REG - Manx Financial Group - Interim Results for the 6 months to 30 June 2025
22/09/2025 07:00
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RNS Number : 1454A Manx Financial Group PLC 22 September 2025
FOR IMMEDIATE RELEASE
22 September 2025
Manx Financial Group PLC (the 'Company' or the 'Group')
Unaudited Interim Results for the 6 months to 30 June 2025
Manx Financial Group PLC (LSE: MFX), the financial services group which
includes Conister Bank Limited, Conister Finance & Leasing Ltd, MFX
Limited, Payment Assist Limited, Blue Star Business Solutions Limited,
Edgewater Associates Limited, Ninkasi Rentals & Finance Limited and The
Business Lending Exchange Limited, presents its Interim results for the six
months ended 30 June 2025.
Jim Mellon, Executive Chair, commented: "I am pleased to report a commendable
Interim financial performance amidst challenging economic conditions. We have
realised a 16% increase in Profit Before Tax, amounting to £4.1 million."
Copies of the Interim Report will shortly be available on our website
www.mfg.im (http://www.mfg.im) .
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF THE MARKET
ABUSE REGULATION (EU No. 596/2014) AS IT FORMS PART OF UK DOMESTIC LAW BY
VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018. UPON THE PUBLICATION OF
THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INSIDE
INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.For further
information, please contact:
Manx Financial Group PLC Beaumont Cornish Limited Tavistock Communications Limited Greentarget Limited
Denham Eke Roland Cornish/ Simon Hudson/ Jamie Brownlee
James Biddle Adam Baynes
Tel: +44 (0) 1624 694694 Tel: +44 (0) 20 7628 3396 Tel: +44 207 920 3150 mfg@tavistock.co.uk Tel: +44 (0) 20 3307 5726
Nominated Adviser
Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated
Adviser and is authorised and regulated by the FCA. Beaumont Cornish's
responsibilities as the Company's Nominated Adviser, including a
responsibility to advise and guide the Company on its responsibilities under
the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed
solely to the London Stock Exchange. Beaumont Cornish is not acting for and
will not be responsible to any other persons for providing protections
afforded to customers of Beaumont Cornish nor for advising them in relation to
the proposed arrangements described in this announcement or any matter
referred to in it.
Dear Shareholders
I am pleased to report a commendable Interim financial performance amidst
challenging economic conditions. We have realised a 16% increase in Profit
Before Tax, amounting to £4.1 million (30 June 2024: £3.5 million), and a
significant improvement in earnings per share.
Our strategic initiatives have been centered on growth, simplification, and
technological enhancement, resulting in record profits and loan book growth
while maintaining robust liquidity and capital positions. Despite persistent
high inflation and interest rates, the outlook for the economies of the Isle
of Man and UK remain more favorable compared to other jurisdictions.
Financial results include a 0.5% rise in Net Interest Income margin to 62.4%
(30 June 2024: 61.9%), net loan book growth of £19.8 million to £392.6
million since the year-end (31 December 2024: £372.8 million), and an
improved net yield of 7.6% (30 June 2024: 7.3%). Operating income has
increased by £0.8 million to £18.4 million (30 June 2024: £17.6 million),
and profit attributable to owners has risen by 54.6% to £3.7 million (30 June
2024: £2.4 million).
The balance sheet reflects an increase in the loan book of £19.8 million to
£392.6 million (31 December 2024: £372.8 million), supported by deposits of
£406.5 million (31 December 2024: £405.2 million), improving the loan
deposit efficiency ratio to 96.6% (31 December 2024: 91.9%). We hold £82.4
million (31 December 2024: £95.3 million) in liquidity via cash and short
dated gilts and have increased total equity by £3.9 million to £41.2 million
since the year-end (31 December 2024: £37.3 million).
Our market valuation has improved from a substantial discount to a slight
premium over Net Asset Value, although it remains undervalued with an
earnings-to-market capitalisation ratio of 6.0. Efforts to enhance investor
engagement are ongoing.
We continue to make satisfactory progress against our strategic priorities by
taking decisive action to grow and simplify our business and to manage our
liquidity, capital, and costs more efficiently in compliance with our
regulatory and ESG requirements. In this regard, we will continue to:
• Optimise our cost of liquidity through our two deposit-taking
licences, providing liquidity to our lending businesses to maximize their
profitability.
• Increase our shareholder engagement, including the provision of
a new website for the Group.
• Simplify the Group's structure to deliver cost efficiencies
through supplier reviews and technological enhancements.
• Enhance our customers' experience through the deployment of
technology where it adds value, including
• introducing self-service functionality for our lending and
deposit customers.
· Expand our product offering in resilient markets and seek to
increase our market share through accretive acquisitions.
· Constantly review the markets in which we operate.
· Deploy our capital in the most sustainable markets and products
that produce the best outcomes for our customers.
· Develop and use technology to reduce our carbon footprint and
encourage the Group and its stakeholders to better understand the consequences
of their actions or inactions.
It is the Board's view that no additional provision is required at this time
beyond £0.2 million for potential liabilities related to the FCA review of
discretionary commission arrangements in motor finance.
