REG - Team PLC - Final Results
Yesterday 14:30
For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20260331:nRSe8955Ya&default-theme=true
RNS Number : 8955Y Team PLC 31 March 2026
31 March 2026
TEAM PLC
("TEAM " the "Company " or the "Group")
Final Results
WH Ireland and EPIC Acquisitions Have Transformed the Shape and Size of the
Business Adding over £1bn of AUM -- Establishing TEAM as an International
Platform of Scale
TEAM plc (AIM: TEAM), the wealth, asset management and complementary financial
services group, is pleased to announce its final audited results for the year
to 30 September 2025.
Commenting on the recent acquisitions and FY25 results Mark Clubb, Executive
Chairman of TEAM, said:
"With the completion of the acquisition of WH Ireland and announcement of the
two EPIC transactions in the last week, we will add over £1bn of AUM,
fundamentally reshaping the Group. We have moved from a developing platform to
a business with meaningful scale across investment management, advisory and
distribution. This enhances the composition of the Group through a higher
proportion of recurring, managed revenues; greater control over product
manufacturing and infrastructure; a broader and more diversified client base;
and a strengthened presence across the UK, Channel Islands and international
markets.
The transformation would not have been possible without the strong foundations
we have been building. In FY25 we grew the business organically, improved
efficiency, keeping costs well below revenue growth and moved the
International division into profitability. Post year end, the acquisitions are
expected to increase our AUM to more than £2.3bn. This is an exciting time
for the Group as we look to drive significant value from our substantially
enhanced platform."
FY25 - Highlights
· All three divisions grew organically generating an 16% rise in
sales to £12.0m (FY24: £10.3m)
· Client assets increased 11% to £1.29bn (FY 24: £1.16m)
primarily being driven by growth in the International
division
· Adjusted EBITDA improved to a loss of £1.4m (FY24: loss £1.6m)
demonstrating increasing operational leverage as the
business scales.
· £1.4m cash in bank as at 30 September 2025
· AUM across the three divisions:
o Investment Management - AUM £387m (FY24: £325m)
o Advisory - AUA £344m (FY24: £355m)
o International - AUA £558m (FY24: £480m)
· Investment Management continued to scale, with revenues rising
10% to £1.5m, driven by ongoing adoption of our Model
Portfolio Services (ranked 3(rd) of 342 portfolios by Defaqto) and the UCITS
funds, launched in August 2025.
· Advisory revenues increased strongly by 17.5% to £2.4 million,
reflecting both new client activity and the continued
transition of clients into discretionary management.
· International remained the primary growth engine, with revenues
increasing 17% to £8.1 million, supported by
expansion of the adviser network and strong demand across our target
regions.
Post-Year End
· On 24 March 2026 completed the complementary acquisition of UK
wealth manager WH Ireland following an all share
recommended offer which valued WH Ireland's issued shares at £12.7 million,
bringing:
o A high-quality wealth management business providing investment management
solutions for individual families and charities with
total group AUM of £0.97 billion
o A UK based team of wealth advisory professionals and supporting staff
operating across offices in London, Manchester and Poole
· On 30 March 2026 announced:
o Acquisition of 8 investment portfolio mandates with £157m in AUM from
Epic Markets (UK), the UK based investment management
business, for a total consideration of £1,000,000 to be settled in new TEAM
shares
o Acquisition of EPIC Fund Services (Guernsey), a Guernsey based financial
planning business, for a total consideration of
£880,000 to be settled in new TEAM shares
· TEAM entered FY26 in a good position and now has the opportunity
to accelerate the Group's growth rate using its increased
scale
Enquiries:
Team plc + 44 (0) 1534 877210
Mark Clubb
H&P Advisory Limited (financial adviser to Team) + 44 (0) 20 7907 8500
Neil Passmore / Vladimir Volodko
Strand Hanson (nominated adviser to Team) + 44 (0) 20 7409 3494
Richard Johnson / James Spinney / Harry Marshall
Novella Communications (financial PR to Team) +44 (0) 20 3151 7008
Tim Robertson / Aeliya Bilgrami team@novella-comms.com (mailto:team@novella-comms.com)
Further information on the Company and the Annual Report for the year ended 30
September 2025 can be found on its website at www.teamplc.co.uk
(http://www.teamplc.co.uk/) . The Notice of AGM will be notified and posted to
shareholders in due course.
About TEAM plc
TEAM plc is building a new wealth, asset management and complementary
financial services group. With a focus on International Finance Centres, the
strategy is to build local businesses of scale around TEAM plc's core skill of
providing investment management services. Growth will be achieved via targeted
and opportunistic acquisitions, team and individual hires, collaboration with
suitable partners, and by organic growth and expansion.
TEAM plc has three principal activities, Investment Management, Advisory, and
International.
Investment Management provides discretionary investment management services,
model portfolios, bespoke portfolios and fund management services via fixed
income and equity fund vehicles. Total assets managed as at 30 September 2025
were £387 million (30 September 2024: £325 million).
Advisory - primarily for individuals resident in Jersey, investment
consultancy services to wealthy individuals and trusts and treasury advisory
service for institutions, professional advisers, trustees and high net worth
individuals. Total assets advised on as at 30 September 2025 were £344
million (30 September 2024: £355 million).
Internationalis the Group's financial advisory, fund distribution and
insurance brokering services division covering Africa, the Middle East and
Asia. Total assets advised on as at 30 September 2025 were £558 million (30
September 2024: £480 million).
At 30 September, the Group had 93 staff ( 71 staff as at 30 September 2024),
with 32 in the UAE (2024: 24) , 32 in Jersey (2024: 29), 3 in Guernsey (2024:
2), 10 in Malaysia (2024: 8), 7 in Singapore (2024: 7), 9 in South Africa
(2024: 2) and no employees in the UK (2024: 1). There were also 83
self-employed advisers (30 Sept 2024: 68).
Executive Chairman's Statement
A Step Change in the Group
Since the year end, we have fundamentally changed the scale and shape of the
Group. On 27 November 2025 we announced, the acquisition of WH Ireland, which
completed on 24 March 2026. On 30 March, we announced the acquisition from
EPIC Markets (UK) LLP of approximately £157 million of assets under
management, alongside the acquisition of EPIC Fund Services (Guernsey)
Limited. These are transformational, adding c.£1billion in assets under
management.
They establish a meaningful FCA-regulated presence in the UK, materially
increasing our investment management scale, and bring key infrastructure
capabilities into the Group.
The FCA-regulated presence enhances future revenue opportunities by expanding
access to UK clients and overseas clients returning to the UK, platforms, and
product providers, while increasing trust with international clients. It
improves distribution, supports the conversion of advised assets into managed
assets, and drives higher-quality, recurring revenues across the Group. The
financial results for the year to 30 September 2025, while solid, are already
less representative of the Group's current scale and structure. They reflect
the business we were not the business we are becoming.
However, they do remain important as they show the underlying momentum that
made these transactions possible.
2025 Performance
For the year ended 30 September 2025, the Group delivered continued progress
across all key metrics.
Revenues increased 16% to £12.0 million (2024: £10.3 million). Total client
assets grew to £1.29 billion (2024: £1.16 billion). Significantly, all three
divisions contributed to this growth.
Investment Management continued to scale, with assets under management
increasing to £387 million and revenues rising 10% to £1.5 million, driven
by ongoing adoption of our Model Portfolio Services and the UCITS funds
launched in August 2025.
Advisory revenues increased strongly by 17.5% to £2.4 million, reflecting
both new client activity and the continued transition of clients into
discretionary management. International remained the primary growth engine,
with revenues increasing to £8.1 million, supported by expansion of the
adviser network and strong demand across our target regions.
Importantly, adjusted EBITDA improved by 17% to a loss of £1.4 million,
demonstrating increasing operational leverage as the business scales.
WH Ireland - Distribution and Immediate Scale
The acquisition of WH Ireland represents a step change creating an enlarged
business with immediate scale. Bringing an established UK wealth
management platform with clients, advisers, infrastructure, and regulatory
presence into TEAM in one move. This gives us immediate relevance in the UK
market.
More importantly, it allows us to connect advice and investment management at
scale. WH Ireland currently has little financial planning capability. TEAM has
that capability. We are not acquiring to maintain the status quo. We are
acquiring to improve it through increasing operational efficiency, and
aligning the business towards recurring, higher-quality revenues. The
opportunity is not simply removing duplicated costs. It is flow. The ability
to convert advised assets into managed assets, consistently and at scale, is
where the long-term economic value sits.
EPIC - Infrastructure, Control and AUM
The two EPIC-related acquisitions are intended to be both strategic and
earnings enhancing. Acquiring EPIC Markets approximately £157 million of
assets under management for £1.0 million, to be satisfied in shares is
equivalent to approximately 0.64% of AUM. That is a disciplined entry price.
We are acquiring revenue-generating assets at a fraction of replacement cost,
even allowing for attrition or lower yields. The AUM is predominantly
multi-asset, fund-based and discretionary which is already aligned with our
existing approach. There is no repositioning required as it integrates
directly into TEAM Asset Management.
The acquisition of EPIC Fund Services (Guernsey) Limited adds a regulated
fiduciary platform to the Group, providing corporate services, governance,
compliance and administration. This is a strategically important addition.
Fiduciary services sit at the centre of client structures and generate
recurring, stable revenues that are largely independent of market conditions.
Bringing this capability in-house strengthens control, improves oversight, and
reduces reliance on third parties. It also changes what we can deliver. We
move from advising on structures to implementing and administering them
directly, creating a more integrated and higher-quality client proposition.
Importantly, these relationships often lead to investment mandates. The
entities administered typically control pools of capital, creating a natural
pathway into TEAM Asset Management and supporting the growth of higher-margin,
recurring revenues. This is not just additional income. It improves the
quality, stability and scalability of the Group's earnings.
An Integrated Model
Taken together, these acquisitions are highly complementary. WH Ireland
expands the front end of the business adding clients, advisers, distribution.
EPIC strengthens the back end adding infrastructure, control, scalability. The
acquired AUM feeds directly into the investment engine. We are assembling a
well-connected platform where advice, distribution, investment management, and
fiduciary services all sit within the same Group. This changes the Company's
economic models. It improves control. It improves margins and critically
improves our ability to scale.
Investment Strategy and Performance
Our investment philosophy remains unchanged. We will continue to focus on
building diversified portfolios across asset classes, regions and return
drivers designed to deliver consistent outcomes that clients can stay invested
in. That discipline continues to deliver. Our flagship Model Portfolio Service
range produced a strong year of performance in 2025, with returns across the
spectrum reflecting both the strength of our process and the quality of our
execution. Importantly, these returns were achieved within mandate,
maintaining alignment with client objectives and risk parameters. We have now
passed the five-year track record milestone across our core multi-asset
strategies, providing a robust test of our approach through a range of market
conditions. This consistency has been recognised by independent agencies
including ARC, Defaqto and Morningstar.
2025 calendar year returns as follows (all in GBP):
TEAM MPS Range 2025 return
Cash Plus 5.45%
Income Maximiser 8.49%
Conservative 21.47%
Diversified Income 13.99%
Balanced 20.76%
Growth 23.44%
Equity 15.93%
Alongside MPS, our UCITS fund range continues to develop well. Following the
launch of our Conservative and Balanced funds, the Growth fund was introduced
in November 2025. Our initial target of £100 million of AUM across the UCITS
range is in sight, supported by strong early momentum. These funds are now
available across multiple adviser platforms, broadening distribution and
supporting inflows. The acquisition of the EPIC mandates funds will add funds
across a further 11 predominantly UK platforms, including Aviva and Transact.
At the same time, we continue to maintain a significant proportion of
segregated and bespoke portfolios for institutional and high-net-worth
clients. Very much in line with the WH Ireland client base. This remains an
important differentiator in a consolidating market, allowing us to combine
scalable solutions with tailored investment strategies where appropriate.
Taken together, we provide a balanced investment offering - scalable where it
should be, flexible where it needs to be - and central to the Group's
long-term growth.
Path to Profitability and Momentum
The reported year to September 2025 was loss-making, but the direction is
clear. Adjusted EBITDA improved during the year, and we have taken further
steps to control costs and improve operational efficiency. However,
profitability will not come from cost cutting alone. It will come from scale -
specifically, increasing the proportion of managed assets within the Group.
The acquisitions completed post year end materially accelerate this
transition. We are fast approaching the point where scale begins to work in
our favour. "Escape velocity" is no longer a distant concept. It is
increasingly visible.
Growth and Expansion
Since the year end the broader business continues to develop. In the Channel
Islands, Concentric Group and JCAP Limited have strengthened their positions,
with improved operational performance, cost discipline and new client
activity. In Jersey, the advisers recruited over the prior year are now
gaining real traction, driving both revenue and asset growth. Cost control
measures are now feeding through, and the co-location of TEAM Asset Management
and Concentric is improving efficiency. The upgrade to a full discretionary
license further enhances our core service offering while supporting regulatory
and operational efficiencies.
In Guernsey, the business is increasingly finding a niche with high-net-worth
clients seeking consultancy-led services, a segment that remains underserved
in the local market. The acquisition of EPIC Services (Guernsey) Limited
strengthens this position. It adds fiduciary and corporate services
capability, allowing Concentric to move from advice into implementation and
ongoing administration. This creates a more complete client offering,
recurring income, and provides a natural pathway into investment management
mandates over time.
The recently launched Concentric platform is expected to increase its revenues
by approximately 10%, with a high proportion flowing through to the bottom
line. JCAP has also started the year in line with expectations, securing new
mandates and benefiting from continued demand for treasury services, helped by
current volatility in cash rates.
Overall, the Channel Islands businesses are now better positioned, more
efficient, and increasingly aligned with the Group's broader strategy of
delivering integrated advisory and investment solutions.
The International business has started the new financial year well, with
continued growth in client assets and stable revenues. The focus is
increasingly on sustainability and the quality of earnings, with a shift
towards more recurring income and improved revenue mix.
Client activity remains steady, supported by a solid pipeline and stronger
engagement from the existing adviser base. Recruitment programme has become
more selective, with an greater emphasis on attracting high-quality advisers
with proven productivity. During the period, several experienced advisers
joined the Group across the Middle East, Asia and Africa, further
strengthening the platform and supporting future growth. This division remains
a highly scalable and capital-efficient driver of growth, and an increasingly
important source of inflow into our investment management capabilities. The
first quarter of the new financial year reflects this improving momentum.
Pro Forma Scale and Position
Considering the post-year-end acquisitions, the scale of the Group changes
materially. On a pro-form basis, reflecting the post year-end acquisitions:
· Client assets increase to approximately £2.3-£2.4 billion.
· Group revenues to increase significantly post-acquisition.
This reflects:
· The acquisition of WH Ireland, contributing over £900 million of
AUM and associated revenues.
· The EPIC-related acquisition of approximately £157 million AUM.
· The addition of EPIC Fund Services (Guernsey) Limited, enhancing
infrastructure and supporting revenue generation.
This is a different business. We move from a developing platform to a business
with meaningful scale across investment management, advisory, and
distribution.
More importantly, the composition of the business improves:
· A higher proportion of recurring, managed revenues
· Greater control over product manufacturing and infrastructure
· A broader and more diversified client base
· A strengthened presence across the UK, Channel Islands, and
international markets.
At this level of scale, the economy begins to change. We are no longer
building capability - we are operating a platform where distribution,
investment management and product sit together, and where growth translates
directly into value.
