      989           4,824
 Additions                                                             10                      3                                        -             13
 Disposals                                                             (11)                    (3)                                      (3)           (17)
 At 30 June 2024                                                       3,148                   686                                      986           4,820
 Additions                                                             119                     -                                        -             119
 Property, plant and equipment acquired from business combinations     -                       161                                      142           303
 Property, plant and equipment reclassified as held for sale (Note 9)  (730)                   (151)                                    (146)         (1,027)
 At 31 December 2024                                                   2,537                   696                                      982           4,215

 Accumulated depreciation
 At 30 June 2023                                                       1,647                   442                                      542           2,631
 Depreciation charge                                                   282                     44                                       100           426
 At 31 December 2023                                                   1,929                   486                                      642           3,057
 Depreciation charge                                                   289                     51                                       90            430
 Disposals                                                             (11)                    (3)                                      (3)           (17)
 At 30 June 2024                                                       2,207                   534                                      729           3,470
 Depreciation charge                                                   195                     48                                       81            324
 Property, plant and equipment acquired from business combinations     -                       146                                      129           275
 Property, plant and equipment reclassified as held for sale (Note 9)  (557)                   (102)                                    (132)         (791)
 At 31 December 2024                                                   1,845                   626                                      807           3,278

 Net book value
 At 30 June 2023                                                       1,499                   200                                      424           2,123
 At 31 December 2023                                                   1,220                   200                                      347           1,767
 At 30 June 2024                                                       941                     152                                      257           1,350
 At 31 December 2024                                                   692                     70                                       175           937

 

15. Right-of-use assets

                                                             Cars    Property  Total
                                                             £'000   £'000     £'000
 Cost
 At 30 June 2023                                             798     10,138    10,936
 Additions                                                   41      922       963
 At 31 December 2023                                         839     11,060    11,899
 Additions                                                   133     203       336
 Adjustment on change of lease terms                         (91)    (315)     (406)
 At 30 June 2024                                             881     10,948    11,829
 Additions                                                   28      667       695
 Right-of-use assets reclassified as held for sale (Note 9)  -       (1,970)   (1,970)
 At 31 December 2024                                         909     9,645     10,554

 Accumulated depreciation
 At 30 June 2023                                             195     6,412     6,607
 Depreciation charge                                         109     951       1,060
 At 31 December 2023                                         304     7,363     7,667
 Depreciation charge                                         101     978       1,079
 Adjustment on change of lease terms                         50      (192)     (142)
 At 30 June 2024                                             455     8,149     8,604
 Depreciation charge                                         99      986       1,085
 Right-of-use assets reclassified as held for sale (Note 9)  -       (1,771)   (1,771)
 Adjustment on change of lease terms                         15      -         15
 At 31 December 2024                                         569     7,364     7,933

 Net book value
 At 30 June 2023                                             603     3,726     4,329
 At 31 December 2023                                         535     3,697     4,232
 At 30 June 2024                                             426     2,799     3,225
 At 31 December 2024                                         340     2,281     2,621

 

16. Financial instruments

The analysis of financial assets and liabilities into their categories as
defined in IFRS 9 Financial Instruments is set out in the following table.

                                                                     31 Dec 2024   31 Dec 2023     30 Jun 2024

                                                                     (unaudited)    (unaudited)    (audited)
                                                                     £'000         £'000           £'000
 Financial assets
 Financial assets at fair value through profit or loss:
 Deferred contingent consideration receivable                        661           -               -
 Investment on regulated OEICs                                       938           871             905
 Financial assets at fair value through other comprehensive income:
 Unlisted redeemable preference shares                               -             500             500
 Financial assets at amortised cost:
 Investment in UK Government Investment Loan and Treasury Stock      30,019        -               29,963
 Trade and other receivables                                         25,625        29,414          29,061
 Cash and cash equivalents:
 Cash at bank                                                        19,475        59,000          44,732
 Money Market Funds                                                  10,000        -               -
 Total financial assets                                              86,718        89,785          105,161

 Financial liabilities
 Financial liabilities at fair value through profit or loss:
 Deferred contingent consideration payable (Note 18)                 6,186         225             -
 Financial liabilities at amortised cost:
 Trade and other payables                                            20,504        21,358          27,889
 Current tax liabilities                                             1,980         423             935
 Provisions (Note 19)                                                1,356         906             2,006
 Lease liabilities                                                   3,029         4,662           3,814
 Other non-current liabilities                                       228           869             587
 Total financial liabilities                                         33,283        28,443          35,231

 

The following table provides an analysis of the financial assets and
liabilities that, subsequent to initial recognition, are measured at fair
value. These are grouped into the following levels within the fair value
hierarchy, based on the degree to which the inputs used to determine the fair
value are observable:

•      Level 1 - derived from quoted prices in active markets for
identical assets or liabilities at the measurement date;

•      Level 2 - derived from inputs other than quoted prices included
within level 1 that are observable, either directly or indirectly; and

•      Level 3 - derived from inputs that are not based on observable
market data.

