REG - River Global PLC River Global - RVRB - 2025 Half-year Report
30/06/2025 07:00
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RNS Number : 8561O River Global PLC 30 June 2025
30th June 2025
LEI: 213800LFMHKVNTZ7GV45
River Global PLC
("River Global" or the "Company")
Formerly AssetCo plc
2025 Half-year Report
for the six months ended 31 March 2025
Change of Nominated Adviser
River Global is pleased to announce the appointment of Panmure Liberum Limited
as the Company's Nominated Adviser and Sole Broker with immediate effect
following publication of this announcement.
Registered number: 04966347
Highlights
· Loss on earnings before interest, tax, depreciation (other than
premises leasing) and amortisation ("EBITDA") reduced to £0.2m on a
consolidated basis after adjusting for exceptional items. No operations were
discontinued during the period.
· The total loss for the period was £1.6m.
· Breaking this out by share class:
A Ordinary Shares B Shares
EBITDA excluding exceptionals -£1.5m £1.3m
Profit/loss overall -£2.8m £1.2m
· For A Ordinary Shares:
o Further progress in consolidation of the asset management business; end
goal in sight.
o Existing joint venture with Jonathan Knowles making progress; further
joint venture with overseas wealth manager at an advanced stage of development
o Robust investment performance over three and five year periods
o Outflows of £377m for financial year to end May 2025 (excluding
previously advised institutional outflow) reflect continuing challenges in the
active asset management industry
· For B Shares:
o Strong progress at Parmenion with assets under management or
administration rising to £13.1bn and revenues to £50.2m in financial year
ending December 2024
o Unchanged assessment of value at £75 - 90m.
Martin Gilbert, Executive Chairman of River Global PLC, commented:
"Another period of on-going geo-political turmoil has done nothing to calm
investor nerves and continues to create extremely challenging conditions for
the active asset management industry. Some of the fallout of this unsettled
the seemingly unstoppable rise of the huge US growth stocks and may yet shine
a light on the benefits of selective active stock-picking but, in the
meantime, our focus remains on holding our nerve for the longer term and
driving ever greater efficiencies for our business.
With the loss on earnings before interest, tax, depreciation and amortisation
reduced to £0.2m on a consolidated basis for this half year period,
profitability for the consolidated group is tantalisingly close but
frustratingly still just out of our grasp in the period.
We were pleased to see our share split deliver an appreciable uplift in
aggregate value and subsequent trading has begun to diversify the two
shareholder bases. We have broken our results out separately for A and B
shareholders accordingly and hope that shareholders find this helpful.
The remainder of this financial year remains about completing the
consolidation journey for our asset management business and getting ourselves
in the best shape we can be for these difficult market conditions. We look
forward to the launch of our joint venture with an overseas wealth manager in
the early part of our next financial year and to building momentum for our
nascent venture with Jonathan Knowles and his Compound Equity Group."
For further information, please contact:
River Global PLC Deutsche Numis
Gary Marshall, CFOO Nominated adviser and joint broker
Martin Gilbert, Chairman Giles Rolls / Charles Farquhar
Tel: +44 (0) 7788 338157 Tel: +44 (0) 20 7260 1000
Panmure Liberum Limited H/Advisors
Joint broker Neil Bennett / Rachel Cohen
Stephen Jones / Atholl Tweedie Tel: +44 (0) 20 7379 5151
Tel: +44 (0) 20 7886 2500
For further details, visit the website, https://www.riverglobalplc.com/
Tickers: AIM: RVRB.L and RVRG.L
Chairman's Statement
Share re-organisation
Our proposals to re-organise the share structure for the Group were
overwhelmingly supported with some 99% of voting shareholders being in favour.
The issuance of new A ordinary and new B shares took effect on 6 March and
delivered an appreciable uplift in aggregate value when compared with the
pre-organisation share price. Trading activity in the two share classes has
progressed independently with greater distinction in holdings amongst
shareholders emerging over time. We have introduced a breakdown of results
attributable to the A and B shares separately in these accounts and hope this
proves useful to shareholders.
Section A: Commentary in relation to A Ordinary Shares having rights which
exclude the Company's structured equity interest in Parmenion
Introduction
The six months ended 31 March 2025 saw no break in the on-going contraction
afflicting the active asset management industry. Geopolitical developments
hardly helped with devastating wars continuing to rage in Ukraine and the
Middle East, and the election of Donald Trump ushering in a period of
unpredictable global disruption. Closer to home, a shaky start to Labour's
elevation to government with the first Labour budget for a decade and a half
characterised by record tax rises and increased borrowings, impacting both
consumer and corporate confidence. These and other challenges meant that the
net effect for the UK funds industry was a further £7.4bn of outflows during
the period (source: Investment Management Association). Against this
challenging background, our business continues to play to its strengths and
adapt.
River Global took its share of the resultant pain and (excepting a large
institutional outflow) the Group saw general outflows of some £322m in assets
under management over the period. I had already commented, in announcing our
annual results, on the outflow from the loss of a US institutional client just
mentioned which is expected to be largely offset by a pipeline win effectively
cancelling the loss out. Funding of that pipeline win has been delayed from
April to September this year but is otherwise well progressed. While market
conditions for our asset management business remain far from ideal, River
Global has maintained a team of talented and experienced investment
professionals that can help our clients achieve their investment outcomes from
our range of UK and Global strategies even in these challenging times, while
providing material upside for the business, as and when market conditions
improve. In this context, we remain supportive of the Government's vision to
grow and enhance the competitiveness of the UK world-leading financial
services sector and are now starting to see tangible evidence of these reforms
taking effect. Recent market rotation has reminded investors, especially those
in global strategies, of the need to have diversified investment exposure and
River Global having four differentiated and distinct offerings, as well as an
established expertise in smaller and mid-sized companies, is well placed to
deliver just that.
Progress in consolidation
One of our major milestones in operational consolidation was achieved at the
end of February 2025 - as reported with our annual results in March - and we
have continued to build on that by integrating a further fund into the River
Global funds umbrella. This has the result that SVM Asset Management, the
Group's Authorised Corporate Director, is now overseeing all UK-domiciled
open-end funds for the Group and contributing revenues for doing so. We are
within sight of our final goal of consolidating all UK fund services with a
single provider, delivering a much simplified and more efficient operating
model, and expect to achieve that during this financial year.
Joint venture progress
We have worked closely in partnership with our prospective joint venture
partner - an offshore wealth manager - to develop their new range of funds for
which we will be appointed as Investment Manager, overseeing discretionary
sub-investment managers. These are now at an advanced stage of development and
regulatory approval and the current expectation is that they will be launched
around the beginning of our new financial year. The project envisages the
transfer of existing business into these funds so that quantum can be
predicted with some degree of confidence and the expectation is of assets
under management rising to over €1bn in the first 6-12 months after launch -
and continuing apace for some time after that. Our limited oversight role
yields a relatively small percentage fee but on a substantial book of assets
and at minimal additional cost to us, leveraging existing infrastructure.
