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REG - Ninety One PLC - Half-year Report and Dividend Declaration

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RNS Number : 6645H  Ninety One PLC  17 November 2025

 Ninety One plc                         Ninety One Limited

 Incorporated in England and Wales      Incorporated in the Republic of South Africa

 Registration number 12245293           Registration number 2019/526481/06

 Date of registration: 4 October 2019   Date of registration: 18 October 2019

 LSE share code: N91                    JSE share code: NY1

 JSE share code: N91                    ISIN: ZAE000282356

 ISIN: GB00BJHPLV88

 LEI: 549300G0TJCT3K15ZG14

 

Interim results for the six months to 30 September 2025

17 November 2025

 

Highlights

‒     Closing assets under management increased by 19% to £152.1 billion
(over last 12 months).

‒     Net inflows of £4.3 billion (of which £1.9 billion related to
Sanlam UK take-on in June).

‒     Adjusted operating profit up 12% to £98.8 million.

‒     Adjusted operating profit margin improved to 32.1%.

‒     Adjusted earnings per share up 15% to 8.4p.

‒     Dividend per share up 11% to 6.0p.

‒     Competitive long-term investment performance.

‒     Investing in existing business and new growth opportunities.

‒     Sanlam relationship delivering.

‒     Staff shareholding increased to 32.7%.

 

 £ billion                         30 September 2025   30 September 2024   31 March

2025
 Assets under management           152.1               127.4               130.8
 Net flows                         4.3                 (5.3)               (4.9)
 Average assets under management   139.7               126.7               129.0

 Key financials((1))               Six months to       Six months to       Change

30 September 2025
30 September 2024

                                                                           %
 Profit before tax (£'m)           102.2               93.3                10
 Adjusted operating profit (£'m)   98.8                88.6                12
 Adjusted operating profit margin  32.1%               30.5%
 Basic earnings per share (p)      8.9                 7.8                 14
 Adjusted earnings per share (p)   8.4                 7.3                 15
 Interim dividend per share (p)    6.0                 5.4                 11

Note: (1) Please refer to explanations and definitions on pages 10-13.

 

 

Hendrik du Toit, Founder and Chief Executive Officer, commented:

"Over this reporting period business conditions have continued to improve. The
combination of strong markets, competitive investment returns, net inflows and
ongoing cost control has delivered healthy earnings growth.  We see early
evidence of a demand recovery for emerging markets and differentiated active
investment management. We are well positioned for this.

We are pleased to report that the Sanlam relationship is already delivering.
The UK transaction was completed in June 2025, with the South African
transaction (which has received all regulatory approvals) to follow later this
financial year.

Whilst doubling down on our core markets and offerings, we are also investing
in exciting growth initiatives and in our technology platform. Our focus
remains on investing and serving our clients to the highest possible
standards.

Ninety One's clarity of strategy and simplicity of model enable us to seize
the opportunity with pace and strength."

 

For further information please contact:

Investor relations

Varuni Dharma
             varuni.dharma@ninetyone.com
(mailto:varuni.dharma@ninetyone.com)                       +44(0)
203 938 2486

Media

Media enquiries

Jeannie Dumas (for UK & International)
jeannie.dumas@ninetyone.com (mailto:jeannie.dumas@ninetyone.com)
              +44 (0) 203 938 3084
 

Kotie Basson (for South Africa)
kotie.basson@ninetyone.com (mailto:kotie.basson@ninetyone.com)
               +27 (0) 82 375 1317

Investor presentation

A presentation to investors and financial analysts will be held at our London
office (55 Gresham Street, EC2V 7EL) at 9.00am (UK time) on 17 November 2025.
There will be a live webcast available for those unable to attend. The webcast
registration link is available at
https://ninetyone.com/interim-results-webcast
(https://ninetyone.zoom.us/webinar/register/WN_q5eToOfZRuid766lEGfHKQ#/registration)
. A copy of the presentation will be made available on the Company's website
at https://ninetyone.com/interim-results-presentation
(https://ninetyone.com/interim-results-presentation) at 8.30 am (UK time).

Forward-looking statements

This announcement does not constitute or form part of any offer, advice,
recommendation, invitation or inducement to any person to underwrite,
subscribe for or otherwise acquire or dispose of securities in Ninety One plc
and its subsidiaries or Ninety One Limited and its subsidiaries (together,
"Ninety One"), nor should it be construed as legal, tax, financial, investment
or accounting advice.

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

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

About Ninety One

Ninety One is an independent investment manager, founded in South Africa in
1991, which operates and invests globally.

Ninety One is listed on the London and Johannesburg Stock Exchanges.

CHIEF EXECUTIVE OFFICER'S REVIEW

The six months leading to 30 September 2025 marked a period of improving
momentum for Ninety One. Market conditions were generally positive,
underpinned by strong equity performance and renewed investor interest in
emerging markets. Whilst volatility persisted and geopolitical risks remained
elevated, the environment has become more supportive for active investment
managers, particularly those with differentiated strategies in emerging
markets, such as Ninety One. Nevertheless, the environment remains intensely
competitive.

 

Our assets under management increased to £152.1 billion, the highest number
ever reported by Ninety One. This outcome was driven by positive net flows
across most asset classes, substantial net inflows into equities (particularly
global) and an encouraging recovery in fixed income. Net flows have improved
steadily over the last six months and the majority of our client groups have
contributed towards this.

 

We continue to pursue growth with focus and intensity, targeting our core
markets alongside a number of new and exciting opportunities. During the
period, we made meaningful progress in broadening our leadership group,
strengthening our teams, deepening accountability and aligning resources
behind three core strategic opportunities:

‒   In international public markets, the focus is on the commercial
opportunity for a recovery in demand for active investment management,
especially in international and emerging market strategies.

‒   In Southern Africa, we intend to extend our market leadership. We are
pleased to report that our relationship with Sanlam is already delivering. The
UK transaction was completed in June 2025, contributing £1.9 billion of AUM.
The South African transaction will follow later this year and bolster our
position in South Africa.

‒   In private markets, we continue to pursue opportunities and expand our
offering in private credit and infrastructure strategies.

These initiatives strengthen our ability to compete for regional and
cross-border capital flows.

 

In addition, we continue to back innovation and business development through
the establishment of the Ninety One Foundry. This is designed to support new
initiatives with pace and intent. Over the reporting period we have
strengthened our in-region capabilities in key emerging markets. Examples
include the Kingdom of Saudi Arabia, where we are adding regional investment
capabilities to our established client service presence, and Asia, where we
are developing a joint venture with a Singapore-based alternative investment
firm with deep experience in the region, China in particular. The main purpose
of this intended collaboration is to enhance our investment capabilities in
this important region.

We have also established a digital finance unit to provide clients with an
enhanced, technology-driven service experience, and have committed substantial
resources to AI-related innovation - a key focus area that will drive
efficiency and insight across the business. We expect to provide a further
update on these initiatives at year end.

 

Our people are committed and supported by a strong and positive organisational
culture developed over many years, as evidenced by their substantial
shareholding in the firm (32.7%).  This enables a long-term, growth-oriented
mindset.

 

The business is stronger than in the previous reporting period. We are
operating in an environment where emerging markets are back on the radar of
major asset owners and active investment management is regaining relevance.
Ninety One's clarity of strategy and simplicity of model position us to
respond with conviction.

 

Having weathered the challenges of recent years, we see renewed opportunity
for growth and remain firmly focused on building the active investment manager
of the future with pace and intensity.

 

OPERATING REVIEW
Assets under management ("AUM")

Closing AUM increased by 16% to £152.1 billion (31 March 2025: £130.8
billion). This increase was due to organic net inflows of £2.4 billion and
the Sanlam inflow of £1.9 billion (H1 2025: net outflows £(5.3) billion).
Furthermore, there was a sizeable positive market and foreign exchange impact
of £17.0 billion (H1 2025: positive £6.7 billion).

AUM by asset class
 £ million                    30 September 2025  31 March 2025  Change %
 Equities                      74,278             60,108        24
 Fixed income                  33,951             31,791        7
 Multi-asset                   22,521             20,464        10
 Alternatives                  5,806              5,207         12
 South African fund platform   15,547             13,211        18
 Total                        152,103            130,781        16

Our AUM remained well diversified across asset classes, with the mix of AUM
broadly unchanged from the prior period. All asset classes experienced
positive markets.

AUM by client group
 £ million          30 September 2025  31 March 2025  Change %
 United Kingdom     24,589             21,132         16
 Africa             62,153             55,682         12
 Europe             16,712             14,956         12
 Americas           17,347             15,396         13
 Asia Pacific((1))  31,302             23,615         33
 Total              152,103            130,781        16

 Note: (1) Asia Pacific includes Middle East.

AUM remains well diversified by client geography ("client groups") and the
split remained broadly in line with the prior period.

AUM by client type
 £ million      30 September 2025  31 March 2025  Change %
 Institutional  100,818             85,536        18
 Advisor         51,285             45,245        13
 Total          152,103            130,781        16

The split of AUM between the institutional and advisor channels remained
broadly consistent with the prior period.

 

Net flows

In the first half, we experienced net inflows of £4.3 billion (H1 2025: net
outflows of £(5.3) billion). This first half net inflows include £1.9
billion from the transfer of Sanlam Investments UK Limited active asset
management business to Ninety One UK Limited in June 2025. The commentary
below refers to only the organic first half net inflows of £2.4 billion.

Net flows by asset class
 £ million                    Six months to 30 September 2025  Six months to 30 September 2024
 Equities                      2,085                            (2,799)
 Fixed income                  237                              (1,886)
 Multi-asset                   (702)                            (1,078)
 Alternatives                  313                              208
 South African fund platform   475                              260
 Total (excluding Sanlam)     2,408                            (5,295)
 Total (including Sanlam)     4,350                            (5,295)

Equities were the main driver of net inflows, particularly into global
strategies. This was followed by fixed income net inflows, driven primarily by
blended strategies. There were outflows from some South African multi-asset
strategies which offset inflows into others, resulting in net outflows
overall. Consistent with the prior period, Alternatives generated healthy net
inflows across both emerging and developed market credit strategies and the
South African fund platform saw net inflows.

Net flows by client group
 £ million                 Six months to 30 September 2025  Six months to 30 September 2024
 United Kingdom            (608)                             (1,818)
 Africa                    (1,225)                          (820)
 Europe                     305                              (959)
 Americas                   542                              (322)
 Asia Pacific((1))          3,394                            (1,376)
 Total (excluding Sanlam)  2,408                            (5,295)
 Total (including Sanlam)  4,350                            (5,295)

Note: (1) Asia Pacific includes Middle East.

Most client groups saw an improved net flow picture relative to the
comparative prior period. Asia Pacific was the largest contributor to net
inflows, mainly from global equities. The UK saw net outflows, driven by
clients rebalancing their portfolios with almost all still remaining clients.
In the Americas, net inflows were driven by Latin American institutional
clients into emerging market equities while in Europe, net inflows were
largely into global and emerging market equities. In Africa, net outflows were
driven from South African equities and multi-asset strategies.