Final Thoughts
We have moved from building capability to assembling a platform. The Group is
now larger, more integrated, and better positioned than at any point in its
history.
To our colleagues - thank you.
To our clients - thank you for your continued trust.
To our shareholders - thank you for your support.
I remain a substantial shareholder and intend to continue this support of the
business. We are building something scalable, international, and economically
coherent. Momentum is building. The model is working and we are now entering
the phase where it begins to compound.
Mr J M Clubb
Executive Chairman
Date: 31 March 2026
Performance and Strategic Report
Introduction
The Directors present their Performance and Strategic Report for TEAM plc for
the financial year ended 30 September 2025.
Overview
The Directors' continued aim is to deliver sustainable long‑term value for
shareholders through the operation of a scalable, diversified and
high‑quality wealth and asset management group. The strategy is designed to
balance disciplined growth with strengthened governance, operational
resilience and a focus on positive client outcomes.
The Group's long-term strategy centres on the following themes:
· A disciplined buy‑and‑build model that acquires and
integrates complementary offshore and onshore wealth management, investment
management and financial planning firms.
· Leveraging synergies across acquired and group businesses to
enhance revenue generation, operational efficiency and cross‑Group
collaboration.
· Broadening services to deepen client relationships, including
specialist funds, treasury services, cash management solutions and corporate
service lines.
· Developing an international footprint across the UK, Crown
Dependencies, International Finance Centres and selected high‑growth
overseas jurisdictions.
· Growing client assets through selective talent acquisition,
targeted business development and strengthening the distribution of TEAM
Investment Management services across the Group.
Business Model
TEAM plc operates a multi‑disciplinary model across wealth management, asset
management and associated financial services. Revenues are generated
predominantly through discretionary investment management fees, advisory fees,
financial planning services and administration fees from specialist business
lines.
The Group focuses on operational scalability, digital enablement and
disciplined cost control to support long‑term profitability. Integration of
acquired businesses remains a core feature of the model, ensuring consistency
of standards, processes and client experience.
Key Performance Indicators (KPIs)
The Directors use a balanced range of financial and non‑financial indicators
to assess progress:
· Governance standards - maintenance of strong oversight, risk
management and Board‑level accountability.
· Operating cashflow trajectory - transitioning the Group toward
recurring cashflow positivity.
· Execution of synergies - delivery of integration initiatives,
consolidation of functions and expanded deployment of TEAM Investment
Management capabilities.
· Liquidity and capital management - ensuring adequate resources to
support day‑to‑day operations and meet deferred consideration obligations.
Principal risks and uncertainties
The Group maintains a comprehensive risk management framework supported by
active Board oversight. Each operating entity maintains a detailed risk
register which is reviewed through the Group's committee structure.
Key risk categories include:
Liquidity and capital risk: The Group aim is to achieve a positive cash flow
position, with each Group company reaching a point of self-sufficiency. The
careful monitoring of cash resources during the period of operational scaling
and integration of acquisitions is essential.
Operational risk: This is the risk arising from systems, processes, people or
external disruption, which will be mitigated through continually improved
controls and ongoing investment in infrastructure.
Business continuity risk: This risk is addressed through business continuity
and disaster recovery arrangements.
Credit risk: The Board manages this risk via tight oversight of credit
exposures and counterparty assessments including banks, custodians and
outsourced service providers. Risk assessments are continually performed to
proactively mitigate against ongoing risks.
Regulatory compliance risk: These risks are managed by the operating
subsidiaries as required by local laws and regulations. Compliance is managed
by the relevant chief executives who report on the status of compliance in
their reports to the group board, which ensures that steps are taken to
address any serious regulatory issues.
Section 172 Statement
Although incorporated in Jersey, TEAM plc follows the principles of section
172 of the UK Companies Act 2006. The Directors act to promote the long‑term
success of the Company while considering the interests of shareholders,
employees, clients, suppliers and regulators. The Board considers that its
primary stakeholders are shareholders, employees, clients, suppliers and
regulators.
Stakeholder Engagement
Shareholders - Engagement is maintained through the Annual Report, AGM,
investor meetings and direct interactions regarding strategic progress.
Employees - The Board and Executive Directors maintain open dialogue with
employees across Group entities, ensuring alignment and supporting a positive
organisational culture.
Clients - The Group aims to deliver high‑quality advisory and investment
management services, with client feedback and performance updates regularly
reviewed.
Suppliers - Key suppliers and service providers are selected through rigorous
processes and monitored to ensure quality and reliability.
Regulators - The Group operates regulated entities in multiple jurisdictions
including Guernsey, Jersey, South Africa, UAE and the Federal Territory of
Labuan. Regular dialogue is maintained with all of the respective regulators
and ensure transparent and proactive communication is achieved.
Conclusion
The Board remains confident that TEAM plc's strategy-supported by controlled
expansion, strengthened governance and focused integration-positions the Group
for long‑term value creation and continued enhancement of its operational
and financial resilience.
The Performance and Strategic Report on pages 9-11 has been approved by the
Board and signed on its behalf.
Mr I Walker
Chief Financial and Operating Officer
Date: 31 March 2026
Financial Overview
A summary of the Group's performance for the financial year is set out below:
Year to Year to
30 Sep 2025 30 Sep 2024
£'000 £'000
Revenues 11,953 10,279
Cost of sales (5,389) (4,505)
Operating expenses (9,220) (8,653)
Operating loss (2,656) (2,879)
Operating loss before acquisition costs (2,583) (2,815)
Acquisition costs (73) (64)
Operating loss after acquisition costs (2,656) (2,879)
Fair value gains on deferred consideration - 730
Impairment of goodwill - (600)
Share award expense - 1
Other income and charges (377) (173)
Loss on ordinary activities before tax (3,033) (2,921)
Taxation (197) 14
Loss for the year and total comprehensive loss (3,230) (2,907)
Adjusted EBITDA, excluding exceptional items, is set out below:
Year to Year to
30 Sep 2025 30 Sep 2024
£'000 £'000
Loss after tax (3,230) (2,907)
Interest 377 173
Tax 197 (14)
Depreciation 226 168
Amortisation of intangible assets 995 995
EBITDA (1,435) (1,585)
Acquisition related expenses 73 64
Share award expense - 1
Impairment of goodwill - 600
Fair value adjustments - (730)
Adjusted EBITDA (1,362) (1,650)
Financial analysis
The results for the year to 30 September 2025 when compared to the prior year
were as follows:
Revenues
All three divisions grew during the year, leading to total revenue increasing
by 16% to £12 million (FY 24: £10.3 million) with the International Division
acquired in 2024, being the largest contributor. There were no acquisitions
during the year.
Year to Year to
30 Sep 2025 30 Sep 2024
£'000 £'000
Investment Management 1,453 1,322
Advisory 2,354 2,003
International 8,146 6,953
Other - 1
Total 11,953 10,279
Client assets
Total client assets increased year-on-year by a healthy 11% from £1,160
million to £1,289 million as at 30 September 2025. This growth came through
significant inflow into MPS services provided by the Investment Management
division from Advisory clients, material new client wins in the investment
consultancy services within the Advisory division, and the inclusion of the
acquired Globaleye financial planning businesses.
Investment Management Advisory International Total
£'m £'m £'m £'m
As at 30 Sept 2024 325 355 480 1,160
Net Inflows 62 (11) 78 129
Total AUM/ As at 30 Sept 2025 387 344 558 1,289
Investment Management
The Investment Management division delivered a 10% increase in income,
supported by continued client adoption of the Model Portfolio Services. Assets
under management reached £387 million as at 30 September 2025 (30 September
2024: £325 million), representing year on year growth of 19%.
There was good momentum in client asset flows throughout the year, building on
the progress made in 2024. This was supported by advisory clients across the
wider TEAM Group, who continue to transition into the model portfolios,
alongside rising engagement from direct clients who recognise the advantages
of our systematic, actively managed investment approach, available across the
major platforms we support.
Our investment performance remains a key differentiator, with returns
materially ahead of peer groups. The flagship multi‑asset range has
delivered consistent, risk‑adjusted outcomes over the past twelve months
despite challenging and volatile market conditions. The TEAM MPS funds range
was recently ranked third among UK Growth Multi Portfolio Services in the
Defaqto MPS Comparator. The review assessed 342 growth portfolios' from 123
discretionary fund managers measuring 3-year cumulative returns to 31 December
2025.
Looking ahead, we anticipate that clients within the International division
will become the most significant contributors to inflows into these
strategies, supporting further revenue growth for the Investment Management
Division.
Advisory
The Advisory division delivered a 17.5% increase in revenues to £2.4 million
for the year (FY24: £2.0 million). This uplift reflects the full-year effect
of transitioning certain clients' investment management activities to the
Investment Management division. At the period end assets under advisory were
£344 million, compared with £355 million at the start of the year.
During FY24, we established an advisory presence in Guernsey, a logical and
important extension of the Group's geographic footprint. The Guernsey business
has evolved over the year, adopting a more efficient operating structure. The
business has also welcomed new team members with relevant expertise, alongside
key changes to senior personnel, both of which have contributed to a
meaningful improvement in operational effectiveness. Consequently, the latter
part of the year has seen real asset growth and increased sales. We are
confident that this growth will continue over the coming year, alongside
further new client wins.
The Advisory division is structured around three core disciplines: Wealth,
providing personal financial planning; Consultancy, offering investment review
and oversight services; and Treasury Services, delivering cash‑yield and
risk‑management solutions. Overall, all three areas have performed well over
2025 and benefitted from being consolidated into a single office in St Helier,
along with Theta AM and TEAM plc.
Treasury Services performed well throughout the year increasing profitability,
with higher cash yields from renewed investor interest in the asset class. In
response, the management team are developing a new range of services to take
advantage of client interest in accessing competitive interest rates. In
addition, the business provides valuable treasury expertise across the Group.
International
The International division, operating under the Neba brand in the UAE,
Singapore, South Africa and Malaysia, reported revenues of £8.1 million for
the year to 30 September 2025 (FY24: £7.0 million). Sales growth of 17% has
been driven primarily by the expansion of the advisory network with new
advisors joining during the period under review. Each advisor is self-employed
and motivated to build their own business under the Neba brand.
The market conditions for international financial advisory services across the
Middle East, Southeast Asia and Africa remained robust, with growth
expectations considerably higher than those in the UK and Europe. We are
confident that this growth trajectory will continue for the benefit of the
wider Group.
The International division operates a scalable and capital‑efficient
business model, which attracts the highest performing advisers. TEAM supports
them with compliance oversight, marketing, and business development
capabilities which provides access to an appropriate suite of investment and
savings solutions for their clients, operating a commission‑sharing
arrangement exceeding market norms.
TEAM benefits from broad distribution of its funds and investment management
solutions without incurring the substantial costs typically associated with
market entry and distribution in competitive international environments. With
the rebrand to Neba completed, an established operational structure, and the
TEAM funds now launched, we fully expect the division to continue to be the
principal engine of profit generation for the Group.
Expenses
Total expenses rose by 10.5% to £14.6 million (FY 24: £13.2 million) with
the inclusion of the first full year of the Concentric Guernsey business
(2024: 4 months).
Year to Year to
30 Sep 2025 30 Sep 2024
£'000 £'000
Cost of sales 5,389 4,505
Staff costs 5,279 4,333
Non-staff costs 3,941 4,384
Adjusted total costs 14,609 13,222
Acquisition related expenses (73) (64)
Total 14,536 13,158
As at 30 September 2025, TEAM employed 93 staff, an increase of 22 staff
mostly in the International division and up from 71 from the same time last
year. Reflected in higher staff costs for the year, increasing by 28% to £5.6
million (FY2024: £4.3 million).
Cost of sales rose by 20% to £5.4 million (FY2024: £4.5 million), which
reflects the commission payments to self‑employed advisers within
International which, as previously noted, is a key feature of the division's
operating model.
Non‑staff operating costs reduced by 10% to £3.9 million (FY2024: £4.4
million). This reduction primarily reflects disciplined cost‑management
initiatives rolled out across the Group, and the absence of prior‑year
one‑off costs. It is expected that the effect of the cost savings
implemented during the latter part of the year, amounting to circa £900k per
annum, will become more apparent over the coming quarters.
Within the Advisory division, total costs increased by 23% to £2.6 million
(FY2024: £2.1 million), predominantly due to a £0.5 million rise in staff
costs resulting from higher headcount and the full‑year impact of earlier
hires. Additional increases were recorded in sundry expenses, marketing and
development spend, and technology and communications. These were partially
offset by lower insurance, premises costs and other operational spend
reductions.
Investment Management costs rose marginally to £1.9 million (FY2024: £1.8
million), with the uplift attributable to inflationary pressures on supplier
costs.
Adjustments to EBITDA
Acquisition‑related expenses totalled £73k (FY2024: £64k), reflecting
legal, regulatory and financial advisory fees incurred during the year.
Share‑based payment expenses were nil (30 September 2024: £1k), as there
was no further equity awards vested for executive directors during the period.
No fair value adjustments were recorded in the year (30 September 2024:
£730k). The prior‑year adjustment related to reductions in contingent
consideration payable to the vendors of certain acquired subsidiaries (see
note 15).
No impairment is recognised against goodwill in the current year (30 September
2024: £600k), following the results of the year‑end impairment assessment.
Profit/Loss
Adjusted EBITDA for the year was a loss of £1.4 million (FY2024: loss of
£1.7 million), representing a 17% improvement on the prior year. The most
significant movements related to the absence of the £0.7 million fair value
adjustment recorded in FY2024, and the absence of any impairment charge in the
current year (FY2024: £0.6 million).
Tax
Regulated financial services businesses in Jersey are subject to a corporation
tax rate of 10%. The Treasury Services business, which is unregulated,
continues to benefit from a 0% tax rate. Across the International division,
applicable tax rates are 17% in Singapore, 3% in Labuan, between 7% and 27% in
South Africa, and 0% in both the UAE and BVI.
The reduction in the tax recovery for the year reflects the utilisation of
group relief, with current‑period losses in the Investment Management
division now available to offset taxable profits within the Advisory division.
Deferred tax assets have been written down to £nil (FY2024: £167k).
Earnings/Loss per share
Headline loss per share improved to 5.9p, compared with 8.6p in the prior
year. Adjusted loss per share also showed a significant improvement,
decreasing by 49% to 2.5p from 4.9p.
Cash Flows
Cash at 30 September 2025 stood at £1.4 million (30 September 2024: £1.7
million), despite operating losses of £2.7 million for the year (FY2024:
£2.9 million). Deferred cash consideration of £1.4m was paid during the
period in respect of prior acquisitions (FY2024: nil).
Statement of Financial Position
Net assets declined by 12% to £8.7 million (FY2024: £9.9 million),
reflecting the issue of £2.0 million of new shares (FY2024: £4.6 million)
offset by losses before taxation of £3.0 million (FY2024: £2.9 million).
Going concern
The Directors have prepared financial forecasts supported by sensitivity
analyses across a range of reasonably foreseeable downside scenarios,
considering variables such as revenue growth, asset levels, cost inflation,
acquisition integration and the timing of anticipated transactions.
The assessment includes the proposed share‑for‑share acquisitions of WH
Ireland Group and a further pipeline acquisition, which require no cash
consideration and are expected to strengthen Group liquidity and enhance
recurring revenue streams. It also incorporates the post year‑end equity
funding and additional loan note facilities secured.
