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RNS Number : 5294O Cavendish PLC 26 June 2025
The information contained within this announcement is deemed to constitute
inside information as stipulated under the retained EU law version of the
Market Abuse Regulation (EU) No. 596/2014 (the "UK MAR") which is part of UK
law by virtue of the European Union (Withdrawal) Act 2018. The information is
disclosed in accordance with the Cavendish's obligations under Article 17 of
the UK MAR. Upon the publication of this announcement, this inside information
is now considered to be in the public domain.
26 June 2025
Cavendish plc
("Cavendish" and together with its subsidiary undertakings, the "Group")
2025 Full Year Results - "A year of progress and profitability"
Cavendish plc (AIM: CAV), a leading UK investment bank and trusted adviser to
ambitious companies, today announces results for the year ended 31 March 2025.
FINANCIAL HIGHLIGHTS
- Revenues of £55.6m slightly above FY24 on a like-for-like basis(**)
- Cash balances at 31 March of £21.2m slightly above FY24
- Adjusted Profit before Tax(*) of £3.7m; FY24: £(1.8)m loss
- Profit before Tax £0.7m; FY24: £(4.3)m loss
- Adjusted Earnings per Share*: 0.94p; FY24: (0.44)p loss
- Earnings per Share: 0.23p; FY24: (1.40)p loss
- Total dividend for FY25 of 0.8p (0.5p final and 0.3p interim); FY24:
0.25p
OPERATIONAL HIGHLIGHTS
- More than 100 transactions completed during the year, with a value of
circa £2.7 billion.
- Continued investment in Group-wide talent, with select hires across
client-facing teams, including new offices opening in Manchester and
Birmingham.
- Non-employee costs reduced by 16% to £14.8m on a like-for-like basis
(FY24: £17.6m) reflecting continued Group efficiencies.
JULIAN MORSE AND JOHN FARRUGIA, CO-CHIEF EXECUTIVE OFFICERS OF CAVENDISH,
COMMENTED:
"We have been consistently profitable during FY25. We have delivered an
adjusted profit of £3.7m to our shareholders and a competitive compensation
ratio of 64% to our staff. We have a debt-free and healthy balance sheet and
an exciting pipeline of transactions. The payment of a 0.8p dividend for the
year reflects our strong performance and our confidence in the future.
This year we have sharpened our focus on strategies for organic growth,
investing in capabilities that broaden our service offering and deepen our
engagement with a diverse and evolving client base: from high-growth
disruptors to established corporates, institutional investors and private
equity.
The accelerated build out of our data analytics capability is beginning to
transform how we originate, advise and execute. This investment goes beyond
efficiency and embeds intelligence at the core of how we deliver value,
supporting our vision of combining human judgement with data-led insight.
Reshaping the organisation, including key appointments, enhanced leadership
accountability and the opening of new regional offices, has brought us closer
to our clients and the markets for local talent.
A growing share of revenue is driven by collaboration across our private
M&A, debt financing, and equity capital markets teams, unlocking new value
for clients. Our ability to deliver tailored, cross-disciplinary solutions is
a key competitive edge and catalyst for future growth.
We maintained our position as the leading broker and adviser to AIM-quoted
companies. We won 21 new quoted clients, completed 70 transactions and
delivered a commanding share of UK IPO activity, accounting for more than 60%
of capital raised in the last six months.
Public M&A volumes declined in FY25, driving a 55% drop in related
revenues. This was largely offset by a 23% rise in equity issuance which is
higher quality and more sustainable. While M&A yields higher fees it often
ends client relationships, IPOs and placings deepen ties and generate
recurring revenue. Though average fees fell 13% due to the shift, increased
equity activity supports longer-term growth.
In the markets for private debt and equity, we delivered a 15% increase in
transaction volume and a 13% uplift in average fees. We are seeing continued
buyer appetite for quality assets and our deep industry sector knowledge and
adaptive execution are enabling us to create value for clients in a wide
variety of situations.
We move forwards with strategic clarity and a firm-wide commitment to
delivering long-term value for our clients, our people and our shareholders."
OUTLOOK
We have started the new financial year well. The M&A market and pipeline
remain strong, supported by rising numbers of entrepreneurs exploring exits
and increased private equity activity as firms seek to realise value across
their portfolios. We maintain active relationships with around 150 UK private
equity firms currently deploying over £50 billion in committed capital.
Notably, 20 of these firms have raised £7 billion in the last 18 months to
invest in sectors closely aligned with Cavendish's core focus, presenting a
clear opportunity to expand market share. Encouragingly, last September's UK
Budget had little effect on business owner sentiment.
After a challenging period for UK and European equities, sentiment may finally
be turning. The policy volatility inherent in the US administration continues
to highlight the risks of owning US assets. These concerns have prompted a
reappraisal of the benefits of diversification and a rotation out of the US
has started, exemplified by the weakness in the US Dollar and the recent
relative performance of European and UK equities.
There are tentative signs of incremental asset allocation to UK equities which
will ultimately flow through to smaller and mid-cap companies, especially
given their attractive valuations. We believe a combination of continued
diversification and the compelling valuation of the UK small and mid-cap
sectors will create significant opportunities in the year ahead. We are
already seeing this in the new financial year having completed a further 2
IPOs, including the UK's largest IPO in 2025, coupled with an increasingly
profitable trading book.
As a leading UK small and mid-cap investment bank, with a platform that is
profitable even in challenging markets, Cavendish is ideally positioned to
benefit both from this change in sentiment and the ongoing momentum in private
markets and will do so from a position of balance sheet strength.
Contacts
Cavendish
(Management)
Tel: +44 (0) 20 7220 0500
Julian Morse, Co-Chief Executive Officer
investor.relations@cavendish
(mailto:investor.relations@cavendish) .com
John Farrugia, Co-Chief Executive Officer
Ben Procter, Chief Financial Officer
Spark Advisory Partners (Nominated Adviser)
Tel: +44 (0) 203 368 3550
Matt Davis/Jade Bayat
Cavendish
(Broker)
Tel: +44 (0) 20 7220 0500
Matt Lewis
Hudson Sandler (PR adviser)
Tel: +44 (0) 20 7796 4133
Dan de Belder/Rebekah Chapman
* We refer readers to Adjusted Profit (or underlying profit) as it offers a
clearer view of our core operating performance by excluding non-cash
share-based payments, option revaluation movements, associate and joint
venture profits, and non-recurring acquisition costs. This measure reduces
volatility, enhances comparability, and is more closely aligned with
distributable reserves, providing a more accurate basis for assessing
performance and value creation.
**Prior period comparatives are on an unaudited pro forma basis reflecting
the addition of the unaudited consolidated results of finnCap Group plc and
the unaudited consolidated results of Cenkos Securities plc for the relevant
period as if they were consolidated fully for that period. Pro forma
information is a non-GAAP measure and is provided to assist with a better
understanding of the Group's performance.
BUSINESS REVIEW
The year has been one of refining and executing strategies to drive organic
growth. Our focus has been on broadening and enhancing our service offering to
meet the evolving needs of a diverse client base: from early-stage growth
companies to mature corporates, institutional investors, and private equity
sponsors. Through targeted sector expertise and a more regionally engaged
approach, we have positioned ourselves to capture market share in areas where
demand is strongest and our proposition is most differentiated.
A significant enabler of our growth strategy has been the accelerated
development of our data analytics capability. By building a team of skilled
data practitioners and applied AI specialists, we are generating proprietary
insights that enhance origination, execution, and client advisory. This
investment goes beyond efficiency and embeds intelligence at the core of how
we deliver value and supports our vision of combining human judgement with
data-led insight.
To ensure we are aligned with these strategic goals, we have reshaped our
organisation. This includes targeted appointments, internal realignments, and
the launch of new offices in Manchester and Birmingham. These steps are
enhancing proximity to clients, strengthening accountability, and accessing
new talent pools. Our refined structure empowers leadership and supports
high-performing individuals in driving commercial outcomes.
Investing in talent remains central to our strategy. Over the past year, we
have expanded our focus on attracting and developing junior professionals,
deepened sector specialisation, and advanced digital literacy across the firm.