                                                                 Level 1  Level 2  Level 3  Total

                                                                 £'000    £'000    £'000    £'000
 Financial assets
 At 30 June 2023                                                 825      -        500      1,325
 Net changes in fair value                                       46       -        -        46
 At 31 December 2023                                             871      -        500      1,371
 Net changes in fair value                                       34       -        -        34
 At 30 June 2024                                                 905      -        500      1,405
 Additions                                                       674      -        -        674
 Net changes in fair value                                       17       -        -        17
 Finance income of deferred contingent consideration receivable  3        -        -        3
 Disposals                                                       -        -        (500)    (500)
 At 31 December 2024                                             1,599    -        -        1,599

 Comprising:
 Deferred contingent consideration receivable                    661      -        -        661
 Financial assets at fair value through profit and loss          938      -        -        938
 Total financial assets                                          1,599    -        -        1,599

 

The Group holds shares in five of the SVS Cornelian Risk Managed Passive
Funds. During the six months ended 31 December 2024, the Group recognised a
gain on these investments of £11,000 and invested a further £11,000,
resulting in a value at 31 December 2024 of £662,000 (31 December 2023:
£629,000; 30 June 2024: £659,000).

The Group holds an investment in the Blueprint Multi Asset Fund range across
the various models within the fund range. During the six months ended 31
December 2024, the Group recognised a gain on these investments of £6,000 and
invested a further £5,000 resulting in a value at 31 December 2024 of
£230,000 (31 December 2023: £242,000; 30 June 2024: £223,000).

During the year, the Group recognised contingent consideration receivable at
its fair value of £658,000 in relation to the disposal of DCF (Note 9). From
recognition to 31 December 2024, finance income of deferred contingent
consideration of £3,000 was recognised.

During the period, the Group disposed of its investment in 500,000 redeemable
£1 preference shares in an unlisted company incorporated in the UK.

                                                    Level 1  Level 2  Level 3  Total

                                                    £'000    £'000    £'000    £'000
 Financial liabilities
 At 1 July 2023                                     -        -        1,467    1,467
 Finance cost of deferred contingent consideration  -        -        8        8
 Cash consideration paid                            -        -        (625)    (625)
 Shares issued as consideration (Note 20)           -        -        (625)    (625)
 At 31 December 2023                                -        -        225      225
 Finance cost of deferred contingent consideration  -        -        5        5
 Changes in fair value                              -        -        (3)      (3)
 Payments made                                      -        -        (227)    (227)
 At 30 June 2024                                    -        -        -        -
 Additions                                          -        -        6,149    6,149
 Finance cost of deferred contingent consideration  -        -        37       37
 At 31 December 2024                                -        -        6,186    6,186

 Comprising:
 Deferred contingent consideration                  -        -        6,186    6,186
 Total financial liabilities                        -        -        6,186    6,186

 

Deferred contingent consideration is recognised at fair value through profit
or loss and is valued using the net present value of the expected amounts
payable based on management's forecasts and expectations. During the period,
the Group recognised deferred contingent consideration payable on the
acquisitions of Lucas Fettes and CST. Refer to Notes 10 and 18 for further
details.

 

17. Deferred income tax

Deferred income tax assets are only recognised to the extent that it is
probable that future taxable profit will be available against which the
temporary differences can be utilised. An analysis of the Group's deferred
assets and deferred tax liabilities is shown below.

                                                                       31 Dec 2024 (unaudited)
                                                                       UK            Total

                                                                       £'000         £'000
 Deferred tax asset
 Share-based payments                                                  2,412         2,412
 Dilapidations                                                         117           117
 Accelerated capital allowances                                        12            12
 Total deferred tax assets                                             2,541         2,541

 Deferred tax liabilities
 Intangible asset amortisation                                         (7,143)       (7,143)
 Accelerated capital allowances                                        (24)          (24)
 Accelerated capital allowances on research and development            (988)         (988)
 Total deferred tax assets                                             (8,155)       (8,155)

 Net deferred tax liability                                            (5,614)       (5,614)

                                                             31 Dec 2023 (unaudited)
                                                             UK        CI            Total

                                                             £'000     £'000         £'000
 Deferred tax assets
 Share-based payments                                        2,189     -             2,189
 Trading losses carried forward                              -         359           359
 Dilapidations                                               99        8             107
 Accelerated capital allowances                              163       -             163
 Total deferred tax assets                                   2,451     367           2,818

 Deferred tax liabilities
 Intangible asset amortisation                               (6,460)   (1,032)       (7,492)
 Accelerated capital allowances on research and development  (931)     -             (931)
 Total deferred tax liabilities                              (7,391)   (1,032)       (8,423)

