Frenkel Topping Regulatory News (FEN)

The information contained within this announcement was deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 as amended. With the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.

Frenkel Topping Group plc

("Frenkel Topping", "the Company" or the "Group")

Results for the 12 months ended 31 December 2025

Frenkel Topping Group (AIM: FEN), a specialist professional and financial services firm operating in the Personal Injury (PI) Clinical Negligence (CN) space, is pleased to announce its final results for the 12 months ended 31 December 2025 ("FY25"). Full accounts will be available on the Company's website in the coming days.

Financial Highlights

*Adjusted EBITDA and Adjusted EPS are stated after adding back share based compensation, re-organisation, costs relating to our acquisition strategy and any exceptional items. 

Operational Highlights

Dividend

The Board has declared an interim dividend of 0.5 pence per share for FY25, following another set of encouraging results. The dividend will be paid on the 8 July 2026 to shareholders who were on the register of members as at close on 26 June 2026. The ex-dividend date is 25 June 2026.

For the avoidance of doubt, Irwell Bidco has confirmed that it will waive its right to reduce the consideration payable under the terms of the Offer by the aggregate amount payable pursuant to the dividend, as set out in paragraph 11 of section 1 of the Scheme Document published on 20 October 2025.

For further information:     

About Frenkel Topping Group

The Frenkel Topping Group of companies specialises in providing financial advice and asset protection services to clients at times of financial vulnerability, with particular expertise in the field of personal injury (PI) and clinical negligence (CN). For more than 30 years the Group has worked with legal professionals and injured clients themselves to provide pre-settlement, at-settlement and post-settlement services to help achieve the best long-term outcomes for clients after injury. It boasts a client retention rate of 99%. 

Frenkel Topping Group is focused on consolidating the fragmented PI and CN space in order to provide the most comprehensive suite of services to clients and deliver a best in-class service offering from immediately after injury or illness and for the rest of their lives. 

The Group's services include the Major Trauma Signposting Partnership service inside NHS Major Trauma Centres, expert witness, costs, tax and forensic accountancy, independent financial advice, investment management, and care and case management. 

The Group's discretionary fund manager, Ascencia, manages financial portfolios for clients in unique circumstances, often who have received a financial settlement after litigation. In recent years Ascencia has diversified its portfolios to include a Sharia compliant portfolio and a number of ESG portfolios in response to increased interest in socially responsible investing (SRI). 

Frenkel Topping has earned a reputation for commercial astuteness underpinned by a strong moral obligation to its clients, employees and wider society, with a continued focus on its Environmental, Social and Governance (ESG) impact.

For more information visit: www.frenkeltoppinggroup.co.uk 

Chairman's Statement

Overview

On behalf of the Board of Directors, I am pleased to report on a further year of progress and delivery against our objectives, where we have further solidified our place as a key provider within the personal injury and clinical negligence market.

Our strategy to make key acquisitions within the marketplace, which fit the culture and values of the existing business whilst enhancing our offering has enabled the Group to embed itself within our client and introducers' operations during the claim process, making us the natural fit to advise on investment of a client's award once a financial settlement has been reached. 

The success of this strategy means we have once again achieved record growth in FUM. Furthermore, the strength of the service offered by our people means we have again retained our 99% client retention rate within our Financial Services segment, meaning clients wish to remain invested with us. This continued growth in FUM has been the main driver in the year on year 13% growth in Adjusted EBITDA to £9.0m (2024: £8.0m).

Current Year Performance

Trading remains in line with board expectations for the current year to date.

Offer from Irwell Financial Services Bidco Limited

On 30 September 2025, the board of directors of Irwell Financial Services Bidco Limited ("Irwell Bidco") and the Independent Directors of Frenkel Topping Group plc ("the Company") announced that they had reached agreement on the terms and conditions of a recommended offer to be made by Irwell Bidco for the entire issued, and to be issued, ordinary share capital of the Company (the "Offer"). The Offer is being implemented by way of a Court-sanctioned scheme of arrangement between the Company and its shareholders under Part 26 of the Companies Act 2006 (the "Scheme").

The circular in relation to the Scheme was published on 20 October 2025 (the "Scheme Document") and the Offer was duly approved at the Court Meeting and General Meeting held on 12 November 2025 and on 3 June 2026 it was announced that the FCA Condition had been satisfied.

The Court Hearing to sanction the Scheme is scheduled to be held on 6 July 2026 and, subject to the Court's approval, the Effective Date for the Scheme is scheduled to be on 8th July 2026. Cancellation of admission to trading of the Company's Shares on AIM is expected to occur at 7.00am on 9th July 2026.

Chief Executive Officer's Statement

I am pleased to report on a further year of growth for the Group with record levels of FUM growth, Revenue, Adjusted EBITDA, net profits and operating cashflows.

This is all made possible by the hard work and expertise of our people who work hard each day to ensure we deliver the excellent customer service that our clients deserve.

Our in-house discretionary fund manager, Ascencia Investment Management ("Ascencia"), continued to show that its conservative multi-asset investment approach delivers a smooth client investment experience, focused on asset protection.

Ascencia was recognised by Defaqto, taking home the top prize in their Defensive Comparator Sector, as well as being highly commended for three further investment solutions.