Enhanced professional development, clearer career pathways, and aligned
incentives are all part of our commitment to fostering a culture of growth,
collaboration, and performance.
Together, these efforts are building a more agile, data-driven, and
strategically aligned firm; one capable of adapting to market conditions while
remaining focused on long-term value creation for our clients, people, and
shareholders.
Public Markets
We continue to lead the market as the broker and advisor to more AIM-quoted
companies than any other firm, securing 21 new client mandates during the
period. This reflects our unwavering focus on delivering tailored advice and
high-quality execution to meet the evolving needs of our clients.
Our commitment to client service resulted in the successful completion of 70
transactions (67 in FY24) raising £2.1bn (£1.6bn in FY24) for our clients
during the year. However, the broader market environment remained challenging.
We saw a significant tightening of liquidity, initially following the Autumn
Budget and more recently influenced by geopolitical uncertainty surrounding
the US elections.
In the prior period, revenues were significantly elevated by the high volume
of public M&A transactions. In FY25, this activity slowed, resulting in a
55% decline in related revenues. This was materially offset by a 23% increase
in revenues resulting from equity issuance, which we view as higher quality
and more sustainable over the long term. Both IPOs and secondary placings
support ongoing relationships with clients and recurring revenue from
retainers and future transaction fees and IPOs have the added advantage of
adding new clients. By contrast, although M&A transactions typically
generate higher fees, they usually result in the loss of a client, ending the
recurring revenue stream. As a result, while average transaction fees declined
by 13% year-over-year (from £330k to £286k) due to the shift in mix, the
ongoing increase in equity issuance activity positions us well for longer-term
client engagement and growth.
Critically, investment in new issuance has started to return. Over the past
six months, we were responsible for more than 60% (£121m) of the total
capital raised through IPOs across UK markets. We remain resolutely committed
to revitalising the public markets, supporting existing issuers, and
increasing the number of companies accessing growth capital through listings
on AIM and the Main Market.
Private Markets
Continuing to develop and strengthen our origination capability we were able
to increase both the number of transactions we completed by 15% and the
average fees by 13%*.
The UK private M&A market for SMEs has remained resilient despite a more
cautious macroeconomic backdrop. While overall activity has moderated,
high-quality, well-prepared businesses, particularly in sectors such as
technology-enabled services, healthcare, industrials, and consumer niches,
have continued to attract strong buyer interest. Valuations have held firm
where fundamentals are robust, although buyers are conducting more rigorous
due diligence and favouring assets with predictable earnings and clear
strategic relevance.
Private equity continues to be a key driver of deal activity, with an
increased focus on platform quality, cash conversion, and value creation
potential. Financing dynamics have evolved in response to tighter debt
markets, with transactions increasingly relying on equity or alternative
structures. Concurrently, family offices have expanded their role, especially
in profitable, cash-generative businesses, offering patient capital and
greater structural flexibility, which is appealing to founders seeking phased
exits or longer-term alignment.
These developments highlight a maturing and increasingly selective deal
landscape, where both private equity and family office investors are actively
targeting sectors with strong long-term growth prospects. Our advisory
expertise, underpinned by deep sector knowledge and tailored execution,
positions us well to support clients in navigating this evolving market and
unlocking value.
Financial Performance
We generated a consistent level of transaction fee revenue, evenly throughout
the period, with increasing private M&A and IPO fees offset by lower
public M&A fees. Enhanced client service underpinned an increase in
average retainer income which materially offset the reduction in corporate
clients in the period. Rationalising and tightening the focus of our
equities trading capability led to increased agency commission and market
making revenues in the period, making this part of our business profitable on
a standalone basis.
The Group continues to apply rigorous discipline in the management of both
people and non-people costs, ensuring that efficiencies achieved in prior
years are not only preserved but embedded into the operating model. Headcount
levels are reviewed regularly against activity and revenue pipelines, with
careful alignment of resources to business demand. Non-people expenditure is
subject to ongoing scrutiny, with budget holders accountable for cost control
and value-for-money assessments across all categories.