Net flows by client type
 £ million                 Six months to 30 September 2025  Six months to 30 September 2024
 Institutional             2,234                             (3,312)
 Advisor                   174                              (1,983)
 Total (excluding Sanlam)  2,408                            (5,295)
 Total (including Sanlam)  4,350                            (5,295)

The institutional and advisor channels experienced a turnaround from the
equivalent prior period, with global equities being the primary driver of net
inflows across both channels.

Investment performance

Firm-wide investment performance((1))

Our short- and medium-term performance has improved, with one- and three-year
outperformance closing at 74% and 70% respectively (31 March 2025: 68% and 59%
respectively).

Our long-term firm-wide investment performance remained competitive, with the
five- and ten-year outperformance closing at 73% and 78% respectively (31
March 2025: 72% and 81% respectively).

                   1 Year  3 Year  5 Year  10 Year  Since inception
 Outperformance    74%     70%     73%     78%      78%
 Underperformance  26%     30%     27%     22%      22%

Note: (1) Firm-wide outperformance is calculated as the sum of the total
market values for individual portfolios that have positive active returns on a
gross basis expressed as a percentage of total AUM. Our percentage of firm
outperformance is reported on the basis of current AUM and therefore does not
include terminated funds. Total AUM excludes double-counting of pooled
products and third-party assets administered on our South African fund
platform. Benchmarks used for the above analysis include cash, peer group
averages, inflation and market indices as specified in client mandates or fund
prospectuses. For all periods shown, market values are as at the period end
date.

 

FINANCIAL REVIEW
Financial results((1))
 £ billion                                          Six months to       Six months to       Year ended

30 September 2025
30 September 2024
31 March 2025
 Closing AUM                                        152.1               127.4               130.8
 Net flows                                          4.3                 (5.3)               (4.9)
 Average AUM                                        139.7               126.7               129.0

 £ million (unless stated otherwise)                Six months to       Six months to       Change %

30 September 2025
30 September 2024
 Management fees                                    290.7               282.4               3
 Performance fees                                   14.0                7.9                 77
 Net revenue                                        304.7               290.3               5
 Other income                                       2.8                 0.2                 n.m.
 Adjusted operating revenue                         307.5               290.5               6
 Adjusted operating expenses                        (208.7)             (201.9)             3
 Adjusted operating profit                          98.8                88.6                12
 Adjusted net interest income                       7.6                 9.6                 (21)
 Share scheme net expense                           (2.8)               (4.9)               (43)
 Corporate related professional fees                (0.9)               -                   n.m.
 Amortisation of intangible asset                   (0.5)               -                   n.m.
 Profit before tax                                  102.2               93.3                10
 Tax expense                                        (25.5)              (24.5)              4
 Profit after tax                                   76.7                68.8                11

 Average management fee rate (basis points, "bps")  41.5                44.5
 Adjusted operating profit margin (%)               32.1                30.5
 Number of full-time employees                      1,289               1,190               8

Note: (1) Please refer to explanations and definitions, including alternative
performance measures, on pages 10 to 13.

 

Adjusted operating profit increased 12% to £98.8 million (H1 2025: £88.6
million). The adjusted operating profit margin increased to 32.1% (H1 2025:
30.5%). Profit before tax increased 10% to £102.2 million (H1 2025: £93.3
million).

This financial review covers alternative performance measures to reflect the
way management monitors and assesses the financial performance of Ninety One.
Reconciliations to equivalents of the IFRS ® Accounting Standards (IFRS
Accounting Standards) are provided in the alternative performance measures
section. Movements discussed as part of the commentary below apply equally to
the IFRS Accounting Standards equivalent movements.

Assets under management

Closing AUM increased by 16% to £152.1 billion (31 March 2025: £130.8
billion), reflecting net inflows of £4.3 billion (H1 2025: £5.3 billion net
outflows) and positive market and foreign exchange movements of £17.0 billion
(H1 2025: £6.7 billion). Average AUM increased 10% to £139.7 billion (H1
2025: £126.7 billion).

Adjusted operating revenue

Management fees increased by 3% to £290.7 million (H1 2025: £282.4 million),
against a 10% increase in average AUM. The average management fee rate
decreased to 41.5 bps (H2 2025: 43.3 bps; H1 2025: 44.5 bps). During the
current period, daily average AUM (upon which fees are generated) consistently
lagged monthly average AUM due to the manner in which markets moved during the
period, exacerbating the average management fee rate decline by an estimated
0.8 bps. Furthermore, there have been significant increases in AUM related to
lower than average fee rate portfolios, AUM decreases for higher than average
fee rate clients, and some downward fee adjustments for existing clients.

Performance fees were higher at £14.0 million (H1 2025: £7.9 million). Other
income increased to £2.8 million (H1 2025: £0.2 million) and mainly consists
of operating interest, gains or losses on FX and investments, and share of
profit from associates.

Adjusted operating expenses

Adjusted operating expenses increased by 3% to £208.7 million (H1 2025:
£201.9 million), driven by an increase in employee remuneration, partially
offset by a decrease in business expenses.

Employee remuneration, representing 64% (H1 2025: 62%) of the total expense
base, increased by 8% to £134.1 million (H1 2025: £124.6 million. Fixed
remuneration was higher and variable remuneration increased in line with
increased adjusted operating profit. Average headcount over the period
increased to 1,266 (H1 2025: 1,190). Over 50% of employee remuneration is
variable and the resulting compensation ratio was 43.6% (H1 2025: 42.9%).

Business expenses decreased by 3% to £74.6 million (H1 2025: £77.3 million).
There was a change in the period-on-period split of business expenses, with
Information Technology becoming the largest business expense (H1 2025: Third
Party Administration).

Effective tax rate

The effective tax rate for the six months to 30 September 2025 was 25.0% (H1
2025: 26.3%), against a headline UK corporation tax rate of 25.0% (H1 2025:
25.0%) and a headline South Africa corporation tax rate of 27.0% (H1 2025:
27.0%). The main reasons for the decrease in the effective tax rate were a
decreased proportion of profits in higher tax jurisdictions and adjustments
related to share awards.

Assets and liabilities

The following review refers to shareholders' numbers only and excludes the
items that relate to Ninety One's investment-linked insurance business
(undertaken through one of its South African entities, Ninety One Assurance).
For more details, see page 32.

Total assets decreased to £732.3 million (31 March 2025: £760.8 million),
mainly reflecting payment of variable compensation in April 2025. Total
liabilities decreased to £341.3 million (31 March 2025: £387.2 million), as
bonus provisions are for a half year period only.

Ninety One's liquidity position comprises cash and cash equivalents of £331.2
million (31 March 2025: £386.6 million). Ninety One maintains a consistent
liquidity management model, with liquidity requirements monitored carefully
against its existing and longer-term obligations. To meet the daily
requirements of the business and to mitigate its credit exposure, Ninety One
diversifies its cash and cash equivalents across a range of suitably
credit-rated corporate banks and money market funds.

 

Capital and regulatory position ((1))
 £ million                         30 September 2025  31 March 2025
 Equity                            391.0              373.6
 Non-qualifying assets((2))        (74.7)             (46.3)
 Qualifying capital                316.3              327.3
 Dividends proposed                (53.8)             (60.9)
 Estimated regulatory requirement  (107.2)            (105.5)
 Estimated capital surplus         155.3              160.9

Notes:

(1) The above table represents the amalgamated position across Ninety One plc
and its subsidiaries and Ninety One Limited and its subsidiaries, which for
regulatory capital purposes are separate groups. Both groups of companies had
an estimated capital surplus at 30 September 2025 and 31 March 2025.

(2) Non-qualifying assets comprise assets that are not available to meet
regulatory requirements.

 

The estimated regulatory capital requirement increased slightly to £107.2
million (31 March 2025: £105.5 million). The increase in non-qualifying
assets is mainly due to the intangible asset that arose from the Sanlam UK
transaction, which was matched by an equal increase in share capital. Ninety
One has an expected capital surplus of £155.3 million (31 March 2025: £160.9
million), which is consistent with the commitment to a capital-light balance
sheet. This resulted in Ninety One having a capital coverage of 245 % of its
capital requirement (31 March 2025: 253%). The capital requirements for all
Ninety One companies are monitored throughout the year.

Dividends and returns of capital

During the period, Ninety One undertook share buybacks. Noting the share price
and the capital coverage, the Board considered it prudent to deploy the
surplus capital on the balance sheet in this manner.

The Board has considered the strength of the balance sheet and the outlook for
the remainder of the period. In line with the stated dividend policy, the
Board has declared an interim dividend of 6.0 pence per share. The interim
dividend will be paid on 19 December 2025 to shareholders recorded on the UK
and South African share registers on 5 December 2025.

Alternative performance measures

Ninety One uses non-IFRS measures which include measures used by management to
monitor and assess the financial performance of Ninety One.

Items are included in or excluded from adjusted operating revenue and expenses
based on management's assessment of whether they contribute to the core
operations of the business. In particular:

‒  Share of profit from associates, as well as net gain or loss on
investments and other income, are included in adjusted operating revenue as
these items are directly attributable to operations;

‒  deferred employee benefit scheme movements are deducted from adjusted
operating revenue and adjusted operating expenses as the movements offset and
do not impact operating performance;

‒  subletting income is excluded from adjusted operating revenue and
deducted from adjusted operating expenses as it is a recovery of costs rather
than a core revenue item;

‒  corporate related professional fees and the amortisation of intangible
asset (an adjustment arising from the Sanlam UK transaction, which would apply
to similar corporate transactions in the future) are excluded from adjusted
operating expenses as they are not operating in nature;

‒  the share scheme net credit/expense is excluded from adjusted operating
expenses and employee remuneration so that they reflect the position as though
all awards during the period were fully expensed in the same period; and

‒  interest expense on lease liabilities is excluded from adjusted net
interest income and included in adjusted operating expenses to reflect the
operating nature of this expense.

Adjusted earnings per share for the comparative period is calculated on the
after tax adjusted operating profit divided by the number of shares in issue
at the end of the period, as management's assessment is that this is a
reliable measure of Ninety One's operating performance.

Due to the significant numbers of shares issued in relation to the Sanlam
transaction, the number of shares used to determine adjusted EPS has been
amended for the current interim period by weighting the shares issued to
Sanlam. We expect to apply similar amendments for the full-year 2026 results.
These should be one-off calculation adjustments for the Sanlam transaction.

These non-IFRS measures are considered additional disclosures and in no case
are intended to replace the financial information prepared in accordance with
the basis of preparation detailed in the condensed consolidated financial
statements. Moreover, the way in which Ninety One defines and calculates these
measures may differ from the way in which these or similar measures are
calculated by other entities. Accordingly, they may not be comparable to
measures used by other entities in Ninety One's industry.

The non-IFRS measures are considered to be pro forma financial information,
have been compiled for illustrative purposes only and are the responsibility
of Ninety One's Board. Due to their nature, they may not fairly present Ninety
One's financial position, changes in equity, results of operations or cash
flows. The non-IFRS financial information has been prepared with reference to
JSE Guidance Letter: Presentation of pro forma financial information dated 4
March 2010 and in accordance with paragraphs 8.15 to 8.33 in the JSE Listings
Requirements and the Revised SAICA Guide on Pro forma Financial Information
(issued September 2014), to the extent applicable given the Non-IFRS Financial
Information's nature. This pro forma financial information has not been
reviewed or reported on by Ninety One's external auditors.

