30th Jul 2025 07:00
RATHBONES GROUP PLC
POSITIONED FOR THE NEXT CHAPTER
RATHBONES GROUP PLC ("RATHBONES" OR THE "GROUP") ANNOUNCES RESULTS FOR THE SIX MONTHS ENDED 30 JUNE 2025
PAUL STOCKTON, GROUP CHIEF EXECUTIVE OFFICER OF RATHBONES, SAID:
"The first half of 2025 marked a pivotal phase for Rathbones, as we successfully completed the planned client and asset migration of Investec Wealth & Investment (IW&I). This milestone increased run-rate synergies to £47.2 million as at 30 June 2025 and set the stage for the remaining synergies to be delivered in the second half of the year as we continue to realise further benefits of operating as a single, larger business. Our ability to combine personalised financial advice, investment, and wealth management services with the scale and resilience of a larger Group is proving ever more relevant as increasing numbers of people seek trusted guidance in a more complex world.
"These results mark a turning point since the combination and enable the business to shift its focus from migration to the future opportunity ahead. Rathbones enters the second half of 2025 in a position of financial strength. We maintain our progressive dividend policy, and announce today our intention to return surplus capital to shareholders through our first ever share buyback of up to £50 million. As I prepare to hand over to a new leadership team, the business is well placed to drive organic growth and deliver long-term value following the combination with IW&I."
| Unaudited | Unaudited | Audited |
Six months to | Six months to | Year to | |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m (unless stated) | £m (unless stated) | £m (unless stated) |
Operating income | 449.1 | 447.4 | 895.9 |
Underlying operating expenses1 | (341.4) | (335.3) | (668.3) |
Underlying profit before tax1 | 107.7 | 112.1 | 227.6 |
Underlying operating margin1 | 24.0% | 25.1% | 25.4% |
Profit before tax | 62.3 | 65.3 | 99.6 |
Underlying earnings per share1 | 75.6p | 80.4p | 161.6p |
Basic earnings per share | 42.6p | 43.9p | 63.0p |
Dividend per share | 31.0p | 30.0p | 93.0p |
1. This measure is considered an alternative performance measure (APM). Please refer to Alternative Performance Measures section of the 2025 Interim Report for more detail on APMs
|
FINANCIAL HIGHLIGHTS:
• FUMA totalled £109.0 billion at 30 June 2025 (Q1 2025: £104.1 billion, FY 2024: £109.2 billion) comprising:
• £93.2 billion in the Wealth Management segment (£99.4 billion prior to the elimination of Wealth Management FUMA invested in the Asset Management segment of £6.2 billion).
• £15.8 billion in the Asset Management segment.
• Net outflows for the first half of 2025 were £1.0 billion (30 June 2024: £0.6 billion), reflecting the peak impact of client migration activity during the period. Encouragingly, flows improved as the half progressed, with Q2 net outflows reducing significantly to £0.2 billion (Q1: net outflows of £0.8 billion). The Wealth Management segment was broadly neutral in Q2 (Q1: net outflows of £0.5 billion).
• Despite a slight year-on-year decline in underlying profit before tax to £107.7 million (30 June 2024: £112.1 million) and an underlying operating margin of 24.0% (30 June 2024: 25.1%), largely reflecting market volatility at the end of the first quarter, we continue to expect full-year 2025 results to be in line with market forecasts, supported by a stronger starting FUMA position in the second half of 2025 and increasing synergy benefits. Most organisational design changes were completed by the end of the first half of the year, with further margin improvement expected in the second half of the year as integration progresses and the IW&I platform is decommissioned.
• Statutory profit before tax was £62.3 million (30 June 2024: £65.3 million), after recognising amortisation of client relationship intangible assets of £22.2 million (30 June 2024: £22.0 million) and integration-related costs of £23.2 million (30 June 2024: £24.8 million). We continue to expect that acquisition and integration costs will decline substantially in 2026, supporting margin expansion and future growth in basic earnings per share.
OPERATIONAL HIGHLIGHTS:
• Successful completion of the planned migration of IW&I client data and assets at the end of the second quarter marked a major milestone in the integration, completing a highly complex programme of planning, execution and risk management. Only a small number of accounts remain on the IW&I platform - primarily those undergoing probate or already in the process of exiting the service. With this phase delivered, we are well positioned to be able to deliver planned synergies in the second half.
• We have begun expanding our services with the announcement last week of our entry into the fast-growing Model Portfolio Service (MPS) market - the first in a series of new investment solutions. Further launches are planned across our private client, intermediary, charity, and asset management channels, reflecting the broader opportunity enabled by our combination with IW&I to grow, innovate, and better meet the evolving needs of clients and advisers.
CAPITAL, PROPOSED SHARE BUYBACK AND DIVIDEND:
Rathbones enters the second half of 2025 in a position of financial strength and following a new capital allocation framework, and underpinned by a robust balance sheet, we are taking measured steps to return surplus capital to shareholders. The Board has approved an on-market ordinary share buyback programme of up to £50 million. This buyback remains subject to regulatory approval, and is expected to commence thereafter.
Alongside the buyback, we are increasing our interim dividend by 3.3% to 31.0p, reinforcing our progressive approach to shareholder distributions. Together, these actions mark a new phase for Rathbones, as the benefits of integration begin to translate into enhanced capital generation and long-term value creation.
INTERIM RESULTS PRESENTATION:
A presentation detailing Rathbones' 2025 interim results is available on the investor relations website under the tab 'Results Presentations' (https://www.rathbones.com/investor-relations/results-and-presentations).
A presentation to analysts and investors will take place this morning at 10:00am at our offices at 30 Gresham Street, London, EC2V 7QN. Participants who wish to join the presentation virtually can do so by either joining the video webcast (https://www.investis-live.com/rathbones-group-plc/6835c93b3d219d0015e93fc8/hrtyhe) or by dialling in using the conference call details below:
United Kingdom (Local): +44 20 3936 2999
United Kingdom (Toll-Free): +44 808 189 0158
Participant access code: 800562
A Q&A session will follow the presentation. Participants will be able to ask their questions either via the webcast by typing them in or via the conference call line.
A recording of the presentation will be available later today on our website at: www.rathbones.com/investor-relations/results-and-presentations
FUNDS UNDER MANAGEMENT AND ADMINISTRATION
(I) SEGMENT FUMA
6 months ended 30 June 2025 | Wealth Management (£m) | Asset Management (£m) | Intra-group holdings (£m) | Group FUMA (£m) |
Opening FUMA | 99,309 | 15,751 | (5,896) | 109,164 |
Gross Inflows | 4,329 | 1,637 | (734) | 5,232 |
Gross Outflows | (4,798) | (2,000) | 557 | (6,241) |
Net Flows | (469) | (363) | (177) | (1,009) |
Market & Investment Performance | 791 | 418 | (128) | 1,081 |
IW&I Migrated Assets2 | (263) | - | - | (263) |
Closing FUMA | 99,368 | 15,806 | (6,201) | 108,973 |
Q2 ended 30 June 2025 | Wealth Management (£m) | Asset Management (£m) | Intra-group holdings (£m) | Group FUMA (£m) |
Opening FUMA | 94,487 | 15,390 | (5,825) | 104,052 |
Gross Inflows | 2,077 | 810 | (378) | 2,509 |
Gross Outflows | (2,079) | (949) | 293 | (2,735) |
Net Flows | (2) | (139) | (85) | (226) |
Market & Investment Performance | 5,146 | 555 | (291) | 5,410 |
IW&I Migrated Assets2 | (263) | - | - | (263) |
Closing FUMA | 99,368 | 15,806 | (6,201) | 108,973 |
(II) BREAKDOWN OF FUMA AND FLOWS BY SERVICE LEVEL
6 months ended 30 June 2025 | Opening FUMA (£m) | Gross Inflows (£m) | Gross Outflows (£m) | Net Flows (£m) | Transfers1 (£m) | IW&I Migrated Assets2 (£m) | Market & Investment Performance (£m) | Closing FUMA (£m) | Ann Net Growth3 (%) |
Rathbones Investment Management | 52,900 | 2,911 | (2,651) | 260 | 32 | 34,587 | 2,666 | 90,445 | 1.0 |
Bespoke portfolios | 47,801 | 2,604 | (2,428) | 176 | (90) | 33,754 | 2,490 | 84,131 | 0.7 |
Managed via in-house funds | 5,099 | 307 | (223) | 84 | 122 | 833 | 176 | 6,314 | 3.3 |
Multi-asset funds4 | 3,093 | 291 | (400) | (109) | - | - | 121 | 3,105 | (7.0) |
Rathbones discretionary & managed | 55,993 | 3,202 | (3,051) | 151 | 32 | 34,587 | 2,787 | 93,550 | 0.5 |
Non-discretionary service | 666 | 14 | (25) | (11) | (41) | 987 | 89 | 1,690 | (3.3) |
IW&I | 42,973 | 1,211 | (1,705) | (494) | - | (40,081) | (2,257) | 141 | (2.3) |
Single-strategy funds | 6,762 | 613 | (1,044) | (431) | - | - | 169 | 6,500 | (12.7) |
Execution only | 2,770 | 192 | (416) | (224) | 9 | 4,244 | 293 | 7,092 | (16.2) |
Total Group | 109,164 | 5,232 | (6,241) | (1,009) | - | (263) | 1,081 | 108,973 | (1.8) |
Q2 ended 30 June 2025 | Opening FUMA (£m) | Gross Inflows (£m) | Gross Outflows (£m) | Net Flows (£m) | Transfers1 (£m) | IW&I Migrated Assets2 (£m) | Market & Investment Performance (£m) | Closing FUMA (£m) | Ann Net Growth3 (%) |
Rathbones Investment Management | 50,164 | 1,441 | (1,294) | 147 | 9 | 34,366 | 5,758 | 90,444 | 1.2 |
Bespoke portfolios | 45,034 | 1,318 | (1,189) | 129 | (20) | 33,533 | 5,454 | 84,130 | 1.1 |
Managed via in-house funds | 5,130 | 123 | (105) | 18 | 29 | 833 | 304 | 6,314 | 1.4 |
Multi-asset funds4 | 3,125 | 133 | (191) | (58) | - | - | 38 | 3,105 | (7.4) |
Rathbones discretionary & managed | 53,289 | 1,574 | (1,485) | 89 | 9 | 34,366 | 5,796 | 93,549 | 0.7 |
Non-discretionary service | 626 | 9 | (20) | (11) | (13) | 971 | 116 | 1,689 | (7.0) |
IW&I | 41,259 | 519 | (589) | (70) | - | (39,829) | (1,219) | 141 | (0.7) |
Single-strategy funds | 6,440 | 299 | (464) | (165) | - | - | 226 | 6,501 | (10.2) |
Execution only | 2,438 | 108 | (176) | (68) | 4 | 4,229 | 490 | 7,093 | (11.2) |
Total Group | 104,052 | 2,509 | (2,734) | (225) | - | (263) | 5,409 | 108,973 | (0.9) |
(III) BREAKDOWN OF WEALTH MANAGEMENT FUMA AND FLOWS BY CHANNEL
6 months ended 30 June 2025 | Opening FUMA (£m) | Gross Inflows (£m) | Gross Outflows (£m) | Net Flows (£m) | Transfers1 (£m) | IW&I Migrated Assets2 (£m) | Market & Investment Performance (£m) | Closing FUMA (£m) | Ann Net Growth3 (%) |
Total direct | 35,933 | 1,860 | (1,787) | 73 | 1,876 | 23,056 | 1,679 | 62,617 | 0.4 |
Total financial adviser linked | 16,967 | 1,052 | (864) | 188 | (1,844) | 11,531 | 986 | 27,828 | 2.2 |
Total discretionary service | 52,900 | 2,912 | (2,651) | 261 | 32 | 34,587 | 2,665 | 90,445 | 1.0 |
Execution only | 2,770 | 192 | (416) | (224) | 9 | 4,244 | 293 | 7,092 | (16.2) |
Non-discretionary service | 666 | 14 | (25) | (11) | (41) | 987 | 89 | 1,690 | (3.3) |
Total wealth management | 56,336 | 3,118 | (3,092) | 26 | - | 39,818 | 3,047 | 99,227 | 0.1 |
IW&I | 42,973 | 1,211 | (1,706) | (495) | - | (40,081) | (2,256) | 141 | (2.3) |
Total wealth management for enlarged Group | 99,309 | 4,329 | (4,798) | (469) | - | (263) | 791 | 99,368 | (0.9) |
Q2 ended 30 June 2025 | Opening FUMA (£m) | Gross Inflows (£m) | Gross Outflows (£m) | Net Flows (£m) | Transfers1 (£m) | IW&I Migrated Assets2 (£m) | Market & Investment Performance (£m) | Closing FUMA (£m) | Ann Net Growth3 (%) |
Total direct | 33,990 | 924 | (821) | 103 | 1,848 | 22,835 | 3,841 | 62,617 | 1.2 |
Total financial adviser linked | 16,174 | 517 | (473) | 44 | (1,838) | 11,530 | 1,918 | 27,828 | 1.1 |
Total discretionary service | 50,164 | 1,441 | (1,294) | 147 | 10 | 34,365 | 5,759 | 90,445 | 1.2 |
Execution only | 2,438 | 108 | (176) | (68) | 3 | 4,230 | 489 | 7,092 | (11.2) |
Non-discretionary service | 626 | 9 | (20) | (11) | (13) | 971 | 117 | 1,690 | (7.0) |
Total wealth management | 53,228 | 1,558 | (1,490) | 68 | - | 39,566 | 6,365 | 99,227 | 0.5 |
IW&I | 41,259 | 519 | (589) | (70) | - | (39,829) | (1,219) | 141 | (0.7) |
Total wealth management for enlarged Group | 94,487 | 2,077 | (2,079) | (2) | - | (263) | 5,146 | 99,368 | - |
(IIV) TOTAL GROUP FUMA
6 months ended 30 June 2025 | Opening FUMA (£m) | Gross Inflows (£m) | Gross Outflows (£m) | Net Flows (£m) | Transfers1 (£m) | IW&I Migrated Assets2 (£m) | Market & Investment Performance (£m) | Closing FUMA (£m) | Ann Net Growth3 (%) |
Rathbones Investment Management | 56,336 | 3,118 | (3,092) | 26 | - | 39,818 | 3,047 | 99,227 | 0.1 |
Rathbones Asset Management | 15,751 | 1,637 | (2,000) | (363) | - | - | 418 | 15,806 | (4.6) |
IW&I | 42,973 | 1,211 | (1,705) | (494) | - | (40,081) | (2,255) | 143 | (2.3) |
Total | 115,060 | 5,966 | (6,797) | (831) | - | (263) | 1,210 | 115,176 | (1.4) |
Group eliminations5 | (5,896) | (734) | 556 | (178) | - | - | (129) | (6,203) | 6.0 |
Total | 109,164 | 5,232 | (6,241) | (1,009) | - | (263) | 1,081 | 108,973 | (1.8) |
1. Transfers represent client FUMA which has transferred from one service to another and other intra-group movements. These are excluded from net inflows.