This sustained focus on operational efficiency has enabled the Group to
maintain a lean cost base since the merger, turning an adjusted loss of £1.8m
in the prior period into a £3.6m adjusted profit this year accompanied with
targeted strategic hires and the opening of new regional offices in Manchester
and Birmingham.
The Group was both cash and profit generative in the year. Annualised revenue
per head increased by 4% compared to the prior year (£282k vs £272k) and
annualised administrative costs per head reduced by 6% compared to the prior
year (£75k vs £80k).
INVESTMENT BANKING REVENUE
In FY25 there were 101 transactions completed, up from 94 the previous year.
Of the 70 transactions advising quoted companies, there was a 55% decline in
public M&A related revenues, which was materially offset by a 23% increase
in revenues resulting from equity issuance. The 31 transactions advising
private companies was a 15% year-on-year increase and for which average fees
also increased by 13% year-on-year. Average revenue per private transaction
was £590k, up from £522k in FY24, while average revenue per public
transaction was £286k, down from £330k in FY24.
Year ended Year ended
31 March 2025 31 March 2024
£'000 £'000
Retainers 11,708 10,028
Transactions 38,260 33,512
Investment Banking 49,968 43,540
EQUITIES REVENUE
Despite subdued equity issuance and investor demand during the year in the UK,
we maintained our proactive engagement with institutional clients and focus on
the quality of service we delivered. Market making profits and commission
income were slightly ahead of the same period last year, on a pro forma basis.
Year ended Year ended
31 March 2025 31 March 2024
£'000 £'000
Securities 5,678 4,548
OPERATING EXPENSES
The prior year figures in the cost comparatives presented in the table below
do not represent a full twelve months of cost activity for the merged entity.
Caution should be exercised when interpreting changes across the periods.
The Group's compensation ratio has reduced to 64%, an 8% decrease
year-on-year, to a level that is both aligned with overall profitability and
competitive within the markets in which we operate. This optimisation reflects
a disciplined approach to reward structures, ensuring that remuneration
remains sustainable while continuing to support performance-driven incentives.
Non-employee costs reduced by 16% (£14.8m vs £17.6m) on a like for like
basis* due to the consolidation of trading systems, corporate services and
office space, following the merger.
Year ended Year ended
31 March 2025 31 March 2024
£'000 £'000
Employee costs 35,975 34,964
Share based payments 2,453 1,747
Introducer fees 1,370 773
Non-employee costs 14,833 14,159
Administrative expenses 54,631 51,643
NON-RECURRING COSTS
There were no non-recurring costs in the period.
Year ended Year ended
31 March 2025 31 March 2024
£'000 £'000
Negative goodwill - (5,771)
Onerous contracts - 2,563
Group restructuring costs - 2,026
Transaction costs - 1,234
Total non-recurring items - 52
Negative goodwill reflects the difference between the fair value of Cavendish
Securities plc's net assets at merger and the value of the shares issued for
the purchase. Onerous contracts reflect the write down of the property no
longer occupied by Cavendish Securities plc. Group restructuring is the cost
of the headcount reduction programme and Transaction costs cover the advisory
fees relating to the merger.
*Prior period comparatives are on an unaudited pro forma basis reflecting the
addition of the unaudited consolidated results of finnCap Group plc and the
unaudited consolidated results of Cenkos Securities plc for the relevant
period as if they were consolidated fully for that period. Pro forma
information is a non-GAAP measure and is provided to assist with a better
understanding of the Group's performance.
