Marex Group plc(MRX) - 2025 Q2 - Quarterly Report

Condensed Consolidated Financial Statements This section presents the Group's unaudited condensed consolidated financial statements, including income statement, comprehensive income, financial position, changes in equity, and cash flows, along with detailed notes for the period ended June 30, 2025 Unaudited Condensed Consolidated Income Statement The Group reported a significant increase in revenue and profit after tax for the six months ended June 30, 2025, compared to the same period in 2024, driven by higher net commission income, net trading income, and interest income | Metric | 6 months ended 30 June 2025 ($m) | 6 months ended 30 June 2024 ($m) | Change ($m) | % Change | | :------------------------ | :------------------------------- | :------------------------------- | :---------- | :------- | | Revenue | 967.4 | 787.9 | 179.5 | 22.8% | | Profit before tax | 201.6 | 139.0 | 62.6 | 45.0% | | Profit after tax | 149.2 | 102.9 | 46.3 | 45.0% | | Basic EPS (dollars per share) | 2.01 | 1.41 | 0.60 | 42.6% | | Diluted EPS (dollars per share) | 1.91 | 1.32 | 0.59 | 44.7% | | Net commission income | 507.8 | 427.3 | 80.5 | 18.8% | | Net trading income | 362.4 | 242.7 | 119.7 | 49.3% | | Net interest income | 88.0 | 101.0 | (13.0) | -12.9% | Unaudited Condensed Consolidated Statement of Comprehensive Income Total comprehensive income significantly increased for the six months ended June 30, 2025, primarily due to a fair value gain on hedging instruments, currency translation adjustments, and fair value gains on equity investments, contrasting with losses in the prior period | Metric | 6 months ended 30 June 2025 ($m) | 6 months ended 30 June 2024 ($m) | Change ($m) | | :-------------------------------------------------- | :------------------------------- | :------------------------------- | :---------- | | Profit after tax | 149.2 | 102.9 | 46.3 | | Fair value gain/(loss) on hedging instruments | 41.0 | (5.7) | 46.7 | | Currency translation adjustments | 4.4 | (1.4) | 5.8 | | Fair value gain on FVTOCI equity instruments | 4.8 | 1.2 | 3.6 | | Other comprehensive income/(loss), net of tax | 37.5 | (4.0) | 41.5 | | Total comprehensive income | 186.7 | 98.9 | 87.8 | Unaudited Condensed Consolidated Statement of Financial Position The Group's total assets and liabilities increased substantially as of June 30, 2025, compared to December 31, 2024, with significant growth in current assets, particularly trade and other receivables, and equity instruments. Total net assets also saw a healthy increase | Metric | 30 June 2025 ($m) | 31 December 2024 ($m) | Change ($m) | % Change | | :---------------------------------- | :---------------- | :-------------------- | :---------- | :------- | | Total assets | 31,188.3 | 24,312.5 | 6,875.8 | 28.3% | | Total liabilities | 30,077.1 | 23,335.6 | 6,741.5 | 28.9% | | Total net assets | 1,111.2 | 976.9 | 134.3 | 13.7% | | Trade and other receivables | 10,949.9 | 7,553.2 | 3,396.7 | 45.0% | | Equity instruments (unpledged) | 730.6 | 231.4 | 499.2 | 215.3% | | Equity instruments (pledged) | 5,307.8 | 4,446.6 | 861.2 | 19.4% | | Cash and cash equivalents | 3,375.3 | 2,556.6 | 818.7 | 32.0% | | Trade and other payables | 13,372.6 | 9,740.4 | 3,632.2 | 37.3% | Unaudited Condensed Consolidated Statement of the Changes in Equity The statement shows an increase in total equity from $976.9m at January 1, 2025, to $1,111.2m at June 30, 2025, primarily driven by profit after tax and other comprehensive income, partially offset by dividends paid and treasury share purchases | Metric | 30 June 2025 ($m) | 1 January 2025 ($m) | Change ($m) | | :---------------------------------- | :---------------- | :------------------ | :---------- | | Total equity | 1,111.2 | 976.9 | 134.3 | | Profit after tax for the period | 149.2 | - | 149.2 | | Total comprehensive income for the period | 186.7 | - | 186.7 | | Ordinary dividends paid | (20.7) | - | (20.7) | | Purchase of Treasury Shares | (44.3) | - | (44.3) | Unaudited Condensed Consolidated Statement of Cash Flows The Group experienced a significant increase in net cash inflow from operating activities for the six months ended June 30, 2025, compared to the prior year, while cash used in investing and financing activities