Final Results, AGM Notice & Electronic Comms

M Winkworth Plc

("Winkworth" or the "Company" or the "Group")

Audited final results for the year to 31 December 2025

Notice of Annual General Meeting

and

Notice of Electronic Communications

M Winkworth plc, the leading franchisor of real estate agencies, is pleased to announce its audited results for the year ended 31 December 2025.

 Highlights for the year:

After a strong performance in H1 2025, performance in H2 was impacted by uncertainty ahead of the UK Government's Autumn Budget.

• Revenue of £10.74 million was flat on 2024 (2024: £10.79 million).

• Profit before taxation was down 11% to £2.11 million (2024: £2.36 million).

• Strong balance sheet with year-end cash balance of £3.90 million (2024: £4.09 million) and with no debt.

• Full year dividends of 13.2p per ordinary share declared (2024: 12.3p per ordinary share), an increase of 7% on the prior year.

• Four new offices opened in the year (2024: three) and seven franchises resold to new operators.

• Franchised office network revenue up 6% at £68.7 million (2024: £64.7 million).

- Network sales revenue up 10% to £35.8 million (2024: £32.7 million).

- Network lettings revenue up 3% to £32.9 million (2024: £32.0 million).

• Sales revenues 52% of total revenues (2024: 51%).

Dominic Agace, CEO of the Company, commented: "Last year was very much one of two halves, with an excellent H1 in sales being tempered by a weaker H2. Lettings remained stable, with ongoing progress in property management. While the outlook for 2026 is subject to geopolitical developments, we continue to manage the Company with the interests of our customers, franchisees and shareholders at heart. We have welcomed four new offices already in 2026 and will progress further with openings and resales as the year progresses."

Investor presentation

Dominic Agace, CEO, and Andrew Nicol, CFO, will present the final audited results for the year to 31 December 2025 via the Investor Meet Company platform on 15 April 2026 at 1.00 pm.

The presentation is open to all existing and potential shareholders who can sign up and register to participate for free at:

https://www.investormeetcompany.com/m-winkworth-plc/register-investor

Investors who already follow Winkworth on the Investor Meet Company platform will automatically be invited.

Notice of Annual General Meeting

The Company's Annual General Meeting ("AGM") will be held at The Lansdowne Club, 9 Fitzmaurice Place, London, W1J 5JD on 21 May 2026 at 10.30 am.

The Notice of AGM will be made available on the Company's website at: www.winkworthplc.com.

Printed copies of the 2025 Annual Report and Accounts will be mailed to shareholders shortly, together with the Company's Notice of AGM. 

Notice of Electronic Communications

The Company is writing to all registered shareholders to notify them of its intention to adopt electronic communications for future shareholder documents, as permitted under its articles of association. A letter outlining the available options is being sent to shareholders, who may elect to continue receiving hard copies by notifying the registrar by the specified deadline; otherwise, they will be deemed to have consented to receiving documents via the Company's website, with notifications provided when new materials are published. Further details are set out in the letter, which will be available on the Company's website.

 For further information please contact:

M Winkworth Plc Tel : 020 7355 0206

Dominic Agace (Chief Executive Officer)

Andrew Nicol (Chief Financial Officer)

Milbourne (Public Relations) Tel : 07921 881800

Charlotte McMullen

Shore Capital (NOMAD and Broker) Tel : 020 7408 4090

 David Coaten

 Henry Willcocks

 George Payne

 About Winkworth

Winkworth is the leading London franchisor of residential real estate agencies with a pre-eminent position in the mid to upper segments of the sales and lettings markets. The franchise model allows entrepreneurial real estate professionals to provide the highest standards of service under the banner of a long-established brand name and to benefit from the support and promotion that Winkworth offers.

Winkworth (TIDM: WINK) is admitted to trading on the AIM Market of the London Stock Exchange.

For further information please visit: www.winkworthplc.com

Chair's Statement

2025 was characterised by an exceptional first quarter, driven by the rush to complete ahead of the reduction in the stamp duty exemption threshold for first-time buyers in April . This produced a sharp acceleration in completions and royalty income in the early months of the year, followed by the predictable normalisation of activity in the second quarter. The underlying market through the remainder of the year was steady, with sales volume in the middle market leading the way.

