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REG - Rathbones Group PLC - Interim Results 2025

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RNS Number : 0822T  Rathbones Group PLC  30 July 2025

RATHBONES GROUP PLC

POSITIONED FOR THE NEXT CHAPTER

 

RATHBONES GROUP PLC ("RATHBONES" OR THE "GROUP") ANNOUNCES RESULTS FOR THE SIX
MONTHS ENDED 30 JUNE 2025

 

 

PAUL STOCKTON, GROUP CHIEF EXECUTIVE OFFICER OF RATHBONES, SAID:

"The first half of 2025 marked a pivotal phase for Rathbones, as we
successfully completed the planned client and asset migration of Investec
Wealth & Investment (IW&I). This milestone increased run-rate
synergies to £47.2 million as at 30 June 2025 and set the stage for the
remaining synergies to be delivered in the second half of the year as we
continue to realise further benefits of operating as a single, larger
business. Our ability to combine personalised financial advice, investment,
and wealth management services with the scale and resilience of a larger Group
is proving ever more relevant as increasing numbers of people seek trusted
guidance in a more complex world.

"These results mark a turning point since the combination and enable the
business to shift its focus from migration to the future opportunity ahead.
Rathbones enters the second half of 2025 in a position of financial strength.
We maintain our progressive dividend policy, and announce today our intention
to return surplus capital to shareholders through our first ever share buyback
of up to £50 million. As I prepare to hand over to a new leadership team, the
business is well placed to drive organic growth and deliver long-term value
following the combination with IW&I."

                                   Unaudited            Unaudited            Audited
                                   Six months to        Six months to        Year to
                                   30 June 2025         30 June 2024         31 December 2024
                                   £m (unless stated)   £m (unless stated)   £m (unless stated)
 Operating income                  449.1                447.4                895.9
 Underlying operating expenses(1)  (341.4)              (335.3)              (668.3)
 Underlying profit before tax(1)   107.7                112.1                227.6
 Underlying operating margin(1)    24.0%                25.1%                25.4%
 Profit before tax                 62.3                 65.3                 99.6
 Underlying earnings per share(1)  75.6p                80.4p                161.6p
 Basic earnings per share          42.6p                43.9p                63.0p
 Dividend per share                31.0p                30.0p                93.0p
 1.  This measure is considered an alternative performance measure (APM).
 Please refer to Alternative Performance Measures section of the 2025 Interim
 Report for more detail on APMs

FINANCIAL HIGHLIGHTS:

•   FUMA totalled £109.0 billion at 30 June 2025 (Q1 2025: £104.1
billion, FY 2024: £109.2 billion) comprising:

•   £93.2 billion in the Wealth Management segment (£99.4 billion prior
to the elimination of Wealth Management FUMA invested in the Asset Management
segment of £6.2 billion).

•   £15.8 billion in the Asset Management segment.

•   Net outflows for the first half of 2025 were £1.0 billion (30 June
2024: £0.6 billion), reflecting the peak impact of client migration activity
during the period. Encouragingly, flows improved as the half progressed, with
Q2 net outflows reducing significantly to £0.2 billion (Q1: net outflows of
£0.8 billion). The Wealth Management segment was broadly neutral in Q2 (Q1:
net outflows of £0.5 billion).

•   Despite a slight year-on-year decline in underlying profit before tax
to £107.7 million (30 June 2024: £112.1 million) and an underlying operating
margin of 24.0% (30 June 2024: 25.1%), largely reflecting market volatility at
the end of the first quarter, we continue to expect full-year 2025 results to
be in line with market forecasts, supported by a stronger starting FUMA
position in the second half of 2025 and increasing synergy benefits. Most
organisational design changes were completed by the end of the first half
of the year, with further margin improvement expected in the second half of
the year as integration progresses and the IW&I platform is
decommissioned.

•   Statutory profit before tax was £62.3 million (30 June 2024: £65.3
million), after recognising amortisation of client relationship intangible
assets of £22.2 million (30 June 2024: £22.0 million) and
integration-related costs of £23.2 million (30 June 2024: £24.8 million). We
continue to expect that acquisition and integration costs will decline
substantially in 2026, supporting margin expansion and future growth in basic
earnings per share.

OPERATIONAL HIGHLIGHTS:

•   Successful completion of the planned migration of IW&I client data
and assets at the end of the second quarter marked a major milestone in the
integration, completing a highly complex programme of planning, execution and
risk management. Only a small number of accounts remain on the IW&I
platform - primarily those undergoing probate or already in the process of
exiting the service. With this phase delivered, we are well positioned to be
able to deliver planned synergies in the second half.

•   We have begun expanding our services with the announcement last week
of our entry into the fast-growing Model Portfolio Service (MPS) market - the
first in a series of new investment solutions. Further launches are planned
across our private client, intermediary, charity, and asset management
channels, reflecting the broader opportunity enabled by our combination with
IW&I to grow, innovate, and better meet the evolving needs of clients and
advisers.

CAPITAL, PROPOSED SHARE BUYBACK AND DIVIDEND:

Rathbones enters the second half of 2025 in a position of financial strength
and following a new capital allocation framework, and underpinned by a robust
balance sheet, we are taking measured steps to return surplus capital to
shareholders. The Board has approved an on-market ordinary share buyback
programme of up to £50 million. This buyback remains subject to regulatory
approval, and is expected to commence thereafter.

Alongside the buyback, we are increasing our interim dividend by 3.3% to
31.0p, reinforcing our progressive approach to shareholder distributions.
Together, these actions mark a new phase for Rathbones, as the benefits of
integration begin to translate into enhanced capital generation and long-term
value creation.

INTERIM RESULTS PRESENTATION:

A presentation detailing Rathbones' 2025 interim results is available on the
investor relations website under the tab 'Results Presentations'
(https://www.rathbones.com/investor-relations/results-and-presentations
(https://www.rathbones.com/investor-relations/results-and-presentations) ).

A presentation to analysts and investors will take place this morning at
10:00am at our offices at 30 Gresham Street, London, EC2V 7QN. Participants
who wish to join the presentation virtually can do so by either joining the
video webcast
(https://www.investis-live.com/rathbones-group-plc/6835c93b3d219d0015e93fc8/hrtyhe
(https://www.investis-live.com/rathbones-group-plc/6835c93b3d219d0015e93fc8/hrtyhe)
) or by dialling in using the conference call details below:

United Kingdom (Local): +44 20 3936 2999

United Kingdom (Toll-Free): +44 808 189 0158

Participant access code: 800562

A Q&A session will follow the presentation. Participants will be able to
ask their questions either via the webcast by typing them in or via the
conference call line.

A recording of the presentation will be available later today on our website
at: www.rathbones.com/investor-relations/results-and-presentations
(http://www.rathbones.com/investor-relations/results-and-presentations)

FUNDS UNDER MANAGEMENT AND ADMINISTRATION

(I) SEGMENT FUMA

 6 months ended 30 June 2025          Wealth Management (£m)   Asset Management  Intra-group holdings  Group FUMA (£m)

                                                               (£m)              (£m)
 Opening FUMA                         99,309                   15,751            (5,896)               109,164
 Gross Inflows                        4,329                    1,637             (734)                 5,232
 Gross Outflows                       (4,798)                  (2,000)           557                   (6,241)
 Net Flows                            (469)                    (363)             (177)                 (1,009)
 Market & Investment Performance      791                      418               (128)                 1,081
 IW&I Migrated Assets(2)              (263)                    -                 -                     (263)
 Closing FUMA                         99,368                   15,806            (6,201)               108,973

 

 Q2 ended 30 June 2025                Wealth Management (£m)   Asset Management  Intra-group holdings  Group FUMA (£m)

                                                               (£m)              (£m)
 Opening FUMA                         94,487                   15,390            (5,825)               104,052
 Gross Inflows                        2,077                    810               (378)                 2,509
 Gross Outflows                       (2,079)                  (949)             293                   (2,735)
 Net Flows                            (2)                      (139)             (85)                  (226)
 Market & Investment Performance      5,146                    555               (291)                 5,410
 IW&I Migrated Assets(2)              (263)                    -                 -                     (263)
 Closing FUMA                         99,368                   15,806            (6,201)               108,973

(II) BREAKDOWN OF FUMA AND FLOWS BY SERVICE LEVEL

 6 months ended 30 June 2025            Opening FUMA (£m)   Gross Inflows  Gross Outflows  Net Flows (£m)   Transfers(1) (£m)   IW&I Migrated Assets(2)      Market & Investment Performance (£m)       Closing FUMA (£m)   Ann Net Growth(3) (%)

                                                            (£m)           (£m)                                                 (£m)
 Rathbones Investment Management        52,900              2,911          (2,651)         260              32                  34,587                       2,666                                      90,445              1.0
 Bespoke portfolios                     47,801              2,604          (2,428)         176              (90)                33,754                       2,490                                      84,131              0.7
 Managed via in-house funds             5,099               307            (223)           84               122                 833                          176                                        6,314               3.3
 Multi-asset funds(4)                   3,093               291            (400)           (109)            -                   -                            121                                        3,105               (7.0)
 Rathbones discretionary & managed      55,993              3,202          (3,051)         151              32                  34,587                       2,787                                      93,550              0.5
 Non-discretionary service              666                 14             (25)            (11)             (41)                987                          89                                         1,690               (3.3)
 IW&I                                   42,973              1,211          (1,705)         (494)            -                   (40,081)                     (2,257)                                    141                 (2.3)
 Single-strategy funds                  6,762               613            (1,044)         (431)            -                   -                            169                                        6,500               (12.7)
 Execution only                         2,770               192            (416)           (224)            9                   4,244                        293                                        7,092               (16.2)
 Total Group                            109,164             5,232          (6,241)         (1,009)          -                   (263)                        1,081                                      108,973             (1.8)

 

 Q2 ended 30 June 2025                  Opening FUMA (£m)   Gross Inflows  Gross Outflows  Net Flows (£m)   Transfers(1) (£m)   IW&I Migrated Assets(2)      Market & Investment Performance (£m)       Closing FUMA (£m)   Ann Net Growth(3) (%)

                                                            (£m)           (£m)                                                 (£m)
 Rathbones Investment Management        50,164              1,441          (1,294)         147              9                   34,366                       5,758                                      90,444              1.2
 Bespoke portfolios                     45,034              1,318          (1,189)         129              (20)                33,533                       5,454                                      84,130              1.1
 Managed via in-house funds             5,130               123            (105)           18               29                  833                          304                                        6,314               1.4
 Multi-asset funds(4)                   3,125               133            (191)           (58)             -                   -                            38                                         3,105               (7.4)
 Rathbones discretionary & managed      53,289              1,574          (1,485)         89               9                   34,366                       5,796                                      93,549              0.7
 Non-discretionary service              626                 9              (20)            (11)             (13)                971                          116                                        1,689               (7.0)
 IW&I                                   41,259              519            (589)           (70)             -                   (39,829)                     (1,219)                                    141                 (0.7)
 Single-strategy funds                  6,440               299            (464)           (165)            -                   -                            226                                        6,501               (10.2)
 Execution only                         2,438               108            (176)           (68)             4                   4,229                        490                                        7,093               (11.2)
 Total Group                            104,052             2,509          (2,734)         (225)            -                   (263)                        5,409                                      108,973             (0.9)

(III) BREAKDOWN OF WEALTH MANAGEMENT FUMA AND FLOWS BY CHANNEL

 6 months ended 30 June 2025                 Opening FUMA (£m)   Gross Inflows  Gross Outflows  Net Flows (£m)   Transfers(1) (£m)   IW&I Migrated Assets(2)      Market & Investment Performance (£m)       Closing FUMA (£m)   Ann Net Growth(3) (%)

                                                                 (£m)           (£m)                                                 (£m)
 Total direct                                35,933              1,860          (1,787)         73               1,876               23,056                       1,679                                      62,617              0.4
 Total financial adviser linked              16,967              1,052          (864)           188              (1,844)             11,531                       986                                        27,828              2.2
 Total discretionary service                 52,900              2,912          (2,651)         261              32                  34,587                       2,665                                      90,445              1.0
 Execution only                              2,770               192            (416)           (224)            9                   4,244                        293                                        7,092               (16.2)
 Non-discretionary service                   666                 14             (25)            (11)             (41)                987                          89                                         1,690               (3.3)
 Total wealth management                     56,336              3,118          (3,092)         26               -                   39,818                       3,047                                      99,227              0.1
 IW&I                                        42,973              1,211          (1,706)         (495)            -                   (40,081)                     (2,256)                                    141                 (2.3)
 Total wealth management for enlarged Group  99,309              4,329          (4,798)         (469)            -                   (263)                        791                                        99,368              (0.9)

 

 Q2 ended 30 June 2025                       Opening FUMA (£m)   Gross Inflows  Gross Outflows  Net Flows (£m)   Transfers(1) (£m)   IW&I Migrated Assets(2)      Market & Investment Performance (£m)       Closing FUMA (£m)   Ann Net Growth(3) (%)

                                                                 (£m)           (£m)                                                 (£m)
 Total direct                                33,990              924            (821)           103              1,848               22,835                       3,841                                      62,617              1.2
 Total financial adviser linked              16,174              517            (473)           44               (1,838)             11,530                       1,918                                      27,828              1.1
 Total discretionary service                 50,164              1,441          (1,294)         147              10                  34,365                       5,759                                      90,445              1.2
 Execution only                              2,438               108            (176)           (68)             3                   4,230                        489                                        7,092               (11.2)
 Non-discretionary service                   626                 9              (20)            (11)             (13)                971                          117                                        1,690               (7.0)
 Total wealth management                     53,228              1,558          (1,490)         68               -                   39,566                       6,365                                      99,227              0.5
 IW&I                                        41,259              519            (589)           (70)             -                   (39,829)                     (1,219)                                    141                 (0.7)
 Total wealth management for enlarged Group  94,487              2,077          (2,079)         (2)              -                   (263)                        5,146                                      99,368              -

(IIV) TOTAL GROUP FUMA

 6 months ended 30 June 2025      Opening FUMA (£m)   Gross Inflows  Gross Outflows  Net Flows (£m)   Transfers(1) (£m)   IW&I Migrated Assets(2)      Market & Investment Performance (£m)       Closing FUMA (£m)   Ann Net Growth(3) (%)

                                                      (£m)           (£m)                                                 (£m)
 Rathbones Investment Management  56,336              3,118          (3,092)         26               -                   39,818                       3,047                                      99,227              0.1
 Rathbones Asset Management       15,751              1,637          (2,000)         (363)            -                   -                            418                                        15,806              (4.6)
 IW&I                             42,973              1,211          (1,705)         (494)            -                   (40,081)                     (2,255)                                    143                 (2.3)
 Total                            115,060             5,966          (6,797)         (831)            -                   (263)                        1,210                                      115,176             (1.4)
 Group eliminations(5)            (5,896)             (734)          556             (178)            -                   -                            (129)                                      (6,203)             6.0
 Total                            109,164             5,232          (6,241)         (1,009)          -                   (263)                        1,081                                      108,973             (1.8)

1.   Transfers represent client FUMA which has transferred from one service
to another and other intra-group movements. These are excluded from net
inflows.