Funds managed by Jonathan Knowles, of Compound Equity Group, with whom we
commenced a joint venture in August 2024, have seen on-going net inflows
during the period, raising just under £20m year to date which is a creditable
performance for this new venture as it seeks to build a track record and gain
momentum.
Financials
The analysis of revenue and results by commercial activity for the six months
ended 31 March 2025 shows revenues of £6.1m (31 March 2024: £6.9m) and an
overall loss before taxation for the A share business interest of £2.8m (31
March 2024: -£4.2m) which evidences further progress in cost cutting and
towards our goal of profitability. Excluding discontinued operations (which
were included in the previous six month period) and adjusting for exceptional
items, earnings before interest, tax, depreciation (other than premises
leasing) and amortisation ("EBITDA") for the six months to end March 2025 for
the A share business interest was a loss of £1.5m compared with £2.9m as at
31 March 2024.
Outlook
We are under little illusion that market conditions will become less
challenging near term. Interestingly, however, the effect of some of the
global disruption we have been seeing is to shine a light on the benefits of
active asset management and demonstrate that the "magnificent seven" are not
invulnerable. We have seen an uptick in both performance and interest in some
of our funds as a result.
Profitability is tantalisingly close and we had hoped to get closer to run
rate profitability during this reporting period. Sadly, the downturn in
investor confidence, and the redemptions which followed, in the first quarter
of this financial year set us back in that context and, taken together with
the earlier referenced loss of a US client, represented too much lost ground
for us to make up. However, the on-boarding of a new UK institutional client
expected around the end of this financial year should give us a helpful boost
going into the new financial year in October. We are also making good headway
in our most recent plans to cut costs by a further £2.5m per annum, the
majority of which we hope to be effective before year end.
Management Evolution
Part of those cost savings plans involve some re-structuring of our management
team and your Board recently agreed with Alex Hoctor-Duncan, CEO of River
Global's asset management business, that it is the right time for him to step
down and leave the business in the coming months. Alex has led the asset
management business through the transformation and significant re-design we
have been engaged on to deliver a simplified and stable platform that is well
positioned for growth. Having achieved these goals, the Board wishes to thank
Alex for his contribution and wishes him well for the future.
Alex's responsibilities within the streamlined River Global asset management
business have been allocated between Gary Marshall, Chief Finance and
Operations Officer for River Global PLC, and Matt Hudson, Chief Investment
Officer for River Global.
Section B: Commentary in relation to B Shares having rights to the Company's
structured equity interest in Parmenion
Financials
Parmenion recently announced its full-year results for the year ending
December 2024 reporting robust financial and operational performance. The
annual report and financial statements from the group show strong growth and
net flow performance. Assets increased by £2bn to £13.1bn by 31 December
2024 and revenue was up from £48.7m in 2023 to £50.2m in 2024. Operating
profit also increased to £17.5m up from £15.5m in 2023, with the group's
EBITDA rising from £17.9m to £20.1m in 2024.
The analysis of revenue and results by commercial activity for the six months
ended 31 March 2025 shows revenues for the River Global B shares (being
interest on the Parmenion loan, received by way of additional loan notes) of
£1.3m (31 March 2024: £1.2m) and an overall profit for the B share business
interest of £1.2m (31 March 2024: £1.2m). These are to be distinguished from
revenues for the underlying Parmenion business operations and reflect the
allocation of central overheads for the first time, as outlined in our
shareholder circular. There are no discontinued operations and adjusting for
exceptional items, earnings before interest, tax, depreciation (other than
premises leasing) and amortisation ("EBITDA") for the six months to end March
2025 for the B share business interest was £1.3m compared with £1.2m as at
31 March 2024.
Valuation Update
In January 2025, in the circular sent to shareholders at that time, we
reviewed the value of our structured 30% equity interest (before dilution for
management interests) in Parmenion. Based on recent discussions with the
Company's advisers, the Board believes that a value of between £75-90m
continues to represent a fair assessment of the value of the Company's
interest assuming an arm's length sale of Parmenion as a whole. The Company
expects to consult with advisers to undertake a valuation of the Parmenion
interest again next year and to publish the outcome of that consultation with
its full year results for the financial year ending September 2025.
Section C: Commentary in relation to the consolidated business of the Group
The income statement for the six months ended 31 March 2025 shows revenues of
£6.1m (31 March 2024: £6.9m) and a loss of £1.6m in total (31 March 2024:
£3.0m) which, as indicated above, evidences further progress in cost cutting
and towards our goal of profitability for our equities asset management
business. Excluding discontinued operations (which were included in the
previous six month period) and adjusting for exceptional items earnings before
interest, tax, depreciation (ex premises leasing) and amortisation ("EBITDA")
for the six months to end March 2025 was -£0.2m compared with -£1.3m as at
31 March 2024.
Martin Gilbert
Chairman
30(th) June 2025
BUSINESS REVIEW
Section A: Commentary in relation to A Ordinary Shares having rights which
exclude the Company's structured equity interest in Parmenion
The chart below shows the movement in active equities assets over the period.
It includes a c.£200m outflow relating to the loss of a US institutional
client in December which was referenced in our report for the previous
financial year. At that time we also reported that we had been selected to
manage a mandate delivering similar fees and of comparable size in terms of
assets under management for a UK institution. That remains the case and the
chart therefore includes the former and excludes the latter. Funding for the
latter is now expected in September rather than April as previously
anticipated but otherwise remains on track.
Outflows were unusually heavy in the first quarter of the financial year
commencing 1 October 2024, driven largely by investor concerns running into
the new government's first budget and the economic outlook for the UK
generally. The month of October 2024 alone saw outflows from funds across the
UK industry of over £4.5bn which, when considered in the context of total
outflows for the six months from 1 October 2024 to 31 March 2025 of £7.4bn,
underlines the degree of industry contraction at that time. Generally, the
industry numbers demonstrate just how difficult the current market continues
to be with only intermittent and modest periods of inflow offset by larger
irregular but recurring waves of outflows.
Performance
Investment performance for the Group's equities open-end funds measured at the
end of March 2025 is shown in the table below. Performance remains robust over
the three and five year periods with over 50% of funds (by assets under
management) outperforming peers in both time periods and a particular
improvement in the five-year performance result where over 60% of AUM are in
the first or second quartiles of their relevant competitor universes.