Having considered the anticipated improvements in trading performance, the
incremental liquidity expected from the proposed acquisitions, the funding
obtained after the year end, and the continued cost‑optimisation initiatives
across the Group, the Directors have a reasonable expectation that the Group
has sufficient resources to continue in operational existence for at least 12
months from the date of approval of the consolidated financial statements.
Dividends
The Board does not propose to pay a dividend in respect of the financial year
ended 30 September 2025 (FY 2024: £nil).
Mr I Walker
CFO and COO
Date: 31 March 2026
Corporate Governance
The Directors fully understand the vital importance of sound corporate
governance and have adopted the Corporate Governance Guidelines for Smaller
Quoted Companies published in 2018 by the Quoted Companies Alliance (the "QCA
Code"). The Directors continue to apply the Quoted Companies Alliance (QCA)
Corporate Governance Code and remains committed to maintaining governance
arrangements that evolve appropriately as the Group grows in scale and
sophistication.
Below are the 10 key governance principles as defined in the QCA Code and
details of how TEAM plc addresses each of these principles.
1. Establish a strategy and business model which promotes long-term value for shareholders
How the Company applies it:
The Directors retain responsibility for setting the Group's long‑term
strategy and ensuring that it remains appropriate for a growing business
operating in a competitive financial services environment. TEAM plc's
strategic priorities, expanding recurring revenue streams, enhancing
operational efficiency, and strengthening client delivery, while continuing to
guide decision‑making across the Group.
The Directors review the strategic plan annually, together with the Group's
risk appetite, financial objectives and investment priorities. As the business
matures, emphasis will be placed on integrating acquired capabilities,
improving systems and processes, and building a scalable platform capable of
supporting sustained commercial growth.
2. Seek to understand and meet shareholder needs and expectations
How the Company applies it:
The Directors remain committed to transparency and active engagement with all
shareholders. The AGM continues to provide a key forum for open interaction,
while the Executive Chair maintains ongoing dialogue with institutional and
retail investors.
Shareholders may contact the Company directly through established
communication channels, and feedback will be shared with the Board to ensure
it is considered in discussions relating to strategy, financial performance
and corporate development.
3. Take into account wider stakeholder and social responsibilities and their implications for long-term success
How the Company applies it:
TEAM plc recognises the importance of maintaining strong, constructive
relationships across its stakeholder base. The Directors receive updates on
client trends, operational performance, regulatory engagement and workforce
matters from the chief executives of the principal operating subsidiaries.
These insights support effective decision‑making and ensure the Group
continues to meet external expectations while pursuing long‑term growth.
As the Group expands, the importance of consistent service standards,
operational reliability and disciplined management of third‑party
relationships will increase. These areas remain central to the Board's
oversight.
4. Embed effective risk management, considering both opportunities and threats, throughout the organization
How the Company applies it
The Directors are responsible for determining the nature and extent of the
significant risks the Group is willing to take. Regular reviews of principal
risks, including market, operational, regulatory and financial risks, ensure
that management actions are appropriately prioritised.
The Audit & Risk Committee provides oversight of internal controls and
risk processes, ensuring the framework remains suitable for a growing
organisation. As TEAM plc continues to develop, particular focus has been
placed on strengthening operational resilience, enhancing financial control
processes, and ensuring regulatory obligations are met consistently.
5. Maintain the Board as a well-functioning, balanced team led by the Chairman
How the Company applies it
The Board comprises one Executive Director and two independent Non‑Executive
Directors, meeting the expectations of the QCA Code. The Non‑Executive
Directors continue to provide constructive challenge and independent
oversight, contributing commercial, regulatory and governance expertise.
As the Group continues to grow, the Board remains focused on succession
planning and ensuring that it maintains the appropriate balance of skills,
experience and capacity necessary to support the Company's strategic
trajectory.
The Audit & Risk, Remuneration and Nomination Committees operate under
established terms of reference and report to the Board regularly.
6. Ensure that between them the Directors have the necessary up-to-date experience, skills, and capabilities
How the Company applies it
TEAM plc benefits from a Board with extensive sector, financial and commercial
expertise. Directors receive regular updates on regulatory developments,
market conditions and operational performance.
Professional development needs are assessed through ongoing reviews, and the
Company Secretary ensures the Board remains informed about legal, governance
and industry changes relevant to its responsibilities.
7. Evaluate Board performance based on clear and relevant objectives, seeking continuous improvement
How the Company applies it
A formal Board evaluation process took place during the year. The
Non‑Executive Directors also met without the Chairman to assess his
performance. Outcomes from this process inform succession planning, committee
membership and development priorities.
The Nomination Committee remains responsible for assessing Board composition
and recommending appointments where additional skills or capacity are
required.
8. Promote a corporate culture that is based on ethical values and
behaviours
How the Company applies it
The Board monitors corporate culture through regular reports from the
operating subsidiaries on conduct, client service, operational standards and
workforce matters. TEAM plc maintains a Code of Conduct, whistleblowing
arrangements and other policies designed to support high standards of
behaviour, integrity and professionalism.
As the Group grows, the Board continues to emphasise the importance of a
collaborative, client‑focused and commercially disciplined culture.
9. Maintain governance structures and processes that are fit for
purpose and support good decision- making by the Board
How the Company applies it
The Board has established Audit & Risk, Remuneration and Nomination
Committees with clearly defined responsibilities. Governance structures are
reviewed periodically to ensure they remain appropriate for the Group's scale
and operations.
The schedule of matters reserved for the Board includes approval of strategy,
major capital commitments, budgets, and significant contracts. The Board
maintains oversight of operational performance, financial discipline and
regulatory compliance.
10. Communicate how the Company is governed and is performing by maintaining a
dialogue with shareholders and other relevant stakeholders
How the Company applies it
TEAM plc provides access to governance information, financial reports and
regulatory announcements through its website. Annual General Meeting materials
and voting results are also made available online.
The Board remains committed to maintaining high standards of transparency and
ensuring stakeholders have appropriate visibility into the Company's
governance arrangements and performance.
By order of the Board
Mr I Walker
CFO and COO
Date: 31 March 2026
The Board and its Committees
The Board is responsible for the overall leadership and management of the
Group, including setting and overseeing the Group's long‑term strategic
objectives, approving annual budgets and key performance targets, monitoring
operational performance, and ensuring the maintenance of effective internal
control and risk management systems. While certain responsibilities may be
delegated to management or to Board Committees, the Board retains a formal
schedule of matters reserved for its decision. These include, among other
areas, the approval of significant capital expenditure, material commercial
agreements and major corporate transactions. The Board meets regularly
throughout the year to review financial and operational performance.
In line with the recommendations of the QCA Corporate Governance Code (the
"QCA Code"), the Board continues to include at least two independent
Non‑executive Directors. The Board presently comprises three Directors: one
Executive Director and two Non‑executive Directors. The Board considers both
Non‑executive Directors to be independent (one of whom serves as the Senior
Independent Non‑executive Director), and the Company therefore remains
compliant with the relevant QCA Code requirements.
The QCA Code notes that, except in exceptional circumstances, the roles of
Chairman and Chief Executive should not be held by the same individual. TEAM
plc does not have a Chief Executive Officer; instead, the responsibilities
associated with that role are fulfilled through the combined efforts of Mr J.
M. Clubb, Executive Chair, and Mr I. Walker, Chief Financial and Chief
Operating Officer. The Board keeps this arrangement under review and continues
to believe that this structure remains appropriate given the current scale and
operational profile of the Group. This governance approach also continues to
have the support of the Company's shareholders.
The Board has established three principal Committees with defined terms of
reference:
· the Audit and Risk Committee;
· the Nomination Committee; and
· the Remuneration Committee.
An independent Non‑executive Director chairs each Committee. Their
activities and areas of focus during the year are described in the respective
Committee reports that follow.
The Audit and Risk Committee Report
Overview
The Audit & Risk Committee (the "Committee") is chaired by Philip Taylor,
with Tim Hall. Iain Walker is in attendance. The Committee is responsible for
overseeing the integrity of the Group's financial reporting, the effectiveness
of internal controls and risk management systems, and the relationship with
the external auditor.
Throughout the year the Committee received reporting from management, external
advisers, and the Group auditor. The Committee ensured that the financial
performance of the Group continued to be measured accurately, transparently,
and in accordance with applicable accounting standards and regulatory
expectations.
The Committee advised the Board on the Group's risk appetite, emerging risks,
regulatory compliance considerations and the adequacy of the Group's risk
management framework.
Meetings
The Committee met at least three times during the financial year at key points
in the audit and reporting cycle, with additional discussions taking place at
scheduled Board meetings. Members of management, including the executive
directors, attended by invitation to present on specific matters. The
Committee retained unrestricted access to the Group's external auditor.
Principal Areas of Focus During the Year
- Review of Terms of Reference: The Committee considered its Terms of
Reference and confirmed that they remained appropriate for the Group's scale
and regulatory environment and have been complied with.
- Internal Controls & Compliance Environment: The Committee reviewed the
Group's internal control environment, including financial, operational, and
compliance controls based upon the reports received from the operating
subsidiaries. It monitored progress on previously identified control
improvements and assessed management's responses to the regulatory
expectations in the countries in which the Group operates.
- Risk Management & Risk Appetite: The Committee reviewed the Group's risk
appetite statement and considered updates to reflect evolving market
conditions, regulatory developments, cybersecurity threats, people risk and
ESG matters.
- Financial Reporting: The Interim and Annual Reports and financial statements
were reviewed in detail, with particular focus on significant accounting
judgements, consistency of disclosures and adherence to IFRS requirements.
- Going Concern & Viability Assessments: The Committee reviewed financial
projections, scenario analysis, cash flow forecasts and funding requirements
to assess the appropriateness of adopting the going concern basis of
preparation.
- Acquisition and Investment Activity: The Committee reviewed the financial,
operational and regulatory risks associated with acquisition activity and the
accounting treatment of goodwill and intangible assets.
- Auditor Independence, Fees and Performance: The Committee assessed the
independence and objectivity of the auditor, and confirmed that no non‑audit
services were provided.
- Regulatory Compliance & Conduct Risk: The Committee received reports on
the Group's compliance with its regulatory obligations.
Significant Issues Considered in Relation to the Financial Statements
The key matters discussed with the external auditor during the year included:
- Valuation and accounting for intangible assets, including impairment
considerations.
- Revenue recognition, including judgement areas and control processes.
- Going concern basis, including cash flow forecasts and financial resources.
- Enhancements required to the accounting processes to improve the efficiency
and effectiveness of the financial reporting procedures.
The Committee is satisfied that these matters were or are being appropriately
addressed.
Appointment of the external auditor
Following its annual review, the Committee recommends to the Board the
reappointment of Moore Stephens Audit and Assurance (Jersey) Limited as the
Group's external auditor for the financial year ending 30 September 2026.
Role of the external auditor
The Committee maintains oversight of the external auditor to ensure
independence is safeguarded. The auditor confirmed ongoing independence in
accordance with the IESBA Code of Ethics and Financial Reporting Council's
Ethical Standard as applied to listed entities.
Audit process
The external auditor prepared an audit plan for the Committee's review. The
audit plan sets out the scope of the audit, areas to be tested and audit
timetable. Following the audit, the auditor presented their findings to the
Audit Committee.
Internal audit
The Group assessed the need for an internal audit function and considered that
in the light of the existing control environment and the financial position of
the business there is currently no requirement for a separate internal audit
function.
Auditor's comments
The auditors, having completed their audit, have identified a number of
significant improvements required in the Group's internal control and
governance arrangements, as well as in the resources allocated to these areas.
The Committee has considered the recommendations and is fully supportive of
them. Accordingly, the Committee has requested management to prepare an
implementation plan and ensure that adequate resources are allocated. The
Committee will continue to monitor progress to ensure that the necessary
improvements are effectively implemented.
Mr L P C Taylor
Chairman of the Audit & Risk Committee
Date: 31 March 2026
Nomination Committee Report
The Nomination Committee is chaired by Mark Clubb, with Philip Taylor and Tim
Hall as its other members.
The Committee assists the Board in fulfilling its responsibilities regarding
Board composition. Its remit includes evaluating the balance of skills,
experience, independence, and knowledge on the Board; reviewing its size,
structure, and overall composition; and considering retirements, as well as
the appointment of additional or replacement directors. The Committee also
oversees succession planning, identifying the skills and expertise that will
be beneficial to the Board in the future.
The Committee met twice during the year. At each meeting, it reviewed its
terms of reference and considered both the individual and collective
suitability of Board members. It assessed whether the Board had operated
effectively, whether the Executive had performed appropriately, and whether
the non-executive directors had provided suitable challenge and guidance. The
Committee agreed that the size of the Board remains appropriate for the
current scale of the business and that its composition provides TEAM with a
balanced, experienced, knowledgeable, and well‑informed group of directors
who bring strategic insight, foresight, and constructive challenge to the
Executive. No changes to membership were deemed necessary, although this will
continue to be reviewed as the Group grows.
Succession planning was discussed at each meeting. The Committee also noted
the importance of Board diversity and confirmed that it will continue to
consider this in its deliberations.
Following the resignations of Michael Gray and David Turnbull, the Committee
considered and recommended the appointment of Tim Hall as a non‑executive
director.
Mr J M Clubb
Chairman of the Nomination Committee
Date: 31 March 2026
Remuneration Committee Report
The remuneration committee report is prepared by the Remuneration Committee,
and this report sets out the remuneration of Directors for the financial year
ended 30 September 2025.
Composition and Role of the Remuneration Committee
The Remuneration Committee consists of the Non-Executive Directors, chaired by
Philip Taylor, who took over from Michael Gray following his departure on 31
December 2024.
The Committee determines and agrees with the Board the framework and policy
for Executive remuneration and the associated costs to the Group and is
responsible for the implementation of that policy. The Committee determines
the specific remuneration packages for each of Executive Director and no
Director or Senior Executive is involved in any decisions as to their own
remuneration. The Committee has access to information and advice provided by
the Executive Chairman and the CFO and can access independent advice where it
considers it appropriate. The Committee meets at least twice a year.
This report explains how the Group has applied its policy on remuneration paid
to Executive Directors.
Framework and Policy on Executive Directors' Remuneration
The Group's remuneration policy is designed to provide competitive rewards for
each Executive Directors, considering the performance of the Group and the
individual Executives, together with comparisons to pay conditions throughout
the markets in which the Group operates. It is the aim of the Committee to
attract, retain and motivate high calibre individuals with a competitive
remuneration package. It is common practice in the industry for total
remuneration to be significantly influenced by bonuses.
The Committee takes the remuneration and employment conditions of its broader
employee population into account when setting the remuneration policy for its
Executive Directors. The Committee also considers its responsibilities to its
shareholders and wider economic environment and market developments.
The remuneration packages are constructed to provide a balance between fixed
and variable rewards. Therefore, remuneration packages for Executive Directors
normally include basic salary, bonuses, benefits in kind and share based
rewards. In agreeing the level of basic salaries and annual bonuses, the
Committee takes into consideration the total remuneration that Executives
could receive.
Basic Salary
Basic salaries are reviewed on an annual basis or following a significant
change in responsibilities. The Committee seeks to establish a basic salary
for each Executive determined by their individual responsibilities and
performance, considering comparable salaries for similar positions in
companies of a similar size in the same market.