2.   The IW&I asset migration column/row does not net to zero following
the change in classification of certain previously reported FUMA to ensure
alignment of approach.

There is no impact on revenue.

3.   Annualised net growth calculated as net flows/opening FUMA.

4.   Net inflows into multi-asset funds include direct flows and flows into
managed solutions delivered using in-house funds.

5.   Group eliminations represent RAM funds that are held within portfolios
managed by RIM (£6.2 billion)  teams. Consequently, after excluding the RAM
funds, the FUMA  is £93.2 billion in RIM.

 

30 July 2025

For further information contact:

Rathbones Group Plc

 

Investors

Paul Stockton, Group Chief Executive Officer

Iain Hooley, Group Chief Financial Officer

Shelly Patel, Head of Investor Relations

Tel: 020 7399 0071

Email: shelly.patel@rathbones.com (mailto:shelly.patel@rathbones.com)

Press

Tessa Curtis, Director of Corporate Communications & Affairs

Tel: 07833 346238

Email: tessa.curtis@rathbones.com (mailto:tessa.curtis@rathbones.com)

Camarco

Ed Gascoigne-Pees

Tel: 020 3757 4984

Email: ed.gascoigne-pees@camarco.co.uk
(mailto:ed.gascoigne-pees@camarco.co.uk)

Rathbones Group Plc

Rathbones is a leading provider of individual Wealth Management, Asset
Management and related services to Private Clients, Charities, Trustees and
Professional Partners. We have been trusted for generations to manage and
preserve our clients' wealth.

Rathbones headquarters is 30 Gresham Street, London, EC2V 7QN.

www.rathbones.com (www.rathbones.com)

 

GROUP CHIEF EXECUTIVE OFFICER'S REVIEW

POSITIONED FOR THE NEXT CHAPTER

 

In the first half of 2025, Rathbones successfully completed the planned client
and asset migration following its 2023 combination with Investec Wealth &
Investment (IW&I), establishing a strong foundation for optimising the
business and realising the full benefits of the combined organisation in the
second half of the year. As of 30 June 2025, total synergies delivered have
risen to £47.2 million per annum on an annualised run-rate basis, with
remaining synergies expected to be achieved in the second half of the year.
As the bulk of integration activity is now complete, any operational risks
have now reduced materially and we are focused on driving operating
leverage, embedding efficiencies, and enhancing client experience. We continue
to expect that acquisition and integration costs (£23.2 million in 2025 to
date) will decline substantially in 2026, supporting future growth in basic
earnings per share.

The structural outlook for long-term growth remains strong. Increasing
household wealth, an ageing population and softening interest rates all
support rising demand for trusted advice and professional investment
management, while the Government's recent Mansion House commitment to
encourage a stronger investment culture in support of both private savings
and the national economy presents us with an opportunity to appeal to new
audiences. The increased focus on the importance of retirement planning for
all age groups, but especially an ageing and wealthier UK population, will
increasingly drive demand for planning and investment solutions that can be
simple or highly personalised. In a landscape shaped by inherent complexity
and evolving government policy, this need for thoughtful, longer-term wealth
planning and investment is more important than ever.

These trends play to the breadth of our offering, which combines proximity and
long-term, deep relationships with our clients with objective choice from
global investment markets.

We continue to evolve our propositions, building on our blend of investment
and planning-led services that adapt to the needs of both clients and
advisors.

Last week, we announced the launch of the first in a series of new client
propositions, with more planned for the second half of the year. Our entry
into the fast-growing Model Portfolio Service (MPS) market introduces a new
actively managed investment solution for financial advisors and their clients.
This marks an encouraging step in expanding our investment offering and
reflects the broader opportunity ahead to enhance our reach and better meet
the evolving needs of clients and advisors, enabled by the combination with
IW&I.

CAPITAL, PROPOSED SHARE BUYBACK AND DIVIDEND

As at 30 June 2025, Rathbones maintained a strong capital position, with a
capital surplus of £178.4 million and a Common Equity Tier 1 (CET1) capital
ratio of 17.4%. This reflects the prudent approach that we have taken
regarding capital management as we progressed through the IW&I integration
process, whilst maintaining our progressive dividend policy. Our capital base
remains very strong, providing both stability and flexibility to support
future growth and deliver returns to shareholders.

In June this year, we received High Court approval of the cancellation of the
share premium account of Rathbones Group Plc as it stood at 31 December 2024,
which reclassified the share premium account to retained earnings. This
converted a portion of the Group's fixed capital into distributable capital,
but had no impact on the Group's consolidated equity, regulatory capital
ratios (including CET1), shares in issue, or voting rights. It enhanced,
however, our ability to manage the Group's capital efficiently going forward.

During the first half of 2025, we adopted a new capital allocation framework
for the combined business, providing an approach to guide how we deploy
capital across the integrated Group. This framework balances our ability to
maintain the Group's robust financial strength with strategic ambition,
ensuring that we maintain appropriate regulatory buffers, while retaining the
capacity to invest to drive long-term growth.

Our capital allocation priorities are to:

•    Maintain a strong balance sheet and regulatory capital base.

•    Invest in growth opportunities and strategic initiatives.

•    Deliver a regular, progressive dividend underpinned by earnings
growth.

•    Pursue value-accretive M&A opportunities where there is strong
strategic and cultural alignment.

•    Where capital exceeds our strategic and regulatory needs, retain the
flexibility to return surplus capital to shareholders.

Reflecting this framework - and our confidence in the Group's long-term
prospects - the Board has approved an on-market ordinary share buyback
programme of up to £50 million. This buyback remains subject to regulatory
approval, and is expected to commence thereafter.

Investec Bank Plc (Investec) will not participate in the buyback, though in
implementing the buyback, Rathbones will ensure that Investec's voting and
economic interest in Rathbones does not exceed that which it acquired as a
result of completing the IW&I transaction (at which point Investec had a
29.9% voting interest and a 41.25% economic interest). Owing to share
issuances by Rathbones since completion of the IW&I transaction,
Investec's voting interest in Rathbones as at 30 June 2025 is 29.3% and
economic interest is 40.5%, and it is expected that the buyback will be
implemented in full while maintaining Investec's voting and economic interest
in Rathbones at or below its original level following completion of the
IW&I transaction.

With a strong capital and cash position, the buyback represents an efficient
use of funds and signals our confidence in the underlying value of the
business. It demonstrates our ability to deliver attractive shareholder
returns, while preserving capacity to invest in future growth, reflecting the
increased pace at which the Group will generate new capital as integration
costs fall and synergy benefits are further realised.

Consistent with our commitment to a progressive dividend policy, we are
increasing our interim dividend by 3.3% to 31.0p (30 June 2024: 30.0p). The
dividend will be paid on 1 October 2025 to shareholders on the register
as of 5 September 2025.

PERFORMANCE AND FUMA REVIEW

Despite some market volatility, notably as the first quarter of the year drew
to a close, investment markets ended the second quarter positively, with the
MSCI Private Investor Balanced Index and the FTSE 100 rising 3.5% and 2.1%
respectively since 31 March 2025. Rathbones' funds under management and
administration (FUMA) totalled £109.0 billion at 30 June 2025, up from
£104.1 billion at the end of Q1 2025 and broadly in line with the year-end
position of £109.2 billion. This includes £15.8 billion in our Asset
Management segment, Rathbones Asset Management (RAM), compared with £15.4
billion at Q1 2025 and unchanged from the 2024 year end position.

Net outflows for the first half of 2025 were £1.0 billion (30 June 2024:
£0.6 billion), reflecting the peak impact of client migration activity during
the period. Encouragingly, flows improved as the half progressed, with Q2 net
outflows reducing significantly to £0.2 billion (Q1: net outflows of £0.8
billion). The Wealth Management segment was broadly neutral in Q2 (Q1: net
outflows of £0.5 billion), highlighting early signs of the factors that
have resulted in elevated outflows receding.

Gross inflows totalled £2.5 billion in Q2 (Q1 2025: £2.7 billion),
reflecting a modest decline as investment managers remained focused on
integration activities during the early part of the quarter. In the
post-migration phase, attention was directed towards embedding clients into
Rathbones' systems and ensuring they were smoothly transitioned.

This period also required teams to adapt to new processes and investment
systems, which temporarily impacted new business activity. Gross outflows
however reduced significantly by 22.9% to £2.7 billion (Q1 2025: £3.5
billion), demonstrating improving asset retention. The improvement in net
flows is encouraging and is consistent with our optimism for an improving
outlook for net flows as our focus shifts towards the future growth
opportunities for the combined business.

Net flows in RIM discretionary and managed propositions, which now include
IW&I flows post the successful client migration during the quarter,
remained positive at £0.1 billion in the second quarter (Q1: £0.1 billion),
with the bespoke service seeing particular improvement against Q1.

The wider asset management industry continues to face a challenging
environment, with persistent pressure on active managers from the shift
towards passive strategies. Against this backdrop, our single strategy funds
have continued to perform well. Net outflows in the second quarter reduced to
£0.2 billion (Q1 2025: £0.3 billion), supported by resilient gross inflows
and a notable reduction in gross outflows, particularly from our Global
Opportunities Fund. Flows into our multi-asset fund range were broadly flat in
the quarter, including both internal and external flows. Encouragingly, the
greater volatility and less concentrated returns seen in equity markets during
2025 are beginning to offer a more balanced environment for active managers,
and we remain confident that our long-term, disciplined investment approach
is well positioned to deliver stronger outcomes across market cycles.

During the first half of 2025, six of our multi-asset and single-strategy
funds also achieved labels under the Sustainability Disclosure Requirements
(SDR). Securing SDR recognition for these funds recognises the rigour of our
approach and places us among the leading UK asset managers in terms of the
number of labelled funds relative to assets under management and we're proud
to demonstrate our long-term commitment to this important area.

UNDERLYING FINANCIAL BUSINESS PERFORMANCE

Despite a challenging start to the year, marked by significant market
volatility and a substantial fall in equity markets at the point we charged
our first quarter investment management fees, total operating income for the
Group increased marginally by 0.4% to £449.1 million (30 June 2024: £447.4
million). While the early impact of lower markets at the end of the first
quarter weighed on revenues, this was offset by stronger market conditions and
higher average FUMA in the second quarter, which supported growth in recurring
investment management and asset management fees.

Net interest income contributed £38.9 million to operating income in the
first half of 2025, up from £32.7 million in the same period last year. This
increase came despite reductions in the Bank of England base rate and
primarily reflects the recognition of additional interest income following the
migration of IW&I client assets onto the Rathbones Investment Management
(RIM) banking model in the second quarter. There is a corresponding reduction
in 'other income', which represents the margin earned by IW&I on client
liquidity under the client money rules prior to migration. The increase in
interest also reflects the initial benefit of the revenue synergies driven by
RIM's banking model.

As a result of this change, other income declined by £4.7 million to £11.0
million in the period. The migration has generated synergy benefits in the
second quarter of £1.6 million from the transition to the banking model.

Total underlying operating expenses for the period were £341.4 million (30
June 2024: £335.3 million). The 1.8% increase relative to the prior half year
reflects the effect of increases in certain costs which have offset the
benefit of increased synergies in the period. The increase in costs includes
£5.2 million which is the short-term impact of non-recurring costs and
includes the temporary costs of the transition to the outsourcing agreement
with Investec Bank for specific technology services relating to networks,
infrastructure, end user computing and cyber operations. Salary and general
inflation have also affected the cost base, along with the impact of the NIC
increase which took effect in April. FSCS levies of £6.8 million were
expensed in full in the first half of 2025, having increased by £2.3 million
(2024: £4.5 million). Other cost headwinds include an increase in the cost
of VAT that cannot be recovered, which increased by £2.2 million per annum,
and the depreciation of office fit out costs which were partly funded by
Investec Bank under the terms of the IW&I transaction but which are
treated as part of the Group's underlying cost base.

Underlying profit before tax was £107.7 million for the six months ended 30
June 2025 (30 June 2024: £112.1 million), with an underlying operating
margin of 24.0% (30 June 2024: 25.1%).

Statutory profit before tax was £62.3 million (30 June 2024: £65.3 million),
after recognising amortisation of client relationship intangible assets of
£22.2 million (30 June 2024: £22.0 million) and integration-related costs
of £23.2 million (30 June 2024: £24.8 million). We continue to expect that
acquisition and integration costs will decline substantially in 2026,
supporting margin expansion and growth in basic earnings per share.

Despite a slight year-on-year decline in underlying operating profit and
margin driven by market volatility at the end of the first quarter, we
continue to expect full-year 2025 results to be in line with market forecasts,
supported by a stronger starting FUMA position in the second half of 2025 and
increasing synergy benefits. Most organisational design changes were completed
by the end of H1, with further margin improvement expected in H2
as integration progresses and the IW&I platform is decommissioned. We
now anticipate that the underlying operating margin for 2025 will remain
broadly consistent with 2024 as a result of the first quarter billing taking
place at a time of asset values being relatively depressed. We continue to
expect greater margin progression in 2026, with our 30% margin target being
underpinned by both the delivery of the remaining synergies and the delivery
of scalable growth in income through our strategic initiatives.