Managed lettings income continued to grow throughout the year. Private landlords, faced with an increasingly demanding regulatory environment, are choosing in greater numbers to rely on Winkworth's specialist skills to manage their investments. The structural shift from 'let only' instructions towards full property management deepens our relationships with landlords, makes our income stickier, and builds the kind of long-term tenant relationships that are increasingly important in the current environment.

The sale of our equity-owned Crystal Palace office to a franchisee in 2025 provides an example of the flexibility of our owned-office model: backing a manager, building a business, and recycling the capital on disposal as an independent franchise. Meanwhile, our New Homes and Development business was restructured through a new licensing arrangement with our West End franchisee. This transition involved one-off costs in 2025, but we are already seeing an uplift in new-build instructions from this new team and we expect the arrangement to deliver improved results going forward.

One major operational project in 2025 was the redesign of the accounting process across the business. Moving to cloud accounting and greater digitalisation, we have streamlined our billing and supervisory processes and rationalised the software used across the organisation. This programme, the cost of which was largely capitalised in 2025, will be substantially completed in 2026, creating greater transparency, enlarging capacity and reducing costs from this year onwards.

Our most significant development so far in 2026 has been the integration of Peter Clarke Estate Agents' operations with those of our Leamington Spa franchisee. Peter Clarke operates across Leamington Spa, the north Cotswolds and Stratford-upon-Avon, areas attracting considerable international interest, not least from American buyers for whom the Cotswolds have become one of the most sought-after destinations in the UK. Winkworth brings to this alliance something an independent cannot replicate: national and international reach through our annual flow of four million website visits leading to 50,000 enquiries, a fully integrated web and marketing platform, and direct access to the overseas buyer pool. With this addition, Winkworth's combined open-market stock reaches approximately 7,000 properties across more than 100 offices.

Adding complementary established agencies to the Winkworth brand accelerates our reach, while preserving the proprietor-led territorial model that has always defined us; locally expert and nationally connected.

At 31 December 2025, the Group held £3.9 million in cash with no debt, alongside £1.32 million deployed in franchisee loans. Our aggregate capital position is strong and entirely self-funded, supporting our dividend policy, network growth, and the ability to act on consolidation opportunities as they arise without recourse to external financing. A well-capitalised, focused network is the right posture for unpredictable conditions. An uncertain environment encourages well-run, independent agencies to consider the advantages of joining an established franchise in their regional markets rather than competing alone, and Winkworth is well placed to welcome them.

I remain confident in the principles that have sustained Winkworth's growth since we introduced the franchise model in 1981: backing good people, maintaining disciplined standards, keeping the balance between instructions and buyers, and protecting the long-term interests of our franchisee families.

Simon AgaceNon-Executive Chair14 April 2026

CEO's Statement

Exuberance in Q1, driven by the imminent ending of stamp duty concessions, led to strong sales results in H1 2025. The subsequent increase in stamp duty costs, however, interest rate cuts that were slow to feed through to cheaper mortgages and, finally, rumours starting in August 2025 of potential new taxation policies in the Autumn Budget led to a weaker H2 as buyers and sellers adopted a wait and see approach. In the end, the measures introduced were not significant for the residential property market, but the damage had been done. Sales revenue in H1 2025 was 20% ahead of H1 2024, but after a slower H2, full year revenue rose by 10% from 2024, increasing from £32.7m to £35.8m. Within this, the outer London and country markets performed strongly, with 12% growth in sales revenue increasing their market share of network income from 30% to 31% and 14% to 15% respectively. Concerns over potentially punitive taxation policies weighed heavily on the more sentiment driven markets of Central London, causing a 1% decline.

Despite the Autumn Budget being less onerous than expected for property, the level of stamp duty and poor sentiment around UK growth meant that international interest remained at a low level. Central London recalibrated to focus on appealing to the domestic market and prices fell. Residential areas dominated by needs-based buyers fared better, but prime Central London transactions stood at historic lows. Luxury properties in all areas remained under downward pressure, as cost increases across the board led to a reining in of budgets.

Revenue from lettings and property management was 3% ahead of 2024 at £32.9m, up from £32.0m. Lettings revenue declined by 5% from £16.4m to £15.6m, whilst property management income grew by 9% from £15.6m to £17.0m. For the first time, property management accounted for a larger portion of the overall network income than lettings income: 24.8% for property management versus 22.7% for lettings. This reflected a reduction in the number of landlords in the sector, but also our franchisees securing more mandates to manage properties for clients looking for guidance as we approached the date for the implementation of the Renters Rights Bill.

Overall, despite a volatile year in terms of property market sentiment, it was pleasing to see sales and lettings network revenue increase by 6% from £64.7m in 2024 to £68.7m in 2025. Both sales and lettings revenue grew, with higher sales activity leading to a 52:48 split in 2025 compared to 51:49 in 2024. By focusing equally on both aspects of the business, we are well-placed to capitalise on shifts in activity within either sector. Market share opportunities arise as activity shifts from lettings to sales, or vice versa, all underpinned by a growing property management business.

Winkworth's revenue of £10.74m was flat (2024: £10.79m) and profit before taxation fell by 11% to £2.11m (2024: £2.36m). Cash flows from operating activities increased significantly in 2025 to £2.17m from £1.67m in 2024, reflecting enhanced working capital management across receivables and payables. Investment expenditure increased in 2025 as the Group accelerated the modernisation of its core infrastructure, including automation of the finance function, enhancement of the web platform, and the integration of AI-driven capabilities, supported by external specialist expertise. Certain other incremental charges were incurred during the year, including a move in premises, a planned increase in marketing spend in prime central London, and one-off costs relating to employee benefits and salaries. The Group remains debt-free, with year-end cash balances remaining robust at £3.9m compared with £4.1m in 2024. Dividends of 13.2p per ordinary share were declared for the full year (2024: 12.3p per share).

During the course of 2025, we opened four new offices and resold seven franchises to new operators, reflecting continued momentum in both network growth and franchise succession. We are delighted to have added four new offices already in 2026 through our largest assisted acquisition to date, building on our successful Leamington Spa operation. This creates a new hub for the network to further expand from, complementing our highly successful Devon and Norfolk localised networks.

In addition, we have one resale due to complete soon and four others at early stages. All our resales have the potential for significant uplifts in revenue.

At the time of our trading update in January 2026, we commented on the weak performance of our equity-owned office in Crystal Palace during the course of 2025 and its subsequent sale to an existing franchisee in December. This office has since shown considerable improvement and its strong forecast revenues are expected to benefit the Company in FY 2026. The two remaining offices in which the Company retains equity ownership have started the year well and significantly ahead of last year.

OUTLOOK

After a steady start to the year, early 2026 trading across our network has been resilient, with sales applicant registrations and agreed sales broadly in line with recent years. Demand remains focused on good-quality homes in well-connected and established neighbourhoods. This offers some encouragement for a busier H2 after a disappointing H2 2025. Geopolitical tensions, however, including ongoing instability in the Middle East and its impact on energy prices and sentiment, are likely to remain sources of uncertainty where only time will tell the impact on the UK market. 

The BoE's reductions in Bank Rate to 3.75% supported improved mortgage affordability earlier in the year, with fixed rates reaching their lowest levels since 2022. The conflict in the Middle East has led to a sharp reversal, however, with major lenders raising fixed mortgage rates and withdrawing products as swap rates have risen on inflation concerns. The prospect of further Bank Rate cuts has receded for now. We continue to expect modest house price growth in 2026 as real incomes recover but recognise that the near-term outlook for mortgage costs and inflation is considerably more uncertain than it was at the start of the year.

If the geopolitical situation stabilises and energy prices ease, buyer confidence should recover, but the market will need to navigate a period of heightened uncertainty first. In 2025, there were 73,000 transactions in Greater London, less than in the year of the Global Financial Crisis in 2008, and so we see significant upside to London transactions when activity is unlocked again. 

We expect the rental market to continue to stabilise in 2026, with rental price growth already slowing materially from recent peaks, providing some welcome relief for tenants after a period of steep rises and constrained stock. In the mid-term, however, this structural undersupply is likely to keep pressure on rents.

We will continue to invest in our platform to ensure that the business keeps evolving its proposition to both clients and franchisees. We are in the process of upgrading our website to facilitate greater use of AI integration and are confident that our franchisees are well placed to achieve a top-three market share in their local markets. Our focus remains on growing the business through recruiting best-in-class operators, supporting our franchisees, and expanding our network, positioning Winkworth to continue building market share and delivering sustainable returns.

Dominic Agace

Chief Executive Officer

14 April 2026

M WINKWORTH PLC

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2025

M WINKWORTH PLC

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

31 DECEMBER 2025

M WINKWORTH PLC

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 DECEMBER 2025

WINKWORTH PLC

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

1. STATUTORY INFORMATION

M Winkworth Plc is a public company, registered in England and Wales and quoted on AIM. The Company's registered number and registered office address can be found on the Company Information page of the Annual Report.

2. ACCOUNTING POLICIES

Basis of preparation

The financial statements have been prepared under the historical cost convention, with the exception of financial instruments as set out below, and in accordance with UK adopted International Accounting Standards. The financial statements are presented in pound sterling, which is also the company's functional currency. The following principal accounting policies have been applied consistently in dealing with items which are considered material in relation to the financial statements.

Going concern

The Group has produced detailed budgets, projections and cash flow forecasts. These have been stress tested to understand the impacts of reductions in revenue and costs. The directors have concluded after reviewing these budgets, projections and forecasts, and making appropriate enquires of the business, that there is a reasonable expectation that the Group has adequate resources to continue in operation for the foreseeable future. Accordingly, they have adopted the going concern basis of accounting in preparing the financial statements.

Revenue

Revenue represents the value of commissions and subscriptions due to the group under franchise agreements, together with the value of fees earned by its subsidiary lettings business. Revenue in respect of commissions due on house sales is recognised at the point of the relevant property sale having been completed by the franchisee. Revenue in respect of commissions due on lettings, property management and administration services is recognised in the period to which the services relate. The group earns a straight 8% by value on all sales and lettings income generated by the franchisees.

In Tooting Estates Limited, Crystal Palace Estates Limited and Lumley 1 Limited, revenue in respect of commissions due on house sales is recognised on completion. Revenue in respect of commissions due on lettings and property management is recognised over the life of the rental agreement.

3. SEGMENTAL REPORTING

The board of directors, as the chief operating decision making body, review financial information and make decisions about the Group's business and have identified a single operating segment, that of estate agency and related services and the franchising thereof.

The directors believe that there are two material revenue streams relevant to estate agency franchising.

All revenue is earned in the UK and no customer represents more than 10% of total revenue in either of the years reported.

4. TAXATION

Analysis of tax expense

Factors affecting the tax expense

The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

6. EARNINGS PER SHARE

Basic earnings per share is calculated by dividing the earnings attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period.

7. CALLED UP SHARE CAPITAL

8. RESERVES

Retained earnings are earnings retained by the Company not paid out in dividends. 

Share premium is the premium paid on shares purchased in the Company.

Other reserves are the fair value equity components recognised over the vesting period of share based payments.

9. POST BALANCE SHEET EVENTS

On 14 January 2026, M Winkworth Plc declared dividends of 3.3p per share for the fourth quarter of 2025.

On 8 April 2026, M Winkworth Plc declared dividends of 3.3p per share for the first quarter of 2026.

10.  FINANCIAL INFORMATION

The financial information contained within this announcement for the year ended 31 December 2025 is derived from but does not comprise statutory financial statements within the meaning of section 434 of the Companies Act 2006. Statutory accounts for the year ended 31 December 2024 have been filed with the Registrar of Companies and those for the year ended 31 December 2025 will be filed following the Company's annual general meeting. The auditors' reports on the statutory accounts for the years ended 31 December 2025 and 31 December 2024 are unqualified, do not draw attention to any matters by way of emphasis, and do not contain any statements under section 498 of the Companies Act 2006.

11.  ANNUAL REPORT AND ACCOUNTS

Copies of the annual report and accounts for the year ended 31 December 2025 together with the notice of the Annual General Meeting to be held at The Lansdowne Club, 9 Fitzmaurice Place, London W1J 5JD on 21 May 2026, will be posted to shareholders shortly and will be available to view and download from the Company's website at www.winkworthplc.com