 

These non-IFRS measures, including reconciliations to their nearest condensed
consolidated financial statements equivalents, are as follows:

 £ million                                   Six months to       Six months to

30 September 2025
30 September 2024
 Net gain on investments and other income    8.9                 1.1
 Adjustments:
 Share of (loss)/profit from associates      (0.1)               0.5
 Deferred employee benefit scheme gain((1))  (4.3)               (0.8)
 Subletting income                           (1.7)               (0.6)
 Other income                                2.8                 0.2
 Net revenue                                 304.7               290.3
 Adjusted operating revenue                  307.5               290.5

 

 £ million                                   Six months to       Six months to

30 September 2025
30 September 2024
 Operating expenses                          217.4               206.4
 Adjustments:
 Share scheme net expense                    (2.8)               (4.9)
 Deferred employee benefit scheme gain((1))  (4.3)               (0.8)
 Subletting income                           (1.7)               (0.6)
 Interest expense on lease liabilities       1.5                 1.8
 Corporate related professional fees         (0.9)               -
 Amortisation of intangible asset            (0.5)               -
 Adjusted operating expenses                 208.7               201.9

 

 £ million                 Six months to       Six months to

30 September 2025
30 September 2024
 Staff expenses            136.9               129.5
 Adjustments:
 Share scheme net expense  (2.8)               (4.9)
 Employee remuneration     134.1               124.6

 

 £ million                         Six months to       Six months to

30 September 2025
30 September 2024
 Adjusted operating revenue        307.5               290.5
 Adjusted operating expenses       (208.7)             (201.9)
 Adjusted operating profit         98.8                88.6
 Adjusted operating profit margin  32.1%               30.5%

 

 £ million                                                Six months to       Six months to

30 September 2025
30 September 2024
 Net interest income                                      6.1                 7.8
 Adjustments:
 Interest expense on lease liabilities                    1.5                 1.8
 Adjusted net interest income                             7.6                 9.6
 £ million (unless stated otherwise)                      Six months to       Six months to

30 September 2025
30 September 2024
 Profit after tax                                         76.7                68.8
 Adjusted net interest income((2))                        (7.6)               (9.6)
 Share scheme net expense((2))                            2.8                 4.9
 Corporate related professional fees((2))                 0.9                 -
 Amortisation of intangible asset((2))                    0.5                 -
 Tax on adjusting items((2))                              1.2                 1.3
 Adjusted earnings attributable to ordinary shareholders  74.5                65.4

 Number of ordinary shares in issue (m)                   896.4               900.2
 Number of ordinary shares for adjusted EPS (m)((3))      890.7               900.2
 Adjusted earnings per share (p)                          8.4                 7.3

Notes:

(1) The deferred employee benefit scheme invests in pooled vehicles managed by
entities within the Group. Any gains or losses from these investments result
in corresponding increases or decreases in the liability to employees, which
are reflected as increases or decreases in operating expenses.

(2) This comprises a component of "non-operating items" per adjusted earnings
per share definition on page 13. Please refer to the alternative performance
measures explained above as well as the definitions on page 13.

(3) Weighted shares used for adjusted EPS calculation at 30 September 2025:

Shares in issue excluding Sanlam UK: 882.7m.

Weighting of shares issued for Sanlam UK: 13.7m x 107/183 = 8.0m.

Shares in issue for adjusted EPS calculation: 890.7m.

Foreign currency

Ninety One prepares its financial information in British pound sterling. The
results of operations and the financial condition of Ninety One's individual
companies are reported in the local currencies of the countries in which they
are domiciled, including South African rand and US dollar. These results are
then translated into pound sterling at the applicable foreign currency
exchange rates for inclusion in the condensed consolidated financial
statements. The following table sets out the movement in the relevant exchange
rates against pound sterling for the six month periods ended 30 September 2024
and 2025, and the year ended 31 March 2025.

 

                     30 September 2025      31 March 2025      30 September 2024
                     Period end  Average    Year end  Average  Period end  Average
 South African rand  23.21       24.10      23.74     23.25    22.89       23.39
 US dollar           1.34        1.34       1.29      1.28     1.34        1.28

 

DEFINITIONS

Adjusted earnings attributable to shareholders: Calculated as profit after tax
adjusted to remove non-operating items.

Adjusted earnings per share (Adjusted EPS): Adjusted earnings attributable to
shareholders divided by the number of ordinary shares in issue at the end of
the period, weighted only for the issuance associated with the Sanlam UK
transaction in June 2025.

Adjusted net interest income: Calculated as net interest income or expense
adjusted to exclude interest expense on lease liabilities for office premises.

Adjusted operating expenses: Calculated as operating expenses adjusted to
exclude share scheme movements, corporate related professional fees,
amortisation of intangible asset and deferred employee benefit scheme
movements, but adjusted to include subletting income and interest expense on
lease liabilities.

Adjusted operating profit: Calculated as adjusted operating revenue less
adjusted operating expenses.

Adjusted operating profit margin: Calculated as adjusted operating profit
divided by adjusted operating revenue.

Adjusted operating revenue: Calculated as net revenue, adjusted to include
share of profit from associates, net gain/loss on investments and other
income, but adjusted to exclude deferred employee benefit scheme movements and
subletting income.

Assets under management (AUM): The aggregate assets managed on behalf of
clients. For some private markets investments, the aggregate value of assets
managed is based on committed funds by clients; this is changed to the lower
of committed funds and net asset value, in line with the fee basis. Where
cross investment occurs, assets and flows are identified, and the duplication
is removed.

Average AUM: Calculated as the average of opening AUM for the period, and the
month end AUM for each of the subsequent months in the period.

Average exchange rate: Calculated as the average of the daily closing spot
exchange rates in the relevant period.

Average management fee rate: Management fees divided by average AUM
(annualised for non-twelve month periods), expressed in basis points.

Basic earnings per share (Basic EPS): Profit attributable to shareholders
divided by the weighted average number of ordinary shares outstanding during
the period, excluding own shares held by Ninety One share schemes.

Compensation ratio: Calculated as employee remuneration divided by adjusted
operating revenue.

Diluted earnings per share: Profit for the period attributable to shareholders
divided by the weighted average number of ordinary shares outstanding during
the period, plus the weighted average number of ordinary shares that would be
issued on the conversion of all the potentially dilutive shares into ordinary
shares.

Employee remuneration: Calculated as staff expenses adjusted for share scheme
movements.

Headline earnings per share (HEPS): Ninety One is required to calculate HEPS
in accordance with JSE Listings Requirements, determined by reference to
circular 1/2023 "Headline Earnings" issued by the South African Institute of
Chartered Accountants.

JSE: Johannesburg Stock Exchange, the exchange operated by the JSE Limited, a
public company incorporated and registered in South Africa, under the
Financial Markets Act.

LSE: London Stock Exchange, the securities exchange operated by the London
Stock Exchange plc under the Financial Services and Markets Act 2000, as
amended.

Management fees: Recurring fees net of commission expense.

Net flows: The increase in AUM received from clients, less the decrease in AUM
withdrawn by clients, during a given period. Where cross investment occurs,
assets and flows are identified, and the duplication is removed.

Net revenue: Represents revenue in accordance with IFRS, less commission
expense.

Non-operating items: Include gains/losses on disposal of subsidiaries,
adjusted net interest income, share scheme movements, and tax on adjusting
items.

Non-qualifying assets: Comprise assets that are not available to meet
regulatory requirements.

Other income: Includes share of profits from associates, operating interest,
and gains or losses on foreign exchange and investments.

PRINCIPAL RISKS AND UNCERTAINTIES

Ninety One faces a number of risks in the normal course of business. The Board
has the ultimate responsibility for risk management. It approves Ninety One's
risk appetite and general risk management framework and monitors the operation
of the framework.

The risk management framework is utilised across all categories of risk within
Ninety One and employs tools including risk assessments, key indicators,
stress and scenario tests and learnings from internal and external events.
This informs business decisions, helps direct resources and helps to ensure
Ninety One is appropriately capitalised.

There have been no significant changes to Ninety One's risk management
approach in the period. The principal risks faced by Ninety One remain
unchanged since the year end and continue to be the principal risks for the
second half of the financial year. These comprise business and strategic
risks, investments risks and operational risks. A detailed description of
each, including an overview of the risk management and mitigation approach, is
disclosed on pages 26 to 33 of the Integrated Annual Report 2025, which can be
accessed via the Investor Relations home page on the website at
www.ninetyone.com (http://www.ninetyone.com) . In addition, Ninety One
continues to monitor potential emerging risks and the risk of financial loss
resulting from the physical or transitional impacts of climate change.

 

 STATEMENT OF DIRECTORS' RESPONSIBILITIES
 For the six months ended 30 September 2025

 

The directors acknowledge their responsibility for the preparation and
presentation of the interim condensed consolidated financial statements.

Each of the directors of Ninety One plc and Ninety One Limited confirms to the
best of his or her knowledge and belief that:

‒  The condensed set of interim consolidated financial statements, which
comprises the condensed consolidated statement of comprehensive income,
condensed consolidated statement of financial position, condensed consolidated
statement of changes in equity, condensed consolidated statement of cash flows
and the related explanatory notes, has been prepared in accordance with the
basis of preparation, which includes the IAS 34 Interim Financial Reporting as
issued by the International Accounting Standards Board and as adopted for use
in the UK (which is identical in all material respects to the version issued
by the IASB) and presents fairly, in all material respects, the assets,
liabilities, financial position and profits of Ninety One for the six months
ended 30 September 2025.

‒  Under the UK Disclosure Guidance and Transparency Rules ("DTR"), the
interim management report includes a fair review of the information required
by:

‒  DTR 4.2.7R, being an indication of important events that have occurred
during the first six months of the financial year and their impact on the IFRS
interim condensed consolidated financial information and a description of the
principal risks and uncertainties for the remaining six months of the year;
and

‒  DTR 4.2.8R, being related party transactions that have taken place in
the first six months of the financial year and that have materially affected
the financial position or performance of the entity during that period; and
any changes in the related party transactions described in Ninety One's
Integrated Annual Report 2025, that could have had a material effect on the
financial position or performance of the enterprise in the first six months of
the current financial year.

‒ The results for the six months ended 30 September 2025, taken as a whole,
present a fair, balanced and understandable assessment of Ninety One's
position and prospects.

There was a change to the board of directors during the six months ended 30
September 2025. Colin Keogh retired from the board as a non-executive director
on 23 July 2025 and was replaced by Charles Harman, who was appointed as a
non-executive director with effect from 24 July 2025. This was approved by the
Board on 3 June 2025. A list of current directors is maintained on the Ninety
One website: www.ninetyone.com.

 

On behalf of the board of directors

 

 

 

 

 

Hendrik du Toit
 
 
       Kim McFarland

Chief Executive Officer
 
                                    Finance Director

14 November 2025
 
                                     14 November 2025

 

 

 Independent review report of PricewaterhouseCoopers LLP to Ninety One plc and
 PricewaterhouseCoopers Inc. to the shareholders of Ninety One Limited

 

For the purpose of this report, the terms 'we' and 'our' denote
PricewaterhouseCoopers LLP in relation to UK legal, professional and
regulatory responsibilities and reporting obligations to Ninety One plc and
PricewaterhouseCoopers Inc. in relation to South African legal, professional
and regulatory responsibilities and reporting obligations to the shareholders
of Ninety One Limited. When we refer to PricewaterhouseCoopers LLP or
PricewaterhouseCoopers Inc. such reference is to that specific entity to the
exclusion of the other.

The interim financial statements, as defined below, consolidate the accounts
of Ninety One plc and Ninety One Limited and their respective subsidiaries
(the "Group") and include the Group's share of joint arrangements and
associates.

PricewaterhouseCoopers LLP is the appointed auditor of Ninety One plc, a
company incorporated in the United Kingdom in terms of the United Kingdom
Companies Act 2006. PricewaterhouseCoopers Inc. is the appointed auditor of
Ninety One Limited, a company incorporated in South Africa in terms of the
Companies Act of South Africa. PricewaterhouseCoopers LLP and
PricewaterhouseCoopers Inc. reviewed the interim financial statements, as
defined below, of the Group.

Report on the condensed consolidated interim financial statements

We have reviewed Ninety One plc and Ninety One Limited's condensed
consolidated interim financial statements (the "interim financial statements")
in the 'Interim results for the six months to 30 September 2025' ("the interim
results") of Ninety One plc and Ninety One Limited for the six month period
ended 30 September 2025 (the "period").

The interim financial statements comprise:

‒    the condensed consolidated statement of financial position as at 30
September 2025;

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

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

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

‒    the explanatory notes to the interim financial statements.

The interim financial statements included in the accompanying interim results
of Ninety One plc and Ninety One Limited have been prepared in accordance with
UK adopted International Accounting Standard 34, 'Interim Financial
Reporting', International Accounting Standard 34, 'Interim Financial
Reporting' as issued by the International Accounting Standards Board (IASB),
the Disclosure Guidance and Transparency Rules sourcebook of the United
Kingdom's Financial Conduct Authority, the South African Institute of
Chartered Accountants (SAICA) Financial Reporting Guides as issued by the
Accounting Practices Committee and Financial Pronouncements as issued by the
South African Financial Reporting Standards Council and the requirements of
the Companies Act of South Africa.

Conclusion of PricewaterhouseCoopers LLP for Ninety One plc

Based on our review, nothing has come to our attention that causes us to
believe that the interim financial statements are not prepared, in all
material respects, in accordance with UK adopted International Accounting
Standard 34, 'Interim Financial Reporting' and the Disclosure Guidance and
Transparency Rules sourcebook of the United Kingdom's Financial Conduct
Authority.

Basis for PricewaterhouseCoopers LLP's conclusion for Ninety One plc

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

A review in accordance with ISRE (UK) 2410 is substantially less in scope than
an audit conducted in accordance with International Standards on Auditing (UK)
and, consequently, does not enable us to obtain assurance that we would become
aware of all significant matters that might be identified in an audit.
Accordingly, we do not express an audit opinion.

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

Conclusions of PricewaterhouseCoopers LLP relating to going concern

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

Conclusion of PricewaterhouseCoopers Inc. to the shareholders of Ninety One
Limited

Based on our review, nothing has come to our attention that causes us to
believe that the accompanying interim financial statements of Ninety One
Limited for the six months ended 30 September 2025 are not prepared, in all
material respects, in accordance with International Accounting Standard 34,
'Interim Financial Reporting', as issued by the IASB, the SAICA Financial
Reporting Guides as issued by the Accounting Practices Committee and Financial
Pronouncements as issued by the South African Financial Reporting Standards
Council and the requirements of the Companies Act of South Africa.

Basis for PricewaterhouseCoopers Inc.'s conclusion to the shareholders of
Ninety One Limited

We conducted our review in accordance with International Standard on Review
Engagements (ISRE) 2410, 'Review of Interim Financial Information Performed by
the Independent Auditor of the Entity' ('ISRE 2410') as issued by the
International Auditing and Assurance Standards Board. ISRE 2410 requires us to
conclude whether anything has come to our attention that causes us to believe
that the interim financial statements are not prepared in all material
respects in accordance with the applicable financial reporting framework. This
standard also requires us to comply with relevant ethical requirements.

A review of interim financial statements in accordance with ISRE 2410 is a
limited assurance engagement. We perform procedures, primarily consisting of
making inquiries of management and others within the entity, as appropriate,
and applying analytical procedures, and evaluate the evidence obtained. The
procedures performed in a review are substantially less than those performed
in an audit conducted in accordance with International Standards on Auditing.
Accordingly, we do not express an audit opinion on these interim financial
statements.

Responsibilities for the interim financial statements and the review

Our responsibilities and those of the directors

The interim results, including the interim financial statements, are the
responsibility of, and have been approved by the directors. The directors are
responsible for preparation and presentation of the accompanying  interim
financial statements in accordance with UK adopted International Accounting
Standard 34, 'Interim Financial Reporting', International Accounting Standard
34, 'Interim Financial Reporting' as issued by the IASB, the Disclosure
Guidance and Transparency Rules sourcebook of the United Kingdom's Financial
Conduct Authority, the SAICA Financial Reporting Guides as issued by the
Accounting Practices Committee and Financial Pronouncements as issued by the
South African Financial Reporting Standards Council and the requirements of
the Companies Act of South Africa, and for such internal control as the
directors determine is necessary to enable the preparation of interim
financial statements that are free from material misstatement, whether due to
fraud or error. In preparing the accompanying interim results, including the
interim financial statements, the directors of Ninety One plc are responsible
for assessing Ninety One plc's ability to continue as a going concern,
disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to
liquidate the group or to cease operations, or have no realistic alternative
but to do so.

Our responsibility is to express a conclusion on the interim financial
statements in the interim results based on our review.

Use of the review report of PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP's conclusions, including the Conclusions relating
to going concern, are based on procedures that are less extensive than audit
procedures, as described in the Basis for PricewaterhouseCoopers LLP's
conclusion for Ninety One plc paragraph of this report. This report, including
the conclusions, has been prepared for and only for the company for the
purpose of complying with the Disclosure Guidance and Transparency Rules
sourcebook of the United Kingdom's Financial Conduct Authority and for no
other purpose. PricewaterhouseCoopers LLP does not, in giving these
conclusions, accept or assume responsibility for any other purpose or to any
other person to whom this report is shown or into whose hands it may come save
where expressly agreed by our prior consent in writing.

 

 

 

PricewaterhouseCoopers LLP
 
                                 PricewaterhouseCoopers Inc.

Chartered Accountants
 
                        Director: NA Jacobs

London, UK
 
                                    Registered Auditor

14 November 2025
 
                            Cape Town, South Africa

 
 
                                                14
November 2025

 

 

The examination of controls over the maintenance and integrity of the Group's
website is beyond the scope of the review of the financial statements.
Accordingly, we accept no responsibility for any changes that may have
occurred to the financial statements since they were initially presented on
the website.

 

 

 

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the six months ended 30 September 2025

                                                                                   Six months ended            Six months ended
                                                                                   30 September 2025           30 September 2024
                                                                                   £'m                         £'m
                                                                         Notes     (Reviewed)                  (Reviewed)

 Revenue                                                                 2         356.9                       343.0
 Commission expense                                                                (52.2)                      (52.7)
 Net revenue                                                                       304.7                       290.3

 Operating expenses                                                      3         (217.4)                     (206.4)
 Share of (loss)/profit from associates                                            (0.1)                       0.5
 Net gain on investments and other income                                4         8.9                         1.1
 Operating profit                                                                  96.1                        85.5

 Interest income                                                         5         7.6                         9.6
 Interest expense                                                        5         (1.5)                       (1.8)
 Profit before tax                                                                 102.2                       93.3

 Tax expense                                                             6         (25.5)                      (24.5)
 Profit after tax                                                                  76.7                        68.8

 Other comprehensive income
 Items that will not be reclassified to profit or loss:
 Net remeasurements on pension fund                                                -                           (1.2)

 Items that may be reclassified subsequently to profit or loss:
 Foreign exchange differences on translation of foreign subsidiaries               3.7                         4.1
 Other comprehensive income for the period                                         3.7                         2.9

 Total comprehensive income for the period                                         80.4                        71.7

 Earnings per share (pence)
 Basic                                                                   7(a)      8.9                         7.8
 Diluted                                                                 7(a)      8.9                         7.8

 

 

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

At 30 September 2025

                                                                         30 September 2025           30 September 2024           31 March

2025
                                                                         £'m                         £'m                         £'m
                                                               Notes     (Reviewed)                  (Reviewed)                  (Audited)
 Assets

 Investments                                                   9         59.9                        47.2                        48.6
 Investment in associates                                                2.5                         1.3                         2.6
 Property and equipment                                                  19.8                        20.4                        21.2
 Right-of-use assets                                                     60.3                        66.6                        64.7
 Intangible asset                                              10        23.1                        -                           -
 Deferred tax assets                                                     29.2                        28.1                        28.0
 Other receivables                                                       1.5                         2.4                         1.7
 Pension fund asset                                                      0.6                         0.9                         0.7
 Total non-current assets                                                196.9                       166.9                       167.5

 Investments                                                   9         20.2                        20.6                        34.7
 Linked investments backing policyholder funds                 13        12,848.4                    11,330.0                    11,401.1
 Income tax recoverable                                                  6.2                         4.9                         3.2
 Trade and other receivables                                             239.2                       239.5                       219.0
 Cash and cash equivalents                                               331.2                       331.7                       386.6
 Total current assets                                                    13,445.2                    11,926.7                    12,044.6

 Total assets                                                            13,642.1                    12,093.6                    12,212.1

 Liabilities

 Other liabilities                                             11        36.8                        30.7                        31.1
 Lease liabilities                                                       71.8                        78.9                        76.6
 Deferred tax liabilities                                                68.8                        46.6                        43.9
 Total non-current liabilities                                           177.4                       156.2                       151.6

 Policyholder investment contract liabilities                  13        12,792.9                    11,319.5                    11,359.7
 Other liabilities                                             11        17.4                        19.7                        33.0
 Lease liabilities                                                       9.8                         10.1                        10.0
 Trade and other payables                                                238.6                       230.7                       273.3
 Income tax payable                                                      15.0                        9.5                         10.9
 Total current liabilities                                               13,073.7                    11,589.5                    11,686.9

 Equity

 Share capital                                                 12(a)     394.6                       408.1                       403.7
 Share premium                                                 12(a)     23.6                        -                           -
 Demerger reserves                                             12(b)     (321.3)                     (321.3)                     (321.3)
 Own share reserve                                             12(c)     (66.1)                      (63.3)                      (67.5)
 Other reserves                                                12(b)     (11.5)                      (12.7)                      (9.5)
 Retained earnings                                                       371.5                       336.9                       368.0
 Shareholders' equity excluding non-controlling interests                390.8                       347.7                       373.4
 Non-controlling interests                                               0.2                         0.2                         0.2
 Total equity                                                            391.0                       347.9                       373.6

 Total equity and liabilities                                            13,642.1                    12,093.6                    12,212.1

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the six months ended 30 September 2025

 

                                                            Attributable to shareholders of parent companies
                                                            Share capital        Share premium        Demerger reserves        Own share reserve        Other reserves          Retained earnings        Total       Non-controlling interests     Total equity
                                      Notes                 £'m                  £'m                  £'m                      £'m                      £'m                     £'m                      £'m         £'m                           £'m

 At 1 April 2025                                            403.7                -                    (321.3)                  (67.5)                   (9.5)                   368.0                    373.4       0.2                           373.6

 Profit for the period                                      -                    -                    -                        -                        -                       76.7                     76.7        -                             76.7
 Other comprehensive income                                 -                    -                    -                        -                        3.7                     -                        3.7         -                             3.7
 Total comprehensive income                                 -                    -                    -                        -                        3.7                     76.7                     80.4        -                             80.4

 Transactions with shareholders
 Share-based payment charges          12(b)                 -                    -                    -                        -                        9.6                     -                        9.6         -                             9.6
 Deferred tax                                               -                    -                    -                        -                        -                       0.6                      0.6         -                             0.6
 Own shares purchased                 12(c)                 -                    -                    -                        (12.4)                   -                       -                        (12.4)      -                             (12.4)
 Vesting and release of share awards  12(b),(c)             -                    -                    -                        13.3                     (15.3)                  -                        (2.0)       -                             (2.0)
 Shares issued                        12(a)                 -                    23.6                 -                        -                        -                       -                        23.6        -                             23.6
 Share buyback transactions           12(a),(c)             (9.1)                -                    -                        0.5                      -                       (12.6)                   (21.2)      -                             (21.2)
 Dividends paid                       8                     -                    -                    -                        -                        -                       (61.2)                   (61.2)      -                             (61.2)
 Total transactions with shareholders                       (9.1)                23.6                 -                        1.4                      (5.7)                   (73.2)                   (63.0)      -                             (63.0)

 At 30 September 2025                                       394.6                23.6                 (321.3)                  (66.1)                   (11.5)                  371.5                    390.8       0.2                           391.0

 At 1 April 2024                                            418.7                -                    (321.3)                  (49.8)                   (10.7)                  330.5                    367.4       0.2                           367.6

 Profit for the period                                      -                    -                    -                        -                        -                       68.8                     68.8        -                             68.8
 Other comprehensive income                                 -                    -                    -                        -                        4.1                     (1.2)                    2.9         -                             2.9
 Total comprehensive income                                 -                    -                    -                        -                        4.1                     67.6                     71.7        -                             71.7

 Transactions with shareholders
 Share-based payment charges          12(b)                 -                    -                    -                        -                        8.6                     -                        8.6         -                             8.6
 Own shares purchased                 12(c)                 -                    -                    -                        (25.4)                   -                       -                        (25.4)      -                             (25.4)
 Vesting and release of share awards  12(b),(c)             -                    -                    -                        11.9                     (14.7)                  -                        (2.8)       -                             (2.8)
 Share buyback transactions           12(a)                 (10.6)               -                    -                        -                        -                       (2.5)                    (13.1)      -                             (13.1)
 Dividends paid                       8                     -                    -                    -                        -                        -                       (58.7)                   (58.7)      -                             (58.7)
 Total transactions with shareholders                       (10.6)               -                    -                        (13.5)                   (6.1)                   (61.2)                   (91.4)      -                             (91.4)

 At 30 September 2024                                       408.1                -                    (321.3)                  (63.3)                   (12.7)                  336.9                    347.7       0.2                           347.9

 

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

For the six months ended 30 September 2025

 

                                                                                         Six months ended            Six months ended
                                                                                         30 September 2025           30 September 2024
                                                                                         £'m                         £'m
                                                                              Notes      (Reviewed)                  (Reviewed)

 Cash flows from operations - shareholders                                   14(a)       52.9                        59.0
 Cash flows from operations - policyholders                                  14(a)       (123.6)                     (20.6)
 Cash flows from operations                                                              (70.7)                      38.4

 Interest received                                                           5           7.6                         9.6
 Interest paid in respect of lease liabilities                               14(b)       (1.5)                       (1.8)
 Dividends received from associates                                                      -                           0.6
 Income tax paid                                                                         (24.7)                      (29.6)
 Net cash flows from operating activities                                                (89.3)                      17.2

 Cash flows from investing activities
 Acquisition of investments                                                              (19.9)                      (14.8)
 Disposal of investments                                                                 30.3                        22.2
 Distribution from investments                                                           0.3                         -
 Additions to property and equipment                                                     (1.0)                       (1.2)
 Net cash flows from investing activities                                                9.7                         6.2

 Cash flows from financing activities
 Principal elements of lease payments                                        14(b)       (5.2)                       (4.8)
 Purchase of own shares                                                      12(c)       (12.4)                      (25.4)
 Share buybacks                                                              12(a)       (20.4)                      (11.8)
 Dividends paid                                                              8           (61.2)                      (58.7)
 Net cash flows from financing activities                                                (99.2)                      (100.7)

 Cash and cash equivalents at 1 April                                                    599.7                       457.1
 Net change in cash and cash equivalents                                                 (178.8)                     (77.3)
 Effect of foreign exchange rate changes                                                 3.0                         17.2
 Cash and cash equivalents at 30 September                                               423.9                       397.0
 Available for use by the Group (shareholders)                                           331.2                       331.7
 Related to policyholders as presented within linked investments backing                 92.7                        65.3
 policyholder funds

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

For the six months ended 30 September 2025

 

General information

Ninety One operates as a dual-listed company ("DLC") under a DLC structure.
The DLC structure comprises Ninety One plc, a public company incorporated in
England and Wales under the UK Companies Act 2006 and Ninety One Limited, a
public company incorporated in South Africa under the South African Companies
Act 71 of 2008. Under the DLC structure, Ninety One plc and Ninety One
Limited, together with their direct and indirect subsidiaries, effectively
form a single economic enterprise (the "Group") in which the economic and
voting rights of ordinary shareholders of the companies are maintained in
equilibrium relative to each other. The Group is listed on the London and
Johannesburg Stock Exchanges.

 

 1  Basis of preparation

 

The interim condensed consolidated financial statements for the six months
ended 30 September 2025 ("Interim financial statements") have been prepared in
accordance with:

-       IAS 34 Interim Financial Reporting as issued by the International
Accounting Standards Board ("IASB") and UK-adopted International Accounting
Standard 34 Interim Financial Reporting, which as it applies to the Group's
Interim financial statements, is identical in all material respects to the
version issued by the IASB;

-     the accounting policies and significant judgements and estimates
applied in the preparation of these Interim financial statements are
consistent with those applied to the Group's consolidated financial statements
for the year ended 31 March 2025;

-     the South African Institute of Chartered Accountants ("SAICA")
Financial Reporting Guides as issued by the Accounting Practices Committee and
Financial Pronouncements as issued by the Financial Reporting Standards
Council and the requirements of the Companies Act of South Africa; and

-       the Disclosure Guidance and Transparency Rules ("DTR") of the
Financial Conduct Authority in the UK.

The Interim financial statements have been prepared on the historical cost
basis with the exception of linked investments backing policyholder funds,
policyholder investment contract liabilities, investments, money market funds
within cash and cash equivalents, other liabilities and the pension fund asset
which are measured at fair value through profit or loss.

The Interim financial statements do not constitute statutory accounts as
defined in Section 435 of the Companies Act 2006 in the UK. The results for
the full year 31 March 2025 have been taken from the Group's Integrated Annual
Report 2025. Therefore, these interim results should be read in conjunction
with the Integrated Annual Report 2025 which were prepared in accordance with
UK-adopted international accounting standards, International Financial
Reporting Standards as issued by the IASB and under the DTR at that time.
PricewaterhouseCoopers LLP reported on the 31 March 2025 financial statements,
and their report was unmodified and did not contain a statement under Section
498(2) or (3) of the Companies Act 2006 in the UK. The Integrated Annual
Report 2025 has been filed with the Registrar of Companies in the UK.

The Interim financial statements are unaudited but have been reviewed by
PricewaterhouseCoopers LLP and PricewaterhouseCoopers Inc., who expressed
unmodified review conclusions.

The presentation currency of the Group is Pounds Sterling ("£"), being the
functional currency of Ninety One plc. The functional currency of Ninety One
Limited is South African Rand. All values are rounded to the nearest million
("£'m"), unless otherwise indicated.

The functional currencies of subsidiary undertakings are determined based on
the primary economic environment in which the entity operates. Foreign
currency transactions are translated into the functional currency of the
entity in which the transactions arise, based on rates of exchange ruling at
the date of the transactions.

Going concern
 

The Board of Directors has considered the resilience of the Group and taken
into account its current financial position and the principal and emerging
risks facing the business, including the impacts that climate change, current
events and market conditions have had on the Group's financial performance and
outlook. The Board of Directors has performed a going concern assessment by
applying various stressed scenarios, including plausible downside assumptions,
about the impact on assets under management, profitability of the Group and
known commitments. All scenarios show that the Group would maintain sufficient
resources to enable it to continue operating profitably for a period of at
least 12 months from the date of the release of these results. The Interim
financial statements have therefore been prepared on a going concern basis.

 

 

 2  Segmental reporting

Revenue primarily consists of management fees and performance fees derived
from investment management activities. As an integrated global investment
manager, the Group operates a single-segment investment management business.
All financial, business and strategic decisions are made centrally by the
chief operating decision maker (the "CODM") of the Group. The CODM is the
Chief Executive Officer of the Group. Reporting provided to the CODM is on an
aggregated basis which is used for evaluating the Group's performance and the
allocation of resources. The CODM monitors operating profit for the purpose of
making decisions about resource allocation and performance assessment. Given
that only one segment exists, no additional information is presented in
relation to it, as it is disclosed throughout the Interim financial
statements. Revenue is disaggregated by geographic location of contractual
entities, as this best depicts how the nature, amount, timing and uncertainty
of the Group's revenue and cash flows are affected by economic factors.
Revenue is generated from a diversified customer base and the Group has no
single customer that it relies on.  Non-current assets other than financial
instruments and deferred tax assets are allocated based on where the assets
are located.

 

                                                             Six months ended      Six months ended
                                                             30 September 2025     30 September 2024
    Revenue from external clients                     Notes  £'m                   £'m
    United Kingdom                                           216.1                 215.6
    South Africa                                             92.5                  82.1
    Rest of the world                                        48.3                  45.3
                                                             356.9                 343.0

    Performance fees included in total revenue above         14.0                  7.9
    Non-current assets
    United Kingdom                                           86.8                  65.8
    South Africa                                             2.3                   3.0
    Rest of the world                                        16.6                  19.5
                                                             105.7                 88.3

 

                                                                Six months ended                     Six months ended
                                                                30 September 2025                    30 September 2024
 3  Operating expenses by nature                                £'m                                  £'m
    Staff expenses                                              136.9                                129.5
    Deferred employee benefit scheme gain(1)                    4.3                                  0.8
    Depreciation of right-of-use assets       14(a)             4.7                                  4.6
    Depreciation of property and equipment    14(a)             2.4                                  2.1
    Amortisation of intangible asset          14(a),10          0.5                                  -
    Auditors' remuneration                                      1.1                                  1.0
    Third party administration                                  19.2                                 21.2
    Other administrative expenses                               48.3                                 47.2
                                                                217.4                                206.4
    (1) The deferred employee benefit scheme invests in pooled vehicles managed
    by entities within the Group. Any gains or losses from these investments (Note
    4) result in corresponding increases or decreases in the liability to
    employees, which are reflected as increases or decreases in operating
    expenses.