Our key profit drivers include Conister Bank Limited, Payment Assist Limited,
and Manx Ventures Limited:
• Conister Bank Limited's net loan book grew by £16.7 million to
£382.9 million (31 December 2024: £366.1 million) supported by deposits
increasing to £406.5 million (31 December 2024: £405.2 million) with the
Bank's Loan to Deposit ratio improving to 94.2%. We remain in an excellent
liquidity position with a surplus of £74.0 million (31 December 2024: £91.1
million). In terms of regulatory capital, the Bank continues to enjoy a robust
CET1 of 12.2% (31 December 2024: 12.5%) leaving us well positioned to meet our
partners' borrowing requirements.
• Payment Assist Limited, one of the UK's leading automotive
repair point-of-sale finance providers, increased advances by £3.3 million to
£97.6 million (30 June 2024: £94.3 million) and now has in excess of
1,000,000 unique customers and serves over 7,000 garages. This customer base
will function as a starting point from which to grow our recently acquired
insurance and wealth management business, CAM Wealth Limited.
• Manx Ventures Limited holds shareholdings and options in 13
companies and is the acquisition vehicle for businesses which fall outside the
banking licence regime. Many of its shareholdings are in companies that our
structured finance division lend to on an arms-length basis. This mix of debt
and equity allows the Group as a whole to maximise its return as business
opportunities arise. Manx Ventures balance sheet grew by £0.4 million to
£16.1 million (31 December 2024: £15.7 million) and generated dividends to
Group of £0.7 million (30 June 2024: £0.7 million).
• Other subsidiaries include MFX Limited, our successful FX
advisory, and our Isle of Man based wealth management business, Edgewater
Associates Limited, both of which continue to perform well.
Looking ahead, we plan cautious expansion into the EU via an Irish consumer
credit licence without compromising financial discipline, while focusing on
the Isle of Man and UK markets.
New fintech offerings including, subject to regulatory approval, the adoption
of Fiinu's overdraft product which we have just announced. Other accretive
acquisitions are planned and are expected to support resilience amid economic
headwinds.
We are well-positioned to capitalise on growth opportunities in short-term
lending sectors including Buy Now Pay Later.
Despite not being able to replicate the one-off £1.8 million of Group
impairment reversal in 2024, I remain confident regarding the outlook for the
Group for the remainder of the year. I would also like to thank all our
customers, staff and the Board for their continued support, and it would be
remiss of me not to mention that our longest serving Non-Executive Director,
Alan Clarke, who has been a steadfast supporter and friend to both me and the
Group, decided to retire after this year's Annual General Meeting, and I am
sure you will join me in thanking Alan for his many years of service.
Jim Mellon
Executive Chair
19 September 2025
CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE
INCOME
Notes For the six months ended For the six months ended For the year ended
30 June 30 June 31 December 2024
2025 2024 £'000
£'000 £'000 (audited)
(unaudited) (unaudited)
Interest revenue calculated using the effective interest method 6 28,388 28,009 55,930
Interest expense (10,687) (10,684) (23,139)
Net interest income 17,701 17,325 32,791
Fee and commission income 2,224 2,178 3,923
Fee and commission expense (3,081) (3,851) (7,181)
Net trading income 16,844 15,652 29,533
Other operating income 170 275 585
Gain on financial instruments - - 18
Realised gain on debt securities 9 1,398 1,671 4,266
Operating income 18,412 17,598 34,402
Personnel expenses (6,463) (6,211) (12,495)
Other expenses (4,684) (3,938) (9,053)
Provision for impairment on loans and advances to customers (2,474) (3,304) (1,752)
Depreciation (463) (444) (949)
Amortisation and impairment of intangibles (299) (217) (340)
Share of profit of equity accounted investees, net of tax 51 37 119
Profit before tax payable 4,080 3,521 9,932
Income tax expense (352) (739) (1,384)
Profit for the period / year 3,728 2,782 8,548
Notes For the six months ended For the six months ended For the year ended
30 June 30 June 31 December 2024
20245 2024 £'000
£'000 £'000 (audited)
(unaudited) (unaudited)
Profit for the period / year 3,728 2,782 8,548
Other comprehensive income:
Items that will be reclassified to profit or loss
Unrealised gain / (loss) on debt securities 53 - (395)
Related (5) - 40
tax
Items that will never be reclassified to profit or loss
Actuarial gain on defined benefit pension scheme taken to equity - - 67
Related tax - - (7)
Other comprehensive income, net of tax 48 - (295)
Total comprehensive income for the period / year 3,776 2,782 8,253
Profit attributable to:
Owners of the Company 3,727 2,410 8,102
Non-controlling interest 1 372 446
3,728 2,782 8,548
Total comprehensive income attributable to:
Owners of the Company 3,775 2,410 7,807
Non-controlling interest 1 372 446
3,776 2,782 8,253
Earnings per share - profit for the period / year
Basic earnings per share (pence) 8 3.11 2.07 6.87
Diluted earnings per share (pence) 8 2.43 1.59 5.39
Earnings per share - total comprehensive income
for the period / year
Basic earnings per share (pence) 8 3.15 2.07 6.62
Diluted earnings per share (pence) 8 2.46 1.59 5.20
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
30 June 30 June 31 December 2024
2025 2024 £'000
£'000 £'000 (audited)
As at Notes (unaudited) (unaudited)
Assets
Cash and cash equivalents 24,275 18,651 16,199
Debt securities 9 58,115 77,257 79,140
Equity held at Fair Value Through Profit or Loss 154 185 154