The three-year AUM performance continues to improve compared with our last
report with 9% of our AUM now in the first quartile and 46% in the second
quartile helped by improving returns over the last six months. For example,
our Global Recovery strategies were both in the first quartile over the
reporting period while the RGI Global Income & Growth Fund (formerly
Saracen Global Growth and Income), delivered another robust performance
(second quartile) over the period to consolidate its position in the top
quartile of the relevant universe over three and five years. The performance
of these strategies in the period is a good example of why our differentiated
approach to managing client assets, in particular within global equities, is
both highly relevant and can provide clients with diversification against
other global strategies that are either index constrained or index tracking.
Within our UK fund strategies, the RGI UK Smaller Listed Companies Fund was a
solid performer in the period building on its long-term track record of strong
risk adjusted returns within its sector. While some of our more cyclically
exposed UK strategies have struggled more recently, we were pleased that the
RGI UK Recovery Fund, managed by industry veteran and advocate for UK
equities, Hugh Sergeant, was awarded the 2025 Lipper Award for best fund over
10 years in the UK Equity category.
All of our investment strategies have capability and expertise in identifying
stock opportunities outside of the largest "mega-cap" areas of their
respective equity markets. Investing outside "mega caps" generally and
particularly in global strategies investing outside the dominant US growth
stocks has been a headwind for competitive returns at times. For example, in
the UK, the performance of smaller companies has lagged the performance of the
wider market to a greater extent and duration than in any previous market
cycle. However, we believe that the capability to exploit the opportunities
outside the "mega-caps" that dominate many equities indices, will be critical
to delivering investment performance in the coming cycle and will add value to
our client portfolios. We are well paced in this regard.
Our investment capabilities are built on a combination of our talented and
experienced investment teams and our robust investment platform. Matt Hudson
has recently been appointed as Chief Investment Officer for our asset
management business and will lead the development of our investment
capabilities. The investment teams that manage our clients assets share a
common belief in the value of active management and the importance of
differentiated and distinct fund strategies and our portfolio managers and
analysts have a demonstrable record of stock picking generally as well as
particular expertise in smaller and mid-sized companies across UK and global
equity markets.
Over the last three years, we have been investing to strengthen and expand the
capabilities of our investment platform, including the quantitative analysis
that underpins and supports the majority of our investment strategies. We are
currently exploring the potential for a number of new strategies, based on our
existing investment management capabilities, that are both synergistic with
our current Fund range and will allow us to leverage our investment platform
to the benefit of both investors and shareholders.
Annualised Revenue Breakdown by Business Type (as at 31 March 2025)
AuM (£m) Weighted average fee rate, net of rebates (bp) Gross annualised revenue net of rebates (£000s)
Wholesale (excluding joint ventures) 1,135 63 7,117
Wholesale (joint ventures) 469 12 566
Institutional (excluding joint ventures) 327 27 870
Institutional (joint ventures) 23 25 58
Investment Companies 218 103 2,250
Total 2,172 50 10,861
Notes:
- Wholesale refers to the assets which are held and managed in mutual
funds distributed by the Group.
- Institutional refers to the assets which are held and managed in
separate accounts on behalf of institutional clients of the Group.
- Investment Companies refers to the assets which are held and managed
in investment companies which are clients of the Group.
Section B: Commentary in relation to B Shares having rights to the Company's
structured equity interest in Parmenion
The December 2024 annual report and financial statements from the Parmenion
group show strong growth and net flow performance. As noted in the Chairman's
Statement, assets increased by £2bn to £13.1bn by 31 December 2024 and
revenue was up from £48.7m in 2023 to £50.2m in 2024.
Against a backdrop of increased outflows across the UK platform market and
cost of living pressures, Parmenion attributes this stellar growth to its
ongoing strategy of service excellence and programme of proposition
enhancements to support advisers and their clients. The group continues to
invest in technology and service, releasing over 400 new features and
enhancements throughout the year.
In addition, 2024 also saw Parmenion support 14 advice firms in bulk
transferring £300m on behalf of their clients and build up a pipeline of
£1.5bn of assets to be consolidated in 2025. This new, highly regarded
Platform Switch Service, rolled out in 2024 was set up in response to adviser
demand to enhance and streamline the switching process.
Section C: Key Performance Indicators in relation to A and B shares, and to
the Group
The following table summarises key performance indicators for the business,
providing a comparison with the position at the same time last year.
End March* 2025 End March* 2024 Movement
A Ordinary Shares (excludes interest in Parmenion)
Assets under Management ("AuM") £2,172m £2,371m -£199m
Total net assets £23.3m £26.5m -£3.2m
Annualised revenue(1) £10.9m £15.0m -£4.1m
Profit/loss for the period -£2.8m -£4.2m +£1.4m
(including exceptionals and discontinued business)
EBITDA for continuing business excluding exceptionals -£1.5m -£2.5m +£1.0m
Investment performance(2) (1 year) 16% 58% -42% points
Investment performance(2) (3 year) 55% 36% +19% points
Investment performance(2) (5 year) 71% 61% +10% points
B Shares (interest in Parmenion)
Assets under Management or Administration £13.1bn £11.1bn +£2bn
(as at previous 31 December*)
Total net assets £28.4m £25.8m +£2.6m
Profit/loss for the period £1.2m £1.2m £0m
(including exceptionals and discontinued business)
EBITDA for continuing business excluding exceptionals £1.3m £1.2m £0.1m
Consolidated
Total net assets £51.7m £52.3m -£0.6m
Profit/loss for the period -£1.6m -£3.0m +£1.4m
(including exceptionals and discontinued business)
EBITDA for continuing business excluding exceptionals -£0.2m -£1.8m +£1.6m
(1) Monthly recurring revenue (net of rebates) at date shown using annualised
closing AuM.
(2) % active equity mutual fund AuM in 1(st) or 2(nd) quartile when compared
with competitor funds in relevant Investment Association sectors.
Gary Marshall
Chief Financial and Operating Officer
30(th) June 2025
Principal risks and uncertainties
The Directors continuously monitor the business and markets to identify and
deal with risks and uncertainties as they arise. Set out below are the
principal risks which we believe could materially affect the Group's ability
to achieve its strategy. The risks are not listed in order of significance.
Risk Responsibility and Principal Control
Profitability and Dividends: Board/Executive Team:
Profitability remains a key focus for the Group. Delays in profitability in The exit from former loss making businesses, has helped the Group to focus its
the longer term could threaten the Group's ability to trade on a going concern resources on its active equities business. The Group continues to cut costs.
basis, impact the Board's ability to fund growth and acquisitions as well as The Group is focused on achieving run-rate profitability and the Board
the ability to pay dividends. monitors costs and cash management carefully to this end. In particular, cash
forecasts are regularly provided to the Board for the purposes of monitoring
the position against regulatory capital requirements.