Incentive Arrangements
Bonuses
These are designed to reflect the Group's performance, considering the
performance of its peers, the
market in which the Group operates and the Executive's contribution to that
performance.
Share based rewards
The Group does not have any options nor an Employee Share Ownership Trust
(ESOT).
Other Employee Benefits
Depending on the terms of their contract, the Executive Directors are entitled
to a range of benefits, including contributions to individual personal pension
plans, private medical insurance, and life assurance.
Service Contracts and Notice Periods
The Executive Directors are employed on rolling contracts subject to six
months' notice from either the
Executive or the Group, given at any time.
Service contracts do not provide explicitly for termination payments or
damages, but the Group may make payments in lieu of notice. For this purpose,
pay in lieu of notice would consist of basic salary and other relevant
emoluments for the relevant notice period excluding any bonus.
External Appointments undertaken by Executive Directors
In the Committee's opinion, experience of other companies' practices and
challenges is valuable for the personal development of the Group's Executive
Directors and for the Company. It is therefore the Group's policy to allow
Executive Directors to accept Non-Executive Directorships at other companies,
provided the time commitment does not interfere with the Executive Directors'
responsibilities within the Group. The individual Executive Director retains
fees.
Non-Executive Directors
All Non-Executive Directors have a letter of appointment for an initial period
of thirty-six months and thereafter on a rolling basis subject to three
months' notice by either the Non-Executive Director or the Group, given at any
time.
In the event of termination of their appointment, they are not entitled to any
compensation.
Non-Executive Directors' fees are determined by the Committee after
consultation with the Executive Chairman having regard to the need to attract
high calibre individuals with the right experience, the time and
responsibilities entailed, and comparative fees paid in the market in which
the Group operates. They are not eligible for pensions.
Management Incentive Plan ("MIP")
On 12 May 2022, the Company set up the TEAM plc MIP to incentivise selected
employees of the Company. In April 2025, a decision was taken to terminate the
MIP and, as a result, the Directors no longer hold any interests under the
scheme
Directors' Emoluments
The remuneration of each Director as listed on page 3, in the Company
Information section, during the year ended 30 September 2025 is set out below.
Information in the table has been audited.
Pension Pension
Contribution Contribution
Year ended Year ended year ended Year ended
Salary Benefits Bonus 30 Sept 30 Sept 30 Sept 30 Sept
2025 2024 2025 2024
£ £ £ £ £ £ £
Executive
J M Clubb 175,000 - - 175,000 190,758 17,500 13,200
M Moore 117,500 - - 117,500 234,698 11,750 19,000
Non- Executive
L P C Taylor 36,000 - - 36,000 29,000 - -
M M Gray 9,000 - - 9,000 29,000 - -
D J K Turnbull 21,000 - - 21,000 29,000 - -
T Hall 4,167 - - 4,167 - - -
362,667 - - 362,667 512,456 29,250 32,200
The highest paid Director for 2025 was Mr J M Clubb receiving emoluments of
£175,000 (30 September 2024: Mr. M C Moore £234,698). No Bonuses were paid
during the year.
Mr M Moore salary was increased from £190,000 to £210,000 in January 2025.
He resigned on 30(th) April 2025. The settlement of £95,168 was paid to him
in accordance with the terms of the settlement agreement dated April 2025,
representing his contractual entitlements on termination, including
notice-related payments. No Bonuses were paid to him during the year.
Mr M M Gray and Mr D J K Turnbull have resigned on 31(st) December 2024 and
24(th) April 2025 respectively. Mr T Hall was appointed on 1(st) May 2025.
The costs of the share awards will be reflected in the Consolidated Statement
of Comprehensive Income as they vest.
The Non-executive directors' salary were increased from £29,000 per year to
£36,000 per year effective 15(th) April 2024 and £42,000 starting 15(th)
April 2025. Mr T Hall's fee has commenced from June 2025, and his salary has
been set at £12,500 per year.
Directors' Interests in Management Incentive Plan shares
30 Sept 2025 30-Sep-2024
Director
No. No.
M C Moore - 650
- 650
In April 2025, a decision was taken to terminate the MIP and, as a result, the
Directors no longer hold any interest under the scheme. The MIP shares held by
M C Moore were repurchased by Team Midco upon employment termination for
£3,770, settled by Team Midco as part of the settlement agreement.
Directors' Report for the year ended 30 September 2025
Introduction
The Directors present their report and the consolidated financial statements
for TEAM plc (the
"Company") and its subsidiaries (the "Group") for the year ended 30 September
2025.
Results
The financial statements are set out on pages 38 to 64.
Dividend
The Directors do not propose to pay a dividend for the year ended 30 September
2025 (30 September 2024: £nil).
Capital Structure
Full details of the issued share capital, along with movements during the
year, are set out in note 17 on page 59.
Incorporation
The Company was incorporated on 4 July 2019. The Company is a registered
public company limited by share capital and was incorporated and registered in
Jersey, Channel Islands. The Company registration number is 129405.
Directors' Shareholdings
The Directors who held office during the year and their interest in the shares
of the Company were as follows:
30 Sept 2025 30 Sept 2024
Appointed Number of shares Number of shares
J M Clubb 4 July 2019 4,773,655 4,030,018
M C Moore (resigned 30/04/2025) 1 March 2021 n/a 23,392
M M Gray (resigned 31/12/2024) 1 March 2021 n/a 122,727
D J K Turnbull (resigned 24/04/2025) 1 March 2021 n/a 83,645
LP C Taylor 1 March 2021 258,645 158,645
T Hall ( Joined 01/05/2025) 9 April 2025 - n/a
Further details of Directors' service contracts, remuneration, share interests
and interests in options over the Company's shares can be found in the
Remuneration Committee Report on page 24.
Major Shareholdings
At the date of publication of this report, the Company had been notified of
the following shareholdings of 3% or more of its issued share capital:
Ordinary shares % of issued share
capital
Kevin Allenby 9,577,320 15.4
Mark Clubb 4,787,939 7.7
Salus Alpha Financial Services AG 4,234,210 6.8
John Drinkwater 4,401,514 7.1
VT EPIC MA Growth Fund 4,075,000 6.6
Schroders 4,069,284 6.5
John Beverley 3,289,750 5.3
Marlborough Funds 3,206,626 5.2
Political Contributions
The Group and Company did not make any political donations or incur any
political expenditure during the year (30 September 2024: nil).
Going concern
The Directors have prepared financial forecasts supported by sensitivity
analyses across a range of reasonably foreseeable downside scenarios,
considering variables such as revenue growth, asset levels, cost inflation,
acquisition integration and the timing of anticipated transactions.
The assessment includes the proposed share-for-share acquisitions of WH
Ireland Group and a further pipeline acquisition, which require no cash
consideration and are expected to strengthen Group liquidity and enhance
recurring revenue streams. It also incorporates the post year-end equity
funding and additional loan note facilities secured.
Having considered the anticipated improvements in trading performance, the
incremental liquidity expected from the proposed acquisitions, the funding
obtained after the year end, and the continued cost-optimisation initiatives
across the Group, the Directors have a reasonable expectation that the Group
has sufficient resources to continue in operational existence for at least 12
months from the date of approval of the consolidated financial statements.
Likely future developments
The Directors are focused on bringing the Group to a cashflow positive
position and to be able to pay a dividend to shareholders over the medium
term. In the early years of the TEAM business plan, this was not expected, nor
has it been the outcome. This was due to the startup costs associated with the
business plan, the costs associated with running a plc entity with a listing
on AIM, together with the losses made in the investment management division.
The acquisitions made or arranged by the Group, along with a pipeline of
hiring revenue generating individuals and earnings enhancing acquisitions,
together with the expected delivery of revenue and cost synergies from the
acquired subsidiaries, are expected to achieve this aim.
Events after the Reporting Period
WH Ireland Acquisition
On 27 November 2025 TEAM plc announced a recommended offer for 100% of WH
Ireland Group plc ("WH Ireland" or "WHI") via a scheme of arrangement. Under
terms of all-share offer WHI shareholders received 0.195 new TEAM plc shares
for each WHI share, valuing WHI's entire issued share capital at approximately
£12.7 million and equating to a look through value of approximately £13.3m
On 20 March 2026 the acquisition was approved by the High Court Justice and
the scheme became effective on 24 March 2026. The acquisition of WH Ireland
strengthens the Groups strategic position and establishes a significant
presence in the UK. Initial accounting for the business combination has yet to
be carried out, although preliminary assessments are underway. Identifiable
net assets of approximately £4.7m were acquired.
EPIC Fund Services (Guernsey) Limited Acquisition
Subsequent to the year end, the Group acquired EPIC Fund Services (Guernsey)
Limited. The group acquired 100% of the issued share capital for consideration
of £950,000, satisfied entirely in new ordinary shares of TEAM plc. The
acquisition reinforces the group's presence in Guernsey and creates a broader
capability of services in the Channel Islands.
Annual General Meeting ("AGM")
The Company will hold its AGM on a date to be announced in April 2026. The
resolutions to be proposed at the AGM include usual resolutions dealing with
the ordinary business of the AGM. A description of all the resolutions will be
set out within the Notice of AGM document being posted separately.
Statement of Directors' Responsibilities
The Directors acknowledge their responsibilities for preparing the Annual
Report and the consolidated financial statements in accordance with applicable
law and regulations.
Companies (Jersey) Law 1991 requires the Directors to prepare consolidated
financial statements for each financial year. Under that law. the Directors
have elected to prepare the financial statements in accordance with the
requirements of International Financial Reporting Standards ('IFRS') as issued
by the International Accounting Standards Board ('IASB'). Under Companies
(Jersey) Law 1991, the Directors must not approve the financial statements
unless they are satisfied that they give a true and fair view of the situation
of the Company and Group and of the profit or loss of the Company and Group
for that period. In preparing these financial statements, the Directors are
required to:
· select suitable accounting policies and apply them consistently;
· make judgements and accounting estimates that are reasonable and
prudent;
· state whether International Financial Reporting Standards have been
followed, subject to any material departures disclosed and explained in the
financial statements; and
· prepare the financial statements on the going concern basis unless it
is inappropriate to presume that the Company and Group will continue in
business.
The Directors are responsible for keeping adequate accounting records that are
sufficient to show and explain the Company's transactions and disclose with
reasonable accuracy at any time the financial position of the Company and
enable them to ensure that the financial statements comply with the Companies
(Jersey) Law 1991. They are also responsible for safeguarding the assets of
the Company and Group and hence for taking reasonable steps for the prevention
and detection of fraud and other irregularities.
Disclosure of information to the auditors
Each of the persons who are Directors at the time that this Directors' Report
is approved has confirmed
that:
· as far as that Director is aware, there is no relevant audit
information of which the Company's and the Group's auditor is unaware, and
· that Director has taken all the steps that ought to have been taken
as a Director in order to be aware of any relevant information and to
establish that the Company's and the Group's auditor is aware of that
information.
This report was approved by the Board on 31 March 2026 and signed on its
behalf by:
……………………………………………
………………………………………………………….
Mr J M Clubb Mr I Walker
Executive
Chairman
CFO and COO
Directors' Biographies
Jonathan Mark Gordon Clubb
EXECUTIVE CHAIRMAN
Mark began his 27 year career in investment banking at Hoare Govett and has
held various senior management roles at UBS Philips and Drew and BZW (latterly
Credit Suisse First Boston). In 1997 Mark, together with six partners, founded
London-based investment banking boutique, Altium Capital Partners. Following a
management buyout of Altium Capital Partners in 2008, Mark returned to Jersey
and has spent the last 12 years in investment management, including at private
client stockbroker, Collins Stewart, later acquired by Canaccord Genuity Inc.
Louis Philip Chetwynd Taylor
INDEPENDENT NON-EXECUTIVE DIRECTOR & SENIOR INDEPENDENT DIRECTOR
Philip has over 40 years' experience in the finance industry, beginning his
career at PwC in London. Philip is currently a lay member of the States of
Jersey Public Accounts Committee and as a Director of a property development
company. Philip was the Senior Partner of PwC Channel Islands and a Global
Leader of the PwC Quality Assurance Programme. Philip has previously served as
Chairman of the States of Jersey Treasury Advisory Panel a Commissioner of the
JFSC, as a Member of the Conduct and Case Management Committees of the UK
Financial Reporting Council, as a Member
of Jersey Financial Services Advisory Board and as Director of a number of
listed and other financial services companies.
Tim Hall
INDEPENDENT NON-EXECUTIVE DIRECTOR
With over 40 years investment experience, Tim has worked with a number of
investment boutiques and is currently chair of the Markets Division of EPIC
Investment Partners.
Spending 26 years with Martin Currie Investment Management in Edinburgh, roles
included portfolio management, establishing a global client service and sales
team, as well running the investment floor with associated risk and trading
desks. As a main board director, he also chaired the Pension Fund, and
Charitable Foundation. He retired in 2010.
After a period of chairing Oriel Asset Management, the business was reversed
into Garraway Capital Partners in 2013, which, in 2021, was subsumed by EPIC
Investment Partners. Tim's roles include supporting the portfolio managers as
well as guiding the division's marketing and sales efforts, and corporate
aspirations.
He is involved in a number of charitable groups, including being a Trustee of
the Royal Edinburgh Military Tattoo, and a past chair of the Lloyds TSB
Foundation in Scotland.
Tim is also a non-executive director of Jersey based Team plc, and to reflect
his breadth of experience, sits on the Audit and Risk, Nomination and
Remuneration committees'
INDEPENDENT AUDITOR'S REPORT TO THE SHAREHOLDERS OF TEAM PLC
Opinion
We have audited the consolidated financial statements of Team plc and its
subsidiaries (the "Group") for the year ended 30 September 2025 which comprise
the consolidated statement of financial position, the consolidated statement
of comprehensive income, the consolidated statement of changes in equity, the
consolidated statement of cash flows and notes to the consolidated financial
statements including significant accounting policies. The financial reporting
framework that has been applied in their preparation is applicable law and
International Financial Reporting Standards (IFRS) as adopted by the
International Accounting Standards Board (IASB).
In our opinion, the consolidated financial statements:
· give a true and fair view of the state of the Group's affairs as
at 30 September 2025 and of its loss for the year then ended;
· have been properly prepared in accordance with IFRS as adopted by
the IASB; and
· have been prepared in accordance with the requirements of the
Companies (Jersey) Law 1991.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing
(UK) (ISAs (UK)) and applicable law. Our responsibilities under those
standards are further described in the Auditor's responsibilities for the
audit of the consolidated financial statements section of our report. We are
independent of the Group in accordance with the ethical requirements that are
relevant to our audit of the consolidated financial statements in Jersey,
including the FRC's Ethical Standard as applied to listed entities, and we
have fulfilled our ethical responsibilities in accordance with these
requirements. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our audit opinion.
An overview of the scope of our audit
Whilst planning our audit engagement, we determined materiality and assessed
the risks of material misstatement in the consolidated financial statements
including the consideration of where Directors made subjective judgements, for
example, in respect of the assumptions that underlie significant accounting
estimates and their assessment of future events that are inherently
uncertain. We tailored the scope of our audit in order to perform sufficient
work to enable us to express an opinion on the consolidated financial
statements as a whole taking into account the Group, its accounting processes
and controls and the industry in which it operates.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were
of most significance in our audit of the consolidated financial statements of
the current period and include the most significant assessed risks of material
misstatement (whether or not due to fraud) we identified, including those
which had the greatest effect on the overall audit strategy; the allocation of
resources in the audit; and directing the efforts of the engagement team.