CONSOLIDATED INCOME STATEMENT
Year ended Year ended
31 March 2025 31 March 2024
£'000 £'000
Revenue 55,646 48,088
Other operating expenses (294) (293)
Administrative expenses (54,631) (51,643)
Operating profit / (loss) before non-recurring items 721 (3,848)
Non-recurring items - (52)
Operating profit / (loss) before non-recurring items 721 (3,900)
Share of joint venture and associate losses (211) (346)
Finance income 604 359
Finance charge (366) (425)
Profit / (loss) before taxation 748 (4,312)
Taxation 17 766
Profit / (loss) attributable to equity shareholders 765 (3,546)
Total comprehensive profit / (loss) for the year 765 (3,546)
Profit / (loss) per share (pence)
Basic 0.23 (1.40)
Diluted 0.21 (1.40)
CONSOLIDATED BALANCE SHEET
31 March 31 March
2025 2024
£'000 £'000
(restated*)
Non-current assets
Property, plant and equipment 9,618 11,052
Intangible assets 13,579 13,436
Financial assets held at fair value 264 538
Investment in associates and joint ventures 1,871 1,982
Deferred tax asset 2,988 3,626
Total non-current assets 28,320 30,634
Current assets
Trade and other receivables 22,903 22,714
Corporation taxation receivable 595 -
Current assets held at fair value 4,210 5,569
Cash and cash equivalents 21,223 20,739
Total current assets 48,931 49,022
Total assets 77,251 79,656
Non-current liabilities
Trade and other payables 7,503 8,713
Borrowings - 98
Provisions 58 82
Total non-current liabilities 7,561 8,893
Current liabilities
Trade and other payables 28,311 29,398
Current liabilities held at fair value 1,535 1,359
Borrowings - 386
Total current liabilities 29,846 31,143
Equity
Share capital 3,857 3,847
Share premium 3,216 3,099
Own shares held (4,494) (4,799)
Merger relief reserve 25,151 25,151
Share based payments reserve 4,236 3,766
Retained earnings 7,878 8,556
Total equity 39,844 39,620
Total equity and liabilities 77,251 79,656
*Financial assets held at fair value for the year ended 31 March 2024 has been
restated to correctly gross up long and short positions held by the Group.
This has had the impact of increasing both current assets held at fair value
and current liabilities held at fair value by £1,359k as at 31 March 2024.
CONSOLIDATED STATEMENT OF CHANGE IN EQUITY
Own Merger Share Based
Share Share Shares Relief Payments Retained Total
Capital Premium Held Reserve Reserve Earnings Equity
£'000 £'000 £'000 £'000 £'000 £'000 £'000
Balance at 31 March 2023 1,811 1,716 (1,926) 10,482 1,771 12,117 25,971
Total comprehensive loss for the period - - - - - (3,546) (3,546)
Transactions with owners:
Share based payments charge - - - - 1,747 - 1,747
Investment in subsidiaries 1,811 1,383 (3,164) 14,669 590 - 15,289
Purchase of shares - - (67) - - - (67)
Issued share capital 225 - 358 - (342) (15) 226
2,036 1,383 (2,873) 14,669 1,995 (15) 17,195
Balance at 31 March 2024 3,847 3,099 (4,799) 25,151 3,766 8,556 39,620
Total comprehensive loss for the period - - - - - 765 765
Transactions with owners:
Share-based payments charge - - - - 2,445 - 2,445
Vesting of share-based payments - - - (1,975) 1,975 -
Transfer to employees relating to share-based payments - 1,481 - - (1,481) -
Purchase of own shares - - (1,176) - - - (1,176)
Dividends paid - - - - - (1,937) (1,937)
Issued share capital 10 117 - - - - 127
10 117 305 - 470 (1,443) (541)
Balance at 31 March 2025 3,857 3,216 (4,494) 25,151 4,236 7,878 39,844
CONSOLIDATED STATEMENT OF CASH FLOWS
Year ended Year ended
31 March 2025 31 March 2024
£'000 £'000
Cash flows from operating activities
(Loss)/profit before taxation 748 (4,312)
Adjustments for:
Depreciation 1,938 1,899
Negative Goodwill - (5,771)
Onerous contracts(*) - 1,522
Amortisation of intangible assets - 157
Finance income (604) (359)
Finance charge 366 425
Share of associate profits 211 346
Share based payments charge 2,453 1,747
Net fair value losses recognised in profit or loss 294 305
Payments received of non-cash assets (20) (55)
5,386 (4,096)
Changes in working capital:
Decrease/(increase) in trade and other receivables (189) (1,796)
(Decrease)/increase in trade and other payables (46) 7,543
(Decrease)/increase in provisions (24) 53
Cash generated from operations 5,127 1,704
Net cash receipts /(payments) for current asset investments
held at fair value through profit or loss 1,736 (305)
Tax paid 56 256
Net cash (outflow)/inflow from operating activities 6,919 1,655
Cash flows from investing activities
Purchase of property, plant and equipment (68) (174)
Purchase of intangible assets (143) (101)
Investment in associates and joint ventures (100) (150)
Acquisition of Cavendish Securities plc - 11,576
Proceeds on sale of investments - 83
Interest received 604 359
Net cash (outflow)/inflow from investing activities 293 11,593
Cash flows from financing activities
Equity dividends paid (1,937) -
Issue of share capital and exercise of options 127 1,540
Purchase of own shares (1,176) -
Interest paid (11) (34)
Lease liability payments (3,247) (2,557)
Net proceeds from borrowings (484) (840)
Net cash (outflow) from financing activities (6,728) (1,891)
Net (decrease)/increase in cash and cash equivalents 484 11,357
Cash and cash equivalents at beginning of year 20,739 9,382
Cash and cash equivalents at end of year 21,223 20,739
*Includes a line-item for Onerous Contracts which was omitted in error from
the Statement of Cash Flows for the year ended 31 March 2024.
NOTES TO THE FINANCIAL STATEMENTS
Accounting policies
a. Basis of preparation
These consolidated and Parent Company Financial Statements contain information
about the Group and have been prepared on a historical cost basis except for
certain Financial Instruments which are carried at fair value. Amounts are
rounded to the nearest thousand, unless otherwise stated and are presented in
pounds sterling, which is the currency of the primary economic environment in
which the Group operates.
These consolidated and Parent Company Financial Statements have been prepared
in accordance with UK Adopted International Accounting Standards.
The preparation of Financial Statements in compliance with adopted IFRS
requires the use of certain critical accounting estimates. It also requires
Group management to exercise judgement in applying the Group's accounting
policies.
The consolidated financial information contained within these financial
statements does not constitute statutory accounts within the meaning of
Section 434 of the Companies Act 2006. The auditor has reported on the
statutory financial statements and the audit report was unqualified. The
annual report and accounts for the year ended 31 March 2025 is expected to be
filed with the Registrar of Companies and posted to Shareholders in August.
Further copies will be available from the Company Secretary at Cavendish's
registered office and on the website www.Cavendish.com.
b. Basis of consolidation
The Group's consolidated Financial Statements include the Financial Statements
of Cavendish and all its subsidiaries. Subsidiaries are entities over which
the Group has control if all three of the following elements are present:
power over the investee, exposure to variable returns from the investee and
the ability of the investor to use its power to affect those variable returns.
Subsidiaries are fully consolidated from the date on which control is
established and de-consolidated on the date that control ceases.
The acquisition method of accounting is used for the acquisition of
subsidiaries. Transactions and balances between members of the Group are
eliminated on consolidation and consistent accounting policies are used
throughout the Group for the purposes of consolidation.
c. Going concern
The Group's business activities, together with the factors likely to affect
its future development, performance and position are set out in the Letter
from the Chair. The Strategic Report and Directors' Report describe the
financial position of the Group; the Group's objectives, policies and
processes for managing its capital; its financial risk management objectives;
and its exposure to credit risk and liquidity risk.
As normal, Cavendish has assessed the appropriateness of accounting on a going
concern basis. This process involved the review of a forecast for the coming
15 months, along with stress testing a second downside scenario. Both cases
showed that the Group has the required resources to operate within its
resources during the period.
The Directors believe that Cavendish has adequate resources to continue
trading for the foreseeable future. Accordingly, they continue to adopt the
going concern basis in preparing the Annual Report and Accounts.
2. Dividends
Year ended Year ended
31 March 2025 31 March 2024
£'000 £'000
Dividends proposed and paid during the year 1,937 -
Dividends per share 0.55p -p
Dividends are declared at the discretion of the Board.
The Board has proposed a final dividend of 0.5p per share. The final dividend,
subject to approval at the AGM, is expected to be paid on 14 October 2025 to
shareholders on the register on 19 September 2025.
3. Website publication
The full Financial Statements are included in our Annual Report and Accounts,
which will be published on Cavendish's website in accordance with legislation
in the United Kingdom governing the preparation and dissemination of Financial
Statements, which may vary from legislation in other jurisdictions.
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