 

 

                                                     Six months ended     Six months ended
                                                     30 September 2025    30 September 2024
 4  Net gain on investments and other income         £'m                  £'m
    Deferred employee benefit scheme gain            4.3                  0.8
    Gain/(loss) on other investments                 2.5                  (0.5)
    Net gain on investments                   14(a)  6.8                  0.3
    Foreign exchange loss                            (1.6)                (2.5)
    Subletting income                                1.7                  0.6
    Other income                                     2.0                  2.7
                                                     8.9                  1.1

 
 
 

                                                                                          Six months ended     Six months ended
                                                                                          30 September 2025    30 September 2024
 5  Interest income/expense                                                               £'m                  £'m
    Interest income from financial assets measured at amortised cost                      1.5                  1.9
    Interest income from money market funds measured at fair value through profit         6.1                  7.7
    or loss
    Interest income                                                                14(a)  7.6                  9.6

    Interest expense on lease liabilities                                          14(b)  (1.5)                (1.8)
    Interest expense                                                               14(a)  (1.5)                (1.8)

 

                                                                         Six months ended             Six months ended
                                                                         30 September 2025            30 September 2024
 6  Tax expense                                                          £'m                          £'m
    Current tax - current year(1)                                        25.6                         22.7
    Current tax - adjustment for prior years                             0.4                          0.1
    Current tax expense                                                  26.0                         22.8

    Deferred tax - current year                                          (0.2)                        1.6
    Deferred tax - adjustment for prior years                            (0.3)                        0.1
    Deferred tax expense                                                 (0.5)                        1.7

                                                                         25.5                         24.5
    (1) Includes the global minimum top-up tax charge of £1.1 million (30
    September 2024: £0.2 million).

 

The estimated average annual effective tax rate used for the six months ended
30 September 2025 is 25.0% (30 September 2024: 26.3%). The decrease in the
effective tax rate is primarily driven by the increase in deferred tax assets
on share-based payment following the increase in the Group's share price
during the year.

 

 7  Earnings per share

The Group calculates earnings per share ("EPS") on a number of different bases
in accordance with IFRS and prevailing South African requirements.

 

 7(a)  Basic and diluted earnings per share

The calculations of basic and diluted EPS are based on IAS 33 Earnings Per
Share.

 

Basic EPS is calculated by dividing profit attributable to shareholders by the
weighted average number of ordinary shares outstanding during the period,
excluding own shares held by the Group.

 

Diluted EPS is calculated by dividing profit attributable to shareholders by
the weighted average number of ordinary shares outstanding during the period,
plus the weighted average number of ordinary shares that would be issued on
the conversion of all the potentially dilutive shares into ordinary shares.

                                              Six months ended     Six months ended
                                              30 September 2025    30 September 2024
                                              £'m                  £'m
    Profit attributable to shareholders       76.7                 68.8

 

The calculation of the weighted average number of ordinary shares for the
purpose of calculating basic and diluted earnings per share is:

 

                                                                                                                      Six months ended     Six months ended
                                                                                                                      30 September 2025    30 September 2024
                                                                                                                      Number of shares     Number of shares
                                                                                                                      Millions             Millions
    Weighted average number of ordinary shares for the purpose of calculating                                         859.0                879.1
    basic EPS
    Effect of dilutive potential shares - share awards                                                                6.8                  4.2
    Weighted average number of ordinary shares for the purpose of calculating                                         865.8                883.3
    diluted EPS

    Basic EPS (pence)                                                                                                 8.9                  7.8
    Diluted EPS (pence)                                                                                               8.9                  7.8

 

 7(b)  Headline earnings and diluted headline earnings per share

The Group is required to calculate headline earnings per share ("HEPS") in
accordance with the JSE Listings Requirements, determined by reference to
circular 1/2023 "Headline Earnings" issued by the South African Institute of
Chartered Accountants.

 

There are no adjustments between profit attributable to shareholders and
headline earnings for the six months ended 30 September 2025 and 2024. As a
result, HEPS and diluted HEPS are the same as basic EPS and diluted EPS.

 

                                         Six months ended                     Six months ended

30 September 2025
30 September 2024
 8  Dividends                            Pence per share           £'m        Pence per share           £'m
    Prior year's final dividend paid     6.8                       61.2       6.4                       58.7

 

On 17 November 2025, the Board of Directors declared an interim dividend for
the six months ended 30 September 2025 of 6.0 pence per ordinary share, an
estimated £53.8 million in total. The dividend is expected to be paid on 19
December 2025 to shareholders on the register at the close of business on 5
December 2025.

 

                                                   30 September 2025     30 September 2024     31 March

2025
 9  Investments                                    £'m                   £'m                   £'m
    Non-current
    Investment in unlisted investment vehicles     25.8                  18.6                  20.4
    Deferred compensation investments              29.5                  24.4                  24.7
    Other investments                              4.6                   4.2                   3.5
                                                   59.9                  47.2                  48.6
    Current
    Deferred compensation investments              15.2                  17.3                  30.0
    Seed investments                               5.0                   3.3                   4.7
                                                   20.2                  20.6                  34.7

 10  Intangible asset

Intangible asset represents the investment management contract acquired
through the Sanlam UK transaction (refer to note 12(a) for detail).
 Intangible assets that are acquired by the Group and have finite useful
lives are measured at cost less accumulated amortisation and impairment
losses. Amortisation is charged to the condensed consolidated statement of
comprehensive income on a straight-line basis over their estimated useful
life. The amortisation method, useful lives and residual values are reviewed
annually and adjusted if appropriate.  The estimated useful life of the
investment management contract is 15 years.

                                                         30 September 2025
                                                         Investment management contract
                                               Notes     £'m
    Addition                                             23.6
    Amortisation of intangible asset           3         (0.5)
    At 30 September 2025                                 23.1

 

                                                     30 September 2025     30 September 2024     31 March

2025
 11  Other liabilities                               £'m                   £'m                   £'m
     Non-current
     Deferred compensation liabilities               29.1                  25.7                  26.3
     Third party interests in consolidated funds     7.7                   5.0                   4.8
                                                     36.8                  30.7                  31.1
     Current
     Deferred compensation liabilities               17.4                  19.7                  33.0
                                                     54.2                  50.4                  64.1

 

 12  Capital and reserves

 

 12(a)  Share capital and premium

During the six months ended 30 September 2025, the Group carried out share
buyback programmes for both Ninety One Limited and Ninety One plc. Details of
the share buybacks are:

 

(i) Ninety One Limited bought back and cancelled 6.2 million (30 September
2024: 7.2 million) of its ordinary shares on-market at an average price of
R33.60 (30 September 2024: R38.49) per share, amounting to a total
consideration of R209.2 million, equivalent to £8.7 million (30 September
2024: R276.1 million, equivalent to £11.8 million) including transaction
costs; and

 

(ii) Ninety One plc bought back and cancelled 7.9 million of its ordinary
shares on-market at an average price of £1.49 per share, amounting to a total
consideration of £11.7 million including transaction costs.

 

These transactions have resulted in a reduction in share capital of £9.1
million (30 September 2024: £ 10.6 million) and retained earnings of £12.6
million (30 September 2024: £2.5 million).

 

To maintain the same equalisation ratio in the DLC structure, an equal number
of special converting shares in Ninety One plc and Ninety One Limited were
redeemed following the cancellation of ordinary shares in Ninety One Limited
and Ninety One plc.

 

The Group completed the UK component of the Sanlam transaction on 16 June
2025, which involved the transfer of Sanlam Investments UK Limited's ("SIUK")
active asset management business to the Group. Following the transaction, the
Group was appointed as the primary active asset manager for a specified
portion of SIUK's assets under management. As consideration, Ninety One plc
issued and allotted 13,675,595 ordinary shares to SIUK at a nominal value of
£0.0001 and a share premium of £1.7269 per share, resulting in a total
consideration of £23.6 million.

 

 

Movements of ordinary shares during period/year were:

                                                                             30 September 2025                        30 September 2024                             31 March 2025
                                                      Number of shares       Share capital          Share premium     Number of shares            Share capital     Number of shares           Share capital
    Ninety One plc                                    Millions               £'m                    £'m               Millions                    £'m               Millions                   £'m
    Opening balance                                   622.2                  0.1                    -                 622.6                       0.1               622.6                      0.1
    Share buyback transactions                        (7.9)                  -                      -                 -                           -                 (0.4)                      -
    Shares issued                                     13.7                   -                      23.6              -                           -                 -                          -
    Closing balance                                   628.0                  0.1                    23.6              622.6                       0.1               622.2                      0.1

    Ninety One Limited
    Opening balance                                   274.6                  403.6                  -                 284.8                       418.6             284.8                      418.6
    Share buyback transactions                        (6.2)                  (9.1)                  -                 (7.2)                       (10.6)            (10.2)                     (15.0)
    Closing balance                                   268.4                  394.5                  -                 277.6                       408.0             274.6                      403.6

    Total ordinary shares in issue and share capital  896.4                  394.6                  23.6              900.2                       408.1             896.8                      403.7

 

 

 12(b)  Demerger reserves and other reserves

 

Demerger reserves

During the demerger from Investec in March 2020, the following reserves were
created:

                              30 September 2025    30 September 2024    31 March

2025
                              £'m                  £'m                  £'m
    Distributable reserve     732.2                732.2                732.2
    Merger reserve            183.0                183.0                183.0
    DLC reserve               (1,236.5)            (1,236.5)            (1,236.5)
                              (321.3)              (321.3)              (321.3)

 

Other reserves

Movements in other reserves during the period/year were:

                                                                            Share-based payment reserve    Foreign currency translation reserve     Total
                                                                            £'m                            £'m                                      £'m
    At 1 April 2025                                                         32.0                           (41.5)                                   (9.5)
    Foreign exchange differences on translation of foreign subsidiaries     -                              3.7                                      3.7
    Share-based payment charges                                             9.6                            -                                        9.6
    Vesting and release of share awards                                     (15.3)                         -                                        (15.3)
    At 30 September 2025                                                    26.3                           (37.8)                                   (11.5)

    At 1 April 2024                                                         32.0                           (42.7)                                   (10.7)
    Foreign exchange differences on translation of foreign subsidiaries     -                              4.1                                      4.1
    Share-based payment charges                                             8.6                            -                                        8.6
    Vesting and release of share awards                                     (14.7)                         -                                        (14.7)
    At 30 September 2024                                                    25.9                           (38.6)                                   (12.7)

    At 1 April 2024                                                         32.0                           (42.7)                                   (10.7)
    Foreign exchange differences on translation of foreign subsidiaries     -                              1.2                                      1.2
    Share-based payment charges                                             16.2                           -                                        16.2
    Vesting and release of share awards                                     (16.2)                         -                                        (16.2)
    At 31 March 2025                                                        32.0                           (41.5)                                   (9.5)

 

 

 12(c)  Own share reserve

Movements in own shares reserve during the period/year were:

                                    30 September 2025                      30 September 2024                      31 March 2025
                                    Number of shares                       Number of shares                       Number of shares
                                    Millions                    £'m        Millions                    £'m        Millions                   £'m
    Opening balance                 36.0                        67.5       23.3                        49.8       23.3                       49.8
    Own shares purchased            7.3                         12.4       13.9                        25.4       19.4                       31.0
    Own shares vested and released  (6.9)                       (13.3)     (5.8)                       (11.9)     (6.7)                      (13.3)
    Share buyback transactions      (0.3)                       (0.5)      -                           -          -                          -
    Closing balance                 36.1                        66.1       31.4                        63.3       36.0                       67.5

 

 13  Fair values of financial instruments

The fair values of all financial instruments are substantially similar to
carrying values reflected in the condensed consolidated statement of financial
position as they are short-term in nature, subject to variable, market-related
interest rates or stated at fair value in the condensed consolidated statement
of financial position. The Group measures fair values including policyholders'
assets and liabilities using the following fair value hierarchy that reflects
the significance of the inputs used in making the measurements:

 

Level 1: Quoted market price (unadjusted) in an active market for an identical
instrument.