 Net deferred tax liability                                  (4,940)   (665)         (5,605)

 

                                                             30 Jun 2024 (audited)
                                                             UK        CI        Total

                                                             £'000     £'000     £'000
 Deferred tax assets
 Share-based payments                                        1,901     -         1,901
 Trading losses carried forward                              -         147       147
 Dilapidations                                               111       1         112
 Accelerated capital allowances                              93        -         93
 Total deferred tax assets                                   2,105     148       2,253

 Deferred tax liabilities
 Intangible asset amortisation                               (5,809)   (920)     (6,729)
 Accelerated capital allowances on research and development  (918)     -         (918)
 Total deferred tax liabilities                              (6,727)   (920)     (7,647)

 Net deferred tax liability                                  (4,622)   (772)     (5,394)

 

The gross movement on the deferred income tax account during the period was as
follows:

                                                                               Six months ended  Six months ended   Year ended 30 Jun 2024

                                                                               31 Dec 2024       31 Dec 2023       (audited)

                                                                               (unaudited)       (unaudited)       £'000

                                                                               £'000             £'000
 At beginning of period                                                        (5,394)           (6,033)           (6,033)
 Additional liability on acquisition of client relationship intangible assets  (1,820)           -                 -
 (Note 10)
 Credit to the Condensed consolidated statement of comprehensive income        366               286               1,574
 Credit/(charge) recognised in equity                                          461               142               (935)
 Deferred tax balances reclassified as held for sale                           773               -                 -
 At end of period                                                              (5,614)           (5,605)           (5,394)

 

The change in deferred income tax assets and liabilities during the period was
as follows:

                                                                           Share-based payments  Trading losses carried forward  Dilapidations  Accelerated capital allowances  Total

                                                                           £'000                 £'000                           £'000          £'000                           £'000
 Deferred tax assets
 At 1 July 2023                                                            2,333                 363                             119            164                             2,979
 Charge to the Condensed consolidated statement of comprehensive income    (286)                 (4)                             (12)           (1)                             (303)
 Credit to equity                                                          142                   -                               -              -                               142
 At 31 December 2023                                                       2,189                 359                             107            163                             2,818
 Credit/(charge) to the Condensed consolidated statement of comprehensive  789                   (212)                           5              (70)                            512
 income
 Charge to equity                                                          (1,077)               -                               -              -                               (1,077)
 At 30 June 2024                                                           1,901                 147                             112            93                              2,253
 Credit/(charge) to the Condensed consolidated statement of comprehensive  50                    -                               5              (81)                            (26)
 income
 Credit to equity                                                          461                   -                               -              -                               461
 Deferred tax balances reclassified as held for sale                       -                     (147)                           -              -                               (147)
 At 31 December 2024                                                       2,412                 -                               117            12                              2,541

 

                                                             31 Dec 2024   31 Dec 2023   30 Jun 2024

                                                             (unaudited)   (unaudited)   (audited)

                                                             £'000         £'000         £'000
 Deferred tax assets
 Deferred tax assets to be settled after more than one year  884           1,861         1,061
 Deferred tax assets to be settled within one year           1,657         957           1,192
 Total deferred tax assets                                   2,541         2,818         2,253

 

The carrying amount of the deferred tax asset is reviewed at each reporting
date and is only recognised to the extent that it is probable that future
taxable profits of the Group will allow the asset to be recovered.

                                                                               Share-based payments  Intangible asset amortisation  Accelerated capital allowances  Total

                                                                               £'000                 £'000                          £'000                           £'000
 Deferred tax liabilities
 At 1 July 2023                                                                856                   8,156                          -                               9,012
 Charge/(credit) to the Condensed consolidated statement of comprehensive      75                    (664)                          -                               (589)
 income
 At 31 December 2023                                                           931                   7,492                          -                               8,423
 Credit to the Condensed consolidated statement of comprehensive income        (13)                  (763)                          -                               (776)
 At 30 June 2024                                                               918                   6,729                          -                               7,647
 Additional liability on acquisition of client relationship intangible assets  -                     1,820                          -                               1,820
 Charge/(Credit) to the Condensed consolidated statement of comprehensive      70                    (486)                          24                              (392)
 income
 Deferred tax balances reclassified as held for sale                           -                     (920)                          -                               (920)
 At 31 December 2024                                                           988                   7,143                          24                              8,155

 

                                                                  31 Dec 2024   31 Dec 2023   30 Jun 2024

                                                                  (unaudited)   (unaudited)   (audited)

                                                                  £'000         £'000         £'000
 Deferred tax liabilities
 Deferred tax liabilities to be settled after more than one year  7,568         7,836         6,641
 Deferred tax liabilities to be settled within one year           587           587           1,006
 Total deferred tax liabilities                                   8,155         8,423         7,647

 