MIGRATION OF IW&I CLIENTS

The migration of all planned IW&I client data and assets at the end of the
second quarter marked a significant milestone in the integration of
IW&I into the Rathbones business, concluding a complex programme of
planning, execution, and risk management. A small number of client accounts
remain on the IW&I platform, including those accounts that were in the
process of probate or otherwise leaving the IW&I service. The expected
value of client exits from the completion of this process in the second half
is nominal.

Many of the key risks identified early in the process have been mitigated
effectively, and the period of heightened migration risk has now passed. We
are now operating as a single, unified business, with focus shifting to
decommissioning legacy systems and unlocking the associated cost and
efficiency benefits.

The integration also highlighted opportunities to further enhance the
MyRathbones app, particularly in supporting seamless client access, and we
continue to build on its capabilities as part of our commitment to delivering
a high-quality digital experience.

We are now well positioned to deliver on our long-term goals, with fully
aligned investment systems and processes providing a strong foundation to
further build and enhance our capabilities.

POSITIONED FOR THE NEXT CHAPTER

We continue to see a meaningful opportunity in helping clients navigate
through growing financial complexities. Despite the clear value
of personalised advice, access remains limited. Only around 9 percent of UK
adults received regulated advice in the past two years, although 91 percent of
those who did found it beneficial. This persistent advice gap presents both a
societal challenge and a long-term growth opportunity. Our team of expert
financial and wealth planners enables us to provide integrated, holistic
solutions for both new and existing wealth clients. This is a key market
differentiator and a clear expression of our long-term commitment
to delivering high-quality client outcomes.

For Direct Private Clients, we are aligning our services to key financial life
stages, including with a revitalised retirement proposition launching early
next year. This will address rising demands for more personalised, flexible
income strategies through retirement. We are broadening our decumulation offer
to better support clients and advisors, particularly through bespoke
investment capabilities that can adapt as needs evolve.

We are also strengthening our discretionary and risk-rated portfolio
management through two complementary approaches. Launching this autumn, our
core Model Portfolio Service offers a cost-effective, scalable, and risk-rated
solution for independent financial advisors (IFAs). It is built around our
proprietary Liquidity, Equity, Diversifier (LED) investment framework. This
approach balances growth, stability, and flexibility while supporting
personalised lifestyle analysis. Demand for our bespoke services remains
strong, with over three-quarters of UK advisors reporting increased appetite
for tailored solutions. This reinforces the value of our continued investment
in this space.

For Charities, we are developing scalable investment solutions. Following FCA
authorisation, our first Charity Authorised Investment Fund (CAIF) is set to
launch in October, alongside our new Managed Service for Charities. Both build
on Greenbank's sustainable investing expertise. In July, we also partnered
with the National Philanthropic Trust to launch two new Donor Advised
Fund propositions.

With client-facing teams now operating on a single integrated platform, our
focus in the second half is on equipping them to drive growth while continuing
to invest in marketing and distribution to expand our share of voice in the
market.

RAM announced the addition of senior fund managers in Asia ex-Japan and
Emerging Market Equities this year, marking our first move into these
geographies. Subject to regulatory approval, new strategies are expected to
launch by the end of this year, complementing our existing range and
positioning us for further international growth.

We are continuing to strengthen our strategic partnership with Investec to
drive referral growth and support our long-term growth objectives. As referral
volumes increase, we plan to invest in additional resources to meet rising
demand.

TECHNOLOGY AND OPERATIONAL EFFICIENCY

Following the combination of IW&I with Rathbones, we are focused on
evolving our technology infrastructure by identifying and adopting the best
solutions from both legacy organisations to better support our people and
clients. Our focus remains on delivering best-in-class client service,
underpinned by continued investment in digital platforms such as MyRathbones,
which continues to see increased usage from clients and advisors. Feature
enhancements are ongoing to further improve user experience and engagement.

Rathbones' custody, settlement, and investment systems - now hosted in the
cloud - continue to support reliable service delivery, alongside technology
services provided by Investec. To further enhance performance and insight, we
have established a dedicated data and analytics function to strengthen
decision-making across the Group and unlock future data opportunities.

We have rolled out Microsoft AI tools to support colleagues in their
day-to-day work and are piloting a large language model to enhance client
service delivery. These initiatives complement our use of AI to generate
client insights and improve targeting. Our strategy remains focused on
embracing emerging technologies alongside our core infrastructure and
application suite to support scale, agility, and service excellence.

INSPIRING OUR PEOPLE

This year, we refreshed our purpose to better reflect who we are as a larger,
combined business and what we aim to deliver. This is a key step in realigning
our culture post-integration, helping colleagues return to business as usual
after a period of significant operational change.

Shaped through extensive consultation with clients and colleagues, our new
purpose is, "To help more people invest their money well, so they can live
well."

It reflects our commitment to planning and investing for our clients long-term
success by upholding three brand promises, consistently over time:

•    Good results - by upholding consistently high professional
standards, thanks to our greater scale and capability.

•    Deep and meaningful relationships - by going the extra mile for
clients, thanks to our distinctive people-first culture.

•    Responsible behaviours - by acting in the best interest of all
stakeholders, thanks to a strong foundation of independence and ethics.

Our investment in leadership development and broader people initiatives
continues, with a focus on building capability, strengthening culture, and
fostering high performance. We remain committed to cultivating a diverse and
inclusive environment, supported by active employee networks and executive-led
initiatives designed to drive lasting, meaningful change.

EXECUTIVE CHANGES

We announced in March that I will be retiring later this year after what will
be 17 years with Rathbones. With a strong platform for growth in place, I feel
strongly that now is the right time for new energy and Group leadership.
Jonathan Sorrell joined Rathbones as Group Chief Executive designate on 1
July, bringing extensive experience in financial services, a track record of
delivering growth and a strong alignment with our strategy and values.
Jonathan will join the board immediately following regulatory approval. I will
remain in the business until the end of September to ensure a smooth
transition.

Following the retirement of Rupert Baron, we also announced the creation of a
new executive role earlier this year: Chief Executive Officer of Wealth,
appointing Camilla Stowell who joined Rathbones in June 2025. Camilla brings
extensive experience in wealth management and financial planning and will lead
all areas of client servicing, investment management, and financial planning
across the UK and the Channel Islands.

The executive changes will result in a temporary increase in costs in the
second half of the year of approximately £3.5 million, which relates to the
timing of recognition of existing awards, awards made in lieu of amounts
forfeited, and transitional periods of handover.

Both Jonathan and Camilla will play a key role in setting our future
strategy, capturing future efficiencies and driving future growth and I am
excited about what they will bring to the Group.

REGULATION

As the regulatory landscape continues to evolve, we remain proactive in our
response, adapting our practices and policies to ensure we remain aligned
with regulatory expectations. Our priority has been to maintain strong and
effective relationships with our regulators, and this has been enhanced by
our active contributions to practitioner panels and trade body forums this
year.

We remain fully committed to upholding Consumer Duty principles as practices
develop, which is integral to how we shape our strategy, culture, and
long-term objectives.

PRINCIPAL RISKS AND UNCERTAINTIES

The changing economic and political landscape within the UK and abroad has
proved to be the most significant external uncertainty in the first half of
2025, however, with a disciplined investment process we have not seen the need
for this to be translated into a change in our risk profile.  Our principal
risks and uncertainties, detailed in the strategic report and group risk
committee report in pages 63 to 67 and pages 111 to 113 of the 2024 annual
report
(https://www.rathbones.com/sites/main/files/wealth-management/results_and_presentations/files/rathbones_group_plc_annual_report_and_accounts_2024.pdf)
and accounts, remain current and continue to receive management attention.

We expect people risk to remain high into the second half as organisational
designs and day-to-day processes bed down, so this will continue to receive
careful focus and management attention.

GOING CONCERN

As set out in the statement of directors' responsibilities of the condensed
consolidated interim financial statements, the directors believe that the
Group is well positioned to manage its business risks successfully. The
Group's financial projections reflect the proposed share buyback referenced in
note 24 to these accounts. The capital adequacy and liquidity assessment,
which is required to apply severe but plausible stress scenarios to the
Group's projections, provide comfort that the Group has adequate financial and
regulatory resources to continue in operational existence for the foreseeable
future.

In forming their view, the directors have considered the Group's prospects for
a period exceeding 12 months from the date the condensed consolidated interim
financial statements are approved.

THANK YOU

As I prepare to hand over to Jonathan, I've reflected on what makes Rathbones
unique. I often return to three things: the depth of our client
relationships, the strength of our values and culture, and our ability to
adapt while staying true to who we are. Investing well, to live well, indeed.
The combination with IW&I has enhanced our capability significantly and
whilst the business has changed as a result of the combination, these pillars
remain strong and will continue to serve us well in the future.

It has been a professional and personal privilege to lead this organisation
through such a transformative period. Rathbones is managing nearly £100
billion more assets than when I joined in August 2008, which is a testament
to a great deal of work by many highly valued colleagues and the continuing
confidence our clients continue to have in us. I offer them my heartfelt
thanks for their collaboration, support, and above all, their trust.

From the beginning, our focus has been on building for the long-term and the
Rathbones I leave today is not only fit for the challenges of today, but
also positioned for sustainable success in the years to come.

PAUL STOCKTON

GROUP CHIEF EXECUTIVE OFFICER

29 July 2025

 

CONSOLIDATED INTERIM STATEMENT

OF COMPREHENSIVE INCOME

FOR THE SIX MONTHS ENDED 30 JUNE 2025

 

                                                                                    Unaudited      Unaudited      Audited
                                                                                    Six months to  Six months to  Year to
                                                                                    30 June 2025   30 June 2024   31 December 2024
                                                                              Note  £m             £m             £m
 Interest and similar income                                                        76.0           74.3           147.8
 Interest expense and similar charges                                               (37.1)         (41.6)         (83.9)
 Net interest income                                                                38.9           32.7           63.9
 Fee and commission income                                                          418.0          415.7          835.1
 Fee and commission expense                                                         (18.8)         (16.7)         (34.3)
 Net fee and commission income                                                      399.2          399.0          800.8
 Other operating income                                                             11.0           15.7           31.2
 Operating income                                                                   449.1          447.4          895.9
 Charges in relation to client relationships and goodwill                           (22.2)         (22.0)         (44.6)
 Acquisition-related and integration costs                                    6     (23.2)         (24.8)         (83.4)
 Other operating expenses                                                           (341.4)        (335.3)        (668.3)
 Operating expenses                                                                 (386.8)        (382.1)        (796.3)
 Profit before tax                                                                  62.3           65.3           99.6
 Taxation                                                                     8     (17.9)         (19.8)         (34.1)
 Profit after tax                                                                   44.4           45.5           65.5
 Profit for the period attributable to equity holders of the company                44.4           45.5           65.5

 Other comprehensive income
 Items that will not be reclassified to profit or loss:
 Net remeasurement of defined benefit asset or liability                      17    -              (10.4)         (10.6)
 Deferred tax relating to net remeasurement of defined benefit asset or             -              2.6            2.7
 liability

 Other comprehensive income net of tax                                              -              (7.8)          (7.9)

 Total comprehensive income for the period net of tax attributable to equity        44.4           37.7           57.6
 holders of the company

 Dividends paid and proposed for the period per ordinary share                9     31.0p          30.0p          93.0p
 Dividends paid and proposed for the period                                         32.4           31.0           96.9

 Earnings per share for the period attributable to equity holders of the      10
 company:
 -              basic                                                               42.6p          43.9p          63.0p
 -              diluted                                                             41.5p          42.8p          60.4p

The accompanying notes form an integral part of the condensed consolidated
interim financial statements.

CONSOLIDATED INTERIM STATEMENT OF CHANGES IN EQUITY

FOR THE PERIOD ENDED 30 JUNE 2025

 

                                                                                   Share     Share     Merger    Own      Retained   Total

                                                                                   capital   premium   reserve   shares   earnings   equity
                                                                             Note  £m        £m        £m        £m       £m         £m
 At 1 January  2024                                                                5.4       312.3     824.4     (55.6)   263.7      1,350.2
 Profit for the period                                                             -         -         -         -        45.5       45.5
 Net remeasurement of defined benefit liability                              17    -         -         -         -        (10.4)     (10.4)
 Deferred tax relating to components of other comprehensive income                 -         -         -         -        2.6        2.6
 Other comprehensive income net of tax                                             -         -         -         -        (7.8)      (7.8)

 Dividends paid                                                              9     -         -         -         -        (25.2)     (25.2)
 Issue of share capital                                                      18    -         2.4       -         -        −          2.4
 Share-based payments:
 -              cost of share-based payment arrangements                     19    -         -         -         -        14.8       14.8
 -              cost of vested employee remuneration and share               19    -         -         -         -        (4.4)      (4.4)
 plans
 -              cost of own shares vesting                                         -         -         -         3.4      (3.4)      -
 -              cost of own shares acquired                                        -         -         -         (8.9)    -          (8.9)
 -              tax on share-based payments                                        -         -         -         -        0.7        0.7
 At 30 June 2024 (unaudited)                                                       5.4       314.7     824.4     (61.1)   283.9      1,367.3
 Profit for the period                                                             -         -         -         -        20.0       20.0
 Net remeasurement of defined benefit asset                                  17    -         -         -         -        (0.2)      (0.2)
 Deferred tax relating to components of other comprehensive income                 -         -         -         -        0.1        0.1
 Other comprehensive income net of tax                                             -         -         -         -        (0.1)      (0.1)

 Dividends paid                                                              9     -         -         -         -        (31.7)     (31.7)
 Issue of share capital                                                      18    0.1       3.1       -         -        -          3.2
 Share-based payments:
 -              cost of share-based payment arrangements                     19    -         -         -         -        14.3       14.3
 -              cost of vested employee remuneration and share               19    -         -         -         -        0.2        0.2
 plans
 -              cost of own shares vesting                                         -         -         -         6.1      (6.1)      -
 -              cost of own shares acquired                                        -         -         -         (13.1)   -          (13.1)
 -              tax on share-based payments                                        -         -         -         -        (0.7)      (0.7)
 At 31 December 2024 (audited)                                                     5.5       317.8     824.4     (68.1)   279.8      1,359.4
 Profit for the period                                                             -         -         -         -        44.4       44.4
 Other comprehensive income net of tax                                             -         -         -         -        -          -

 Dividends paid                                                              9     -         -         -         -        (65.8)     (65.8)
 Issue of share capital                                                      18    -         3.4       -         -        −          3.4
 Cancellation of Share Premium                                               18    -         (317.8)   -         -        317.8      -
 Share-based payments:
 -              cost of share-based payment arrangements                     19    -         -         -         -        13.4       13.4
 -              cost of vested employee remuneration and share               19    -         -         -         -        1.9        1.9
 plans
 -              cost of own shares vesting                                         -         -         -         15.9     (15.9)     -
 -              cost of own shares acquired                                        -         -         -         (13.3)   -          (13.3)
 -              tax on share-based payments                                        -         -         -         -        1.0        1.0
 At 30 June 2025 (unaudited)                                                       5.5       3.4       824.4     (65.5)   576.6      1,344.4

 

CONSOLIDATED INTERIM STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2025

 

                                                     Unaudited     Unaudited     Audited
                                                     30 June 2025  30 June 2024  31 December 2024
                                               Note  £m            £m            £m
 Assets
 Cash and balances with central banks(1)             1,811.0       1,033.0       1,166.0
 Settlement balances                                 275.2         371.7         128.3
 Loans and advances to banks                         277.0         230.3         293.2
 Loans and advances to customers               11    176.3         120.3         96.1
 Investment securities at amortised cost(1)          1,800.9       1,392.9       1,278.2
 Prepayments, accrued income and other assets        248.2         244.2         242.8
 Property, plant and equipment                 12    50.6          39.4          53.2
 Right-of-use assets                           13    37.3          51.6          42.3
 Current tax asset (UK)                              7.2           6.4           6.8
 Intangible assets                             14    964.4         997.8         982.7
 Net defined benefit asset                     17    0.5           0.4           0.5
 Total assets                                        5,648.6       4,488.0       4,290.1
 Liabilities
 Deposits by banks                                   17.5          19.4          3.8
 Settlement balances                                 217.0         406.4         133.6
 Due to customers(1)                                 3,660.3       2,298.8       2,352.1
 Accruals and other liabilities                      233.7         194.0         249.9
 Provisions                                    15    27.1          33.2          28.1
 Lease liabilities                                   36.3          48.3          44.8
 Current tax liabilities (overseas)                  0.3           0.9           0.5
 Net deferred tax liability                          72.1          79.8          78.0
 Subordinated loan notes                       16    39.9          39.9          39.9
 Total liabilities                                   4,304.2       3,120.7       2,930.7
 Equity
 Share capital                                 18    5.5           5.4           5.5
 Share premium                                 18    3.4           314.7         317.8
 Merger reserve                                18    824.4         824.4         824.4
 Own shares                                          (65.5)        (61.1)        (68.1)
 Retained earnings                             18    576.6         283.9         279.8
 Total equity                                        1,344.4       1,367.3       1,359.4
 Total liabilities and equity                        5,648.6       4,488.0       4,290.1
 1.   Impact of IWI migration of assets during 2025, please see the
 Regulatory Capital section in the 2025 Interim Report for further detail

 

The condensed consolidated interim financial statements were approved by the
board of directors and authorised for issue on 29 July 2025 and were signed on
its behalf by:

 

PAUL STOCKTON

GROUP CHIEF EXECUTIVE OFFICER

 

 

IAIN HOOLEY

GROUP CHIEF FINANCIAL OFFICER

 

 

Company registered number: 01000403

 

CONSOLIDATED INTERIM STATEMENT OF CASH FLOWS

FOR THE SIX MONTHS ENDED 30 JUNE 2025

 

                                                                              Unaudited      Unaudited      Audited
                                                                              Six months to  Six months to  Year to
                                                                              30 June 2025   30 June 2024   31 December 2024
                                                                        Note  £m             £m             £m
 Cash flows from operating activities
 Profit before tax                                                            62.3           65.3           99.6
 Net interest income                                                          (38.9)         (32.7)         (63.9)
 Impairment losses on financial instruments                             20    (0.1)          (0.1)          -
 Net charge for provisions                                              15    1.1            10.1           14.9
 Loss on disposal of property, plant and equipment                            -              -              0.1
 Depreciation, amortisation and impairment                                    33.7           36.8           80.4
 (Gain)/loss on modification of leases                                        0.5            (12.9)         (13.5)
 Foreign exchange movements                                                   4.7            (0.2)          (1.0)
 Defined benefit pension scheme credits                                 17    -              (0.2)          (0.4)
 Defined benefit pension contributions paid                             17    -              (3.7)          (3.7)
 Share-based payment charges                                                  13.4           14.8           29.1
 Interest paid                                                                (36.6)         (39.6)         (79.8)
 Interest received                                                            71.8           104.5          147.6
                                                                              111.9          142.1          209.4
 Changes in operating assets and liabilities:
 Net (increase)/decrease in loans and advances to banks and customers         (80.0)         (2.3)          21.8
 Net (increase)/decrease in settlement balance debtors                        (146.9)        (206.0)        37.4
 Net increase in prepayments, accrued income and other assets                 (6.4)          (40.2)         (12.1)
 Net increase in amounts due to customers and deposits by banks               1,321.9        52.5           90.2
 Net increase/(decrease) in settlement balance creditors                      83.4           234.3          (38.5)
 Net (decrease)/increase in accruals, provisions and other liabilities        (12.8)         (23.6)         27.2
 Cash generated from operations                                               1,271.1        156.8          335.4
 Tax paid                                                                     (23.4)         (24.7)         (41.8)
 Net cash inflow from operating activities                                    1,247.7        132.1          293.6
 Cash flows from investing activities
 Purchase of property, plant, equipment and intangible assets                 (5.3)          (35.6)         (56.6)
 Purchase of investment securities                                            (1,376.3)      (1,040.6)      (2,028.0)
 Proceeds from sale and redemption of investment securities                   848.9          943.6          2,046.6
 Net cash used in investing activities                                        (532.7)        (132.6)        (38.0)
 Cash flows from financing activities
 Issue of ordinary shares                                                     3.4            2.4            5.6
 Repurchase of ordinary shares                                                (13.3)         (8.9)          (22.0)
 Dividends paid                                                         9     (65.8)         (25.2)         (56.9)
 Payment of lease liabilities                                                 (8.3)          (5.3)          (20.9)
 Interest paid                                                                (2.2)          (2.1)          (5.1)
 Net cash used in financing activities                                        (86.2)         (39.1)         (99.3)
 Net increase/(decrease) in cash and cash equivalents                         628.8          (39.6)         156.3
 Cash and cash equivalents at the beginning of the period                     1,459.2        1,302.9        1,302.9
 Cash and cash equivalents at the end of the period                           2,088.0        1,263.3        1,459.2

 

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

 

1 BASIS OF PREPARATION

Rathbones Group Plc ('the company') is the parent company of a group of
companies ('the Group') that is a leading provider of individual wealth
management, asset management and related services to private clients,
charities, trustees and professional partners. This includes discretionary
investment management, asset management, tax planning, trust services,
financial planning advice and banking services. The products and services from
which the Group derives its revenues are described on page 2 of the annual
report and accounts
(https://www.rathbones.com/sites/main/files/wealth-management/results_and_presentations/files/rathbones_group_plc_annual_report_and_accounts_2024.pdf)
for the year ended 31 December 2024 and have not materially changed since
that date.

These condensed consolidated interim financial statements, on pages 8 to 29,
are presented in accordance with United Kingdom adopted International
Accounting Standard 34. The condensed consolidated interim financial
statements have been prepared on a going concern basis, using the accounting
policies, methods of computation and presentation set out in the Group's
financial statements for the year ended 31 December 2024. The condensed
consolidated interim financial statements should be read in conjunction with
the Group's audited financial statements for the year ended 31 December 2024.

The information in these interim financial statements does not comprise
statutory financial statements within the meaning of section 434 of the
Companies Act 2006. The comparative figures for the financial year ended 31
December 2024 are not the Group's statutory accounts for that financial year.
The Group's financial statements for the year ended 31 December 2024 have been
reported on by its auditors and delivered to the Registrar of Companies. The
report of the auditor on those financial statements was unqualified and did
not draw attention to any matters by way of emphasis. It also did not contain
a statement under section 498 of the Companies Act 2006.

DEVELOPMENTS IN REPORTING STANDARDS AND INTERPRETATIONS

Standards and interpretations adopted during the current reporting period

The following amendments to standards have been adopted in the current period,
but have not had a significant impact on the amounts reported in these
financial statements:

•    Lack of Exchangeability (Amendments to IAS 21)

Future new standards and interpretations

The standards set out in the tables that follow are effective for annual
periods beginning after 1 January 2026 and earlier application is permitted;
however, the Group has not early-adopted the amended standards in preparing
these consolidated financial statements.

The following standard is expected to have a material impact on the Groupʼs
financial statements. This standard has not yet been endorsed in the UK.

                                                              Effective date
 IFRS 18 Presentation and Disclosure in Financial Statements  01 January 2027

The standards below are not expected to have a material impact on the Groupʼs
financial statements.

                                                                                Effective date
 Sale or Contribution of Assets between an Investor and its Associate or Joint  Optional
 Venture (Amendments to IFRS 10 and IAS 28)
 Amendments to the Classification and Measurement of Financial Instruments -    01 January 2026
 Amendments to IFRS 9 and IFRS 7
 Contracts Referencing Nature-dependent Electricity - Amendments to IFRS 9 and  01 January 2026
 IFRS 7
 Annual Improvements to IFRS Accounting Standards - Amendments to IFRS 1, IFRS  01 January 2026
 7, IFRS 9, IFRS 10 and IAS 7
 IFRS 19 Subsidiaries without Public Accountability: Disclosures (not yet       01 January 2027
 endorsed in the UK)
 IFRS for SMES third edition                                                    01 January 2027
 Sale or Contribution of Assets between an Investor and its Associate or Joint  To be determined
 Venture - Amendments to IFRS 10

 

2 CHANGES IN SIGNIFICANT ACCOUNTING POLICIES

The accounting policies applied in these condensed consolidated interim
financial statements are the same as those applied in the Group's consolidated
financial statements as at, and for the year ended, 31 December 2024.

3 CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION
AND UNCERTAINTY

The Group has reviewed the judgements and estimates that affect its accounting
policies and amounts reported in its financial statements. These are unchanged
from those reported in the Group's financial statements for the year ended 31
December 2024.

4  SEGMENTAL INFORMATION

IFRS 8 requires operating segments to be identified on the basis of internal
reports about components of the Group that are regularly reviewed by the chief
operating decision-maker, which takes the form of the Group Executive
Committee, in order to allocate resources to the segment and to assess its
performance.

For management purposes, the Group is organised into two operating segments:
Wealth Management and Asset Management. Costs incurred by central shared
service functions are allocated to these operating segments on the basis of
the cost drivers that generate the expenditure; principally, these are the
headcount of income generating teams within the segment, the value of funds
under management and administration of the segment, the segment's total
revenue, and the segment's share of total expenditure. The allocation of these
costs is shown in a separate column in the table below, alongside the
information presented for internal reporting. Wealth Management segmental
assets relate to assets held within the Investment Management (which includes
Financial Planning advice), Banking and Trust businesses. Asset Management
segmental assets are assets held solely within the Asset Management segment.
Unallocated segmental assets relate to the net defined benefit asset held on
the balance sheet.

                                                                            Wealth Management  Asset Management  Shared Services     Total
 Six months ended 30 June 2025 (unaudited)                            Note  £m                 £m                £m                  £m
 Net investment management fee income                                       285.0              40.3              -                   325.3
 Net commission income                                                      45.8               -                 -                   45.8
 Net interest income                                                        37.9               1.0               -                   38.9
 Fees from advisory services                                                28.1               -                 -                   28.1
 Other income                                                               10.7               0.3               -                   11.0
 Operating income                                                           407.5              41.6              -                   449.1

 Staff costs − fixed                                                        (115.2)            (4.9)             (32.7)              (152.8)
 Staff costs − variable                                                     (61.5)             (7.1)             (10.6)              (79.2)
 Total staff costs                                                          (176.7)            (12.0)            (43.3)              (232.0)
 Other direct expenses                                                      (46.6)             (8.9)             (53.9)              (109.4)
 Allocation of shared services                                              (91.7)             (5.5)             97.2                -
 Underlying operating expenses                                              (315.0)            (26.4)            -                   (341.4)
 Underlying profit before tax                                               92.5               15.2              -                   107.7
 Charges in relation to client relationships and goodwill             14    (22.2)             -                 -                   (22.2)
 Acquisition-related and integration costs                            6     (23.2)             -                 -                   (23.2)
 Segment profit before tax                                                  47.1               15.2              -                   62.3
 Profit before tax attributable to equity holders of the company                                                                     62.3
 Taxation                                                             8                                                              (17.9)
 Profit for the period attributable to equity holders of the company                                                                 44.4

                                                                            Wealth Management  Asset Management  Unallocated Assets  Total
                                                                            £m                 £m                £m                  £m
 Segment total assets                                                       5,560.5            87.6              0.5                 5,648.6

 

                                                                            Wealth Management  Asset Management  Shared Services     Total
 Six months ended 30 June 2024 (unaudited)                            Note  £m                 £m                £m                  £m
 Net investment management fee income                                       285.5              38.5              -                   324.0
 Net commission income                                                      47.2               -                 -                   47.2
 Net interest income                                                        31.8               0.9               -                   32.7
 Fees from advisory services                                                27.8               -                 -                   27.8
 Other income                                                               15.3               0.4               -                   15.7
 Operating income                                                           407.6              39.8              -                   447.4

 Staff costs - fixed                                                        (118.1)            (3.9)             (27.6)              (149.6)
 Staff costs - variable                                                     (64.4)             (9.6)             (9.8)               (83.8)
 Total staff costs                                                          (182.5)            (13.5)            (37.4)              (233.4)
 Other direct expenses                                                      (55.1)             (7.4)             (39.4)              (101.9)
 Allocation of shared services                                              (70.6)             (6.2)             76.8                -
 Underlying operating expenses                                              (308.2)            (27.1)            -                   (335.3)
 Underlying profit before tax                                               99.4               12.7              -                   112.1
 Charges in relation to client relationships and goodwill             14    (22.0)             -                 -                   (22.0)
 Acquisition-related and integration costs                            6     (24.8)             -                 -                   (24.8)
 Segment profit before tax                                                  52.6               12.7              -                   65.3
 Profit before tax attributable to equity holders of the company                                                                     65.3
 Taxation                                                             8                                                              (19.8)
 Profit for the period attributable to equity holders of the company                                                                 45.5

                                                                            Wealth Management  Asset Management  Unallocated Assets  Total
                                                                            £m                 £m                £m                  £m
 Segment total assets                                                       4,394.9            92.7              0.4                 4,488.0

 

                                                                          Wealth Management  Asset Management  Shared Services     Total
 Year ended 31 December 2024 (audited)                              Note  £m                 £m                £m                  £m
 Net investment management fee income                                     575.1              79.4              -                   654.5
 Net commission income                                                    91.8               -                 -                   91.8
 Net interest income                                                      62.3               1.6               -                   63.9
 Fees from advisory services                                              54.5               -                 -                   54.5
 Other income                                                             30.5               0.7               -                   31.2
 Operating income                                                         814.2              81.7              -                   895.9

 Staff costs − fixed                                                      (233.9)            (7.9)             (54.6)              (296.4)
 Staff costs − variable                                                   (129.5)            (20.5)            (18.2)              (168.2)
 Total staff costs                                                        (363.4)            (28.4)            (72.8)              (464.6)
 Other direct expenses                                                    (108.3)            (15.4)            (80.0)              (203.7)
 Allocation of shared services                                            (140.3)            (12.5)            152.8               -
 Underlying operating expenses                                            (612.0)            (56.3)            -                   (668.3)
 Underlying profit before tax                                             202.2              25.4              -                   227.6
 Charges in relation to client relationships and goodwill           14    (44.6)             -                 -                   (44.6)
 Acquisition-related and integration costs                          6     (83.4)             -                 -                   (83.4)
 Segment profit before tax                                                74.2               25.4              -                   99.6
 Profit before tax attributable to equity holders of the company                                                                   99.6
 Taxation                                                           8                                                              (34.1)
 Profit for the year attributable to equity holders of the company                                                                 65.5

                                                                          Wealth Management  Asset Management  Unallocated Assets  Total
                                                                          £m                 £m                £m                  £m
 Segment total assets                                                     4,218.8            70.8              0.5                 4,290.1

Included within Wealth Management operating income is £0.8 million (30 June
2024: £0.8 million; 31 December 2024: £1.5 million) of fees and commissions
receivable from the Asset Management segment. Inter-segment sales are charged
on an arm's length basis.

The following table reconciles underlying operating expenses to operating
expenses:

                                                                 Unaudited      Unaudited      Audited
                                                                 Six months to  Six months to  Year to
                                                                 30 June 2025   30 June 2024   31 December 2024
                                                           Note  £m             £m             £m
 Underlying operating expenses                                   341.4          335.3          668.3
 Charges in relation to client relationships and goodwill  14    22.2           22.0           44.6
 Acquisition-related costs                                 6     23.2           24.8           83.4
 Operating expenses                                              386.8          382.1          796.3

GEOGRAPHIC ANALYSIS

The following table presents operating income analysed by the geographical
location of the Group entity providing the service:

                   Unaudited      Unaudited      Audited
                   Six months to  Six months to  Year to
                   30 June 2025   30 June 2024   31 December 2024
                   £m             £m             £m
 United Kingdom    438.1          436.7          874.4
 Channel Islands   11.0           10.7           21.5
 Operating income  449.1          447.4          895.9

The Group's non-current assets are substantially all located in the United
Kingdom.

 

 

TIMING OF REVENUE RECOGNITION

The following table presents operating income analysed by the timing of
revenue recognition of the operating segment providing the service:

 

                                                       Unaudited                            Unaudited                            Audited
                                                       Six months to                        Six months to                        Year to
                                                       30 June 2025                         30 June 2024                         31 December 2024
                                                       Wealth Management  Asset Management  Wealth Management  Asset Management  Wealth Management  Asset Management
                                                       £m                 £m                £m                 £m                £m                 £m
 Products and services transferred at a point in time  50.7               -                 48.8               -                 96.9               -
 Products and services transferred over time           356.8              41.6              358.8              39.8              717.3              81.7
 Operating income                                      407.5              41.6              407.6              39.8              814.2              81.7

MAJOR CLIENTS

The Group is not reliant on any one client or group of connected clients for
the generation of revenues. At 30 June 2025, the Group provided wealth
management services to 119,890 clients (30 June 2024: 114,294; 31 December
2024: 114,700). The increase in the period is driven by an alignment of the
methodology for calculating this number following the migration of IW&I
into Rathbones core systems.

5  BUSINESS COMBINATIONS

INVESTEC WEALTH & INVESTMENT

On 21 September 2023, the Group completed its acquisition of 100% of the
ordinary share capital of Investec Wealth & Investment Limited (IW&I)
from Investec Bank Plc. Full details of the acquisition are set out in note 8
of the 2023 annual report and accounts
(https://www.rathbones.com/sites/main/files/wealth-management/results_and_presentations/files/rathbones_group_plc_annual_report_and_accounts_2024.pdf)
.

Deferred incentive awards
Deferred awards and contingent payments were granted to certain IW&I
employees under the Rathbones Integration Incentive Scheme. These payments
require the recipients of the awards to remain in employment with the Group
for the duration of the respective deferral periods, and therefore these
amounts have not been included in the accounting for the acquisition under
IFRS 3 Business Combinations. The cost for these equity-settled awards is
being charged to profit or loss in line with IFRS 2 and spread over each
respective vesting period.

The charge recognised in profit or loss for the above elements is as follows:

                            Unaudited      Unaudited      Audited
                            Six months to  Six months to  Year to
                            30 June 2025   30 June 2024   31 December 2024
                            £m             £m             £m
 Deferred incentive awards  7.9            5.1            15.9

SAUNDERSON HOUSE LIMITED

On 20 October 2021, the Group acquired 100% of the ordinary share capital of
the Saunderson House Group.

 

Deferred payments

In prior periods, the Group fully provided for the cost of deferred and
contingent payments made to individuals required to remain in employment with
the Group for the duration of the respective deferral periods, as set out in
note 8 of the 2024 annual report and accounts
(https://www.rathbones.com/sites/main/files/wealth-management/results_and_presentations/files/rathbones_group_plc_annual_report_and_accounts_2024.pdf)
. The majority of these payments were made in shares and were accounted for as
equity-settled share-based payments under IFRS 2.

The charge recognised in profit or loss for the above elements is as follows:

                              Unaudited      Unaudited      Audited
                              Six months to  Six months to  Year to
                              30 June 2025   30 June 2024   31 December 2024
                              £m             £m             £m
 Initial share consideration  -              0.9            1.5
 Management incentive scheme  (0.2)          0.5            1.8
 Total consideration          (0.2)          1.4            3.3

 

6  ACQUISITION-RELATED AND INTEGRATION COSTS
                                                  Unaudited      Unaudited      Audited
                                                  Six months to  Six months to  Year to
                                                  30 June 2025   30 June 2024   31 December 2024
                                                  £m             £m             £m
 Acquisition of Investec Wealth & Investment      23.4           22.1           75.5
 Acquisition of Saunderson House                  (0.2)          2.7            7.9
 Acquisition-related and Integration costs        23.2           24.8           83.4

COSTS RELATING TO THE ACQUISITION OF INVESTEC WEALTH & INVESTMENT

The Group has incurred the following costs in relation to the acquisition of
IW&I, summarised by the following classification within the income
statement:

                                  Unaudited      Unaudited      Audited
                                  Six months to  Six months to  Year to
                                  30 June 2025   30 June 2024   31 December 2024
                                  £m             £m             £m
 Integration related staff costs  15.3           15.5           48.3
 Other Integration Costs          8.1            6.6            27.2
 Integration costs                23.4           22.1           75.5

Integration-related staff costs of £15.3 million (30 June 2024: £15.5
million; 31 December 2024:£48.3 million) predominately relate to retention
award costs.

Other integration costs of £8.1 million (30 June 2024: £6.6 million; 31
December 2024: £27.2 million) mainly relate to technology and consultancy
costs.

COSTS RELATING TO THE ACQUISITION OF SAUNDERSON HOUSE

The Group has incurred the following costs in relation to the acquisition of
Saunderson House:

                                            Unaudited      Unaudited      Audited
                                            Six months to  Six months to  Year to
                                            30 June 2025   30 June 2024   31 December 2024
                                            £m             £m             £m
 Acquisition costs:
 Staff costs                                (0.2)          1.4            3.3
 Integration costs:
 Other Integration Costs                    -              1.3            4.6
 Acquisition-related and Integration costs  (0.2)          2.7            7.9

In the period there has been a release of £0.2 million in relation to staff
costs, relating to a true-up of costs when the final award was confirmed,

7  EMPLOYEE NUMBERS

The average number of employees during the period, on a full time equivalent
basis, was as follows:

                    Unaudited      Unaudited      Audited
                    Six months to  Six months to  Year to
                    30 June 2025   30 June 2024   31 December 2024
                    £m             £m             £m
 Wealth Management  2,305          2,240          2,231
 Asset Management   63             56             58
 Shared services    1,147          1,226          1,233
                    3,515          3,522          3,522

 

8  TAXATION

The tax expense for the six months ended 30 June 2025 has been calculated
based on the estimated average annual effective tax rate. The overall
effective tax rate for this period was 28.7% (six months ended 30 June 2024:
30.3%; year ended 31 December 2024: 34.2%).

 

The effective tax rate reflects the impact of disallowable costs, which have
returned to normal levels.

                          Unaudited      Unaudited      Audited
                          Six months to  Six months to  Year to
                          30 June 2025   30 June 2024   31 December 2024
                          £m             £m             £m
 United Kingdom taxation  22.9           22.2           38.5
 Overseas taxation        0.1            0.4            0.4
 Deferred taxation        (5.1)          (2.8)          (4.8)
                          17.9           19.8           34.1

The statutory UK corporation tax rate for the year ending 31 December 2025 is
25.0% (2024: 25.0%).

Deferred income taxes are calculated on all temporary differences under the
liability method using the rate expected to apply when the relevant timing
differences are forecast to unwind.

On 11 July 2023, the government of the United Kingdom, where the parent
company is incorporated, enacted the Pillar II income taxes legislation
effective from 1 January 2024. Under the legislation, the parent company will
be required to pay, in the United Kingdom, top-up tax on profits of its
subsidiaries located in territories outside the United Kingdom that are taxed
at an effective tax rate of less than 15%. We have undertaken a review of the
regime and the current expectation is that the Group will not be in scope for
Pillar II income tax reporting until the year ended 31 December 2026. We will
continue to monitor this.

9  DIVIDENDS

An interim dividend of 31.0p per share is payable on 1 October 2025 to
shareholders on the register at the close of business on 5 September 2025.
The interim dividend has not been included as a liability in this interim
statement. A final dividend for 2024 of 63.0p per share was paid on 13 May
2025.

10  EARNINGS PER SHARE

Earnings used to calculate earnings per share on the bases reported in these
condensed consolidated interim financial statements were:

                                                                 Unaudited              Unaudited              Audited
                                                                 Six months to          Six months to          Year to
                                                                 30 June 2025           30 June 2024           31 December 2024
                                                                 Pre-tax  Post-tax      Pre-tax  Post-tax      Pre-tax    Post-tax
                                                           Note  £m       £m            £m       £m            £m         £m
 Underlying profit attributable to shareholders                  107.7    78.7          112.1    83.4          227.6      167.7
 Charges in relation to client relationships and goodwill  14    (22.2)   (16.9)        (22.0)   (16.5)        (44.6)     (34.4)
 Acquisition-related costs                                 6     (23.2)   (17.4)        (24.8)   (21.4)        (83.4)     (67.8)
 Profit attributable to shareholders                             62.3     44.4          65.3     45.5          99.6       65.5

Basic earnings per share has been calculated by dividing profit attributable
to equity holders by the weighted average number of shares in issue
throughout the period, excluding own shares, of 104,071,877 (30 June 2024:
103,695,582; 31 December 2024: 103,729,536).

Diluted earnings per share is the basic earnings per share, adjusted for the
effect of contingently issuable shares and outstanding employee share options.

                                                                              Unaudited     Unaudited     Audited
                                                                              30 June 2025  30 June 2024  31 December 2024
                                                                              £m            £m            £m
 Weighted average number of ordinary shares in issue during the year - basic  104,071,877   103,695,582   103,729,536
 Dilutive effect of share options and awards                                  2,865,978     2,557,941     4,481,773
 Weighted average number of diluted ordinary shares outstanding               106,937,855   106,253,523   108,211,309

 

                                                                                 Unaudited      Unaudited      Audited
                                                                                 Six months to  Six months to  Year to
                                                                                 30 June 2025   30 June 2024   31 December 2024
                                                                                 £m             £m             £m
 Earnings per share for the year attributable to equity holders of the company:
 -              basic                                                            42.6p          43.9p          63.0p
 -              diluted                                                          41.5p          42.8p          60.4p
 Underlying earnings per share for the year attributable to equity holders of
 the company:
 -              basic                                                            75.6p          80.4p          161.6p
 -              diluted                                                          73.5p          78.5p          154.9p

Underlying earnings per share is calculated in the same way as earnings per
share, but by reference to underlying profit after tax attributable to
shareholders. The tax rate applied has been adjusted for tax deductible
non-underlying costs, resulting in an adjusted tax rate of 26.9% (30 June
2024: 25.6%; 31 December 2024: 26.3%).

11  LOANS AND ADVANCES TO CUSTOMERS

 

                                       Unaudited     Unaudited     Audited
                                       30 June 2025  30 June 2024  31 December 2024
                                       £m            £m            £m
 Overdrafts                            21.6          23.6          15.9
 Investment management loan book       152.2         93.5          76.0
 Trust and financial planning debtors  2.2           2.9           2.5
 Other debtors                         0.4           0.3           1.9
 Less impairment loss allowance        (0.1)         -             (0.2)
                                       176.3         120.3         96.1

 

12  PROPERTY, PLANT AND EQUIPMENT

During the six months ended 30 June 2025, the Group purchased assets with a
cost of £1.7 million (six months ended 30 June 2024: £28.5 million; year
ended 31 December 2024: £46.9 million), relating to office fit-out and
refurbishment costs.

13  RIGHT-OF-USE ASSETS

                                                      Property  Equipment  Total
                                                Note  £m        £m         £m
 Cost
 At 1 January 2025                                    68.6      0.3        68.9
 Additions                                            0.2       -          0.2
 Disposals                                            (1.7)     (0.3)      (2.0)
 At 30 June 2025                                      67.1      -          67.1
 Depreciation and impairment
 At 1 January 2025                                    26.4      0.2        26.6
 Charge for the year                                  4.8       0.1        4.9
 Disposals                                            (1.4)     (0.3)      (1.7)
 At 30 June 2025                                      29.8      -          29.8
 Carrying amount at 30 June 2025 (unaudited)          37.3      -          37.3
 Carrying amount at 30 June 2024 (unaudited)          51.5      0.1        51.6
 Carrying amount at 31 December 2024 (audited)        42.2      0.1        42.3

 

14  INTANGIBLE ASSETS
                                                      Goodwill  Client          Software      Purchased  Total intangible assets

relationships
development
software

costs
                                                Note  £m        £m              £m            £m         £m
 Cost
 At 1 January 2025                                    506.8     659.0           17.2          54.4       1,237.4
 Purchased in the period                              -         6.0             -             0.2        6.2
 Disposals                                            -         (1.2)           -             -          (1.2)
 At 30 June 2025                                      506.8     663.8           17.2          54.6       1,242.4
 Amortisation and impairment
 At 1 January 2025                                    1.9       190.5           14.0          48.3       254.7
 Amortisation charge                                  -         22.2            0.8           1.5        24.5
 Disposals                                            -         (1.2)           -             -          (1.2)
 At 30 June 2025                                      1.9       211.5           14.8          49.8       278.0
 Carrying amount at 30 June 2025 (unaudited)          504.9     452.3           2.4           4.8        964.4
 Carrying amount at 30 June 2024 (unaudited)          500.3     484.5           3.7           9.3        997.8
 Carrying amount at 31 December 2024 (audited)        504.9     468.5           3.2           6.1        982.7

The total amount charged to profit or loss in the period, in relation to
goodwill and client relationship intangible assets, was £22.2 million (six
months ended 30 June 2024: £22.0 million; year ended 31 December 2024: £44.6
million).

The recoverable amounts of the operating segments to which goodwill is
allocated are assessed for impairment using value-in-use calculations. The
Group prepares cash flow forecasts derived from the most recent financial
budgets approved by the board, which cover the three year period from the end
of the current financial year. This is extrapolated for five years based on
recent historic annual revenue and cost growth for each group of CGU, adjusted
for significant historic fluctuations in industry growth rates where relevant,
as well as the Group's expectation of future growth.

At 31 December 2024, the pre-tax rate used to discount the forecast cash flows
was 16.1% for the Wealth Management CGU. This was based on a risk-adjusted
weighted average cost of capital. The Group judges that these discount rates
appropriately reflect the markets in which each CGU operates.

There was no indication of impairment to the goodwill allocated to the Wealth
Management CGU during the period. The Group has considered any reasonably
foreseeable changes to the assumptions used in the value-in-use calculations
and the level of risk associated with the cash flow projections. Based on this
assessment, no such change would result in an impairment of goodwill.

15  PROVISIONS FOR LIABILITIES AND CHARGES

                                                  Deferred,           Deferred        Legal & professional and      Property-  Onerous Contract  Total

consideration
compensation
related
                                                  variable costs
in business

combinations
                                                  to acquire client

                                                  relationship

                                                  intangible assets
                                            Note  £m                  £m              £m                            £m         £m                £m
 At 1 January  2024                               4.7                 3.3             4.9                           11.4       1.2               25.5
 Charged to profit or loss                        -                   -               (0.2)                         12.9       -                 12.7
 Unused amount credited to profit or loss         -                   -               (0.3)                         (2.3)      -                 (2.6)
 Net charge to profit or loss                     -                   -               (0.5)                         10.6       -                 10.1
 Other movements                                  5.0                 -               0.4                           -          -                 5.4
 Utilised/paid during the period                  (5.2)               (0.7)           (0.7)                         -          (1.2)             (7.8)
 At 30 June 2024 (unaudited)                      4.5                 2.6             4.1                           22.0       -                 33.2
 Charged to profit or loss                        -                   -               6.6                           0.2        3.1               9.9
 Unused amount credited to profit or loss         -                   -               (2.3)                         (2.6)      (0.2)             (5.1)
 Net charge to profit or loss                     -                   -               4.3                           (2.4)      2.9               4.8
 Other movements                                  6.6                 -               (0.4)                         -          -                 6.2
 Utilised/paid during the period                  (2.7)               -               (1.9)                         (11.2)     (0.3)             (16.1)
 At 31 December 2024 (audited)                    8.4                 2.6             6.1                           8.4        2.6               28.1
 Charged to profit or loss                        -                   -               1.2                           0.2        0.1               1.5
 Unused amount credited to profit or loss         -                   -               (0.4)                         -          -                 (0.4)
 Net charge to profit or loss                     -                   -               0.8                           0.2        0.1               1.1
 Other movements                                  6.0                 -               -                             -          -                 6.0
 Utilised/paid during the period                  (3.5)               (1.9)           (2.4)                         (0.3)      -                 (8.1)
 At 30 June 2025 (unaudited)                      10.9                0.7             4.5                           8.3        2.7               27.1
 Payable within 1 year                            0.4                 0.7             4.1                           2.9        2.7               10.8
 Payable after 1 year                             10.5                -               0.4                           5.4        -                 16.3
 At 30 June 2025 (unaudited)                      10.9                0.7             4.5                           8.3        2.7               27.1

DEFERRED, VARIABLE COSTS TO ACQUIRE CLIENT RELATIONSHIP INTANGIBLE ASSETS

Other movements in provisions relate to deferred payments to investment
managers and third parties for the introduction of client relationships, which
have been previously capitalised.

DEFERRED CONSIDERATION IN BUSINESS COMBINATIONS

Deferred Consideration in Business Combinations relates to Investec Wealth
& Investment's deferred consideration provision on their acquisition of
Murray Asset Management.

LEGAL AND PROFESSIONAL, AND COMPENSATION

During the ordinary course of business the Group may, from time to time, be
subject to complaints, as well as threatened and actual legal proceedings
(which may include lawsuits brought on behalf of clients or other third
parties) both in the UK and overseas. Any such material matters are
periodically reassessed, with the assistance of external professional advisors
where appropriate, to determine the likelihood of the Group incurring a
liability. In those instances where it is concluded that it is more likely
than not that a payment will be made, a provision is established to the
Group's best estimate of the amount required to settle the obligation at the
relevant statement of financial position date. The Group's best estimate is
based on legal advice and management's expectation of the most likely
settlement outcome, which in some cases is calculated by external professional
advisors. The timing of settlement of provisions for client compensation or
litigation is dependent, in part, on the duration of negotiations with third
parties.

 

PROPERTY-RELATED

Property-related provisions of £8.3 million relate to dilapidation provisions
expected to arise on leasehold premises held by the Group (30 June 2024:
£22.0 million; 31 December 2024: £8.4 million).

On 6 March 2024, the Group assigned its lease at 8 Finsbury Circus to a new
tenant. As part of the sale contract, the Group agreed to pay a reverse
premium of £11.2 million to the new tenant at the point the property was
vacated on completion. A provision for the full amount was recognised and
settled in the prior year.  At the date the lease was assigned, all existing
liabilities transferred to the new tenant, including the Group's £2.3 million
dilapidations obligation relating to the property. As a present obligation to
recognise the provision no longer existed, this liability was released to
profit or loss in the prior year.

ONEROUS CONTRACT

The onerous contract provision of £2.7 million (30 June 2024: £nil million;
31 December 2024: £2.6 million) relates to the estimated cost to exit
contracts that are no longer required as a result of the combination of
IW&I with Rathbones, where the term of the contract exceeds the period
over which IW&I, or the wider Rathbones Group, is expected to derive
benefit from that contract.

AMOUNTS PAYABLE AFTER ONE YEAR

Property-related provisions of £5.4 million are expected to be settled within
9 years of the statement of financial position date, which corresponds to the
longest lease for which a dilapidations provision is being held. Remaining
provisions payable after one year are expected to be settled within ten years
of the statement of financial position date.

16  SUBORDINATED LOAN NOTES

                                             Unaudited     Unaudited     Audited
                                             30 June 2025  30 June 2024  31 December 2024
                                             £m            £m            £m
 Subordinated loan notes
 -              face value                   40.0          40.0          40.0
 -              carrying value               39.9          39.9          39.9

Rathbones Group Plc holds £39.9 million of 10-year tier 2 notes with a call
option in October 2026 and annually thereafter. Interest is payable at a fixed
rate of 5.6% per annum until the first call option date in 2026, and at a
fixed rate of 4.9% over Compounded Daily SONIA thereafter.

An interest expense of £1.1 million has been recognised in the period (30
June 2024: £1.1 million; 31 December 2024: £2.3 million).

17  LONG-TERM BENEFITS

The Group operates two defined benefit pension schemes providing benefits
based on pensionable salary for staff employed by the company.

On 9 April 2024 both Schemes invested in a bulk annuity policy to match their
liabilities as part of a 'buy-in' process. The Schemes' assets are now
therefore almost entirely invested in bulk policies, with some residual funds
in the Schemes' bank accounts or cash deposits. In accordance with IAS 19, the
fair value of the bulk annuity policies has been calculated to be equal to the
value of the liabilities the policies cover.

In June 2023, the High Court handed down a judgement that casts doubt on the
validity of previous pension scheme amendments made by schemes which were
previously contracted out. This was in the Court Case of Virgin Media Limited
Vs NTL Pension Trustees II Limited, where it was determined that a Deed of
Amendment was not valid because the accompanying written actuarial
confirmation under Section 37 of the Pensions Act 1995 was not present. An
appeal to the ruling in July 2024 upheld the original ruling. The Government
issued an announcement on 5 June 2025 that legislation will be introduced to
give affected pension schemes the ability to retrospectively obtain written
actuarial confirmation that historic benefit changes met the necessary
standards. This provides comfort that any instances of historic non-compliance
with Section 37 may be rectified in future, although the detail behind the
Government's intentions is not yet available.

The Rathbone 1987 Scheme was never contracted out and so is not impacted by
this ruling, however there could be a potential impact on the Lawrence Keen
Scheme if any amendments are found to be invalid and the legislation
introduced by the Government does not provide the expected ability to
retrospectively amend the position. The impact is not currently known but
based on the information currently available, which has been assessed by the
Actuary, we have not identified this as material to the Group. We will
continue to monitor.

For the purposes of calculating the pension benefit obligations, the following
assumptions have been used:

                                                                  Unaudited     Unaudited     Audited
                                                                  30 June 2025  30 June 2024  31 December 2024
                                                                  % p.a         % p.a         % p.a
 Rate of increase of pensions in payment:
 - Laurence Keen Scheme                                           3.6           3.7           3.7
 - Rathbone 1987 Scheme                                           2.9           3.0           3.0
 Rate of increase of deferred pensions                            3.0           3.2           3.2
 Discount rate                                                    5.6           5.1           5.4
 Inflation(1)                                                     3.0           3.2           3.2
 Percentage of members transferring out of the schemes per annum  0.0           2.0           0.0
 Average age of members at date of transferring out (years)       n/a           52.5          n/a
 Average duration of defined benefit obligation (years):
 - Laurence Keen Scheme                                           11.0          12.0          12.0
 - Rathbone 1987 Scheme                                           15.0          16.0          15.0

1.    Inflation assumptions are based on the Retail Price Index

                       Unaudited 30 June 2025      Unaudited 30 June 2024      Audited 31 December 2024
                       Males         Females       Males         Females       Males          Females
 Retiring today        22.7          24.3          22.9          24.6          22.7           24.2
 Retiring in 20 years  24.3          26.0          24.4          26.2          24.2           25.9

The amount included in the statement of financial position arising from the
Group's obligations in respect of the schemes is as follows:

                                               Unaudited 30 June 2025      Unaudited 30 June 2024      Audited 31 December 2024
                                               Rathbone      Laurence      Rathbone      Laurence      Rathbone       Laurence
                                               1987 Scheme   Keen Scheme   1987 Scheme   Keen Scheme   1987 Scheme    Keen Scheme
                                               £m            £m            £m            £m            £m             £m
 Present value of defined benefit obligations  (78.7)        (6.0)         (85.1)        (6.6)         (81.7)         (6.2)
 Fair value of scheme assets                   78.9          6.3           85.3          6.8           81.9           6.5
 Total surplus                                 0.2           0.3           0.2           0.2           0.2            0.3

The Group made lump sum contributions into its pension schemes totalling £nil
during the period (during the period ended 30 June 2024: £3.7 million;
during the period ended 31 December 2024: £3.7 million).

 

18  SHARE CAPITAL, SHARE PREMIUM AND MERGER RESERVE

The following movements in share capital, share premium and the merger reserve
occurred during the period:

                                                         Share Capital  Convertible Share Capital  Exercise/          Share     Share     Merger    Total

capital
premium

£m
                                                         - Voting       - Non-voting shares(1)     issue price
£m
£m       reserve

Pence
£m
                                                         shares
 At 1 January  2024                                      90,584,129     17,481,868                 -                  5.4       312.3     824.4     1,142.1
 Shares issued:
 -              to Share Incentive Plan                  139,206        -                          1,556.0 - 1,790.0  -         2.3       -         2.3
 -              to Save As You Earn scheme               4,809          -                          1,365.0 - 1,365.0  -         0.1       -         0.1
 -              to Employee Benefit Trust                69,000         -                          5                  -         -         -         -
 At 30 June 2024 (unaudited)                             90,797,144     17,481,868                 -                  5.4       314.7     824.4     1,144.5
 Shares issued:
 -              to Share Incentive Plan                  178,107        -                          1,556.0 - 1,884.0  -         3.1       -         3.1
 -              to Save As You Earn scheme               1,369          -                          1,365.0 - 1,394.0  -         -         -         -
 -              to Employee Benefit Trust                948,900        -                          5                  0.1       -         -         0.1
 At 31 December 2024 (audited)                           91,925,520     17,481,868                 -                  5.5       317.8     824.4     1,147.7
 Cancellation of Share Premium                           -              -                          -                            (317.8)             (317.8)
 Shares issued:
 -              to Share Incentive Plan                  207,209        -                          1,562.0 - 1,718.0  -         3.4       -         3.4
 -              to Save As You Earn scheme               3,484          -                          1,394.0 - 1,394.0  -         -         -         -
 -              to Employee Benefit Trust                245,600        -                          5                  -         -         -         -
 At 30 June 2025 (unaudited)                             92,381,813     17,481,868                 -                  5.5       3.4       824.4     833.3
 1.   On 21 September 2023, the company issued to Investec Bank plc
 27,056,463 of ordinary shares at £17.22 per share, and 17,481,868 of
 convertible non-voting ordinary shares at £16.36 per share.

Following Court approval, on 11 June 2025, £317,824,953 of the Company's
share premium account was cancelled and converted to distributable retained
earnings to allow for more efficient management of shareholders' capital. The
cancellation had no net impact on the Company's total equity.

At 30 June 2025, the Group held 5,334,939 own shares (30 June 2024: 4,612,655;
31 December 2024: 5,948,213).

19  SHARE-BASED PAYMENTS

The Group recognised total expenses of £13.4 million (30 June 2024: £14.8
million, 31 December 2024: £29.1 million) in relation to share-based payment
transactions in the period. This includes the staff costs in relation to the
acquisition of IW&I (2024: This period also includes costs in relation to
the acquisitions of Speirs & Jeffrey and Saunderson House) reported within
acquisition-related costs (note 6).

20  FINANCIAL INSTRUMENTS

The Group does not currently hold any financial assets or liabilities measured
at fair value. During 2024, the Group sold its total remaining shares in
Euroclear, which were measured at fair value through profit or loss.

The fair values of the Group's financial assets and liabilities not measured
at fair value are not materially different from their carrying values with the
exception of the following:

•    Debt securities that are classified and measured at amortised cost
comprise bank and building society certificates of deposit, which have fixed
coupons, and treasury bills. The fair value of debt securities at 30 June 2025
was £1,802.5 million (30 June 2024: £1,393.4 million; 31 December 2024:
£1,249.4 million) and the carrying value was £1,800.9 million (30 June 2024:
£1,392.9million; 31 December 2024: £1,278.2 million). Fair value is based on
market bid prices and hence would be categorised as level 1 within the fair
value hierarchy.

•    Subordinated loan notes (note 16) represent Tier 2 capital for
regulatory capital purposes. The fair value of the loan notes at 30 June 2025
was £33.1 million (30 June 2024: £35.5 million; 31 December 2024: £34.2
million) and the carrying value was £39.9 million (30 June 2024: £39.9
million; 31 December 2024: £39.9 million). Fair value of the loan notes is
based on discounted future cash flows using current market rates for debts
with similar remaining maturity, and hence would be categorised as level 2
within the fair value hierarchy.

EXPECTED CREDIT LOSS PROVISION

The expected credit loss provision is recalculated on a quarterly basis and
recognised in the statement of financial position. The provision calculated
is immaterial.

 

 

 

 

 

 

21  CONTINGENT LIABILITIES AND COMMITMENTS

1.  Indemnities are provided in the normal course of business to a number of
directors and employees who provide tax and trust advisory services in
connection with them acting as trustees and/or directors of client companies
and providing other services.

2.  Capital expenditure authorised and contracted for at 30 June 2025 but not
provided for in the condensed consolidated interim financial statements
amounted to £1.8 million (30 June 2024: £14.2 million; 31 December 2024:
£1.1 million).

3.  The contractual amounts of the Group's commitments to extend credit to
its clients are as follows:

                                                  Unaudited     Unaudited     Audited
                                                  30 June 2025  30 June 2024  31 December 2024
                                                  £m            £m            £m
 Undrawn commitments to lend of 1 year or less    13.4          14.5          11.5
 Undrawn commitments to lend of more than 1 year  7.4           0.6           3.3
                                                  20.8          15.1          14.8

4.  The arrangements put in place by the Financial Services Compensation
Scheme (FSCS) to protect depositors and investors from loss in the event of
failure of financial institutions may result in significant levies on the
industry. The financial impact of unexpected FSCS levies is largely out of the
Group's control as they result from other industry failures.

 

22  CASH AND CASH EQUIVALENTS

For the purpose of the consolidated interim statement of cash flows, cash and
cash equivalents comprise the following balances with less than three months
until maturity from the date of acquisition:

                                     Unaudited     Unaudited     Audited
                                     30 June 2025  30 June 2024  31 December 2024
                                     £m            £m            £m
 Cash and balances at central banks  1,811.0       1,033.0       1,166.0
 Loans and advances to banks         277.0         230.3         293.2
 At 31 December                      2,088.0       1,263.3       1,459.2

 

Cash flows arising from issue of ordinary shares comprise:

 

                                                                Unaudited      Unaudited      Audited
                                                                Six months to  Six months to  Year to
                                                                30 June 2025   30 June 2024   31 December 2024
                                                          Note  £m             £m             £m
 Share capital issued                                     18    -              -              0.1
 Share premium on shares issued                           18    3.4            2.4            5.5
 Proceeds from issue of share capital                           3.4            2.4            5.6
 Shares repurchased or issued and placed into own shares        (13.3)         (8.9)          (22.0)
 Net repurchase of ordinary shares                              (9.9)          (6.5)          (16.4)

During the current period, £13.3 million of shares were either repurchased or
issued and placed into the Group employee benefit trust (30 June 2024: £8.9
million; 31 December 2024: £22.0 million).

23  RELATED PARTY TRANSACTIONS

The key management personnel of the Group are defined as the company's
directors and other members of senior management who are responsible for
planning, directing and controlling the activities of the Group.

Dividends totalling £0.2 million were paid in the period (six months ended 30
June 2024: £0.1 million; year ended 31 December 2024: £0.2 million) in
respect of ordinary shares held by key management personnel.

At 30 June 2025, key management personnel and their close family members had
gross outstanding deposits of £1.2 million (30 June 2024: £2.2 million; 31
December 2024: £0.9 million). A number of the company's directors and their
close family members make use of the services provided by companies within the
Group. Charges for such services are made at various staff rates.

As a result of the IW&I transaction on 21 September 2023, Rathbones Group
Plc is an associate of Investec Bank plc. Investec Bank plc currently provide
services to Rathbones Group Plc under a Transitional Services Agreement
(TSA), entered into on acquisition of IW&I. In April 2024 an Outsourced
Service Agreement (OSA) was established.

As at 30 June 2025 there was a net payable balance with Investec Bank plc of
£1.1 million (30 June 2024: £16.9 million; 31 December 2024: £6.2
million). The balance outstanding as at the reporting date is predominantly
related to outsourced costs incurred under the OSA.

The total expense recognised for TSA and OSA services in the period are as
follows:

                                         Unaudited      Unaudited      Audited
                                         Six months to  Six months to  Year to
                                         30 June 2025   30 June 2024   31 December 2024
                                         £m             £m             £m
 Expense incurred under TSA              3.0            6.5            10.7
 Expense incurred under OSA              7.4            4.5            13.4
 Expenses incurred on behalf of clients  -              -              0.5
                                         10.4           11.0           24.6

IW&I partially sublets certain office space to subsidiary companies of
Investec Bank plc and charges Investec Bank plc for the use of research. Total
fees receivable under these arrangements at 30 June 2025 are as follows:

                Unaudited      Unaudited      Audited
                Six months to  Six months to  Year to
                30 June 2025   30 June 2024   31 December 2024
                £m             £m             £m
 Research fees  -              0.3            0.2
 Property fees  0.2            0.2            0.4
                0.2            0.5            0.6

One Group subsidiary, Rathbones Asset Management Limited, has authority to
manage the investments within a number of unit trusts. During the first half
of 2025, the Group managed 27 unit trusts, Sociétés d'Investissement à
Capital Variable (SICAVs) and open-ended investment companies (OEICs)
(together, 'collectives') (six months ended 30 June 2024: 28 collectives;
year ended 31 December 2024: 28 collectives).

The Group charges each fund an annual management fee for these services, but
does not earn any performance fees on the unit trusts. The management charges
are calculated on the bases published in the individual fund prospectuses,
which also state the terms and conditions of the management contract with the
Group.

The following transactions and balances relate to the Group's interest in the
unit trusts:

                        Unaudited      Unaudited      Audited
                        Six months to  Six months to  Year to
                        30 June 2025   30 June 2024   31 December 2024
                        £m             £m             £m
 Total management fees  41.9           40.4           82.7

Total management fees are included within 'fee and commission income' in the
consolidated interim statement of comprehensive income.

                                    Unaudited      Unaudited      Audited
                                    Six months to  Six months to  Year to
                                    30 June 2025   30 June 2024   31 December 2024
                                    £m             £m             £m
 Management fees owed to the Group  7.1            6.9            7.2

Management fees owed to the Group are included within 'accrued income' and
holdings in unit trusts were classified as 'fair value through profit or loss'
in the consolidated interim statement of financial position. The maximum
exposure to loss is limited to the carrying amount on the consolidated interim
statement of financial position as disclosed above.

All amounts outstanding with related parties are unsecured and will be settled
in cash. No guarantees have been given or received. No provisions have been
made for doubtful debts in respect of the amounts owed by related parties.

24  EVENTS AFTER THE BALANCE SHEET DATE

An interim dividend of 31.0p per share was declared on 29 July 2025 (note 9).

On 29 July 2025, the Rathbones Group Plc board authorised a share buyback
programme of the company's own shares to a total value of £50.0 million. The
buyback forms part of the Group's broader capital allocation strategy. Further
information relating to the buyback is set out in the Chief Executive's
report.

There have been no other material events occurring between the balance sheet
date and 29 July 2025

REGULATORY CAPITAL

 

SUMMARY OF FINANCIAL POSITIONS

As a banking group, Rathbones is required to operate in accordance with the
requirements relating to capital resources and banking exposures prescribed by
the Capital Requirements Regulation, as applied in the UK by the Prudential
Regulation Authority (PRA). The Group is required to ensure it maintains
adequate capital resources to meet its combined Pillar 1 and Pillar 2
requirements.

 TABLE 1. GROUP'S FINANCIAL POSITION

                                                                        Unaudited         Unaudited         Audited
                                                                        30 June 2025      30 June 2024      31 December 2024
                                                                        £m                £m                £m

                                                                        (unless stated)   (unless stated)   (unless stated)
 Own funds(1)
 -              Common Equity Tier 1 ratio(2)                           17.4%             18.1%             19.0%
 -              Total own funds ratio(3)                                18.8%             19.8%             20.6%
 -              Total retained earnings                                 576.6             283.9             279.8
 -              Tier 2 subordinated loan notes(4)                       39.9              39.9              39.9
 -              Total risk exposure amount                              2,735.9           2,467.4           2,521.9
 -              Leverage ratio(5)                                       15.9%             17.3%             21.1%
 Other resources:
 -              Total assets                                            5,648.6           4,488.0           4,290.1
 -              Treasury assets(6)                                      275.2             2,656.2           2,737.4
 -              Investment Management loan book(7)                      152.2             93.5              76.0
 -              Intangible assets from acquired growth(8)               452.3             484.5             468.5
 -              Tangible assets and software(9)                         255.4             52.4              62.5
 Liabilities:
 -              Due to customers(10)                                    3,660.3           2,298.8           2,352.1
 -              Net defined benefit pension asset                       0.5               0.4               0.5
 1.   Stated inclusive of the retained profit for the period ended 30 June
 2025

 2.  Common Equity Tier 1 capital as a proportion of total risk exposure
 amount

 3.  Total own funds (see table 2) as a proportion of total risk exposure
 amount

 4.  Represents the carrying value of the Tier 2 loan notes (see note 16)

 5.  Tier 1 capital as a percentage of total assets, excluding intangible
 assets, plus certain off-balance-sheet exposures

 6.  Balances with central banks, loans and advances to banks and investment
 securities

 7.  See note 11 to the financial statements

 8.  Net book value of acquired client relationships and goodwill (note 14)

 9.  Net book value of property, plant and equipment and computer software
 (notes 12 and 14)

 10.  Total amounts of cash in client portfolios held by Rathbones Investment
 Management as a bank

The Group's annual Pillar 3 disclosures and interim key metrics are published
on our website (rathbones.com/investor-relations/results-and-presentations
(https://www.rathbones.com/investor-relations/results-and-presentations) ) and
provide further details about regulatory capital resources and requirements.
The Group's key financial positions are set out in table 1.

