Final Results

Bridgepoint Group plc

(the "Group" or the "Company")

Bridgepoint reports strong financial performance in 2025 ahead of expectations

€7.8 billion of capital deployed and €8.1 billion returned to fund investors in 2025 with good momentum for 2026 and beyond

Fundraising on track to deliver €24 billion of commitments by year end

Bridgepoint Group plc today announces preliminary results for the 12 months to 31 December 2025.

The Group delivered 13.0% growth in underlying management fees and other income (excluding catch up fees) and 9.5% growth in performance related earnings ("PRE") leading to an EBITDA margin of 52.6%. The return of €8.1 billion of capital to fund investors combined with continued strong fund performance has driven progress in fundraising which underpins confidence in delivering the fundraising target of €24 billion by the end of 2026.

Summary highlights:

Performance versus 12 months ended 31 December 2024 (unless otherwise stated, all 2024 figures are pro forma and include ECP as if the transaction had completed on 1 January 2024):

• Assets under management ("AUM") increased by 24.5% to $94.1 billion at 31 December 2025 (31 December 2024: $75.6 billion);

• Fee paying AUM increased by 0.3% to €38.8 billion from €38.7 billion at 31 December 2024. This will step up in 2026 with ECP VI completing its fundraising, BE VIII becoming fee paying and with further deployment in our credit strategies;

• Underlying management fee income of £427.7 million, or £422.0 million excluding catch-up fees of £5.7 million (FY 2024: £404.0 million or £373.6 million excluding catch-up fees of £30.4 million), an increase of 13.0% excluding catch-up fees in both periods;

• Fee related earnings ("FRE") grew by 20.7% excluding catch-up fees to £150.7 million (2024: £124.9 million);

• PRE grew by 9.5% to £151.6 million (FY 2024: £138.5 million);

• Underlying EBITDA of £304.8 million (FY 2024: £292.0 million) with an EBITDA margin of 52.6%;

• Reported profit before tax in FY 2025 of £85.7 million (FY 2024: £80.7 million including ECP from the date of closing);

• €8.1 billion was returned to fund investors in FY 2025, exceeding the €5.5 billion drawn during the year; and

• €14 billion raised towards the fundraising target of €24 billion by the end of 2026.

Raoul Hughes, Chief Executive said:

"Bridgepoint posted an impressive performance in 2025 with funds across our platform continuing to deliver for the world's top institutional investors. Combined with the investment we have made in our sales team over recent years, this resulted in a further acceleration in interest and commitments from fund investors, with AUM growing by some 24.5% in US dollar terms. This underpins our confidence in delivering our fundraising target of €24 billion by the end of 2026.

"This performance also fed through to our financials with strong growth in both management fees and performance fees. Consistent with our historical track record, 2025 was an impressive year for both capital deployment and returns with €7.8 billion deployed and €8.1 billion returned to fund investors. 

"We continued to make strategic progress, including entering the fast-growing secondaries market with the addition of Newbury Bridgepoint. We look forward to working with them to scale that exciting new strategy.

"Looking ahead, we are making excellent progress in fundraising and there is a good transaction pipeline in place for 2026 and beyond. The Middle East represents 9% of our total AUM and we have continued to close new capital commitments from the region into our current fundraisings. Whilst there will inevitably be some secondary impacts relating to current events, particularly in respect of the price of energy and corresponding inflationary pressures, I believe we're as well positioned as we could be. The medium-term growth prospects for private markets are exciting and we are confident in the Group's long-term strategic opportunity."

Financial performance

• Fee paying AUM increased by 0.3% to €38.8 billion from €38.7 billion at 31 December 2024 as asset realisations and FX impacts largely offset new fee earning commitments. Fee paying AUM will step up in 2026 with ECP VI completing its fundraising, BE VIII becoming fee paying and further deployment in our credit strategies;

• Underlying management fee income increased by 5.9% to £427.7 million (FY 2024: £404.0 million) and increased by 13.0% excluding the recognition of catch-up fees in both periods;

• Expenses (excluding exceptional expenses and adjusted items) ("Underlying Expenses") were £271.3 million (FY 2024: £248.7 million) as we continued to invest for growth;

• In the year before the main management fee impact of flagship fundraisings, FRE increased to £156.4 million or £150.7 million excluding catch-up fees (FY 2024: £155.3 million or £124.9 million excluding catch-up fees), an increase of 20.7% and an FRE margin of 35.7% (FY 2024: 33.4%) excluding catch-up fees in both years;

• PRE of £151.6 million for the year (FY 2024: £138.5 million), representing 26.2% of total income;

• Underlying EBITDA of £304.8 million or £299.1 million excluding catch-up fees (FY 2024: £292.0 million or £261.6 million excluding catch-up fees); and

• Underlying profit before tax of £248.3 million (FY 2024: £237.5 million), resulting in underlying basic EPS of 26.5p (FY 2024: 19.5p).

Fundraising

• ECP VI had closed commitments of $3.7 billion at year end, delivering strong progress against the $5.0 billion cover number;

• BDL IV had closed commitments of €4.2 billion at year end, exceeding its cover number of €4.0 billion;

• BCO V started fundraising in H2 2025, first close expected mid-2026 with fundraising to continue into 2027;

• CLO X priced at €403 million in February 2026 with CLO XI in warehouse; and

• BE VIII first close expected in Q2 2026.

Deployment

• €7.8 billion of capital deployed in 2025 (2024: €10.0 billion); and

• Good deployment pace in FY 2025 and early 2026; fund commitments currently at BE VII 87%, ECP V 85%, ECP VI 5%, BDC V 45%; and BDL IV 29%.

Note: private equity and infrastructure deployment calculated as a percentage of primary capital and includes deals signed but not completed.