18. Deferred contingent consideration payable

Deferred contingent consideration payable is split between non-current
liabilities and current liabilities to the extent that it is due to be paid
within one year of the reporting date. It reflects the Directors' best
estimate of amounts payable in the future in respect of certain client
relationships and subsidiary undertakings that were acquired by the Group.
Deferred contingent consideration is measured at its fair value based on
discounted expected future cash flows. The movements in the total deferred
contingent consideration balance during the current and comparative periods
were as follows:

                                                    Six months ended  Six months ended  Year ended

                                                    31 Dec 2024       31 Dec 2023       30 Jun 2024

(unaudited)
(audited)
                                                    (unaudited)
                                                    £'000             £'000             £'000
 At beginning of period                             -                 1,467             1,467
 Additions                                          6,149             -                 -
 Finance cost of deferred contingent consideration  37                8                 13
 Fair value adjustments                             -                 -                 (3)
 Cash consideration paid                            -                 (625)             (852)
 Shares issues as consideration                     -                 (625)             (625)
 At end of period                                   6,186             225               -

 Analysed as:
 Amounts falling due within one year                4,472             225               -
 Amounts falling due after more than one year       1,714             -                 -
 At end of period                                   6,186             225               -

 

During the six months ended 31 December 2024, the Group completed the CST and
Lucas Fettes acquisition (Note 10) and part of the consideration amounts are
to be deferred over one and two year periods. The deferred contingent
consideration is payable based on client attrition performance over the
deferral period. The estimated fair value of the deferred contingent
consideration at acquisition was £5,368,000. During the period from
acquisition to 31 December 2024, the Group recognised a finance cost of
£32,000 on this deferred contingent consideration.

During the six months ended 31 December 2024, the Group entered into an
arrangement to procure financial advice expertise, which resulted in payments
to be deferred over a 2-year period based on future client attrition levels.
On agreement of the arrangement, deferred contingent consideration was
recognised of £781,000, and recognised finance cost thereon to 31 December
2024 of £5,000.

Deferred contingent consideration is classified as Level 3 within the fair
value hierarchy, as defined in Note 16.

 

19. Provisions

                                                                          Client compensation  Regulatory  Leasehold dilapidations  Tax-related  Total

levies

                                                                          £'000
           £'000                    £'000        £'000
                                                                                               £'000
 At 30 June 2023                                                          250                  167         625                      280          1,322
 Charged to the Condensed consolidated statement of comprehensive income  219                  -           45                       -            264
 Utilised during the period                                               (321)                (167)       (192)                    -            (680)
 At 31 December 2023                                                      148                  -           478                      280          906
 Charged to the Condensed consolidated statement of comprehensive income  470                  691         38                       -            1,199
 Utilised during the period                                               (23)                 -           (76)                     -            (99)
 At 30 June 2024                                                          595                  691         440                      280          2,006
 Additions                                                                -                    -           -                        2            2
 Charged to the Condensed consolidated statement of comprehensive income  134                  -           33                       -            167
 Utilised during the period                                               (120)                (691)       -                        -            (811)
 Provisions reclassified to held for sale (Note 9)                        -                    -           (8)                      -            (8)
 At 31 December 2024                                                      609                  -           465                      282          1,356

 Analysed as:
 Amounts falling due within one year                                      609                  -           62                       282          953
 Amounts falling due after more than one year                             -                    -           403                      -            403
 Total provisions                                                         609                  -           465                      282          1,356

 

a) Client compensation

Client compensation provisions relate to the probable liability arising from
client complaints against the Group. Complaints are assessed on a case by case
basis and provisions for compensation are made where judged necessary. The
amount recognised within provisions for client compensation represents
management's best estimate of the probable liability. The timing of the
corresponding outflows is uncertain as these are made as and when claims
arise.

b) Regulatory levies

At 31 December 2024 provisions include an amount of £nil (at 31 December
2023: £nil; at 30 June 2024: £691,000) in respect of expected levies by the
Financial Services Compensation Scheme ("FSCS").

c) Leasehold dilapidations

Leasehold dilapidations relate to dilapidation provisions expected to arise on
leasehold premises held by the Group, and monies due under the contract with
the assignee of leases on the Group's leased properties. The non-current
leasehold dilapidations provision relate to expected economic outflow at the
end of lease terms, with the longest lease term ending in four years from the
Condensed consolidated statement of financial position date.

d) Tax-related

Tax-related provisions relate to voluntary disclosures made by the Group to HM
Revenue and Customs ("HMRC") following an input VAT review carried out by the
Group during FY22.

