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RNS Number : 4089Z  Fintel PLC  16 September 2025

16th September 2025

Fintel plc

 

("Fintel", the "Company", the "Business" or the "Group")

 

Half year results for the six months ended 30 June 2025

 

Strong trading, acquisitions integrated, strategic transformation

 

Fintel (AIM: FNTL), a leading provider of software and support services to the
UK Retail Financial Services sector, today announces its unaudited results for
the six months ended 30 June 2025.

 

"Fintel has delivered a strong first-half performance, with double-digit
revenue and EBITDA growth reflecting the strength of our business model and
the quality of our earnings.

 

We have also made significant strategic progress, successfully integrating
nine acquisitions into two complementary divisions. This transformation marks
a pivotal moment for Fintel, enabling us to concentrate resources on our most
attractive markets and propositions, while providing a clear framework for
innovation and growth as we transition to a software and data-led business
built on recurring revenues.

 

With a streamlined operating structure, a scalable and agile operating model,
and continued investment in high-margin, recurring software and data revenues,
we are better positioned than ever to capture the substantial opportunities
ahead. We are confident in delivering against our full year expectations and
continue to focus on driving better outcomes for our customers, partners, and
shareholders.''

 

Matt Timmins, CEO

 

                                 HY25     HY24     Change

 Financial highlights
 Group revenue                   £42.4m   £35.7m   18.6%
 Organic revenue (1)             £37.2m   £35.7m   4.0%
 Saas and subscription revenues  £24.2m   £20.0m   21.1%
 Group adjusted EBITDA(2)        £11.2m   £9.6m    17.0%
 Adjusted EBITDA(2) margin       26.4%    26.8%    -40bps
 Adjusted EPS(2)                 5.7p     5.0p     14.0%
 Cash conversion(3)              124%     101%     +230bps

 Statutory measures
 Statutory revenue               £42.4m   £35.7m   18.6%
 Statutory EBITDA                £8.6m    £6.8m    26.5%
 Statutory EPS                   2.3p     2.0p     14.1%
 Cash position                   £8.4m    £7.4m    13.9%
 Net debt                        £30.1m   £8.6m    £21.5m
 Interim dividend per share      1.3p     1.2p     8.3%

 

 

Financial highlights - Strong H1 performance with positive trading momentum

 

·      Group revenue increased 18.6% (4% organic), driven by our
successful acquisition strategy and new proposition launches

·      Adjusted EBITDA margin maintained during a period of continued
organic and inorganic investment, underpinned by continued strong cash
conversion

·      Very flexible balance sheet with £8.4m cash and net debt of
£30.1m after significant investment in acquisitions, people, products and
services; £81.5m headroom in the new £120m Revolving Credit Facility
announced in July 2025

·      The acquisition of Rayner Spencer Mills Research (RSMR) was
completed during HY25 with an initial cash outlay of £6.4m, generating £1.7m
in revenue and £0.6m in EBITDA during the period

·      8.3% growth in dividend of 1.3p (HY24: 1.2p) announced,
reflecting the continued growth of the business and confident outlook

·      Software & Data Division delivered a 17% increase in revenue
to £18.4m (HY24: £15.8m), with £12.3m in recurring revenue (HY24: £11.5m).
EBITDA was £6.9m (HY24: £6.0m), with organic revenue of £16.7m contributing
£6.3m EBITDA

·      Services Division revenue increased by 20% to £24.0m (HY24:
£19.9m), including £11.9m in recurring revenue (HY24: £9.1m). EBITDA was
£6.5m (HY24: £6.0m), with organic revenue of £20.5m contributing £5.8m
EBITDA.

 

Strategic and Operational highlights - Restructure positions Fintel for growth

 

·      Acquisitions successfully integrated

·      Successful implementation of a new simplified operating
structure, accelerating the Group's transition to a software, data, and
recurring revenue model

Simplified operating model from three divisions to two: Software & Data
and Services

New divisional leadership structure: John Milliken (former CEO Defaqto)
appointed as CEO of Software & Data Division and Alex Whitson (former CEO
VouchedFor) appointed as CEO of Services Division, both with the role of
driving growth in the divisions

·      New structure better reflects Fintel's growth strategy and
ambition to become the software and data provider of choice for the fastest
growing segments of UK financial services - creating a focused platform for
investment, integration, and cross-selling across the business.

·      Completion of the acquisition of RSMR, enhancing Defaqto's fund
research and ratings capabilities

·      Improved funding facility, with a new £120 million RCF
(replacing the previous £80m RCF which was due to be refinanced in Q3 2025)
extending financial flexibility and reducing borrowing costs

 

Outlook - better positioned to capture substantial opportunities ahead

·      Performance since the period end has been consistent with the
first six months and in line with the Board's expectations

·      Our newly simplified structure, market-leading propositions, and
disciplined investment strategy provide a robust platform for long-term value
creation

·      We remain confident in our ability to drive further growth as we
transition to a software- and data-model powered by recurring revenues

 

 

CHIEF EXECUTIVE'S STATEMENT

Overview

Fintel delivered a strong performance in the first half of the year, with
revenue increasing by 18.6% to £42.4 million (HY24: £35.7 million) and
continued growth in profitability, as reflected in Group adjusted EBITDA
growth of 17.0% to £11.2 million (HY24: £9.6 million).

In addition to this financial momentum, we have made significant strategic
progress in reshaping the business. Having integrated our acquisitions, we
have successfully transitioned from three operating divisions to two (Software
& Data and Services), simplifying our structure, sharpening our strategic
priorities and accelerating our evolution towards a software and data-led
model built on recurring revenues.

Structuring our business in these two new divisions enables us to deliver more
targeted solutions for our customers, focus on the unique growth drivers in
each area, and provide greater transparency on the different routes to
long-term value creation for our shareholders. The reorganisation will also
deliver efficiencies by simplifying operations and right sizing the cost
base to align with a more integrated and scalable model, supporting margin
improvement over time.

Supported by key leadership appointments, our refined structure enhances our
operational focus and agility. We are now better positioned than ever to scale
efficiently and capture the significant opportunities available across our
markets, reinforcing our confidence in the Group's long-term growth
trajectory.

 One Fintel, two divisions

The intention of this simplified model is to strengthen our platform by:

·      Creating a stronger foundation for integration, innovation, and
cross-selling

·      Concentrating our resources on our most attractive markets and
propositions; and

·      Providing the operational focus and agility required to scale
efficiently.

Software & Data - Market-leading software & technology, product
research and ratings

This division brings together our market-leading technology platforms,
proprietary data, and trusted research and ratings. Key propositions
include Defaqto ratings, Fintel IQ, and Matrix360 - high-margin, scalable
products that support better decision-making for hundreds of financial
institutions, thousands of intermediaries, and millions of consumers.

This division is focused on enhancing research and ratings, developing
decision enhancing tools like Matrix360 (our single source platform for
product intelligence) for key financial sectors, and building the most
connected software platform in UK retail financial services through IQ. It
also supports our ambition to be the partner of choice in the
direct-to-consumer space as we support intermediaries in delivering more
targeted advice in line with recent regulatory change.

During the period Software & Data revenue increased by 17% to £18.4m
(HY24: £15.8m) with £12.3m in recurring revenue (HY24: £11.5m). Organic
revenue increased by 6% to £16.7m. The acquisition of RSMR in the period
contributed inorganic revenues of £1.7m.

 

Services - Integrated regulatory and business support, distribution and
surveying solutions

This division encompasses our regulatory and business support services
serving over 15,000 advisers, wealth managers, and mortgage and protection
specialists through a comprehensive membership model. It also provides
data-driven distribution solutions helping hundreds of financial institutions
to optimise their product distribution strategies and essential surveying and
support services to the UK mortgage market.

This division is focused on deepening relationships, increasing products per
customer, and driving distribution revenue growth through our strong network
of partnerships with financial institutions.

Services revenue increased by 20% to £24.0m (HY24: £19.9m) during the period
with £11.9m in recurring revenues (HY24: £9.1m).  Organic revenue increased
by 3% to £20.5m. The acquisition of threesixty services in H2 2024
contributed inorganic revenues of £3.5m.

 

Operational focus and efficiency

The new divisions will be led by experienced executives, providing clear
accountability and focus. John Milliken will head the Software & Data
division, while Alex Whitson will lead the Services division. Both will report
directly to Matt Timmins as Fintel's Group CEO, ensuring strong alignment
across the organisation. John Milliken has been CEO of Defaqto since 2021
and has a background in leading technology, Saas and software businesses.
Alex Whitson, CEO of VouchedFor (which was acquired by Fintel
in 2023), has scaled numerous businesses in the retail financial
services sector. Both John and Alex bring deep sector expertise and proven
leadership skills, positioning their divisions to deliver on our growth
agenda.

While each division will have distinct objectives and leadership, they will
remain part of a single, integrated platform, ensuring that our
customers benefit from the full breadth of our capabilities.

Divisional reporting

The Group is now reporting its financial results under this new structure for
the first time in these half year results to 30 June 2025, providing enhanced
transparency and alignment with our long-term Group strategic objectives.

Strategic priorities

Fintel's strategy continues to focus on driving organic growth and selective
value enhancing acquisitions, underpinned by long term, positive market
dynamics. These include an increasing demand for technology, insights and
data, and rising regulatory pressure, which the Group is already well-placed
to benefit from.

The following core priorities underpin our strategy Group-wide:

Focus on innovation

 We are channelling investment into the high-impact, scalable platforms at
the heart of our future growth. Our innovation agenda prioritises Fintel IQ,
our technology and workflow solutions business for larger intermediary firms,
and Matrix 360, our single source platform for product intelligence within the
retail financial services sector. We are also targeting further software
developments including digital compliance and protection solutions, and our
research and ratings capabilities - ensuring we continue to lead with
data-rich, customer-first technology solutions. This disciplined focus on
innovation is expected to accelerate organic growth, enhance engagement with
customers, and strengthen the foundations for long-term value creation.

Target high-growth organic markets

We are focused on the most dynamic segments of the UK retail financial
services market - including mortgages, protection, and wealth management -
where recent changes to UK inheritance tax are already driving increased
consumer demand.

In the wake of Consumer Duty, firms are reassessing their target operating
models and seeking ways to deliver compliant, value-added services more
effectively. This is where our proposition creates powerful synergies,
enabling improved operational efficiency and helping firms enhance
profitability.

By concentrating on these high-growth areas, we are not only maximising the
organic potential of our platform but also strengthening our long-term
competitive position in the market.

Pursue disciplined, value-accretive acquisitions

While organic growth remains our priority, we continue to see opportunities
to consolidate the fragmented UK retail financial services market. We will
evaluate and pursue technology and data-led acquisitions that align
culturally, offer strong forward growth prospects, and deliver clear
returns.

Empowering our leadership

We have established dedicated leadership teams for each division, with clear
accountability and strategic mandates. This ensures responsiveness, agility,
and ownership of performance, supported by the governance and shared resources
of the Group.

Outlook

Fintel is better positioned than ever to deliver sustainable,
capital-efficient growth. Our newly simplified structure, market-leading
propositions, and disciplined investment strategy provide a robust platform
for long-term value creation. Our performance since the period end has been
consistent with the first six months and in line with the Board's
expectations.

With both divisions well-positioned to take advantage of the rising demand for
technology, data, and regulatory support, and backed by a cash-generative
model, we are confident in our ability to drive further growth as a software
and data business, powered by recurring revenues.

Matt Timmins

Chief Executive Officer

 Notes

(1                     ) Organic revenue refers to
revenues from existing operations, excluding revenue from businesses acquired
after 30 June 2024.

(2                     ) Adjusted EBITDA and adjusted EPS
are alternative performance measures for which a reconciliation to a GAAP
measure is provided in note 8 and note 10.

(3                     ) Underlying operating cash flow
conversion is calculated as underlying cash flow from operations (adjusted
operating profit, adjusted for changes in working capital, depreciation,
amortisation, CAPEX and share-based payments) as a percentage of adjusted
operating profit.

 

Analyst presentation

An analyst briefing is being held at 9:00 a.m. on 16 September 2025 via an
online video conference facility. To register your attendance, please
contact fintel@mhpgroup.com (mailto:fintel@mhpgroup.com) .

 

For further information please contact:

 Fintel plc                                 via MHP Group

 Matt Timmins (Chief Executive Officer)

 David Thompson (Chief Financial Officer)
 Zeus (Nominated Adviser and Joint Broker)  +44 (0) 20 3829 5000

 Martin Green

 Dan Bate
 Investec Bank (Joint Broker)               +44 (0) 20 7597 5970

 David Anderson

 Kamalini Hull
 MHP Group (Financial PR)                   +44 (0) 7710 117 517

 Reg Hoare                                  Fintel@mhpgroup.com (mailto:fintel@mhpgroup.com)

 Veronica Farah

 Lexi Iles

 Notes to Editors

 Fintel is a leading provider of software and services to the UK retail
 financial services sector. Through its portfolio of trusted brands including
 Defaqto, Simplybiz and threesixty, Fintel provides technology and expert
 support services to thousands of intermediary businesses, data and
 distribution services to hundreds of financial institutions, and expert
 product ratings that empower millions of consumers to make better informed
 financial decisions.

  For more information about Fintel, please visit the website:
 www.wearefintel.com
 (https://protect.checkpoint.com/v2/r06/___http:/www.wearefintel.com___.ZXV3MjpuZXh0MTU6YzpvOjIxNmVhMmQzMjFhNTY2OWIxZmI3MmY1ODMzZDRjYjVjOjc6MWE3MzowMjM5MTljNWZmMGY1ZWM2ZjI0Njc5MTlkMjA2MmQxMDA4M2YyNmVhMzRlZmE1YTdjMzA2OTU5OWI2ZGJkODkzOnA6RjpU)

 

 

FINANCIAL REVIEW

For the six months ended 30 June 2025

 

                                                       Period ended   Period ended
                                                       30 June        30 June
                                                       2025           2024
                                                       £m             £m
 Group revenue                                         42.4           35.7
 Expenses                                              (31.2)         (26.1)
 Adjusted EBITDA                                       11.2           9.6
 Adjusted EBITDA margin %                              26.4%          26.8%
 Depreciation                                          (0.2)          (0.3)
 Depreciation of lease asset                           (0.3)          (0.2)
 Amortisation of development expenditure and software  (1.1)          (0.7)
 Adjusted EBIT                                         9.6            8.4
 Operating costs of an exceptional nature              (2.2)          (2.0)
 Share option charges                                  (0.4)          (0.8)
 Amortisation of other intangible assets               (1.9)          (1.6)
 Net finance costs                                     (1.3)          (0.6)
 Profit before tax                                     3.8            3.4
 Taxation                                              (1.3)          (1.1)
 Profit after tax                                      2.5            2.3
 Adjusted earnings per share** ("EPS")                 5.7            5.0

 

**  Adjusted EPS excludes operating exceptional costs and amortisation of
intangible assets arising on acquisition, divided by the average number of
Ordinary Shares in issue for the period.

 

New divisional structure

 

As part of our strategic transformation, the Group has successfully simplified
its operating structure to transition from three divisions - Intermediary,
Distribution, and Fintech & Research - to a streamlined model comprising
two core divisions - Software & Data, and Services.

 

This transformation follows the investment in 11 businesses over the past two
financial years, spanning service-led, data-driven, and software-based
offerings in line with our strategy to build IP, capability and scale in our
core markets.  The reorganisation aligns complementary capabilities, teams
and customer propositions, driving operational and cost efficiency, and
strategic focus.

 

Effective 2 June 2025, the Group implemented a new managerial structure
aligned to the revised segmental model, ensuring consistent leadership and
accountability across each business type. This marks a key milestone in our
integration journey, empowering our teams and enhancing our ability to scale,
innovate, and deliver value across our portfolio.

 

The Group is now reporting its financial results under this new structure for
the first time in its 30 June 2025 financial results, providing enhanced
transparency and alignment with our long-term Group strategic objectives.

 

Revenue

 

Group revenue grew 19% to £42.4m (HY24: £35.7m). Organic revenue for H1 2025
grew by 4% to £37.2m, excluding £5.2m of revenue from businesses acquired
since 30 June 2024.

 

As announced to the market in July, the Board has decided not to proceed with
the sale of Gateway Surveying Services Limited. As such, results of Gateway
will no longer be separately presented as non-core.

 

Profitability

 

Adjusted EBITDA remained strong at £11.2m, representing a 17% increase from
£9.6m in HY24, with a healthy EBITDA margin of 26.4% (HY24: 26.8%). This
comprised organic EBITDA of £9.9m (HY24: £9.6m) and margin of 26.6% (HY24:
26.8%), and inorganic EBITDA of £1.3m, delivered at a 24.8% margin.

 

Adjusted EBITDA margin is calculated as adjusted EBITDA (as defined in
note 8), divided by revenue. Whilst adjusted EBITDA is not a statutory
measure, the Board believes it is a highly useful measure of the underlying
trade and operations, excluding one-off and non-cash items.

 

Divisional performance

 

Software & Data Divisional Overview

 

The Software and Data division provides market-leading intermediary software,
financial product and market data and trusted research and ratings to
thousands of financial intermediaries, and hundreds of product providers and
price comparison websites.  Key propositions include Defaqto ratings,
Fintel IQ, and Matrix 360.

 

It focuses on expanding research and ratings capabilities, developing
decisioning tools like Matrix 360 for the GI, banking, and asset management
sectors, and building the most connected software platform in UK retail
financial services through the IQ platform. The division also supports our
strategy to be the partner of choice in the direct-to-consumer market.

 

Software and Data - Financial Performance

 

Software and Data revenue increased by 17% to £18.4m (HY24: £15.8m)
consisting of:

 

·      £11.3m from software (HY24: £10.6m)

·      £5.2m from data (HY24: £4.4m)

·      £1.9m from marketing and consultancy (HY24: £0.8m)

 

Since 30 June 2024, Fintel has completed one acquisition within the Software
& Data division (RSMR) which contributed £0.7m in marketing and
consultancy revenue, £1.0m in data revenue, and delivered EBITDA of £0.6m.

 

 Software and Data Division          Period ended   Period ended   Period ended
                                     30 June 2025   30 June 2024   30 June 2023(1)
 Revenue breakdown                   £m             £m             £m

 Software                            11.3           10.6           7.1
 Financial Planning                  4.6            4.5            4.3
 Matrix                              1.6            1.6            1.5
 VouchedFor                          1.8            1.5              -
 Other                               3.3            3.0            1.3

 Data                                5.2            4.4            3.6
 Investment and wealth data          2.7            1.9            1.4
 Banking and insurance data          2.5            2.5            2.2

 Marketing and Consultancy           1.9            0.8            0.3

 Total Software and Data Revenue     18.4           15.8           11.0
 Of which recurring (%)              67%(2)         73%            73%

 

(1) As this is our first reporting period under the new divisional structure,
we have included prior year comparatives. For reference only, we also present
pro forma figures for 2023 to aid year-on-year comparison.

(2) Recurring revenue % in 2025 is impacted by the acquisition of RSMR in H1.

 

The Software and Data division delivered adjusted EBITDA of £6.9m (HY24:
£6.0m) with EBITDA margin of 37.5% (HY24: 38.1%).  Organic EBITDA was £6.3m
in the period representing an EBITDA margin of 37.8%.

 

Services Division Overview

 

The Services division provides compliance and business support to
FCA-regulated financial intermediaries including financial advisers, mortgage
advisers and wealth managers, through a comprehensive membership model. It
also provides distribution solutions to hundreds of financial product
providers.

It focuses on strengthening customer relationships by increasing product
adoption, enhancing loyalty, and growing distribution revenues via strong
partnerships with key product providers. The division continues to invest in
and expand its mortgage and protection propositions, while refining its value
proposition for larger intermediary and wealth management firms.

 

Services - Financial Performance

 

Services revenue increased by 20% to £24.0m (HY24: £19.9m), consisting of:

 

·      £11.0m from membership and compliance services (HY24: £8.0m)

·      £8.1m from distribution (HY24: £7.4m)

·      £4.9m from surveying (HY24: £4.5m)

 

Since 30 June 2024, Fintel has completed one acquisition within the Services
division, threesixty services in July 2024, which contributed £3.4m in
membership and compliance revenue and £0.7m in EBITDA in the period.

 

 Services Division                   Period ended   Period ended   Period ended
                                     30 June 2025   30 June 2024   30 June 2023(1)
 Revenue breakdown                   £m             £m             £m

 Membership and Compliance           11.0           8.0            9.8
 Simplybiz Membership                4.4            4.9            5.1
 Threesixty Membership               2.8            -              -
 Compliance                          2.8            2.2            2.1
 Software Reseller Arrangements      1.0            0.9            2.6

 Distribution                        8.1            7.4            6.7
 Marketing & Events                  3.9            3.6            2.6
 Protection & Insurance              2.2            1.9            2.1
 Mortgages                           2.0            1.9            2.0

 Surveying                           4.9            4.5            4.2

 Total Services Revenue              24.0           19.9           20.7
 Of which recurring revenue (%)      50%            48%            54%(2)

 

(1) As this is our first reporting period under the new divisional structure,
we have included prior year comparatives. For reference only, we also present
pro forma figures for 2023 to aid year-on-year comparison.

(2) The recurring revenue percentage reported for 2023 includes gross revenues
from a software reseller business, which transitioned to a net revenue
accounting treatment from 2024 onwards.

 

The Services segment delivered adjusted EBITDA of £6.5m (HY24: £6.0m),
representing an EBITDA margin of 27.1% (HY24: 30.0%). Organic EBITDA was
£5.8m in the period representing an EBITDA margin of 28.3%.  Recent
acquisitions have had a dilutive effect to EBITDA margins with the realisation
of synergies expecting to offset this in the near future.

 

The Group has demonstrated strong momentum in the first half of 2025, with
both divisions contributing positively to growth and profitability. Strategic
acquisitions and continued investment are supporting long-term scalability,
while operational efficiencies and margin enhancement initiatives position the
business well for sustained value creation.

 

Non-underlying adjustments

 

These are items which are non-recurring and are adjusted on the basis of
either their size or their nature.  As these items are one-off or
non-operational in nature, management considers that their exclusion aids

understanding of the Group's underlying business performance.

 

Operating costs of an exceptional nature of £2.2m (HY24: £2.0m) comprised
the following:

 

·      M&A transaction costs £2.0m (HY24: £1.1m) - consists of
professional advisory fees on completed and pipeline acquisitions and fair
value adjustments relating to contingent consideration

·      Restructure costs £0.7m (HY24: £nil) - represents costs
associated with the segmental reorganisation delivered in the period,
comprising consultancy fees and restructuring expenses

·      Share settlement costs £nil (HY24: £0.6)

·      Transformation costs of £nil (HY24: £0.3m)

·      Fair value gain on investment (£0.5m) (HY24: £nil)

 

Amortisation of other intangible assets relates to intangibles acquired on
acquisition which are disclosed separately as they are considered
non-operational in nature.  The amortisation Is not reflective of the ongoing
trading performance of the business, but rather a consequence of acquisition
accounting under IFRS 3.  The revenue and costs from these businesses are
included in underlying trading results.

 

No other costs have been treated as exceptional in the period to 30 June 2025.

 

Share-based payments

 

Share-based payment charges of £0.4m (HY24: £0.8m) have been recognised in
respect of the options in issue.

 

Financial income and expense

 

Finance costs of £1.5m (HY24: £0.7m) relate to the Group's four-year
revolving credit facility.

 

Finance income of £0.2m (HY24: £0.1m) relates to interest earned on short
term deposit of available funds.

 

Taxation

 

The tax charge for the period has been accrued using the tax rate that is
expected to apply to the full financial year.

 

The underlying tax charge of £2.0m for the period (HY24: £1.7m) represents a
full year effective tax rate of 25.15% (HY24: 24.5%).  As a significant UK
corporation tax paying Group, we settle our liability for corporation tax on a
quarterly basis in advance and have paid c.£1.1m in corporation tax during
the 6-month period.

 

Earnings per share

 

Earnings per share has been calculated based on the weighted average number of
shares in issue at each balance sheet date. Adjusted earnings per share in the
period amounted to 5.7 pence per share (HY24: 5.0 pence per share)
reflecting the strong profitability of the underlying business. Statutory
earnings per share in the period amounted to 2.3 pence per share (HY24: 2.0
pence per share).

 

Financing

 

In 2025, Fintel refinanced its revolving credit facility, increasing it from
£80m to £120m and adding a fourth bank to the lending syndicate. The updated
facility offers improved terms, a longer maturity of four years with a
one-year extension option, a 20-basis-point margin reduction, and unchanged
covenants. This enhanced facility provides greater financial flexibility to
support growth and acquisitions while maintaining a prudent financial
approach.

 

Cash flow and closing cash position

 

At 30 June 2025 the Group reported a robust liquidity position, featuring a
total cash balance of £8.4m (FY24: £6.3m, HY24: £7.4m), £30.1 net debt
(FY24: £23.7m, HY24: £8.6m) and substantial headroom in the revolving credit
facility. Net debt to adjusted EBITDA ratio is 1.3 times (net cash to EBITDA
ratio FY24: 1.1 times; HY24: 0.4 times).

 

Underlying operating cash flow conversion remained strong at 124% (HY24:
101%), driven by positive trading performance in acquired businesses and
continued growth in core operations.  Underlying cash flow from operations is
calculated as adjusted operating profit, adjusted for changes in working
capital, depreciation, amortisation, CAPEX and share-based payments. A
reconciliation of free cash flow and underlying cash flow conversion is
provided in note 8 to the financial statements.

 

The Company's significant capitalised development expenditure, M&A and
transformation costs impact the Company's cash generation during this current
investment phase.

 

Acquisitions

 

On 7 January 2025 the business acquired 70% of Rayner Spencer Mills Research
Limited ('RSMR'), a UK-based company specialising in providing independent
investment research, ratings, and support to financial advisers, investment
professionals, and financial services firms. The remaining 30%, owned by
management, will be acquired over the following 24 months, subject to price
and performance.

 

The acquisition was successfully completed on 7 January 2025, for an initial
net cash consideration of £4.7m. which was part funded from cash reserves and
the Group's revolving credit facility.

 

 During the period ended 30 June 2025                                               £m
 Cash consideration                                                                 6.4
 Less: net cash acquired                                                            (1.7)
 Net investing cash outflow in respect of acquisitions completed in the period      4.7
 Transaction costs and expenses paid                                                0.1
 Total cash outflow in respect of acquisitions completed in the period              4.8

 

Capital allocation

 

The Group's approach is to balance organic growth, allocating capital to high
return internal opportunities, with targeted M&A, pursuing value accretive
and ready to integrate acquisitions that enhance divisional strategy. We also
maintain optionality for strategic initiatives and future capital returns via
balance sheet flexibility.

The Group manages its capital structure through regular review by the Board
ensuring alignment with the Group's objectives and responsiveness to changing
market conditions. If the Group needs to adjust its policy, we retain an agile
approach in order to meet the ever-changing needs of our business and market.

 

Dividend

 

Recognising the underlying financial strength of the business, the Board has
announced an interim dividend of 1.3p (HY24: 1.2p). It is the Board's
intention that this will be paid on or around 31 October 2025 to shareholders
on the register on 26 September 2024. The Board intends the ex-dividend date
to be 25 September 2025.

 

Accounting policies

 

The accounting policies applied in these condensed consolidated interim
financial statements are the same as those applied in the Group's consolidated
financial statements in the 2024 Annual Report & Accounts.

 

Going concern

 

The Directors have undertaken a comprehensive assessment to consider the
Company's ability to trade as a going concern for a period of 18 months to
March 2027.

 

The Directors have robustly tested the going concern assumption in preparing
these financial statements, taking into account a number of severe but
plausible downside scenarios, which would collectively be considered remote.
The Group continues to enjoy robust cash generation and benefits from a strong
liquidity position at 30 June 2025.  The Directors remain satisfied that the
going concern basis of preparation in the financial statements is appropriate.

 

On the basis of the Company's current and forecast profitability and cash
flows, and the availability of committed funding, the Directors consider and
have concluded that the Company will have adequate resources to continue in
operational existence for at least the next 18 months. As a result, they
continue to adopt a going concern basis in the preparation of the financial
statements.

 

David Thompson

 

Chief Financial Officer

 

 

Consolidated statement of profit or loss and other comprehensive income

for the six months 30 June 2025

                                                            2025          2025                      2024         2024
                                                2025        Underlying    Period ended  2024        Underlying   Period ended
                                                Underlying  Adjustments*  30 June       Underlying  adjustments  30 June
                                          Note  £m          £m            £m            £m          £m           £m
 Revenue                                  6     42.4        -             42.4          35.7        -            35.7
 Operating expenses                       7-8   (33.2)      (2.2)         (35.4)        (28.1)      (2.0)        (30.1)
 Amortisation of other intangible assets  13    -           (1.9)         (1.9)         -           (1.6)        (1.6)
 Group operating profit                         9.2         (4.1)         5.1           7.6         (3.6)        4.0
 Finance expense                          9     (1.2)       (0.1)         (1.3)         (0.6)       -            (0.6)
 Profit before taxation                         8.0         (4.2)         3.8           7.0         (3.6)        3.4
 Taxation                                       (2.0)       0.7           (1.3)         (1.7)       0.6          (1.1)
 Profit for the financial period                6.0         (3.5)         2.5           5.3         (3.0)        2.3
 Profit attributable to shareholders:
 Owners of the Company                                                    2.4                                    2.1
 Non-controlling interests                                                0.1                                    0.2
                                                                          2.5                                    2.3
 Earnings per share - adjusted (pence)    10                              5.7p                                   5.0p
 Earnings per share - basic (pence)       10                              2.3p                                   2.0p
 Earnings per share - diluted (pence)     10                              2.3p                                   2.0p

 

There are no items to be included in other comprehensive income in the current
or preceding period.

Consolidated statement of financial position

as at 30 June 2025

                                                         Unaudited 30 June 2025        Unaudited 30 June 2024        Audited 31 December 2024
                                                   Note  £m                  £m        £m                  £m        £m                    £m
 Non-current assets
 Fixed asset investments                           11    3.2                           2.5                           2.7
 Property, plant and equipment                     12    1.1                           1.1                           1.2
 Lease assets                                      12    2.2                           2.1                           2.2
 Intangible assets and goodwill                    13    147.0                         124.1                         139.0
 Trade and other receivables                             3.8                           0.6                           2.2
 Total non-current assets                                                    157.3                         130.4                           147.3
 Current assets
 Trade and other receivables                             14.8                          13.2                          13.2
 Current tax asset                                       1.6                           0.1                           2.3
 Cash and cash equivalents                               8.4                           7.4                           6.3
 Total current assets                                                        24.8                          20.7                            21.8
 Total assets                                                                182.1                         151.1                           169.1
 Equity and liabilities
 Equity
 Share capital                                     15    1.0                           1.0                           1.0
 Share premium account                             15    67.4                          67.1                          67.4
 Other reserves                                    17    (52.4)                        (52.6)                        (52.7)
 Retained earnings                                       85.9                          83.2                          86.0
 Equity attributable to the owners of the Company                            101.9                         98.7                            101.7
 Non-controlling interest                                                    0.4                           0.2                             0.3
 Total equity                                                                102.3                         98.9                            102.0
 Liabilities
 Current liabilities
 Trade and other payables                                25.3                          21.7                          21.1
 Lease liabilities                                 14    0.5                           0.4                           0.5
 Contingent consideration                                2.9                           5.4                           6.0
 Current tax liabilities                                 -                             -                             -
 Total current liabilities                                                   28.7                          27.5                            27.6
 Non-current liabilities
 Loans and borrowings                                    38.5                          15.8                          30.0
 Lease liabilities                                 14    1.5                           1.3                           1.4
 Deferred tax liabilities                                7.9                           5.6                           7.4
 Deferred consideration                                  -                             1.0                           -
 Contingent consideration                                3.2                           1.0                           0.7
 Total non-current liabilities                                     51.1                          24.7                           39.5
 Total liabilities                                                 79.8                          52.2                           67.1
 Total equity and liabilities                                      182.1                         151.1                          169.1

 

Consolidated statement of changes in equity

for the six months ended 30 June 2025

                                                        Share    Share    Other     Non-          Retained  Total

                                                                                    controlling
                                                        capital  premium  reserves  interest      earnings  equity
                                                        £m       £m       £m        £m            £m        £m
 Balance at 30 June 2024                                1.0      67.1     (52.6)    0.2           83.2      98.9
 Total comprehensive income for the period
 Profit for the period                                  -        -        -         0.2           3.8       4.0
 Total comprehensive income for the period              -        -        -         0.2           3.8       4.0
 Transactions with owners, recorded directly in equity
 Issue of shares                                        -        0.3      -         -             -         0.3
 Dividends                                              -        -        -         (0.1)         (1.3)     (1.4)
 Share option charge                                    -        -        0.3       -             -         0.3
 Release of share option reserve on exercise            -        -        (0.4)     -             4.9       4.5
 Value builder exercised                                -        -        -         -             (4.6)     (4.6)
 Total contributions by and distributions to owners     -        0.3      (0.1)     (0.1)         (1.0)     (0.9)
 Balance at 31 December 2024                            1.0      67.4     (52.7)    0.3           86.0      102.0
 Balance at 1 January 2025                              1.0      67.4     (52.7)    0.3           86.0      102.0
 Total comprehensive income for the period
 Profit for the period                                  -        -        -         0.1           2.4       2.5
 Total comprehensive income for the period              -        -        -         0.1           2.4       2.5
 Transactions with owners, recorded directly in equity
 Share of net assets on acquisition                     -        -        -         -             -         -
 Dividends                                              -        -        -         -             (2.6)     (2.6)
 Share option charge                                    -        -        0.4       -             -         0.4
 Release of share option reserve on exercise            -        -        (0.1)     -             0.1       -
 Total contributions by and distributions to owners     -        -        0.3       -             (2.5)     (2.2)
 Balance at 30 June 2025                                1.0      67.4     (52.4)    0.4           85.9      102.3

 

Consolidated statement of cash flows

for the period to 30 June 2025

                                                             Period ended  Period ended
                                                             30 June       30 June
                                                             2025          2024
                                                       Note  £m            £m
 Net cash generated from operating activities          18    11.3          7.6
 Cash flows from investing activities
 Equity investments                                          -             (1.1)
 Purchase of property, plant and equipment                   (0.1)         (0.2)
 Development expenditure                                     (2.1)         (2.0)
 Cost of acquisitions - net of cash received                 (4.8)         (4.7)
 M&A transaction costs                                       -             (0.8)
 Deferred consideration                                      (5.0)         -
 Loan to equity interest                                     (1.6)         (0.6)
 Finance income                                              0.1           0.1
 Net cash flows (used in)/from investing activities          (13.5)        (9.3)
 Cash flows from financing activities
 Finance costs                                               (1.3)         (0.6)
 Drawdown of loans                                           8.5           5.0
 Payment of lease liability                                  (0.3)         (0.2)
 Cash settled Value Builder scheme                           -             (5.2)
 Issue of share capital                                      -             0.1
 Dividends paid                                              (2.6)         (2.7)
 Net cash flows used in financing activities                 4.3           (3.6)
 Net increase/(decrease) in cash and cash equivalents        2.1           (5.3)
 Cash and cash equivalents at start of period                6.3           12.7
 Cash and cash equivalents at end of period                  8.4           7.4

 

Operating costs of an exceptional nature, as per note 7, are included in net
cash generated from operating activities.

Within net cash flows from investing activities, fixed asset investments
include the acquisition the acquisition of RSMR and payment of contingent and
deferred consideration on previous acquisitions.

 

NOTES TO THE INTERIM FINANCIAL INFORMATION

1     Reporting entity

Fintel plc is a company domiciled in the UK. These condensed consolidated
interim financial statements ("interim financial statements") as at and for
the six months ended 30 June 2025 comprise Fintel and its subsidiaries
(together referred to as "the Company"). The Company is the leading provider
of digital, data led and expert services to product providers, intermediaries,
and consumers to help them navigate the increasingly complex world of retail
financial services. Fintel provides technology, compliance and regulatory
support to thousands of intermediary businesses, data and targeted
distribution services to hundreds of product providers and empowers millions
of consumers to make better informed financial decisions.

2    General information and basis of preparation

These interim financial statements have been prepared in accordance with IAS
34 Interim financial reporting and should be read in conjunction with the
Company's last annual consolidated financial statements as at and for the year
ended 31 December 2024 ("last annual financial statements"). They do not
include all the information required for a complete set of IFRS financial
statements. However, selected explanatory notes are included to explain events
and transactions that are significant to an understanding of the Company's
financial position and performance since the last annual financial statements.

The financial information set out in these interim financial statements for
the six months ended 30 June 2025 and the comparative figures for the six
months ended 30 June 2024 are unaudited. The comparative financial information
for the period ended 31 December 2024 in this interim report does not
constitute statutory accounts for that period under 435 of the Companies Act
2006.

Statutory accounts for the period ending 31 December 2024 have been delivered
to the Registrar of Companies. The auditors' report on the accounts for 31
December 2024 was unqualified, did not draw attention to any matters by way of
emphasis, and did not contain a statement under 498(2) or 498(3) of the
Companies Act 2006.

The interim financial statements comprise the financial statements of the
Company and its subsidiaries at 30 June 2025. Subsidiaries are consolidated
from the date of acquisition, being the date on which the Company obtained
control, and continue to be consolidated until the date when such control
ceases.

The interim financial statements incorporate the results of business
combinations using the acquisition method. In the consolidated balance sheet,
the acquiree's identifiable assets, liabilities and contingent liabilities are
initially recognised at their fair values at the acquisition date.

These interim financial statements were authorised for issue by the Company's
Board of Directors on 15 September 2025.

3      Critical accounting estimates and judgements

The preparation of these interim financial statements involves the use of
judgements, estimates, and assumptions by management that affect the reported
amounts of assets and liabilities. These are consistent with those disclosed
in the 2024 annual report and accounts, and the following additional
judgements and sources of estimation uncertainty have been identified as
having a significant risk of resulting in material adjustments as at 30 June
2025:

CGU Identification and Goodwill Reallocation

Management has exercised judgement in determining the Group's cash-generating
units (CGUs), based on the level at which goodwill is monitored by the Board
following the segment restructure and the assessment of independent cash
inflows across the Group. Following a reorganisation of CGUs, goodwill has
been reallocated using a relative fair value approach, based on prospective
financial information. This information comprises Board-approved budgets and
forecasts covering the next 5 years. The forecasting process inherently
involves estimation uncertainty, particularly in relation to future
performance and market conditions.

Value in Use Calculations

The major source of estimation uncertainty relates to the estimation of future
cash flows used in the value in use calculations for each CGU. These
calculations are sensitive to assumptions regarding revenue growth, margins,
discount rates, and long-term growth rates, all of which are subject to change
based on market dynamics and internal performance.

Plannr Financial Asset Valuation

The Plannr asset is accounted for as a financial asset under IFRS 9 and
measured at fair value through profit or loss. The fair value at the reporting
date was determined using a discounted cash flow model. Key assumptions
include prospective cash flows, discount rate, and long-term growth rate.
These assumptions are derived from management forecasts and long-term growth
expectations, which reference UK inflation projections and management's view
on growth potential. The valuation is inherently subjective and sensitive to
changes in these inputs.

RSMR Acquisition - Put and Call Option

As part of the RSMR acquisition, management has exercised judgement in
accounting for the put option held by the non-controlling interest. The option
is considered part of the purchase agreement and has been accounted for as
contingent consideration, consistent with the Group's decision to recognise
100% of the acquisition at the outset. The related call option has been
assessed to have no material value at the reporting date.

 

4      Changes in significant accounting policies

The accounting policies applied in these condensed consolidated interim
financial statements are the same as those applied in the Company's
consolidated financial statements in the 2024 Annual Report & Accounts.

5      Going concern

The Board has concluded that it is appropriate to adopt the going concern
basis, having undertaken a rigorous review of financial forecasts and
available resources.

 

The Directors have robustly tested the going concern assumption in preparing
these financial statements, taking into account the Group's strong liquidity
position at 30 June 2025 and a number of severe but plausible downside
scenarios have been modelled, which collectively would be considered remote,
and remain satisfied that the going concern basis of preparation is
appropriate.

 

6   Segmental information

During the period, the Company was domiciled in the UK and all revenue is
derived from external customers in the United Kingdom.

During the period ended 30 June 2025, the Group undertook a strategic
reorganisation following the investment in 11 businesses over the last two
financial years. This reorganisation aligned complementary capabilities and
introduced a revised segmental and managerial structure effective 2 June 2025.

 

As a result of the restructure, the composition of the Group's CGUs was
reassessed to reflect the new operating model. Changes to the Group's cash
generating units has resulted in the need to reallocate goodwill, applying
requirements of IAS 36.87.

In 2024 the Group reported three operating segments.  Internal reporting
structures have been changed to reflect this reorganisation, and as a result
the Group now has two operating segments from 2 June 2025, which are
considered to be reportable segments under IFRS.  The two reportable segments
are:

•    Software & Data; and

•    Services

The Services division provides compliance and business support to
FCA-regulated financial intermediaries including financial advisers, mortgage
advisers and wealth managers, through a comprehensive membership model. It
also provides distribution solutions to hundreds of financial product
providers who support our financial intermediaries with compelling customer
propositions.

The Software and Data division provides market-leading intermediary software,
financial product and market data and trusted research and ratings to
thousands of financial intermediaries, and hundreds of product providers and
price comparison websites.  Key propositions include Defaqto ratings, Fintel
IQ, and Matrix360.

The reportable segments are derived on a product type basis. Management has
applied its judgement on the application of IFRS 8, with operating segments
reported in a manner consistent with the internal reporting produced to the
Chief Operating Decision Maker ("CODM").

For the purpose of making decisions about resource allocation and performance
assessment, it is the operating results of the two core divisions listed above
that are monitored by management and the Group's CODM, being the Fintel plc
Board. It is these divisions, therefore, that are defined as the Group's
reportable operating segments.

The Group is now reporting its financial results under this new structure for
the first time in its 30 June 2025 financial results, providing enhanced
transparency and alignment with our long-term Group strategic objectives.
Comparatives have been restated under the revised structure in accordance with
IFRS 8.29.

The reallocation of goodwill and reorganisation impairment testing is
discussed separately in Note 13.

In addition to the change in reportable segments arising from the
reorganisation, the change in internal reporting has resulted in a change to
the profit measure being presented for segmental reporting.  Under the
previous reporting structure, the group reported gross profit in its segmental
analysis.  Under the new structure the segment profit measure is EBITDA.

 

                                                 Software &      Services  Group      Total
                                                 Data            Division  Functions  Group
 Period ended 30 June 2025                       £m              £m        £m         £m
 Revenue                                         18.4            24.0      -          42.4
 Operating costs                                 (11.5)          (17.5)    -          (29.0)
 Segment EBITDA                                  6.9             6.5       -          13.4
 Group central costs                                                       (2.2)      (2.2)
 Group Adjusted EBITDA                                                                11.2
 Operating costs of an exceptional nature                                             (2.2)
 Amortisation of other intangible assets                                              (1.9)
 Amortisation of development costs and software                                       (1.1)
 Depreciation                                                                         (0.2)
 Depreciation of leased assets                                                        (0.3)
 Share option charge                                                                  (0.4)
 Operating profit                                                                     5.1
 Net finance costs                                                                    (1.3)
 Profit before tax                                                                    3.8

 

                                                 Software &      Services  Group      Total
                                                 Data            Division  Functions  Group
 Period ended 30 June 2024                       £m              £m        £m         £m
 Revenue                                         15.8            19.9      -          35.7
 Direct operating costs                          (9.8)           (13.9)    -          (23.7)
 Segment EBITDA                                  6.0             6.0       -          12.0
 Administrative and support costs                                          (2.4)      (2.4)
 Adjusted EBITDA                                                                      9.6
 Operating costs of an exceptional nature                                             (2.0)
 Amortisation of other intangible assets                                              (1.6)
 Amortisation of development costs and software                                       (0.7)
 Depreciation                                                                         (0.3)
 Depreciation of leased assets                                                        (0.2)
 Share option charge                                                                  (0.8)
 Operating profit                                                                     4.0
 Net finance costs                                                                    (0.6)
 Profit before tax                                                                    3.4

 

                                                 Software &      Services  Group      Total
                                                 Data            Division  Functions  Group
 Period ended 30 June 2023 (1)                   £m              £m        £m         £m
 Revenue                                         11.0            20.7      -          31.7
 Direct operating costs                          (5.7)           (15.0)    -          (20.7)
 Segment EBITDA                                  5.3             5.7       -          11.0
 Administrative and support costs                                          (2.0)      (2.0)
 Adjusted EBITDA                                                                      9.0
 Operating costs of an exceptional nature                                             (1.5)
 Amortisation of other intangible assets                                              (1.0)
 Amortisation of development costs and software                                       (0.6)
 Depreciation                                                                         (0.2)
 Depreciation of leased assets                                                        (0.2)
 Share option charge                                                                  (0.8)
 Operating profit                                                                     4.7
 Net finance costs                                                                    (0.2)
 Profit before tax                                                                    4.5

 

(1) As this is our first reporting period under the new divisional structure,
we have included prior year comparatives. For reference only, we also present
pro forma figures for 2023 to aid year-on-year comparison.

 

In determining the trading performance of the operating segments central group
costs have been presented separately in the current and prior.

The statement of financial position is not analysed between the reporting
segments by management and the CODM considers the Group statement of financial
position as a whole.

No customer has generated more than 10% of total revenue during the period
covered by the financial information.

 

7 Operating profit

Operating profit for the period has been arrived at after charging:

                                          Period ended  Period ended
                                          30 June       30 June
                                          2025          2024
                                          £m            £m
 Depreciation of tangible assets - owned  0.2           0.3
 Depreciation of lease assets             0.3           0.2

 

Underlying adjustments

Underlying adjustments include amortisation of other intangible assets and
operating and finance costs of an exceptional nature.

                                                           Period ended  Period ended
                                                           30 June       30 June
                                                           2025          2024
                                                           £m            £m
 Exceptional costs - operating
 M&A costs                                                 2.0           1.1
 Organisation restructure                                  0.7           -
 Fair value gain on investment                             (0.5)
 Transformation                                            -             0.3
 Value Builder related costs                               -             0.6
 Other underlying adjustments                              1.9           1.6

 Amortisation of other intangible assets
 Interest unwind on contingent and deferred consideration  -             0.2
 Profit on sale of equity investments                      -             (0.2)

 Underlying adjustments - before tax                       4.1           3.6

 

These are items which are non-recurring and are adjusted on the basis of
either their size or their nature.  As these items are one-off or
non-operational in nature, management considers that their exclusion aids

understanding of the Group's underlying business performance.

 

M&A costs consists of professional advisory fees on completed and pipeline
acquisitions and fair value adjustments relating to contingent consideration.

 

Organisation restructure relates to segment reorganisation costs and consists
of consultancy costs and restructuring costs.

 

The fair value gain on investment pertains to holdings without significant
influence, which have been measured at fair value as of 30 June.

 

Amortisation of other intangible assets relates to intangibles acquired on
acquisition which are disclosed separately as they are considered
non-operational in nature.  The amortisation Is not reflective of the ongoing
trading performance of the business, but rather a consequence of acquisition
accounting under IFRS 3.  The revenue and costs from these businesses are
included in underlying trading results.

 

No other costs have been treated as exceptional in the period to 30 June 2025.

 

8 Reconciliation of GAAP to non-GAAP measures

The Group uses a number of "non-GAAP" figures as comparable key performance
measures, as they exclude the impact of items that are non-cash items and also
items that are not considered part of ongoing underlying trade. Amortisation
of other intangible assets has been excluded on the basis that it is a
non-cash amount, relating to acquisitions in prior periods. The Group's
"non-GAAP" measures are not defined performance measures in IFRS. The Group's
definition of the reporting measures may not be comparable with similarly
titled performance measures in other entities.

 

 

Adjusted EBITDA is calculated as follows:

                                                                    Period ended  Period ended
                                                                    30 June       30 June
                                                                    2025          2024
                                                                    £m            £m
 Operating profit                                                   5.1           4.0
 Add back:
      Depreciation (note 12)                                        0.2           0.3
      Depreciation of leased assets (note 12)                       0.3           0.2
      Amortisation of other intangible assets (note 13)             1.9           1.6
      Amortisation of development costs and software (note 13)      1.1           0.7
 EBITDA                                                             8.6           6.8
 Add back:
      Share option charge                                           0.4           0.8
      Operating costs of exceptional nature (note 7)                2.2           2.0
 Adjusted EBITDA                                                    11.2          9.6

 

Operating costs of an exceptional nature have been excluded as they are not
considered part of the underlying trade. Share option charges have been
excluded from adjusted EBITDA as a non-cash item.

Adjusted operating profit is calculated as follows:

                                                             Period ended  Period ended
                                                             30 June       30 June
                                                             2025          2024
                                                             £m            £m
 Operating profit                                            5.1           4.0
 Add back:
      Operating costs of exceptional nature (note 7)         2.2           2.0
      Amortisation of other intangible assets (note 13)      1.9           1.6
 Adjusted operating profit                                   9.2           7.6

 

Adjusted profit before tax is calculated as follows:

                                                             Period ended  Period ended
                                                             30 June       30 June
                                                             2025          2024
                                                             £m            £m
 Profit before tax                                           3.8           3.4
 Add back:
 Finance cost of an exceptional nature                       0.1           -
      Operating costs of exceptional nature (note 7)         2.2           2.0
      Amortisation of other intangible assets (note 13)      1.9           1.6
 Adjusted profit before tax                                  8.0           7.0

 

Adjusted profit after tax is calculated as follows:

                                                                              Period ended  Period ended
                                                                              30 June       30 June
                                                                              2025          2024
                                                                              £m            £m
 Profit after tax                                                             2.5           2.3
 Add back:
      Operating costs of exceptional nature (note 7), net of tax              2.0           1.8
      Amortisation of other intangible assets (note 13), net of deferred      1.5           1.3
 tax
      Profit attributable to non-controlling interests                        (0.1)         (0.2)
 Adjusted profit after tax                                                    5.9           5.2

 

Free cash flow conversion is calculated as follows:

                                                          Period ended  Period ended
                                                          30 June       30 June
                                                          2025          2024
                                                          £m            £m
 Adjusted operating profit                                9.2           7.6
 Adjusted for:
      Depreciation of tangible assets                     0.2           0.3
      Depreciation of lease assets                        0.3           0.2
      Amortisation of development costs and software      1.1           0.7
      Share option charge                                 0.4           0.8
 Adjusted EBITDA                                          11.2          9.6
      Net changes in working capital                      2.4           0.3
      Purchase of property, plant and equipment           (0.1)         (0.2)
      Development expenditure                             (2.1)         (2.0)
 Underlying cash flow from operations                     11.4          7.7
 Underlying operating cash flow conversion                124%          101%
      Net interest paid                                   (1.2)         (0.5)
      Income tax paid                                     (1.1)         (1.7)
      Payments of lease liability                         (0.3)         (0.2)
      Free cash flow                                      8.8           5.3
      Adjusted EBITDA                                     11.2          9.6
 Free cash flow conversion                                79%           55%

 

9 Net finance expense

 

Finance Interest - expense

                                                              Period ended  Period ended
                                                              30 June       30 June
                                                              2025          2024
                                                              £m            £m
 Interest payable on financial liabilities at amortised cost  1.3           0.7
 Interest unwind on contingent consideration                  0.1           -
 Finance charge of lease liability                            0.1           -
  Total finance expense                                       1.5           0.7

 

Finance Interest - income

                           Period ended  Period ended
                           30 June       30 June
                           2025          2024
                           £m            £m
 Bank interest receivable  0.2           0.1
  Total finance income     0.2           0.1

 

10 Earnings per share

                                                                 Period ended  Period ended
                                                                 30 June       30 June
 Basic earnings per share                                        2025          2024
 Profit attributable to equity shareholders of the parent (£m)   2.4           2.1
 Weighted average number of shares in issue                      104,193,285   103,855,666
 Basic profit per share (pence)                                  2.3           2.0

 

                                                                       Period ended  Period ended
                                                                       30 June       30 June
 Diluted earnings per share                                            2025          2024
 Profit attributable to equity shareholders of the parent (£m)         2.4           2.1
 Weighted average number of shares in issue                            104,193,285   103,855,666
 Diluted weighted average number of shares and options for the period  37,923        190,269
                                                                       104,231,208   104,045,935
 Diluted profit per share (pence)                                      2.3           2.0

 

                                             Period ended  Period ended
                                             30 June       30 June
 Adjusted basic earnings per share           2025          2024
 Adjusted profit after tax (note 8) (£m)     5.9           5.2
 Weighted average number of shares in issue  104,193,285   103,855,666
 Adjusted earnings per share (pence)         5.7           5.0

 

 

11 Fixed asset investment

 

                                 Fixed Asset Investments
                                 £m
 At 31 December 2024             2.7
 Revaluation of equity interest  0.5
 Additions                       -
 Disposals                       -
 At 30 June 2025                 3.2

12 Property, plant and equipment

                                     Leased assets                   Owned assets
                                               Plant and             Office
                                     Property  equipment  Total      Equipment  Total
 Group                               £m        £m         £m         £m         £m
 Cost
 At 1 January 2024                   3.2       1.1        4.3        2.6        2.6
 Additions                           -         0.1        0.1        0.2        0.2
 At 30 June 2024                     3.2       1.2        4.4        2.8        2.8
 Acquisitions                        0.1       -          0.1        0.1        0.1
 Additions                           0.4       -          0.4        0.1        0.1
 Disposals                           -         (0.1)      (0.1)      -          -
 At 31 December 2024                 3.7       1.1        4.8        3.0        3.0
 Acquisitions                        0.1       -          0.1        -          -
 Additions                           0.1       0.1        0.2        0.1        0.1
 Disposals                           -         (0.1)      (0.1)      (0.1)      (0.1)
 At 30 June 2025                     3.9       1.1        5.0        3.0        3.0

 Depreciation and impairment
 At 1 January 2024                   1.3       0.8        2.1        1.4        1.4
 Depreciation charge for the period  0.1       0.1        0.2        0.3        0.3
 At 30 June 2024                     1.4       0.9        2.3        1.7        1.7
 Depreciation charge for the period  0.3       -          0.3        0.1        0.1
 At 31 December 2024                 1.7       0.9        2.6        1.8        1.8
 Depreciation charge for the period  0.3       -          0.3        0.2        0.2
 Disposals                           -         (0.1)      (0.1)      (0.1)      (0.1)
 At 30 June 2025                     2.0       0.8        2.8        1.9        1.9
 Net book value
 At 30 June 2025                     1.9       0.3        2.2        1.1        1.1
 At 30 June 2024                     1.8       0.3        2.1        1.1        1.1

 

Plant and equipment includes IT equipment and motor vehicles.

 

13 Intangible assets

                               Goodwill  Brand  Intellectual  Customer list  Total other    Development   Total

                                                property                      intangible    expenditure

                                                                             assets
 Group                         £m        £m     £m            £m             £m             £m            £m
 Cost
 At 1 January 2024             89.1      4.1    27.4          1.3            32.8           10.0          131.9
 Additions                     4.1       0.7    0.5           0.9            2.1            2.0           8.2
 At 30 June 2024               93.2      4.8    27.9          2.2            34.9           12.0          140.1
 Additions                     9.4       0.8    1.4           2.2            4.4            3.4           17.2
 Revaluation                   0.1       -      -             -              -              -             0.1
 At 31 December 2024           102.7     5.6    29.3          4.4            39.3           15.4          157.4
 Additions                     5.3       0.3    -             3.3            3.6            2.1           11.0
 At 30 June 2025               108.0     5.9    29.3          7.7            42.9           17.5          168.4

 Amortisation and impairment
 At 1 January 2024             0.2       1.6    8.3           -              9.9            3.6           13.7
 Charge in the period          -         0.1    1.1           0.4            1.6            0.7           2.3
 At 30 June 2024               0.2       1.7    9.4           0.4            11.5           4.3           16.0
 Charge in the period          -         0.3    1.3           -              1.6            0.8           2.4
 At 31 December 2024           0.2       2.0    10.7          0.4            13.1           5.1           18.4
 Charge in the period          -         0.3    1.2           0.4            1.9            1.1           3.0
 At 30 June 2025               0.2       2.3    11.9          0.8            15.0           6.2           21.4
 Net book value
 At 30 June 2025               107.8     3.6    17.4          6.9            27.9           11.3          147.0
 At 30 June 2024               93.0      3.1    18.5          1.8            23.4           7.7           124.1

 

Capitalised development expenditure relates primarily to the development of
the software platform in Defaqto Limited.

Goodwill

During the year ended 30 June 2025, the Group undertook a strategic
reorganisation following the acquisition of 11 businesses over the prior two
financial years. This reorganisation aligned complementary capabilities and
introduced a revised segmental and managerial structure effective 2 June
2025.

As a result of the restructure, the composition of the Group's CGUs was
reassessed to reflect the new operating model. Goodwill previously allocated
to legacy CGUs ('Intermediary', 'Distribution' and 'Fintech and Research') was
reallocated to newly defined CGUs ('Services' and 'Software & Data') in
accordance with IAS 36 Impairment of Assets, paragraph 87.

The reallocation of goodwill was performed using a relative fair value
approach, whereby the goodwill from impacted components was apportioned to the
newly formed CGUs based on revenue forecasts as a proxy for estimating
relative fair value at the date of reorganisation. This method reflects the
best estimate of economic value of each CGU.

The carrying amount of goodwill is allocated across operating segments, which
are deemed to be cash-generating units ("CGUs") as follows:

                        Period ended  Period ended
                        30 June       30 June
                        2025          2024
                        £m            £m
 Services               41.5
 Software & Data        66.3
 Intermediary Services  -             27.9
 Distribution Channels  -             12.1
 Fintech and Research   -             53.0
                        107.8         93.0

 

Goodwill is determined to have an indefinite useful economic life. The Group
has determined that, for the purposes of impairment testing, each segment is a
cash-generating unit ("CGU"). The recoverable amounts for the CGUs are
predominantly based on value in use, which is calculated on the cash flows
expected to be generated using the latest projected data available over a
five-year period, plus a terminal value estimate.