These matters were addressed in the context of our audit of the consolidated
financial statements as a whole, and in forming our opinion thereon, and we do
not provide a separate opinion on these matters.
We have determined the matters described below to be the key audit matters to
be communicated in our report.
Key Audit Matter How the matter was addressed in the audit
Going Concern
The Company's management has prepared the Group's consolidated financial Our main audit procedures in respect of going concern were as follows:
statements on the assumption that the Company and Group is a going concern.
The Group has been loss making since inception, has an accumulated deficit § We reviewed the management's assessment on going concern;
balance of £10.3 million and a net current liability position of £1.6
million as at the reporting date, there is a risk that management's use of the § We reviewed the reasonableness of supporting budget/cash flow forecast;
going concern assumption in preparing the financial statements is not
appropriate. § We reviewed post year-end trading, debt facilities and other relevant
information.
INDEPENDENT AUDITOR'S REPORT TO THE SHAREHOLDERS OF TEAM PLC (CONTINUED)
Key Audit Matter How the matter was addressed in the audit
Key Observations
Based on the work we have performed, we have not identified any material
uncertainties relating to events or conditions that, individually or
collectively, may cast significant doubt on the Group's ability to continue as
going concern for a period of at least twelve months from when the
consolidated financial statements are authorised for issue.
Risk of fraud in revenue recognition
Material misstatement due to fraudulent financial reporting relating to Our main audit procedures in respect of revenue recognition were as follows:
revenue recognition often results from an overstatement of revenues through,
for example, premature revenue recognition or recording fictitious revenues. § We obtained an understanding of the policies and procedures applied to
It may also result from an understatement of revenues through, for example, revenue recognition, as well as compliance therewith, including an analysis of
improperly shifting revenues to a later period. the effectiveness of the design and implementation of controls related to
revenue recognition employed by the Group;
§ We performed sample-based tests of details over the accuracy and occurrence
The Group's main source of income is the fees and commissions earned from the of sales during the year especially responsive to the risk of fraud in revenue
provision of investment management and other related services. occurrence;
§ We performed substantive analytical procedures to test reasonableness and
completeness of recorded revenue;
We have not become aware of opportunities and pressure which could lead us to
believe that potential misstatements may arise as a result of fraudulent § We reviewed the disclosures related to revenue included in the notes to the
financial reporting. consolidated financial statements.
Key Observations
We did not identify any material issues arising from the procedures performed
in this area. We concluded that the Group's accounting for revenue
recognition, and the related disclosures, were in accordance with the
requirements of IFRS.
Risk of Impairment of Intangible Assets, including Goodwill
The acquisitions made by the Group (including those completed in prior
periods) have generated a significant balance of intangible assets i.e,
customer relationships and goodwill, being recognised on the consolidated Our main audit procedures were as follows:
statement of financial position.
§ We obtained an understanding of the process and controls around the
As required by IFRS, Management performs an annual review of the valuation of goodwill valuation and impairment review process;
intangible assets, including goodwill on a cash-generating unit ("CGU") basis
including the determination of any impairment to be recognised for the year. A § We assessed the reasonableness of the inputs and assumptions applied by the
risk of material misstatement arises due to the significant judgments and management in preparing the relevant valuation workings;
estimations applied by the management in this process.
§ We reviewed the mathematical accuracy of the calculations performed by
management; and,
§ We perform an evaluation of the key assumptions used in the impairment
assessment calculation to assess whether there are any indications of
management bias
Key Observations
We did not identify any material issues arising from the procedures performed
in this area. We concluded that management's assessment of the impairment of
intangible assets including goodwill was appropriate and in accordance with
the requirements of IFRS.
INDEPENDENT AUDITOR'S REPORT TO THE SHAREHOLDERS OF TEAM PLC (CONTINUED)
Our application of materiality
We define materiality as the magnitude of misstatements in the consolidated
financial statements that makes it probable that the economic decisions of a
reasonably knowledgeable user of the financial statements would be changed or
influenced. We use materiality to determine the scope of our audit and the
nature, timing and extent of our audit procedures and to evaluate the results
of that work. Materiality was determined as follows:
Consolidated financial statements as a whole:
Materiality was calculated at £263,000 based on a calculation of 3.5% of
preliminary net assets. This benchmark is considered the most appropriate
because, based on our professional judgement, we considered that this is the
primary measure used by the users of the consolidated financial statements in
assessing the performance and value of the Group.
Performance materiality was set at 60% of materiality and was calculated at
£170,950.
Communication of misstatements to the Board:
We agreed with the Directors that any misstatement above £13,150 identified
during our audit will be reported to the Audit Committee, together with any
misstatement below that threshold that, in our view, warranted reporting on
qualitative grounds.
As noted above, the materiality levels are calculated based upon preliminary
net assets. We have performed a reassessment of materiality based on the final
net asset balance and have concluded that the materiality levels remain
appropriate at the conclusion of the audit as these are more conservative.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors'
use of the going concern basis of accounting in the preparation of the
financial statements is appropriate.
Based on the work we have performed, we have not identified any material
uncertainties relating to events or conditions that, individually or
collectively, may cast significant doubt on the Group's ability to continue as
going concern for a period of at least twelve months from when the
consolidated financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to
going concern are described in the relevant sections of this report.
Other information
The Directors are responsible for the other information. The other information
comprises the information included in the annual report set out on page 2 to
32 other than the consolidated financial statements and our auditor's report
thereon. Our opinion on the consolidated financial statements does not cover
the other information and we do not express any form of assurance conclusion
thereon.
In connection with our audit of the consolidated financial statements, our
responsibility is to read the other information identified above when it
becomes available and, in doing so, consider whether the other information is
materially inconsistent with the consolidated financial statements, or our
knowledge obtained in the audit or otherwise appears to be materially
misstated. If we identify such material inconsistencies or apparent material
misstatements, we are required to determine whether there is a material
misstatement of the consolidated financial statements or a material
misstatement of the other information. If, based on the work we have
performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact.
We have nothing to report in this regard.
INDEPENDENT AUDITOR'S REPORT TO THE SHAREHOLDERS OF TEAM PLC (CONTINUED)
Matters on which we are required to report by exception
In light of the knowledge and understanding of the Group and its environment
which we obtained during the course of the audit, we have not identified
material misstatements in the Directors' report.
We have nothing to report in respect of the following matters where the
Companies (Jersey) Law 1991 requires us to report to you if, in our opinion:
· Adequate accounting records have not been kept; or
· returns adequate for our audit have not been received from
branches not visited by us; or
· the financial statements are not in agreement with the accounting
records and returns; or
· we have not received all the information and explanations we
require for our audit.
Responsibilities of directors for the consolidated financial statements
As explained more fully in the Statement of Directors' Responsibilities on
page 30, the Directors are responsible for the preparation of the consolidated
financial statements which give a true and fair view, and for such internal
control as the Directors determine is necessary to enable the preparation of
consolidated financial statements that are free from material misstatement,
whether due to fraud or error.
In preparing the consolidated financial statements, 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 Group or to cease operations, or have no realistic alternative
but to do so.
Auditor's responsibilities for the audit of the consolidated financial
statements
Our objectives are to obtain reasonable assurance about whether the
consolidated financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditor's report
that includes our opinion. Reasonable assurance is a high level of assurance
but is not a guarantee that an audit conducted in accordance with ISAs (UK)
will always detect a material misstatement when it exists. Misstatements can
arise from fraud or error and are considered material if, individually or in
the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of these consolidated financial
statements.
Explanation as to what extent the audit was considered capable of detecting
irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and
regulations. We design procedures in line with our responsibilities, outlined
above, to detect material misstatements in respect of irregularities,
including fraud. The extent to which our procedures are capable of detecting
irregularities, including fraud is detailed below.
The objectives of our audit, in respect to fraud, are; to identify and assess
the risks of material misstatement of the financial statements due to fraud;
to obtain sufficient appropriate audit evidence regarding the assessed risks
of material misstatement due to fraud, through designing and implementing
appropriate responses; and to respond appropriately to fraud or suspected
fraud identified during the audit. However, the primary responsibility for the
prevention and detection of fraud rests with both those charged with
governance of the entity and management.
Our approach was as follows:
· We obtained an understanding of the legal and regulatory
frameworks that are applicable to the Group and determined that the most
significant are those that relate to the Companies (Jersey) Law 1991, IFRS and
the AIM Rules for Companies. We also reviewed the laws and regulations
applicable to the Group that have an indirect impact on the financial
statements.
· We gained an understanding of how the Group is complying with
Companies (Jersey) Law 1991, IFRS and the AIM Rules for Companies by making
inquiries of management. We corroborated our inquiries through our review of
minutes of Board of Directors meetings and the review of various
correspondence examined in the context of our audit and noted that there was
no contradictory evidence.
INDEPENDENT AUDITOR'S REPORT TO THE SHAREHOLDERS OF TEAM PLC (CONTINUED)
· We assessed the susceptibility of the Group's financial
statements to material misstatement, including how fraud might occur, by
meeting with management to understand where they considered there was
susceptibility to fraud. We also considered performance targets and their
propensity to influence management to manage earnings and revenue by
overriding internal controls. We performed specific procedures to respond to
the fraud risk of inappropriate revenue recognition. Our procedures also
included testing a risk-based sample of journal entries that may have been
posted with the intention of overriding internal controls to manipulate
earnings. These procedures were designed to provide reasonable assurance that
the financial statements were free from fraud or error.
· Based on this understanding, we designed specific appropriate
audit procedures to identify instances of non-compliance with laws and
regulations. This included making enquiries of management and those charged
with governance and obtaining additional corroborative evidence as required.
There are inherent limitations in the audit procedures described above. We are
less likely to become aware of instances of non-compliance with laws and
regulations that are not closely related to events and transactions reflected
in the consolidated financial statements. Also, the risk of not detecting a
material misstatement due to fraud is higher than the risk of not detecting
one resulting from error, as fraud may involve deliberate concealment by, for
example, forgery or intentional misrepresentations, or through collusion.
A further description of our responsibilities for the audit of the financial
statements is located on the Financial Reporting Council's website at
https://www.frc.org.uk/auditorsresponsibilities. This description forms part
of our auditor's report.
Use of our report
This report is made solely to the Group's shareholders as a body, in
accordance with Article 113A of the Companies (Jersey) Law 1991. Our audit
work has been undertaken so that we might state to the Group's shareholders
those matters we are required to state to them in an auditor's 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 Group and the Group's
shareholders as a body, for our audit work, for this report, or for the
opinions we have formed.
Phillip Callow
For and on behalf of Moore Stephens Audit and Assurance (Jersey) Limited
1 Waverley Place
Union Street
St Helier
Jersey
Channel Islands
JE4 8SG
Dated: 31 March 2026
Consolidated Statement of Comprehensive Income for the Year Ended 30 September 2025
Year to Year to
30 Sept 2025 30 Sept 2024
Note £'000 £'000
Revenues 3 11,953 10,279
Cost of sales (5,389) (4,505)
Operating expenses (9,220) (8,653)
Operating loss (2,656) (2,879)
Operating loss before acquisition costs (2,583) (2,815)
Acquisition costs 20 (73) (64)
Operating loss after acquisition costs (2,656) (2,879)
Fair value gains on deferred consideration 15 - 730
Impairment of goodwill 9 - (600)
Share award expense - 1
Other income and charges 7 (377) (173)
Loss on ordinary activities before tax (3,033) (2,921)
Taxation 8 (197) 14
Loss for the year and total comprehensive (3,230) (2,907)
loss
Loss per share from continuing and total operations (basic and diluted) 20 £(0.059) £(0.086)
Consolidated Statement of Financial Position as of 30 September 2025
30 Sep 2025 30 Sep 2024
Note
£'000 £'000
Non-current assets
Intangible assets 9 10,988 11,933
Property, plant and equipment 10 666 630
Deferred tax 8 - 168
Long term deposit 12 86 78
11,740 12,809
Current assets
Trade, other receivables, and prepayments 14 936 997
Cash and cash equivalents 13 1,359 1,736
2,295 2,733
Trade and other payables:amounts falling due within one year 15 (3,881) (5,159)
Net current liabilities (1,586) (2,426)
Total assets less current liabilities 10,154 10,383
Trade and other payables: amounts falling due after one
Year (1,406) (438)
15
Net assets 8,748 9,945
Equity
Stated Capital 17 19,018 16,985
Share award reserve 4 4
Retained loss (10,274) (7,044)
Total Equity 8,748 9,945
The consolidated financial statements on pages 38 - 64 were approved and
authorised for issue by the Board of Directors on the 31 March 2026 and were
signed on its behalf by:
……………………………………………
………………………………………………………….
Mr J M Clubb Mr I Walker
Executive
Chair
CFO and COO
Consolidated Statement of Changes in Equity for the Year Ended 30 September 2025
Stated capital Share award Retained earnings Total
reserve
£'000 £'000 £'000 £'000
At 1 October 2024 16,985 4 (7,044) 9,945
New share capital 2,033 - - 2,033
Loss for the year - - (3,230) (3,230)
At 30 September 2025 19,018 4 (10,274) 8,748
Stated capital Share award reserve Retained earnings
Total
£'000 £'000 £'000 £'000
At 1 October 2023 12,349 13 (4,137) 8,225
New share capital 4,636 - - 4,636
Loss for the year - - (2,907) (2,907)
Share award for the year - (9) - (9)
At 30 September 2024 16,985 4 (7,044) 9,945
Consolidated Statement of Cash Flows for the Year Ended 30 September 2025
Year to Year to
Note
30 Sept 2025 30 Sept 2024
£'000 £'000
Cash flows from operating activities
Loss for the year before tax (3,033) (2,921)
Adjustments to cash flows from non-cash items:
Depreciation and amortisation 6 1,221 1,163
Finance costs 7 377 173
Impairment of goodwill 9 - 600
Gain on lease termination and assignment (13) -
Fair value gains on deferred consideration 15 - (730)
Share award expense - (1)
Trade and other receivables 53 (110)
Trade and other payables (156) (968)
Net cash outflow from operating activities (1,551) (2,793)
Cash flows from investing activities
Payment of deferred consideration 15 (1,231) -
Acquisition of property, plant, and equipment (26) (10)
Acquisition of intangible assets (50) -
Net cash outflow from investing activities (1,307) (10)
Cash flows from financing activities
Lease liability paid (199) (151)
Issue of share capital 17 1,833 1,196
Net inflow of cash from borrowings 15 847 1,310
Net cash flow from financing activities 2,481 2,355
Net decrease in cash and cash equivalents (377) (448)
Cash and cash equivalents at beginning of year 1,736 1,938
Cash and cash equivalents from subsidiaries at acquisition - 246
Cash and cash equivalents at end of 1,359 1,736
year* 13
*Included in cash and cash equivalents at the year-end is £646,000 of fixed
term deposits held in lien by the United Arab Emirates government as part of
regulatory compliance.
The consolidated statement of cash flows of the Group for the year ended 30
September 2025 is set out above. Details of additions and disposals of which
are given in note 10.