2. The IW&I asset migration column/row does not net to zero following the change in classification of certain previously reported FUMA to ensure alignment of approach.There is no impact on revenue.
3. Annualised net growth calculated as net flows/opening FUMA.
4. Net inflows into multi-asset funds include direct flows and flows into managed solutions delivered using in-house funds.
5. Group eliminations represent RAM funds that are held within portfolios managed by RIM (£6.2 billion) teams. Consequently, after excluding the RAM funds, the FUMA is £93.2 billion in RIM.
30 July 2025
For further information contact:
Rathbones Group Plc
Investors
Paul Stockton, Group Chief Executive OfficerIain Hooley, Group Chief Financial OfficerShelly Patel, Head of Investor Relations
Tel: 020 7399 0071Email: [email protected]
Press
Tessa Curtis, Director of Corporate Communications & Affairs
Tel: 07833 346238
Email: [email protected]
Camarco
Ed Gascoigne-Pees
Tel: 020 3757 4984Email: [email protected]
Rathbones Group Plc
Rathbones is a leading provider of individual Wealth Management, Asset Management and related services to Private Clients, Charities, Trustees and Professional Partners. We have been trusted for generations to manage and preserve our clients' wealth.
Rathbones headquarters is 30 Gresham Street, London, EC2V 7QN.
www.rathbones.com
GROUP CHIEF EXECUTIVE OFFICER'S REVIEW
POSITIONED FOR THE NEXT CHAPTER
In the first half of 2025, Rathbones successfully completed the planned client and asset migration following its 2023 combination with Investec Wealth & Investment (IW&I), establishing a strong foundation for optimising the business and realising the full benefits of the combined organisation in the second half of the year. As of 30 June 2025, total synergies delivered have risen to £47.2 million per annum on an annualised run-rate basis, with remaining synergies expected to be achieved in the second half of the year. As the bulk of integration activity is now complete, any operational risks have now reduced materially and we are focused on driving operating leverage, embedding efficiencies, and enhancing client experience. We continue to expect that acquisition and integration costs (£23.2 million in 2025 to date) will decline substantially in 2026, supporting future growth in basic earnings per share.
The structural outlook for long-term growth remains strong. Increasing household wealth, an ageing population and softening interest rates all support rising demand for trusted advice and professional investment management, while the Government's recent Mansion House commitment to encourage a stronger investment culture in support of both private savings and the national economy presents us with an opportunity to appeal to new audiences. The increased focus on the importance of retirement planning for all age groups, but especially an ageing and wealthier UK population, will increasingly drive demand for planning and investment solutions that can be simple or highly personalised. In a landscape shaped by inherent complexity and evolving government policy, this need for thoughtful, longer-term wealth planning and investment is more important than ever.
These trends play to the breadth of our offering, which combines proximity and long-term, deep relationships with our clients with objective choice from global investment markets.
We continue to evolve our propositions, building on our blend of investment and planning-led services that adapt to the needs of both clients and advisors.
Last week, we announced the launch of the first in a series of new client propositions, with more planned for the second half of the year. Our entry into the fast-growing Model Portfolio Service (MPS) market introduces a new actively managed investment solution for financial advisors and their clients. This marks an encouraging step in expanding our investment offering and reflects the broader opportunity ahead to enhance our reach and better meet the evolving needs of clients and advisors, enabled by the combination with IW&I.
CAPITAL, PROPOSED SHARE BUYBACK AND DIVIDEND
As at 30 June 2025, Rathbones maintained a strong capital position, with a capital surplus of £178.4 million and a Common Equity Tier 1 (CET1) capital ratio of 17.4%. This reflects the prudent approach that we have taken regarding capital management as we progressed through the IW&I integration process, whilst maintaining our progressive dividend policy. Our capital base remains very strong, providing both stability and flexibility to support future growth and deliver returns to shareholders.
In June this year, we received High Court approval of the cancellation of the share premium account of Rathbones Group Plc as it stood at 31 December 2024, which reclassified the share premium account to retained earnings. This converted a portion of the Group's fixed capital into distributable capital, but had no impact on the Group's consolidated equity, regulatory capital ratios (including CET1), shares in issue, or voting rights. It enhanced, however, our ability to manage the Group's capital efficiently going forward.
During the first half of 2025, we adopted a new capital allocation framework for the combined business, providing an approach to guide how we deploy capital across the integrated Group. This framework balances our ability to maintain the Group's robust financial strength with strategic ambition, ensuring that we maintain appropriate regulatory buffers, while retaining the capacity to invest to drive long-term growth.
Our capital allocation priorities are to:
• Maintain a strong balance sheet and regulatory capital base.
• Invest in growth opportunities and strategic initiatives.
• Deliver a regular, progressive dividend underpinned by earnings growth.
• Pursue value-accretive M&A opportunities where there is strong strategic and cultural alignment.
• Where capital exceeds our strategic and regulatory needs, retain the flexibility to return surplus capital to shareholders.
Reflecting this framework - and our confidence in the Group's long-term prospects - the Board has approved an on-market ordinary share buyback programme of up to £50 million. This buyback remains subject to regulatory approval, and is expected to commence thereafter.
Investec Bank Plc (Investec) will not participate in the buyback, though in implementing the buyback, Rathbones will ensure that Investec's voting and economic interest in Rathbones does not exceed that which it acquired as a result of completing the IW&I transaction (at which point Investec had a 29.9% voting interest and a 41.25% economic interest). Owing to share issuances by Rathbones since completion of the IW&I transaction, Investec's voting interest in Rathbones as at 30 June 2025 is 29.3% and economic interest is 40.5%, and it is expected that the buyback will be implemented in full while maintaining Investec's voting and economic interest in Rathbones at or below its original level following completion of the IW&I transaction.
With a strong capital and cash position, the buyback represents an efficient use of funds and signals our confidence in the underlying value of the business. It demonstrates our ability to deliver attractive shareholder returns, while preserving capacity to invest in future growth, reflecting the increased pace at which the Group will generate new capital as integration costs fall and synergy benefits are further realised.
Consistent with our commitment to a progressive dividend policy, we are increasing our interim dividend by 3.3% to 31.0p (30 June 2024: 30.0p). The dividend will be paid on 1 October 2025 to shareholders on the register as of 5 September 2025.
PERFORMANCE AND FUMA REVIEW
Despite some market volatility, notably as the first quarter of the year drew to a close, investment markets ended the second quarter positively, with the MSCI Private Investor Balanced Index and the FTSE 100 rising 3.5% and 2.1% respectively since 31 March 2025. Rathbones' funds under management and administration (FUMA) totalled £109.0 billion at 30 June 2025, up from £104.1 billion at the end of Q1 2025 and broadly in line with the year-end position of £109.2 billion. This includes £15.8 billion in our Asset Management segment, Rathbones Asset Management (RAM), compared with £15.4 billion at Q1 2025 and unchanged from the 2024 year end position.
Net outflows for the first half of 2025 were £1.0 billion (30 June 2024: £0.6 billion), reflecting the peak impact of client migration activity during the period. Encouragingly, flows improved as the half progressed, with Q2 net outflows reducing significantly to £0.2 billion (Q1: net outflows of £0.8 billion). The Wealth Management segment was broadly neutral in Q2 (Q1: net outflows of £0.5 billion), highlighting early signs of the factors that have resulted in elevated outflows receding.
Gross inflows totalled £2.5 billion in Q2 (Q1 2025: £2.7 billion), reflecting a modest decline as investment managers remained focused on integration activities during the early part of the quarter. In the post-migration phase, attention was directed towards embedding clients into Rathbones' systems and ensuring they were smoothly transitioned.
This period also required teams to adapt to new processes and investment systems, which temporarily impacted new business activity. Gross outflows however reduced significantly by 22.9% to £2.7 billion (Q1 2025: £3.5 billion), demonstrating improving asset retention. The improvement in net flows is encouraging and is consistent with our optimism for an improving outlook for net flows as our focus shifts towards the future growth opportunities for the combined business.
Net flows in RIM discretionary and managed propositions, which now include IW&I flows post the successful client migration during the quarter, remained positive at £0.1 billion in the second quarter (Q1: £0.1 billion), with the bespoke service seeing particular improvement against Q1.
The wider asset management industry continues to face a challenging environment, with persistent pressure on active managers from the shift towards passive strategies. Against this backdrop, our single strategy funds have continued to perform well. Net outflows in the second quarter reduced to £0.2 billion (Q1 2025: £0.3 billion), supported by resilient gross inflows and a notable reduction in gross outflows, particularly from our Global Opportunities Fund. Flows into our multi-asset fund range were broadly flat in the quarter, including both internal and external flows. Encouragingly, the greater volatility and less concentrated returns seen in equity markets during 2025 are beginning to offer a more balanced environment for active managers, and we remain confident that our long-term, disciplined investment approach is well positioned to deliver stronger outcomes across market cycles.
During the first half of 2025, six of our multi-asset and single-strategy funds also achieved labels under the Sustainability Disclosure Requirements (SDR). Securing SDR recognition for these funds recognises the rigour of our approach and places us among the leading UK asset managers in terms of the number of labelled funds relative to assets under management and we're proud to demonstrate our long-term commitment to this important area.
UNDERLYING FINANCIAL BUSINESS PERFORMANCE
Despite a challenging start to the year, marked by significant market volatility and a substantial fall in equity markets at the point we charged our first quarter investment management fees, total operating income for the Group increased marginally by 0.4% to £449.1 million (30 June 2024: £447.4 million). While the early impact of lower markets at the end of the first quarter weighed on revenues, this was offset by stronger market conditions and higher average FUMA in the second quarter, which supported growth in recurring investment management and asset management fees.
Net interest income contributed £38.9 million to operating income in the first half of 2025, up from £32.7 million in the same period last year. This increase came despite reductions in the Bank of England base rate and primarily reflects the recognition of additional interest income following the migration of IW&I client assets onto the Rathbones Investment Management (RIM) banking model in the second quarter. There is a corresponding reduction in 'other income', which represents the margin earned by IW&I on client liquidity under the client money rules prior to migration. The increase in interest also reflects the initial benefit of the revenue synergies driven by RIM's banking model.
As a result of this change, other income declined by £4.7 million to £11.0 million in the period. The migration has generated synergy benefits in the second quarter of £1.6 million from the transition to the banking model.
Total underlying operating expenses for the period were £341.4 million (30 June 2024: £335.3 million). The 1.8% increase relative to the prior half year reflects the effect of increases in certain costs which have offset the benefit of increased synergies in the period. The increase in costs includes £5.2 million which is the short-term impact of non-recurring costs and includes the temporary costs of the transition to the outsourcing agreement with Investec Bank for specific technology services relating to networks, infrastructure, end user computing and cyber operations. Salary and general inflation have also affected the cost base, along with the impact of the NIC increase which took effect in April. FSCS levies of £6.8 million were expensed in full in the first half of 2025, having increased by £2.3 million (2024: £4.5 million). Other cost headwinds include an increase in the cost of VAT that cannot be recovered, which increased by £2.2 million per annum, and the depreciation of office fit out costs which were partly funded by Investec Bank under the terms of the IW&I transaction but which are treated as part of the Group's underlying cost base.
Underlying profit before tax was £107.7 million for the six months ended 30 June 2025 (30 June 2024: £112.1 million), with an underlying operating margin of 24.0% (30 June 2024: 25.1%).
Statutory profit before tax was £62.3 million (30 June 2024: £65.3 million), after recognising amortisation of client relationship intangible assets of £22.2 million (30 June 2024: £22.0 million) and integration-related costs of £23.2 million (30 June 2024: £24.8 million). We continue to expect that acquisition and integration costs will decline substantially in 2026, supporting margin expansion and growth in basic earnings per share.
Despite a slight year-on-year decline in underlying operating profit and margin driven by market volatility at the end of the first quarter, we continue to expect full-year 2025 results to be in line with market forecasts, supported by a stronger starting FUMA position in the second half of 2025 and increasing synergy benefits. Most organisational design changes were completed by the end of H1, with further margin improvement expected in H2 as integration progresses and the IW&I platform is decommissioned. We now anticipate that the underlying operating margin for 2025 will remain broadly consistent with 2024 as a result of the first quarter billing taking place at a time of asset values being relatively depressed. We continue to expect greater margin progression in 2026, with our 30% margin target being underpinned by both the delivery of the remaining synergies and the delivery of scalable growth in income through our strategic initiatives.