Distribution: Board/Distribution:
Corporate actions such as acquisitions and business re-structuring can disturb Distributors and markets are carefully targeted and client relationships
existing clients while discouraging new ones. The reduction in the overall monitored to identify and mitigate the risk of loss.
size of the market for active equity asset management has also made increasing
assets under management more difficult.
Performance and Product: Board/Product/Investment Team:
Sustained under-performance or investment style drift could lead to client The Group continually monitors and develops its product suite to ensure that
redemptions as could situations where a fund is considered out-of-date in its it remains competitive and attractive. The Investment Team, in conjunction
positioning or no longer fit for purpose. with Investment Risk, continually monitor fund performance against targets,
including style, taking corrective action where necessary.
Loss of Key People: Board/Remuneration Committee:
The Group has managed most departures on a planned basis but going forwards The Board reviews succession planning for all senior executives. Senior
will need to ensure continued retention of key staff if it is to manage executives are subject to extended notice periods (between six and twelve
client, consultant and regulatory expectations. months). The Group seeks to offer attractive terms as well as a flexible
working environment. The Group operates a Restricted Share Plan and continues
to examine ways to incentivise and retain senior partners and key staff.
Economic Conditions: Board/Executive Team:
As an equity specialist the business remains vulnerable to any material fall The Group seeks to manage an appropriate balance of fixed and variable costs.
in equity markets. In the event of a sustained economic downturn, the Group would seek to take
early action to cut fixed costs.
Systems and Controls: Board/Operations:
Operating multiple systems across multiple subsidiary and associate companies The Group has developed a detailed controls framework to create a consistent,
increases the risk of control failure. Managing multiple service providers harmonised approach. The Group has consolidated to a single operating model as
also generates challenges. well as seeking to rationalise service providers.
CONSOLIDATED INCOME STATEMENT
For the six months ended 31 March 2025
Six months ended Year ended
Note Unaudited Unaudited Audited
31 March 31 March 2024 30 September 2024
2025 £'000 £'000
£'000
CONTINUING OPERATIONS
Revenue 4 6,431 6,926 13,845
Cost of sales (330) - (491)
Gross profit 6,101 6,926 13,354
Other income 6 1,312 1,193 2,648
Other administrative expenses 7 (9,170) (10,885) (21,380)
Total administrative expenses (9,170) (10,885) (21,380)
Other gains / (losses) 8 77 154 166
Operating (loss) (1,680) (2,612) (5,212)
Finance income 9 120 62 293
Finance costs (51) (67) (105)
Finance income / (loss) 69 (5) 188
Share of results of associate - - -
(Loss) before tax (1,611) (2,617) (5,024)
Income tax credit 10 - 154 2,898
(Loss) for the period (1,611) (2,463) (2,126)
(Loss) attributable to:
Owners of the parent (1,611) (2,463) (2,126)
Non-controlling interest - -
(Loss) for the period attributable to continuing operations (1,611) (2,463) (2,126)
DISCONTINUED OPERATIONS
(Loss) from discontinued operation (attributable to equity holders of the 5 - (518) (326)
company)
Total (Loss) attributable to the owners of the parent during the period (1,611) (2,981) (2,452)
Continuing operations (loss) per ordinary share attributable to the owners of
the parent during the period
Share Class* RVRG RVRB ASTO ASTO
Basic - pence 11 (1.94) 0.82 (1.72) (1.48)
Diluted - pence 11 (1.94) 0.82 (1.72) (1.48)
Discontinued operations (loss) per ordinary share attributable to the owners
of the parent during the period
Share Class* RVRG RVRB ASTO ASTO
Basic - pence 11 - - (0.36) (0.23)
Diluted - pence 11 - - (0.36) (0.23)
Total (Loss) per ordinary share attributable to the owners of the parent
during the period
Share Class* RVRG RVRB ASTO ASTO
Basic - pence 11 (1.94) 0.82 (2.08) (1.71)
Diluted - pence 11 (1.94) 0.82 (2.08) (1.71)
* As described within the Chairmans Statement the Company now trades under two
share classes (previously one (ASTO)). They are; A Ordinary Shares (RVRG) and
B Shares (RVRB). Results have been presented accordingly with further details
available within note 11 of these results.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the six months ended 31 March 2025
Six months ended Year ended
Unaudited Audited
Unaudited 31 March 2024£'000 30 September 2024
31 March £'000
2025
£'000
(Loss) for the period (1,611) (2,981) (2,452)
Total comprehensive (loss)/ for the period (1,611) (2,981) (2,452)
Attributable to:
Owners of the parent (1,611) (2,981) (2,452)
Total comprehensive (loss) for the period (1,611) (2,981) (2,452)
CONSOLIDATED AND COMPANY'S STATEMENT OF FINANCIAL POSITION
As at 31 March 2025
Unaudited Audited
Unaudited 31 March 2024 30 September 2024
31 March £'000 £'000
2025
£'000
Assets
Non-current assets
Property, plant and equipment 181 84 75
Right-of-use assets 1,146 1,048 766
Goodwill and intangible assets 16,059 16,834 16,446
Deferred tax asset 1,468 - 1,546
Investment in associates 28,362 25,820 27,049
Total non-current assets 47,216 43,786 45,882
Current assets
Trade and other receivables 3,774 5,242 5,821
Assets held for sale - 379 -
Financial assets at fair value through profit and loss 41 9 93
Current income tax receivable - - -
Cash and cash equivalents 8,542 11,241 8,727
Total current assets 12,357 16,871 14,641
Total assets 59,573 60,657 60,523
Liabilities
Non-current liabilities
Lease liabilities 782 577 290
Deferred tax liabilities 1,468 1,651 1,546
Total non-current liabilities 2,250 2,228 1,836
Current liabilities
Trade and other payables 4,799 2,973 4,631
Liabilities held for sale - 987 -
Lease liabilities 428 631 569
Current income tax liabilities 368 1,517 368
Total current liabilities 5,595 6,108 5,568
Total liabilities 7,845 8,336 7,404
Equity
Shareholders' equity
Issued share capital 1,493 1,493 1,493
Share premium 209 209 209
Capital redemption reserve 653 653 653
Merger reserve 43,063 43,063 43,063
Other reserve 832 340 612
Retained earnings 5,478 6,563 7,089
Total equity 51,728 52,321 53,119
Total equity and liabilities 59,573 60,657 60,523
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the six months ended 31 March 2025
Share capital Share premium Capital redemption reserve Merger reserve Other reserve Retained earnings Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000
Balance at 1 October 2023 1,493 209 653 43,063 95 8,429 53,942
Loss for the period - - - - - (2,981) (2,981)
Total comprehensive (loss) - - - - - (2,981) (2,981)
IFRS2 share scheme charge - - - - 245 - 245
Treasury shares used in ODAM consideration (note 12) - - - - - 1,115 1,115
Unaudited at 31 March 2024 1,493 209 653 43,063 340 6,563 52,321
Profit for the period - - - - - 526 526
Total comprehensive profit for the period - - - - - 526 526