Notes to the Consolidated Financial Statements for the year ended 30 September 2025
1. General information
TEAM plc (the "Company" and "Group") is a Registered Public Company limited by
share capital incorporated and registered in Jersey, Channel Islands on 4 July
2019. The registered Company number is 129405. The principal place of business
is 2(nd) Floor, Conway house, 7 - 9 Conway Street, St. Helier, Jersey, JE2
3NT.
The principal activities of the Group are the provision of investment
management, financial advisory services and insurance brokering services.
These financial statements are presented in Pound Sterling (£), the
functional currency of the Group, rounded to the nearest thousand (£'000),
which is the currency of the primary economic environment in which the Group
operates.
2. Accounting policies
Summary of significant accounting policies and key accounting estimates
The principal accounting policies adopted in the preparation of these
financial statements are set out below. These policies have been consistently
applied to the period presented, unless otherwise stated.
Statement of compliance
These consolidated financial statements have been prepared in accordance with
the requirements of International Financial Reporting Standards (IFRS) as
issued by the International Accounting Standards Board (IASB) and the
requirements of the Companies (Jersey) Law 1991. The Group's consolidated
financial statements have been prepared under the historical cost convention,
except for financial instruments, which are stated in accordance with IFRS 9
Financial Instruments: recognition and measurement.
The preparation of financial statements in compliance with IFRS requires the
use of certain critical accounting estimates. It also requires the Directors
to exercise judgement in applying the Group's accounting policies. The areas
where significant judgements and estimates have been made in preparing the
financial statements are disclosed in more detail under the critical
accounting judgements policy.
Basis of consolidated financial statements
The Group's financial statements consolidate those of the parent company and
all its subsidiaries as of 30 September 2025. Control is achieved where the
Company is exposed, or has rights, to variable returns from its involvement
with an investee company and can affect those returns through its power over
the other entity; power generally arises from holding a majority of voting
rights.
All transactions and balances between Group companies are eliminated on
consolidation, including unrealised gains and losses on transactions between
Group companies. Amounts reported in the financial statements of subsidiaries
have been adjusted where necessary to ensure consistency with the accounting
policies adopted by the Group.
Profit or loss and other comprehensive income of the subsidiaries acquired or
disposed of during the year are recognised from the effective date of
acquisition, or up to the effective date of disposal, as applicable.
The Group attributes total comprehensive income or loss of subsidiaries
between the owners of the parent given all subsidiaries are 100% owned.
New standards and interpretations not yet adopted
There are several standards, amendments to standards, and interpretations
issued by the IASB that are effective in future accounting periods which the
Group has elected not to adopt early.
The following amendments are effective for the period beginning 1 January 2025
and will be applied by the Group from that date:
· Lack of Exchangeability - Amendments to IAS 21
Other standards and amendments that are not yet effective and have not been
adopted early by the Group include:
· Amendments to the Classification and Measurement of Financial
Instruments (Amendments to IFRS 9 and IFRS 7)
· IFRS 18 'Presentation and Disclosure in Financial Statements'
· IFRS 19 'Subsidiaries without Public Accountability: Disclosures'
The Group is currently assessing the full impact of IFRS 18. The Group will
provide a more detailed assessment of the impact in future periods."
Going concern
The group incurred a consolidated net loss of £3,230,000 (2024: £2,907,000)
during the year ended 30 September 2025 and, as of that date, its consolidated
current liabilities exceeded its consolidated current assets by £1,586,000
(2024: £2,426,000). This indicates that the company may not be a going
concern.
The Directors have prepared financial projections covering at least 12 months
from the expected date of approval of the financial statements, together with
sensitivity analyses reflecting reasonably plausible downside scenarios,
including lower revenue growth, cost pressures and delays in the completion or
integration of the proposed share-for-share acquisitions of WH Ireland Group
plc ("WHI") and a further pipeline acquisition. Neither transaction requires
cash consideration from TEAM plc. WHI is expected to contribute additional
liquidity on completion, while the pipeline acquisition, if completed, is
expected to be broadly cash neutral with incremental recurring revenue.
Although the Group's cash position at year end was modest, this has been
strengthened post-year end through equity raises and loan note subscriptions,
and further cost reduction measures have been implemented.
While the Group remains dependent on delivery of forecast improvements and
successful execution of its strategic plans, the projections and sensitivities
indicate that the Group is expected to maintain adequate liquidity and
regulatory capital headroom throughout the assessment period. The Board also
retains access to additional funding options, should these be required.
Accordingly, the Directors consider the going concern basis of accounting to
be appropriate.
Critical accounting estimates and judgements
The Group makes certain estimates and assumptions in the preparation of
financial statements. Estimates and judgements are continually evaluated based
on historical experience and other factors, including expectations of future
events that are believed to be reasonable that best reflects the conditions
and circumstances that exist at the reporting date.
The principal estimates and judgements that could have an effect upon the
Group's financial results are the useful economic lives of property, plant and
equipment, the impairment of trade receivables, goodwill and intangible
assets, deferred consideration payable and the provision for income and
deferred taxes. Further details of these estimates and judgements are set out
in the related notes to the consolidated financial statements for these items.
Revenue recognition
The Group has applied IFRS 15 - Revenue from Contracts with Customers. IFRS 15
establishes the principles that an entity applies when reporting information
about the nature, amount, timing and uncertainty of revenue and cash flows
from a contract with a customer. In applying IFRS 15, an entity recognises
revenue to depict the transfer of promised services to the customer in an
amount that reflects the consideration to which the entity expects to be
entitled in exchange for those services.
The Group recognises revenue on the transfer of services in accordance with
the contractual terms entered into with clients. Fees and commissions are
received on a variety of different payment terms.
· Commission:Trading and foreign exchange commission income is
recognised on a trade date basis.
· Management Fees: Fund and investment management, introductory and
sponsor fees are recognised on an accrual basis over time.
· Treasury services: Treasury fees are recognised on an accrual basis
over time.
· Financial advice services: These are recognised on an accrual basis
over time.
Contracts are assessed to determine whether they contain a single combined
performance obligation or multiple performance obligations. If applicable the
total transaction price is allocated amongst the various performance
obligations based on their relative stand-alone selling prices.
Revenue is recognised at the point in time when the Group satisfies
performance obligations by transferring the promised services to its
customers. The Group has no unsatisfied performance obligations and so does
not recognise any contract liabilities for consideration.
If the Group satisfies a performance obligation before it receives the
consideration, the Group recognises either a contract asset or a receivable in
its consolidated statement of financial position, depending on whether
something other than the passage of time is required before the consideration
is due.
Segment reporting
IFRS 8 requires that an entity disclose financial and descriptive information
about its reportable segments, which are operating segments or aggregations of
operating segments. Operating segments are identified based on internal
reports that are regularly reviewed by the Board (in its role as chief
operating decision maker) to allocate resources and to assess performance.
Using the Group's internal management reporting as a starting point the three
reporting segments set out in note 3 have been identified.
Foreign currency transactions and balances
The individual financial statements of each group entity are presented in the
currency of the primary economic environment in which the entity operates (its
functional currency). For the purposes of the consolidated financial
statements, the results and financial position are presented in £ Sterling.
For the purposes of presenting consolidated financial statements, the assets
and liabilities of the group's foreign operations are translated from their
functional currency to £ Sterling using the closing exchange rate. Income and
expenses are translated using the average rate for the period, unless the
exchange rate
fluctuates significantly during the period, in which case exchange rates at
the dates of the transactions are used. Exchange differences are recognised in
profit or loss in the period in which they arise.
Exchange differences arising on the settlement of monetary items, and on the
retranslation of monetary items are included under operating expenses in the
statement of comprehensive income.
Tax
The tax expense for the period represents the sum of the tax currently payable
and the deferred tax.
Deferred tax is the expected tax to be payable or recoverable on differences
between the carrying amounts of assets and liabilities in the financial
statements and the corresponding tax bases used in the computation of taxable
profit. Deferred tax liabilities are generally recognised for all taxable
temporary differences and deferred tax assets are recognised to the extent
that it is probable that taxable profits will be available against which
deductible temporary differences can be utilised.
The carrying amount of deferred tax assets is reviewed at each reporting date
and reduced to the extent that it is no longer probable that sufficient
taxable profits will be available to allow all or part of the asset to be
recovered. Deferred tax assets and liabilities are measured at the tax rates
(10% in Jersey, 17% in Singapore, 3% in Labuan, between 7% and 27% in South
Africa and 0% in UAE and BVI) that are expected to apply in the year when the
asset is realised or the liability is settled, based on tax rates (and tax
laws) that have been enacted or substantively enacted at the reporting date.
Deferred tax assets and liabilities are offset where there is a legally
enforceable right to set off current tax assets against current tax
liabilities and when they relate to income taxes levied by the same taxation
authority and the Group intends to settle its current tax assets and
liabilities on a net basis.
Where available, Group losses are transferred between companies who pay the
same rate of tax to the same taxation authority.
Property, plant, and equipment
Property, plant, and equipment are stated in the Statement of Financial
Position at cost, less any subsequent accumulated depreciation and subsequent
accumulated impairment losses. Assets are recognised when it is probable that
the future economic benefits associated with the asset will flow to the entity
and the cost can be measured reliably. Cost includes expenditure that is
directly attributable to the acquisition of items.
Fully depreciated assets are retained in the cost and the related accumulated
depreciation until they are removed from service. In the case of disposals,
assets and related depreciation are removed from the financial statements at
the net amount. Proceeds from disposal are charged or credited to profit and
loss.
Depreciation
Depreciation is charged so as to write off the cost or valuation of assets
over their useful economic lives, using the straight-line method.
Asset
class
Depreciation rate
Computer
hardware
5 years
Equipment &
fixtures
4 years
Website
Costs
5 years
Leasehold Improvements 5
years
Right of use
assets
Over the term of the lease
Business combinations
The acquisition of subsidiaries is accounted for using the purchase method
when the Group undertakes business combinations. The Group has acquired a
business when it obtains control over a collection of assets and the acquired
assets and activities that include inputs, substantive processes and the
ability to produce outputs.
All consideration transferred is recognised at fair value at the date of
acquisition. This includes assets transferred, liabilities incurred by the
owners and equity instruments issued by the Group. Contingent consideration is
initially recognised at fair value. If the contingent consideration is
classified as equity, it is not remeasured, and settlement is accounted for
within equity. If the contingent consideration is classified as a financial
liability, it is remeasured to fair value at each reporting date, with the
movement in fair value being recognised in the statement of profit or loss.
At acquisition date, to the extent that the total consideration transferred,
fair value of prior equity interests and NCI (non- controlling interests) are
greater than the net assets acquired, goodwill is recognised. If the fair
value of the net assets acquired is more than the total consideration
transferred, then the difference is recognised in profit or loss as a gain on
a bargain purchase.
Intangible assets
The value of the customer relationships has been calculated using the excess
earnings approach discounted using the Group's estimated cost of capital. The
average life of a customer relationship has been set based on the customer
base and represents both the period over which the value of such relationships
has been calculated and the amortisation period of the intangible asset
arising. The Group amortises intangible assets over the following periods:
Customer relationships 5 -10 years
On each reporting date, the Group reviews the carrying amounts of its
intangible assets to determine whether there is any indication that those
assets have suffered an impairment loss. If any such indication exists, the
recoverable amount of the asset is estimated to determine the extent of the
impairment loss (if any).
If the recoverable amount of an asset (or cash-generating unit) is estimated
to be less than its carrying amount, the carrying amount of the asset
(cash-generating unit) is reduced to its recoverable amount. An impairment
loss is recognised as an expense immediately.
Goodwill
Goodwill represents the future economic benefits arising from a business
combination that are not individually identified and separately recognised.
Goodwill is not amortised, but it is tested for impairment annually, or more
frequently if events or changes in circumstances indicate that it might be
impaired and is carried at cost less accumulated impairment losses.
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and call deposits, and other
short-term highly liquid investments that are readily convertible to a known
amount of cash and are subject to an insignificant risk of change in value.
Such investments are those with original maturities of three months or less.
Trade receivables
Trade and other receivables are recognised initially at fair value. They are
subsequently measured at amortised cost using the effective interest method,
less provision for impairment.
A provision for the impairment of trade receivables is based on the lifetime
expected credit loss and past and forward-looking information.
Payables
Payables are obligations to pay for goods or services that have been acquired
in the ordinary course of business. Trade and other payables are measured at
initial recognition at fair value and are subsequently measured at amortised
cost using the effective interest rate method.
Leases
Under IFRS 16, the Group recognises right-of-use assets and liabilities for
significant leases.
The Group has elected and applied the exemption not to recognise right-of-use
assets and lease liabilities for short-term leases of 12 months or less or
leases for which the underlying asset is of low value. The Group recognises
the lease payments associated with these leases as an expense on a
straight-line basis over the lease term.
At inception of a contract under IFRS 16, the Group assesses whether a
contract is, or contains a lease. A contract contains a lease if the contract
conveys the right to control the use of an identified asset for a period in
exchange for consideration.
The Group recognises a right-of-use asset and lease liability at the lease
commencement date.
The right-of-use asset is initially measured at cost, which comprises the
initial amount of the lease liability adjusted for any lease payments made at
or before the commencement date, plus any direct costs incurred and an
estimate of costs to restore the underlying asset, less any incentives
received.
The right-of-use asset is subsequently depreciated using the straight-line
method from the commencement date to the end of the lease term. The lease
liability is initially measured at the present value of the lease payments
that are not paid, discounted using the interest rate implicit in the lease,
or if that rate cannot be readily determined, the Group's incremental
borrowing rate. The lease liability is subsequently measured at amortised cost
using the effective interest rate method.
The Group presents right-of-use assets in property, plant and equipment and
lease liabilities in loans and borrowings in the Statement of Financial
Position.
Financial instruments
The Group has adopted IFRS 9 in respect of financial instruments.
Financial assets, including trade and other receivables, cash and bank
balances and long term deposits, are initially recognised at transaction
price, unless the arrangement constitutes a financing transaction, where the
transaction is measured at the present value of the future receipts discounted
at a market rate of interest. Such assets are subsequently carried at
amortised cost using the effective interest method. At the end of each
reporting period financial assets measured at amortised cost are assessed for
lifetime expected credit losses based on past and forward-looking information.
If an asset is impaired the impairment loss is the difference between the
carrying amount and the present value of the estimated cash flows discounted
at the asset's original effective interest rate. The impairment loss is
recognised in the Statement of Comprehensive Income. If there is a decrease in
the impairment loss arising from an event occurring after the impairment was
recognised, the impairment is reversed. The reversal is such that the current
carrying amount does not exceed what the carrying amount would have been had
the impairment not previously been recognised. The impairment reversal is
recognised in the Statement of Comprehensive Income.
Financial assets are derecognised when (a) the contractual rights to the cash
flows from the asset expire or are settled, or (b) substantially all the risks
and rewards of the ownership of the asset are transferred to another party or
(c) despite having retained some significant risks and rewards of ownership,
control of the asset has been transferred to another party who has the
practical ability to unilaterally sell the asset to an unrelated third party
without imposing additional restrictions.
Financial liabilities, including trade and other payables and loan notes are
initially recognised at transaction price, unless the arrangement constitutes
a financing transaction, where the debt instrument is measured at the present
value of the future payments discounted at a market rate of interest.
Debt instruments are subsequently carried at amortised cost, using the
effective interest rate method. Financial instruments are categorised as fair
value through profit or loss if they are derivatives, held for trading or
designated as such on initial recognition. Gains and losses on such financial
liabilities are recognised in profit or loss.