Exits

• Sale of Calpine closed in January 2026 with two thirds of proceeds received in form of Constellation Energy Corporation ("CEG") shares subject to a lock-up expiring end June 2026 for 50% and end June 2027 for 50%;

• Other exits in infrastructure included a partial exit from ProEnergy, the first exit from the 2022 vintage ECP V, and most recently the announcement of the sale of Cornerstone just months after the acquisition closed in August 2025;

• Private equity exits in 2025 included Kereis, a European multi-channel insurance brokerage; Vermaat, a Netherlands-based premium catering and hospitality services provider; and Evac, a global provider of cleantech solutions for marine and land-based applications, which is expected to close later this year;

• Total capital returned to fund investors of €8.1 billion across infrastructure, private equity and credit which exceeded the €5.5 billion of commitments drawn during the year; and

• Outlook for portfolio company exits remains positive with multiple exits planned for 2026 and beyond.

Reported financial performance (including ECP from date of closing in FY 2024)

• Management and other fees of £416.0 million (FY 2024: £329.2 million);

• EBITDA of £242.7 million (FY 2024: £146.2 million);

• Profit before tax of £85.7 million (FY 2024: £80.7 million);

• Profit after tax of £56.7 million (FY 2024: £69.1 million); and

• Basic EPS of 5.0 pence per share (FY 2024: 8.0 pence per share).

Note: for details of Underlying Expenses in reported financial performance see the 'Reconciliation of pro forma underlying income statement to IFRS income statement' table below.

Dividend

• Final dividend of 4.7 pence per share to be paid in May 2026, subject to shareholder approval.

Guidance

Fundraising

Current and future activity

• BE VIII expected to become fee paying in mid-2026;

• BDL IV has exceeded cover number of €4 billion, deploying since Q1 2025;

• BCO V commenced fundraising in H2 2025, first close expected mid-2026 with fundraising to continue into 2027;

• Intention to close two CLOs per year;

• ECP VI became fee paying in May 2025 and has raised $3.7 billion to date, with further closes expected in 2026; and

• Further co-investment, continuation fund and SMA opportunities.

M&A

• Newbury secondaries closed on 6 February 2026. Expected to break even in first two years.

Management fees

• Consistent 13-16% management fee growth.

Expenses

• Continue to expect high single digit growth.

PRE

• Expected to be 20-25% of total income in 2026 and 2027, profile subject to timing of further recognition of BE VI carry and sale of CEG shares.

EBITDA margin

• Expected to be 55-60% in 2026/27.

FINAL DIVIDEND PAYMENT TIMETABLE

The timetable for the payment of the final dividend of 4.7 pence per share announced today is as follows:

SHARE BUYBACK PROGRAMME EXTENSION

On 2 June 2025 Bridgepoint announced a share buyback programme of up to £50 million (the "Buyback Programme"). The Buyback Programme has now been extended and is expected to complete on or before 31 May 2027. The parameters of the Buyback Programme remain as set out in the announcement of 2 June 2025, save that shares purchased pursuant to the buyback programme shall either be cancelled or held in treasury. The number of ordinary shares to be purchased under the Buyback Programme and those already purchased since the Company's annual general meeting held on 15 May 2025 (the "2025 AGM") will not exceed 82,393,098 ordinary shares and is therefore within the 2025 AGM approved limit. The authority granted at the 2025 AGM expires at the earlier of the close of business on 31 July 2026 and the conclusion of the 2026 annual general meeting, and Bridgepoint intends to seek renewal of the authority to buy back shares at the 2026 annual general meeting.

APPOINTMENT OF NEW AUDITOR

Following the conclusion of a formal tender process in 2025 and subject to shareholder approval at the Company's annual general meeting on Tuesday, 12 May 2026, the Board proposes that KPMG LLP be appointed as the Group's statutory auditor for the financial year ending 31 December 2026, to hold office until the conclusion of the annual general meeting in 2027.

ENQUIRIES

Bridgepoint

FGS Global (Public Relations Adviser to Bridgepoint)

James Murgatroyd / +44 20 7251 3801 / +44 7768 254 911

Anjali Unnikrishnan / +44 20 7251 3801 / +44 7826 534 233

[email protected]

Abbreviated income statement

Consolidated balance sheet

Consolidated cash flows

Financial summary

Reconciliation of pro forma underlying income statement to IFRS income statement

Chief Executive statement

Raoul Hughes

The Group delivered on key financial and strategic objectives in 2025 despite continuing geopolitical and economic volatility. Notably, our investment and fundraising teams continued to deliver tremendous results across the Group.

AUM grew to $94.1 billion, up from $75.6 billion in 2024, and now stands at 2.9x the level of five years ago. Successful fundraising across all three flagship funds underpins our confidence in achieving the €24 billion fundraising target we set in March 2025.

This contributed to strong financial performance in 2025 which exceeded expectations. Underlying management and other income increased to £427.7 million in 2025, up from £404.0 million in 2024, driven by the growth in fee paying AUM. Underlying EBITDA increased by 4.4% to £304.8 million, reflecting strong contributions from all three strategies, underscoring the strength of the core business.

The middle market - where we are a global leader - became newly fashionable in 2025 as it continued to prove itself as a highly attractive place to invest across asset classes. Its resilience through cycles, combined with the Group's track record, local knowledge and deep sector expertise, enabled capital deployment to continue in line with our historical pace, capitalising on often off-market opportunities and navigating broader economic headwinds.

The Group's funds invest in the middle market on behalf of world-leading institutional investors and this is a source of great pride for me and colleagues across the Group.

Investment performance remains critical to delivering on our promises to our fund investors and I am pleased that our funds continued to perform, with investment activity in infrastructure a particular highlight for me. As a result of successful exits we returned €8.1 billion of capital to fund investors.

This performance underpinned our fundraising and, following good progress across BDL IV, ECP VI and BE VIII, €14 billion has now been raised in this fundraising cycle towards the target of €24 billion by the end of 2026.