IFRS2 share scheme charge - - - - 272 - 272
Audited Balance at 30 September 2024 1,493 209 653 43,063 612 7,089 53,119
Loss for the period - - - - - (1,611) (1,611)
Total comprehensive (loss) for the period - - - - - (1,611) (1,611)
IFRS2 share scheme charge - - - - 220 - 220
Unaudited balance at 31 March 2025 1,493 209 653 43,063 832 5,478 51,728
CONSOLIDATED AND COMPANY'S STATEMENT OF CASH FLOWS
For the six months ended 31 March 2025
Unaudited Audited
Unaudited 31 March 2024 30 September 2024
Notes 31 March £'000 £'000
2025
£'000
Cash flows from operating activities
Cash (outflow) from continuing operations (2,513) (4,620) (8,230)
Corporation tax received - - 1,159
Net cash (outflow) from Continuing Operations (2,513) (4,620) (7,071)
Net cash inflow / (outflow) from Discontinued Operations - (518) (326)
Net cash (outflow) from total operations (2,513) (5,138) (7,397)
Cash flows from investing activities
Net cash received from acquisitions & disposals 12 2,650 (1,822) (1,822)
Payments for deferred consideration (SVM) - (7,000) (7,000)
Finance income 9 120 62 293
Finance costs (51) (67) (105)
Proceeds from sale of investment at fair value through profit and loss - - (79)
Purchase of intangibles - - (39)
Net cash inflow /(outflow) from investing activities 2,719 (8,827) (8,752)
Cash flows from financing activities
Lease payments (391) (367) (697)
Payments for treasury shares -
Net cash (outflow)/inflow from financing activities (391) (367) (697)
Net change in cash and cash equivalents (185) (14,332) (16,846)
Cash and cash equivalents at beginning of period 8,727 25,573 25,573
Cash and cash equivalents at end of period 8,542 11,241 8,727
The comparative has been restated to show the payment for deferred
consideration of SVM separately in the cash flow statement. For the period
ended 31 March 2024 this restatement has increased Cash flows from operating
activities by £7,000,000. The corresponding cash outflow is now shown within
investing activities.
NOTES TO THE FINANCIAL STATEMENTS
For the six months ended 31 March 2025
1. General information and basis of presentation
River Global PLC ("River Global" or the "Company") is the Parent Company of a
group of companies ("the Group") which offers a range of investment services
to private and institutional investors. The Company is a public limited
company, incorporated and domiciled in the United Kingdom under the Companies
Act 2006 and is listed on the Alternative Investment Market ("AIM") of the
London Stock Exchange. The address of its registered office is 30 Coleman
Street, London, EC2R 5AL.
On 6 March 2025 the Company approved a share split which divided each of its
Ordinary Shares into one A Ordinary Share, representing the Company's asset
management business, and one B share representing the Company's interest in
Parmenion. Further details are set out below. The financial statements have
been presented in sterling to the nearest thousand pounds (£000) except where
otherwise indicated.
The financial information in the Half-year Report has been prepared using the
recognition and measurement principles of the UK-adopted International
Accounting standards and in conformity with the requirements of the Companies
Act 2006. The principal accounting policies used in preparing the Half-year
Report are those the Company expects to apply in its financial statements for
the year ending 30 September 2025 and are unchanged from those disclosed in
the Annual Report and Financial Statements for the year ended 30 September
2024.
The financial information for the six months ended 31 March 2025 and the six
months ended 31 March 2024 is unaudited and does not constitute the Group's
statutory financial statements for those periods. The comparative financial
information for the full year ended 30 September 2024 has, however, been
derived from the audited statutory financial statements for that period. A
copy of those statutory financial statements has been delivered to the
Registrar of Companies.
While the financial figures included in this Half-year Report have been
computed in accordance with IFRSs applicable to interim periods, this
Half-year Report does not contain sufficient information to constitute an
interim financial report as that term is defined in IAS 34.
Functional and presentation currency
Items included in the financial statements of each of the Company's businesses
are measured using the currency of the primary economic environment in which
the entity operates ("the functional currency"). The financial statements are
presented in sterling (£), which is the Company's and the Group's functional
and presentation currency. There has been no change in the Company's
functional or presentation currency during the period under review.
Foreign operations translation
The financial statements are prepared in sterling. Income statements of
foreign operations are translated into sterling at the average exchange rates
for the period and balance sheets are translated into sterling at the exchange
rate ruling on the balance sheet date. Foreign exchange gains or losses
resulting from such translation are recognised through other comprehensive
income.
Discontinued Operations & Held for sale assets
At 31 March 2024 the Group classified its Infrastructure business as held for
sale. The business was disposed of by 30 September 2024. The results for the
business have been shown under Discontinued Operations comparative periods of
these accounts.
2. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
Estimates and judgements are continually evaluated and are based on historical
experience and other factors, including expectations of future events that are
believed to be reasonable under the circumstances. This note provides an
overview of the areas that involved a higher degree of judgement or
complexity, and of items which are more likely to be materially adjusted due
to estimates and assumptions turning out to be wrong.
a. SIGNIFICANT ESTIMATES
VALUATION OF GOODWILL AND OTHER INTANGIBLE ASSETS
Determining the valuation of goodwill and intangible assets arising from a
business combination under IFRS 3 contains elements of judgement The Group has
acquired customer relationships, acquired brands and computer software
included within intangible assets as part of the business combinations.
IMPAIRMENT OF GOODWILL AND OTHER INTANGIBLE ASSETS AND RECOVERABILITY OF COMPANY'S INVESTMENT IN SUBSIDIARIES
The recognition of goodwill and other intangible assets arising on
acquisitions and the impairment assessments contain significant accounting
estimates. Goodwill is carried at cost less provision for impairment, the
carrying value is tested annually for impairment, or more frequently if any
indicators arise. Other intangible assets are amortised over their useful
economic life and are assessed for impairment when there is an indication that
the asset might be impaired. The impairment test of goodwill and other
intangible assets includes key assumptions underlying the recoverable amounts,
the growth rates applied to the future cash flows and the Group's discount
rate.