Trade payables are obligations to pay for goods or services that have been
acquired in the ordinary course of business from suppliers. Accounts payable
are classified as current liabilities if payment is due within one year or
less. If not, they are presented as non-current liabilities. Trade payables
are recognised initially at transaction price and subsequently measured at
amortised cost using the effective interest method. Financial liabilities are
derecognised when the liability is extinguished, that is when the contractual
obligation is discharged, cancelled, or expires.
Stated capital
Ordinary shares are classified as equity. Equity instruments are measured at
the fair value of the cash or other resources received or receivable, net of
the direct costs of issuing the equity instruments. If payment is deferred and
the time value of money is material, the initial measurement is on a present
value basis.
Share award reserve
The Grant date fair value of equity-settled share-based payments is recognised
as an expense over the period when the associated service is rendered (the
vesting period), with a corresponding increase in equity. Vesting conditions,
other than market conditions, are used to determine the number of awards that
are expected to vest, the estimate being adjusted at each period as necessary.
If these conditions are not met, the cumulative expense recognised in relation
to these awards will be nil.
Where awards are modified, the minimum expense recognised will always be the
grant date fair value of the original award, provided the non-market vesting
conditions of the original award were met. To the extent the modification
results in any incremental expense determined at the date of modification,
this will be recognised over the remaining vesting period of the modified
award. When an award is cancelled the remaining amount of the grant date fair
value that has not already been recognised, will be recognised immediately as
an expense in the profit or loss.
Retained losses
Retained losses represent the cumulative earnings or losses of the Group, less
any dividends declared.
3. Operating Segments
Following the acquisitions of the subsidiaries, the Group now identifies three
principal operating segments: Investment Management, Advisory and
International. Investment Management provides investment management services
for individuals, trusts, sovereign agencies and corporations, Advisory
provides personal financial advice, investment consulting, and treasury
advisory services. Both segments are in Jersey, Channel Islands. International
provides personal financial advice services and fund distribution in the
Middle East, Asia & Africa.
No customer represents more than 10% of Group revenues (FY 2024: nil). The
following table represents revenue and cost information for the Group's
business segments:
Investment Management Advisory Inter- Group and consolidation adjustments Group
national
2025 Operating Segments £'000 £'000 £'000 £'000 £'000
Revenue 1,453 2,354 8,146 - 11,953
Cost of sales (355) (40) (4,994) - (5,389)
Contribution 1,098 2,314 3,152 - 6,564
Operating expenses (1,525) (2,598) (2,708) (1,095) (7,926)
Underlying loss/(profit) before tax (427) (284) 444 (1,095) (1,362)
Acquisition related costs - - - (73) (73)
Amortisation of acquired - - - (995) (995)
client relationships
Interest payments - - - (377) (377)
Net changes in the value - - - (226) (226)
of non-current asset
Loss/ (profit) before tax (427) (284) 444 (2,766) (3,033)
Tax (168) (29) - - (197)
Loss/ (profit) for the year (595) (313) 444 (2,766) (3,230)
Investment Management Advisory Inter-national Group and consolidation adjustments Group
2024 Operating Segments £'000 £'000 £'000 £'000 £'000
Revenue 1,322 2,003 6,953 1 10,279
Cost of sales (364) (48) (4,093) - (4,505)
Contribution 958 1,955 2,860 1 5,774
Operating expenses (1,384) (2,090) (3,117) (835) (7,426)
Underlying loss before (426) (135) (257) (834) (1,652)
tax
Acquisition related costs - - - (64) (64)
Amortisation of acquired - - - (995) (995)
client relationships
Interest payments - - - (173) (173)
Impairment of goodwill - - - (600) (600)
Deferred consideration - - - 730 730
fair value adjustments
Share award expense - - - 1 1
Net changes in the value - - - (168) (168)
of non-current asset
Loss before tax (426) (135) (257) (2,103) (2,921)
Tax 15 - (1) - 14
Loss for the year (411) (135) (258) (2,103) (2,907)
4. Staff costs
The aggregate payroll costs (including Directors' remuneration) were as
follows:
Year to Year to
30 Sep 2025 30 Sep 2024
£'000 £'000
Wages and salaries 5,279 4,333
At 30 September 2025, the Group had 93 staff (30 September 2024: 71), with 32
in the UAE, 32 in Jersey, 3 in Guernsey, 10 in Malaysia, 07 in Singapore, 09
in South Africa and nil in the UK (30 September 2024: 24 in the UAE, 29 in
Jersey, 8 in Malaysia, 7 in Singapore, 2 in South Africa and 1 in the UK).
There were also 83 self-employed advisers (30 Sept 2024: 68).
5. Directors' remuneration
The Directors' remuneration for the year was as follows:
Year to Year to
30 Sep 2025 30 Sep 2024
£'000 £'000
Executive
J M Clubb 175 190
M C Moore (resigned on 30(th) April 2025) 118 235
Non-Executive -
L P C Taylor 36 29
M M Gray (resigned on 31(st) December 2024) 9 29
D J K Turnbull (resigned on 24(th) April 2025) 21 29
T Hall (appointed on 1(st) May 2025) 4 -
363 512
Total Total
Equity settled share-based payments
30 Sept 2025 30 Sept2024
£'000 £'000
J M Clubb 1 1
M C Moore - 3
1 4
Directors' Interests in Management Incentive Plan ("MIP") shares
Total Total
30 Sept 2025 30 Sept2024
No. No.
M C Moore - 650
On 12(th) May 2022 the Company set up a revised MIP. Mr Clubb chose not to
participate in the new plan, and Mr Moore was awarded 650 shares, with two
other non-Directors of TEAM being awarded 100 shares each. One of those
directors left the Group in April 2025, and their shares were acquired back
and cancelled. In April 2025, a decision was taken to terminate the MIP and,
as a result, the Directors no longer hold any interests under the scheme.
6. Operating loss
Is stated after charging:
Year to Year to
30 Sep 2025 30 Sep 2024
£'000 £'000
Auditors' remuneration - audit fees 150 179
Amortisation of intangibles 995 995
Depreciation of property, plant, and equipment 25 36
Depreciation of right of use asset 201 132
Interest on right of use asset 42 34
1,413 1,376
7. Interest payable and similar expenditure
Year to Year to
30 Sep 2025 30 Sep 2024
£'000 £'000
Interest payable - Right of use asset 42 34
Unwinding of discounted long term deposit (7) (8)
Other interest payable 342 147
377 173
8. Taxation
Year to Year to
30 Sep 2025 30 Sep 2024
£'000 £'000
Income tax charge 197 (14)
Regulated financial services businesses in Jersey pay a flat corporation tax
rate of 10%. The Treasury Services business is not regulated and has a nil tax
rate. The Globaleye and NEBA entities are subject to tax rates of 17%
(Singapore), 3% (Labuan), between 7 and 27% (South Africa), and 0% (UAE and
BVI).
The differences are reconciled below: Year to Year to
30 Sep 2025 30 Sep 2024
£'000 £'000
Profit before tax applicable to financial service companies in 711 83
Jersey from date of acquisition to year end
Tax for financial service companies at 10% 71 8
Effect of permanent expense not deductible in determining taxable profit - 2
Tax effect of Group losses utilised within the Group (42) (10)
Tax increase from effect of unrelieved tax losses carried forward - (15)
Jersey tax increase/(decrease) 29 (15)
Deferred tax assets and liabilities
Year to Year to
30 Sep 2025 30 Sep 2024
£'000 £'000
Losses brought forward 168 151
Losses for the year - 42
Utilised within the Group - (42)
Prior year losses used as part of group relief - 16
unrelieved tax losses carried forward (168) -
Losses carried forward - 167
Capital allowances - 1
Deferred tax asset - 168
9. Intangible assets
The Group considers both qualitative and quantitative factors when determining
whether goodwill or an intangible asset may be impaired. At each year end, the
Group reviews all intangible assets and goodwill separately and individually
to assess and identify any indicators of impairment. Using an excess earnings
approach discounted based on approved budgets and the following assumptions:
· Weighted average cost of capital of 11.25% - based public and
industry standards.
· Revenue forecast:
o Intangible - a customer attrition rate of 5% has been applied for
identifiable customer relationships, except for JCAP Limited where a higher
attrition rate of 10% has been used to reflect entity-specific factors
o Goodwill - a growth rate of 5% for total revenue
o Based on past performance and management's future expectations as part of
the budgets, taking into account growth in the industry.
· Growth rate for staff and other costs in line with the revenue %'s
above - as these costs are associated with the revenue of the business, they
will adjust in line with the related projections for revenue.
· Forecast review period of 10 years - based on the usual contractual
period with clients and to link together with the amortisation period of the
intangibles.
No impairment of goodwill was recognised during the year (2024: £600,000).
The Group will continue to monitor all assets at each year end and will impair
assets where indicators are present.
Year to Year to
30 Sep 2025 30 Sep 2024
£'000 £'000
Customer Relationships and Platform Development Costs 4,446 5,391
Goodwill 6,542 6,542
Total Intangible Assets 10,988 11,933
Theta Enhanced Asset Management Limited Omega Financial Services (Jersey) Limited NEBA NEBA
JCAP Concentric Group Limited NEBA (BVI) Financial Solutions PTE Private Clients Limited Total customer relationships and Platform Development costs
Limited Limited Limited
Customer Relationships and Platform Development costs £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Cost 8,188
At 1 October 2024 1,059 1,759 3,279 2,091 - - -
Additions - - - 50 - - - 50
At 30 September 2025 1,059 1,759 3,279 2,141 - - - 8,238
Amortisation
At 1 October 2024 494 1,144 710 449 - - - 2,797
Charge for the year 106 352 328 209 - - - 995
At 30 September 2025 600 1,496 1,038 658 - - - 3,792
Carrying Amount 4,446
At 30 September 2025 459 263 2,241 1,483 - - -
At 30 September 2024 565 615 2,569 1,642 - - - 5,391
Theta Enhanced Asset Management Limited Omega Financial Services (Jersey) Limited NEBA NEBA
JCAP Concentric Group Limited NEBA (BVI) Financial Solutions PTE Limited Private Clients Limited Total Goodwill
Limited Limited
Goodwill £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Cost
At 1 October 2024 - 591 536 168 4,117 1 1,129 6,542
At 30 September 2025 - 591 536 168 4,117 1 1,129 6,542
10. Property, plant, and equipment
Right of Website Equipment Computer Leasehold
use assets Costs & fixtures Hardware Improvements Total
£'000 £'000 £'000 £'000 £'000 £'000
Cost
At 1 October 2024 941 - 67 80 2 1,090
Additions 558 6 9 11 - 584
Lease termination (322) - - - - (322)
At 30 September 2025 1,177 6 76 91 2 1,352
Depreciation
At 1 October 2024 359 - 50 50 1 460
Disposals - - - - - -
Charge for the year 201 - 12 13 - 226
At 30 September 2025 560 - 62 63 1 686
Carrying Amount
666
At 30 September 2025 617 6 14 28 1
At 30 September 2024 582 - 17 30 1 630
The right-of-use asset balance is made up of four properties across the Group.
The four properties are:
- Ground Floor, 3 Mulcaster Street, St Helier, Jersey, JE2 3NJ.
The lease term ended on 23(rd) March 2026.
- Third Floor, Conway House, St Helier, Jersey, JE2 3NT. The lease
term ends on 31(st) October 2027. During the year, the existing lease was
terminated on 3 July 2025, at which point the Group derecognised the related
right-of-use asset and lease liability. A new lease agreement for the same
premises commenced on 4 July 2025, with a revised termination date of 3 July
2031.
- Second Floor, Conway House, St Helier, Jersey, JE2 3NT. The
lease term ends on 3(rd) July 2031.
- #11-02, 112 Robinson Road, Singapore 068902. The lease term ends
on 31(st) August 2026.
Caledonia lease was terminated during the year following the move of Theta AM
and TEAM plc to Conway House.
11. Subsidiary undertakings
Proportion held by Proportion held by Proportion held by Proportion held by
Group Subsidiary Group Subsidiary
Undertakings Country of Holding 30-Sep-2025 30-Sep-2025 30-Sep-2024 30-Sep-2024
incorporation
TEAM Midco Limited Jersey Ordinary 100% 0% 100% 0%
JCAP Limited Jersey Ordinary 100% 100% 100% 100%
Theta Enhanced Asset Management Limited Jersey Ordinary 100% 100% 100% 100%
TEAM (UK) Management Services Limited U.K. Ordinary 100% 100% 100% 100%
TEAM Nominees Limited (dissolved on 25/10/2024)
Jersey Ordinary 100% 100% 100% 100%
Omega Financial Services (Jersey) Limited Jersey Ordinary 100% 100% 100% 100%
Concentric Group Limited Jersey Ordinary 100% 100% 100% 100%
Concentric Financial Services Limited Jersey Ordinary 100% 100% 100% 100%
Concentric Analytics Jersey Ordinary 100% 100% 100% 100%
Limited
NEBA (BVI) Limited (formerly Globaleye (BVI) Limited) British Virgin Ordinary 100% 100% 100% 100%
Islands
Globaleye Insurance United Arab Ordinary 100% 100% 100% 100%
Brokerage (L.L.C) (1) Emirates
NEBA Private Clients Financial Advisors LLC (formerly Globaleye Capital United Arab Emirates Ordinary 100% 100% 100% 100%
Advisory LLC) (2)
NEBA Private Clients PTE LIMITED (formerly Globaleye PTE LIMITED) Singapore Ordinary 100% 100% 100% 100%
Globaleye (Labuan) Limited (dissolved on 02/10/2025) Malaysia Ordinary 100% 100% 100% 100%
NEBA Private Clients (PTY) Limited (formerly Globaleye Wealth South Africa South Africa Ordinary 100% 100% 100% 100%
(PTY) Limited)
NEBA Financial Solutions PTE Limited Singapore Ordinary 100% 100% 100% 100%
NEBA Private Clients Limited Malaysia Ordinary 100% 100% 100% 100%
Concentric Financial Services (Guernsey)
Limited Guernsey Ordinary 100% 100% 100% 100%
100% of the economic benefits from the share capital of NEBA were acquired in
December 2023, in line with the strategy of the Group to become a leading
wealth manager in global markets.
Since being acquired on 11 December 2023, NEBA Group has earned revenue of
£3.8m (FY 2024: £2.9 million) and a profit of £245k (FY 2024: £294k) for
the period ended 30 September 2025.
Previous year, Concentric Financial Services (Guernsey) Limited was set up in
Guernsey with the Company owning 100% of the share capital.
100% of the economic benefits from the share capital of NEBA (BVI) Limited
(formerly Globaleye (BVI) Limited) and its associated subsidiaries were
acquired in December 2023. The ownership of the shares will be transferred to
Team on receipt of consent from the various regulatory organisations granting
licenses to Globaleye.
(1) As is required by local legislation, a majority of the shares (51%) in
Globaleye Insurance Brokerage LLC are held by local individual, as nominee for
the shareholders of NEBA (BVI) Limited (formerly Globaleye (BVI) Limited).
(2) For NEBA Private Clients Financial Advisors LLC (formerly Globaleye
Capital Advisory LLC) a local individual holds 10% of the share capital, again
as a nominee for the shareholders of NEBA (BVI) Limited (formerly Globaleye
(BVI) Limited).