Strong fundraising progress across flagship funds and launch of first wealth product

At year end, BDL IV had closed €4.2 billion of commitments and BCO V had started fundraising with a first close expected in mid-2026. In our syndicated debt strategy, having repriced CLOs IV and V in January and June, we successfully repriced CLO VI in November and priced two new issues, of CLO VIII and CLO IX, in March and September. This brought total AUM in our syndicated debt strategy to over €2 billion of notes issued during the year. CLO X priced last month, raising a further €403 million.

We made excellent further progress with ECP's next flagship fund against the backdrop of continued high investor demand for exposure to the growth in US electricity consumption, a widely acknowledged sweet spot for investment in North America. ECP VI became fee paying in May, made its first investment in November 2025 and to date has closed $3.7 billion of commitments compared to its cover number of $5.0 billion and a hard cap of $7.5 billion.

In addition to renewed interest in the middle market, the volatile macroeconomic and geopolitical backdrop in 2025 resulted in a renewed appreciation among fund investors of the benefits of maintaining geographically diversified exposures, which boosted the allocation of capital to European funds. BE VIII launched after the summer break with a cover number of €7.5 billion and is expected to hold a formal first close in Q2 2026.

With European credit, European private equity and US value- added energy infrastructure currently in vogue with fund investors, we expect to close fundraising for our flagship infrastructure and direct lending funds in the second half of 2026 and continue fundraising for BE VIII into 2027.

Over the last five years our client services team has more than doubled in number and the number of offices with client services presence has increased from 3 in Europe to 11 globally. We are beginning to see the benefit of this investment in sales coverage, not just in increasing the number of meetings held with investors but in converting those meetings too, with a significant increase in both the number of new investors to the platform and the number of existing investors coming into a new strategy. This has been an important factor in the success of our current fundraising with the percentage of fund investors who are new to the relevant flagship fund running at 37% in ECP VI, 55% in BDL IV and 33% so far in BE VIII.

Bridgepoint Generations

Expanding into the private wealth channel, to complement our core institutional investor base, is a natural evolution that, over time, is expected to help strengthen and diversify the Group's sources of capital. 

Bridgepoint Generations is one of the first globally diversified, middle market, direct private equity offerings delivered in the evergreen fund format. It is a Luxembourg-domiciled open-ended fund investing alongside Bridgepoint and ECP's private equity and infrastructure strategies and offers institutional-grade exposure to a diversified portfolio of private equity and infrastructure assets.

Consistent capital deployment and good returns across investment strategies

More than €7.8 billion of capital was deployed across Group funds in 2025 and the Group distributed over €8 billion to fund investors for the second year running. Against the backdrop of robust transaction volumes in the market, there is good near-term visibility on several further exits for 2026, with the majority expected to close in the second half. The Group continued to enjoy good fund performance across strategies, underscoring the value of its disciplined investment approach and ability to navigate challenging markets.

Private equity

In 2025, 13 platform investments were made in private equity strategies, deploying €3.4 billion. BE VII is now 87% deployed after three and a half years across 17 investments with a four-year investment period expected before transition to BE VIII in mid-2026. Recent investments included Interpath, a leading UK-headquartered Office of the CFO advisory platform which is expected to close later in the year, HBC, a leading independent SME+ insurance distribution platform in the DACH region and myDentist, the UK's leading provider of affordable dentistry.

BDC V also had a strong year with five acquisitions, including ht.digital, a London-headquartered provider of digital asset assurance and technology solutions, and Comrod, a Norwegian provider of advanced tactical radio communications and power solutions, which is expected to close later in the year. This took total commitments to 45% of primary capital.

Key exits in 2025 included Kereis, a European multi-channel insurance brokerage; Vermaat, a Netherlands-based premium catering and hospitality services provider; and Evac, a global provider of cleantech solutions for marine and land-based applications, which is expected to close later in the year. Overall, exits returned €3.6 billion of capital to fund investors in the Group's private equity strategies.

Infrastructure

We continued to make excellent progress in infrastructure, with ECP V now 85% deployed and ECP VI 5% deployed, having started to charge fees from May 2025. In 2025 we announced four platform acquisitions in power generation and renewables, deploying €1.6 billion.

In July we announced the development of a new 190 MW hyperscale data centre campus in Bosque County, Texas, marking the inaugural investment through our strategic partnership with KKR to support AI infrastructure growth in the United States.

Exit activity has been nothing short of extraordinary, with key exits announced in 2025 including Calpine, which at $33 billion1 of enterprise value on closing in January 2026 was the largest and most profitable exit to date in the global private equity universe, the partial exit from ProEnergy, the first exit from the 2022 vintage ECP V, and most recently the announcement of the sale of Cornerstone just months after the acquisition closed in August 2025.

Together they demonstrate our ability to capitalise on decarbonisation trends and energy security initiatives, driving compelling returns for investors, with both ECP IV and ECP V now comfortably ranked in the top quartile for DPI, an increasingly important differentiator in the current market. In total, exits returned €1.9 billion of capital to fund investors in the Group's infrastructure strategy.

Credit

The credit team has continued to achieve the performance, resilience and value that our credit strategies are known for, deploying €2.8 billion during the year, while fundraising has benefitted from increased investor appetite for European direct lending strategies.

BDL committed €2.2 billion across 24 investments, including 15 new platform deals and nine add-ons. In the process, BDL III was fully invested and BDL IV started lending and is already 29% deployed across 13 transactions. The focus for the portfolio continues to be on high-margin companies in resilient sectors. Fund performance remained strong with BDL II's DPI at 0.8x, and net IRRs for BDL II and III in high single digits. Fundraising for BDL IV was a major focus and the €4 billion cover number for the vintage was exceeded with €4.2 billion of commitments closed by year end.

2025 was a transitional year for the Credit Opportunities strategy, as we continued investing BCO IV and launched fundraising for our latest fund, BCO V, with a cover number of €1 billion. BCO IV's performance remains robust, with the fund having fully realised 24 investments.

Our syndicated debt strategy priced five transactions in 2025, with the most recent, the reset of CLO VI in November, reducing average liability costs by 30 bps (from ~230 bps to ~200 bps), with strong participation from existing investors. The relative outperformance of Bridgepoint CLOs versus our European peers continued, with our performance benchmarked in the top quartile. We were recently ranked by CLO Research to be second out of 65 managers in Europe based on relative equity performance since inception. Overall, exits returned €2.6 billion of capital to fund investors in the Group's credit strategies.

Well positioned for long-term market trends

While Europe saw subdued growth and inflation pressure through the year, the Group's track record of performing well across cycles and our differentiated middle market positioning meant we continued to drive returns through focused asset selection and differentiated origination depth regardless of the broader macroeconomic environment. Our global footprint, diversified investment strategies, and disciplined approach to capital allocation provide resilience in shifting market conditions.

Sectors such as agriscience and energy transition continue to experience significant tailwinds, presenting exciting opportunities for future growth. Additionally, the Group's focus on structural trends, including market consolidation, the evolution of scalable platforms, and the increasing role of private capital in financing resilient business models, reinforces our ability to generate long-term value.

The Group's well-established presence in North America, its significant European private equity exposure, and track record of far outpacing European GDP through strategic investments underpin its ability to navigate complex markets. Furthermore, stringent asset selection in credit ensures a balanced risk-reward profile, particularly in defensive industries.

Continued growth both organically and inorganically

At the Capital Markets Day in October 2024 we set out the Group's long-term strategic vision and an ambition to become the outright global leader in middle market investing. There is a clear opportunity to continue to scale the Group and we aim to achieve this through a combination of organic growth and M&A. This strategy builds on the strength of the platform and positions us well to capitalise on market consolidation and evolving investor needs.

Scaling and diversifying existing verticals

Growth and diversification of existing investment strategies will continue through a combination of selectively expanding existing funds, organically adding adjacent investment strategies, and targeted complementary M&A. The synergies created by the ECP-Bridgepoint combination are already enhancing organic growth, including through equity deal flow in the energy transition space and enabling ECP to leverage an extensive European network, as demonstrated by the acquisition of Grain LNG in partnership with Centrica plc. These efforts reinforce the ability to deliver long-term value.

Platform-enhancing M&A

As I have consistently referred to in my shareholder communications, the business aims to continue to grow through platform-enhancing acquisitions that enable entry into new asset classes and geographies at scale, strengthen market presence and increase the diversity of income streams. A disciplined M&A strategy remains central to strengthening geographic reach, deepening sector expertise, and expanding into new areas.

In December, we announced our entry into the secondaries market with the addition of the team from Newbury. Founded in 2006, Newbury is a recognised leader in secondaries and has raised over $6.5 billion of committed investor capital across six dedicated funds, invested in over 700 underlying fund interests on behalf of more than 250 limited partners worldwide and has returned more than $5 billion in distributions since inception.

The team joined us in February 2026, expanding the Group's capabilities into the attractive and fast-growing secondaries segment. In addition to adding an experienced team and established client relationships, the transaction will also bring nearly two decades of data from the secondaries market, adding a new capability to the Group. I am very excited about our opportunities to use the platform, which is to operate as Newbury Bridgepoint, to quickly grow our new secondaries capabilities organically.

Team and culture

We recruit, retain, and develop great talent in what is a people business. Our culture is inclusive and entrepreneurial and it is our culture which makes people want to join and, more importantly, want to stay. It's what makes us better partners to our clients, better owners of businesses, and better colleagues to each other. It's what has kept the Group so special through every stage of growth. I have therefore been delighted with the way in which our evolving and growing team has embraced our culture and as a result, the firm has become increasingly integrated. In October 2025, we hosted the first firm-wide conference since ECP joined the Group, bringing together over 550 colleagues in London with a focus on culture and our plans for the future.

Looking ahead to 2026

Bridgepoint's diversified investment strategies and a healthy pipeline of potential investments and exits, position the firm well to navigate the year ahead with confidence. Amid ongoing industry consolidation, opportunities for inorganic growth and expansion into new asset classes are being actively explored, alongside continued scaling of Bridgepoint's current strategies and broadening existing product offerings.

We are ambitious and confident in the Group's ability to deliver continued growth and value creation.

I'd like to thank all colleagues working across our offices globally for their dedication and hard work. It is thanks to them that the business is in such a strong position today.

Raoul Hughes

Chief Executive

Financial review

CFO statement

The Group's financial performance in 2025 is ahead of expectations and benefitted from positive momentum in fundraising, including fees from the start of ECP VI, and continued valuation growth and exit momentum in our funds.

Financial results, compared with prior year numbers that include ECP on a pro forma basis

Management fees and FRE

Underlying management and other income increased by 5.9% to £427.7 million, including fees relating to ECP VI which started in May, and fees from the final closes of BDC V and BG II.

Growth in management fees, excluding the impact of catch-up fees recognised, was £48.4 million or 13.0% (catch-up fees of £30.4 million in the year ended 31 December 2024, compared to £5.7 million in the year ended 31 December 2025).

The ECP VI fundraising, together with the start of fees on BE VIII, will result in a meaningful increase in Fee Paying AUM, enhanced fee visibility and a further step up in profitability following the conclusion of BE VIII fundraising in 2027.

FRE of £156.4 million or £150.7 million excluding catch-up fees, represents an increase of 20.7% excluding catch-up fees in both periods. This delivered a margin of 36.6%, or 35.7% excluding catch-up fees, which compares to 38.4% and 33.4% respectively in the prior period, benefitting from fundraising and locks in margin for the medium term.

PRE

Fund performance is critical to our ability to raise new funds. Across our strategies our funds continue to perform well. During 2025, PRE was driven by valuation growth in BE VI and VII, ECP IV and V and the Calpine Continuation Fund and exits such as Kereis, Vermaat, Calpine and Symmetry.

PRE delivered £151.6 million of income, representing 26.2% of total income and included carried interest income from BE VI, which was recognised for the first time.

The outlook for portfolio exits remains positive with multiple exits planned for 2026. The sale of Calpine closed in January 2026, with two thirds of the consideration being in shares, the timing of monetisation of which will impact the level of earnings in 2026 and 2027.

Profitability and margins

Underlying EBITDA was £304.8 million, an increase of 4.4% compared to £292.0 million for the year ended 31 December 2024 due to higher FRE and PRE.

The underlying EBITDA margin was 52.6%. Margins are therefore moving towards the EBITDA margin target we set out at our Capital Markets Day of between 55% to 60% on the conclusion of the next fund cycles.

Underlying profit before tax (excluding FX) was £251.5 million, an increase of 0.7% from 2024.

Reported profit before tax of £85.7 million and reported profit after tax of £56.7 million compared to £80.7 million and £69.1 million respectively in the year ended 31 December 2024.

AUM and fundraising

At 31 December 2025 the Group's AUM of $94.1 billion compared with $75.6 billion at 31 December 2024 (or $81.8 billion on a constant currency basis).

Fee Paying AUM grew by 13.5% to £45.5bn (€38.8 billion) compared to 31 December 2024. This includes the impact of capital raised for new private equity and infrastructure funds, alongside capital deployed in credit and positive FX movements, partially offset by the impact of divestments and funds subject to a step down in fees.

Fund commitments raised in 2025 totalled €7.5 billion. We have now raised €14 billion, and we are confident of delivering our target of €24 billion by the end of the year. In 2026, fundraising is expected to continue for BE VIII and BCO V, and to conclude for ECP VI and BDL IV.

Addition of the Newbury team

The addition of the team from Newbury, which completed in February 2026, adds a business with strong scalability and operating leverage in the medium term, but with limited EBITDA impact in the initial years.

Balance sheet, cash and financing

We are a balance sheet light business, with modest leverage.

At 31 December 2025 the Group had cash of £193.5 million (excluding cash belonging to consolidated CLOs and other restricted cash), an increase of £102.7 million, reflecting operating cash flows (excluding those belonging to third-party CLOs and other investors) of £171.6 million and net cash received from investments made in previous years.

The Group is supported by $614.0 million (£490.3 million, excluding capitalised facility costs) of US private placement notes in issue, which have an average maturity of 4.8 years. Net leverage represents 1.0x of 2025 underlying EBITDA. Additionally, the Group completed a renewal of the revolving credit facility during March 2026, providing £400.0 million of undrawn liquidity.

At the end of 2025 the Group held investments in funds of £743.5 million (including the Group's exposure to CLO notes and excluding the interests of third-party investors), and carried interest at a discounted value of £148.9 million, which together totals £1.1 billion, without the carried interest discount.

The indicative total future value of PRE from existing funds up to 2030 is £0.9 billion and an additional £1.1 billion expected from the next vintage of funds. When taken together with investments already on the balance sheet, this equates to over £3 billion of value to shareholders, providing the opportunity for significant potential future profitability and conversion to cash in the medium term.

Capital allocation and share liquidity

We allocate capital in order to support organic growth, invest in our funds, undertake strategic M&A, pay dividends and generate capital returns.

Alongside our 2025 results, we have announced a final proposed dividend of 4.7 pence per share to be paid in May, in addition to the 4.7 pence per share paid following the 2025 interim results.

Our previous share buyback programme expired in March 2025, which together with the prior programme, repurchased shares with a total value of £71.3 million. In June 2025 we announced a renewed directed share buyback programme of up to a further £50.0 million, which has now been extended and is expected to complete on or before 31 May 2027. The buyback can be activated at times of market dislocation when we feel that our share price does not reflect underlying performance. During 2025, buybacks totalled £4.1 million and represented a return of 0.4 pence per share.

At the IPO a staggered lock-up of up to five years was agreed with pre-IPO management shareholders and, of the lock-ups remaining, 100 million shares were released in 2025 and the final 167 million shares will be released in 2026. In addition, as shares related to the ECP transaction are issued, lock-ups applying to these shares will expire between 2026 and 2029. In November a group of shareholders sold 24.4 million shares in a placing, increasing the free float. As lock-ups expire, and additional shares are sold, the free float will further increase.

Overall

Our performance in 2025 is consistent with our full-year guidance and ahead of expectations. Momentum for fundraising and exits is strong, positioning the Group well to meet its financial objectives in 2026 and ultimately towards our ambition to grow to around $200 billion of AUM within the next fund cycles.

Ruth Prior

Group Chief Financial Officer

Financial review

Financial summary

The financial summary above and throughout the remainder of this section includes two comparisons:

· the underlying results for the year ended 31 December 2025 have been compared against the underlying results for the year ended 31 December 2024 with ECP results included from the completion date (20 August 2024) of the acquisition to show the progression of the Group performance; and

· the underlying results for the year ended 31 December 2025 have been compared against underlying results for the year ended 31 December 2024 on a pro forma basis, including full-year financial performance of ECP as if the acquisition had occurred on 1 January 2024, thereby providing a clearer indication of the impact of ECP performance on the Group.

Total AUM development during the year

Total AUM at 31 December 2025 was €80.3 billion ($94.1 billion) compared to €73.0 billion ($75.6 billion) at the end of 2024. The increase is primarily due to commitments raised to date for ECP VI (infrastructure) and final commitments for BDC V and BG II (private equity), deployment of BDL III and BCO IV (credit) and launch of CLO VIII and IX (credit), and the impact of valuation growth of fund investments.

Fee Paying AUM development during the year

Fee Paying AUM at 31 December 2025 was €38.8 billion ($45.5 billion) compared to €38.7 billion ($40.1 billion) at the end of 2024, with the increase due to commitments raised to date for ECP VI (infrastructure) and final commitments for BDC V and BG II (private equity), an increase in invested capital in our credit strategies and the launch of CLO VIII and IX, which became fee paying during the period, offset by asset realisations.

Fundraising

Fund commitments raised in 2025 totalled €7.5 billion. We have now raised €14 billion of our €24 billion target.

BDC V and BG II (both private equity) had final closes of €2.8 billion and €0.3 billion in the first half of 2025. BE VIII launched with a cover number of €7.5 billion and a formal first close is expected in Q2 2026, before it becomes fee paying mid-year.

BDL IV and BCO V (both credit) continued fundraising during 2025. At year-end BDL IV had raised €4.2 billion, which is in excess of its cover number of €4 billion. BCO V has started fundraising, with first close expected in mid-2026 and is expected to continue into 2027.

Fundraising for ECP VI (infrastructure) had raised $3.7 billion by the end of 2025, compared with a $5 billion cover number and hard cap of $7.5 billion, with fundraising expected to conclude in 2026. The ECP Evergreen Yield fund is expected to deploy $500 million from an anchor investor during the first half of 2026, whilst continuing to raise other capital from other institutions.

Fundraising for the next Newbury Bridgepoint fund (secondaries) will commence later this year.

Fund performance

Abbreviated income statement

The Group's consolidated income statement has two key components:

1. income generated from management and other fees deriving from long-term fund management contracts, which taken together with costs (excluding exceptional expenses, and adjusted items such as costs excluded from FRE and the costs associated with certain employee share schemes), form FRE; and

2. variable income from investments in funds and carried interest, or PRE. PRE together with FRE forms the EBITDA of the business.

Exceptional items are items of income or expense that are material by size and/or nature and are not considered to be incurred in the normal course of business. Exceptional items that are classified as "exceptional" within the Group Consolidated Statement of Profit or Loss are disclosed separately to give a clearer presentation of the Group's results. In the years ended 31 December 2025 and 2024 exceptional expenses within EBITDA predominantly related to costs relating to the ECP transaction. Further explanation of these items is included within note 9 of the financial statements.

Underlying profit before tax excludes exceptional items and other adjusted items. Other adjusted items include:

1. Reinstatement of management fees relating to CLOs which are consolidated by the Group, which are otherwise eliminated on consolidation and form part of PRE.

2. Adjustments to PRE to exclude: (i) the impact of negative returns in the early years of a fund due to management fee expenses based on the full committed capital of the fund exceeding capital growth from deployed invested capital (typically known as the 'J-curve' and which is considered temporary); (ii) PRE attributable to third-party investors that invest in a structured fund vehicle under IFRS that is consolidated by the Group due to its level of variable returns, as its inclusion could distort the view of the amount of PRE attributable to shareholders. Related finance costs payable to the third-party investors are also excluded from finance expenses and underlying profit before tax; (iii) PRE related to warehoused fund investments which are expected to be syndicated to third-party investors; (iv) the CLO management fees reinstated as part of underlying management fees, as explained above; and (v) bonuses linked to investment activities.

3. Exclusion of costs relating to grants under certain employee share schemes following the IPO which are not considered to be an alternative to cash-based compensation. Costs relating to corporate development activities and certain operating costs relating to the consolidated structured fund vehicles attributable to third-party investors are also excluded.

4. Exclusion of the amortisation of intangible assets arising from the acquisitions of EQT Credit and ECP, and removal of net finance income and expenses attributable to third-party investors.

Further explanation of exceptional items is included within note 9 of the financial statements.

Reconciliation of pro forma underlying income statement to IFRS income statement

Underlying total operating income

On a pro forma basis, including a full year of ECP in 2024, underlying total operating income increased by £36.8 million to £579.3 million due to higher management and other fees, which increased by £24.1 million to £427.0 million, an increase of 6.0%.

Underlying management and other fees of £427.0 million are attributable to the reporting segments set out below.

Underlying management and other fees increased by 6% to £428 million, including fees relating to ECP VI which started in May, the final closes of BDC V and BG II and the growth of fee paying AUM in our credit business. These increases are partially offset by declining fees on older funds which are in their divestment phase, where fees are based upon the remaining invested capital and reduce as investments are realised.

Underlying management and other fees of £427.0 million include catch-up fees totalling £5.7 million in respect of BDC V (£0.5 million) and BG II (£5.2 million) (31 December 2024: BE VII (£22.2 million) and ECP V (£8.2 million).

PRE of £151.6 million relates to income from the Group's co-investment in funds and share of carried interest and has increased by £13.1 million relative to the comparable period in 2024, including ECP on a pro forma basis. Performance in 2025 includes the contribution of BE VI and VII (private equity), ECP IV and V and the Calpine Continuation Fund (infrastructure) due to valuation growth and from exits such as Kereis, Vermaat, Calpine and Symmetry.

Operating expenses

Personnel expenses (excluding exceptional expenses and adjusted items) of £203.4 million increased by £18.5 million, due to the impact of higher FTEs and inflationary impacts on pay.

Personnel expenses (excluding exceptional expenses and adjusted items) as a percentage of underlying total operating income was 35.1% for the year ended 31 December 2025, compared to 36.5% for the year ended 31 December 2024. The improvement in the ratio in 2024 was primarily due to an increase in underlying total operating income.

In the year ended 31 December 2025 reported personnel costs of £302.2 million included £77.8 million of exceptional costs that primarily related to the ECP transaction and EQT Credit transaction (2024: £50.9 million primarily ECP-related). They also included £4.3 million of share-based payments (2024: £5.9 million) and £16.7 million of expenses that do not form part of FRE (2024: £1.8 million). Further details are contained within the Supplementary information: alternative performance measures (APMs) section.

Other operating expenses (excluding exceptional expenses) of £67.9 million increased by £4.1 million, driven primarily by expenditure relating to travel and technology. Other operating expenses (excluding exceptional expenses) as a percentage of underlying total operating income was 11.7% for the year ended 31 December 2025 compared to 13.2% for the prior comparative period.

In 2025 and 2024 exceptional expenses within EBITDA predominantly related to costs incurred in connection with the acquisition of ECP and a management incentive scheme related to the EQT Credit transaction. Other adjusted items within EBITDA include share-based payment awards in connection with the Company's listing and costs incurred in structured vehicles that are consolidated in the Group under IFRS and are attributable to third-party investors. Further details are contained within the explanation and reconciliation of APMs.

Depreciation and amortisation expense

Depreciation and amortisation expense (excluding amortisation of intangibles relating to acquisitions) decreased from £18.9 million to £16.6 million.

Amortisation of intangibles includes the amortisation of fund customer relationships capitalised following the acquisition of EQT Credit and ECP. It also includes the amortisation of an acquired carried interest intangible from the ECP transaction.

Amortisation relating to acquisition related intangible assets has been excluded from the underlying profitability measures in order to enable a clearer analysis of the Group's performance.

Finance and other income or expenses

Finance and other income or expenses include interest income from cash deposits and interest cost on borrowings, lease-related expenses, and finance expense or income on amounts payable to or receivable from related party investors, along with non-operating foreign exchange gains and losses.

Net finance and other expenses (excluding exceptional and excluded items) were £39.9 million, a decrease of 12.1%, from the prior comparative period, primarily due to interest cost on the Group's US private placement debt incurred following the ECP transaction. The net finance and other expenses for the prior comparative pro forma period incorporates the income and expenses had ECP been part of the Group since 1 January 2024, however interest on deposits and interest on borrowings have not been adjusted for an earlier completion date.

Exceptional items of £30.7 million primarily comprise a £29.6 million expense relating to the remeasurement of deferred contingent consideration arising from the ECP transaction. Adjusted other expenses of £21.5 million primarily relate to PRE attributable to third-party investors in consolidated structured vehicles.

Profit before tax

Underlying profit before tax was £248.3 million in 2025, an increase of £10.8 million from £237.5 million for the prior comparative period, including ECP on a pro forma basis, which is primarily due to the increase in underlying EBITDA. The underlying profit before tax margin was 42.9% for the same period.

Profit before tax decreased to £85.7 million in the year ended 31 December 2025 compared with £150.0 million in the prior comparative period, including ECP on a pro forma basis. 2024. This was primarily due to the impact of exceptional costs and adjusted items relating to the ECP transaction, including the full year impact of acquisition related share-based payment expenses and amortisation of acquisition related intangible assets.

Tax

The tax charge increased from £11.6 million in 2024 to £29.0 million in 2025. The effective tax rate for the year ended 31 December 2025 was 33.8% compared to 14.4% for the year ended 31 December 2024. This was primarily due to movements in deferred tax liabilities. The underlying effective tax rate for the year ended 31 December 2025 was 11.7% compared to 6.9% for the year ended 31 December 2024.

As detailed in note 12 to the financial statements, in the year ended 31 December 2025 the Group has a higher effective tax rate than the UK statutory rate. This is largely driven by timing differences in the taxation of management fee income, and by tax loss carry-forwards in the UK due to certain forms of income that are not subject to UK corporation tax.

Profit after tax

Profit after tax decreased by 17.9% from £69.1 million in 2024 to £56.7 million in 2025.

Earnings per share and dividend per share

Basic and diluted underlying earnings per share grew by 0.8 pence per share and 5.1 pence per share respectively, reflecting the increased profitability of the Group. Underlying diluted earnings per share includes the dilutive impact of shares issued to ECP employees. Further details are included in note 13 of the consolidated financial statements.

The Directors announced an interim dividend of 4.7 pence per share in respect of the first half of 2025 that was paid in October 2025. This had a cost of £46.4 million, including a related distribution to the sellers of ECP. The Directors have announced a proposed final dividend of 4.7 pence per share to be paid on 21 May 2026, subject to shareholder approval. The cost is estimated to be £41.2 million, plus dividend equivalents paid to non-controlling interests estimated to be £5.0 million. The actual cost will depend upon the number of shares in issue when the dividend is paid.

Earnings per share and dividend per share

The following foreign exchange rates have been used throughout this review:

The table below sets out the currency exposure for certain reported items.

Consolidated balance sheet

Net assets principally comprise cash and investments in money market funds, the fair value of investments and carried interest receivables from private equity, infrastructure and credit funds, as well as goodwill arising from the acquisition of the ECP and EQT Credit businesses.

The IFRS balance sheet includes the full consolidation of the assets and liabilities of certain CLOs and structured fund vehicles attributable to third-party investors, which are required under IFRS to be presented gross on the balance sheet.

Non-current assets have increased by £52.8 million to £1,834.8 million and current assets increased by £1,067.0 million to £3,381.8 million, primarily due to the impact of additional investments in funds and consolidated CLOs. The Group has £853.6 million of investments in funds (2024: £765.6 million). Of this, £682.6 million (2024: £581.4 million) relates to private equity funds, including £241.8 million (2024: £143.4 million) of fund investments held through structured vehicles which are consolidated by the Group and included as non-current assets. In addition, the Group holds a £21.0 million interest in credit funds (2024: £57.1 million), including £15.3 million in CLOs (2024: £14.6 million) and £149.9 million in infrastructure funds (2024: £127.1 million). The Group also has a carried interest receivable, which is held at a discount under IFRS, of £148.9 million (2024: £113.3 million).

At 31 December 2025, the Group had cash of £193.5 million (excluding cash belonging to consolidated CLOs and fund vehicles), which is not available for use by the Group.

Total liabilities increased £1,124.9 million to £4,028.6 million. Non-current liabilities increased £1,064.5 million to £3,560.1 million, primarily due to an increased level of liabilities owed by consolidated CLOs. Current liabilities increased by £60.4 million to £468.5 million. Excluding the impact of liabilities of consolidated CLOs and structured fund vehicles attributable to third-party investors, non-current liabilities increased by £37.7 million, due to CLO repurchase agreements and trade and other payables. Current liabilities, excluding the impact of liabilities of consolidated CLOs and structured fund vehicles belonging to third-party investors, increased by £61.3 million to £236.1 million due to an increase in accrued expenses and an increase in the fair value of derivative liabilities.

Total equity reflects the 2025 profit and increase in other reserves primarily due to equity-settled share awards offset by dividends paid and the cost of the share buyback programmes. This resulted in total equity of £1,188.0 million at 31 December 2025.

The consolidation of certain CLOs could distort how a reader of the financial statements interprets the balance sheet of the Group. The Group's maximum exposure to loss associated with its interest in the CLOs is limited to its investment in the relevant CLOs, which at 31 December 2025 was £170.4 million (2024: £99.5 million), excluding the investments of non-controlling interests of £45.2 million (2024: £32.8 million).

A summarised consolidated balance sheet on a non-statutory basis, excluding interests of third-party investors in consolidated CLOs and other structured fund vehicles, is included below.

Liquidity

The Group's liquidity requirements primarily arise in relation to the funding of operations and the Group's plans in connection with its expansion and diversification strategy. The Group funds its business using cash from its operations (retained profits), capital from shareholders and, from time-to-time, third-party debt.

Total financial debt and net cash position

At 31 December 2025, the Group had net debt of £262.6 million (2024: net debt of £399.5 million). This includes the $430.0 million (2024: $430.0 million) of private placement notes the Group issued during 2024 following the ECP transaction. It also includes the $184.0 million (2024: $184.0 million) of ECP private placement notes. The Group private placement notes are structured in tranches with maturities ranging between 3 and 10 years and have an average coupon of 6.16 per cent. Additionally, the Group has an undrawn revolving credit facility, which was renewed to a facility of £400.0 million. There were no drawings on the facility as at 31 December 2025 (2024: £250.0 million undrawn).

As at 31 December 2025, in addition to the liabilities shown on the balance sheet, the Group had approximately £374.9 million of remaining undrawn capital commitments to Bridgepoint and ECP funds (2024: £382.2 million of remaining undrawn capital commitments to Bridgepoint and ECP funds).

Consolidated cash flows

Net cash inflows from operating activities for the year ended 31 December 2025 were £135.9 million. The increase of £125.1 million in the net cash flows from operating activities compared to the year ended 31 December 2024 was due to the payment of costs relating to the ECP transaction in 2024 and increased underlying profitability in 2025.

The Group generated operating cash flow, excluding the payment of exceptional costs related to the ECP transaction, representing 123.8% of FRE, demonstrating the cash generation of the business (2024:102.5%).

Net cash outflows from investing activities include investments into the Group's funds, offset by proceeds from carried interest and distributions from funds. Net cash outflows from investing activities for the year ended 31 December 2025 were £618.5 million. Net distributions of £55.4 million from funds and net cash outflows of £620.2 million into the Group's CLOs reflect the impact of the launch of CLO VIII and IX and the warehousing of CLO X.

Net cash inflows from financing activities include funds drawn and repaid to consolidated CLO investors, transactions with related party investors and distributions to shareholders. For the year ended 31 December 2025, net cash inflows from financing activities totalled £651.6 million, which primarily related to the net cash inflows of CLO cash from investors in CLO VIII and IX (which are consolidated) of £693.7 million and drawings from related party investors and CLO repurchase agreements of £129.3 million offset by distributions paid to shareholders and non-controlling interests of £91.7 million and payments to acquire shares as part of the share buyback programme, which totalled £4.1 million by the end of the year.

In addition to £193.5 million of its own cash at 31 December 2025, the Group had £141.4 million recorded on the balance sheet as cash belonging to consolidated CLOs and structured fund vehicles, which is legally ring-fenced and not available for use by the Group.

The consolidated cash flow statement includes the gross cash inflows and outflows for the period in respect of the consolidated CLOs and structured fund vehicles, and cash held at 31 December 2025 for those CLOs, which are required to be consolidated. This could distort how a reader of the financial statements interprets the cash flows of the Group, therefore a cash flow statement without the consolidated CLO and structured fund vehicles is presented below.

1. A full non-statutory consolidated cash flow statement excluding cash flows relating to consolidated CLOs and structured fund vehicles attributable to third-party investors (unaudited) is included in the supplementary information: non-statutory consolidated financial statements section.

Key risks

The Group's risk management framework is designed to identify a broad range of risks and uncertainties which it believes could adversely impact the stability and financial prospects of the Group. A similar and parallel process is also undertaken with respect to risks facing the funds managed by the Group and as required by applicable regulatory regimes. As part of each of these frameworks and processes, ESG-related risks are actively considered.

The following sections set out the Group's key risks as identified during the risk management process, with details of the primary mitigating actions, controls or monitors for each of these risks.

The key risks are described based on the Group's combined assessment of the likelihood of each risk eventuating and the impact of each risk on the Group as a whole after the Group's controls and mitigants are taken into account.

Additional risks and uncertainties that the Group may face, including those that are not currently known or that the Group currently deems immaterial, may individually or cumulatively also have a material effect on the Group's business, results of operations and/or financial condition.

Consolidated Statement of Profit or Loss

for the year ended 31 December

Exceptional expenses of £86.7m (2024: £61.8m) are included in EBITDA. Profit before tax includes exceptional expenses of £117.4m (2024: £62.6m). Details of exceptional items are included in note 9.

The notes to the accounts form an integral part of these financial statements.

Consolidated Statement of Comprehensive Income

for the year ended 31 December