MIGRATION OF IW&I CLIENTS
The migration of all planned IW&I client data and assets at the end of the second quarter marked a significant milestone in the integration of IW&I into the Rathbones business, concluding a complex programme of planning, execution, and risk management. A small number of client accounts remain on the IW&I platform, including those accounts that were in the process of probate or otherwise leaving the IW&I service. The expected value of client exits from the completion of this process in the second half is nominal.
Many of the key risks identified early in the process have been mitigated effectively, and the period of heightened migration risk has now passed. We are now operating as a single, unified business, with focus shifting to decommissioning legacy systems and unlocking the associated cost and efficiency benefits.
The integration also highlighted opportunities to further enhance the MyRathbones app, particularly in supporting seamless client access, and we continue to build on its capabilities as part of our commitment to delivering a high-quality digital experience.
We are now well positioned to deliver on our long-term goals, with fully aligned investment systems and processes providing a strong foundation to further build and enhance our capabilities.
POSITIONED FOR THE NEXT CHAPTER
We continue to see a meaningful opportunity in helping clients navigate through growing financial complexities. Despite the clear value of personalised advice, access remains limited. Only around 9 percent of UK adults received regulated advice in the past two years, although 91 percent of those who did found it beneficial. This persistent advice gap presents both a societal challenge and a long-term growth opportunity. Our team of expert financial and wealth planners enables us to provide integrated, holistic solutions for both new and existing wealth clients. This is a key market differentiator and a clear expression of our long-term commitment to delivering high-quality client outcomes.
For Direct Private Clients, we are aligning our services to key financial life stages, including with a revitalised retirement proposition launching early next year. This will address rising demands for more personalised, flexible income strategies through retirement. We are broadening our decumulation offer to better support clients and advisors, particularly through bespoke investment capabilities that can adapt as needs evolve.
We are also strengthening our discretionary and risk-rated portfolio management through two complementary approaches. Launching this autumn, our core Model Portfolio Service offers a cost-effective, scalable, and risk-rated solution for independent financial advisors (IFAs). It is built around our proprietary Liquidity, Equity, Diversifier (LED) investment framework. This approach balances growth, stability, and flexibility while supporting personalised lifestyle analysis. Demand for our bespoke services remains strong, with over three-quarters of UK advisors reporting increased appetite for tailored solutions. This reinforces the value of our continued investment in this space.
For Charities, we are developing scalable investment solutions. Following FCA authorisation, our first Charity Authorised Investment Fund (CAIF) is set to launch in October, alongside our new Managed Service for Charities. Both build on Greenbank's sustainable investing expertise. In July, we also partnered with the National Philanthropic Trust to launch two new Donor Advised Fund propositions.
With client-facing teams now operating on a single integrated platform, our focus in the second half is on equipping them to drive growth while continuing to invest in marketing and distribution to expand our share of voice in the market.
RAM announced the addition of senior fund managers in Asia ex-Japan and Emerging Market Equities this year, marking our first move into these geographies. Subject to regulatory approval, new strategies are expected to launch by the end of this year, complementing our existing range and positioning us for further international growth.
We are continuing to strengthen our strategic partnership with Investec to drive referral growth and support our long-term growth objectives. As referral volumes increase, we plan to invest in additional resources to meet rising demand.
TECHNOLOGY AND OPERATIONAL EFFICIENCY
Following the combination of IW&I with Rathbones, we are focused on evolving our technology infrastructure by identifying and adopting the best solutions from both legacy organisations to better support our people and clients. Our focus remains on delivering best-in-class client service, underpinned by continued investment in digital platforms such as MyRathbones, which continues to see increased usage from clients and advisors. Feature enhancements are ongoing to further improve user experience and engagement.
Rathbones' custody, settlement, and investment systems - now hosted in the cloud - continue to support reliable service delivery, alongside technology services provided by Investec. To further enhance performance and insight, we have established a dedicated data and analytics function to strengthen decision-making across the Group and unlock future data opportunities.
We have rolled out Microsoft AI tools to support colleagues in their day-to-day work and are piloting a large language model to enhance client service delivery. These initiatives complement our use of AI to generate client insights and improve targeting. Our strategy remains focused on embracing emerging technologies alongside our core infrastructure and application suite to support scale, agility, and service excellence.
INSPIRING OUR PEOPLE
This year, we refreshed our purpose to better reflect who we are as a larger, combined business and what we aim to deliver. This is a key step in realigning our culture post-integration, helping colleagues return to business as usual after a period of significant operational change.
Shaped through extensive consultation with clients and colleagues, our new purpose is, "To help more people invest their money well, so they can live well."
It reflects our commitment to planning and investing for our clients long-term success by upholding three brand promises, consistently over time:
• Good results - by upholding consistently high professional standards, thanks to our greater scale and capability.
• Deep and meaningful relationships - by going the extra mile for clients, thanks to our distinctive people-first culture.
• Responsible behaviours - by acting in the best interest of all stakeholders, thanks to a strong foundation of independence and ethics.
Our investment in leadership development and broader people initiatives continues, with a focus on building capability, strengthening culture, and fostering high performance. We remain committed to cultivating a diverse and inclusive environment, supported by active employee networks and executive-led initiatives designed to drive lasting, meaningful change.
EXECUTIVE CHANGES
We announced in March that I will be retiring later this year after what will be 17 years with Rathbones. With a strong platform for growth in place, I feel strongly that now is the right time for new energy and Group leadership. Jonathan Sorrell joined Rathbones as Group Chief Executive designate on 1 July, bringing extensive experience in financial services, a track record of delivering growth and a strong alignment with our strategy and values. Jonathan will join the board immediately following regulatory approval. I will remain in the business until the end of September to ensure a smooth transition.
Following the retirement of Rupert Baron, we also announced the creation of a new executive role earlier this year: Chief Executive Officer of Wealth, appointing Camilla Stowell who joined Rathbones in June 2025. Camilla brings extensive experience in wealth management and financial planning and will lead all areas of client servicing, investment management, and financial planning across the UK and the Channel Islands.
The executive changes will result in a temporary increase in costs in the second half of the year of approximately £3.5 million, which relates to the timing of recognition of existing awards, awards made in lieu of amounts forfeited, and transitional periods of handover.
Both Jonathan and Camilla will play a key role in setting our future strategy, capturing future efficiencies and driving future growth and I am excited about what they will bring to the Group.
REGULATION
As the regulatory landscape continues to evolve, we remain proactive in our response, adapting our practices and policies to ensure we remain aligned with regulatory expectations. Our priority has been to maintain strong and effective relationships with our regulators, and this has been enhanced by our active contributions to practitioner panels and trade body forums this year.
We remain fully committed to upholding Consumer Duty principles as practices develop, which is integral to how we shape our strategy, culture, and long-term objectives.
PRINCIPAL RISKS AND UNCERTAINTIES
The changing economic and political landscape within the UK and abroad has proved to be the most significant external uncertainty in the first half of 2025, however, with a disciplined investment process we have not seen the need for this to be translated into a change in our risk profile. Our principal risks and uncertainties, detailed in the strategic report and group risk committee report in pages 63 to 67 and pages 111 to 113 of the 2024 annual report and accounts, remain current and continue to receive management attention.
We expect people risk to remain high into the second half as organisational designs and day-to-day processes bed down, so this will continue to receive careful focus and management attention.
GOING CONCERN
As set out in the statement of directors' responsibilities of the condensed consolidated interim financial statements, the directors believe that the Group is well positioned to manage its business risks successfully. The Group's financial projections reflect the proposed share buyback referenced in note 24 to these accounts. The capital adequacy and liquidity assessment, which is required to apply severe but plausible stress scenarios to the Group's projections, provide comfort that the Group has adequate financial and regulatory resources to continue in operational existence for the foreseeable future.
In forming their view, the directors have considered the Group's prospects for a period exceeding 12 months from the date the condensed consolidated interim financial statements are approved.
THANK YOU
As I prepare to hand over to Jonathan, I've reflected on what makes Rathbones unique. I often return to three things: the depth of our client relationships, the strength of our values and culture, and our ability to adapt while staying true to who we are. Investing well, to live well, indeed. The combination with IW&I has enhanced our capability significantly and whilst the business has changed as a result of the combination, these pillars remain strong and will continue to serve us well in the future.
It has been a professional and personal privilege to lead this organisation through such a transformative period. Rathbones is managing nearly £100 billion more assets than when I joined in August 2008, which is a testament to a great deal of work by many highly valued colleagues and the continuing confidence our clients continue to have in us. I offer them my heartfelt thanks for their collaboration, support, and above all, their trust.
From the beginning, our focus has been on building for the long-term and the Rathbones I leave today is not only fit for the challenges of today, but also positioned for sustainable success in the years to come.
PAUL STOCKTON
GROUP CHIEF EXECUTIVE OFFICER
29 July 2025
CONSOLIDATED INTERIM STATEMENTOF COMPREHENSIVE INCOME
FOR THE SIX MONTHS ENDED 30 JUNE 2025
|
| Unaudited | Unaudited | Audited |
|
| Six months to | Six months to | Year to |
|
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| Note | £m | £m | £m |
Interest and similar income |
| 76.0 | 74.3 | 147.8 |
Interest expense and similar charges |
| (37.1) | (41.6) | (83.9) |
Net interest income |
| 38.9 | 32.7 | 63.9 |
Fee and commission income |
| 418.0 | 415.7 | 835.1 |
Fee and commission expense |
| (18.8) | (16.7) | (34.3) |
Net fee and commission income |
| 399.2 | 399.0 | 800.8 |
Other operating income |
| 11.0 | 15.7 | 31.2 |
Operating income |
| 449.1 | 447.4 | 895.9 |
Charges in relation to client relationships and goodwill |
| (22.2) | (22.0) | (44.6) |
Acquisition-related and integration costs | 6 | (23.2) | (24.8) | (83.4) |
Other operating expenses |
| (341.4) | (335.3) | (668.3) |
Operating expenses |
| (386.8) | (382.1) | (796.3) |
Profit before tax |
| 62.3 | 65.3 | 99.6 |
Taxation | 8 | (17.9) | (19.8) | (34.1) |
Profit after tax |
| 44.4 | 45.5 | 65.5 |
Profit for the period attributable to equity holders of the company |
| 44.4 | 45.5 | 65.5 |
|
|
|
|
|
Other comprehensive income |
|
|
|
|
Items that will not be reclassified to profit or loss: |
|
|
|
|
Net remeasurement of defined benefit asset or liability | 17 | - | (10.4) | (10.6) |
Deferred tax relating to net remeasurement of defined benefit asset or liability |
| - | 2.6 | 2.7 |
|
|
|
|
|
Other comprehensive income net of tax |
| - | (7.8) | (7.9) |
|
|
|
|
|
Total comprehensive income for the period net of tax attributable to equity holders of the company |
| 44.4 | 37.7 | 57.6 |
|
|
|
|
|
Dividends paid and proposed for the period per ordinary share | 9 | 31.0p | 30.0p | 93.0p |
Dividends paid and proposed for the period |
| 32.4 | 31.0 | 96.9 |
|
|
|
|
|
Earnings per share for the period attributable to equity holders of the company: | 10 |
|
|
|
- basic |
| 42.6p | 43.9p | 63.0p |
- diluted |
| 41.5p | 42.8p | 60.4p |
The accompanying notes form an integral part of the condensed consolidated interim financial statements.