This continued into the current year, where we have seen Ascencia's key investment solutions outperforming benchmarks in Q1 2026:

Elsewhere in the Group, we have seen continued growth in our number of medico-legal expert witnesses, allowing us to handle higher volumes of work. This remains a key area for future growth and we continue to invest in developing our offering into new specialities, with new roles in place for 2026 covering Psychology and Physiotherapy.

We have seen challenges within our Costs segment, notably the Legal Aid Agency suffered a cyber security incident which had a direct impact on the number of new instructions received during the year. Whilst we are still experiencing some challenges from the eventual remediation of this incident, the situation is much improved and we move forward with renewed confidence. 

Chief Financial Officer's Statement

Revenue & Adjusted EBITDA

Recurring revenue has increased by 19% from £13.4m to £15.9m. As discussed within the Chairman and CEO's statements, this is the result of record levels of FUM and a reflection of the hard work and expertise of our sales teams and investment managers.

Non-recurring revenues have also grown, up 8% to £25.8m (2024: £24.0m), significantly aided by the increase in the number of medico-legal expert witnesses we have in place.

We continue to invest in our people and for future growth, meaning we have maintained our Adjusted EBITDA margin and increased Adjusted EBITDA to £9.0m (2024: £8.0m).

Share based compensation

During the year we have recognised a credit of £308k in relation to share-based payments. This relates to LTIP options granted to directors in 2021 and senior management in 2023 where KPIs were not met and options have lapsed.

Corporation Tax

The corporation tax charge in the period contains £0.3m relating to repayments to HMRC around historic returns regarding the treatment of unwinding the discounting on deferred consideration payments.

Working Capital and Net Debt

Pleasingly, pre-tax Cash Generated from Operations has increased by 91% to £6.5m (2024: £3.4m), aided by the increase in profits, partly driven by increased recurring revenue (£1.8m) which is paid monthly, one month in arrears.

However, we have seen a small increase in debtor days relating to our non-recurring revenue, with the impact continuing to be felt most in our Costs segment. This is due to continued delays within the courts, and we welcome the Justice Committee's enquiry into the County Court, launched in 2025, to seek to address these issues.

Additionally, within Court of Protection Costs, the Senior Courts Costs Office has increased staff numbers to try and address their own delays, which is also welcomed. We have also made some changes to payments terms in order to improve our cashflows and give certainty of payment timing to our post-settlement clients.

Regardless of the challenges faced, the overall increase in cash generation means we have been able to reduce our net debt position from £3.8m to £3.4m as at 31 December 2025.

group STATEMENT of comprehensive income

for the year ended 31 December 2025

group STATEMENT of FINANCIAL POSITION

As at 31 December

GROUP STATEMENT OF CHANGES IN EQUITY

group CASHFLOW STATEMENT

General information

The preliminary financial information does not constitute full accounts within the meaning of section 434 of the Companies Act 2006 but is derived from accounts for the years ended 31 December 2025 and 31 December 2024. The figures for the year ended 31 December 2025 are audited. The preliminary announcement is prepared on the same basis as set out in the statutory accounts for the year ended 31 December 2025. Those accounts upon which the auditors issued an unqualified opinion, did not include a reference to any matters to which the auditors drew attention by way of emphasis, without qualifying their report, and made no statement under section 498(2) or (3) of the Companies Act 2006, will be delivered to the Registrar of Companies following the Annual General Meeting.

Statutory accounts for the year ended 31 December 2024 have been filed with the registrar of Companies. The auditors report on those accounts was unqualified did not include a reference to any matters to which the auditors drew attention by way of emphasis, without qualifying their report, and made no statement under section 498(2) or (3) of the Companies Act 2006.

While the financial information included in this preliminary report has been prepared in accordance with the recognition and measurement criteria of International Financial Reporting Standard (IFRS), as adopted by the U.K., this announcement does not in itself contain sufficient information to comply with IFRS.

Frenkel Topping Group Plc is incorporated and domiciled in the United Kingdom.

Notes to the financial statements for the year ended 31 Decmeber 2025:

1 revenue and SEGMENTAL REPORTING

All of the Group's revenue arises from activities within the UK.

Revenue arising from recurring and non-recurring sources is as follows:

OPERATING SEGMENTS

The Group's chief operating decision maker is deemed to be the CEO. The CEO has identified the following operating segments:

Financial Services:

This segment includes our independent financial advisory, discretionary fund management and financial services businesses.

Costs Law:

This segment includes each of our costs law services businesses.

Other Professional Services:

This segment includes our major trauma signposting, forensic accountancy, care and case management and medico-legal reporting businesses.

Central Services:

This is predominantly a cost centre for managing Group related activities or other costs not specifically related to a product.

Measures of total assets and total liabilities are not shown as they are not regularly reviewed by the CEO.

Factors affecting tax charge for year

The effective standard rate of tax applied to reported profit on ordinary activities is 25 per cent (2023: 25 per cent). There is no expiry date on timing differences, unused tax losses or tax credits.

The charge for the year can be reconciled to the profit per the income statement as follows:

The calculation of the basic and diluted earnings per share is based on the following data: