REG - Brooks Macdonald Grp - Half-year Financial Report
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RNS Number : 0850U Brooks Macdonald Group PLC 24 February 2026
24 February 2026
BROOKS MACDONALD GROUP PLC
2026 Half-year results
"We have momentum and are well positioned for further growth."
Brooks Macdonald Group plc ("Brooks Macdonald" or the "Group") today announces
results for the six months to 31 December 2025 ("H1 2026" or "H1").
Andrea Montague, CEO of Brooks Macdonald, commented:
"Today's results demonstrate we have good momentum across the business
starting with positive net flows and better revenues. We've established Brooks
Financial and completed the integration creating a scalable, whole of market
financial planning capability. We've made deliberate investments in the
business to drive sustainable growth and I'm confident our capability in
investment management and distribution positions us for the future."
Financial highlights
· Total funds under management and advice(1) ("FUMA") increased by 5% to
£20.1 billion (30 June 2025: £19.1billion). Of this, funds under
management(1) ("FUM") were £17.8 billion and advised only assets were £2.3
billion.
· Net inflows of £2 million (H1 2025: net outflows £262 million),
first half year of positive net flows since H2 2023.
· Revenue increased by 12% to £58.2 million, supported by higher
financial planning and fee income, partly offset by lower interest and
transactional income.
· Total underlying costs increased by 3% to £45.4 million, excluding
acquisitions and net finance income(2). Overall underlying costs, including
acquisitions increased by 20%, compared to the prior period (H1 2025: £37.8
million).
· Underlying profit before tax ("PBT") of £13.6 million, representing
a margin of 23.4%.
· Statutory PBT of £6.2 million (H1 2025: £12.6 million) reflects
higher organic investment, M&A and integration costs.
· The Board has recommended an interim dividend of 31.0 pence per
share, up 3%.
Strategic and operational highlights
· Executing our 'Reignite Growth' strategy, with good progress across
all three strategic priorities.
· Deliberate investments in the business in areas such as digital
capability, AI and product innovation to deliver excellent client service,
broaden and deepen client reach, drive scale and efficiency and a return to
positive net flows.
· Continued to enhance the client experience through digital
developments including the launch of the Brooks Macdonald mobile app and
improved onboarding of clients through digitisation.
· Advanced strategic initiatives across client service, distribution,
product innovation, and efficiency, including nationwide adviser engagement.
· Deploying AI to reduce administrative burden which will free capacity
to spend more time serving clients.
· Focus on efficiency delivered organisational restructuring savings
equivalent to £3 million on an annualised basis.
· Delivered consistent year‑on‑year double‑digit growth in
Managed Portfolio Service ("MPS") assets.
· Bespoke Portfolio Service ("BPS") assets growth of 4%, with c.50%
reduction in net outflows, 8% increase in high‑net‑worth client numbers
and an increase of 4% in advisers using more than one BPS service.
· Established Brooks Financial and completed the integration. Realised
over £1 million in annualised cost synergies and established a scalable,
whole of market financial planning business with 98% client retention.
· Strong investment performance delivered by our Centralised Investment
Proposition is underpinning momentum in both BPS and MPS.
· Defaqto Gold award for Discretionary Fund Management Service for the
fifth consecutive year.
Key financials
£ millions unless stated otherwise H1 2026 H1 2025 Change
Revenue 58.2 51.9 12%
Underlying operating expenses (2) (45.4) (37.8) 20%
Underlying PBT 13.6 15.5 (12)%
Underlying operating profit margin 23.4% 29.9% (6.5)ppts
Statutory PBT 6.2 12.6 (51)%
Underlying diluted earnings per share 64.2p 68.8p (7)%
Statutory diluted earnings per share from cont. operations 29.4p 56.2p (48)%
Interim dividend per share 31.0p 30.0p 3%
The table above includes alternative performance measures used by the Group.
Further detail, including reconciliations to statutory measures, is presented
in the Financial review section of this announcement.
Outlook and notice of third quarter 2026 FUMA update
We remain focused on delivering our 'Reignite Growth' strategy and expect to
continue to invest organically in initiatives aligned to our strategic
priorities, as well as reviewing potential financial planning M&A
opportunities.
We expect H1 revenue trends to continue into H2 and for H2 costs, before the
FSCS levy, to remain broadly in line with H1. We currently expect the
full-year 2026 financial performance to be in line with market expectations
and remain confident in delivering our medium-term targets of annualised net
flows of +5% and BAU cost growth of <5%.
The Group will publish its third quarter 2026 FUMA update on 15 April 2026.
2026 half-year results presentation
A presentation to investors and financial analysts, including a recorded
webcast will be published shortly on our website at:
https://www.brooksmacdonald.com/fy-results
(https://www.brooksmacdonald.com/fy-results)
A Q&A session with Andrea Montague, CEO, and Katherine Jones, CFO, will be
held at 9.00am GMT on 24 February 2026, via a live webcast, or by dialling in
using the conference call details below. Registration for the Q&A is
required and can be accessed via a link: https://brrmedia.news/BM_HYQ&A
(https://brrmedia.news/BM_HYQ&A)
Dial in numbers:
UK-wide: +44 (0)
33 0551 0200
UK toll free: +44 (0)
808 109 0700
Password (if prompted): Quote 'Brooks Macdonald'
Notes:
Numbers are subject to rounding.
1. On 8 December 2025, two TM Brunsdon funds, managed by Brooks Macdonald
Asset Management Limited ("BMAM") on behalf of Brunsdon Financial, were merged
with two IFSL Magnus funds, and BMAM ceased to act as their investment
manager. The earlier periods have been amended accordingly to reflect the
funds' liquidation. Prior to their liquidation, net outflows across both funds
in the second quarter added to £0.1 million, which have also been excluded
from the reported Funds net flows. Over the past four quarters, combined FUM
across the two funds averaged £128 million, with combined average quarterly
net outflows of £0.1 million.
2. Excludes net finance income of £0.8 million (H1 2025: £1.4 million).
Investor enquiries
Brooks Macdonald
Andrea Montague, CEO
Katherine Jones, CFO
Eva Hatfield, Director of Investor Relations +44
(0) 7418 923 061
Email: eva.hatfield@brooksmacdonald.com
(mailto:eva.hatfield@brooksmacdonald.com)
Media
enquiries
Misha
Bayliss
+44 (0) 20 74275465
Oscar
Burnett
+44 (0) 20 74275435
Email: brooksmacdonald@teneo.com (mailto:brooksmacdonald@teneo.com)
About Brooks Macdonald
Brooks Macdonald Group plc is a leading UK-focused wealth manager.
Proudly serving IFAs and 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. Brooks
Macdonald provides innovative investment solutions to support IFAs and their
clients throughout their entire lives as needs and circumstances change. The
Group is recognised as an innovator in the industry having been one of the
first to develop and launch key products such as Managed Portfolio Service.
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.
Financial review
Basis of presentation
The consolidated financial results for the six months ended 31 December 2025
include financial results of the three financial planning businesses acquired
in FY25.
The prior period includes discontinued operations relating to the activities
and operations of the Defensive Capital Fund and Brooks Macdonald
International, which were sold in November 2024 and February 2025,
respectively. It also reflects the financial results of the recent
acquisitions, from their respective acquisition dates.
Financial results summary
The table below shows our financial performance for six months ended 31
December 2025 and 2024, unless otherwise stated, and includes alternative
performance measures used by the Group.
£ billion 31 Dec 25 30 Jun 25
Total FUMA(1) 20.1 19.1
Total FUM(1) 17.8 16.5
£ million H1 2026 H1 2025
Net flows 2 (262)
Fee income 37.8 37.1
Financial planning income 13.6 5.1
Transactional and FX income 3.9 5.9
Interest income 2.9 3.8
Total revenue 58.2 51.9
Fixed staff costs (23.8) (18.1)
Variable staff costs (5.0) (5.0)
Total staff costs (28.8) (23.1)
Non-staff costs (16.6) (14.7)
Total underlying costs (45.4) (37.8)
Net finance income 0.8 1.4
Underlying profit before tax 13.6 15.5
Underlying adjustments (7.4) (2.9)
Statutory profit before tax 6.2 12.6
Taxation (1.5) (2.4)
Statutory profit after tax 4.7 10.2
Result from discontinued operations - (0.6)
Total comprehensive income for the period 4.7 9.6
1. Prior period FUM has been restated to reflect the liquidation of two
third-party funds in December 2025. See note 1 to the Financial highlights
above for further detail.
Movements in FUMA, by service
£ million Opening assets Gross inflows Gross outflows Net flows Market and investment performance Closing assets Annualised net flows growth FUM growth
(unless stated otherwise) 1 Jul 25 31 Dec 2025
BPS 8,528 490 (701) (211) 572 8,889 (4.9)% 4.2%
MPS Custody 906 16 (89) (73) 72 905 (16.1)% (0.1)%
MPS Platform 5,983 1,086 (724) 362 563 6,908 12.1% 15.5%
Total MPS 6,889 1,102 (813) 289 635 7,813 8.4% 13.4%
Funds(1) 1,084 58 (134) (76) 77 1,085 (14.0)% 0.1%
Total FUM(1) 16,501 1,650 (1,648) 2 1,284 17,786 0.0% 7.8%
Advised only assets 2,577 2,320
Total FUMA 19,078 20,106 5.4%
1. Prior period Funds and Total FUM have been restated to reflect the
liquidation of two third-party funds in December 2025. See note 1 to the
Financial Highlights above for further detail. Numbers subject to rounding.
Total FUMA increased 5% to £20.1 billion (30 June 2025: £19.1 billion),
driven by strong market and investment performance. Closing FUMA comprised
total FUM of £17.8 billion (30 June 2025: £16.5 billion) and advised only
assets of £2.3 billion (30 June 2025: £2.6 billion).
Growth in FUM was driven by £1.3 billion of market and investment
performance. Total net inflows of £2 million were much improved compared to
the prior period (H1 2025: outflows £262 million), with a sequential
improvement over four half-year periods.
Overall, BPS FUM Increased by 4% to £8.9 billion (30 June 2025: £8.5
billion), supported by strong market and investment performance of £572
million. Net outflows across our BPS offering of £211 million reduced by 48%
(H1 2025: outflows £408 million), driven by higher gross inflows across BPS
Core.
Total MPS FUM increased by 13% to £7.8 billion (30 June 2025: £6.9 billion),
driven by strong market and investment performance of £635 million and
continued strong net inflows across our Platform MPS of £362 million (H1
2025: inflows £288 million), partially offset by outflows across our MPS
Custody book of £73 million (H1 2025: outflows £53 million).
Advised only assets were £2.3 billion (30 June 2025: £2.6 billion),
contributing to total advised assets of £5.3 billion (30 June 2025: £5.3
billion). Over time, in line with our strategy and subject to client
suitability, a greater proportion of these advised only assets may become
managed and advised.
Revenue
Total revenue increased by 12% to £58.2 million (H1 2025: £51.9 million).
Growth was driven by higher financial planning income of £13.6 million (H1
2025: £5.1 million) supported by recent acquisitions, and higher fee income
of £37.8 million (H1 2025: £37.1 million), due to higher average FUMA. This
was partially offset by lower transactional and FX income, of £3.9 million
(H1 2025: £5.9 million), and lower interest income of £2.9 million (H1 2025:
£3.8 million).
The reduction in transactional and FX income principally reflects lower
trading volumes compared to H1 2025, whilst the reduced interest income
largely reflects lower prevailing interest rates over the period.
Revenue, average FUM and yields
Revenue Average FUM Yields
H1 2026 H1 2025 Change % H1 2026 H1 2025 Change % H1 2026 H1 2025 bps Change bps
£m £m £m £m bps
BPS fees 26.1 26.6 (2.1) 8,559 8,546 0.2 60.4 61.8 (1.4)
BPS transactional and FX income 3.9 5.9 (33.4) 9.1 13.6 (4.5)
Total BPS 30.0 32.5 (7.7) 8,559 8,546 0.2 69.5 75.4 (5.9)
MPS Custody 2.7 2.8 (5.0) 908 952 (4.6) 58.4 58.6 (0.2)
MPS Platform 5.5 4.0 38.7 6,483 4,578 41.6 17.2 17.5 (0.3)
Total MPS 8.2 6.8 21.8 7,391 5,530 33.7 22.1 24.4 (2.3)
Funds 3.1 3.3 (5.6) 1,415 1,467 (3.5) 43.8 44.9 (1.1)
Total (excluding interest income) 41.3 42.6 (2.9) 17,365 15,543 11.7 47.2 54.4 (7.2)
Interest income - BPS 2.7 3.4 (21.8) 6.2 8.0 (1.8)
Interest income - MPS Custody 0.2 0.4 (50.0) 6.2 8.0 (1.8)
Total FUM-related revenue 44.2 46.4 (4.6) 17,365 15,543 11.7 50.6 59.2 (8.6)
Financial planning 13.6 5.1 165 50.8 39.2 11.6
Other income 0.4 0.4 -
Total non-FUM-related revenue 14.0 5.5 156
Total revenue 58.2 51.9 12.3
The Group's FUM related yield decreased by 8.6bps to 50.6bps (H1 2025:
59.2bps), due to a number of factors across the products as noted below.
Whilst the yield on BPS fees reduced marginally to 60.4bps (H1 2025: 61.8bps),
the total BPS yield decreased by 5.9bps to 69.5bps (H1 2025: 75.4bps), largely
due to lower transactional income as a result of the lower overall trading and
portfolio rebalancing in the period.
The yield on total MPS decreased by 2.3bps to 22.1bps (H1 2025: 24.4bps). This
is primarily due to strong growth across the lower yield Platform MPS assets,
including assets acquired in H2 2025, with average Platform MPS FUM up 42%
compared to the prior period.
The yield on interest income, net of amounts paid to clients, decreased by
1.8bps to 6.2bps (H1 2025: 8.0bps). This principally reflects lower average
interest rates over the period, in line with reductions in the Bank of England
("BoE") base rate.
The yield on financial planning income increased 11.6bps to 50.8bps (H1 2025:
39.2bps). This primarily reflects the higher yield across the recent
acquisitions.
Underlying costs
Underlying costs increased 3% to £45.4 million, excluding the costs acquired
with the financial planning businesses of £6.4 million (H1 2025: £0.5
million) and the net finance income of £0.8 million (H1 2025: £1.4 million).
This reflects the impact of inflationary and National Insurance ("NI")
increases of £0.5 million (+1%), and the impact of investment in capability
and capacity to support business growth, of £2.0 million (+5%).
This was partly offset by efficiency actions totalling £1.3 million (-3%),
which included integration synergies of £0.6 million, non-staff costs
savings of £0.2 million and restructuring cost savings of £0.5 million.
On an annualised basis, the restructuring savings are equivalent to £3
million. Overall underlying costs, including acquisitions, increased by 20% vs
the prior period (H1 2025: £37.8 million).
Underlying cost analysis (£m)
1. Excludes net finance income of £0.8 million (H1 2025: £1.4 million).
Staff costs
Excluding acquisitions, staff costs increased by 1% to £28.8 million, with
the impact of higher NI rates, inflationary increases, and senior hires,
largely offset by efficiency actions. Total staff costs, including
acquisitions, increased by 25% compared to the prior period (H1 2025: £23.1
million).
Non-staff costs
Excluding acquisitions, non-staff costs increased by 8% to £16.6 million,
driven by higher spend on client engagement and brand awareness in line with
our strategy, as well as higher depreciation and amortisation charges.
Including acquisitions, total non-staff costs increased by 14% compared to the
prior period (H1 2025: £14.7 million).
Profit before tax
Reflecting the revenue and cost dynamics described above, underlying profit
before tax ("PBT") decreased by 12% to £13.6 million (H1 2025: £15.5
million), and the underlying profit margin was 23.4% (H1 2025: 29.9%).
On a statutory basis, the PBT was £6.2 million (H1 2025: £12.6 million).
This was driven by the same dynamics as underlying PBT, as well as higher
non-recurring one off items including acquisition and integration costs and
organisational restructuring costs.
Reconciliation between underlying and statutory PBT
Underlying PBT 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 to be of a
non-recurring nature or non-operating items. The Non-IFRS financial
information section includes a glossary of the Group's APMs and the criteria
for how each are considered. A reconciliation between underlying and statutory
PBT for H1 2026, with comparative financial information is presented in the
below table.
£ million H1 2026 H1 2025
Underlying profit before tax 13.6 15.5
Acquisition and integration related costs (1.2) (2.5)
Amortisation of acquired client relationships (2.4) (1.7)
Strategic transformation and restructuring (6. 8) (1.1)
Other non-operating items 3.0 2.4
Total underlying adjustments (7.4) (2.9)
Statutory profit before tax 6.2 12.6
Acquisition and integration related costs (£1.2 million charge)
These represent costs incurred in relation to the Group's recent acquisitions,
and include legal fees, fair value adjustments and finance costs in relation
to the deferred contingent consideration and integration costs. The H1 2026
charge includes the share-based payment for share options awarded to onboarded
employees as part of the integration of prior period acquisitions.
Amortisation of acquired client relationships (£2.4 million charge)
Intangible assets are recognised on the acquisition of new businesses and in
the course of acquiring FUM and financial advice portfolios. These are
amortised over their useful life, which has been assessed to range between six
and 20 years.
Strategic transformation and restructuring (£6.8 million charge)
This primarily relates to significant one-off initiatives and organisational
changes intended to reshape the business and enhance future operational
efficiency. Of this, £2.8 million relates to organisational restructuring,
primarily redundancy costs incurred to streamline operations and eliminating
duplication across core processes. The remainder relates to reviewing our
products and propositions to meet client needs and investing in digital
capabilities including AI.
Other non-operating items (£3.0 million credit)
The other non-operating income in H1 2026 primarily includes insurance
proceeds relating to the settlement of legacy matters of £4.7 million, partly
offset by head office dual running costs of £1.2 million, relating to the
Group's head office relocation. The prior period credit comprised a refund
from HMRC, partly offset by the costs associated with the move to the Main
Market of the London Stock Exchange.
Taxation
The underlying tax charge decreased to £3.3 million (H1 2025: £4.2 million),
representing an effective tax rate ("ETR") of 24.1% (H1 2025: 27.3%). The
difference compared to the corporate tax rate of 25.0% was largely due to
non-taxable income arising from the reversal of accruals that had previously
been treated as non-deductible for tax purposes.
The statutory tax charge was £1.5 million (H1 2025: £3.4 million),
representing an ETR of 23.7% (H1 2025: 27.0%). The higher ETR in the prior
period was driven by acquisition and disposal activity that gave rise to
non-deductible expenses and an adjustment to depreciation, which didn't recur
in H1 2026. Refer to note 5 of the condensed consolidated financial statements
for further information.
Earnings per share ("EPS")
Underlying diluted EPS from continuing operations decreased by 7% to 64.2p (H1
2025: 68.8p), reflecting the reduction in the underlying PBT, partly offset by
lower underlying tax charge and lower weighted average share count following
the share buyback. Statutory diluted EPS from continuing operations decreased
by 48% to 29.4p (H1 2025: 56.2p), in line with the reduction in statutory
profit. Diluted weighted average number of shares in issue reduced to 16.1
million (H1 2025: 16.4 million), following the recent share buyback. Details
on the basic and diluted EPS are provided in note 6 of the condensed
consolidated financial statements.
Pence (unless stated otherwise) H1 2026 H1 2025
EPS from continuing operations
Basic 30.3 56.9
Diluted 29.4 56.2
EPS from discontinued operations
Basic - 2.3
Diluted - 2.3
Underlying EPS from continuing operations
Basic 66.1 69.6
Diluted 64.2 68.8
Weighted average number of shares in issue 15,637,396 16,210,734
Effect of dilutive share options 480,643 186,225
Diluted weighted average number of shares in issue 16,118,039 16,396,959
Financial position, capital, cash and dividend
£ million (unless stated otherwise) 31 Dec 25 30 Jun 25
Net assets 149.2 154.4
Excess capital after internal capital buffer(1) 12.0 15.6
Cash resources and liquid assets 27.0 53.8
Interim dividend 31.0p 30.0p
1. Excess capital after internal capital buffer is stated before payment of
the interim dividend.
Net assets and capital
Net assets decreased by 3% to £149.2 million at 31 December 2025 (30 June
2025: £154.4 million). Total tangible net assets (net assets excluding
intangibles) were £29.6 million at 31 December 2025 (30 June 2025: £35.0
million). As at 31 December 2025, the Group had regulatory capital resources
of £39.6 million (30 June 2025: £45.2 million) excluding the impact of the
interim dividend payment of c.£4.9 million payable in April 2026.
The reduction in capital resources was predominantly driven by payment of
final dividend for financial year 2025 of £7.9 million, the repurchase of
shares through the share buyback programme of £3.0 million, and investment in
strategic transformation, restructuring and capital expenditure of £9.5
million to drive growth and efficiencies. This was partially offset by £5.3
million of other items, largely relating to insurance proceeds from legacy
matters.
The total net assets and the regulatory capital resources consider 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 2025, after taking into
account the regulatory minimum requirement and internal capital buffer, the
excess capital was £12.0 million (30 June 2025: £15.6 million), excluding
the impact of the interim dividend payment.
Capital position (£m)
1. Other includes insurance recoveries from litigation relating to legacy
matters of £4.7 million and increase in share-based payment reserve of £2.2
million, partly offset by purchase of shares by the Employee Benefit Trust
("EBT") of £1.2 million, and head office dual running costs of £1.2 million,
and other items.
Liquidity
Total cash resources and liquid assets at 31 December 2025 were £27.0 million
(30 June 2025: £53.8 million). The reduction in the period includes the final
dividend payment of £7.9 million and the remainder of the share buyback of
£3.0 million, £5.2 million of strategic transformation and restructuring
costs, capital expenditure of £9.3 million, and earn-out payments and
integration costs relating to recent acquisitions of £6.5 million.
Strategic transformation and restructuring costs include organisational
restructuring to deliver cost savings, the costs of reviewing our products and
propositions to meet client needs and investment in digital capabilities
including AI. Capital expenditure includes property fit-out costs, driven by
the Group's head office relocation in November 2025, and improvements to front
office workflow processes and back-office systems to enhance efficiency and
automation.
Investment is expected to continue in H2 aligned to our strategic priorities.
Given the completion of the office move in H1, the overall investment in H2 is
expected to be at a lower level compared to H1.
Cash position (£m)
1. Group liquid assets are inclusive of UK government gilts and money market
funds which are classified as a liquid resource in nature due to their ability
to be easily translated into cash.
2. Other includes insurance recoveries from litigation relating to legacy
matters of £4.7 million, offset by purchase of shares by the EBT of £1.2
million, head office dual-running costs of £0.9 million, and timing
differences of cash payments of £4.8 million for variable pay and £6.0
million for movements in payables, and other items.
Dividend
The Board recognises the importance of dividends to shareholders and the
benefit of providing sustainable shareholder returns. In line with our
progressive dividend policy, the Board declared interim dividend of 31.0 pence
per share (H1 2025: 30.0 pence), up 3%. The interim dividend will be paid on
10 April 2026 to shareholders on the register as at 13 March 2026.
Share buyback
In January 2025, the Group initiated a share buyback programme of up to £10.0
million, consistent with its capital allocation priorities. The share buyback
programme concluded in October 2025, with 643,330 shares acquired for a total
consideration of £10 million. Of this total, 105,330 shares were acquired in
the six months to 31 December 2025, for a total consideration of £3.0
million. All acquired shares have been cancelled.
Condensed consolidated statement of comprehensive income for the six months
ended 31 December 2025
Note Six months ended Year ended
31 Dec 2025 (unaudited) Six months ended 30 Jun 2025 (audited)
31 Dec 2024 (unaudited)
£'000 £'000 £'000
Revenue 4 58,226 51,864 111,560
Administrative costs (57,047) (43,385) (99,282)
Gross profit 1,179 8,479 12,278
Other gains/(losses) - net 129 17 (272)
Operating profit 1,308 8,496 12,006
Finance income 1,132 1,494 2,827
Finance costs (897) (107) (597)
Other non-operating income 4,661 2,741 3,283
Profit before tax 6,204 12,624 17,519
Taxation 5 (1,470) (3,405) (5,889)
Profit for the period attributable to equity holders of the Company 4,734 9,219 11,630
Profit from discontinued operations - 378 9,354
Other comprehensive income - - -
Total comprehensive income for the period attributable to equity holders of 4,734 9,597 20,984
the Company
Earnings per share from continuing operations
Basic 6 30.3p 56.9p 72.0p
Diluted 6 29.4p 56.2p 71.4p
Earnings per share from discontinued operations
Basic 6 - 2.3p 57.9p
Diluted 6 - 2.3p 57.4p
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 2025
Note 31 Dec 2025 Restated 30 Jun 2025
(unaudited) 31 Dec (audited)
£'000 2024 £'000
(unaudited)(1)
£'000
Assets
Non-current assets
Intangible assets 8 119,574 77,248 119,465
Property, plant and equipment 9 6,711 937 3,418
Right-of-use assets 10 11,554 2,621 12,790
Financial assets at amortised cost 13 14,963 30,019 19,925
Deferred contingent consideration receivable 14 14,499 661 13,899
Total non-current assets 167,301 111,486 169,497
Current assets
Financial assets at fair value through profit or loss 13 1,216 938 1,095
Deferred contingent consideration receivable 14 80 - 289
Trade and other receivables 25,851 25,625 25,881
Cash and cash equivalents 12,073 29,475 33,915
Net assets held for sale - 28,012 -
Total current assets 39,220 84,050 61,180
Total assets 206,521 195,536 230,677
Liabilities
Non-current liabilities
Lease liabilities 11 13,531 1,113 14,218
Provisions 12 181 403 773
Deferred contingent consideration payable 15 - 1,714 1,929
Net deferred tax liabilities 8,601 5,614 9,163
Other non-current liabilities 882 228 1,044
Total non-current liabilities 23,195 9,072 27,127
Current liabilities
Lease liabilities 11 748 1,916 700
Provisions 12 1,072 953 1,890
Deferred contingent consideration payable 15 11,328 4,472 14,176
Trade and other payables 20,212 20,504 31,294
Current tax liabilities 757 1,980 1,041
Total current liabilities 34,117 29,825 49,101
Net assets 149,209 156,639 154,449
Equity
Share capital 17 159 165 160
Share premium 17 83,987 83,915 83,987
Other reserves 198 192 197
Retained earnings 64,865 72,367 70,105
Total equity 149,209 156,639 154,449
1 Restated to reclassify the share-based payment reserve from other reserves
to retained earnings (refer to note 2(b)).
The above condensed consolidated statement of financial position should be
read in conjunction with the accompanying notes.
The condensed consolidated financial statements were approved by the Board of
Directors and authorised for issue on 23 February 2026, signed on their behalf
by:
Andrea Montague Katherine Jones
CEO
CFO
Company registration number: 4402058
Condensed consolidated statement of changes in equity for the six months ended
31 December 2025
Note Share capital Share premium Other reserves(1) Retained earnings(1) Total
£'000 £'000 £'000 £'000 £'000
Balance at 1 July 2024 165 83,135 192 68,843 152,335
Comprehensive income
Profit for the period from continuing operations - - - 9,219 9,219
Profit from discontinued operations - - - 378 378
Total comprehensive income - - - 9,597 9,597
Transactions with owners
Issue of ordinary shares 17 - 780 - - 780
Share-based payments 18 - - - 2,088 2,088
Purchase of own shares by Employee Benefit Trust - - - (750) (750)
Tax on share options - - - 461 461
Dividends paid 7 - - - (7,872) (7,872)
Total transactions with owners - 780 - (6,073) (5,293)
Balance at 31 December 2024 165 83,915 192 72,367 156,639
Comprehensive income
Profit for the period from continuing operations - - - 2,411 2,411
Profit from discontinued operations - - - 8,976 8,976
Total comprehensive income - - - 11,387 11,387
Transactions with owners
Issue of ordinary shares 17 - 72 - - 72
Share-based payments 18 - - - 768 768
Purchase of own shares by Employee Benefit Trust - - - (1,816) (1,816)
Shares repurchased in share buyback programme 17 (5) - 5 (6,971) (6,971)
Tax on share options - - - (807) (807)
Dividends paid 7 - - - (4,823) (4,823)
Total transactions with owners (5) 72 5 (13,649) (13,577)
Balance at 30 June 2025 160 83,987 197 70,105 154,449
Comprehensive income
Profit for the period from continuing operations - - - 4,734 4,734
Total comprehensive income - - - 4,734 4,734
Transactions with owners
Share-based payments 18 - - - 2,177 2,177
Purchase of own shares by Employee Benefit Trust - - - (1,200) (1,200)
Shares repurchased in share buyback programme 17 (1) - 1 (3,030) (3,030)
Tax on share options - - - (17) (17)
Dividends paid 7 - - - (7,904) (7,904)
Total transactions with owners (1) - 1 (9,974) (9,974)
Balance at 31 December 2025 159 83,987 198 64,865 149,209
1 Restated to reclassify the share-based payment reserve from other
reserves to retained earnings (refer to note 2(b)).
The above condensed consolidated statement of changes in equity should be read
in conjunction with the accompanying notes.
Condensed consolidated statement of cash flows for the six months ended 31
December 2025
Note Six months ended Restated Six months ended Year ended
31 Dec 2025 31 Dec 2024 30 Jun 2025
(unaudited) (unaudited)(1) (audited)
£'000 £'000 £'000
Cash flow from operating activities
Cash (used in)/generated from operations 16 (2,665) 11,764 28,727
Corporation tax paid (2,557) (3,185) (7,064)
Other non-operating income 4,661 2,741 3,073
Net cash (used in)/generated from operating activities (561) 11,320 24,736
Cash flows from investing activities
Purchase of computer software (4,291) (3,359) (7,491)
Purchase of property, plant and equipment (5,021) (119) (1,852)
Consideration paid for acquisitions net of cash acquired (5,217) (6,204) (34,150)
Proceeds from disposal of discontinued operations - 523 27,670
Disposal of financial assets at amortised cost 5,000 - 9,984
Investment in financial assets at fair value through profit or loss (30) (16) (146)
Disposal of financial assets at fair value through other comprehensive income - 500 500
Interest received 730 586 1,232
Net cash used in investing activities (8,829) (8,089) (4,253)
Cash flows from financing activities
Proceeds of issue of shares 17 - 74 146
Purchase of shares in the share buyback programme (2,237) - (6,971)
Payment of lease liabilities - principal (1,073) (1,021) (2,678)
Payment of lease liabilities - interest (38) (58) (287)
Purchase of own shares by Employee Benefit Trust (1,200) (750) (2,566)
Dividends paid to shareholders 7 (7,904) (7,872) (12,695)
Net cash used in financing activities (12,452) (9,627) (25,051)
Net decrease in cash and cash equivalents from continuing operations (21,842) (6,396) (4,568)
Cash and cash equivalents at beginning of period 33,915 35,871 44,732
Cash flow from discontinued operations - - (6,249)
Cash and cash equivalents at end of period 12,073 29,475 33,915
1 The prior period has been restated to show the results of continuing
operations only, consistent with the presentation in the current financial
period.
The above condensed consolidated statement of cash flows should be read in
conjunction with the accompanying notes.
Notes to the condensed consolidated financial statements for the six months
ended 31 December 2025
1. General information
Brooks Macdonald Group plc ("the Company"), a public limited company
incorporated and registered in England and Wales and domiciled in the United
Kingdom ("UK") under the Companies Act 2006, is the Parent Company of a group
of companies (collectively "the Group") and offers wealth management and
financial planning services in the UK. The Company is listed on the London
Stock Exchange ("LSE").
The Company's registration number is 04402058. The address of the registered
office is 40 Leadenhall Street, London, EC3A 2BJ, England.
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") 34,
'Interim Financial Reporting' and the Disclosure Guidance and Transparency
Rules sourcebook of the United Kingdom's Financial Conduct Authority ("FCA").
The condensed consolidated financial statements have been prepared on the
historical cost basis, except for the revaluation of financial assets and
financial liabilities 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 2025 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 2025, 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 2025, 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
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 21 - Lack of exchangeability
(effective 1 January 2025)
IFRS 18 Presentation and Disclosure in Financial Statements was issued in
April 2024 and replaces IAS 1. The new standard introduces revised
presentation requirements for the primary financial statements, including new
defined categories in the statement of comprehensive income, mandatory
subtotals and enhanced aggregation and disaggregation requirements. IFRS 18
is effective for annual reporting periods beginning on or after
1 January 2027 and the Group is currently evaluating the impact of these
changes. Although IFRS 18 is not expected to have a material impact on the
Group's net assets or reported profit, it will result in changes to
presentation and disclosure throughout the primary statements when adopted.
A number of new amendments are effective for annual periods beginning after 1
January 2026 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 2025.
During the year ended 30 June 2025, the Group revised its accounting policy
for the presentation of equity entries arising from share-based payment
transactions. Previously, the credit entry for share-based payment charges was
recognised in the share-based payment reserve. Under the revised policy, this
credit is now recognised directly in retained earnings. The change was made to
better reflect the nature of the expense as part of the Group's accumulated
profits and losses and to align with common industry practice. The change in
policy has been applied retrospectively in accordance with IAS 8 Accounting
Policies, Changes in Accounting Estimates and Errors. Accordingly, comparative
figures for the six-month period ended 31 December 2024 have been restated in
these condensed consolidated financial statements.
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. With the exception of the changes to cash generating units for
goodwill impairment testing discussed in note 8, these judgements and
estimates remain unchanged from those reported in the Group's financial
statements for the year ended 30 June 2025.
3. Segmental information
During the previous financial year, the Group sold its International business
("BMI") which was removed as a reportable operating segment and instead
reported within discontinued operations.
The Group has determined that it has a single reportable operating segment in
accordance with IFRS 8 Operating Segments. This conclusion reflects the way
in which financial information is reported internally to, and reviewed by, the
Board of Directors in its capacity as the Group's chief operating decision
maker ("CODM") for the purposes of allocating resources and assessing
performance. As the Group operates as one reportable segment and the CODM is
provided with financial information at this consolidated level, no additional
segmental disclosures are required under 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 2025 31 Dec 2024 30 Jun 2025 (audited)
(unaudited) (unaudited)
£'000 £'000 £'000
Investment management fees 35,024 33,677 66,237
Fund management fees 2,728 3,359 6,598
Financial planning income 13,589 5,131 17,102
Transactional income 3,906 5,867 14,022
Interest income 2,979 3,830 7,601
Total revenue 58,226 51,864 111,560
a) Geographic analysis
The Group's continuing operations are located in the United Kingdom and
therefore all Group revenue is recognised in this jurisdiction. The Group's
discontinued operations in the prior period in relation to BMI were 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. Taxation
The current tax expense for the six months ended 31 December 2025 was
calculated based on the corporation tax rate of 25.0%, applied to the taxable
profit for the six months ended 31 December 2025 (six months ended 31 December
2024: 25.0%; year ended 30 June 2025: 25.0%). Deferred tax assets and
liabilities are calculated at the rate that is expected to be in force when
the temporary differences unwind.
Six months ended Six months ended Year ended
31 Dec 2025 31 Dec 2024 30 Jun 2025 (audited)
(unaudited) (unaudited)
£'000 £'000 £'000
UK Corporation Tax 2,291 3,771 6,670
Under provision in prior years 2 - 576
Total current taxation 2,293 3,771 7,246
Deferred tax credits (749) (366) (1,357)
Over provision of deferred tax in prior years (74) - -
Total income tax expense 1,470 3,405 5,889
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 2025 (unaudited) Underlying profit Underlying profit adjustments Statutory profit
£'000 £'000 £'000
Profit before taxation from continuing operations 13,634 (7,430) 6,204
Profit before tax multiplied by the standard rate of tax in the UK of 25.0% 3,409 (1,858) 1,551
Tax effect of amounts that are not deductible/(taxable) in calculating taxable
income:
- Depreciation and amortisation (33) - (33)
- Disallowable expenses 60 109 169
- Share-based payments (5) - (5)
- Over provision in prior periods - (72) (72)
- Non-taxable income (140) - (140)
Income tax expense 3,291 (1,821) 1,470
Effective tax rate 24.1% n/a 23.7%
Six months ended 31 Dec 2024 (unaudited) Underlying profit Underlying profit adjustments Statutory profit
£'000 £'000 £'000
Profit before taxation from continuing operations 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 (taxable)/deductible 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%
Year ended 30 Jun 2025 (audited) Underlying profit Underlying profit adjustments Statutory profit
£'000 £'000 £'000
Profit before taxation from continuing operations 28,905 (11,386) 17,519
Profit before taxation multiplied by the standard rate of tax in the UK of 7,226 (2,847) 4,379
25.0%
Tax effect of amounts that are not deductible/(taxable) in calculating taxable
income:
- Depreciation and amortisation (54) 79 25
- Disallowable expenses 381 983 1,364
- Share-based payments (470) 15 (455)
- Under provision in prior periods 576 - 576
Income tax expense 7,659 (1,770) 5,889
Effective tax rate 26.5% n/a 33.6%
There were no material changes to deferred tax assets or liabilities during
the period and no changes in tax legislation affecting the Group.
6. Earnings per share
The Board of Directors considers that underlying earnings per share provides
an appropriate reflection of the Group's performance in the financial year.
Underlying earnings per share are calculated based on 'underlying earnings',
which is defined as earnings after 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.
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 2025 31 Dec 2024 (unaudited)(1) 30 Jun 2025 (audited)
(unaudited)
£'000 £'000 £'000
Earnings from continuing operations 4,734 9,219 11,630
Earnings from discontinued operations - 378 9,354
Earnings after tax attributable to ordinary shareholders 4,734 9,597 20,984
Acquisition and integration-related costs 1,200 2,537 4,390
Strategic transformation and restructuring costs 6,833 1,050 2,084
Amortisation of acquired client relationships 2,389 1,696 3,997
Move to LSE's Main Market costs - 524 1,926
Head office relocation 1,202 - 1,278
Other non-operating items (4,194) (2,913) (2,289)
Tax impact of underlying profit adjustments (1,821) (835) (1,770)
Less earnings from discontinued operations - (378) (9,354)
Underlying earnings attributable to ordinary shareholders from continuing 10,343 11,278 21,246
operations
1 Certain line items have been reclassified to align with the current period's
presentation.
Other non-operating items for the six-month period ended 31 December 2025
comprise insurance proceeds received of £4.65 million, partially offset by
non-operating costs of £0.46 million primarily relating to legacy legal
matters. For comparison, other non-operating items in the six-month period
ended 31 December 2024 and the year ended 30 June 2025 included an HMRC VAT
refund of £3.10 million in respect of the Group's AIM Portfolio Services,
following confirmation of VAT exemption for the period from 1 October 2019 to
30 September 2024. These prior period amounts were partially offset by £0.22
million (H1 2025) and £0.81 million (FY 2025) of legacy legal costs and
strategy-related review costs.