CONSOLIDATED INTERIM STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 30 JUNE 2025
|
| Share capital | Share premium | Merger reserve | Own shares | Retained earnings | Total equity |
| Note | £m | £m | £m | £m | £m | £m |
At 1 January 2024 |
| 5.4 | 312.3 | 824.4 | (55.6) | 263.7 | 1,350.2 |
Profit for the period |
| - | - | - | - | 45.5 | 45.5 |
Net remeasurement of defined benefit liability | 17 | - | - | - | - | (10.4) | (10.4) |
Deferred tax relating to components of other comprehensive income |
| - | - | - | - | 2.6 | 2.6 |
Other comprehensive income net of tax |
| - | - | - | - | (7.8) | (7.8) |
|
|
|
|
|
|
|
|
Dividends paid | 9 | - | - | - | - | (25.2) | (25.2) |
Issue of share capital | 18 | - | 2.4 | - | - | − | 2.4 |
Share-based payments: |
|
|
|
|
|
|
|
- cost of share-based payment arrangements | 19 | - | - | - | - | 14.8 | 14.8 |
- cost of vested employee remuneration and share plans | 19 | - | - | - | - | (4.4) | (4.4) |
- cost of own shares vesting |
| - | - | - | 3.4 | (3.4) | - |
- cost of own shares acquired |
| - | - | - | (8.9) | - | (8.9) |
- tax on share-based payments |
| - | - | - | - | 0.7 | 0.7 |
At 30 June 2024 (unaudited) |
| 5.4 | 314.7 | 824.4 | (61.1) | 283.9 | 1,367.3 |
Profit for the period |
| - | - | - | - | 20.0 | 20.0 |
Net remeasurement of defined benefit asset | 17 | - | - | - | - | (0.2) | (0.2) |
Deferred tax relating to components of other comprehensive income |
| - | - | - | - | 0.1 | 0.1 |
Other comprehensive income net of tax |
| - | - | - | - | (0.1) | (0.1) |
|
|
|
|
|
|
|
|
Dividends paid | 9 | - | - | - | - | (31.7) | (31.7) |
Issue of share capital | 18 | 0.1 | 3.1 | - | - | - | 3.2 |
Share-based payments: |
|
|
|
|
|
|
|
- cost of share-based payment arrangements | 19 | - | - | - | - | 14.3 | 14.3 |
- cost of vested employee remuneration and share plans | 19 | - | - | - | - | 0.2 | 0.2 |
- cost of own shares vesting |
| - | - | - | 6.1 | (6.1) | - |
- cost of own shares acquired |
| - | - | - | (13.1) | - | (13.1) |
- tax on share-based payments |
| - | - | - | - | (0.7) | (0.7) |
At 31 December 2024 (audited) |
| 5.5 | 317.8 | 824.4 | (68.1) | 279.8 | 1,359.4 |
Profit for the period |
| - | - | - | - | 44.4 | 44.4 |
Other comprehensive income net of tax |
| - | - | - | - | - | - |
|
|
|
|
|
|
|
|
Dividends paid | 9 | - | - | - | - | (65.8) | (65.8) |
Issue of share capital | 18 | - | 3.4 | - | - | − | 3.4 |
Cancellation of Share Premium | 18 | - | (317.8) | - | - | 317.8 | - |
Share-based payments: |
|
|
|
|
|
|
|
- cost of share-based payment arrangements | 19 | - | - | - | - | 13.4 | 13.4 |
- cost of vested employee remuneration and share plans | 19 | - | - | - | - | 1.9 | 1.9 |
- cost of own shares vesting |
| - | - | - | 15.9 | (15.9) | - |
- cost of own shares acquired |
| - | - | - | (13.3) | - | (13.3) |
- tax on share-based payments |
| - | - | - | - | 1.0 | 1.0 |
At 30 June 2025 (unaudited) |
| 5.5 | 3.4 | 824.4 | (65.5) | 576.6 | 1,344.4 |
CONSOLIDATED INTERIM STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2025
|
|
|
|
|
|
| Unaudited | Unaudited | Audited |
|
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| Note | £m | £m | £m |
Assets |
|
|
|
|
Cash and balances with central banks1 |
| 1,811.0 | 1,033.0 | 1,166.0 |
Settlement balances |
| 275.2 | 371.7 | 128.3 |
Loans and advances to banks |
| 277.0 | 230.3 | 293.2 |
Loans and advances to customers | 11 | 176.3 | 120.3 | 96.1 |
Investment securities at amortised cost1 |
| 1,800.9 | 1,392.9 | 1,278.2 |
Prepayments, accrued income and other assets |
| 248.2 | 244.2 | 242.8 |
Property, plant and equipment | 12 | 50.6 | 39.4 | 53.2 |
Right-of-use assets | 13 | 37.3 | 51.6 | 42.3 |
Current tax asset (UK) |
| 7.2 | 6.4 | 6.8 |
Intangible assets | 14 | 964.4 | 997.8 | 982.7 |
Net defined benefit asset | 17 | 0.5 | 0.4 | 0.5 |
Total assets |
| 5,648.6 | 4,488.0 | 4,290.1 |
Liabilities |
|
|
|
|
Deposits by banks |
| 17.5 | 19.4 | 3.8 |
Settlement balances |
| 217.0 | 406.4 | 133.6 |
Due to customers1 |
| 3,660.3 | 2,298.8 | 2,352.1 |
Accruals and other liabilities |
| 233.7 | 194.0 | 249.9 |
Provisions | 15 | 27.1 | 33.2 | 28.1 |
Lease liabilities |
| 36.3 | 48.3 | 44.8 |
Current tax liabilities (overseas) |
| 0.3 | 0.9 | 0.5 |
Net deferred tax liability |
| 72.1 | 79.8 | 78.0 |
Subordinated loan notes | 16 | 39.9 | 39.9 | 39.9 |
Total liabilities |
| 4,304.2 | 3,120.7 | 2,930.7 |
Equity |
|
|
|
|
Share capital | 18 | 5.5 | 5.4 | 5.5 |
Share premium | 18 | 3.4 | 314.7 | 317.8 |
Merger reserve | 18 | 824.4 | 824.4 | 824.4 |
Own shares |
| (65.5) | (61.1) | (68.1) |
Retained earnings | 18 | 576.6 | 283.9 | 279.8 |
Total equity |
| 1,344.4 | 1,367.3 | 1,359.4 |
Total liabilities and equity |
| 5,648.6 | 4,488.0 | 4,290.1 |
1. Impact of IWI migration of assets during 2025, please see the Regulatory Capital section in the 2025 Interim Report for further detail |
The condensed consolidated interim financial statements were approved by the board of directors and authorised for issue on 29 July 2025 and were signed on its behalf by:
PAUL STOCKTON
GROUP CHIEF EXECUTIVE OFFICER
IAIN HOOLEY
GROUP CHIEF FINANCIAL OFFICER
Company registered number: 01000403
CONSOLIDATED INTERIM STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED 30 JUNE 2025
|
| Unaudited | Unaudited | Audited |
|
| Six months to | Six months to | Year to |
|
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| Note | £m | £m | £m |
Cash flows from operating activities |
|
|
|
|
Profit before tax |
| 62.3 | 65.3 | 99.6 |
Net interest income |
| (38.9) | (32.7) | (63.9) |
Impairment losses on financial instruments | 20 | (0.1) | (0.1) | - |
Net charge for provisions | 15 | 1.1 | 10.1 | 14.9 |
Loss on disposal of property, plant and equipment |
| - | - | 0.1 |
Depreciation, amortisation and impairment |
| 33.7 | 36.8 | 80.4 |
(Gain)/loss on modification of leases |
| 0.5 | (12.9) | (13.5) |
Foreign exchange movements |
| 4.7 | (0.2) | (1.0) |
Defined benefit pension scheme credits | 17 | - | (0.2) | (0.4) |
Defined benefit pension contributions paid | 17 | - | (3.7) | (3.7) |
Share-based payment charges |
| 13.4 | 14.8 | 29.1 |
Interest paid |
| (36.6) | (39.6) | (79.8) |
Interest received |
| 71.8 | 104.5 | 147.6 |
|
| 111.9 | 142.1 | 209.4 |
Changes in operating assets and liabilities: |
|
|
|
|
Net (increase)/decrease in loans and advances to banks and customers |
| (80.0) | (2.3) | 21.8 |
Net (increase)/decrease in settlement balance debtors |
| (146.9) | (206.0) | 37.4 |
Net increase in prepayments, accrued income and other assets |
| (6.4) | (40.2) | (12.1) |
Net increase in amounts due to customers and deposits by banks |
| 1,321.9 | 52.5 | 90.2 |
Net increase/(decrease) in settlement balance creditors |
| 83.4 | 234.3 | (38.5) |
Net (decrease)/increase in accruals, provisions and other liabilities |
| (12.8) | (23.6) | 27.2 |
Cash generated from operations |
| 1,271.1 | 156.8 | 335.4 |
Tax paid |
| (23.4) | (24.7) | (41.8) |
Net cash inflow from operating activities |
| 1,247.7 | 132.1 | 293.6 |
Cash flows from investing activities |
|
|
|
|
Purchase of property, plant, equipment and intangible assets |
| (5.3) | (35.6) | (56.6) |
Purchase of investment securities |
| (1,376.3) | (1,040.6) | (2,028.0) |
Proceeds from sale and redemption of investment securities |
| 848.9 | 943.6 | 2,046.6 |
Net cash used in investing activities |
| (532.7) | (132.6) | (38.0) |
Cash flows from financing activities |
|
|
|
|
Issue of ordinary shares |
| 3.4 | 2.4 | 5.6 |
Repurchase of ordinary shares |
| (13.3) | (8.9) | (22.0) |
Dividends paid | 9 | (65.8) | (25.2) | (56.9) |
Payment of lease liabilities |
| (8.3) | (5.3) | (20.9) |
Interest paid |
| (2.2) | (2.1) | (5.1) |
Net cash used in financing activities |
| (86.2) | (39.1) | (99.3) |
Net increase/(decrease) in cash and cash equivalents |
| 628.8 | (39.6) | 156.3 |
Cash and cash equivalents at the beginning of the period |
| 1,459.2 | 1,302.9 | 1,302.9 |
Cash and cash equivalents at the end of the period |
| 2,088.0 | 1,263.3 | 1,459.2 |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
1 BASIS OF PREPARATION
Rathbones Group Plc ('the company') is the parent company of a group of companies ('the Group') that is a leading provider of individual wealth management, asset management and related services to private clients, charities, trustees and professional partners. This includes discretionary investment management, asset management, tax planning, trust services, financial planning advice and banking services. The products and services from which the Group derives its revenues are described on page 2 of the annual report and accounts for the year ended 31 December 2024 and have not materially changed since that date.
These condensed consolidated interim financial statements, on pages 8 to 29, are presented in accordance with United Kingdom adopted International Accounting Standard 34. The condensed consolidated interim financial statements have been prepared on a going concern basis, using the accounting policies, methods of computation and presentation set out in the Group's financial statements for the year ended 31 December 2024. The condensed consolidated interim financial statements should be read in conjunction with the Group's audited financial statements for the year ended 31 December 2024.
The information in these interim financial statements does not comprise statutory financial statements within the meaning of section 434 of the Companies Act 2006. The comparative figures for the financial year ended 31 December 2024 are not the Group's statutory accounts for that financial year. The Group's financial statements for the year ended 31 December 2024 have been reported on by its auditors and delivered to the Registrar of Companies. The report of the auditor on those financial statements was unqualified and did not draw attention to any matters by way of emphasis. It also did not contain a statement under section 498 of the Companies Act 2006.
DEVELOPMENTS IN REPORTING STANDARDS AND INTERPRETATIONS
Standards and interpretations adopted during the current reporting period
The following amendments to standards have been adopted in the current period, but have not had a significant impact on the amounts reported in these financial statements:
• Lack of Exchangeability (Amendments to IAS 21)
Future new standards and interpretations
The standards set out in the tables that follow are effective for annual periods beginning after 1 January 2026 and earlier application is permitted; however, the Group has not early-adopted the amended standards in preparing these consolidated financial statements.
The following standard is expected to have a material impact on the Groupʼs financial statements. This standard has not yet been endorsed in the UK.
| Effective date |
IFRS 18 Presentation and Disclosure in Financial Statements | 01 January 2027 |
The standards below are not expected to have a material impact on the Groupʼs financial statements.
| Effective date |
Sale or Contribution of Assets between an Investor and its Associate or Joint Venture (Amendments to IFRS 10 and IAS 28) | Optional |
Amendments to the Classification and Measurement of Financial Instruments - Amendments to IFRS 9 and IFRS 7 | 01 January 2026 |
Contracts Referencing Nature-dependent Electricity - Amendments to IFRS 9 and IFRS 7 | 01 January 2026 |
Annual Improvements to IFRS Accounting Standards - Amendments to IFRS 1, IFRS 7, IFRS 9, IFRS 10 and IAS 7 | 01 January 2026 |
IFRS 19 Subsidiaries without Public Accountability: Disclosures (not yet endorsed in the UK) | 01 January 2027 |
IFRS for SMES third edition | 01 January 2027 |
Sale or Contribution of Assets between an Investor and its Associate or Joint Venture - Amendments to IFRS 10 | To be determined |
2 CHANGES IN SIGNIFICANT ACCOUNTING POLICIES
The accounting policies applied in these condensed consolidated interim financial statements are the same as those applied in the Group's consolidated financial statements as at, and for the year ended, 31 December 2024.
3 CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION AND UNCERTAINTY
The Group has reviewed the judgements and estimates that affect its accounting policies and amounts reported in its financial statements. These are unchanged from those reported in the Group's financial statements for the year ended 31 December 2024.
4 SEGMENTAL INFORMATION
IFRS 8 requires operating segments to be identified on the basis of internal reports about components of the Group that are regularly reviewed by the chief operating decision-maker, which takes the form of the Group Executive Committee, in order to allocate resources to the segment and to assess its performance.