Loans and advances to customers 5,10 392,558 372,775 372,358
Trade and other receivables 11 10,015 11,623 7,312
Property, plant and equipment 5,513 6,072 6,433
Intangible assets 5,175 4,905 5,301
Investment in associates 366 186 317
Goodwill 12 11,144 10,576 10,576
Total assets 507,315 502,230 497,790
Liabilities
Deposits from customers 406,504 409,284 405,166
Creditors and accrued charges 13 13,408 14,357 9,679
Contingent consideration 16 568 5 -
Loan notes 14 45,295 41,407 45,292
Pension liability 43 105 46
Deferred tax liability 294 377 294
Total liabilities 466,112 465,535 460,477
Equity
Called up share capital 15 19,626 19,626 19,626
Profit and loss account 21,548 17,425 17,632
Revaluation reserve - 15 -
Non-controlling interest 29 (371) 55
Total equity 41,203 36,695 37,313
Total liabilities and equity 507,315 502,230 497,790
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Attributable to owners of the Company
Profit and loss account Revaluation reserve Non-controlling interest
Share capital £'000 £'000 £'000 Total
£'000 Total equity
For the six months ended 30 June 2024 £'000 £'000
Balance at 1 January 2024 19,384 15,544 15 34,943 1,041 35,984
Total comprehensive income for the period:
Profit for the period - 2,410 - 2,410 372 2,782
Other comprehensive income - - - - - -
-
Total comprehensive income for the period - 2,410 - 2,410 372 2,782
Changes in ownership interests:
Dividend declared - (336) - (336) (1,784) (2,120)
Scrip dividend shares 193 (193) - - - -
Share issue 49 - - 49 - 49
Total changes in ownership interests 242 (529) - (287) (1,784) (2,071)
Balance at 30 June 2024 19,626 17,425 15 37,066 (371) 36,695
Balance at 1 July 2024 19,626 17,425 15 37,066 (371) 36,695
Total comprehensive income for the period:
Profit for the period - 5,691 - 5,691 41 5,732
Other comprehensive income - (295) - (295) - (295)
Total comprehensive income for the period - 5,396 - 5,396 41 5,437
Changes in ownership interests:
Share-based payment expense - 196 - 196 - 196
Revaluation loss - - (15) (15) - (15)
Acquisition of NCI net without change of control - (5,385) - (5,385) 385 (5,000)
Total changes in ownership interests - (5,189) - (5,204) 385 (4,819)
Balance at 31 December 2024 19,626 17,632 - 37,258 55 37,313
Balance at 1 January 2025 19,626 17,632 - 37,258 55 37,313
Total comprehensive income for the period:
Profit for the period - 3,727 - 3,727 1 3,728
Other comprehensive income - 48 - 48 - 48
Total comprehensive income for the period - 3,775 - 3,775 1 3,776
Changes in ownership interests:
Acquisition of NCI net without change of control (see Note 18) - (177) - (177) (27) (204)
Share-based payment expense - 318 - 318 - 318
Total changes in ownership interests - 141 - 141 (27) (114)
Balance at 30 June 2025 19,626 21,548 - 41,174 29 41,203
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
For the six months ended For the six months ended For the year ended
30 June 30 June 31 December 2024
2025 2024 £'000
£'000 £'000 (audited)
(unaudited) (unaudited)
Notes
RECONCILIATION OF PROFIT BEFORE TAXATION TO OPERATING CASH FLOWS
Profit before tax 4,080 3,521 9,932
Adjustments for:
Depreciation 463 444 949
Amortisation of intangibles 299 217 340
Impairment of loans and advances to customers 2,474 3,304 1,752
Net interest income (19,028) (18,646) (35,614)
Realised gains on debt securities (1,398) (1,671) (4,266)
Share of profit of equity accounted investees (51) (37) (119)
Lease interest - - 132
Pension charge included in personnel expenses (3) - 8
Gain on asset disposal (33) - -
Gain on financial instruments - - (18)
(13,197) (12,868) (26,904)
Changes in:
Trade and other receivables (2,703) (3,396) 915
Creditors and accrued charges 5,658 (379) (5,432)
Net cash used in trading activities (10,242) (16,643) (31,421)
Changes in:
Loans and advances to customers (22,674) (13,748) (13,691)
Deposits from customers 1,338 19,838 16,818
Pension contribution - (57) (57)
Cash used in operating activities (31,578) (10,610) (28,351)
For the six months ended For the six months ended For the year ended
30 June 30 June 31 December 2024
2025 2024 £'000
£'000 £'000 (audited)
(unaudited) (unaudited)
Notes
CASH FLOW STATEMENT
Cash from operating activities
Cash outflow from operating activities (31,578) (10,610) (28,351)
Interest received 28,388 28,331 58,164
Interest paid (11,164) (10,338) (22,389)
Income taxes paid - (91) (1,095)
Net cash (used in) / from operating activities (14,354) 7,292 6,329
Cash flows from investing activities
Purchase of property, plant and equipment (114) (106) (228)
Purchase of intangible assets (173) (853) (1,373)
Sale of property, plant and equipment 571 - -
Net sale of debt securities 9 22,476 543 (860)
Acquisition of non-controlling interest 18 (204) - (5,000)
Acquisition of CAM Wealth Limited, net of cash acquired 16 (129) - -
Contingent consideration - (15) (20)
Net cash from / (used in) investing activities 22,427 (431) (7,481)
Cash flows from financing activities
Receipt of loan notes 14 3 2,090 5,975
Payment of lease liabilities (capital) - (336) (443)
Dividend paid - (2,120) (337)
Share issue - 49 49
Net cash from / (used in) financing activities 3 (317) 5,244
Net increase in cash and cash equivalents 8,076 6,544 4,092
Cash and cash equivalents - opening 16,199 12,107 12,107
Cash and cash equivalents - closing 24,275 18,651 16,199
NOTES
FOR THE SIX MONTHS ENDED 30 JUNE 2025
1. Reporting entity
Manx Financial Group PLC (the "Company" or "MFG") is a company incorporated in
the Isle of Man. These condensed consolidated interim financial statements
("interim financial statements") are as at and for the six months ended 30
June 2025 and comprise the Company and its subsidiaries ("Group").