also increased, leading to a substantial net increase in cash and cash equivalents | Metric | 6 months ended 30 June 2025 ($m) | 6 months ended 30 June 2024 ($m) | Change ($m) | | :---------------------------------- | :------------------------------- | :------------------------------- | :---------- | | Net cash inflow from operating activities | 927.7 | 452.5 | 475.2 | | Net cash used in investing activities | (68.1) | (10.7) | (57.4) | | Net cash used in financing activities | (80.4) | (3.8) | (76.6) | | Net increase in cash and cash equivalents | 779.2 | 438.0 | 341.2 | | Cash and cash equivalents at 30 June | 3,375.3 | 1,914.2 | 1,461.1 | Notes to the Unaudited Condensed Consolidated Financial Statements This section provides detailed explanatory notes supporting the condensed consolidated financial statements, covering accounting policies, segmental analysis, taxation, dividends, business combinations, and financial instruments 1 General Information Marex Group plc is incorporated in England and Wales, with its principal activities detailed in note 3. The financial statements are presented in USD and are unaudited condensed consolidated statements - Marex Group plc is incorporated in England and Wales[14] - The unaudited condensed consolidated financial statements are presented in US dollars[15] - The information for the year ended 31 December 2024 does not constitute statutory accounts[16] 2 Material Accounting Policy Information The interim financial statements are prepared in accordance with IAS 34 and assume a going concern. Accounting policies are consistent with the 2024 Annual Report, with no material impact from new standards adopted in 2025, specifically amendments to IAS 21 - Interim condensed consolidated financial statements prepared in accordance with IAS 34 Interim Financial Reporting[17] - Accounting policies are consistent with the 2024 Group Annual Report, with no material impact from new standards effective 1 January 2025[19][20] - Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates did not have a material impact on the Group's financial statements[21] 3 Segmental Analysis The Group's revenue increased significantly, with strong performance in Agency and Execution and Clearing segments. Adjusted Profit Before Tax also saw an increase, despite a larger loss in the Corporate segment. Geographically, the United States showed substantial revenue and asset growth Revenue by Operating Segment (H1 2025 vs H1 2024) | Segment | H1 2025 ($m) | H1 2024 ($m) | Change ($m) | % Change | | :------------------------------ | :----------- | :----------- | :---------- | :------- | | Clearing | 258.0 | 224.9 | 33.1 | 14.7% | | Agency and Execution | 500.3 | 332.6 | 167.7 | 50.4% | | Market Making | 110.3 | 111.3 | (1.0) | -0.9% | | Hedging and Investment Solutions | 85.7 | 86.0 | (0.3) | -0.3% | | Corporate | 13.1 | 33.1 | (20.0) | -60.4% | | Total Revenue | 967.4 | 787.9 | 179.5 | 22.8% | Adjusted Profit Before Tax by Operating Segment (H1 2025 vs H1 2024) | Segment | H1 2025 ($m) | H1 2024 ($m) | Change ($m) | % Change | | :------------------------------ | :----------- | :----------- | :---------- | :------- | | Clearing | 127.1 | 119.0 | 8.1 | 6.8% | | Agency and Execution | 125.7 | 44.9 | 80.8 | 179.9% | | Market Making | 35.0 | 39.5 | (4.5) | -11.4% | | Hedging and Investment Solutions | 17.3 | 26.0 | (8.7) | -33.5% | | Corporate | (102.4) | (70.2) | (32.2) | 45.9% | | Total Adjusted PBT | 202.7 | 159.2 | 43.5 | 27.3% | Revenue and Total Assets by Geography | Geography | H1 2025 Revenue ($m) | H1 2024 Revenue ($m) | 30 June 2025 Total Assets ($m) | 31 December 2024 Total Assets ($m) | | :---------------- | :------------------- | :------------------- | :----------------------------- | :--------------------------------- | | United Kingdom | 362.5 | 398.4 | 4,713.3 | 6,094.7 | | United States | 391.8 | 261.4 | 22,950.1 | 17,322.9 | | Rest of the world | 213.1 | 128.1 | 3,524.9 | 894.9 | | Total | 967.4 | 787.9 | 31,188.3 | 24,312.5 | - A bargain purchase gain of $3.6m was recognized from the acquisition of Darton Group Limited[28] 4 Tax The effective tax rate for the period ended June 30, 2025, remained consistent at 26%, which is higher than the UK statutory rate due to the Group's jurisdictional profit mix - The effective rate of tax on profit before tax is 26% for H1 2025 (H1 2024: 26%)[35] - The effective tax rate is greater than the UK statutory tax rate of 25% due to the jurisdictional profit mix of the group[35] 5 Dividends Paid and Proposed Ordinary dividends paid decreased in H1 2025 compared to H1 2024, while AT1 securities dividends remained constant. A dividend of $0.15 per share has been approved for payment in September 2025 | Dividend Type | 6 months ended 30 June 2025 ($m) | 6 months ended 30 June 2024 ($m) | | :-------------------- | :------------------------------- | :------------------------------- | | Ordinary shareholders | 20.7 | 44.1 | | AT1 securities holders | 6.6 | 6.6 | - A dividend of $0.15 per share was approved for payment on 11 September 2025[121] 6 Business Combinations The Group completed two acquisitions in H1 2025: Aarna Capital Limited, expanding its clearing business in the Middle East, and Darton Group Limited, a metals trader, which resulted in a bargain purchase gain. Another acquisition, Edgemere Terminals Limited, also contributed to goodwill - Acquired Aarna Capital Limited on March 27, 2025, for $58.9m, expanding clearing operations in the Middle East and gaining access to approximately 180 local clients[37][38] - Aarna contributed $7.0m revenue and $3.5m profit before tax to the Group's results post-acquisition[43] - Acquired Darton Group Limited on March 25, 2025, for £1, resulting in a bargain purchase gain of $3.6m due to market dislocation[46] - The acquisition of Edgemere Terminals Limited resulted in $2.9m goodwill and contributed $2.6m to net cash flow[52] 7 Goodwill Goodwill increased to $215.1m as of June 30, 2025, primarily due to the acquisitions of Aarna and Edgemere. The Group refined its Cash Generating Unit (CGU) structure and reallocated goodwill based on relative fair values, with no impairment triggers identified | Metric | 30 June 2025 ($m) | 31 December 2024 ($m) | | :-------------------------- | :---------------- | :-------------------- | | Net book value of goodwill | 215.1 | 176.5 | | Additions during the period | 38.6 | 12.9 | - Goodwill arising from the acquisition of Aarna and Edgemere has been recognized during the period[53] - Goodwill has been reallocated to post-reorganization Cash Generating Units (CGUs) based on relative fair values, with no impairment triggers identified[55][56] 8 Inventory Total inventories at fair value less cost to sell significantly increased to $260.5m as of June 30, 2025, from $35.8m at December 31, 2024, driven by new categories like warranted metals, minor metals, and precious metals, alongside growth in cryptocurrency and carbon emission certificates Total Inventories at Fair Value Less Cost to Sell | Metric | 30 June 2025 ($m) | 31 December 2024 ($m) | | :---------------------------------- | :---------------- | :-------------------- | | Total inventories | 260.5 | 35.8 | Inventory Breakdown (30 June 2025) | Category | Value ($m) | | :---------------------------------- | :--------- | | Cryptocurrency - Trading | 34.0 | | Carbon emission certificates and credits - Trading | 15.0 | | Warranted metals - Trading | 120.5 | | Non-warranted metals - Trading | 4.0 | | Recyclable scrap metals | 20.9 | | Minor metals | 45.6 | | Precious metals | 20.5 | | Total | 260.5 | - Fair value movements charged to profit and loss resulted in a $10.4m gain for H1 2025, compared to a $2.2m loss for H1 2024[61] 9 Trade and Other Receivables Trade and other receivables increased substantially to $10,949.9m as of June 30, 2025, from $7,553.2m at December 31, 2024, primarily due to higher amounts due from exchanges, clearing houses, and other counterparties, as well as trade debtors and loans receivable | Metric | 30 June 2025 ($m) | 31 December 2024 ($m) | Change ($m) | % Change | | :-------------------------------------------------- | :---------------- | :-------------------- | :---------- | :------- | | Total Trade and other receivables | 10,949.9 | 7,553.2 | 3,396.7 | 45.0% | | Amounts due from exchanges, clearing houses and other counterparties | 4,925.0 | 3,215.5 | 1,709.5 | 53.2% | | Trade debtors | 2,332.3 | 785.8 | 1,546.5 | 196.8% | | Loans receivable | 249.5 | 89.8 | 159.7 | 177.8% | | Segregated balances | 2,626.1 | 1,833.7 | 792.4 | 43.2% | 10 Derivative Instruments Derivative assets increased to $1,471.7m and derivative liabilities increased to $1,096.5m as of June 30, 2025, compared to December 31, 2024, with significant movements in foreign currency, energy, and equity contracts | Metric | 30 June 2025 ($m) | 31 December 2024 ($m) | Change ($m) | % Change | | :-------------------- | :---------------- | :-------------------- | :---------- | :------- | | Total derivative assets | 1,471.7 | 1,163.5 | 308.2 | 26.5% | | Total derivative liabilities | 1,096.5 | 751.7 | 344.8 | 45.9% | | Foreign currency contracts (assets) | 560.0 | 204.9 | 355.1 | 173.3% | | Energy contracts (assets) | 170.5 | 83.3 | 87.2 | 104.7% | | Equity contracts (liabilities) | 246.8 | 65.2 | 181.6 | 278.5% | 11 Trade and Other Payables Trade and other payables significantly increased to $13,372.6m as of June 30, 2025, from $9,740.4m at December 31, 2024, primarily driven by higher amounts payable to clients and trade payables | Metric | 30 June 2025 ($m) | 31 December 2024 ($m) | Change ($m) | % Change | | :-------------------- | :---------------- | :-------------------- | :---------- | :------- | | Total Trade and other payables | 13,372.6 | 9,740.4 | 3,632.2 | 37.3% | | Amounts payable to clients | 8,438.2 | 6,253.7 | 2,184.5 | 34.9% | | Trade payables | 2,081.7 | 470.2 | 1,611.5 | 342.7% | | Segregated balances | 5,181.7 | 4,733.5 | 448.2 | 9.5% | 12 Share Capital The number of ordinary shares outstanding increased during the period due to the vesting of share-based payment plans. The total cost of own shares held by the Group also increased | Metric | 30 June 2025 (Number) | 31 December 2024 (Number) | | :-------------------------- | :-------------------- | :------------------------ | | Ordinary Shares outstanding | 72,899,078 | 72,221,843 | | Deferred Shares outstanding | 4,129,436 | 4,129,436 | - The Group issued 677,235 ordinary shares during the period as part of the vesting of the 2021 Retention Long Term Incentive Plan and Deferred Bonus Plan awards[68] | Metric | 30 June 2025 ($m) | 31 December 2024 ($m) | | :-------------------- | :---------------- | :-------------------- | | Total cost of own shares held | 58.3 | 23.2 | 13 Financial Instruments The Group's financial assets and liabilities, particularly those measured at FVTPL, increased significantly. Liquidity risk is managed through robust policies and committed credit facilities. Fair value measurements are primarily Level 1 and Level 2, with immaterial Level 3 balances. The Group issued $500m in senior notes and entered into new fair value hedges to manage interest rate risk Financial Assets by Category (June 30, 2025 vs Dec 31, 2024) | Category | 30 June 2025 ($m) | 31 December 2024 ($m) | | :-------------------- | :---------------- | :-------------------- | | FVTPL | 12,791.8 | 10,390.1 | | FVTOCI | 46.7 | 25.5 | | Amortised cost | 17,464.3 | 13,401.8 | | Total Financial Assets | 30,302.8 | 23,817.4 | Financial Liabilities by Category (June 30, 2025 vs Dec 31, 2024) | Category | 30 June 2025 ($m) | 31 December 2024 ($m) | | :-------------------- | :---------------- | :-------------------- | | FVTPL | 14,144.1 | 10,962.6 | | FVTOCI | 2.9 | 27.5 | | Amortised cost | 15,415.1 | 11,817.9 | | Total Financial Liabilities | 29,562.1 | 22,808.0 | - Available unused committed revolving credit facilities increased to $380m as of June 30, 2025, from $275m at December 31, 2024[79] - The Company completed an issuance of $500.0m unsecured senior 3-year notes in May 2025 at an interest rate of 5.829%[96] - New fair value hedges were entered into during the period to manage interest rate risk on the senior note issuance and US treasury instruments[98][100] 14 Client Money (segregated) The Group maintains significant segregated client money balances, with total segregated assets increasing to $10,022.2m as of June 30, 2025. Excess Group cash placed in US segregated accounts is recognized on the statement of financial position | Metric | 30 June 2025 ($m) | 31 December 2024 ($m) | | :-------------------------------------------------- | :---------------- | :-------------------- | | Total segregated assets | 10,022.2 | 9,100.1 | | Segregated assets at banks (not recognized) | 5,325.1 | 4,982.4 | | Segregated assets at exchanges, clearing houses and other counterparties (recognized) | 2,808.8 | 3,016.5 | - Excess Group cash of $182.7m (31 December 2024: $173.9m) placed in US segregated accounts is recorded within cash and cash equivalents and client liabilities[103] 15 Earnings Per Share Basic and diluted earnings per share increased significantly for the six months ended June 30, 2025, reflecting higher profit attributable to shareholders and a moderate increase in the weighted average number of ordinary shares | Metric | 6 months ended 30 June 2025 | 6 months ended 30 June 2024 | | :-------------------------------------------------- | :-------------------------- | :-------------------------- | | Profit attributable to shareholders of the Group ($m) | 142.6 | 96.3 | | Basic earnings per share ($) | 2.01 | 1.41 | | Diluted earnings per share ($) | 1.91 | 1.32 | | Weighted average number of Ordinary shares for basic EPS | 70,998,545 | 68,160,724 | | Weighted average number of Ordinary shares adjusted for dilution | 74,650,019 | 72,894,223 | 16 Related Party Transactions The 2020 Shareholders' Agreement, which included management fees, was terminated following the IPO in April 2024. A final adjustment payment of $0.4m was made in Q1 2025. Amphitryon Limited is no longer considered a related party after a further share sale in May 2025 - The 2020 Shareholders' Agreement, which included management fees, was terminated following the Company's IPO on 25 April 2024[107] - A final payment of $0.4m for management services fees was made in Q1 2025 (H1 2024: $2.4m)[108] - Amphitryon Limited and its holding entities are no longer considered related parties following a further sale of shares in May 2025, as their ownership fell below 10% and they no longer have Board representation[109] 17 Share-based payments The Group adopted the Global Omnibus Plan post-IPO and operates six equity-settled share-based remuneration schemes. The total charge for share-based payments increased to $16.5m in H1 2025, and the number of outstanding share awards decreased due to vesting - The Group adopted the Global Omnibus Plan in April 2024 for granting share options, conditional awards, restricted shares, and other awards to eligible employees and non-employees[110] Total Equity-Settled Share-Based Payments Charge | Metric | 6 months ended 30 June 2025 ($m) | 6 months ended 30 June 2024 ($m) | | :---------------------------------- | :------------------------------- | :------------------------------- | | Deferred Bonus Plan | 9.0 | 4.3 | | Retention Long Term Incentive Plan | 2.6 | 0.7 | | Annual Long Term Incentive Plan | 1.5 | 2.4 | | All Employee Plan | 0.5 | — | | Non-Executive Directors' Plan | 0.2 | — | | Warrants | 2.7 | — | | Total equity-settled share-based payments | 16.5 | 9.7 | Movement on Share Awards | Metric | 30 June 2025 (Number) | 31 December 2024 (Number) | | :-------------------------- | :-------------------- | :------------------------ | | Outstanding at the beginning of the period | 6,047,829 | 8,621,240 | | Granted during the period | 266,058 | 2,256,357 | | Vested during the period | (2,620,902) | (496,240) | | Forfeited during the period | (41,511) | (17,241) | | Outstanding at the end of the period | 3,651,474 | 6,047,829 | 18 Events after Condensed Consolidated Statement of Financial Position Date Post-period end, the Group approved a dividend payment and completed two acquisitions: Hamilton Court Group to enhance FX offerings and Agrinvest Commodities to expand in Brazilian agricultural markets. Additionally, the Group announced an agreement to acquire Winterflood Securities, pending regulatory approvals - A dividend of $0.15 per share was approved for payment on 11 September 2025[121] - On July 1, 2025, the Group finalized the acquisition of Hamilton Court Group Limited to enhance its FX offering, with an initial consideration payment of £45.5m[122] - On July 1, 2025, the Group completed the acquisition of Agrinvest Commodities, a Brazilian agricultural commodities business, for an initial payment of $16.7m, broadening operations in the Americas[123] - On July 25, 2025, the Group announced an agreement to acquire Winterflood Securities to expand its equity market making business, with completion expected in early 2026, pending regulatory approvals[124]