 

20. Reconciliation of operating profit to net cash inflow from operating
activities

                                                           Six months ended          Six months ended             Year ended

                                                           31 Dec 2024 (unaudited)   31 Dec 2023(1) (unaudited)   30 Jun 2024(1)

(audited)
                                                           £'000                     £'000                        £'000
 Operating profit/(loss) before tax
  Continuing operations                                    8,496                     10,538                       22,256
  Discontinued operations                                  (667)                     (1,164)                      (1,845)
 Operating profit                                          7,829                     9,374                        20,411

 Adjustments for:
 - Depreciation of property, plant and equipment           324                       426                          856
 - Depreciation of right-of-use assets                     1,085                     1,060                        2,139
 - Amortisation of intangible assets                       3,932                     3,673                        7,451
 - Other (losses)/gains - net                              (17)                      (46)                         (83)
 - Decrease/(increase) in receivables                      717                       4,128                        4,391
 - (Decrease)/increase in payables                         (6,573)                   (1,163)                      5,276
 - (Decrease)/increase in provisions                       (642)                     (416)                        684
 - (Decrease)/increase in other non-current liabilities    (359)                     86                           (196)
 - Share-based payments charge                             2,088                     1,757                        2,407
 Net cash inflow from operating activities                 8,384                     18,879                       43,336

1       Prior periods have been restated to separate the results of
discontinued operations, consistent with the presentation in the current
period

 

21. Share capital and share premium

The movements in share capital and share premium during the six months ended
31 December 2024 were as follows:

                                               Number of shares  Exercise           Share     Share premium  Total

price
capital

                                                                 p                  £'000

                                                                                              £'000          £'000
 At 30 June 2023                               16,399,663                           164       81,830         81,994
 Shares issued:
 - on exercise of options                      2,067             1,900.0            -         30             30
 - to Sharesave Scheme                         10,914            1,172.0 - 1,704.0  -         132            132
 -  for deferred contingent consideration      28,748            21,740.0           -         625            625
 At 31 December 2023                           16,441,392                           164       82,617         82,781
 Shares issued:
 - on exercise of options                      6,487             1,629.8 - 2,260.0  -         105            105
 - to Sharesave Scheme                         24,574            1,400.0 - 2,300.0  1         413            414
 At 30 June 2024                               16,472,453                           165       83,135         83,300
 Shares issued:
 - on exercise of options                      699               1,769.8            -         -              -
 - to Sharesave Scheme                         4,714             1,434.0 - 1,988.0  -         74             74
 - for acquisitions consideration (Note 10)    42,673            -                  -         706            706
 At 31 December 2024                           16,520,539                           165       83,915         84,080

 

The total number of ordinary shares issued and fully paid at 31 December 2024
was 16,520,539 (at 31 December 2023: 16,441,392; at 30 June 2024: 16,472,453).

Employee Benefit Trust

The Group established an Employee Benefit Trust ("EBT") on 3 December 2010 to
acquire ordinary shares in the Company to satisfy awards under the Group's
Long-Term Incentive Scheme ("LTIS") and Long-Term Incentive Plan ("LTIP"). At
31 December 2024, the EBT held 407,401 (at 31 December 2023: 505,815; at 30
June 2024: 421,938) 1p ordinary shares in the Company, acquired for a total
consideration of £18,950,000 (at 31 December 2023: £18,200,000; at 30 June
2024: £19,100,000) with a market value of £6,753,000 (at 31 December 2023:
£9,509,000; at 30 June 2024: £8,228,000). They are classified as treasury
shares in the Condensed consolidated statement of financial position, their
cost being deducted from retained earnings within shareholders' equity.

 

22. Equity-settled share-based payments

Share options granted during the six months ended 31 December 2024 under the
Group's equity-settled share-based payment schemes were as follows:

                           Exercise  Fair value     Number of

price
options
                           p         p
 Long Term Incentive Plan  -         1,531 - 1,825  264,790

 

No options were granted in respect of the Company's other equity-settled
share-based payment schemes during the six months ended 31 December 2024. The
charge to the Condensed consolidated statement of comprehensive income for the
six months ended 31 December 2024 in respect of all equity settled share-based
payment schemes was £2,088,000 (six months ended 31 December 2023:
£1,757,000; year ended 30 June 2024: £2,407,000).

 

23. Related party transactions

Transactions between the Company and its subsidiaries, which are related
parties, are eliminated on consolidation. The Company's individual financial
statements include the amounts attributable to subsidiaries. These amounts are
disclosed in aggregate in the relevant company financial statements and in
detail in the following table:

                                                            Amounts owed by/(to) related parties
                                                            31 Dec 2024 (unaudited)  31 Dec 2023 (unaudited)  30 Jun 2024

(audited)
                                                            £'000                    £'000

                                                                                                              £'000
 Brooks Macdonald Asset Management Limited                  (9,302)                  (223)                    (14,654)
 Brooks Macdonald Asset Management (International) Limited  (819)                    (28)                     162
 Brooks Macdonald Funds Limited                             (900)                    (900)                    (900)
 Adroit Financial Planning Limited                          (355)                    -                        (355)

 

All of the above amounts are interest-free and repayable on demand.