2. Basis of accounting
These interim financial statements have been prepared in accordance with IAS
34 Interim Financial Reporting and should be read in conjunction with the last
annual consolidated financial statements as at and for the year ended 31
December 2024 ("Annual Financial Statements 2024"). They do not include all of
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 changes in the
Group's financial position and performance since the last annual financial
statements.
3. Functional and presentation currency
These financial statements are presented in pounds sterling, which is the
Company's functional currency. All amounts have been rounded to the nearest
thousand, unless otherwise indicated. All subsidiaries of the Group have
pounds sterling as their functional currency.
4. Use of judgements and estimates
In preparing these interim financial statements, management make judgements,
estimates and assumptions that affect the application of accounting policies
and the reported amounts of assets, liabilities, income and expenses. Actual
results may differ from these estimates.
The significant judgements made by management in applying the Group's
accounting policies and key sources of estimation uncertainty are the same as
those described in the last annual financial statements.
5. Credit risk
A summary of the Group's current policies and practices for the management of
credit risk is set out in Note 7 - Financial risk review and Note 43 -
Financial risk management on pages 67 and 99 respectively of the Annual
Financial Statements 2024.
An explanation of the terms Stage 1, Stage 2 and Stage 3 is included in Note
45 (G)(vi) on page 108 of the Annual Financial Statements 2024.
A. Summary of credit risk on loans and advances to customers
2025 2024
Stage 1 Stage 2 Stage 3 Total Stage 1 Stage 2 Stage 3 Total
30 June (unaudited) £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Grade A 345,579 - - 345,579 352,431 - - 352,431
Grade B - 25,116 - 25,116 - 9,251 4,538 13,789
Grade C - - 43,765 43,765 - 5 28,732 28,737
Gross value 345,579 25,116 43,765 414,460 352,431 9,256 33,270 394,957
Allowance for impairment (1,183) (620) (20,099) (21,902) (279) (8) (21,895) (22,182)
Carrying value 344,396 24,496 23,666 392,558 352,152 9,248 11,375 372,775
2024 2023
Stage 1 Stage 2 Stage 3 Total Stage 1 Stage 2 Stage 3 Total
31 December (audited) £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Grade A 327,561 3,968 - 331,529 341,953 - - 341,953
Grade B - 19,836 5,932 25,768 - 7,822 3,700 11,522
Grade C - 5 35,268 35,273 - 2 28,791 28,793
Gross value 327,561 23,809 41,200 392,570 341,953 7,824 32,491 382,268
Allowance for impairment (688) (36) (19,488) (20,212) (184) (6) (19,425) (19,615)
Carrying value 326,873 23,773 21,712 372,358 341,769 7,818 13,066 362,653
Loans are graded A to C depending on the level of risk. Grade C relates to
agreements with the highest of risk, Grade B with medium risk and Grade A
relates to agreements with the lowest risk.
B. Summary of overdue status of loans and advances to customers
2025 2024
Stage 1 Stage 2 Stage 3 Total Stage 1 Stage 2 Stage 3 Total
31 December (unaudited) £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Current 345,579 - - 345,579 340,658 - - 340,658
Overdue < 30 days - 25,116 - 25,116 11,773 - - 11,773
Overdue > 30 days - - 43,765 43,765 - 9,256 33,270 42,526
345,579 25,116 43,765 414,460 352,431 9,256 33,270 394,957
2024 2023
Stage 1 Stage 2 Stage 3 Total Stage 1 Stage 2 Stage 3 Total
31 December (audited) £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Current 314,542 - - 314,542 333,740 - - 333,740
Overdue < 30 days 13,019 - - 13,019 8,213 - - 8,213
Overdue > 30 days - 19,851 45,158 65,009 - 7,825 32,490 40,315
327,561 19,851 45,158 392,570 341,953 7,825 32,490 382,268
6. Interest revenue and other interest income
Interest revenue and other interest income represents charges and interest on
finance and leasing agreements attributable to the period or year after
adjusting for early settlements and interest on bank balances.
7. Operating segments
Segmental information is presented in respect of the Group's business
segments. The Directors consider that the Group currently operates in one
geographic segment comprising of the Isle of Man, UK and Channel Islands. The
primary format for business segments is based on the Group's management and
internal reporting structure. The Directors consider that the Group operates
in three (2023: three) product orientated segments in addition to its
financial activities to allocate the Group's capital (investing activities):
(i) Asset and Personal Finance (including provision of HP contracts, finance
leases, personal loans, commercial loans, block discounting, vehicle stocking
plans and wholesale funding agreements); (ii) Edgewater Associates Limited
(provision of financial advice), and (iii) MFX Limited (provision of foreign
currency transaction services).