 

Level 2: Prices that are not traded in an active market but are determined
using valuation techniques, which are based on observable inputs. Level 2
inputs include quoted prices for similar assets and liabilities in active
markets, quoted prices for identical or similar assets or liabilities in
markets that are not active and inputs other than quoted prices that are
observable for the asset and liability, such as interest rates and yield
curves that are observable at commonly quoted intervals.

 

Level 3: Valuation techniques that include significant inputs that are
unobservable. Unobservable inputs are only used to measure fair value to the
extent that relevant observables inputs are not available.

 

Financial instruments measured at fair value at the end of the reporting
period by the level in the fair value hierarchy were:

 

                                                               Level 1     Level 2        Level 3     Total
    At 30 September 2025                                Notes  £'m         £'m            £'m         £'m
    Deferred compensation investments                   9      44.7        -              -           44.7
    Seed investments                                    9      5.0         -              -           5.0
    Unlisted investment vehicles                        9      -           2.6            23.2        25.8
    Other investments                                   9      -           4.6            -           4.6
    Money market funds                                         252.4       -              -           252.4
    Investments backing policyholder funds                     868.4       11,942.0       38.0        12,848.4
    Total financial assets measured at fair value              1,170.5     11,949.2       61.2        13,180.9
    Policyholder investment contract liabilities               -           (12,792.9)     -           (12,792.9)
    Other liabilities                                   11     -           (54.2)         -           (54.2)
    Total financial liabilities measured at fair value         -           (12,847.1)     -           (12,847.1)

    At 30 September 2024
    Deferred compensation investments                   9      41.7        -              -           41.7
    Seed investments                                    9      3.3         -              -           3.3
    Unlisted investment vehicles                        9      -           2.6            16.0        18.6
    Other investments                                   9      -           4.2            -           4.2
    Money market funds                                         258.8       -              -           258.8
    Investments backing policyholder funds                     918.0       10,340.3       71.7        11,330.0
    Total financial assets measured at fair value              1,221.8     10,347.1       87.7        11,656.6
    Policyholder investment contract liabilities               -           (11,319.5)     -           (11,319.5)
    Other liabilities                                   11     -           (50.4)         -           (50.4)
    Total financial liabilities measured at fair value         -           (11,369.9)     -           (11,369.9)

                                                               Level 1     Level 2        Level 3     Total
    At 31 March 2025                                    Notes  £'m         £'m            £'m         £'m
    Deferred compensation investments                   9      54.7        -              -           54.7
    Seed investments                                    9      4.7         -              -           4.7
    Unlisted investment vehicles                        9      -           2.4            18.0        20.4
    Other investments                                   9      -           3.5            -           3.5
    Money market funds                                         272.3       -              -           272.3
    Investments backing policyholder funds                     761.3       10,596.0       43.8        11,401.1
    Total financial assets measured at fair value              1,093.0     10,601.9       61.8        11,756.7
    Policyholder investment contract liabilities               -           (11,359.7)     -           (11,359.7)
    Other liabilities                                   11     -           (64.1)         -           (64.1)
    Total financial liabilities measured at fair value         -           (11,423.8)     -           (11,423.8)

During all of the above reporting periods, there were no transfers between
level 1 and level 2. The Group's policy is to recognise transfers between
levels of fair value hierarchy as at the end of the reporting period in which
they occur. Carrying amounts of the financial assets and financial liabilities
measured at amortised cost approximate fair value.

 

The Group's level 2 financial instruments principally consist of unquoted
investments within investments backing policyholder funds. The valuation
techniques and key inputs used for these level 2 investments are as follows:

   Class of investments                          Valuation technique                                                                                 Key inputs
   Collective investment schemes                 Quoted price                                                                                        Quoted NAV of funds where majority of the underlying instruments are not
                                                                                                                                                     classified as level 1 investments.
   Debt instruments                              Evaluated price                                                                                     Third party pricing service which uses a weighted combination of observable
                                                                                                                                                     market data related to the target instrument and comparable instrument.
                                                                                                                                                     Observable market data include trades, executable levels or indicative quotes.
                                  Quoted price                         Quoted prices for identical or similar assets or liabilities in markets that
                                                                       are not active.
                                  Cost approach                        Cost, being the last traded price of the investments plus interest accrual
   Derivatives                                   Discounted cash flow                                                                                Interest rate and market curves

Information about level 3 fair value measurements - Group's investments

Unlisted investment vehicles represent the Group's investment in a private
equity fund and private credit funds. The valuation

techniques and significant unobservable inputs used are as follows:

 

   Class of investments    Valuation technique         Key inputs
   Private equity fund     Fund's NAV as calculated    The fair values of the underlying investments of the fund were determined

by the General partners    using the EBITA multiples. The EBITA multiples range from 5.2 to 9.0.
   Private credit fund     Fund's NAV as calculated    The fair values of the underlying investments of the funds represent their

by the General Partners    probable realisation value, which is determined using unobservable inputs such
                                                       as Internal Rate of Return ("IRR").

 

If the value of the underlying level 3 investments within unlisted investment
vehicles increased by 10% (30 September 2024: 10%, 31 March 2025: 10%) at
period/year end, the Group estimates that the fair value measurement of these
reported level 3 assets would have increased by £2.3 million (30 September
2024: £1.6 million, 31 March 2025: £1.8 million). A decrease of 10% would
have had the equal but opposite effect.

Information about level 3 fair value measurements - Policyholder's investments

Investments backing policyholder funds include credit exposures that are not
actively traded and where the principal input in their valuation is
unobservable. Accordingly, an alternative valuation methodology has been
applied being either an EBITDA multiple, discounted cashflow models with
spread adjustments for any credit rating downgrades or expected cost recovery.
The principal inputs include credit spreads, EBITDA and interest rates.

 

All of the investment risk associated with these assets is borne by
policyholders and the value of these assets is exactly matched by a
corresponding liability due to policyholders. The Group bears no risk from a
change in the market value of these assets except to the extent that it has an
impact on management fees earned.

 

If the value of the underlying level 3 investments within investments backing
policyholder funds increased by 10% (30 September 2024: 10%, 31 March 2025:
10%) at period/year end, the Group estimates that the fair value measurement
of these reported level 3 assets would have increased by £3.8 million (30
September 2024: £7.2 million, 31 March 2025: £4.4 million). A decrease of
10% would have had the equal but opposite effect.

 

The movements during the period/year in the balance of the level 3 fair value
measurements were:

 

                                               30 September 2025    30 September 2024    31 March

2025
    Unlisted investment vehicles               £'m                  £'m                  £'m
    Opening balance                            18.0                 13.7                 13.7
    Purchase                                   3.8                  3.0                  3.8
    Unrealised gain/(loss)                     1.4                  (0.7)                0.5
    Closing balance                            23.2                 16.0                 18.0

                                               30 September 2025    30 September 2024    31 March

2025
    Investments backing policyholder funds     £'m                  £'m                  £'m
    Opening balance                            43.8                 68.5                 68.5
    (Disposal)/purchase                        (5.1)                6.0                  (13.7)
    Unrealised loss                            (1.5)                (5.6)                (11.8)
    Foreign exchange adjustment                0.8                  2.8                  0.8
    Closing balance                            38.0                 71.7                 43.8

 

 

 14  Notes to the condensed consolidated statement of cash flows

 

 14(a)  Reconciliation of cash flows from operations

 

                                                                                  Six months ended      Six months ended
                                                                                  30 September 2025     30 September 2024
                                                                           Notes  £'m                   £'m

    Cash flows from operations - shareholders
    Profit before tax                                                             102.2                 93.3

    Adjusted for:
    Net gain on investments                                                4      (6.8)                 (0.3)
    Depreciation of right-of-use assets                                    3      4.7                   4.6
    Depreciation of property and equipment                                 3      2.4                   2.1
    Amortisation of intangible asset                                       3      0.5                   -
    Interest income                                                        5      (7.6)                 (9.6)
    Interest expense                                                       5      1.5                   1.8
    Net loss of pension fund                                                      -                     0.2
    Share of loss/(profit) from associates                                        0.1                   (0.5)
    Share-based payment charges                                            12(b)  9.6                   8.6

                                                                                  Six months ended      Six months ended
                                                                                  30 September 2025     30 September 2024
                                                                                  £'m                   £'m

    Working capital changes:
    Trade and other receivables                                                   (8.3)                 (3.1)
    Trade and other payables                                                      (32.7)                (31.3)
    Other liabilities                                                             (12.7)                (6.8)
                                                                                  52.9                  59.0

    Cash flows from operations - policyholders
    Net fair value gains on linked investments backing policyholder funds         (939.1)               (475.8)
    Net fair value change on policyholder investment contract liabilities         1,105.3               665.7
    Net contribution received from/(withdrawal by) policyholders                  28.3                  (66.8)
    Net acquisition of linked investments backing policyholder funds              (327.7)               (132.7)

    Working capital changes:
    Trade and other receivables                                                   (11.4)                (6.3)
    Trade and other payables                                                      (2.1)                 (10.8)
    Other movements                                                               23.1                  6.1
                                                                                  (123.6)               (20.6)

 

 14(b)  Reconciliation of liabilities arising from financing activities

The table below details changes in the Group's liabilities from financing
activities, including both cash and non-cash changes. Liabilities arising from
financing activities are liabilities for which cash flows were, or future cash
flows will be, classified in the condensed consolidated statement of cash
flows as cash flows from financing activities.