 

24. Guarantees, contingent liabilities and contingent assets

In the normal course of business, the Group is exposed to legal and regulatory
issues, which, in the event of a dispute, could develop into litigious
proceedings and, in some cases, may result in contingent liabilities.
Similarly, a contingent liability may arise in the event of a finding in
respect of the Group's tax affairs, including the accounting for VAT, which
could result in a financial outflow and/or inflow from the relevant tax
authorities. The Board assesses any such matters on an ongoing basis.

Brooks Macdonald Asset Management Limited, a subsidiary company of the Group,
has an agreement with the Royal Bank of Scotland plc to guarantee settlement
for trading with CREST stock on behalf of clients. The Group holds client
assets to fund such trading activity.

 

25. Principal risks and uncertainties

The principal risks and uncertainties facing the Group are in line with those
disclosed and included within the Group's Annual Report and Accounts for the
year ended 30 June 2024.

 

26. Events since the end of the period

As disclosed in Note 10, on 12 September, the Group announced that it had
entered into a binding agreement to sell Brooks Macdonald Asset Management
(International) Limited, and its wholly-owned subsidiaries. Following
regulatory approval, the sale was completed on 21 February 2025. Under the
terms of the acquisition, the total net consideration is expected to be up to
£50,850,000, with initial cash consideration being £28,000,000 and deferred
contingent consideration of up to £22,850,000. The deferred contingent
consideration is based on revenue performance of the business over a 2-year
period following completion. The Group and Parent Company expects to make a
gain on disposal and no impairment is expected. As the transaction completed
so recently and the calculation of the deferred contingent consideration
relies on uncertain future performance, it is not currently possible to
estimate the gain on disposal. The final disposal accounting will be disclosed
in the 2025 Annual Report and Accounts.

On 8 October 2024, the Group announced that it had acquired, subject to
regulatory approval, LIFT-Financial Group Limited and LIFT-Invest Limited
(together, "LIFT"). As at 31 December 2024, LIFT has assets under advice of c.
£1.6 billion and c. 1,350 clients made up of private individuals,
predominantly in financial services and professional sports, families and
corporate clients. In addition to wealth management, LIFT offers mortgage and
insurance services. The acquisition consists of acquiring 100% of the issued
share capital of LIFT-Financial Group Limited and LIFT-Invest Limited which
was funded through existing financial resources. The acquisition completed on
31 January 2025. Under the terms of the acquisition, the purchase
consideration includes an initial up-front portion and a deferred contingent
element. The initial consideration amounting to £30,131,000 was paid in cash.
The deferred contingent consideration is also payable in cash up to a maximum
of £15,000,000 and is based on retention of the assets under advice and
profit performance of the acquired business for the one-year period following
completion. The acquisition will be accounted for in the Group's 2025 Annual
Report and Accounts.

On 15 January 2025, the Group announced its intention to apply to the
Financial Conduct Authority for the Group's ordinary shares to be admitted to
the Equity Shares segment of the Official List and to trading on the Main
Market of the London Stock Exchange. The Board considers that Admission would
further enhance the Group's corporate profile, as well as extending the
opportunity to own its ordinary shares to a broader group of investors. The
Admission will be effected through an introduction of the Company's existing
ordinary shares and is expected to occur no earlier than 4 March 2025 and by
31 March 2025, at which time the Group's listing on AIM is expected to be
cancelled.

On 28 January 2025, the Group announced the commencement of a share buyback
programme with a maximum aggregate value of £10,000,000. The Board considers
that acquiring shares at prices which constitute a discount to the Company's
longer-term valuation multiple and fail to reflect either the Company's
strengths or future prospects, is consistent with the Company's disciplined
approach to capital allocation. This buyback programme commenced after the
balance sheet date of 31 December 2024 but prior to the approval of this
Interim Report and Accounts. This is considered a non-adjusting event, and as
such, no adjustments have been made to this Interim Report and Accounts in
respect of this buyback programme. However, the financial impact of the
buyback will be reflected in the Annual Report and Accounts for the year ended
30 June 2025. As at 26 February 2025, the Group have bought back 58,000 shares
for a total consideration of £831,850.

An interim dividend was declared on 26 February 2025, refer to Note 12 for
further details.

No other material events have occurred between the reporting date and the date
of signing the Condensed consolidated financial statements.

 

 

 

Non-IFRS financial information

Non-IFRS financial information or Alternative Performance Measures ("APMs")
are used as supplemental measures in monitoring the performance of the Group.
The adjustments applied to IFRS measures to compute the Group's APMs excludes
income and expense categories which are deemed of a non-recurring nature or a
non-cash operating item. The Board considers the disclosed APMs to be an
appropriate reflection of the Group's performance and considered appropriate
for external analyst coverage and peer group benchmarking.