For management purposes, the Group is organised into two operating segments: Wealth Management and Asset Management. Costs incurred by central shared service functions are allocated to these operating segments on the basis of the cost drivers that generate the expenditure; principally, these are the headcount of income generating teams within the segment, the value of funds under management and administration of the segment, the segment's total revenue, and the segment's share of total expenditure. The allocation of these costs is shown in a separate column in the table below, alongside the information presented for internal reporting. Wealth Management segmental assets relate to assets held within the Investment Management (which includes Financial Planning advice), Banking and Trust businesses. Asset Management segmental assets are assets held solely within the Asset Management segment. Unallocated segmental assets relate to the net defined benefit asset held on the balance sheet.
|
| Wealth Management | Asset Management | Shared Services | Total |
Six months ended 30 June 2025 (unaudited) | Note | £m | £m | £m | £m |
Net investment management fee income |
| 285.0 | 40.3 | - | 325.3 |
Net commission income |
| 45.8 | - | - | 45.8 |
Net interest income |
| 37.9 | 1.0 | - | 38.9 |
Fees from advisory services |
| 28.1 | - | - | 28.1 |
Other income |
| 10.7 | 0.3 | - | 11.0 |
Operating income |
| 407.5 | 41.6 | - | 449.1 |
|
|
|
|
|
|
Staff costs − fixed |
| (115.2) | (4.9) | (32.7) | (152.8) |
Staff costs − variable |
| (61.5) | (7.1) | (10.6) | (79.2) |
Total staff costs |
| (176.7) | (12.0) | (43.3) | (232.0) |
Other direct expenses |
| (46.6) | (8.9) | (53.9) | (109.4) |
Allocation of shared services |
| (91.7) | (5.5) | 97.2 | - |
Underlying operating expenses |
| (315.0) | (26.4) | - | (341.4) |
Underlying profit before tax |
| 92.5 | 15.2 | - | 107.7 |
Charges in relation to client relationships and goodwill | 14 | (22.2) | - | - | (22.2) |
Acquisition-related and integration costs | 6 | (23.2) | - | - | (23.2) |
Segment profit before tax |
| 47.1 | 15.2 | - | 62.3 |
Profit before tax attributable to equity holders of the company |
|
|
|
| 62.3 |
Taxation | 8 |
|
|
| (17.9) |
Profit for the period attributable to equity holders of the company |
|
|
|
| 44.4 |
|
|
|
|
|
|
|
| Wealth Management | Asset Management | Unallocated Assets | Total |
|
| £m | £m | £m | £m |
Segment total assets |
| 5,560.5 | 87.6 | 0.5 | 5,648.6 |
|
| Wealth Management | Asset Management | Shared Services | Total |
Six months ended 30 June 2024 (unaudited) | Note | £m | £m | £m | £m |
Net investment management fee income |
| 285.5 | 38.5 | - | 324.0 |
Net commission income |
| 47.2 | - | - | 47.2 |
Net interest income |
| 31.8 | 0.9 | - | 32.7 |
Fees from advisory services |
| 27.8 | - | - | 27.8 |
Other income |
| 15.3 | 0.4 | - | 15.7 |
Operating income |
| 407.6 | 39.8 | - | 447.4 |
|
|
|
|
|
|
Staff costs - fixed |
| (118.1) | (3.9) | (27.6) | (149.6) |
Staff costs - variable |
| (64.4) | (9.6) | (9.8) | (83.8) |
Total staff costs |
| (182.5) | (13.5) | (37.4) | (233.4) |
Other direct expenses |
| (55.1) | (7.4) | (39.4) | (101.9) |
Allocation of shared services |
| (70.6) | (6.2) | 76.8 | - |
Underlying operating expenses |
| (308.2) | (27.1) | - | (335.3) |
Underlying profit before tax |
| 99.4 | 12.7 | - | 112.1 |
Charges in relation to client relationships and goodwill | 14 | (22.0) | - | - | (22.0) |
Acquisition-related and integration costs | 6 | (24.8) | - | - | (24.8) |
Segment profit before tax |
| 52.6 | 12.7 | - | 65.3 |
Profit before tax attributable to equity holders of the company |
|
|
|
| 65.3 |
Taxation | 8 |
|
|
| (19.8) |
Profit for the period attributable to equity holders of the company |
|
|
|
| 45.5 |
|
|
|
|
|
|
|
| Wealth Management | Asset Management | Unallocated Assets | Total |
|
| £m | £m | £m | £m |
Segment total assets |
| 4,394.9 | 92.7 | 0.4 | 4,488.0 |
|
| Wealth Management | Asset Management | Shared Services | Total |
Year ended 31 December 2024 (audited) | Note | £m | £m | £m | £m |
Net investment management fee income |
| 575.1 | 79.4 | - | 654.5 |
Net commission income |
| 91.8 | - | - | 91.8 |
Net interest income |
| 62.3 | 1.6 | - | 63.9 |
Fees from advisory services |
| 54.5 | - | - | 54.5 |
Other income |
| 30.5 | 0.7 | - | 31.2 |
Operating income |
| 814.2 | 81.7 | - | 895.9 |
|
|
|
|
|
|
Staff costs − fixed |
| (233.9) | (7.9) | (54.6) | (296.4) |
Staff costs − variable |
| (129.5) | (20.5) | (18.2) | (168.2) |
Total staff costs |
| (363.4) | (28.4) | (72.8) | (464.6) |
Other direct expenses |
| (108.3) | (15.4) | (80.0) | (203.7) |
Allocation of shared services |
| (140.3) | (12.5) | 152.8 | - |
Underlying operating expenses |
| (612.0) | (56.3) | - | (668.3) |
Underlying profit before tax |
| 202.2 | 25.4 | - | 227.6 |
Charges in relation to client relationships and goodwill | 14 | (44.6) | - | - | (44.6) |
Acquisition-related and integration costs | 6 | (83.4) | - | - | (83.4) |
Segment profit before tax |
| 74.2 | 25.4 | - | 99.6 |
Profit before tax attributable to equity holders of the company |
|
|
|
| 99.6 |
Taxation | 8 |
|
|
| (34.1) |
Profit for the year attributable to equity holders of the company |
|
|
|
| 65.5 |
|
|
|
|
|
|
|
| Wealth Management | Asset Management | Unallocated Assets | Total |
|
| £m | £m | £m | £m |
Segment total assets |
| 4,218.8 | 70.8 | 0.5 | 4,290.1 |
Included within Wealth Management operating income is £0.8 million (30 June 2024: £0.8 million; 31 December 2024: £1.5 million) of fees and commissions receivable from the Asset Management segment. Inter-segment sales are charged on an arm's length basis.
The following table reconciles underlying operating expenses to operating expenses:
|
| Unaudited | Unaudited | Audited |
|
| Six months to | Six months to | Year to |
|
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| Note | £m | £m | £m |
Underlying operating expenses |
| 341.4 | 335.3 | 668.3 |
Charges in relation to client relationships and goodwill | 14 | 22.2 | 22.0 | 44.6 |
Acquisition-related costs | 6 | 23.2 | 24.8 | 83.4 |
Operating expenses |
| 386.8 | 382.1 | 796.3 |
GEOGRAPHIC ANALYSIS
The following table presents operating income analysed by the geographical location of the Group entity providing the service:
| Unaudited | Unaudited | Audited |
| Six months to | Six months to | Year to |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m | £m | £m |
United Kingdom | 438.1 | 436.7 | 874.4 |
Channel Islands | 11.0 | 10.7 | 21.5 |
Operating income | 449.1 | 447.4 | 895.9 |
The Group's non-current assets are substantially all located in the United Kingdom.
TIMING OF REVENUE RECOGNITION
The following table presents operating income analysed by the timing of revenue recognition of the operating segment providing the service:
| Unaudited | Unaudited | Audited | |||
| Six months to | Six months to | Year to | |||
| 30 June 2025 | 30 June 2024 | 31 December 2024 | |||
| Wealth Management | Asset Management | Wealth Management | Asset Management | Wealth Management | Asset Management |
| £m | £m | £m | £m | £m | £m |
Products and services transferred at a point in time | 50.7 | - | 48.8 | - | 96.9 | - |
Products and services transferred over time | 356.8 | 41.6 | 358.8 | 39.8 | 717.3 | 81.7 |
Operating income | 407.5 | 41.6 | 407.6 | 39.8 | 814.2 | 81.7 |
MAJOR CLIENTS
The Group is not reliant on any one client or group of connected clients for the generation of revenues. At 30 June 2025, the Group provided wealth management services to 119,890 clients (30 June 2024: 114,294; 31 December 2024: 114,700). The increase in the period is driven by an alignment of the methodology for calculating this number following the migration of IW&I into Rathbones core systems.
5 BUSINESS COMBINATIONS
INVESTEC WEALTH & INVESTMENT
On 21 September 2023, the Group completed its acquisition of 100% of the ordinary share capital of Investec Wealth & Investment Limited (IW&I) from Investec Bank Plc. Full details of the acquisition are set out in note 8 of the 2023 annual report and accounts.
Deferred incentive awards Deferred awards and contingent payments were granted to certain IW&I employees under the Rathbones Integration Incentive Scheme. These payments require the recipients of the awards to remain in employment with the Group for the duration of the respective deferral periods, and therefore these amounts have not been included in the accounting for the acquisition under IFRS 3 Business Combinations. The cost for these equity-settled awards is being charged to profit or loss in line with IFRS 2 and spread over each respective vesting period.
The charge recognised in profit or loss for the above elements is as follows:
| Unaudited | Unaudited | Audited |
| Six months to | Six months to | Year to |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m | £m | £m |
Deferred incentive awards | 7.9 | 5.1 | 15.9 |
SAUNDERSON HOUSE LIMITED
On 20 October 2021, the Group acquired 100% of the ordinary share capital of the Saunderson House Group.
Deferred payments
In prior periods, the Group fully provided for the cost of deferred and contingent payments made to individuals required to remain in employment with the Group for the duration of the respective deferral periods, as set out in note 8 of the 2024 annual report and accounts. The majority of these payments were made in shares and were accounted for as equity-settled share-based payments under IFRS 2.
The charge recognised in profit or loss for the above elements is as follows:
| Unaudited | Unaudited | Audited |
| Six months to | Six months to | Year to |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m | £m | £m |
Initial share consideration | - | 0.9 | 1.5 |
Management incentive scheme | (0.2) | 0.5 | 1.8 |
Total consideration | (0.2) | 1.4 | 3.3 |
| Unaudited | Unaudited | Audited |
| Six months to | Six months to | Year to |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m | £m | £m |
Acquisition of Investec Wealth & Investment | 23.4 | 22.1 | 75.5 |
Acquisition of Saunderson House | (0.2) | 2.7 | 7.9 |
Acquisition-related and Integration costs | 23.2 | 24.8 | 83.4 |
COSTS RELATING TO THE ACQUISITION OF INVESTEC WEALTH & INVESTMENT
The Group has incurred the following costs in relation to the acquisition of IW&I, summarised by the following classification within the income statement:
| Unaudited | Unaudited | Audited |
| Six months to | Six months to | Year to |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m | £m | £m |
Integration related staff costs | 15.3 | 15.5 | 48.3 |
Other Integration Costs | 8.1 | 6.6 | 27.2 |
Integration costs | 23.4 | 22.1 | 75.5 |
Integration-related staff costs of £15.3 million (30 June 2024: £15.5 million; 31 December 2024:£48.3 million) predominately relate to retention award costs.
Other integration costs of £8.1 million (30 June 2024: £6.6 million; 31 December 2024: £27.2 million) mainly relate to technology and consultancy costs.
COSTS RELATING TO THE ACQUISITION OF SAUNDERSON HOUSE
The Group has incurred the following costs in relation to the acquisition of Saunderson House:
| Unaudited | Unaudited | Audited |
| Six months to | Six months to | Year to |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m | £m | £m |
Acquisition costs: |
|
|
|
Staff costs | (0.2) | 1.4 | 3.3 |
Integration costs: |
|
|
|
Other Integration Costs | - | 1.3 | 4.6 |
Acquisition-related and Integration costs | (0.2) | 2.7 | 7.9 |
In the period there has been a release of £0.2 million in relation to staff costs, relating to a true-up of costs when the final award was confirmed,
7 EMPLOYEE NUMBERS
The average number of employees during the period, on a full time equivalent basis, was as follows:
| Unaudited | Unaudited | Audited |
| Six months to | Six months to | Year to |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m | £m | £m |
Wealth Management | 2,305 | 2,240 | 2,231 |
Asset Management | 63 | 56 | 58 |
Shared services | 1,147 | 1,226 | 1,233 |
| 3,515 | 3,522 | 3,522 |
8 TAXATION
The tax expense for the six months ended 30 June 2025 has been calculated based on the estimated average annual effective tax rate. The overall effective tax rate for this period was 28.7% (six months ended 30 June 2024: 30.3%; year ended 31 December 2024: 34.2%).
The effective tax rate reflects the impact of disallowable costs, which have returned to normal levels.
| Unaudited | Unaudited | Audited |
| Six months to | Six months to | Year to |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m | £m | £m |
United Kingdom taxation | 22.9 | 22.2 | 38.5 |
Overseas taxation | 0.1 | 0.4 | 0.4 |
Deferred taxation | (5.1) | (2.8) | (4.8) |
| 17.9 | 19.8 | 34.1 |
The statutory UK corporation tax rate for the year ending 31 December 2025 is 25.0% (2024: 25.0%).
Deferred income taxes are calculated on all temporary differences under the liability method using the rate expected to apply when the relevant timing differences are forecast to unwind.
On 11 July 2023, the government of the United Kingdom, where the parent company is incorporated, enacted the Pillar II income taxes legislation effective from 1 January 2024. Under the legislation, the parent company will be required to pay, in the United Kingdom, top-up tax on profits of its subsidiaries located in territories outside the United Kingdom that are taxed at an effective tax rate of less than 15%. We have undertaken a review of the regime and the current expectation is that the Group will not be in scope for Pillar II income tax reporting until the year ended 31 December 2026. We will continue to monitor this.
9 DIVIDENDS
An interim dividend of 31.0p per share is payable on 1 October 2025 to shareholders on the register at the close of business on 5 September 2025. The interim dividend has not been included as a liability in this interim statement. A final dividend for 2024 of 63.0p per share was paid on 13 May 2025.
10 EARNINGS PER SHARE
Earnings used to calculate earnings per share on the bases reported in these condensed consolidated interim financial statements were:
|
| Unaudited |
| Unaudited |
| Audited | |||
|
| Six months to |
| Six months to |
| Year to | |||
|
| 30 June 2025 |
| 30 June 2024 |
| 31 December 2024 | |||
|
| Pre-tax | Post-tax |
| Pre-tax | Post-tax |
| Pre-tax | Post-tax |
| Note | £m | £m |
| £m | £m |
| £m | £m |
Underlying profit attributable to shareholders |
| 107.7 | 78.7 |
| 112.1 | 83.4 |
| 227.6 | 167.7 |
Charges in relation to client relationships and goodwill | 14 | (22.2) | (16.9) |
| (22.0) | (16.5) |
| (44.6) | (34.4) |
Acquisition-related costs | 6 | (23.2) | (17.4) |
| (24.8) | (21.4) |
| (83.4) | (67.8) |
Profit attributable to shareholders |
| 62.3 | 44.4 |
| 65.3 | 45.5 |
| 99.6 | 65.5 |
Basic earnings per share has been calculated by dividing profit attributable to equity holders by the weighted average number of shares in issue throughout the period, excluding own shares, of 104,071,877 (30 June 2024: 103,695,582; 31 December 2024: 103,729,536).
