Half-year Report

Eight Capital Partners PLC

30 September 2026

 

30 September 2026

EIGHT CAPITAL PARTNERS PLC

("Eight Capital" "ECP" or the "Company")

UNAUDITED INTERIM REPORT FOR THE SIX MONTHS ENDED 30 JUNE 2026

Eight Capital Partners plc (AQSE: ECP), the financial services operating company that aims to grow shareholder value through businesses engaged in advisory, investment management and digital asset management, announces its interim statement for the half year ended 30 June 2026. In the primary statements below, the current period (30 June 2026, unaudited) is shown first, followed by the most recent audited year end (31 December 2025, audited) and then the comparable prior period (30 June 2025, unaudited), unless otherwise stated.

Directors' Interim Report

I am pleased to present the Company's interim results for the six months ending 30 June 2026.

For the six months ended 30 June 2026, the Group reported revenue of £37,000 and investment revenue of £1.25 million, compared with revenue of £70,000 for the six months ended 30 June 2025 and £125,000 for the year ended 31 December 2025.

Profit before and after taxation for the period was £0.904m (30 June 2025: £0.903m profit; 31 December 2025: £3.539m profit), with no fair value movement on the SFE Bond recognized in the six months to 30 June 2026, the Board having maintained the Bond at its carrying value of £33,583,381 as adopted on 31 December 2025, on which the independent expert's fair value assessment as at that date is described further in note 3.

Net assets at 30 June 2026 were £36.677m (30 June 2025: £33.144m; 31 December 2025: £35.695m).

Group structure: as announced, Eight Capital Advisors LLP (the "ECA LLP"), the Company's wholly owned advisory subsidiary, established a new wholly owned Italian subsidiary, E.C.A. Srl, which was incorporated in January 2026. E.C.A. Srl is 100% owned by the ECA LLP, which is in turn 100% owned by the Company, and has been fully consolidated within the Group's results for the first time in this interim report. Further detail on the change in the composition of the Group during the period is set out in note 5.

As previously reported on 1 June 2026 the directors of Epsion Capital Limited ("Epsion"), a wholly owned subsidiary of the Company, applied to Companies House for Epsion to be struck off and dissolved, and that process remains ongoing at the date of this report. Epsion's results and net assets are accordingly not included within the Group's consolidated figures for the six months ended 30 June 2026. Further details are set out in note 5.

Eight Capital Advisors LLP received its regulatory authorization as an Appointed Representative of Brooklands Fund Management Limited from the Financial Conduct Authority in June 2026, and the Board continues to expect ECA LLP to be the principal revenue-generating entity of the Group going forward.

The Board remains confident in the Group's trajectory and the growing contribution of the advisory business.

Luca Zanni

Executive Director

29 September 2026

The directors of the Company take responsibility for this announcement.

For further information, please contact:

Eight Capital Partners plc Luca Giacomo Zanni, Executive Director	[e-mail]
Cairn Financial Advisers LLP AQSE Corporate Adviser Jo Turner / Liam Murray / Ed Downes	[phone]

About Eight Capital Partners

Eight Capital Partners plc is an emerging merchant banking and investment group operating across Europe and Asia, focusing on advisory, private markets and digital asset solutions to support mid-market companies and create sustainable value for shareholders.

ECP seeks to grow its group revenue in these high-growth sectors, which it expects to also increase in value, such that they generate an attractive rate of return for shareholders, predominantly through capital appreciation.

www.eight.capital

Eight Capital Advisors LLP

Eight Capital Advisors LLP is the advisory arm of Eight Capital Partners plc, specialising in cross-border corporate finance, capital markets advisory and capital introduction between Europe and Asia. The firm supports high-growth companies and provides deal origination and advisory services to ECP's investment activities

Forward Looking Statements

Certain statements in this announcement, are, or may be deemed to be, forward looking statements. Forward looking statements are identified by their use of terms and phrases such as "believe", "could", "should", "envisage'', "estimate", "intend", "may", "plan", "potentially", "expect", "will" or the negative of those, variations or comparable expressions, including references to assumptions. These forward-looking statements are not based on historical facts but rather on the Directors' current expectations and assumptions regarding the Company's future growth, results of operations, performance, future capital and other expenditures (including the amount, nature and sources of funding thereof), competitive advantages, business prospects and opportunities. Such forward looking statements reflect the Directors' current beliefs and assumptions and are based on information currently available to the Directors.