Strategic transformation and restructuring costs of £6.83 million have been
excluded from operating profit as they relate to significant one-off
initiatives and organisational changes intended to reshape the business and
enhance future operational efficiency. Of this amount, £2.80 million relates
to organisational restructuring, primarily redundancy costs incurred to
streamline operations and eliminate duplication across core processes. The
remainder relates to reviewing our products and propositions to meet client
needs and investing in digital capabilities including AI. These items are
non-recurring and do not represent the ongoing cost base required to support
revenue generation in the current reporting period.
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 2025 were as follows:
Six months ended Six months ended Year ended
31 Dec 2025 31 Dec 2024 30 Jun 2025 (audited)
(unaudited) (unaudited)
Number of shares Number of shares Number of shares
Weighted average number of shares in issue 15,637,396 16,210,734 16,160,786
Effect of dilutive potential shares issuable on exercise of employee share 480,643 186,225 135,256
options
Diluted weighted average number of shares in issue 16,118,039 16,396,959 16,296,042
Six months ended Six months ended Year ended
31 Dec 2025 31 Dec 2024 (unaudited) 30 Jun 2025
(unaudited) p (audited)
p p
Based on reported earnings:
Basic earnings per share from continuing operations 30.3 56.9 72.0
Basic earnings per share from discontinuing operations - 2.3 57.9
Total statutory basic earnings per share 30.3 59.2 129.9
Diluted earnings per share from continuing operations 29.4 56.2 71.4
Diluted earnings per share from discontinuing operations - 2.3 57.4
Total statutory diluted earnings per share 29.4 58.5 128.8
Based on underlying earnings from continuing operations:
Basic underlying earnings per share 66.1 69.6 131.5
Diluted underlying earnings per share 64.2 68.8 130.4
7. Dividends paid
Six months ended Six months ended Year ended
31 Dec 2025 31 Dec 2024 (unaudited) 30 Jun 2025 (audited)
(unaudited)
£'000 £'000 £'000
Final dividend paid on ordinary shares 7,904 7,872 7,872
Interim dividend paid on ordinary shares - - 4,823
Total dividends 7,904 7,872 12,695
An interim dividend of 31.0p (six months ended 31 December 2024: 30.0p) per
share was declared by the Board of Directors on 23 February 2026. It will be
paid on 10 April 2026 to shareholders who are on the register at the close of
business on 13 March 2026.
In accordance with IAS 10, this dividend has not been included as a liability
in the condensed consolidated financial statements at 31 December 2025.
A final dividend for the year ended 30 June 2025 of 51.0p (year ended 30 June
2024: 49.0p) per share was paid to shareholders on 4 November 2025.
8. Intangible assets
Goodwill Computer software Acquired Total
£'000 £'000 client £'000
relationship
contracts
£'000
Cost
At 1 July 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 (21,243) - (29,930) (51,173)
At 31 December 2024 48,424 13,923 53,449 115,796
Additions 26,128 4,132 15,696 45,956
Disposal of subsidiary (4) - - (4)
At 30 June 2025 74,548 18,055 69,145 161,748
Additions - 4,291 - 4,291
Measurement period adjustment 224 - - 224
At 31 December 2025 74,772 22,346 69,145 166,263
Accumulated amortisation
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 (11,641) - (21,554) (33,195)
At 31 December 2024 11,213 2,966 24,369 38,548
Amortisation charge - 1,476 2,935 4,411
Disposal of subsidiary - - (676) (676)
At 30 June 2025 11,213 4,442 26,628 42,283
Amortisation charge - 2,017 2,389 4,406
At 31 December 2025 11,213 6,459 29,017 46,689
Net book value
At 30 June 2024 41,519 8,602 33,103 83,224
At 31 December 2024 37,211 10,957 29,080 77,248
At 30 June 2025 63,335 13,613 42,517 119,465
At 31 December 2025 63,559 15,887 40,128 119,574
a. Goodwill
Goodwill arising on business combinations is allocated at acquisition to the
cash-generating units ("CGU"s) expected to benefit from those combinations.
During the period, following changes to how the Group manages operations
internally, the Group reviewed its CGU structure for goodwill impairment
testing and reorganised its acquired businesses into three separate CGUs.
Under the revised structure the following CGUs have been identified:
• Financial Planning
• Funds
• Investment Management
The change has been applied prospectively as a change in estimate under
IAS 36. Comparative information has not been restated, and impairment
testing for prior periods was performed under the previous CGU structure.
Goodwill has been reallocated to the current CGUs on a reasonable and
consistent basis to reflect expected synergies.
The carrying amount of goodwill as at the period-end in respect of these CGUs
comprises:
31 Dec 2025
(unaudited)
£'000
Financial Planning 40,427
Investment Management 11,122
Funds 12,010
Total goodwill 63,559
The carrying amount of goodwill allocated to CGUs in prior periods for the
purpose of impairment testing is set out in the table below:
CGU As at 31 Dec 2024 As at 30 Jun 2025
(unaudited) (audited)
£'000 £'000
LIFT - 26,124
Cornelian 16,111 15,863
Adroit 8,541 8,541
Integrity 3,945 3,945
Lucas Fettes 3,860 3,859
Funds 3,075 3,320
CST 1,679 1,683
Total goodwill 37,211 63,335
Following the change in CGU structure, the Group performed impairment testing
at the period-end on the revised CGUs. Recoverable amounts were determined
using value-in-use calculations based on five-year cash flow projections
derived from the latest Board-approved budgets and forecasts. Cash flows
beyond this period were extrapolated using a long-term growth rate of 2%,
consistent with historical performance, management strategies, and prevailing
economic conditions. Key judgements and estimates applied in the impairment
calculations include pre-tax discount rates and annual revenue growth
assumptions, which are presented in the table below and reflect market
conditions and CGU-specific risks.
CGU 31 Dec 2025 31 Dec 2025
Pre-tax discount rate Annual revenue growth
Financial Planning 12.4% 10% - 12%
Funds 12.4% 0% - 8%
Investment management 12.4% 4% - 5%
All CGUs with goodwill showed surplus recoverable amounts over carrying
amounts in an impairment assessment as at 31 December 2025. No significant
changes to assumptions of CGU-specific risks necessitate further disclosure.
b. Computer software
Costs incurred on internally developed computer software and system
development are initially recognised at cost and, when the software or system
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
Acquired client relationship contracts are initially measured at fair value
and amortised over estimated useful lives ranging from 6 to 20 years. There
were no indicators of impairment as at 31 December 2025.
9. Property, plant and equipment
Leasehold Fixtures, fittings and office equipment IT equipment Total
improvements £'000 £'000 £'000
£'000
Cost
At 1 July 2024 3,148 686 986 4,820
Additions 119 - - 119
Property, plant and equipment acquired from business combinations - 161 142 303
Disposal of subsidiary (730) (151) (146) (1,027)
At 31 December 2024 2,537 696 982 4,215
Additions 2,498 22 335 2,855
Disposals - (7) - (7)
At 30 June 2025 5,035 711 1,317 7,063
Additions 3,428 158 10 3,596
At 31 December 2025 8,463 869 1,327 10,659
Accumulated depreciation
At 1 July 2024 2,207 534 729 3,470
Depreciation charge 195 48 81 324
Property, plant and equipment acquired from business combinations - 146 129 275
Disposal of subsidiary (557) (102) (132) (791)
At 31 December 2024 1,845 626 807 3,278
Additions 51 (2) 9 58
Depreciation charge 189 36 97 322
Disposal of subsidiary (9) (3) (1) (13)
At 30 June 2025 2,076 657 912 3,645
Depreciation charge 218 17 68 303
At 31 December 2025 2,294 674 980 3,948
Net book value
At 30 June 2024 941 152 257 1,350
At 31 December 2024 692 70 175 937
At 30 June 2025 2,959 54 405 3,418
At 31 December 2025 6,169 195 347 6,711
10. Right-of-use assets
31 Dec 2025 31 Dec 2024 30 Jun 2025
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
Property 11,345 2,281 12,555
Cars 209 340 235
Total right-of-use assets 11,554 2,621 12,790
During the year ended 30 June 2025, the Company recognised a right-of-use
asset totalling £11,509,000 in respect of a lease agreement for the Group's
head office relocation, with a 10-year term and no break options, a rent
review scheduled five years from lease commencement, a 25-month rent-free
period at the start of the lease and no rent deposit required.
11. Lease liabilities
Cars Property Total
£'000 £'000 £'000
At 1 July 2024 439 3,375 3,814
Additions 28 - 28
Adjustment on change of lease terms (16) 655 639
Payments made (106) (1,181) (1,287)
Finance cost of lease liabilities 8 61 69
Disposal of subsidiary - (233) (233)
At 31 December 2024 353 2,677 3,030
Additions 24 14,204 14,228
Adjustment on change of lease terms (41) (652) (693)
Payments made (97) (1,835) (1,932)
Finance cost of lease liabilities 7 219 226
Disposal of subsidiary - 59 59
At 30 June 2025 246 14,672 14,918
Additions 75 24 99
Payments made (88) (1,023) (1,111)
Adjustment on change of lease terms (19) - (19)
Finance cost of lease liabilities 6 386 392
At 31 December 2025 220 14,059 14,279
Cars Property Total
£'000 £'000 £'000
Analysed as:
Amounts falling due within one year 140 608 748
Amounts falling due after more than one year 80 13,451 13,531
Total lease liabilities 220 14,059 14,279
12. Provisions
Client compensation Regulatory levies Leasehold dilapidations Other provisions Total
£'000 £'000 £'000 £'000 £'000
At 1 July 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 - - (8) - (8)
At 31 December 2024 609 - 465 282 1,356
Charged to the condensed consolidated statement of comprehensive income (119) 817 433 236 1,367
Utilised during the period (155) - - (280) (435)
Additions - - - 373 373
Disposals - - 2 - 2
At 30 June 2025 335 817 900 611 2,663
Charged to the condensed consolidated statement of comprehensive income 51 - 51
- -
Utilised during the period (100) (817) (390) (154) (1,461)
At 31 December 2025 235 - 561 457 1,253
Analysed as:
Amounts falling due within one year 235 380 457 1,072
-
Amounts falling due after more than one year - 181 - 181
-
Total provisions 235 - 561 457 1,253
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 2025 no provision has been made in respect of expected levies
by the Financial Services Compensation Scheme ("FSCS") (31 December 2024:
£nil; 30 June 2025: £817,000).
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 relates to expected economic outflow at the
end of lease terms, with the longest lease term ending in 10 years from the
condensed consolidated statement of financial position date.
d) Other provisions
Other provisions include provisions made for tax matters and on-going advice
reviews.
13. Financial instruments
The analysis of financial assets and liabilities into their categories as
defined in IFRS 9 Financial Instruments is set out in the below table.
31 Dec 2025 31 Dec 2024 30 Jun 2025
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
Financial assets
Financial assets at fair value through profit or loss:
Deferred contingent consideration receivable 14,579 661 14,188
Investment in regulated OEICs 1,216 938 1,095
Financial assets at amortised cost:
Investment in UK Government Investment Loan and Treasury Stock 14,963 30,019 19,925
Trade and other receivables 25,851 25,625 25,881
Cash and cash equivalents 12,073 29,475 33,915
Total financial assets 68,682 86,718 95,004
Financial liabilities
Financial liabilities at fair value through profit or loss:
Deferred contingent consideration payable 11,328 6,186 16,105
Financial liabilities at amortised cost:
Trade and other payables 6,017 4,003 7,959
Total financial liabilities 17,345 10,189 24,064
During the six months ended 31 December 2025, the Group reassessed its
business model for managing its gilt holdings. While the previous objective
was to hold these investments to maturity, a partial disposal was made during
the period following a review of the Group's strategy for managing liquidity.
Following this reassessment, the Group concluded that the business model no
longer meets the criteria for classification at amortised cost under IFRS 9.
Accordingly, with effect from 1 January 2026, gilt holdings will be
reclassified from 'financial assets at amortised cost' to 'financial assets at
fair value through other comprehensive income' ("FVOCI") to reflect the
revised business model.
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 1 July 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
Reclassification (661) - 661 -
Additions 130 - 13,649 13,779
Net changes in fair value 27 - (392) (365)
Finance income of deferred contingent consideration receivable - - 270 270
At 30 June 2025 1,095 - 14,188 15,283
Additions 30 - - 30
Net changes in fair value 91 - - 91
Finance income of deferred contingent consideration receivable - - 391 391
At 31 December 2025 1,216 - 14,579 15,795
Comprising:
Deferred contingent consideration receivable - - 14,579 14,579
Investments in OEICs 1,216 - - 1,216
Total financial assets 1,216 - 14,579 15,795
The Group holds investments in open ended investment companies ("OEICs") for
which it acts as the investment manager. During the six months ended 31
December 2025, the Group recognised a gain on these investments of £91,000
and invested a further £30,000, resulting in a value at 31 December 2025 of
£1,216,000 (31 December 2024: £938,000, 30 June 2025: £1,095,000).
During the six months ended 31 December 2025, the Group recognised net changes
in fair value of nil and finance income of £391,000 on deferred contingent
consideration receivable (Note 13).
Level 1 Level 2 Level 3 Total
£'000 £'000 £'000 £'000
Financial liabilities
At 1 July 2024 - - - -
Additions - - 6,149 6,149
Finance cost of deferred contingent consideration - - 37 37
At 31 December 2024 - - 6,186 6,186
Additions - - 9,189 9,189
Finance cost of deferred contingent consideration - - 389 389
Net changes in fair value - - 341 341
At 30 June 2025 - - 16,105 16,105
Additions - - - -
Finance cost of deferred contingent consideration - - 440 440
Payments made - - (5,217) (5,217)
At 31 December 2025 - - 11,328 11,328
Comprising:
Deferred contingent consideration payable - - 11,328 11,328
Total financial liabilities - - 11,328 11,328
Level 3 financial liabilities relate to deferred contingent consideration
payable, valued using the net present value of the expected future amounts
payable. The key inputs are management-approved forecasts and expectations
against the criteria of the deferred contingent consideration to set
expectations of future amounts payable. The deferred contingent consideration
is reviewed and revalued at regular intervals over the deferred contingent
consideration period. The fair value is sensitive to the change in
management-approved forecasts, which relate to revenue and AUM projections for
future periods, however, at each reporting date, the relevant management
approved forecasts are deemed to be the most accurate and relevant input to
the fair value measurement.
14. Deferred contingent consideration receivable
Deferred contingent consideration receivable reflects the Directors' best
estimate of amounts receivable in the future in respect of the sale of certain
subsidiary undertakings and businesses. Deferred contingent consideration
receivable is measured at its fair value based on discounted expected future
cash flows. The movements in the total deferred contingent consideration
receivable balance during the financial year were as follows:
Six months ended Six months ended Year ended
31 Dec 2025 31 Dec 2024 30 Jun 2025
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
At beginning of period 14,188 - -
Additions - 658 14,307
Finance cost of deferred contingent consideration 391 3 273
Fair value adjustments - - (392)
At end of period 14,579 661 14,188
Analysed as:
Amounts falling due within one year 80 - 289
Amounts falling due after more than one year 14,499 661 13,899
At end of period 14,579 661 14,188
During the six months ended 31 December 2025, the Group did not receive any
payments in respect of deferred contingent consideration arrangements. Finance
income of £391,000 has been recognised on deferred contingent consideration
during the period. As at 31 December 2025, the Group estimates the fair value
of remaining amounts receivable to be £14,579,000.