Following the goodwill reallocation, each CGU was tested for impairment using
a value-in-use model. Key assumptions included:

·      Discount rate range:

·      Services 12.3%- 12.9% (post-tax)

·      Software & Data 12.7% - 13.2% (post-tax)

·      Terminal growth rate: 2.0%

·      Forecast period: 5 years

An impairment test was performed immediately before the reorganisation and the
carrying amount of goodwill was determined to be recoverable.  No impairment
of goodwill has been identified at 30 June 2025.

14 Interest-bearing loans and borrowings

This note provides information about the contractual terms of the Group's and
Company's interest-bearing loans and borrowings.

                    Period ended  Period ended
                    30 June       30 June
                    2025          2024
                    £m            £m
 Current
 Lease liability    0.5           0.4
                    0.5           0.4
 Non-current
 Lease liability    1.5           1.3
 Secured bank loan  38.5          15.8
                    40.0          17.1

 

In July 2025, Fintel refinanced its revolving credit facility, increasing it
from £80m to £120m and adding a fourth bank to the lending syndicate. The
updated facility offers improved terms, a longer maturity of four years with a
one-year extension option, a 20-basis-point margin reduction, and unchanged
covenants. The committed credit facilities are available at pre agreed margins
dependent on the net leverage of the company. As at the reporting date the
group had drawn £38.5m of the original facility before the facility was
amended.

 

15 Capital and reserves

Share capital

                                                      Ordinary
                                                      Shares
 Number of fully paid shares (nominal value £0.01):
 At 30 June 2024                                      103,872,214
 Issue of share capital                               321,071
 At 31 December 2024                                  104,193,285
 Issue of share capital                               -
 At 30 June 2025                                      104,193,285

 

                         Share
                         premium
                         £m
 At 30 June 2024         67.1
 Issue of share capital  0.3
 At 31 December 2024     67.4
 Issue of share capital  -
 At 30 June 2025         67.4

 

16 Share-based payment arrangements

There have been no material changes to the share-based payment arrangements in
the period to those disclosed in the annual report and accounts for the period
ended 31 December 2024 other than as disclosed below:

 

 NTA 2019
 During the current period, 61,302 awards were lapsed. No awards were forfeited
 as a result of bad leavers.

17 Other reserves

                                  Merger   Share option
                                  reserve  reserve       Total
 Group                            £m       £m            £m
 At 30 June 2024                  (53.9)   1.3           (52.6)
 Share option charge              -        0.3           0.3
 Release of share option reserve  -        (0.4)         (0.4)
 At 31 December 2024              (53.9)   1.2           (52.7)
 Share option charge              -        0.4           0.4
 Release of share option reserve  -        (0.1)         (0.1)
 At 30 June 2025                  (53.9)   1.5           (52.4)

 

18 Notes to the cash flow statement

                                                                          Period ended  Period ended
                                                                          30 June       30 June
                                                                          2025          2024
                                                                          £m            £m
 Cash flow from operating activities
 Profit after taxation                                                    2.5           2.3
 Add back:
      Finance income                                                      (0.2)         (0.1)
      Finance cost                                                        1.5           0.7
      Taxation                                                            1.4           1.1
                                                                          5.2           4.0
 Adjustments for:
      Amortisation of development expenditure and software (note 13)      1.1           0.7
      Depreciation of leased assets                                       0.3           0.2
      Depreciation of property, plant and equipment                       0.2           0.3
      Amortisation of other intangible assets                             1.9           1.6
      Share option charge                                                 0.4           0.8
      Profit on sale of equity investment                                 -             (0.2)
      Interest unwind on deferred sale proceeds                           -             (0.1)
      Costs relating to exercise of Value Builder share scheme            -             0.6
      Fair value gain on investment                                       (0.5)
      Revaluation of contingent consideration                             1.5           -
      M&A related transactions                                            (0.1)         1.1
 Operating cash flow before movements in working capital                  10.0          9.0
 Increase in trade and other receivables                                  (1.3)         (0.5)
 Increase in trade and other payables                                     3.7           0.8
 Cash generated from operations                                           12.4          9.3
 Income taxes paid                                                        (1.1)         (1.7)
 Net cash generated from operating activities                             11.3          7.6

 

19 Acquisitions

Acquisitions completed in the period ended 30 June 2024

Rayner Spencer Mills Research Limited

On 16 July 2024, we announced a conditional agreement to acquire 70% of Rayner
Spencer Mills Research Limited ("RSMR"), a UK-based company specialising in
providing independent investment research, ratings, and support to financial
advisers, investment professionals, and financial service firms. Regulatory
approval was granted in late December 2024, and the acquisition was
successfully completed on 7 January 2025, for initial cash consideration of
£6.4m and contingent consideration of £2.9m.  The remaining 30% equity held
by management is subject to a call and put option arrangement, enabling
acquisition within 24 months, conditional upon performance metrics and
valuation terms.  The value of the put option is included within contingent
consideration.  On acquisition. Acquired intangibles were recognised relating
to customer related intangibles (£3.3m), and brand name (£0.3m). The
residual goodwill of £5.3m represents the expertise of the acquired workforce
and the ability to leverage this into some of the Group's businesses, together
with the ability to exploit the Group's existing customer base. RMSR
contributed revenue of £1.7m and profit before taxation of £0.6m to the
Group from the date of acquisition.

The fair values of the assets and liabilities acquired during the period ended
30 June 2025 are summarised below:

                                                                RSMR   Total

 During the period ended 30 June 2025                           £m     £m
 Brands                                                         0.3    0.3
 Customer relationships                                         3.3    3.3
 Intellectual property                                          -      -
 Property, plant and equipment                                  0.1    0.1
 Trade and other receivables                                    0.1    0.1
 Trade and other payables                                       (0.6)  (0.6)
 Net cash                                                       1.7    1.7
 Deferred tax liability                                         (0.9)  (0.9)
 Fair value of assets                                           4.0    4.0
 Non-controlling interest share of assets                              -

                                                                -
 Fair value of assets acquired                                  4.0    4.0
 Goodwill                                                       5.3    5.3
 Consideration                                                  9.3    9.3

 Satisfied by fair values of:
  Cash consideration                                            6.4    6.4
  Contingent consideration                                      2.9    2.9
                                                                9.3    9.3
 Less: net cash acquired                                        (1.7)  (1.7)
 Transaction costs and expenses                                 0.1    0.1
 Total committed spend on acquisitions completed in the period  7.7    7.7

 

The fair value of contingent consideration at the acquisition date represents
the estimated most likely pay-out based on management's forecast of future
trading and performance discounted at the Group's incremental borrowing rate.

Contractual contingent consideration is not linked to post-acquisition
services, and none of the contingent consideration is contingent upon
re-employment.

The cash outflow in the during the period ended 30 June 2025 in respect of
acquisitions completed in the same period comprised:

 

 

                                                                                RSMR   Total

 During the period ended 30 June 2025                                           £m     £m
 Cash consideration                                                             6.4    6.4
 Less: net cash acquired                                                        (1.7)  (1.7)
 Net investing cash outflow in respect of acquisitions completed in the period                              4.7

                                                                                4.7
 Transaction costs and expenses paid                                            0.1    0.1
 Total cash outflow in respect of acquisitions completed in the period                                      4.8

                                                                                4.8

 

20 Subsequent events

Plannr Technologies Limited

In July 2025, the Group acquired an additional 24% equity interest in Plannr
Technologies Limited, increasing its total shareholding from 25% to 49%. The
consideration for the additional stake was £2.7m, settled in cash, and
executed under the terms of a previously agreed call option arrangement.

This increase in ownership of Plannr has given Fintel significant influence
over Plannr after 30 June and as such this will be recognised as an investment
in an associate in the Group's consolidated financial statements for the year
ending 31 December 2025.

No adjustments have been made to the financial statements as at 30 June 2025
in respect of this transaction.

Refinance - Amendment of credit facility

In July 2025, the Group completed the refinancing of its existing £80m
revolving credit facility with a new £120m facility, following the addition
of a fourth bank to the lending syndicate. The new facility was secured on
more favourable terms and will provide the Group with increased financial
flexibility to support organic growth and strategic M&A activity.

 

 

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