The migration of clients from IW&I has had a notable impact on the Group's
financial position, primarily through the inflow of liquidity and associated
client deposit liabilities. As clients transitioned, RIM experienced an uplift
of approximately £1.3 billion in balances due to customers, as client
deposits moved from a client money model (as applied by IW&I) to a banking
model within RIM.

Simultaneously, treasury assets and lending to customers have collectively
increased by £1.3 billion, reflecting the transfer of client monies
previously held off balance sheet under IW&I to RIM. Lending increased
primarily due to the novation of portfolio-secured lending arrangements for a
proportion of IW&I clients from Investec Bank Plc. These changes have
resulted in a higher credit risk requirement, and the increase in balance
sheet size has consequently led to a reduction in both capital and leverage
metrics compared to 31 December 2024.

Overall, the migration has served as a catalyst for strengthening the Group's
financial position, offering immediate liquidity benefits and supporting
longer-term capital efficiency.

CAPITAL RESOURCES

At 30 June 2025, the Group's regulatory own funds were £514.4 million (HY
2024: £487.6 million). This figure is prior to taking into account the
proposed interim dividend relating to 2025. Own funds consisted of both
Common Equity Tier 1 and Tier 2 capital (see table 2).

 TABLE 2. GROUP'S REGULATORY OWN FUNDS(1)

                                  Unaudited     Unaudited     Audited
                                  30 June 2025  30 June 2024  31 December 2024
                                  £m            £m            £m
 Share capital and share premium  8.9           320.1         323.3
 Reserves                         1,395.8       1,078.3       1,104.2
 Less:
 Own shares                       (65.5)        (61.1)        (68.1)
 Intangible assets(2)             (864.3)       (889.3)       (878.7)
 Retirement benefit asset(3)      (0.5)         (0.4)         (0.5)
 Common Equity Tier 1 own funds   474.4         447.6         480.2
 Tier 2 own funds                 40.0          40.0          40.0
 Total own funds                  514.4         487.6         520.2
 1.    Stated inclusive of the retained profit for the period ended 30 June
 2025.

 2.   Net book value of goodwill, client relationship intangible assets and
 software is deducted directly from own funds, less any related  deferred tax

 3.   The retirement benefit asset is deducted directly from own funds

The Tier 2 eligible own funds equate to £40.0 million of ten-year
subordinated loan notes, which were issued in October 2021 and have a
carrying value of £39.9 million. The notes introduced a small amount of
gearing into the balance sheet as a way of financing future growth in a
cost-effective and capital-efficient manner. They are repayable in October
2031, with a call option for the issuer annually from 2026. Interest is
payable at a fixed rate of 5.6% per annum until the first option call date,
and at a rate of 4.9% over Compound Daily SONIA thereafter (note 16 (#3353) ).

CAPITAL REQUIREMENT

The Group's own funds requirement (see table 3) is the combined total of both
the Group's Pillar 1 and Pillar 2 requirement. The Pillar 2 requirement
consists of both the Pillar 2A, set by the PRA, and the combined regulatory
buffer requirement.

 TABLE 3. GROUP'S OWN FUNDS REQUIREMENTS

                                                      Unaudited     Unaudited     Audited
                                                      30 June 2025  30 June 2024  31 December 2024
                                                      £m            £m            £m
 Credit risk requirement                              91.8          75.6          75.2
 Market risk requirement                              -             -             0.0
 Operational risk requirement                         126.7         121.8         126.6
 Pillar 1 own funds requirement                       218.5         197.4         201.8
 Pillar 2A own funds requirement                      0.6           39.5          0.6
 Total Capital Requirement (TCR)                      219.1         236.9         202.4
 Combined buffer:
 Capital Conservation Buffer (CCB)                    68.3          61.7          63.0
 Countercyclical Capital Buffer (CCyB)                48.6          43.4          47.6
 Total Capital Requirement (TCR) and Combined buffer  336.0         342.0         313.0

 

ALTERNATIVE PERFORMANCE MEASURES

 

Alternative Performance Measures (APM) are financial measures of historical or
future financial performance, financial position, or cash flow, other than a
financial measure under IFRS.

The following table provides a reconciliation of underlying performance
measures to the closest equivalent IFRS measure:

                                                           Unaudited      Unaudited      Audited
                                                           Six months to  Six months to  Year to
                                                           30 June 2025   30 June 2024   31 December 2024
                                                           £m             £m             £m
 Operating income                                          449.1          447.4          895.9
 Underlying operating expenses                             (341.4)        (335.3)        (668.3)
 Underlying profit before tax(1)                           107.7          112.1          227.6
 Charges in relation to client relationships and goodwill  (22.2)         (22.0)         (44.6)
 Acquisition-related and integration costs                 (23.2)         (24.8)         (83.4)
 Profit before tax                                         62.3           65.3           99.6
 Taxation                                                  (17.9)         (19.8)         (34.1)
 Profit after tax                                          44.4           45.5           65.5
 Operating margin                                          13.9%          14.6%          11.1%
 Underlying operating margin(2)                            24.0%          25.1%          25.4%
 Weighted average number of shares in issue                104.1          103.7          103.7
 Earnings per share (p)                                    42.6p          43.9p          63.0p
 Underlying earnings per share (p)(3)                      75.6p          80.4p          161.6p
 1.   Operating income less underlying operating expenses

 2.   Underlying profit before tax as a percentage of operating income

 3.   Underlying profit after tax divided by the weighted average number of
 shares in issue

INTEGRATION SYNERGIES (GROUP CEO'S REVIEW)

Cost synergies arising in relation to the integration of Rathbones and
IW&I are quantified by reference to the cost base for the 2022 financial
year, being the baseline for synergy measurement. Synergies are deemed to have
been delivered at the point the related action  impacts the consolidated
statement of comprehensive income. The term 'run rate' refers to the annual
cost saving that will arise from the point of delivery onwards.
CHARGES IN RELATION TO CLIENT RELATIONSHIP INTANGIBLE ASSETS AND GOODWILL
(NOTE 14)

As explained in notes 1.14 and 2.1 of the annual report and accounts
(https://www.rathbones.com/sites/main/files/wealth-management/results_and_presentations/files/rathbones_group_plc_annual_report_and_accounts_2024.pdf)
for the year ended 31 December 2024, client relationship intangible assets
are recognised when the Group acquires a business or investment management
contracts as a result of the recruitment of experienced investment managers
who have the capability to attract significant FUMA to the Group.

ACQUISITION-RELATED COSTS (NOTE 6)
Acquisition and integration related costs are significant non-recurring costs
which arise from strategic investments to grow the business rather than from
the business' operating activities and are therefore excluded from underlying
results.

These costs primarily comprise professional fees directly related to the
execution of the relevant transaction, certain elements of deferred
consideration which are conditional upon continuing employment with the Group
and the costs of integrating the acquired businesses with those of the
existing Group.

Deferred consideration costs are generally significant payments that form part
of the total consideration payable under the terms of the acquisition
agreement and are considered to be capital in nature, reflecting the cost to
acquire the business and the transfer of its ownership. However, in accordance
with IFRS 3, any deferred consideration that is payable to former shareholders
of the acquired business who are required to remain in employment with the
Group must be treated as remuneration and are therefore expensed to the income
statement over the period to which the employment condition applies.

During the six months ended 30 June 2025, £7.7 million of deferred incentive
payments (30 June 2024: £6.5 million; 31 December 2024: £19.2 million) and
£15.5 million of integration costs (30 June 2024: £18.3 million; 31 December
2024: £64.2 million) were charged to the income statement.

TAXATION (NOTE 8)

The corporation tax charge for the six months ended 30 June 2025 was £17.9
million (30 June 2024: £19.8 million; 31 December 2024: £34.1 million) (see
note 8 (#2903) ). The effective tax rate for the period ended 30 June 2025 is
28.7% (30 June 2024: 30.3%; 31 December 2024: 34.2%). The reduction in the
effective tax rate reflects the reduction in acquisition related costs,
resulting in fewer disallowable expenses.

BASIC EARNINGS PER SHARE (NOTE 10)

Basic earnings per share for the six months ended 30 June 2025 were 42.6p (30
June 2024: 43.9p; 31 December 2024: 63.0p).  On an underlying basis, basic
earnings per share were 75.6p at 30 June 2025, compared to 80.4p at 30 June
2024 (31 December 2024: 161.6p). The decrease in the period reflects the
reduction in profit due to the impact of market volatility at the end of the
first quarter.

STATEMENT OF DIRECTORS' RESPONSIBILITIES IN RESPECT OF THE INTERIM STATEMENT

 

CONFIRMATIONS BY THE BOARD

We confirm to the best of our knowledge:

•    the condensed set of financial statements has been prepared in
accordance with United Kingdom adopted International Accounting Standard 34;

•    the interim management report includes a fair view of the
information required by:

(a)   DTR 4.2.7R of the Disclosure Guidance and Transparency Rules, being an
indication of important events that have occurred during the first six months
of the financial year and their impact on the condensed set of financial
statements; and a description of the principal risks and uncertainties for the
remaining six months of the year; and

(b)   DTR 4.2.8R of the Disclosure Guidance and Transparency Rules, being
related party transactions that have taken place in the first six months of
the current 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 the last annual report that could
do so.

GOING CONCERN BASIS OF PREPARATION

Details of the Group's results, cash flows and resources, together with an
update on the risks it faces and other factors likely to affect its future
development, performance and position, are set out in this interim management
report.

Group companies are regulated by the PRA and FCA and perform annual capital
adequacy and liquidity assessments, which include the modelling of certain
severe but plausible stress scenarios. The Group publishes Pillar 3
disclosures annually on its website, which provide further detail about its
regulatory capital resources and requirements. During the first half of 2025,
and as at 30 June 2025, the Group was primarily equity-financed with £40.0
million of Tier 2 debt which represents 7.8% of the Group's total capital.

The Group's financial projections and the capital adequacy and liquidity
assessments provide comfort that the Group has adequate financial and
regulatory resources to continue in operational existence for the foreseeable
future. Accordingly, we continue to adopt the going concern basis of
accounting in preparing the condensed consolidated interim financial
statements. In forming our view, we have considered the company's prospects
for a period exceeding 12 months from the date the condensed consolidated
interim financial statements are approved.

By order of the board

PAUL STOCKTON

GROUP CHIEF EXECUTIVE OFFICER

29 July 2025

INDEPENDENT REVIEW REPORT TO RATHBONES GROUP PLC

 

CONCLUSION

We have been engaged by the company to review the condensed set of financial
statements in the half-yearly financial report for the six months ended 30
June 2025 which comprises the consolidated interim statement of comprehensive
income, consolidated interim statement of changes in equity, consolidated
statement of financial position and consolidated interim statement of cash
flows and related notes 1 to 24.

Based on our review, nothing has come to our attention that causes us to
believe that the condensed set of financial statements in the half-yearly
financial report for the six months ended 30 June 2025 is not prepared, in all
material respects, in accordance with United Kingdom adopted International
Accounting Standard 34 and the Disclosure Guidance and Transparency Rules of
the United Kingdom's Financial Conduct Authority.

BASIS FOR CONCLUSION

We conducted our review in accordance with International Standard on Review
Engagements (UK) 2410 "Review of Interim Financial Information Performed by
the Independent Auditor of the Entity" issued by the Financial Reporting
Council for use in the United Kingdom (ISRE (UK) 2410). A review of interim
financial information consists of making inquiries, primarily of persons
responsible for financial and accounting matters, and applying analytical and
other review procedures. A review is substantially less in scope than an audit
conducted in accordance with International Standards on Auditing (UK) and
consequently does not enable us to obtain assurance that we would become aware
of all significant matters that might be identified in an audit. Accordingly,
we do not express an audit opinion.

As disclosed in note 1, the annual financial statements of the Group are
prepared in accordance with United Kingdom adopted international accounting
standards. The condensed set of financial statements included in this
half-yearly financial report has been prepared in accordance with United
Kingdom adopted International Accounting Standard 34, "Interim Financial
Reporting".

CONCLUSION RELATING TO GOING CONCERN

Based on our review procedures, which are less extensive than those performed
in an audit as described in the Basis for Conclusion section of this report,
nothing has come to our attention to suggest that the directors have
inappropriately adopted the going concern basis of accounting or that the
directors have identified material uncertainties relating to going concern
that are not appropriately disclosed.

This Conclusion is based on the review procedures performed in accordance with
ISRE (UK) 2410; however future events or conditions may cause the entity to
cease to continue as a going concern.

RESPONSIBILITIES OF THE DIRECTORS

The directors are responsible for preparing the half-yearly financial report
in accordance with the Disclosure Guidance and Transparency Rules of the
United Kingdom's Financial Conduct Authority.

In preparing the half-yearly financial report, the directors are responsible
for assessing the Group's ability to continue as a going concern, disclosing
as applicable, matters related to going concern and using the going concern
basis of accounting unless the directors either intend to liquidate the
company or to cease operations, or have no realistic alternative but to do so.

AUDITOR'S RESPONSIBILITIES FOR THE REVIEW OF THE FINANCIAL INFORMATION

In reviewing the half-yearly financial report, we are responsible for
expressing to the company a conclusion on the condensed set of financial
statements in the half-yearly financial report. Our Conclusion, including our
Conclusion Relating to Going Concern, are based on procedures that are less
extensive than audit procedures, as described in the Basis for Conclusion
paragraph of this report.

USE OF OUR REPORT

This report is made solely to the company in accordance with ISRE (UK) 2410.
Our work has been undertaken so that we might state to the company those
matters we are required to state to it in an independent review report and
for no other purpose. To the fullest extent permitted by law, we do not accept
or assume responsibility to anyone other than the company, for our review
work, for this report, or for the conclusions we have formed.

 

DELOITTE LLP

STATUTORY AUDITOR

London, United Kingdom

29 July 2025

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