The Group follows a rigorous process in determining whether an adjustment
should be made to present an Alternative Performance Measure compared to IFRS
measures. For an adjustment to be excluded from underlying profit as an
Alternative Performance Measure compared to statutory profit, it must
initially meet at least one of the following criteria:

•      It is unusual in nature, e.g. outside the normal course of
business and operations.

•      It is a significant item, which may be recognised in more than
one accounting period.

•      It has been incurred as a result of either an acquisition,
disposal or a company restructure process.

The Group uses the below APMs:

 APM                                                               Equivalent IFRS measure                                          Definition and purpose
 Underlying profit before tax from continuing operations           Statutory profit before tax from continuing operations           Calculated as profit before tax from continuing operations, excluding income
                                                                                                                                    and expense categories which are deemed of a non-recurring nature or a
                                                                                                                                    non-cash operating item. It is considered by the Board to be an appropriate
                                                                                                                                    reflection of the Group's performance and considered appropriate for external
                                                                                                                                    analyst coverage and peer group benchmarking.

                                                                                                                                    See the reconciliation between underlying and statutory profits section for a
                                                                                                                                    reconciliation of underlying profit before tax from continuing operations and
                                                                                                                                    statutory profit before tax from continuing operations and an explanation for
                                                                                                                                    each item excluded in underlying profit before tax.
 Underlying tax charge from continuing operations                  Statutory tax charge from continuing operations                  Calculated as the statutory tax charge from continuing operations, excluding
                                                                                                                                    the tax impact of the adjustments excluded from underlying profit from
                                                                                                                                    continuing operations.

                                                                                                                                    See Note 8 Taxation
 Underlying earnings/                                              Total comprehensive income from continuing operations            Calculated as underlying profit before tax from continuing operations less the

Underlying profit after tax from continuing operations                                                                            underlying tax charge from continuing operations.

                                                                                                                                    See Note 11 for a reconciliation of underlying profit after tax from
                                                                                                                                    continuing operations and total comprehensive income.
 Underlying profit margin before tax from continuing operations    Statutory profit margin before tax from continuing operations    Calculated as underlying profit before tax from continuing operations over
                                                                                                                                    revenue for the period. This is another key metric assessed by the Board and
                                                                                                                                    appropriate for external analyst coverage and peer group benchmarking.
 Underlying basic earnings per share from continuing operations    Statutory basic earnings per share from continuing operations    Calculated as underlying profit after tax from continuing operations, divided
                                                                                                                                    by the weighted average number of shares in issue during the period. This is a
                                                                                                                                    key management incentive metric and is a measure used within the Group's
                                                                                                                                    remuneration schemes.

                                                                                                                                    See Note 11 Earnings per share.
 Underlying diluted earnings per share from continuing operations  Statutory diluted earnings per share from continuing operations  Calculated as underlying profit after tax from continuing operations, divided
                                                                                                                                    by the weighted average number of shares in issue during the period, including
                                                                                                                                    the dilutive impact of future share awards. This is a key management incentive
                                                                                                                                    metric and is a measure used within the Group's remuneration schemes.

                                                                                                                                    See Note 11 Earnings per share.
 Underlying costs from continuing operations                       Statutory costs from continuing operations                       Calculated as the aggregate of total administrative expenses, other net
                                                                                                                                    gains/(losses), finance income and finance costs from continuing operations,
                                                                                                                                    and excluding income and expense categories which are deemed of a
                                                                                                                                    non-recurring nature or a non-cash operating item. This is a key measure used
                                                                                                                                    in calculating underlying profit before tax.

 

Statement of Directors' responsibilities

The Directors confirm that the Interim Report and Accounts have been prepared
in accordance with International Accounting Standard 34, 'Interim Financial
Reporting', as adopted by the European Union and that the Interim management
report includes a fair review of the information required by DTR 4.2.7 and DTR
4.2.8, namely:

•      an indication of important events that have occurred during the
first six months and their impact on the Condensed consolidated financial
statements, and a description of the principal risks and uncertainties for the
remaining six months of the financial year; and

•      material related party transactions in the first six months and
any material changes in the related party transactions described in the last
Annual Report and Accounts.

By order of the Board of Directors

Katherine Jones

CFO

26 February 2025

 

 

Independent review report to Brooks Macdonald Group plc

Report on the condensed consolidated financial statements

Our conclusion

We have reviewed Brooks Macdonald Group plc's condensed consolidated interim
financial statements (the "interim financial statements") in the Interim
report and Accounts of Brooks Macdonald Group plc for the 6 month period ended
31 December 2024 (the "period").

Based on our review, nothing has come to our attention that causes us to
believe that the interim financial statements are not prepared, in all
material respects, in accordance with UK adopted International Accounting
Standard 34, 'Interim Financial Reporting' and the AIM Rules for Companies.