 

                                                             Lease liabilities
                                                             Six months ended           Six months ended
                                                             30 September 2025          30 September 2024
                                                      Notes  £'m                        £'m
    At 1 April                                               86.6                       94.7
    Changes from cash flows:
    Principal elements of lease payments                     (5.2)                      (4.8)
    Interest paid in respect of lease liabilities            (1.5)                      (1.8)
    Payment of lease liabilities                             (6.7)                      (6.6)
    Other changes:
    Additions and remeasurement of lease liabilities         0.8                        0.1
    Interest expense on lease liabilities             5      1.5                        1.8
    Foreign exchange adjustment                              (0.6)                      (1.0)
    At 30 September                                          81.6                       89.0

 

 

 15  Events after the reporting date

Other than the dividend declared by the Board presented in note 8, no event
was noted after the reporting date that would require disclosures in or
adjustments to the condensed consolidated financial statements.

 

Annexure to the condensed consolidated financial statements

Condensed consolidated statement of financial position (including policyholder
figures) - Unaudited

                                                           At 30 September 2025                        At 30 September 2024                        At 31 March 2025
                                                           Policy-holders  Share-holders  Total        Policy-holders  Share-holders  Total        Policy-holders  Share-holders  Total
                                                           £'m             £'m            £'m          £'m             £'m            £'m          £'m             £'m            £'m
 Assets
 Investments                                               -               59.9           59.9         -               47.2           47.2         -               48.6           48.6
 Investment in associates                                  -               2.5            2.5          -               1.3            1.3          -               2.6            2.6
 Property and equipment                                    -               19.8           19.8         -               20.4           20.4         -               21.2           21.2
 Right-of-use assets                                       -               60.3           60.3         -               66.6           66.6         -               64.7           64.7
 Intangible asset                                          -               23.1           23.1         -               -              -            -               -              -
 Deferred tax assets                                       -               29.2           29.2         -               28.1           28.1         -               28.0           28.0
 Other receivables                                         -               1.5            1.5          -               2.4            2.4          -               1.7            1.7
 Pension fund asset                                        -               0.6            0.6          -               0.9            0.9          -               0.7            0.7
 Total non-current assets                                  -               196.9          196.9        -               166.9          166.9        -               167.5          167.5

 Investments                                               -               20.2           20.2         -               20.6           20.6         -               34.7           34.7
 Linked investments backing policyholder funds             12,848.4        -              12,848.4     11,330.0        -              11,330.0     11,401.1        -              11,401.1
 Income tax recoverable                                    -               6.2            6.2          -               4.9            4.9          0.1             3.1            3.2
 Trade and other receivables                               61.4            177.8          239.2        65.1            174.4          239.5        50.1            168.9          219.0
 Cash and cash equivalents                                 -               331.2          331.2        -               331.7          331.7        -               386.6          386.6
 Total current assets                                      12,909.8        535.4          13,445.2     11,395.1        531.6          11,926.7     11,451.3        593.3          12,044.6

 Total assets                                              12,909.8        732.3          13,642.1     11,395.1        698.5          12,093.6     11,451.3        760.8          12,212.1

 Liabilities
 Other liabilities                                         -               36.8           36.8         -               30.7           30.7         -               31.1           31.1
 Lease liabilities                                         -               71.8           71.8         -               78.9           78.9         -               76.6           76.6
 Deferred tax liabilities                                  68.7            0.1            68.8         45.8            0.8            46.6         43.8            0.1            43.9
 Total non-current liabilities                             68.7            108.7          177.4        45.8            110.4          156.2        43.8            107.8          151.6

 Policyholder investment contract liabilities              12,792.9        -              12,792.9     11,319.5        -              11,319.5     11,359.7        -              11,359.7
 Other liabilities                                         -               17.4           17.4         -               19.7           19.7         -               33.0           33.0
 Lease liabilities                                         -               9.8            9.8          -               10.1           10.1         -               10.0           10.0
 Trade and other payables                                  45.7            192.9          238.6        29.8            200.9          230.7        47.8            225.5          273.3
 Income tax payable                                        2.5             12.5           15.0         -               9.5            9.5          -               10.9           10.9
 Total current liabilities                                 12,841.1        232.6          13,073.7     11,349.3        240.2          11,589.5     11,407.5        279.4          11,686.9

 Equity
 Share capital                                             -               394.6          394.6        -               408.1          408.1        -               403.7          403.7
 Share premium                                             -               23.6           23.6         -               -              -            -               -              -
 Demerger reserves                                         -               (321.3)        (321.3)      -               (321.3)        (321.3)      -               (321.3)        (321.3)
 Own share reserve                                         -               (66.1)         (66.1)       -               (63.3)         (63.3)       -               (67.5)         (67.5)
 Other reserves                                            -               (11.5)         (11.5)       -               (12.7)         (12.7)       -               (9.5)          (9.5)
 Retained earnings                                         -               371.5          371.5        -               336.9          336.9        -               368.0          368.0
 Shareholders' equity excluding non-controlling interests  -               390.8          390.8        -               347.7          347.7        -               373.4          373.4
 Non-controlling interests                                 -               0.2            0.2          -               0.2            0.2          -               0.2            0.2
 Total equity                                              -               391.0          391.0        -               347.9          347.9        -               373.6          373.6

 Total equity and liabilities                              12,909.8        732.3          13,642.1     11,395.1        698.5          12,093.6     11,451.3        760.8          12,212.1

 

SHAREHOLDER INFORMATION AND DIVIDEND DECLARATION

In terms of the DLC structure, Ninety One plc shareholders registered on the
United Kingdom share register may receive all or part of their dividend
entitlements through dividends declared and paid by Ninety One plc on their
ordinary shares and/or through dividends declared and paid on the SA DAN share
issued by Ninety One Limited.

Ninety One plc shareholders registered on the South African branch register
may receive all or part of their dividend entitlements through dividends
declared and paid by Ninety One plc on their ordinary shares and/or through
dividends declared and paid on the SA DAS share issued by Ninety One Limited.

Ninety One plc dividend declaration

The Board has declared a gross interim dividend of 6.0 pence per share. The
interim dividend will be paid on 19 December 2025 to shareholders recorded in
the shareholder registers of the company at close of business on 05 December
2025.

Ninety One plc shareholders registered on the United Kingdom share register,
will receive their dividend payment by Ninety One plc of 6.0 pence per
ordinary share.

Ninety One plc shareholders registered on the South African branch register,
will receive their dividend payment by Ninety One Limited, on the SA DAS
share, equivalent to 6.0 pence per ordinary share.

 

 The relevant dates for the payment of the dividend are as follows:

 Last day to trade cum-dividend
 On the Johannesburg Stock Exchange ("JSE")                                      Tuesday, 02 December 2025

 On the London Stock Exchange ("LSE")                                            Wednesday, 03 December 2025

 Shares commence trading ex-dividend
 On the JSE                                                                      Wednesday, 03 December 2025
 On the LSE                                                                      Thursday, 04 December 2025
 Record date (on the JSE and LSE)                                                Friday, 05 December 2025

 Payment date (on the JSE and LSE)                                               Friday, 19 December 2025

 

Share certificates on the South African branch register may not be
dematerialised or rematerialised between Wednesday, 03 December 2025 and
Friday 05, December 2025, both dates inclusive, nor may transfers between the
United Kingdom share register and the South African branch register take place
between Wednesday, 03 December 2025 and Friday, 05 December 2025, both dates
inclusive.

 

Additional information for Ninety One shareholders registered on the South
African branch register

‒    The interim dividend declared by Ninety One plc to shareholders
registered on the South African branch register is a local payment derived
from funds sourced in South Africa.

‒   Shareholders registered on the South African branch register are
advised that the distribution of 6.00000 pence, equivalent to a gross dividend
of 134.99280 cents per share (rounded to 135.00000 cents per share), has been
arrived at using the rand/pound sterling average buy/sell spot rate of
ZAR22.4988/£, as determined at 11:00 (SA time) on Friday, 14 November 2025.
Consequently, tax will be calculated on the gross dividend of 135.00000 cents
per share.

‒     Ninety One plc United Kingdom tax reference number: 623 59652 16053.

‒     The issued ordinary share capital of Ninety One plc is 627,829,372
ordinary shares.

‒     The dividend paid by Ninety One plc to South African resident
shareholders registered on the South African branch register and the dividend
paid by Ninety One Limited to Ninety One plc shareholders on the SA DAS share
are subject to South African Dividend Tax ("Dividend Tax") of 20% (subject to
any available exemptions as legislated).

‒   Shareholders registered on the South African branch register who are
exempt from paying the Dividend Tax will receive a dividend of 135.00000 cents
per share, paid by Ninety One Limited on the SA DAS share.

‒   Shareholders registered on the South African branch register who are
not exempt from paying the Dividend Tax will receive a dividend of 108.00000
cents per share (gross dividend of 135.00000 cents per share less Dividend Tax
of 27.00000 cents per share) paid by Ninety One Limited on the SA DAS share.

 

By order of the board

 

Amina Rasool

 

Company Secretary

14 November 2025

Ninety One Limited dividend declaration

The Board has declared a gross interim dividend of 135.00000 cents per share.
The interim dividend will be paid on 19 December 2025 to shareholders recorded
in the shareholder register of the company at close of business on 05 December
2025.

 

The relevant dates for the payment of the dividend are as follows:

 Last day to trade cum-dividend                                                  Tuesday, 02 December 2025
 Shares commence trading ex-dividend                                             Wednesday, 03 December 2025
 Record date                                                                     Friday, 05 December 2025

 Payment date                                                                    Friday, 19 December 2025

 

The interim gross dividend of 134.99280 cents per ordinary share (rounded to
135.00000 cents per ordinary share) has been determined by converting the
Ninety One plc distribution of 6.00000 pence per ordinary share into rands
using the rand/pound sterling average buy/sell spot rate of ZAR22.4988/£, as
determined at 11:00 (SA time) on Friday, 14 November 2025. Consequently, tax
will be calculated on the gross dividend of 135.00000 cents per share.

Share certificates may not be dematerialised or rematerialised between
Wednesday, 03 December 2025 and Friday, 05 December 2025, both dates
inclusive.

 

Additional information to take note of:

‒   The interim dividend declared by Ninety One Limited to shareholders
registered on the South African register is a local payment derived from funds
sourced in South Africa.

‒     Ninety One Limited South African tax reference number: 9661 9311 71.

‒     The issued ordinary share capital of Ninety One Limited is
268,370,594 ordinary shares.

‒    The dividend paid by Ninety One Limited is subject to South African
Dividend Tax ("Dividend Tax") of 20% (subject to any available exemptions as
legislated).

‒     Shareholders who are exempt from paying the Dividend Tax will
receive a dividend of 135.00000 cents per ordinary share.

‒   Shareholders who are not exempt from paying the Dividend Tax will
receive a dividend of 108.00000 cents per ordinary share (gross dividend of
135.00000 cents per ordinary share less Dividend Tax of 27.00000 cents per
ordinary share).

 

By order of the board

 

Ninety One Africa Proprietary Limited

 

Company Secretary

 

14 November 2025

 

 

Date of release: 17 November 2025

JSE Sponsor: J.P. Morgan Equities South Africa (Pty) Ltd

 

 

 

 

 

 

 

 

 

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