Eight Capital Partners plc

Unaudited Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income

for the six months ended 30 June 2026

	Six months ended 30 June 2026	Year ended 31 December 2025	Six months ended 30 June 2025
	Unaudited £'000	Audited £'000	Unaudited £'000
Revenue (advisory and other trading income)	37	125	70
Cost of sales	(2)	(34)	-
Gross profit	35	91	70
Other operating income	-	-	-
Corporate advisory fees	-	-	-
Foreign exchange profit/(loss)	-	-	1,189
General expenses	-	-	(179)
Legal and professional fees	-	-	(50)
Rent and rates	-	-	-
Staff costs	-	-	(24)
Administrative expenses (Group total)	(381)	(360)	-
Operating profit/(loss)	(346)	(269)	1,006
Investment revenue (Bond interest income)	1,250	2,040	-
Net change in unrealised/realised gains on investments at fair value through profit or loss	-	1,768	(71)
Impairment of other receivables at amortised cost	-	-	-
Finance income	-	-	-
Finance expense	-	-	(32)
Profit/(loss) before taxation	904	3,539	903
Taxation	-	-	-
Profit/(loss) for the period	904	3,539	903
Other comprehensive income - foreign exchange translation reserve	(0)	-	-
Total comprehensive income	903	3,539	903
Basic and diluted earnings per share (pence)	1.896	7.423	1.894

Eight Capital Partners plc

Unaudited Condensed Consolidated Statement of Financial Position

	As at 30 June 2026	As at 31 December 2025	As at 30 June 2025
	Unaudited £'000	Audited £'000	Unaudited £'000
Non-current assets
Investments	33,635	33,635	33,057
Other fixed assets (E.C.A. Srl)	34	-	-
Total non-current assets	33,669	33,635	33,057
Current assets
Trade and other receivables	3,563	2,386	1,316
Cash and cash equivalents	17	161	2
Total current assets	3,580	2,547	1,318
Current liabilities
Trade and other payables	572	487	1,231
Total current liabilities	572	487	1,231
Net current assets	3,008	2,060	87
Net assets	36,677	35,695	33,144
Capital and reserves
Share capital	20,366	20,366	20,366
Share premium account	22,583	22,582	22,583
Convertible debt option reserve	-	-	84
Currency translation reserve	(0)	-	-
Retained earnings	(6,272)	(7,253)	(9,889)
Total equity	36,677	35,695	33,144

Eight Capital Partners plc

Unaudited Condensed Consolidated Cash Flow Statement

for the six months ended 30 June 2026

	Six months ended 30 June 2026	Year ended 31 December 2025	Six months ended 30 June 2025
	Unaudited £'000	Audited £'000	Unaudited £'000
Cash flows from operating activities
Profit for the period	904	3,539	903
Adjustments for:
Investment income	-	(2,040)	-
Finance expense	-	-	32
Equity settled current liability	-	-	27
Net change in fair value of investments	-	(1,768)	71
Net foreign exchange (gain)/loss	(0)	-	(1,189)
Movements in working capital:
(Increase)/decrease in trade and other receivables	(1,177)	271	(1,163)
Increase/(decrease) in trade and other payables	85	(594)	98
Net cash used in operating activities	(188)	(592)	(1,221)
Cash flows from investing activities
Additions on first-time consolidation of E.C.A. Srl	(34)	-	-
Proceeds on disposal of financial assets	-	-	1,240
Interest received	-	765	-
Net cash from/(used in) investing activities	(34)	765	1,240
Cash flows from financing activities
Interest paid	-	-	(32)
Net cash used in financing activities	-	-	(32)
Effect of change in Group composition (E.C.A. Srl consolidated for the first time; Epsion Capital Limited no longer consolidated - see note 5)	78	-	-
Net (decrease)/increase in cash and cash equivalents	(144)	173	(13)
Cash and cash equivalents at beginning of period	161	(12)	(12)
Cash and cash equivalents at end of period	17	161	(25)

Eight Capital Partners plc

Unaudited Condensed Consolidated Statement of Changes in Equity

for the six months ended 30 June 2026

	Share capital £'000	Share premium £'000	Convertible debt option reserve £'000	Currency translation reserve £'000	Retained earnings £'000	Total equity £'000
At 1 January 2025	20,042	21,999	84	-	(10,792)	31,333
Changes in equity for the period:
Share capital reorganisation (bond conversion, January 2025)	324	583	(84)	-	-	823
Profit for the period	-	-	-	-	903	903
At 30 June 2025	20,366	22,583	-	-	(9,889)	33,144
Changes in equity for the period:
Profit for the period	-	-	-	-	2,636	2,636
At 31 December 2025	20,366	22,582	-	-	(7,253)	35,695
Changes in equity for the period:
Profit for the period	-	-	-	-	904	904
Other comprehensive income - foreign exchange translation reserve	-	-	-	(0)	-	(0)
Effect of change in Group composition (E.C.A. Srl consolidated for the first time; Epsion Capital Limited no longer consolidated - see note 5)	-	1	-	-	77	78
At 30 June 2026	20,366	22,583	-	(0)	(6,272)	36,677

Eight Capital Partners plc

Notes to the Interim Financial Statements

For the six months ended 30 June 2026

1.   Accounting policies

Basis of preparation

These interim financial statements have been prepared in accordance with UK-adopted international accounting standards.

The interim financial statements do not include all disclosures that would otherwise be required in a complete set of financial statements and should be read in conjunction with the audited annual report for the year ended 31 December 2025. The statutory financial statements for the year ended 31 December 2025 were prepared in accordance with UK-adopted international accounting standards. The auditors reported on those financial statements and their audit report was unqualified.

The interim financial information is unaudited, has not been reviewed by the Company's auditors and does not constitute statutory accounts as defined in the Companies Act 2006.

The consolidated Group for the six months ended 30 June 2026 comprises Eight Capital Partners plc and its subsidiaries Eight Capital Advisors LLP and E.C.A. Srl.

The interim financial information was approved and authorized for issue by the Board of directors on 29 September 2026.

Going concern

As at 30 June 2026, the Group's cash and cash equivalents were £17,000 (31 December 2025: £161,000), and the Group's principal asset remains the SFE Bond, carried at £33,583,381, which generates semi-annual coupon income at a rate of 7.50% per annum, payable in June and December each year.

In preparing the annual report for the year ended 31 December 2025, in June 2026 the Board obtained written confirmation from the Bond issuer that it would honor its contractual obligations in full and in a timely manner, and a written letter of support from Monfor S.A., a major shareholder, confirming its commitment to provide financial support to the Group should it be required.

Eight Capital Advisors LLP received its regulatory authorization as an Appointed Representative of Brooklands Fund Management Limited from the Financial Conduct Authority in June 2026, and the Board expects ECA LLP to commence full operational activity in the second half of 2026, generating advisory fee income and associated cash inflows.

Having regard to the above, and on the same basis as adopted in the audited financial statements for the year ended 31 December 2025, the Directors consider it appropriate to prepare this interim report on a going concern basis. The Directors are not aware of any material uncertainties that would require disclosure.

2.   Earnings per share

	Six months ended 30 June 2026	Year ended 31 December 2025	Six months ended 30 June 2025
	£'000	£'000	£'000
Profit for the period attributable to owners of the Company	904	3,539	903
Weighted average number of shares in issue	47,673,251	47,673,251	47,673,251
Basic and diluted earnings per share (pence)	1.896	7.423	1.894

Earnings per share is calculated by dividing the profit attributable to ordinary shareholders by the weighted average number of shares in issue during each period, on the same basis as used in the Company's audited financial statements for the year ended 31 December 2025 and its unaudited interim report for the six months ended 30 June 2025. No shares were issued during the six months ended 30 June 2026 and the number of shares in issue has therefore been taken as constant throughout the period.

3.   Investments

	Six months ended 30 June 2026	Year ended 31 December 2025	Six months ended 30 June 2025
	£'000	£'000	£'000
Fair value at start of period	33,635	33,138	33,138
Disposals	-	(1,267)	(1,249)
Fair value adjustments	-	1,764	(27)
Foreign exchange adjustments	-	-	1,195
Fair value at end of period	33,635	33,635	33,057

Investments comprise the SFE Bond (30 June 2026: £33,583,381; 31 December 2025: £33,583,381; 30 June 2025: carried within an aggregate investments balance) and other listed investments of £51,598 (31 December 2025: £51,598). No fair value movement on the SFE Bond has been recognized in the six months ended 30 June 2026; the Board has continued to carry the Bond at the fair value of EUR 38,486,570.00 adopted at 31 December 2025, supported by the independent expert's valuation report dated 26 February 2026 (discounted cash flow fair value of EUR 40,060,708, cross-checked against a market-comparable valuation of EUR 39,764,519), as set out in the audited financial statements for the year ended 31 December 2025.

4.   Share capital

	Number of Ordinary Shares of 40p	Nominal value £'000
As at 31 December 2025	47,673,251	19,069
As at 30 June 2026	47,673,251	19,069

No ordinary shares were issued during the six months ending 30 June 2026.

Deferred share capital is unchanged from 31 December 2025: 540,166,760 deferred shares of 0.24p each, nominal value £1,297,000.

Total share capital comprises: - Ordinary shares (£19,069k) + Deferred shares (£1,297k) = £20,366k

The deferred shares carry no voting rights and no right to any dividend or other distribution, and effectively have no value, as described in the Company's audited financial statements for the year ended 31 December 2025.

5.   Group structure and changes in the composition of the Group

Group structure at 30 June 2026

At 30 June 2026 the Group consisted of the following entities, all wholly owned and fully consolidated (no non-controlling interests arise):

Eight Capital Partners plc - the ultimate parent company, incorporated in England and Wales.

Eight Capital Advisors LLP (the "ECA LLP") - 100% owned by Eight Capital Partners plc.

E.C.A. Srl - incorporated in Italy in January 2026 and 100% owned by Eight Capital Advisors LLP.

E.C.A. Srl - incorporation and first-time consolidation

E.C.A. Srl was incorporated in January 2026 as a wholly owned subsidiary of Eight Capital Advisors LLP, which subscribed EUR 10,000 as its initial share capital. E.C.A. Srl has been fully consolidated within the Group's results from the date control commenced (its incorporation) and is therefore included in the Group's consolidated figures for the six months ended 30 June 2026 but not in the comparative figures for the six months ended 30 June 2025 or the year ended 31 December 2025, as it did not exist during either of those periods.

E.C.A. Srl's balance sheet has been translated from euros into sterling at the closing rate ruling at 30 June 2026, and its profit and loss account at the average rate for the six months then ended, in accordance with UK GAAP (FRS 102 Section 30 / SSAP 20). HMRC does not publish a mid-year average rate; the average rate used is the simple arithmetic mean of HMRC's published monthly rates for January to June 2026.

Epsion Capital Limited - no longer consolidated

Epsion Capital Limited ("Epsion") was, until the events described below, a wholly owned subsidiary of Eight Capital Partners plc, and was consolidated within the Group's audited results for the year ended 31 December 2025.

As disclosed in the events after the reporting date note to the audited financial statements for the year ended 31 December 2025, on 1 June 2026 the directors of Epsion applied to Companies House for Epsion to be struck off and dissolved. The application will proceed subject to no objections being raised, following which any remaining assets of Epsion would vest in the Crown.

Epsion's results and net assets are accordingly not included within the Group's consolidated figures for the six months ended 30 June 2026. As previously reported, Epsion's income was derived primarily from advising on M&A transactions; Eight Capital Advisors LLP is anticipated to be the principal revenue-generating entity of the Group going forward.

Given the status of the strike-off application at the date this report is approved, amounts owed by Epsion to Eight Capital Partners plc of £8,331 at 30 June 2026 are included within trade and other receivables above and have been treated as a related-party, rather than an intra-group, balance for the purposes of this interim report.

 

END