Asset and
Personal Edgewater Associates MFX Limited Investing
Finance £'000 £'000 Activities Total
For the 6 months ended 30 June 2025 (unaudited) £'000 £'000 £'000
Interest revenue calculated using the effective interest method
28,388 - - - 28,388
Interest expense (10,687) - - - (10,687)
Net interest income 17,701 - - - 17,701
Components of Net Trading Income (2,541) 1,035 649 - (857)
Net trading income 15,160 1,035 649 - 16,844
Components of Operating Income 1,030 4 4 530 1,568
Operating Income 16,190 1,039 653 530 18,412
Depreciation (381) (9) - (73) (463)
Amortisation and impairment of intangibles (149) (37) (2) (111) (299)
All other expenses (12,460) (791) (114) (256) (13,621)
Share of profit of equity accounted investees, net of tax 51 - - - 51
Profit before tax payable 3,251 202 537 90 4,080
Capital expenditure 287 - - - 287
Total assets 441,357 1,759 377 63,725 507,218
Total liabilities 420,332 322 39 45,322 466,015
Asset and
Personal Edgewater Associates MFX Limited Investing
Finance £'000 £'000 Activities Total
For the 6 months ended 30 June 2024 (unaudited) £'000 £'000 £'000
Interest revenue calculated using the effective interest method 28,009 - - - 28,009
Interest expense (10,684) - - - (10,684)
Net interest income 17,325 - - - 17,325
Components of Net Trading Income (3,405) 1,077 655 - (1,673)
Net trading income 13,920 1,077 655 - 15,652
Components of Operating Income 1,927 - 1 18 1,946
Operating Income 15,847 1,077 656 18 17,598
Depreciation (371) (12) (1) (60) (444)
Amortisation and impairment of intangibles (89) (39) (2) (87) (217)
All other expenses (12,435) (732) (148) (138) (13,453)
Share of profit of equity accounted investees, net of tax 37 - - - 37
Profit / (loss) before tax payable 2,989 294 505 (267) 3,521
Capital expenditure 959 - - - 959
Total assets 457,023 1,890 419 42,898 502,230
Total liabilities 437,350 297 7 27,881 465,535
Asset and
Personal Edgewater Associates MFX Limited Investing
Finance £'000 £'000 Activities Total
For the year ended 31 December 2024 (audited) £'000 £'000 £'000
Interest revenue calculated using the effective interest method 55,930 - - - 55,930
Interest expense (23,044) - - (95) (23,139)
Net interest income 32,886 - - (95) 32,791
Components of Net Trading Income (6,341) 2,048 1,035 - (3,258)
Net trading income 26,545 2,048 1,035 (95) 29,533
Components of Operating Income 4,818 11 5 35 4,869
Operating Income 31,363 2,059 1,040 (60) 34,402
Depreciation (715) (23) (1) (210) (949)
Amortisation and impairment of intangibles (256) (78) (4) (2) (340)
All other expenses (20,586) (1,570) (1,020) (124) (23,300)
Share of profit of equity accounted investees, net of tax 119 - - - 119
Profit / (loss) before tax payable 9,925 388 15 (396) 9,932
Capital expenditure 401 1 - 1,199 1,601
Total assets 446,771 1,614 310 49,095 497,790
Total liabilities 428,540 377 9 31,551 460,477
8. Earnings per share
For the 6 months ended For the 6 months ended For the
30 June 2025 30 June 2024 year ended
(unaudited) (unaudited) 31 Dec 2024
(audited)
Profit for the period / year attributable to owners of the Company £3,727,000 £2,410,000 £8,101,700
Weighted average number of ordinary shares in issue (basic) 119,715,757 116,378,211 117,923,558
Basic earnings per share (pence) 3.11 2.07 6.87
Diluted earnings per share (pence) 2.43 1.59 5.39
Total comprehensive income for the period / year attributable to owners of the
Company
£3,775,000 £2,410,000 £7,807,000
Weighted average number of ordinary shares in issue (basic) 119,715,757 116,378,211 117,923,558
Basic earnings per share (pence) 3.15 2.07 6.62
Diluted earnings per share (pence) 2.46 1.59 5.20
The basic earnings per share calculation is based upon the profit for the
period / year after taxation and the weighted average of the number of shares
in issue throughout the period / year.
30 June 2025 30 June 2024 31 Dec 2024
As at (unaudited) (unaudited) (audited)
Reconciliation of weighted average number of ordinary shares in issue between
basic and diluted
Weighted average number of ordinary shares (basic) 119,715,757 116,378,211 117,923,558
Number of shares issued if all convertible loan notes were exchanged for 35,138,889 37,916,667 35,138,889
equity
Dilutive element of RSUs if exercised 2,466,470 2,922,088 399,352
Weighted average number of ordinary shares (diluted) 160,098,894 157,216,966 153,461,799
Reconciliation of profit for the period / year between basic and diluted
Profit for the period / year (basic) £3,727,000 £2,410,000 £8,101,700
Interest expense saved if all convertible loan notes were exchanged for equity £97,500 £97,500 £171,415
Profit for the period / year (diluted) £3,824,500 £2,507,500 £8,273,115
The diluted earnings per share calculation assumes that all convertible loan
notes have been converted / exercised at the beginning of the period in which
they are dilutive.
30 June 2025 30 June 2024 31 Dec 2024
As at (unaudited) (unaudited) (audited)
Reconciliation of total comprehensive income for the period / year between
basic and diluted
Total comprehensive income for the period / year (basic) £3,775,000 £2,410,000 £7,807,000
Interest expense saved if all convertible loan notes were exchanged for equity £97,500 £97,500 £171,415
Total comprehensive income for the period / year (diluted) £3,872,500 £2,507,500 £7,978,415
9. Debt securities
30 June 2025 30 June 2024 31 Dec 2024
£'000 £'000 £'000
As at (unaudited) (unaudited) (audited)
Financial assets at fair value through other comprehensive income:
UK Government treasury bills 58,115 77,257 79,140
58,115 77,257 79,140
UK Government Treasury Bills are stated at fair value and unrealised changes
in the fair value are reflected in other comprehensive income. There were
realised gains of £1,398,000 (30 June 2024: £1,671,000 and 31 December 2024:
£4,266,000) and unrealised gains of £53,000 (30 June 2024: £nil and 31
December 2024: £395,000 loss) for the period.
10. Loans and advances to customers
30 June 2025 30 June 2024 31 Dec 2024
Carrying Carrying Carrying
Gross Impairment Allowance Value Value Value
Amount £'000 £'000 £'000 £'000
As at £'000 (unaudited) (unaudited) (audited)
HP balances 106,772 (4,732) 102,040 117,189 110,900
Finance lease balances 18,962 (2,763) 16,199 23,290 20,130
Unsecured personal loans 146,591 (12,112) 134,479 108,734 108,273
Vehicle stocking plans 1,663 - 1,663 1,537 1,714
Wholesale funding arrangements 14,312 - 14,312 11,812 23,851
Block discounting 40,654 - 40,654 37,823 40,845
Secured commercial loans 29,665 (556) 29,109 31,035 30,365
Secured personal loans 34,229 - 34,229 905 901
Government backed loans 20,692 (1,739) 18,953 30,869 24,595
Property secured 920 - 920 9,581 10,784
414,460 (21,902) 392,558 372,775 372,358
11. Trade and other receivables
30 June 2025 30 June 2024 31 Dec 2024
£'000 £'000 £'000
As at (unaudited) (unaudited) (audited)
Prepayments 675 613 663
Other debtors 9,340 11,010 6,649
10,015 11,623 7,312
12. Goodwill
30 June 2025 30 June 2024 31 Dec 2024
£'000 £'000 £'000
As at (unaudited) (unaudited) (audited)
PAL 4,456 4,456 4,456
EAL 1,649 1,649 1,649
BLX 1,908 1,908 1,908
BBSL 1,390 1,390 1,390
CAM Wealth 568 - -
NRFL 678 678 678
Manx Collections Limited ("MCL") 454 454 454
Three Spires Insurance Services Limited ("Three Spires") 41 41 41
11,144 10,576 10,576
13. Creditors and accrued charges
30 June 2025 30 June 2024 31 Dec 2024
£'000 £'000 £'000
As at (unaudited) (unaudited) (audited)
Commission creditors 436 171 333
Other creditors and accruals 10,795 11,809 7,032
Lease liability 1,622 1,022 1,792
Taxation creditors 555 1,355 522
13,408 14,357 9,679
14. Loan notes
30 June 2025 30 June 2024 31 Dec 2024
£'000 £'000 £'000
As at Notes (unaudited) (unaudited) (audited)
Related parties
J Mellon JM 1,750 1,750 1,750
Burnbrae Limited BL 3,200 3,200 3,200
Culminant Reinsurance Ltd CR 1,000 1,000 1,000
John Spellman JS 400 400 400
Ian Morley IM 250 250 250
Alan Clarke AC 150 100 100
6,750 6,700 6,700
Unrelated parties UP 38,545 34,707 38,592
45,295 41,407 45,292
JM - Two loans, one of £1,250,000 maturing on 26 February 2030, with interest
payable of 7.5% per annum, convertible to ordinary shares of the Company at a
rate of 9.0 pence, one of £500,000 maturing on 31 July 2027, paying interest
of 7.5% per annum and convertible to ordinary shares of the Company at a rate
of 8.0 pence.
BL - Three loans, one of £1,200,000 maturing on 31 July 2027, paying interest
of 7.5% per annum, convertible to ordinary shares of the Company at a rate of
8.0 pence, one of £1,000,000 maturing 25 February 2030, paying interest of
7.5% per annum, and one of £1,000,000 maturing 28 September 2025 paying
interest of 6% per annum. Jim Mellon is the beneficial owner of BL and Denham
Eke is also a director.
CR - One loan consisting of £1,000,000 maturing on 12 October 2025, paying
interest of 6.0% per annum. Greg Bailey, a Director, is the beneficial owner
of CR.
JS - One loan consisting of £400,000 maturing on 3 May 2029, paying interest
of 8.5% per annum. John Spellman is a Director of the Group.
IM - One loan consisting of £250,000 maturing on 3 June 2026, paying interest
of 8.0% per annum. Ian Morley is a Director of the Conister Bank Limited, a
subsidiary of the Group.
AC - Two loans, one of £50,000 and one of £100,000, both maturing on 6 May
2026, paying interest of 7.80% per annum. Alan Clarke was a Director of the
Group.
UP - Fifty-six loans (2024: Forty-six), the earliest maturity date is 18 July
2025, and the latest maturity is 30 April 2030. The average interest payable
is 6.79% (2023: 6.36%). The cause for the increase is due to the rising
interest environment increasing the cost of loan notes seen particularly in
the first six months. With respect to the convertible loans, the interest rate
applied was deemed by the Directors to be equivalent to the market rate at the
time with no conversion option.
15. Called up share capital
Ordinary Shares of no-par value available for issue Number
At 30 June 2025, 30 June 2024, 31 December 2024* 200,200,000
Issued and fully paid ordinary Shares of no par value Number £'000
Balance at 30 June 2025 119,715,757 19,626
Balance at 30 June 2024 117,555,757 19,626
Balance at 31 December 2024 119,715,757 19,626
* Authorised share capital of the Group was identified as being 233,388,000
shares in the annual financial statements for the year ended 31 December 2024.
This disclosure has therefore been restated in these interim financial
statements to correct the authorised share capital stated as that date. This
adjustment relates exclusively to this disclosure and does not impact any
financial statement captions or other disclosures.
Convertible loans
There are three convertible loans totalling £2,950,000 (30 June and 31
December 2024: three convertible loans totalling £2,950,000).
Restricted Stock Units
i. Issued during the financial year ended 31 December 2022 and 2023
On 5 July 2022, 27 October 2022,29 November 2023, 16 December 2024 and 25 June
2025, MFG granted Restricted Stock Units ("RSUs") under its 2022 RSU Plan. The
Group issued, in total, RSUs over 5,087,500 ordinary shares representing 4.2%
of the issued share capital of the Group, including 2,400,000 to certain
Directors and 2,687,500 to certain employees. The RSUs have a 2-year or 3-year
term and are subject to certain vesting conditions based upon an overall
growth in profitability. Any RSUs granted will fall away should the recipient
leave employment before the 2-year or 3 year term expires. Should the
individual vesting conditions be satisfied at the end of the term, the stock
can be exercised at nil cost.
The Group directors who received RSUs are as follows:
§ Douglas Grant, Group Chief Executive Officer, was issued 1,925,000 RSUs. On
14 November 2024, he transferred 1,631,138 Ordinary Shares of no par value in
the Company held in his own name to the Doonhamer Personal Pension Scheme at
15.0p per share. The Doonhamer Personal Pension Scheme is a Self-Invested
Personal Pension of which Douglas Grant is the sole member and beneficiary.
Following this transfer, the total number of Ordinary Shares held by Mr Grant
remains at 2,347,904, representing 1.96% of the issued ordinary share capital
of the Company; and
§ James Smeed, Group Finance Director, was issued 475,000 RSUs.
On 16 July 2024, Douglas Grant and James Smeed exercised their RSUs and were
issued with 925,000 and 175,000 New Ordinary Shares of no par value
respectively at nil cost.
The terms and conditions of the grants are as follows: and will be settled by
the physical delivery of shares.
Number of Units
Grant date / employees entitled Vesting period
RSUs grant to key employees at 5 July 2022 1,020,000 2 years
RSUs grant to Directors at 5 July 2022 1,100,000 2 years
RSUs grant to key employees at 27 October 2022 165,000 2 years
RSUs grant to Directors at 27 October 2022 150,000 2 years
RSUs grant to key employees at 29 November 2023 1,102,500 2 years
RSUs grant to Directors at 29 November 2023 1,150,000 2 years
RSUs grant to key employees at 16 December 2024 200,000 3 years
RSUs grant to key employees at 25 June 2025 200,000 3 years
Total RSUs 5,087,500
Lapsed (425,000)
Exercised (2,160,000)
Remaining 2,502,500
The fair value of employee services received in return for RSUs granted is
based on the fair value of them measured using the Black-Scholes formula.
Service related and non-market performance conditions were not taken into
account in measuring fair value. The inputs used in measuring the fair values
at the grant of the equity-settled restricted stock unit payment plans were as
follows.
Grant at Grant at Grant at Grant at
16 December 29 November 2023 27 October 2022 5 July 2022
Fair value of restricted stock units and assumptions 2024
Share price at grant date 17.5 pence 14.0 pence 8.5 pence
14.75 pence
Exercise price nil nil nil nil
Expected volatility *^ 638.12% 638.12% 107.71% 55.14%
Expected life (weighted average) 2 years 2 years 2 years 2 years
Risk-free interest rate (based on government bonds)*^ 4.43% 4.43% 3.15% 1.65%
Fair value at grant date 14.75 pence 17.5 pence 14.0 pence 8.5 pence
^ Based on past 3 years
* Annual rates
The expected volatility is based on both historical average share price
volatility and implied volatility derived from traded options over the Group's
ordinary shares of maturity similar to those of the employees.
The fair value of the liability is remeasured at each reporting date and at
settlement date.
The charge for the period for the RSUs granted was £42,000 (30 June 2024:
£153,000 and 31 December 2024: £163,000) which is included in personnel
expenses.
16. Acquisition of subsidiary
On 22 January 2025, the Group announced the acquisition of the UK FCA licenced
Wealth Management business, CAM Wealth Group Holdings and its subsidiary CAM
Wealth Group Limited, (together "Cam Wealth" trading as CAM Wealth).
This acquisition links to the Group's growth strategy of accretive acquisition
to continue developing a robust and diversified financial services group to
support the ongoing objective of continuously enhancing shareholder value.
In the five months to 30 June 2025, CAM Wealth contributed revenue of £12,838
and loss of £102,767 to the Group's results. If the acquisition had happened
on 01 January 2025, management estimates that the impact on the consolidated
income would have been £15,402 and the impact on the consolidated profit for
the period would have been a loss of £123,318.