ESTIMATION OF CURRENT TAX PAYABLE AND CURRENT TAX EXPENSE IN RELATION TO AN UNCERTAIN TAX POSITION
The Group's corporation tax provision for 2025 now stands at £343,000 (2024:
£1,442,000) and relates to management's assessment of the amount of tax
payable on open positions where the liabilities remain to be agreed with
relevant tax authorities - principally due to the Grant Thornton litigation
which concluded in 2021. Uncertain tax items for which the provision is made
relates principally to the interpretation applicable to arrangements entered
into by the Group including the application of carried forward losses before 1
April 2017 derived from HMRC guidance on this matter. Due to uncertainty
associated with such tax items, it is possible that, on conclusion of open tax
matters at a future date, the final outcome may differ. Whilst a range of
outcomes is possible, management does not expect the maximum possible tax
payable to exceed £343,000. At a minimum tax payable could be £nil resulting
in a reduction in liabilities of up to £343,000.
b. SIGNIFICANT JUDGEMENTS
GOING CONCERN ASSUMPTIONS
Inputs, including stresses, management actions and forecasting all require
significant judgement in concluding on going concern. These have been set out
in more detail in note 3.
3. GOING CONCERN
The Group is currently loss making, albeit with a trajectory that evidences
improving operational losses over time and which affords a pathway to
profitability. Against this background, the Directors have given careful
consideration to the going concern assumption on which the Group's accounts
have been prepared. Having carefully considered the Group's operational and
regulatory requirements, the Directors have concluded that the Group has
adequate financial resources to continue operating for the 12 months from the
date of signing these financial statements. On that basis the Directors have
continued to adopt the Going Concern basis of accounting in preparing the
consolidated Group and Company accounts.
As part of this review, the Directors have prepared projections rolling
forward more than two years from the date of signing for the Company and Group
under several scenarios from growth to stressed environments. The latter
includes a fall of 30% in assets under management over the 2026 financial
year. Although management actions are envisaged in the projections, these
actions had previously been identified by management and are in course of
implementation. The projections demonstrate the Group's ability to continue as
a going concern well beyond the required 12 months from the date of signing.
For the purpose of this assessment, management made conservative assumptions
regarding future growth. The ability to achieve cost saving measures and the
reasonableness of the stress testing applied was considered in the light of
those assumptions. Sensitivity analysis and modelling to take account of
specific one-off risks to the Group and Company was undertaken in line with
the principal risks and uncertainties.
In the event that profitability is not achieved, there will be an increased
risk to the going concern assessment in subsequent reporting periods. The
Group is required to hold a minimum level of regulatory capital together with
a buffer of at least a 10% at all times. As at 31 March 2025, the regulatory
capital requirement for the Group was just over £4.5m.
The Directors also acknowledge less resilience within the Group to one-off
shocks and macroeconomic events while losses continue. Current initiatives,
outlined in the Chairman's Statement and Business Review, will deliver further
cost savings and the Directors are committed to reviewing the business model
as necessary to respond to future business developments. Should there be a
need for additional capital, the directors have the option of seeking to raise
additional capital, of considering potential partnerships or of re-structuring
the business.
4. Segmental Reporting
The core principle of IFRS 8 'Operating segments' is to require an entity to
disclose information that enables users of the financial statements to
evaluate the nature and financial effects of the business activities in which
the entity engages and the economic environments in which it operates.
Segment information has historically been presented in respect of the Group's
commercial competencies, Active equities, Infrastructure asset management,
Exchange Traded Funds and its investment in Digital Platforms (Parmenion).
Active equities comprises the River Global equities business.
The Directors consider that the chief operating decision maker is the Board.
Head Office segment comprises the Group Board's management and associated
costs and consolidation adjustments.
Changes to segmental reporting
By 30 September 2023 the US business has been sold alongside Rize ETF Limited.
In addition, the Infrastructure business was sold in the year ended 30
September 2024. Further detail of these Discontinued Operations can be found
in note 1.
The segmental analysis for 31 March 2025 has changed to reflect the recent
change in share structure and consequently the segmental reporting tables now
reflect those new share classes:
- From the inception of the new share classes (6(th) March 2025)
recharges for costs attributable to maintaining and operating the respective
share interests have been applied and will be periodically reviewed by the
Board to ensure they remain appropriate. Head office costs, previously
reported as a separate segment, are now allocated between the share classes.
- Earnings before interest, tax, depreciation and amortisation
(EBITDA) have been included within the segmental analysis for the first time,
with comparative information also provided. EBITDA is calculated by taking
statutory operating losses (or profits) and adding back any interest,
depreciation on non-lease fixed assets and amortisation costs. In the case of
the B Shares the accrued earnings (which constitute loan interest, received in
the form of additional loan notes) from the Group's investment in Parmenion
are included within this EBITDA figure. A reconciliation of the EBITDA figure
to statutory operating losses (or profits) has been shown within note 7.
ANALYSIS OF REVENUE AND RESULTS BY COMMERCIAL ACTIVITY
For the six months ended 31 March 2025
A Shares B Shares Total
Equities Digital Platform Total
£'000 £'000 £'000
Revenue: Net management fees 6,101 - 6,101
Revenue: Loan interest - 1,312 1,312
Allocation of central overheads (652) (131) (783)
EBITDA for the period (2,446) 1,181 (1,265)
Operating (loss)/profit for the period (2,861) 1,181 (1,680)
(Loss)/profit for the period (2,792) 1,181 (1,611)
Exceptional items (within administrative expenses) (949) (103) (1,052)
Total assets 31,040 28,533 59,573
Total liabilities (7,714) (131) (7,845)
Total net assets/(liabilities) 23,326 28,402 51,728
For the six months ended 31 March 2024 (Restated)
Active equities Infrastructure asset management Restated Restated Total
£'000 £'000 Digital Platform Head office £'000
£'000 £'000
Revenue: Net management fees 6,926 362 - - 7,288
Revenue: Loan interest - - 1,194 - -
EBITDA for the period (2,143) (518) 1,194 (1,333) (2,800)
Operating (loss)/profit for the period (2,473) (518) 1,194 (1,333) (3,130)
(Loss)/profit for the period (2,506) (518) 1,194 (1,151) (2,981)
Exceptional items (within administrative expenses) n/a n/a n/a n/a (967)
Total assets 32,117 379 25,820 2,341 60,657
Total liabilities (4,068) (987) - (3,281) (8,336)
Total net assets/(liabilities) 28,049 (608) 25,820 (940) 52,321
The segmental results for the six months ended 31 March 2024 have been
restated to disaggregate the Head Office and Digital Platform (Parmenion
investment) segments. This restatement has not resulted in a change to the
results of the Company for the period. Exceptional items and central head
office costs were not separately broken down by segment for the period.
ANALYSIS OF REVENUE AND RESULTS BY COMMERCIAL ACTIVITY
AUDITED For the year ended 30 September 2024
Active equities Digital platform Head office Discontinued Operations Total
£'000 £'000 £'000 £'000 £'000
Revenue
Management fees 13,845 - - 523 14,368
Total revenue 13,845 - - 523 14,368
Segment result
Operating (loss)/profit (7,232) 2,423 (403) (325) (5,537)
Finance income 293 - - 3 296
Finance costs (87) - (18) (4) (109)
(Loss)/profit before tax (7,026) 2,423 (421) (326) (5,350)
Income tax - - 2,898 - 2,898
(Loss)/profit for the year (7,026) 2,423 2,477 (326) (2,452)
EBITDA for the year (6,313) 2,423 (403) (325) (4,293)
Segment assets and liabilities
Total assets 30,752 27,049 2,722 - 60,523
Total liabilities (6,873) - (531) - (7,404)
Total net assets 23,879 27,049 2,191 - 53,119
5. Discontinued Operations
Within the year ended 30 September 2024 one business was sold and has been
classified as Discontinued Operations under IFRS 5. This is the Infrastructure
business who's operating results are shown in note 5.
Under these standards the Discontinued Operations have been separately
identified on the face of the Financial Statements and have been disclosed
below to help the users of the accounts better understand the continuing
operations of the Group.
2024
£'000
River and Mercantile Infrastructure LLP & (326)
River and Mercantile Infrastructure GP S.a.r.l.
(Loss) from discontinued operation (attributable to equity holders of the (326)
company)
Operating cashflows
31 March 2025 2024
£'000 £'000
River and Mercantile Infrastructure LLP & - (326)
River and Mercantile Infrastructure GP S.a.r.l.
Operating cash (outflow) from Discontinued Operations - (326)
Deferred cash consideration received for Rize ETF Limited 2,650 -
During the period the Company received £2,650,000 as deferred consideration
for its sale of Rize ETF Limited in the year ended 30 September 2023. Although
there remains an earn-out consideration to this sale as at 31 March 2025, no
value has been recognised on the balance sheet with respect to it.
6. Other Income
Unaudited Audited
Unaudited 31 March 2024 30September
31 March £'000 2024
2025 £'000
£'000
Interest on loan notes held in associate 1,312 1,193 2,423
Other income - - 225
Total other income 1,312 1,193 2,648
Interest on loan notes held in associate
As set out in the full 2023 financial statements of the Group; the Group has
acquired a 30% equity interest in Parmenion Capital Partners LLP via a
corporate entity, Shillay TopCo Limited. A large part of the Group's total
investment is held by way of loan notes.
During the period the Group recognised £1,312,000 (31 March 2024:
£1,193,000) of interest on those loan notes and this is reflected in other
income.
7. Administrative expenses and exceptional items
Included with administrative expenses are exceptional items as shown below:
Unaudited Unaudited Audited
31 March 31 March 2024 30September
2025 £'000 2024
£'000 £'000
Restructuring costs 1,052 967 1,881
One-off recognition of deferred tax asset - - (1,805)
Provision releases for corporation tax - - (1,094)
Exceptional items 1,052 967 (1,018)
Exceptional items within administrative expenses 1,052 967 1,881
Share-based payment expense and social security 268 279 568
Other administrative expenses 7,850 9,639 18,931
Total administrative expenses 9,170 10,885 21,380
Restructuring costs include, salaries of employees being made redundant from
the point of notice of redundancy, severance costs, costs associated with the
implementation of the new target operating model.
New lease agreements
On 24 December 2024 new lease agreements were signed for Coleman Street
affecting both the 3(rd) floor and 4(th) floor. The 4(th) floor of Coleman
Street is to be exited ahead of the original contractual end date with a
reduction in the amount payable as a result. The 3(rd) floor lease was
extended to at least 13 January 2029. The net impact of these agreements was a
recognition of £124,249 in the income statement and recognition of
£1,126,481as a right of use asset and corresponding lease liability.
A further breakdown of administrative costs has been provided below to show
staff costs, amortisation and depreciation:
Unaudited Audited
Unaudited 31 March 2024 30 September
31 March £'000 2024
2025 £'000
£'000
Staff costs 4,793 4,505 10,825
Amortisation and depreciation 415 330 920
Other administrative costs 3,962 6,050 9,635
Total administrative expenses 9,170 10,885 21,380
A reconciliation of EBITDA to statutory operating loss is shown below;
Unaudited Audited
Unaudited 31 March 2024 30September
31 March £'000 2024
2025 £'000
£'000
Operating (loss) for continuing operations (1,680) (2,612) (5,212)
Amortisation and depreciation 415 330 920
EBITDA for continuing operations (1,265) (2,282) (4,292)
8. Other Gains and Losses
Unaudited Audited
Unaudited 31 March 2024 30September
31 March £'000 2024
2025 £'000
£'000
(Reduction) in fair value of assets (75) (5) -
Gain on disposal of fair value investments 152 159 166
77 154 166
9. Finance income
Finance income from continuing operations was: Unaudited Audited
Unaudited 31 March 2024 30September
31 March £'000 2024
2025 £'000
£'000
Interest income 120 62 293
120 62 293
10. Income Tax
Unaudited Audited
Unaudited 31 March 2024 30September
31 March £'000 2024
2025 £'000
£'000
Current tax
Provision release for corporation tax enquiry (1,094)
Current tax on (loss)/profits for the period - - -
Total current tax expense/(credit) - - (1,094)
Deferred tax
Continuing operations - (154) (1,805)
Total deferred tax (credit)/expense - (154) (1,805)
Income tax (credit)/expense - (154) (2,898)
11. Loss & earnings per share
On 6 March 2025 the Company approved a share split which divided each of its
Ordinary Shares into one A Ordinary Share (RVRG), representing the Company's
asset management business, and one B share (RVRB) representing the Company's
interest in Parmenion.
Consequently earnings per share disclosures are to be presented based on the
respective rights of those share classes to the loss or profits of the Group
with results for each share class set out in note 4 of the financial
statements.
Allocation of loss and profits by share class are shown below:
Continuing Operations Unaudited Audited
Unaudited 31 March 2024 30 September
31 March 2025 £'000 2024
£'000 £'000
(Loss) attributable to Ordinary Shares - (2,463) (2,126)
(Loss) Profit attributable to A Ordinary Shares (note 4) (2,792) - -
Profit attributable to B Shares (note 4) 1,181 - -
(Loss) from continuing operations attributable to owners of the parent (1,611) (2,463) (2,126)
(£'000)
Discontinued Operations Unaudited Audited
Unaudited 31 March 2024 30 September
31 March 2025 £'000 2024
£'000 £'000
(Loss) attributable to Ordinary Shares - (518) (326)
(Loss) Profit attributable to A Ordinary Shares (note 4) - - -
Profit attributable to B Shares (note 4) - - -
(Loss) from discontinued operations attributable to owners of the parent - (518) (326)
(£'000)
Total Unaudited Audited
Unaudited 31 March 2024 30 September
31 March 2025 £'000 2024
£'000 £'000
(Loss) attributable to Ordinary Shares - (2,981) (2,452)
(Loss) Profit attributable to A Ordinary Shares (note 4) (2,792) - -
Profit attributable to B Shares (note 4) 1,181 - -
(Loss) from operations attributable to owners of the parent (£'000) (1,611) (2,981) (2,452)
Basic
Basic earnings per share is calculated by dividing the (loss)/profit
attributable to owners of the parent by the weighted average number of
Ordinary Shares in issue during the year. The weighted average number of
shares is calculated by reference to the length of time shares are in issue
taking into account the issue date of new shares and any buybacks. The prior
year has been restated to split out continuing and discontinued operations.