Diluted earnings per share is the basic earnings per share, adjusted for the effect of contingently issuable shares and outstanding employee share options.
| Unaudited | Unaudited | Audited |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m | £m | £m |
Weighted average number of ordinary shares in issue during the year - basic | 104,071,877 | 103,695,582 | 103,729,536 |
Dilutive effect of share options and awards | 2,865,978 | 2,557,941 | 4,481,773 |
Weighted average number of diluted ordinary shares outstanding | 106,937,855 | 106,253,523 | 108,211,309 |
| Unaudited | Unaudited | Audited |
| Six months to | Six months to | Year to |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m | £m | £m |
Earnings per share for the year attributable to equity holders of the company: |
|
|
|
- basic | 42.6p | 43.9p | 63.0p |
- diluted | 41.5p | 42.8p | 60.4p |
Underlying earnings per share for the year attributable to equity holders of the company: |
|
|
|
- basic | 75.6p | 80.4p | 161.6p |
- diluted | 73.5p | 78.5p | 154.9p |
Underlying earnings per share is calculated in the same way as earnings per share, but by reference to underlying profit after tax attributable to shareholders. The tax rate applied has been adjusted for tax deductible non-underlying costs, resulting in an adjusted tax rate of 26.9% (30 June 2024: 25.6%; 31 December 2024: 26.3%).
11 LOANS AND ADVANCES TO CUSTOMERS
| Unaudited | Unaudited | Audited |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m | £m | £m |
Overdrafts | 21.6 | 23.6 | 15.9 |
Investment management loan book | 152.2 | 93.5 | 76.0 |
Trust and financial planning debtors | 2.2 | 2.9 | 2.5 |
Other debtors | 0.4 | 0.3 | 1.9 |
Less impairment loss allowance | (0.1) | - | (0.2) |
| 176.3 | 120.3 | 96.1 |
During the six months ended 30 June 2025, the Group purchased assets with a cost of £1.7 million (six months ended 30 June 2024: £28.5 million; year ended 31 December 2024: £46.9 million), relating to office fit-out and refurbishment costs.
13 RIGHT-OF-USE ASSETS
|
| Property | Equipment | Total |
| Note | £m | £m | £m |
Cost |
|
|
|
|
At 1 January 2025 |
| 68.6 | 0.3 | 68.9 |
Additions |
| 0.2 | - | 0.2 |
Disposals |
| (1.7) | (0.3) | (2.0) |
At 30 June 2025 |
| 67.1 | - | 67.1 |
Depreciation and impairment |
|
|
|
|
At 1 January 2025 |
| 26.4 | 0.2 | 26.6 |
Charge for the year |
| 4.8 | 0.1 | 4.9 |
Disposals |
| (1.4) | (0.3) | (1.7) |
At 30 June 2025 |
| 29.8 | - | 29.8 |
Carrying amount at 30 June 2025 (unaudited) |
| 37.3 | - | 37.3 |
Carrying amount at 30 June 2024 (unaudited) |
| 51.5 | 0.1 | 51.6 |
Carrying amount at 31 December 2024 (audited) |
| 42.2 | 0.1 | 42.3 |
|
| Goodwill | Clientrelationships | Softwaredevelopmentcosts | Purchasedsoftware | Total intangible assets |
| Note | £m | £m | £m | £m | £m |
Cost |
|
|
|
|
|
|
At 1 January 2025 |
| 506.8 | 659.0 | 17.2 | 54.4 | 1,237.4 |
Purchased in the period |
| - | 6.0 | - | 0.2 | 6.2 |
Disposals |
| - | (1.2) | - | - | (1.2) |
At 30 June 2025 |
| 506.8 | 663.8 | 17.2 | 54.6 | 1,242.4 |
Amortisation and impairment |
|
|
|
|
|
|
At 1 January 2025 |
| 1.9 | 190.5 | 14.0 | 48.3 | 254.7 |
Amortisation charge |
| - | 22.2 | 0.8 | 1.5 | 24.5 |
Disposals |
| - | (1.2) | - | - | (1.2) |
At 30 June 2025 |
| 1.9 | 211.5 | 14.8 | 49.8 | 278.0 |
Carrying amount at 30 June 2025 (unaudited) |
| 504.9 | 452.3 | 2.4 | 4.8 | 964.4 |
Carrying amount at 30 June 2024 (unaudited) |
| 500.3 | 484.5 | 3.7 | 9.3 | 997.8 |
Carrying amount at 31 December 2024 (audited) |
| 504.9 | 468.5 | 3.2 | 6.1 | 982.7 |
The total amount charged to profit or loss in the period, in relation to goodwill and client relationship intangible assets, was £22.2 million (six months ended 30 June 2024: £22.0 million; year ended 31 December 2024: £44.6 million).
The recoverable amounts of the operating segments to which goodwill is allocated are assessed for impairment using value-in-use calculations. The Group prepares cash flow forecasts derived from the most recent financial budgets approved by the board, which cover the three year period from the end of the current financial year. This is extrapolated for five years based on recent historic annual revenue and cost growth for each group of CGU, adjusted for significant historic fluctuations in industry growth rates where relevant, as well as the Group's expectation of future growth.
At 31 December 2024, the pre-tax rate used to discount the forecast cash flows was 16.1% for the Wealth Management CGU. This was based on a risk-adjusted weighted average cost of capital. The Group judges that these discount rates appropriately reflect the markets in which each CGU operates.
There was no indication of impairment to the goodwill allocated to the Wealth Management CGU during the period. The Group has considered any reasonably foreseeable changes to the assumptions used in the value-in-use calculations and the level of risk associated with the cash flow projections. Based on this assessment, no such change would result in an impairment of goodwill.
15 PROVISIONS FOR LIABILITIES AND CHARGES
|
| Deferred, variable costs to acquire client relationship intangible assets | Deferredconsiderationin businesscombinations | Legal & professional andcompensation | Property-related | Onerous Contract | Total |
| Note | £m | £m | £m | £m | £m | £m |
At 1 January 2024 |
| 4.7 | 3.3 | 4.9 | 11.4 | 1.2 | 25.5 |
Charged to profit or loss |
| - | - | (0.2) | 12.9 | - | 12.7 |
Unused amount credited to profit or loss |
| - | - | (0.3) | (2.3) | - | (2.6) |
Net charge to profit or loss |
| - | - | (0.5) | 10.6 | - | 10.1 |
Other movements |
| 5.0 | - | 0.4 | - | - | 5.4 |
Utilised/paid during the period |
| (5.2) | (0.7) | (0.7) | - | (1.2) | (7.8) |
At 30 June 2024 (unaudited) |
| 4.5 | 2.6 | 4.1 | 22.0 | - | 33.2 |
Charged to profit or loss |
| - | - | 6.6 | 0.2 | 3.1 | 9.9 |
Unused amount credited to profit or loss |
| - | - | (2.3) | (2.6) | (0.2) | (5.1) |
Net charge to profit or loss |
| - | - | 4.3 | (2.4) | 2.9 | 4.8 |
Other movements |
| 6.6 | - | (0.4) | - | - | 6.2 |
Utilised/paid during the period |
| (2.7) | - | (1.9) | (11.2) | (0.3) | (16.1) |
At 31 December 2024 (audited) |
| 8.4 | 2.6 | 6.1 | 8.4 | 2.6 | 28.1 |
Charged to profit or loss |
| - | - | 1.2 | 0.2 | 0.1 | 1.5 |
Unused amount credited to profit or loss |
| - | - | (0.4) | - | - | (0.4) |
Net charge to profit or loss |
| - | - | 0.8 | 0.2 | 0.1 | 1.1 |
Other movements |
| 6.0 | - | - | - | - | 6.0 |
Utilised/paid during the period |
| (3.5) | (1.9) | (2.4) | (0.3) | - | (8.1) |
At 30 June 2025 (unaudited) |
| 10.9 | 0.7 | 4.5 | 8.3 | 2.7 | 27.1 |
Payable within 1 year |
| 0.4 | 0.7 | 4.1 | 2.9 | 2.7 | 10.8 |
Payable after 1 year |
| 10.5 | - | 0.4 | 5.4 | - | 16.3 |
At 30 June 2025 (unaudited) |
| 10.9 | 0.7 | 4.5 | 8.3 | 2.7 | 27.1 |
DEFERRED, VARIABLE COSTS TO ACQUIRE CLIENT RELATIONSHIP INTANGIBLE ASSETS
Other movements in provisions relate to deferred payments to investment managers and third parties for the introduction of client relationships, which have been previously capitalised.
DEFERRED CONSIDERATION IN BUSINESS COMBINATIONS
Deferred Consideration in Business Combinations relates to Investec Wealth & Investment's deferred consideration provision on their acquisition of Murray Asset Management.
LEGAL AND PROFESSIONAL, AND COMPENSATION
During the ordinary course of business the Group may, from time to time, be subject to complaints, as well as threatened and actual legal proceedings (which may include lawsuits brought on behalf of clients or other third parties) both in the UK and overseas. Any such material matters are periodically reassessed, with the assistance of external professional advisors where appropriate, to determine the likelihood of the Group incurring a liability. In those instances where it is concluded that it is more likely than not that a payment will be made, a provision is established to the Group's best estimate of the amount required to settle the obligation at the relevant statement of financial position date. The Group's best estimate is based on legal advice and management's expectation of the most likely settlement outcome, which in some cases is calculated by external professional advisors. The timing of settlement of provisions for client compensation or litigation is dependent, in part, on the duration of negotiations with third parties.
PROPERTY-RELATED
Property-related provisions of £8.3 million relate to dilapidation provisions expected to arise on leasehold premises held by the Group (30 June 2024: £22.0 million; 31 December 2024: £8.4 million).
On 6 March 2024, the Group assigned its lease at 8 Finsbury Circus to a new tenant. As part of the sale contract, the Group agreed to pay a reverse premium of £11.2 million to the new tenant at the point the property was vacated on completion. A provision for the full amount was recognised and settled in the prior year. At the date the lease was assigned, all existing liabilities transferred to the new tenant, including the Group's £2.3 million dilapidations obligation relating to the property. As a present obligation to recognise the provision no longer existed, this liability was released to profit or loss in the prior year.
ONEROUS CONTRACT
The onerous contract provision of £2.7 million (30 June 2024: £nil million; 31 December 2024: £2.6 million) relates to the estimated cost to exit contracts that are no longer required as a result of the combination of IW&I with Rathbones, where the term of the contract exceeds the period over which IW&I, or the wider Rathbones Group, is expected to derive benefit from that contract.
AMOUNTS PAYABLE AFTER ONE YEAR
Property-related provisions of £5.4 million are expected to be settled within 9 years of the statement of financial position date, which corresponds to the longest lease for which a dilapidations provision is being held. Remaining provisions payable after one year are expected to be settled within ten years of the statement of financial position date.
16 SUBORDINATED LOAN NOTES
| Unaudited | Unaudited | Audited |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m | £m | £m |
Subordinated loan notes |
|
|
|
- face value | 40.0 | 40.0 | 40.0 |
- carrying value | 39.9 | 39.9 | 39.9 |
Rathbones Group Plc holds £39.9 million of 10-year tier 2 notes with a call option in October 2026 and annually thereafter. Interest is payable at a fixed rate of 5.6% per annum until the first call option date in 2026, and at a fixed rate of 4.9% over Compounded Daily SONIA thereafter.
An interest expense of £1.1 million has been recognised in the period (30 June 2024: £1.1 million; 31 December 2024: £2.3 million).
17 LONG-TERM BENEFITS
The Group operates two defined benefit pension schemes providing benefits based on pensionable salary for staff employed by the company.
On 9 April 2024 both Schemes invested in a bulk annuity policy to match their liabilities as part of a 'buy-in' process. The Schemes' assets are now therefore almost entirely invested in bulk policies, with some residual funds in the Schemes' bank accounts or cash deposits. In accordance with IAS 19, the fair value of the bulk annuity policies has been calculated to be equal to the value of the liabilities the policies cover.
In June 2023, the High Court handed down a judgement that casts doubt on the validity of previous pension scheme amendments made by schemes which were previously contracted out. This was in the Court Case of Virgin Media Limited Vs NTL Pension Trustees II Limited, where it was determined that a Deed of Amendment was not valid because the accompanying written actuarial confirmation under Section 37 of the Pensions Act 1995 was not present. An appeal to the ruling in July 2024 upheld the original ruling. The Government issued an announcement on 5 June 2025 that legislation will be introduced to give affected pension schemes the ability to retrospectively obtain written actuarial confirmation that historic benefit changes met the necessary standards. This provides comfort that any instances of historic non-compliance with Section 37 may be rectified in future, although the detail behind the Government's intentions is not yet available.
The Rathbone 1987 Scheme was never contracted out and so is not impacted by this ruling, however there could be a potential impact on the Lawrence Keen Scheme if any amendments are found to be invalid and the legislation introduced by the Government does not provide the expected ability to retrospectively amend the position. The impact is not currently known but based on the information currently available, which has been assessed by the Actuary, we have not identified this as material to the Group. We will continue to monitor.