Deferred contingent consideration receivable is classified as Level 3 within
the fair value hierarchy, as defined in note 13.
15. Deferred contingent consideration payable
Deferred contingent consideration payable reflects the Directors' best
estimate of amounts payable in the future in respect of certain client
relationships and subsidiary undertakings acquired by the Group. These amounts
are based on client attrition levels and business profitability over the
deferral period and are measured at fair value using discounted expected
future cash flows. Deferred contingent consideration is split between current
and non-current liabilities depending on whether payment is due within one
year of the reporting date.
The movements in the total deferred contingent consideration payable balance
during the financial period were as follows:
Six months ended Six months ended Year ended
31 Dec 2025 31 Dec 2024 30 Jun 2025
(unaudited) (unaudited) (audited)
£'000 £'000 £'000
At beginning of period 16,105 - -
Additions - 6,149 15,338
Finance cost of deferred contingent consideration 440 37 426
Fair value adjustments - - 341
Cash consideration paid (5,217) - -
At end of period 11,328 6,186 16,105
Analysed as:
Amounts falling due within one year 11,328 4,472 14,176
Amounts falling due after more than one year - 1,714 1,929
At end of period 11,328 6,186 16,105
During the six months ended 31 December 2025, the Group made payments in
respect of deferred contingent consideration arrangements of £5,217,000. A
finance cost of £440,000 has been recognised on this deferred contingent
consideration during the period. As at 31 December 2025, the Group estimates
the fair value of remaining amounts payable to be £11,328,000.
Deferred contingent consideration payable is classified as Level 3 within the
fair value hierarchy, as defined in Note 13.
16. Reconciliation of operating profit to net cash inflow from operating
activities
Six months ended Six months ended Year ended
31 Dec 2025 (unaudited) 31 Dec 2024(1) (unaudited) 30 Jun 2025 (audited)
£'000 £'000 £'000
Operating profit before tax 1,308 8,496 12,006
Adjustments for:
Amortisation of intangible assets 4,406 3,562 7,850
Depreciation of property, plant and equipment 303 302 520
Depreciation of right-of-use assets 1,298 882 2,044
Impairment of right-of-use assets - - 411
Other losses/(gains) (129) (17) 247
(Increase)/decrease in receivables (763) 366 537
(Decrease)/increase in payables (9,693) (3,034) 3,125
(Decrease)/increase in provisions (1,410) (376) 151
Increase/(decrease) in other non-current liabilities (162) (359) 457
Share-based payments charge 2,177 1,942 1,379
Net cash (used in)/generated from operating activities (2,665) 11,764 28,727
1 The prior financial period operating profit has been restated to
separate the results of discontinued operations, consistent with the
presentation in the current financial year.
17. Share capital and share premium
The movements in share capital and share premium during the six months ended
31 December 2025 were as follows:
Number of shares Exercise price Share capital Share premium Total
£ £'000 £'000 £'000
At 30 June 2024 16,472,453 165 83,135 83,300
Shares issued:
- on exercise of options 699 17.70 - - -
- to Sharesave Scheme 4,714 14.24 - 19.88 - 74 74
- for deferred contingent consideration 42,673 - - 706 706
At 31 December 2024 16,520,539 165 83,915 84,080
Shares issued:
- on exercise of options n/a 16.30 - 22.60 - 16 16
- to Sharesave Scheme n/a 14.00 - 23.00 56 56
Shares cancelled on buybacks (464,000) (5) - (5)
At 30 June 2025 16,056,539 160 83,987 84,147
Shares cancelled on buybacks (179,330) - (1) - (1)
At 31 December 2025 15,877,209 159 83,987 84,146
The total number of ordinary shares issued and fully paid at 31 December 2025
was 15,877,209 (at 31 December 2024: 16,520,539; at 30 June 2025: 16,056,539).
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 2025, the EBT held 428,868 (at 31 December 2024: 407,401; at 30
June 2025: 437,374) 1p ordinary shares in the Company with a market value of
£6,915,000 (at 31 December 2024: £6,753,000; at 30 June 2025: £7,457,000).
They are classified as treasury shares in the condensed consolidated statement
of financial position, their cost being deducted from retained earnings within
shareholders' equity. During the six months ended 31 December 2025, 84,100
shares were purchased by the EBT and 92,606 shares were transferred to
option/restricted shareholders on exercise of options or to holders of
restricted shares when the restrictions lapsed.
18. Equity-settled share-based payments
Share options granted during the six months ended 31 December 2025 under the
Group's equity-settled share-based payment schemes were as follows:
Exercise price Fair value Number of options
£ £
Long Term Incentive Plan - 14.18 - 17.09 337,091
No options were granted in respect of the Company's other equity-settled
share-based payment schemes during the six months ended 31 December 2025. The
charge to the condensed consolidated statement of comprehensive income for the
six months ended 31 December 2025 in respect of all equity settled share-based
payment schemes was £2,177,000 (six months ended 31 December 2024:
£2,088,000; year ended 30 June 2025: £2,856,000).
19. Related party transactions
Transactions between the Company and its subsidiaries, which are related
parties, are eliminated on consolidation. Certain of the Group's key
management personnel make use of the services provided by companies within the
Group. Charges for such services are made at various staff rates. All
transactions were made on normal business terms.
There were no material changes to the nature or terms of related party
transactions since 30 June 2025. Key management personnel compensation in the
period was broadly consistent with that disclosed in the 30 June 2025 Annual
Report.
Funds managed by the Group are related parties by virtue of their management
contracts. During the six months ended 31 December 2025, the Group earned
£2,798,000 in fund investment management fees (six months ended 31 December
2024: £3,359,000; year ended 30 June 2025: £6,598,000).The Group also
invests in certain of the funds it manages and transactions during the period
are presented in note 13.
20. 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.
21. 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 2025.
22. Events since the end of the period
An interim dividend was declared on 23 February 2026, refer to note 7 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 exclude
income and expense categories, which are deemed to be outside the normal
course of business operations. The Board considers the disclosed APMs to be an
appropriate reflection of the Group's underlying performance.
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 removed from IFRS statutory profit before tax to
derive underlying profit, it must be a significant item and meet the following
criteria:
• It is non-recurring and outside the normal course of
business operations; or
• It has been incurred as a result of an acquisition,
disposal or 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 note 6 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 5 Taxation
Underlying profit after tax from continuing operations Total comprehensive income from continuing operations Calculated as underlying profit before tax from continuing operations less the
underlying tax charge from continuing operations.
See note 6 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 6 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 6 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.
See note 6 for details on underlying costs from continuing operations.
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
23 February 2026
Independent review report to Brooks Macdonald Group plc
Report on the Condensed consolidated interim 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 2025 (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 Disclosure Guidance and
Transparency Rules sourcebook of the United Kingdom's Financial Conduct
Authority.
The interim financial statements comprise:
• the Condensed consolidated statement of financial
position as at 31 December 2025;
• 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
Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's
Financial Conduct Authority.
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 Disclosure Guidance and Transparency Rules sourcebook of
the United Kingdom's Financial Conduct Authority. In preparing the Interim
report and accounts, including the interim financial statements, the directors
are responsible for assessing the group's ability to continue as a going
concern, disclosing, as applicable, matters related to going concern and using
the going concern basis of accounting unless the directors either intend to
liquidate the group or to cease operations, or have no realistic alternative
but to do so.
Our responsibility is to express a conclusion on the interim financial
statements in the Interim report and accounts based on our review. Our
conclusion, including our Conclusions relating to going concern, is based on
procedures that are less extensive than audit procedures, as described in the
Basis for conclusion paragraph of this report.
Use of this report
This report, including the conclusion, has been prepared for and only for the
company for the purpose of complying with the Disclosure Guidance and
Transparency Rules sourcebook of the United Kingdom's Financial Conduct
Authority 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
23 February 2026
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