Unaudited Unaudited Audited
31 March 31 March 2024 30September
2025 £'000 2024
£'000 £'000
RVRG RVRB
(Loss)/profit from continuing operations - £000 (2,792) 1,181 (2,463) (2,126)
(Loss)/profit from discontinued operations - £000 - - (518) (326)
Total (loss) attributable to owners of the parent (2,792) 1,181 (2,981) (2,452)
Weighted average number of ordinary shares in issue post share split - no. 143,938,200 143,938,200 142,962,114 143,446,157
Basic earnings per share from continuing operations - pence (1.94) 0.82 (1.72) (1.48)
Basic earnings per share from discontinued operations - pence - - (0.36) (0.23)
Total basic earnings per share (1.94) 0.82 (2.08) (1.71)
Diluted
Diluted earnings per share is calculated by adjusting the weighted average
number of Ordinary Shares in issue assuming conversion of all dilutive
potential Ordinary Shares.
Unaudited Audited
Unaudited 31 March 2024 30September
31 March £'000 2024
2025 £'000
£'000
RVRG RVRB
(Loss)/profit from continuing operations - £000 (2,792) 1,181 (2,463) (2,126)
(Loss)/profit from discontinued operations - £000 - - (518) (326)
Total (loss) attributable to owners of the parent (2,792) 1,181 (2,981) (2,452)
Weighted average number of ordinary shares in issue post share split - no. 143,938,200 143,938,200 142,962,114 143,446,157
Diluted earnings per share from continuing operations - pence (1.94) 0.82 (1.72) (1.48)
Diluted earnings per share from discontinued operations - pence - - (0.36) (0.23)
Total diluted earnings per share (1.94) 0.82 (2.08) (1.71)
12. Business Combination
ODAM
On 2nd October 2023 AssetCo plc completed its acquisition of the entire share
capital and 100% voting rights of Ocean Dial Asset Management ("ODAM"). ODAM
is an active equities fund manager of the fund India Capital Growth Fund
("IGC").
Details of the purchase consideration are as follows:
ODAM
£'000
Cash paid 2,464
Shares paid 556
Deferred shares (paid 30 January 2024) 556
Total consideration 3,576
The fair value of assets and liabilities recognised as a result of the
acquisition are as follows:
ODAM
£'000
Cash 642
Trade and other receivables 211
Plant and equipment 2
Trade payables (76)
Other payables (111)
Total net assets recognised on acquisition 668
Fair value adjustments
Intangible assets: customer relationships 3,600
Deferred tax liability (900)
Net identifiable assets/(liabilities) acquired 2,700
Goodwill 208
Net assets acquired 3,576
Acquired receivables
The fair value of acquired receivables was £211,000, primarily made up of
accrued income and no loss allowance has been recognised on acquisition.
Customer relationships & management contracts
The initial recognition of the management contract held by Ocean Dial was
calculated based on a Multi-period Excess Earnings Method ("MEEM"), estimating
a useful life of 12 years for the contract. Management developed a cash flow
forecast based on expectations from the year of acquisition making use of
historical analysis and management experience in the industry. Revenue growth
was estimated on a conservative basis of 2% per Annum offset by a biennial AUM
redemption of incrementally larger severity over the years (increasing from
2.5% to 30% redemptions by 2035) representing the shareholders biennial
continuation vote; based on management experience, historical analysis of
previous voting results and increased probability of redemptions over time. An
assumed weighted average cost of capital of 19% was applied, a premium
relative to the wider Group's business reflecting the size and equity risk
premium associated with the Ocean Dial Business. A deferred tax liability has
been recognised in respect of this asset.
Revenue and profit contribution
The business was accounted for from the date of acquisition (2nd October
2023). This is the first working day of the financial year of the Group and
consequently the revenue and operating results of the Group would have been
unaffected by accounting for the acquisition from 1st October 2023.
Revenue for the 12 months ended 30 September 2024 was £1,926,000 and
contributing £1,049,000 to the profit before tax of the Group.
Purchase consideration - cash outflow
Outflow of cash to acquire subsidiaries, net of cash acquired
2024 2023
£'000 £'000
Cash consideration 2,464 2,216
Less: balances acquired (642) (5,017)
Net outflow / (inflow) of cash - investing activities 1,822 (2,801)
Deferred consideration paid for acquisitions - SVM 7,000 -
Total paid / (received) in year relating to acquisitions 8,822 (2,801)
Acquisition-related costs
Directly attributable acquisition related costs for ODAM were £25,000
including those not directly attributable to the issue of shares. Incidental
costs are included in administrative expenses in the income statement.
13. Reconciliation of losses and profits before tax to net cash inflow from
operations
Unaudited Audited
Unaudited Restated 30 September
31 March 31 March 2024 2024
2025 £'000 £'000
£'000
(Loss)/profit for the year before taxation (1,611) (2,617) (5,024)
Share-based payments in respect of LTIP 220 - 517
Interest received from associate (1,313) - (2,423)
Increase in investments - (4,794) -
Reduction in fair value of investments 52 4 (2)
Purchase of property, plant and equipment (122) - -
Adjustments to lease liability 708 - -
Adjustments to right-of-use assets (667) - -
Depreciation 16 14 23
Amortisation of intangible assets 387 320 897
Amortisation of right-of-use assets 287 486 768
Finance costs 85 67 -
Movement in foreign exchange - - 21
Finance income (120) (62) (293)
Provision release for corporation tax - - (1,094)
Decrease in receivables (603) 832 190
(Decrease)/increase in payables 168 1,130 (1,810)
Cash (outflow)/inflow from continuing operations (2,513) (4,620) (8,230)
The comparative has been restated to show the payment for deferred
consideration of SVM separately in the cash flow statement. For the period
ended 31 March 2024 this restatement has increased Cash flows from operating
activities by £7,000,000 with a corresponding cash outflow shown within
investing activities and no change to the total cash flows in the period.
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. END IR ZZGZVNRDGKZMRecent news on River Global
See all newsREG - River Global PLC River Global - RVRB - Director/PDMR Shareholding
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AnnouncementREG - River Global PLC River Global - RVRB - Director/PDMR Shareholding
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