A. Consideration transferred
The following table summarises the acquisition date fair value of each major
class of consideration transferred:
£'000
Cash 135
Contingent consideration (Note 17) 568
703
B. Identifiable assets acquired, and liabilities assumed
The following table summarises the recognised amounts of assets acquired, and
liabilities assumed at the date of acquisition:
£'000
Intangible asset acquired 100
Cash and cash equivalents 6
Trade and other receivables 35
Creditors and accrued charges (6)
Total identifiable net assets acquired 135
The trade and other receivables comprise gross contractual amounts due of
£35,000, of which £nil was expected to be uncollectable at the date of
acquisition.
Fair values measured on a provisional basis
The following fair vales have been determined on a provisional basis pending
completion of the valuation of the assumptions used:
· The fair value of the intangible asset acquired (FCA licence)
· The fair values of the contingent consideration (Note 17)
C. Goodwill
The goodwill arising from the acquisition has been recognised as follows:
£'000
Total consideration transferred 703
Fair value of identifiable net assets (135)
Goodwill 568
17. Contingent consideration
On 21 January 2025, CAM Wealth was acquired for a total cash consideration of
£135,000. In the third year, the Group has agreed to pay 5 times the relevant
profits for the UK IFA business for the year ended 21 January 2028 should
certain performance conditions be met.
Based on the forecasts when the Company was acquired, the Group estimates an
additional contingent consideration of £640,000 payable in the final year.
The Group has included £568,000 as contingent consideration related to the
additional consideration, which represents its fair value at the date of
acquisition determined through a discounted cash flow valuation technique.
30 June 2024 30 June 2024 31 Dec 2024
£'000 £'000 £'000
As at (unaudited) (unaudited) (audited)
CAM Wealth 568 - -
568 - -
18. Acquisition of Non-Controlling Interest ("NCI")
On 28 March 2025, the Group acquired an additional 5% interest in Ninkasi
Rentals & Finance Limited ("NRFL"), increasing its ownership from 90% to
95%. The carrying amount of NRFL's net assts in the Group's consolidated
financial statements on the date of acquisition was £580,049.
The following table summarises the effect of changes in the Company's
ownership interest in NRFL.
£'000
Carrying amount of NCI acquired (£580,409 * 5%) 27
Consideration paid to NCI in cash (204)
A decrease in equity attributable to owners of the Company (177)
The decrease in equity attributable to owners of the Company includes a
decrease in retained earnings of £177,255.
19. Regulators
Certain Group subsidiaries are regulated by the Isle of Man Financial Services
Authority ("FSA") and the United Kingdom Financial Conduct Authority ("FCA")
as detailed below.
The Bank and EAL are regulated by the FSA under a Class 1(1) - Deposit Taking
licence, and a Class 2 - Investment Business licence respectively. The Bank is
also regulated by the UK's Prudential Regulatory Authority ("PRA") and the
UK's FCA.
20. Contingent liabilities
The Bank is required to be a member of the Isle of Man Government Depositors'
Compensation Scheme which was introduced by the Isle of Man Government under
the Banking Business (Compensation of Depositors) Regulations 1991. This
creates a liability on the Bank to participate in the compensation of
depositors should it be activated.
The possibility of an outflow of resources embodying economic benefits for all
other contingent liabilities of the Group are considered remote and thus do
not require separate disclosure.
21. Provisions for Discretionary Commission Arrangements
Following the Financial Conduct Authority's (FCA) Motor Market review in 2019
which resulted in a change in rules in January 2021, the Group received a
small number of complaints in respect of motor finance. On 1 August 2025, the
UK Supreme Court ruled reversing various aspects the decision made by the
Court of Appeal on the same matter. The Supreme Court ruling has therefore
reduced the scope for the claims but there will still be some compensation to
be awarded. The FCA will be consulting on an industry wide compensation scheme
with a launch date expected to be in 2026. The Group believes that its
historical practices were compliant with the law and regulations in place at
the time and is willing to cooperate with FCA through its industry review.
However, the Group recognises that there will be costs to be incurred or
compensation awarded to car buyers affected and has therefore continued to
carry a provision of £202,920 as best estimate of the expenditure required as
at 30 June 2025. In establishing the provision estimate, the Group made
various considerations to address uncertainties around a number of key
assumptions. The assumptions include commission models, potential levels of
complaints, validity of the complaints and uphold rate of similar cases by the
Financial Ombudsman Service. The ultimate financial impact could be materially
different as a result of uncertainty surrounding the assumptions and will
therefore be monitored and updated as new information becomes available.
22. Subsequent events
On 1 July 2025, Burnbrae Limited issued a loan note to MFG of £1,000,000
paying interest at a rate of 7.50% per annum. The loan note maturity date is 1
July 2026. There were no other significant subsequent events identified
after 30 June 2025.
23. Approval of interim financial statements
The interim financial statements were approved by the Board on 19 September
2025. The interim report will be available from that date at the Group's
website - www.mfg.im and at the Registered Office: Clarendon House, Victoria
Street, Douglas, Isle of Man, IM1 2LN. The Group's nominated adviser and
broker is Beaumont Cornish Limited, 5-10 Bolton Street, London, W1J 8BA. The
interim and annual financial statements along with other supplementary
information of interest to shareholders, are included on the Group's website.
The website includes investor relations information, including corporate
governance observance and contact details.
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