The interim financial statements comprise:

•      the condensed consolidated statement of financial position as at
31 December 2024;

•      the condensed consolidated statement of comprehensive income for
the period then ended;

•      the condensed consolidated statement of cash flows for the
period then ended;

•      the condensed consolidated statement of changes in equity for
the period then ended; and

•      the explanatory notes to the interim financial statements.

The interim financial statements included in the Interim report and Accounts
of Brooks Macdonald Group plc have been prepared in accordance with UK adopted
International Accounting Standard 34, 'Interim Financial Reporting' and the
AIM Rules for Companies.

Basis for conclusion

We conducted our review in accordance with International Standard on Review
Engagements (UK) 2410, 'Review of Interim Financial Information Performed by
the Independent Auditor of the Entity' issued by the Financial Reporting
Council for use in the United Kingdom ("ISRE (UK) 2410"). A review of interim
financial information consists of making enquiries, primarily of persons
responsible for financial and accounting matters, and applying analytical and
other review procedures.

A review is substantially less in scope than an audit conducted in accordance
with International Standards on Auditing (UK) and, consequently, does not
enable us to obtain assurance that we would become aware of all significant
matters that might be identified in an audit. Accordingly, we do not express
an audit opinion.

We have read the other information contained in the Interim report and
accounts and considered whether it contains any apparent misstatements or
material inconsistencies with the information in the interim financial
statements.

Conclusions relating to going concern

Based on our review procedures, which are less extensive than those performed
in an audit as described in the Basis for conclusion section of this report,
nothing has come to our attention to suggest that the directors have
inappropriately adopted the going concern basis of accounting or that the
directors have identified material uncertainties relating to going concern
that are not appropriately disclosed. This conclusion is based on the review
procedures performed in accordance with ISRE (UK) 2410. However, future events
or conditions may cause the group to cease to continue as a going concern.

Responsibilities for the interim financial statements and the review

Our responsibilities and those of the directors

The Interim report and Accounts, including the interim financial statements,
is the responsibility of, and has been approved by the directors. The
directors are responsible for preparing the Interim report and Accounts in
accordance with the AIM Rules for Companies which require that the financial
information must be presented and prepared in a form consistent with that
which will be adopted in the company's annual financial statements.

Our responsibility is to express a conclusion on the interim financial
statements in the Interim report and Accounts based on our review. This
report, including the conclusion, has been prepared for and only for the
company for the purpose of complying with the AIM Rules for Companies and for
no other purpose. We do not, in giving this conclusion, accept or assume
responsibility for any other purpose or to any other person to whom this
report is shown or into whose hands it may come save where expressly agreed by
our prior consent in writing.

 

PricewaterhouseCoopers LLP

Chartered Accountants

London

26 February 2025

 

 

 

Further information

Directors

 Maarten Slendebroek  Chair
 Andrea Montague      CEO
 Katherine Jones      CFO
 Robert Burgess       Non-Executive Director
 Dagmar Kershaw       Non-Executive Director
 John Linwood         Non-Executive Director
 James Rawlingson     Non-Executive Director

Financial calendar

 Interim results announced              27 February 2025
 Ex-dividend date for interim dividend  13 March 2025
 Record date for interim dividend       14 March 2025
 Payment date of interim dividend       11 April 2025

Company information

 Secretary                    Phil Naylor
 Company registration number  4402058
 Registered office            21 Lombard Street, London, EC3V 9AH
 Website                      www.brooksmacdonald.com

Officers and advisers

 Independent auditors                Principal bankers               Registrars
 PricewaterhouseCoopers LLP          The Royal Bank of Scotland plc  MUFG Corporate Markets

 7 More London Riverside             280 Bishopsgate                 Central Square

 London                              London                          29 Wellington Street

 SE1 2RT                             EC2M 4RB                        Leeds

                                                                     LS1 4DL
 Nominated adviser and joint broker  Joint broker                    Public relations

 Singer Capital Markets              Investec Bank plc               Teneo

 One Bartholomew Lane                30 Gresham Street               The Carter Building

 London                              London                          12 Pilgrim Street

 EC2N 2AX                            EC2V 7QP                        London

                                                                     EC4V 6RN

 

Cautionary statement

The Interim Report and Accounts for the six months ended 31 December 2024 has
been prepared to provide information to shareholders to assess the current
position and future potential of the Group. The Interim Report and Accounts
contains certain forward-looking statements concerning the Group's financial
condition, operations and business opportunities. These forward-looking
statements involve risks and uncertainties that could impact the actual
results of operations, financial condition, liquidity, dividend policy and the
development of the industry in which the Group operates and differ materially
from the impression created by the forward-looking statements. Any
forward-looking statement is made using the best information available to the
Directors at the time of their approval of this report. Past performance
cannot be relied on as a guide to future performance.

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