(3) For NEBA Private Clients (PTY) Limited (formerly Globaleye Wealth South
Africa (PTY) Limited a local individual hold 1% of the share capital as a
nominee for the shareholders of NEBA (BVI) Limited (formerly Globaleye (BVI)
Limited).
During the year, NEBA BVI Limited transferred 730,000 shares in Team Midco
Limited to another wholly owned subsidiary within the Team Plc group. This
transfer was undertaken as part of an internal group reorganisation. As both
entities are under the common control of the Team plc group, the transaction
does not result in any change in the ultimate ownership or control of the
underlying entity.
12. Long-term deposit
On 6 August 2020, a group company entered into a client agreement with
Pershing (Channel Islands) Limited ("Pershing"), whereby Pershing is to
provide the company with the following services:
§ clearing and settlement services in relation to permitted investments;
§ execution of transactions to permitted investments and foreign exchange
transactions in connection with executed trades; and
§ custody and nominee services.
The total amount held by Pershing on a deposit account, on behalf of the
Company during the year was £100,000 (30 September 2024: £100,000). The
client agreement is binding for a period of 7 years from the 6 August 2020 and
may be terminated by way of written notice of not less than 180 days following
the end of the 7 years' period.
The Company has opted to classify the deposit under the amortised cost method.
The present value of the deposit at the 30 September 2025 was £85,657 (30
September 2024: £78,174) based on a discount rate of 11.25% (30 September
2024: 11.25%).
13. Cash and cash equivalents
30 Sep 2025 30 Sep 2024
£'000 £'000
Cash 713 1,074
Fixed deposits 646 662
1,359 1,736
Included in cash and cash equivalents are fixed cash deposit accounts of
£646,000 (2024: £662,000) which are required for regulated insurance
companies in the United Arab Emirates if the company continues to remain
functional. If the license were to end, the amounts would be returned on
demand to the relevant company. In Jersey, the group has two regulated
entities which follow the Jersey Financial Services Commission Code of
Practice for Fund Services Business and Investment Business. There is a
requirement for these companies to maintain a surplus of adjusted net liquid
assets over the expenditure requirement in a ratio of 110%. The ANLA is
reviewed quarterly by management. In Guernsey, the group has one regulated
entity which is required to comply with Capital Adequacy Requirements as set
out by the Guernsey Financial Services Commission. The Capital Adequacy
position is reviewed quarterly by management.
14. Trade, other receivables and prepayments
30 Sep 2025 30 Sep 2024
£'000 £'000
Due within one year
Trade receivables 146 132
Accrued income 468 317
Prepayments and other receivables 322 548
936 997
In the view of the Directors, there is no impairment of receivables as at 30
September 2025 (30 September 2024: nil).
15. Trade and other payables
Note 30 Sep 2025 30 Sep 2024
£'000 £'000
Due within one year
Lease liability 16 216 183
Payables 623 465
Social security and other taxes 70 8
Other Payables 426 495
Deferred consideration - cash settled 440 1,555
Deferred consideration - equity settled - 359
Accruals 746 359
Loan notes 1,360 1,735
3,881 5,159
30 Sep 2025 30 Sep 2024
Note
£'000 £'000
Due after one year
Lease liability 16 406 438
Loan Notes 1,000 -
1,406 438
The ending balance of deferred consideration includes amounts relating to the
acquisition of NEBA entities, which remain outstanding as at 30(th) September
2025.
The deferred payment for the acquisition of the Globaleye Group was settled
during the year on 27 October 2024.
The Group has amended the acquisition agreement such that all deferred
consideration originally classified as equity-settled will now be settled in
cash. The deferred payments for the acquisition of Omega Financial Service
Limited will be fully settled by 31 March 2026.
Deferred Consideration 30 Sep 2025 30 Sep 2024
£'000 £'000
Opening balance 1,914 4,621
Additions in year - 1,531
Adjustments in fair value during the year - (730)
Interest on late payment of deferred cash considerations - 22
Deferred consideration paid in year (1,474) (3,530)
Closing balance 440 1,914
The Company issued £250,000 (2024: £835,000) of unsecured loan notes and
repaid £25,000 (including the associated interest) during the year. The loan
notes are repayable on 31 December 2025, expecting to be rolled for a further
12 months and interest will roll up and be repaid on maturity. The interest
rate payable on the loan notes is 12%. The Company can repay the loan notes
prior to the repayment date at any time without penalty. The loan noteholders
cannot request early repayment. The total balance of loan notes plus accrued
interest at the year-end was £1,593,220 (2024: 1,365,174).
The Company also issued a convertible loan note for £750,000 during the year.
The note has a term of 5 years due in December 2029 from the date of issuance
date but may be redeemed early at the option of the Company after an initial
period of at least 12 months. The loan notes are convertible into the
Company's ordinary shares at any time during the period prior to the third
anniversary of issue, at the election of the noteholder at 15 pence per share.
Any loan notes not converted into Ordinary Shares must be repaid by the
Company at par, together with any accrued interest.
In addition, on 10 December 2024 the Company entered into a loan note
instrument pursuant to which it issued £1,000,000 of unsecured convertible
loan B notes (the "B Notes"), of which £250,000 was issued to NFG Capital
Limited on 8 January 2025. The B Notes are due December 2027.
16. Lease liabilities
The amount of interest on the lease liabilities recognised as an expense
during the year was £41,970 (30 September 2024: £33,884). The group occupies
four properties. Caledonia lease was terminated during the year following the
move of Theta AM and TEAM plc to Conway House.
- Ground Floor, 3 Mulcaster Street, St Helier, Jersey, JE2 3NJ. The
lease term ended on 23 March 2026.
- Third Floor, Conway House, St Helier, Jersey, JE2 3NT. The lease
term ends on 31 October 2027. During the year, the existing lease was
terminated on 3 July 2025, at which point the Group derecognised the related
right-of-use asset and lease liability. A new lease agreement for the same
premises commenced on 4 July 2025, with a revised termination date of 3 July
2031.
- Second Floor, Conway House, St Helier, Jersey, JE2 3NT. The lease
term ends on 3 July 2031.
- #11-02, 112 Robinson Road, Singapore 068902. The lease term ends
on 31 August 2026.
30 Sep 2025 30 Sep 2024
£'000 £'000
Maturity analysis
Not later than one year 216 183
Between one and five years 345 398
Greater than 5 years 61 40
622 621
17. Stated capital
30 Sep 2025 30 Sep 2024
No. No.
Allotted, called, and fully paid shares
61,540,022 39,679,514
Ordinary shares*
*all shares hold equal voting rights of 1 vote each, the board can issue new
shares up to the limit specified in the prior year's AGM.
30 Sep 2025 30 Sep 2024
£'000 £'000
Stated capital
Opening balance 16,985 12,349
New Capital subscribed 2,033 4,636
19,018 16,985
18. Financial instruments
30 Sep 2025 30 Sept 2024
£'000 £'000
Categorisation of financial instruments
Financial assets measured at amortised cost: Trade receivables 146 132
Long-term deposit 86 78
Fixed deposits 646 662
Cash and cash equivalents 713 1,074
1,591 1,946
Financial liabilities measured at amortised cost: Trade payables
(623) (465)
Other payables (426) (495)
Loan notes (2,360) (1,735)
Lease liability (622) (621)
(4,031) (3,316)
Financial liabilities measured at fair value: (440) (1,914)
Deferred Consideration
(440) (1,914)
19. Capital management
The Group's objectives when managing capital are to safeguard their ability to
continue as a going concern, so that they can continue to provide returns for
shareholders and benefits for other stakeholders and maintain an optimal
capital structure to reduce the cost of capital. In order to maintain or
adjust the capital structure, the Group may adjust the amount of dividends
paid to shareholders, return capital to shareholders, issue new shares or sell
assets to reduce debt.
Certain activities of the Group are regulated by the JFSC which is the
regulator for financial services businesses in Jersey and has responsibility
for policy, monitoring, and discipline for the financial services industry.
The JFSC requires the regulated entities' resources to be adequate, that is
sufficient in terms of quantity, quality, and availability. There are also
Group activities governed by regulators in the UAE, Singapore, South Africa,
and Labuan, and these also have capital or other financial requirements on the
regulated entity.
Credit risk management
The maximum exposure to credit risk at the end of the reporting period is the
carrying amount of each class of financial assets mentioned above. Revenue is
generated daily, and cash is received in arrears, typically within 30 days
from the month or quarter end. The Group does not believe there is significant
credit risk. In addition, the financial assets are neither past due nor
impaired.
Foreign currency risk management
The Group is exposed to foreign exchange risk as it manages client assets in
Euro, US Dollar, Swiss Franc, UAE Dirham, Singapore Dollar, Malaysian Ringgit
and South African Rand. Change in the exchange rate will have an impact on the
fees earned when translated into Sterling.
While the Neba Group companies are impacted by foreign exchange, the overall
effect on the TEAM plc numbers is not significant as shown by the sensitivity
analysis below:
Effect in £'000s of a % change in exchange rates + 1% -1%
Loss for the year 3 3
Revenue 82 79
Cash and cash equivalents 10 10
Net assets 1 1
Market risk management
The Group is mainly exposed to market risk in respect of variations in
customers' asset values and therefore the management fees that the Group
receives. There has been no material change to the Group's exposure to market
risks or the way it manages and measures the risks.
Interest risk management
The Group has no borrowings exposed to variable interest rates and is
therefore not exposed to interest rate risk in that respect.
Liquidity risk management
The Group manages liquidity risk by maintaining adequate reserves and by
continuously monitoring the capital requirements of the Group. As of 30
September 2025, the deficit of financial assets over financial liabilities was
£2,880,000 (30 September 2024: deficit of £3,284,000).
Remaining maturities of financial liabilities:
Less than Between Greater than
one year 2-5 years 5 years Total
£'000 £'000 £'000 £'000
Trade payables 623 - - 623
Other payables 1,682 - - 1,682
Loan notes 1,360 1,000 - 2,360
Lease liabilities 216 345 61 622
At 30 September 2025 3,881 1,345 61 5,287
67 Less than Between Greater than
one year 2-5 years 5 years Total
£'000 £'000 £'000 £'000
Trade payables 465 - - 465
Other payables 2,776 - - 2,776
Loan notes 1,735 - - 1,735
Lease liabilities 183 398 40 621
At 30 September 2024 5,159 398 40 5,597
Less than
Between
Greater than
one year
2-5 years
5 years
Total
£'000
£'000
£'000
£'000
Trade payables
465
-
-
465
Other payables
2,776
-
-
2,776
Loan notes
1,735
-
-
1,735
Lease liabilities
183
398
40
621
At 30 September 2024
5,159
398
40
5,597
20. Earnings per share
Diluted earnings per share is equal to basic earnings per share for the year,
as the effect of all potential ordinary shares is anti-dilutive. The Group has
calculated the weighted-average number of outstanding ordinary shares for the
period as follows:
Weighted average number of
Weighted Average Number of Shares 2025 Date Number of Time weighting shares
shares
1 October 2024 - balance brought forward 01-Oct-24 39,679,514 12/12 39,679,514
WRAP offer, trading and fundraising 03-Dec-24 9,665,869 10/12 8,054,891
WRAP offer 03-Dec-24 1,462,533 10/12 1,218,778
Adjustment (21,759) - (21,759)
Fundraising and Equity issue 03-Mar-25 7,953,865 7/12 4,639,755
Equity subscription 21-Mar-25 2,800,000 6/12 1,400,000
61,540,022 12 months 54,971,179
Weighted average number of
Weighted Average Number of Shares 2024 Date Number of Time weighting shares
shares
1 October 2023 - balance brought forward 01-Oct-23 21,976,145 12/12 21,976,145
Share issue 27-Oct-24 8,029,069 11/12 7,359,980
WRAP retail offer no-Apr-24 6,231,500 5/12 2,856,104
Share issue 17-Apr-24 3,281,250 5/12 1,503,906
Share award 17-Apr-24 36,550 5/12 16,752
Equity issue 27-Jun-24 125,000 3/12 31,250
39,679,514 12 months 33,744,137
Loss per share 30 Sep 2025 30 Sep 2024
£ £
Loss per share
Loss for the financial period and total comprehensive loss (3,229,768) (2,907,126)
Weighted average number of shares 54,971,179 33,744,137
(0.059) (0.086)
Adjusted Loss per share Year to Period to
30 Sep 2025 30 Sep 2024
£'000 £'000
Loss after tax (3,230) (2,907)
Interest 377 173
Tax 197 (14)
Depreciation 226 168
Amortisation of intangible assets 995 995
EBITDA (1,435) (1,585)
Acquisition related expenses* 73 64
Share award expense - 1
Impairment of goodwill - 600
Fair value adjustments - (730)
Adjusted EBITDA (1,362) (1,650)
Weighted average number of shares 54,971,179 33,744,137
(0.025) (0.049)
*Acquisition related expenses relate to third party advisor costs incurred on
the acquisition of NEBA Group and various work in progress on other potential
transactions over the year.
21. Related party disclosure
Tim Hall, a Non‑Executive Director of TEAM plc, is also employed full‑time
as Chairman of the Markets division at EPIC Investment Partners Limited
("EPIC"). EPIC is a major shareholder of TEAM plc and is therefore considered
a related party.
Tim Hall did not take part in Board decisions where a conflict of interest
might arise due to his role at EPIC. No transactions took place between TEAM
plc and EPIC during the year, nor were any balances outstanding at the
reporting date, other than those disclosed elsewhere in these financial
statements.
Key management personnel are the same as the Directors. Remuneration of the
Directors is disclosed in note 5 to the financial statements.
There are no further related party transactions to be disclosed during the
year.
22. Ultimate controlling party
In the opinion of the Directors, there is no single ultimate controlling
party.
23. Events after the statement of reporting date
WH Ireland Acquisition
On 27 November 2025, TEAM plc announced a recommended offer for 100% of WH
Ireland Group plc ("WH Ireland" or "WHI") via a scheme of arrangement. Under
the terms of all-share offer, WHI shareholders received 0.195 new TEAM plc
shares for each WHI share, valuing WHI's entire issued share capital at
approximately £12.7 million and equating to a look through value of
approximately £13.3m.
On 20(th) March 2026 the acquisition was approved by the High Court of Justice
and the scheme became effective on 24 March 2026. The acquisition of WH
Ireland strengthens the Group's strategic position and establishes a
significant presence in the UK. Initial accounting for the business
combination has yet to be carried out, although preliminary assessments are
underway. Identifiable net assets of approximately £4.7m were acquired.
EPIC Fund Services (Guernsey) Limited Acquisition
Subsequent to the year end, the Group acquired EPIC Fund Services (Guernsey)
Limited. The Group acquired 100% of the issued share capital for consideration
of £880,000, satisfied entirely in new ordinary shares of TEAM plc.
The acquisition reinforces the group's presence in Guernsey and creates a
broader capability of services in the Channel Islands.
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
or visit
www.rns.com (http://www.rns.com/)
.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
. END FR UAVURNBUOOAR
Copyright 2019 Regulatory News Service, all rights reservedRecent news on Team
See all newsREG - Team PLC - Final Results
AnnouncementREG - Team PLC - Double Acquisition
AnnouncementREG - Takeover Panel - Disclosure Table
AnnouncementREG - Team PLC - Issue of new TEAM shares and Total Voting Rights
AnnouncementREG - Takeover Panel Team PLC W.H. Ireland Group - Disclosure Table
Announcement