For the purposes of calculating the pension benefit obligations, the following assumptions have been used:
|
|
|
|
| Unaudited | Unaudited | Audited |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| % p.a | % p.a | % p.a |
Rate of increase of pensions in payment: |
|
|
|
- Laurence Keen Scheme | 3.6 | 3.7 | 3.7 |
- Rathbone 1987 Scheme | 2.9 | 3.0 | 3.0 |
Rate of increase of deferred pensions | 3.0 | 3.2 | 3.2 |
Discount rate | 5.6 | 5.1 | 5.4 |
Inflation1 | 3.0 | 3.2 | 3.2 |
Percentage of members transferring out of the schemes per annum | 0.0 | 2.0 | 0.0 |
Average age of members at date of transferring out (years) | n/a | 52.5 | n/a |
Average duration of defined benefit obligation (years): |
|
|
|
- Laurence Keen Scheme | 11.0 | 12.0 | 12.0 |
- Rathbone 1987 Scheme | 15.0 | 16.0 | 15.0 |
1. Inflation assumptions are based on the Retail Price Index
| Unaudited 30 June 2025 | Unaudited 30 June 2024 | Audited 31 December 2024 | |||
| Males | Females | Males | Females | Males | Females |
Retiring today | 22.7 | 24.3 | 22.9 | 24.6 | 22.7 | 24.2 |
Retiring in 20 years | 24.3 | 26.0 | 24.4 | 26.2 | 24.2 | 25.9 |
The amount included in the statement of financial position arising from the Group's obligations in respect of the schemes is as follows:
| Unaudited 30 June 2025 | Unaudited 30 June 2024 | Audited 31 December 2024 | |||
| Rathbone | Laurence | Rathbone | Laurence | Rathbone | Laurence |
| 1987 Scheme | Keen Scheme | 1987 Scheme | Keen Scheme | 1987 Scheme | Keen Scheme |
| £m | £m | £m | £m | £m | £m |
Present value of defined benefit obligations | (78.7) | (6.0) | (85.1) | (6.6) | (81.7) | (6.2) |
Fair value of scheme assets | 78.9 | 6.3 | 85.3 | 6.8 | 81.9 | 6.5 |
Total surplus | 0.2 | 0.3 | 0.2 | 0.2 | 0.2 | 0.3 |
The Group made lump sum contributions into its pension schemes totalling £nil during the period (during the period ended 30 June 2024: £3.7 million; during the period ended 31 December 2024: £3.7 million).
18 SHARE CAPITAL, SHARE PREMIUM AND MERGER RESERVE
The following movements in share capital, share premium and the merger reserve occurred during the period:
| Share Capital - Voting shares | Convertible Share Capital - Non-voting shares1 | Exercise/ issue pricePence | Sharecapital£m | Sharepremium£m | Merger reserve£m | Total£m |
At 1 January 2024 | 90,584,129 | 17,481,868 | - | 5.4 | 312.3 | 824.4 | 1,142.1 |
Shares issued: |
|
|
|
|
|
|
|
- to Share Incentive Plan | 139,206 | - | 1,556.0 - 1,790.0 | - | 2.3 | - | 2.3 |
- to Save As You Earn scheme | 4,809 | - | 1,365.0 - 1,365.0 | - | 0.1 | - | 0.1 |
- to Employee Benefit Trust | 69,000 | - | 5 | - | - | - | - |
At 30 June 2024 (unaudited) | 90,797,144 | 17,481,868 | - | 5.4 | 314.7 | 824.4 | 1,144.5 |
Shares issued: |
|
|
|
|
|
|
|
- to Share Incentive Plan | 178,107 | - | 1,556.0 - 1,884.0 | - | 3.1 | - | 3.1 |
- to Save As You Earn scheme | 1,369 | - | 1,365.0 - 1,394.0 | - | - | - | - |
- to Employee Benefit Trust | 948,900 | - | 5 | 0.1 | - | - | 0.1 |
At 31 December 2024 (audited) | 91,925,520 | 17,481,868 | - | 5.5 | 317.8 | 824.4 | 1,147.7 |
Cancellation of Share Premium | - | - | - |
| (317.8) |
| (317.8) |
Shares issued: |
|
|
|
|
|
|
|
- to Share Incentive Plan | 207,209 | - | 1,562.0 - 1,718.0 | - | 3.4 | - | 3.4 |
- to Save As You Earn scheme | 3,484 | - | 1,394.0 - 1,394.0 | - | - | - | - |
- to Employee Benefit Trust | 245,600 | - | 5 | - | - | - | - |
At 30 June 2025 (unaudited) | 92,381,813 | 17,481,868 | - | 5.5 | 3.4 | 824.4 | 833.3 |
1. On 21 September 2023, the company issued to Investec Bank plc 27,056,463 of ordinary shares at £17.22 per share, and 17,481,868 of convertible non-voting ordinary shares at £16.36 per share. |
Following Court approval, on 11 June 2025, £317,824,953 of the Company's share premium account was cancelled and converted to distributable retained earnings to allow for more efficient management of shareholders' capital. The cancellation had no net impact on the Company's total equity.
At 30 June 2025, the Group held 5,334,939 own shares (30 June 2024: 4,612,655; 31 December 2024: 5,948,213).
19 SHARE-BASED PAYMENTS
The Group recognised total expenses of £13.4 million (30 June 2024: £14.8 million, 31 December 2024: £29.1 million) in relation to share-based payment transactions in the period. This includes the staff costs in relation to the acquisition of IW&I (2024: This period also includes costs in relation to the acquisitions of Speirs & Jeffrey and Saunderson House) reported within acquisition-related costs (note 6).
20 FINANCIAL INSTRUMENTS
The Group does not currently hold any financial assets or liabilities measured at fair value. During 2024, the Group sold its total remaining shares in Euroclear, which were measured at fair value through profit or loss.
The fair values of the Group's financial assets and liabilities not measured at fair value are not materially different from their carrying values with the exception of the following:
• Debt securities that are classified and measured at amortised cost comprise bank and building society certificates of deposit, which have fixed coupons, and treasury bills. The fair value of debt securities at 30 June 2025 was £1,802.5 million (30 June 2024: £1,393.4 million; 31 December 2024: £1,249.4 million) and the carrying value was £1,800.9 million (30 June 2024: £1,392.9million; 31 December 2024: £1,278.2 million). Fair value is based on market bid prices and hence would be categorised as level 1 within the fair value hierarchy.
• Subordinated loan notes (note 16) represent Tier 2 capital for regulatory capital purposes. The fair value of the loan notes at 30 June 2025 was £33.1 million (30 June 2024: £35.5 million; 31 December 2024: £34.2 million) and the carrying value was £39.9 million (30 June 2024: £39.9 million; 31 December 2024: £39.9 million). Fair value of the loan notes is based on discounted future cash flows using current market rates for debts with similar remaining maturity, and hence would be categorised as level 2 within the fair value hierarchy.
EXPECTED CREDIT LOSS PROVISION
The expected credit loss provision is recalculated on a quarterly basis and recognised in the statement of financial position. The provision calculated is immaterial.
21 CONTINGENT LIABILITIES AND COMMITMENTS
1. Indemnities are provided in the normal course of business to a number of directors and employees who provide tax and trust advisory services in connection with them acting as trustees and/or directors of client companies and providing other services.
2. Capital expenditure authorised and contracted for at 30 June 2025 but not provided for in the condensed consolidated interim financial statements amounted to £1.8 million (30 June 2024: £14.2 million; 31 December 2024: £1.1 million).
3. The contractual amounts of the Group's commitments to extend credit to its clients are as follows:
| Unaudited | Unaudited | Audited |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m | £m | £m |
Undrawn commitments to lend of 1 year or less | 13.4 | 14.5 | 11.5 |
Undrawn commitments to lend of more than 1 year | 7.4 | 0.6 | 3.3 |
| 20.8 | 15.1 | 14.8 |
4. The arrangements put in place by the Financial Services Compensation Scheme (FSCS) to protect depositors and investors from loss in the event of failure of financial institutions may result in significant levies on the industry. The financial impact of unexpected FSCS levies is largely out of the Group's control as they result from other industry failures.
22 CASH AND CASH EQUIVALENTS
For the purpose of the consolidated interim statement of cash flows, cash and cash equivalents comprise the following balances with less than three months until maturity from the date of acquisition:
| Unaudited | Unaudited | Audited |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m | £m | £m |
Cash and balances at central banks | 1,811.0 | 1,033.0 | 1,166.0 |
Loans and advances to banks | 277.0 | 230.3 | 293.2 |
At 31 December | 2,088.0 | 1,263.3 | 1,459.2 |
Cash flows arising from issue of ordinary shares comprise:
|
| Unaudited | Unaudited | Audited |
|
| Six months to | Six months to | Year to |
|
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| Note | £m | £m | £m |
Share capital issued | 18 | - | - | 0.1 |
Share premium on shares issued | 18 | 3.4 | 2.4 | 5.5 |
Proceeds from issue of share capital |
| 3.4 | 2.4 | 5.6 |
Shares repurchased or issued and placed into own shares |
| (13.3) | (8.9) | (22.0) |
Net repurchase of ordinary shares |
| (9.9) | (6.5) | (16.4) |
During the current period, £13.3 million of shares were either repurchased or issued and placed into the Group employee benefit trust (30 June 2024: £8.9 million; 31 December 2024: £22.0 million).
23 RELATED PARTY TRANSACTIONS
The key management personnel of the Group are defined as the company's directors and other members of senior management who are responsible for planning, directing and controlling the activities of the Group.
Dividends totalling £0.2 million were paid in the period (six months ended 30 June 2024: £0.1 million; year ended 31 December 2024: £0.2 million) in respect of ordinary shares held by key management personnel.
At 30 June 2025, key management personnel and their close family members had gross outstanding deposits of £1.2 million (30 June 2024: £2.2 million; 31 December 2024: £0.9 million). A number of the company's directors and their close family members make use of the services provided by companies within the Group. Charges for such services are made at various staff rates.
As a result of the IW&I transaction on 21 September 2023, Rathbones Group Plc is an associate of Investec Bank plc. Investec Bank plc currently provide services to Rathbones Group Plc under a Transitional Services Agreement (TSA), entered into on acquisition of IW&I. In April 2024 an Outsourced Service Agreement (OSA) was established.
As at 30 June 2025 there was a net payable balance with Investec Bank plc of £1.1 million (30 June 2024: £16.9 million; 31 December 2024: £6.2 million). The balance outstanding as at the reporting date is predominantly related to outsourced costs incurred under the OSA.
The total expense recognised for TSA and OSA services in the period are as follows:
| Unaudited | Unaudited | Audited |
| Six months to | Six months to | Year to |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m | £m | £m |
Expense incurred under TSA | 3.0 | 6.5 | 10.7 |
Expense incurred under OSA | 7.4 | 4.5 | 13.4 |
Expenses incurred on behalf of clients | - | - | 0.5 |
| 10.4 | 11.0 | 24.6 |
IW&I partially sublets certain office space to subsidiary companies of Investec Bank plc and charges Investec Bank plc for the use of research. Total fees receivable under these arrangements at 30 June 2025 are as follows:
| Unaudited | Unaudited | Audited |
| Six months to | Six months to | Year to |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m | £m | £m |
Research fees | - | 0.3 | 0.2 |
Property fees | 0.2 | 0.2 | 0.4 |
| 0.2 | 0.5 | 0.6 |
One Group subsidiary, Rathbones Asset Management Limited, has authority to manage the investments within a number of unit trusts. During the first half of 2025, the Group managed 27 unit trusts, Sociétés d'Investissement à Capital Variable (SICAVs) and open-ended investment companies (OEICs) (together, 'collectives') (six months ended 30 June 2024: 28 collectives; year ended 31 December 2024: 28 collectives).
The Group charges each fund an annual management fee for these services, but does not earn any performance fees on the unit trusts. The management charges are calculated on the bases published in the individual fund prospectuses, which also state the terms and conditions of the management contract with the Group.
The following transactions and balances relate to the Group's interest in the unit trusts:
| Unaudited | Unaudited | Audited |
| Six months to | Six months to | Year to |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m | £m | £m |
Total management fees | 41.9 | 40.4 | 82.7 |
Total management fees are included within 'fee and commission income' in the consolidated interim statement of comprehensive income.
| Unaudited | Unaudited | Audited |
| Six months to | Six months to | Year to |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m | £m | £m |
Management fees owed to the Group | 7.1 | 6.9 | 7.2 |
Management fees owed to the Group are included within 'accrued income' and holdings in unit trusts were classified as 'fair value through profit or loss' in the consolidated interim statement of financial position. The maximum exposure to loss is limited to the carrying amount on the consolidated interim statement of financial position as disclosed above.
All amounts outstanding with related parties are unsecured and will be settled in cash. No guarantees have been given or received. No provisions have been made for doubtful debts in respect of the amounts owed by related parties.
24 EVENTS AFTER THE BALANCE SHEET DATE
An interim dividend of 31.0p per share was declared on 29 July 2025 (note 9).
On 29 July 2025, the Rathbones Group Plc board authorised a share buyback programme of the company's own shares to a total value of £50.0 million. The buyback forms part of the Group's broader capital allocation strategy. Further information relating to the buyback is set out in the Chief Executive's report.
There have been no other material events occurring between the balance sheet date and 29 July 2025
REGULATORY CAPITAL
SUMMARY OF FINANCIAL POSITIONS
As a banking group, Rathbones is required to operate in accordance with the requirements relating to capital resources and banking exposures prescribed by the Capital Requirements Regulation, as applied in the UK by the Prudential Regulation Authority (PRA). The Group is required to ensure it maintains adequate capital resources to meet its combined Pillar 1 and Pillar 2 requirements.
TABLE 1. GROUP'S FINANCIAL POSITION | |||
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|
| Unaudited | Unaudited | Audited |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m (unless stated) | £m (unless stated) | £m (unless stated) |
Own funds1 |
|
|
|
- Common Equity Tier 1 ratio2 | 17.4% | 18.1% | 19.0% |
- Total own funds ratio3 | 18.8% | 19.8% | 20.6% |
- Total retained earnings | 576.6 | 283.9 | 279.8 |
- Tier 2 subordinated loan notes4 | 39.9 | 39.9 | 39.9 |
- Total risk exposure amount | 2,735.9 | 2,467.4 | 2,521.9 |
- Leverage ratio5 | 15.9% | 17.3% | 21.1% |
Other resources: |
|
|
|
- Total assets | 5,648.6 | 4,488.0 | 4,290.1 |
- Treasury assets6 | 275.2 | 2,656.2 | 2,737.4 |
- Investment Management loan book7 | 152.2 | 93.5 | 76.0 |
- Intangible assets from acquired growth8 | 452.3 | 484.5 | 468.5 |
- Tangible assets and software9 | 255.4 | 52.4 | 62.5 |
Liabilities: |
|
|
|
- Due to customers10 | 3,660.3 | 2,298.8 | 2,352.1 |
- Net defined benefit pension asset | 0.5 | 0.4 | 0.5 |
1. Stated inclusive of the retained profit for the period ended 30 June 2025 2. Common Equity Tier 1 capital as a proportion of total risk exposure amount 3. Total own funds (see table 2) as a proportion of total risk exposure amount 4. Represents the carrying value of the Tier 2 loan notes (see note 16) 5. Tier 1 capital as a percentage of total assets, excluding intangible assets, plus certain off-balance-sheet exposures 6. Balances with central banks, loans and advances to banks and investment securities 7. See note 11 to the financial statements 8. Net book value of acquired client relationships and goodwill (note 14) 9. Net book value of property, plant and equipment and computer software (notes 12 and 14) 10. Total amounts of cash in client portfolios held by Rathbones Investment Management as a bank |
The Group's annual Pillar 3 disclosures and interim key metrics are published on our website (rathbones.com/investor-relations/results-and-presentations) and provide further details about regulatory capital resources and requirements. The Group's key financial positions are set out in table 1.
The migration of clients from IW&I has had a notable impact on the Group's financial position, primarily through the inflow of liquidity and associated client deposit liabilities. As clients transitioned, RIM experienced an uplift of approximately £1.3 billion in balances due to customers, as client deposits moved from a client money model (as applied by IW&I) to a banking model within RIM.
Simultaneously, treasury assets and lending to customers have collectively increased by £1.3 billion, reflecting the transfer of client monies previously held off balance sheet under IW&I to RIM. Lending increased primarily due to the novation of portfolio-secured lending arrangements for a proportion of IW&I clients from Investec Bank Plc. These changes have resulted in a higher credit risk requirement, and the increase in balance sheet size has consequently led to a reduction in both capital and leverage metrics compared to 31 December 2024.
Overall, the migration has served as a catalyst for strengthening the Group's financial position, offering immediate liquidity benefits and supporting longer-term capital efficiency.
CAPITAL RESOURCES
At 30 June 2025, the Group's regulatory own funds were £514.4 million (HY 2024: £487.6 million). This figure is prior to taking into account the proposed interim dividend relating to 2025. Own funds consisted of both Common Equity Tier 1 and Tier 2 capital (see table 2).
TABLE 2. GROUP'S REGULATORY OWN FUNDS1 | |||
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|
|
|
| Unaudited | Unaudited | Audited |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m | £m | £m |
Share capital and share premium | 8.9 | 320.1 | 323.3 |
Reserves | 1,395.8 | 1,078.3 | 1,104.2 |
Less: |
|
|
|
Own shares | (65.5) | (61.1) | (68.1) |
Intangible assets2 | (864.3) | (889.3) | (878.7) |
Retirement benefit asset3 | (0.5) | (0.4) | (0.5) |
Common Equity Tier 1 own funds | 474.4 | 447.6 | 480.2 |
Tier 2 own funds | 40.0 | 40.0 | 40.0 |
Total own funds | 514.4 | 487.6 | 520.2 |
1. Stated inclusive of the retained profit for the period ended 30 June 2025. 2. Net book value of goodwill, client relationship intangible assets and software is deducted directly from own funds, less any related deferred tax 3. The retirement benefit asset is deducted directly from own funds |
The Tier 2 eligible own funds equate to £40.0 million of ten-year subordinated loan notes, which were issued in October 2021 and have a carrying value of £39.9 million. The notes introduced a small amount of gearing into the balance sheet as a way of financing future growth in a cost-effective and capital-efficient manner. They are repayable in October 2031, with a call option for the issuer annually from 2026. Interest is payable at a fixed rate of 5.6% per annum until the first option call date, and at a rate of 4.9% over Compound Daily SONIA thereafter (note 16).
CAPITAL REQUIREMENT
The Group's own funds requirement (see table 3) is the combined total of both the Group's Pillar 1 and Pillar 2 requirement. The Pillar 2 requirement consists of both the Pillar 2A, set by the PRA, and the combined regulatory buffer requirement.
TABLE 3. GROUP'S OWN FUNDS REQUIREMENTS | |||
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|
|
|
| Unaudited | Unaudited | Audited |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m | £m | £m |
Credit risk requirement | 91.8 | 75.6 | 75.2 |
Market risk requirement | - | - | 0.0 |
Operational risk requirement | 126.7 | 121.8 | 126.6 |
Pillar 1 own funds requirement | 218.5 | 197.4 | 201.8 |
Pillar 2A own funds requirement | 0.6 | 39.5 | 0.6 |
Total Capital Requirement (TCR) | 219.1 | 236.9 | 202.4 |
Combined buffer: |
|
|
|
Capital Conservation Buffer (CCB) | 68.3 | 61.7 | 63.0 |
Countercyclical Capital Buffer (CCyB) | 48.6 | 43.4 | 47.6 |
Total Capital Requirement (TCR) and Combined buffer | 336.0 | 342.0 | 313.0 |
Alternative Performance Measures (APM) are financial measures of historical or future financial performance, financial position, or cash flow, other than a financial measure under IFRS.
The following table provides a reconciliation of underlying performance measures to the closest equivalent IFRS measure:
| Unaudited | Unaudited | Audited |
| Six months to | Six months to | Year to |
| 30 June 2025 | 30 June 2024 | 31 December 2024 |
| £m | £m | £m |
Operating income | 449.1 | 447.4 | 895.9 |
Underlying operating expenses | (341.4) | (335.3) | (668.3) |
Underlying profit before tax1 | 107.7 | 112.1 | 227.6 |
Charges in relation to client relationships and goodwill | (22.2) | (22.0) | (44.6) |
Acquisition-related and integration costs | (23.2) | (24.8) | (83.4) |
Profit before tax | 62.3 | 65.3 | 99.6 |
Taxation | (17.9) | (19.8) | (34.1) |
Profit after tax | 44.4 | 45.5 | 65.5 |
Operating margin | 13.9% | 14.6% | 11.1% |
Underlying operating margin2 | 24.0% | 25.1% | 25.4% |
Weighted average number of shares in issue | 104.1 | 103.7 | 103.7 |
Earnings per share (p) | 42.6p | 43.9p | 63.0p |
Underlying earnings per share (p)3 | 75.6p | 80.4p | 161.6p |
1. Operating income less underlying operating expenses 2. Underlying profit before tax as a percentage of operating income 3. Underlying profit after tax divided by the weighted average number of shares in issue
|
INTEGRATION SYNERGIES (GROUP CEO'S REVIEW)
Cost synergies arising in relation to the integration of Rathbones and IW&I are quantified by reference to the cost base for the 2022 financial year, being the baseline for synergy measurement. Synergies are deemed to have been delivered at the point the related action impacts the consolidated statement of comprehensive income. The term 'run rate' refers to the annual cost saving that will arise from the point of delivery onwards. CHARGES IN RELATION TO CLIENT RELATIONSHIP INTANGIBLE ASSETS AND GOODWILL (NOTE 14)
As explained in notes 1.14 and 2.1 of the annual report and accounts for the year ended 31 December 2024, client relationship intangible assets are recognised when the Group acquires a business or investment management contracts as a result of the recruitment of experienced investment managers who have the capability to attract significant FUMA to the Group.
ACQUISITION-RELATED COSTS (NOTE 6) Acquisition and integration related costs are significant non-recurring costs which arise from strategic investments to grow the business rather than from the business' operating activities and are therefore excluded from underlying results.
These costs primarily comprise professional fees directly related to the execution of the relevant transaction, certain elements of deferred consideration which are conditional upon continuing employment with the Group and the costs of integrating the acquired businesses with those of the existing Group.
Deferred consideration costs are generally significant payments that form part of the total consideration payable under the terms of the acquisition agreement and are considered to be capital in nature, reflecting the cost to acquire the business and the transfer of its ownership. However, in accordance with IFRS 3, any deferred consideration that is payable to former shareholders of the acquired business who are required to remain in employment with the Group must be treated as remuneration and are therefore expensed to the income statement over the period to which the employment condition applies.
During the six months ended 30 June 2025, £7.7 million of deferred incentive payments (30 June 2024: £6.5 million; 31 December 2024: £19.2 million) and £15.5 million of integration costs (30 June 2024: £18.3 million; 31 December 2024: £64.2 million) were charged to the income statement.
TAXATION (NOTE 8)
The corporation tax charge for the six months ended 30 June 2025 was £17.9 million (30 June 2024: £19.8 million; 31 December 2024: £34.1 million) (see note 8). The effective tax rate for the period ended 30 June 2025 is 28.7% (30 June 2024: 30.3%; 31 December 2024: 34.2%). The reduction in the effective tax rate reflects the reduction in acquisition related costs, resulting in fewer disallowable expenses.
BASIC EARNINGS PER SHARE (NOTE 10)
Basic earnings per share for the six months ended 30 June 2025 were 42.6p (30 June 2024: 43.9p; 31 December 2024: 63.0p). On an underlying basis, basic earnings per share were 75.6p at 30 June 2025, compared to 80.4p at 30 June 2024 (31 December 2024: 161.6p). The decrease in the period reflects the reduction in profit due to the impact of market volatility at the end of the first quarter.
STATEMENT OF DIRECTORS' RESPONSIBILITIES IN RESPECT OF THE INTERIM STATEMENT
CONFIRMATIONS BY THE BOARD
We confirm to the best of our knowledge:
• the condensed set of financial statements has been prepared in accordance with United Kingdom adopted International Accounting Standard 34;
• the interim management report includes a fair view of the information required by:
(a) DTR 4.2.7R of the Disclosure Guidance and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and
(b) DTR 4.2.8R of the Disclosure Guidance and Transparency Rules, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the entity during that period; and any changes in the related party transactions described in the last annual report that could do so.
GOING CONCERN BASIS OF PREPARATION
Details of the Group's results, cash flows and resources, together with an update on the risks it faces and other factors likely to affect its future development, performance and position, are set out in this interim management report.
Group companies are regulated by the PRA and FCA and perform annual capital adequacy and liquidity assessments, which include the modelling of certain severe but plausible stress scenarios. The Group publishes Pillar 3 disclosures annually on its website, which provide further detail about its regulatory capital resources and requirements. During the first half of 2025, and as at 30 June 2025, the Group was primarily equity-financed with £40.0 million of Tier 2 debt which represents 7.8% of the Group's total capital.
The Group's financial projections and the capital adequacy and liquidity assessments provide comfort that the Group has adequate financial and regulatory resources to continue in operational existence for the foreseeable future. Accordingly, we continue to adopt the going concern basis of accounting in preparing the condensed consolidated interim financial statements. In forming our view, we have considered the company's prospects for a period exceeding 12 months from the date the condensed consolidated interim financial statements are approved.
By order of the board
PAUL STOCKTON
GROUP CHIEF EXECUTIVE OFFICER
29 July 2025
INDEPENDENT REVIEW REPORT TO RATHBONES GROUP PLC
CONCLUSION
We have been engaged by the company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2025 which comprises the consolidated interim statement of comprehensive income, consolidated interim statement of changes in equity, consolidated statement of financial position and consolidated interim statement of cash flows and related notes 1 to 24.
Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2025 is not prepared, in all material respects, in accordance with United Kingdom adopted International Accounting Standard 34 and the Disclosure Guidance and Transparency Rules of the United Kingdom's Financial Conduct Authority.
BASIS FOR CONCLUSION
We conducted our review in accordance with International Standard on Review Engagements (UK) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Financial Reporting Council for use in the United Kingdom (ISRE (UK) 2410). A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
As disclosed in note 1, the annual financial statements of the Group are prepared in accordance with United Kingdom adopted international accounting standards. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with United Kingdom adopted International Accounting Standard 34, "Interim Financial Reporting".
CONCLUSION RELATING TO GOING CONCERN
Based on our review procedures, which are less extensive than those performed in an audit as described in the Basis for Conclusion section of this report, nothing has come to our attention to suggest that the directors have inappropriately adopted the going concern basis of accounting or that the directors have identified material uncertainties relating to going concern that are not appropriately disclosed.
This Conclusion is based on the review procedures performed in accordance with ISRE (UK) 2410; however future events or conditions may cause the entity to cease to continue as a going concern.
RESPONSIBILITIES OF THE DIRECTORS
The directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure Guidance and Transparency Rules of the United Kingdom's Financial Conduct Authority.
In preparing the half-yearly financial report, the directors are responsible for assessing the Group's ability to continue as a going concern, disclosing as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
AUDITOR'S RESPONSIBILITIES FOR THE REVIEW OF THE FINANCIAL INFORMATION
In reviewing the half-yearly financial report, we are responsible for expressing to the company a conclusion on the condensed set of financial statements in the half-yearly financial report. Our Conclusion, including our Conclusion Relating to Going Concern, are based on procedures that are less extensive than audit procedures, as described in the Basis for Conclusion paragraph of this report.
USE OF OUR REPORT
This report is made solely to the company in accordance with ISRE (UK) 2410. Our work has been undertaken so that we might state to the company those matters we are required to state to it in an independent review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company, for our review work, for this report, or for the conclusions we have formed.
DELOITTE LLP
STATUTORY AUDITOR
London, United Kingdom
29 July 2025
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