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Consolidation continues but regulatory headwinds emerge

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From capital to culture: the changing dynamics of wealth management consolidation. Paul Lynch takes a closer look
Contents

Watch our video for an overview of UK wealth management M&A:

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Steady volumes, strategic focus

Despite a slowdown in broader financial services M&A activity, wealth management has stood out as a resilient segment. 

This strength is driven by sustained investor appetite for the UK advice market, underpinned by recurring revenue models and defensible client relationships. Private equity interest remains particularly strong, continuing to shape deal activity across the sector.

Our credentials

7IM receives investment from the Ontario Teachers’ Pension Plan 

PKF Francis Clark Financial Planning acquired by Söderberg & Partners

Why the UK advice market attracts capital

The UK financial advice market is highly fragmented, with over 5,000 firms and 27,000 advisers. Ownership of client relationships and control of assets by advisers make this segment sticky and defensible. These are qualities that appeal to PE investors seeking long-term value.

Key drivers:

  • Demographics: with 75% of advisors nearing retirement, succession planning is accelerating deal flow
  • Regulatory landscape: the increasing regulatory burden causes some players to consider partnering with a larger platform to absorb this load to free them up to focus on client work
  • Consolidator activity: consolidators are leveraging economies of scale to absorb smaller players
  • Overseas interest: foreign buyers are increasingly acquisitive, drawn by the UK’s strong advice market and opportunities for product and geographical expansion

Due diligence focus areas

Value creation hinges not just on growth potential, but on the ability to integrate firms cleanly and compliantly.

Key areas of focus:

  • Legacy risk analysis: identifying potential liabilities from past client servicing or compliance gaps
  • Client suitability and upgrade potential: evaluating how well target clients fit the acquirer’s proposition and whether transitioning could enhance outcomes and commercial value
  • Organic growth
  • Exit readiness: assessing how acquisition targets contribute to long-term portfolio strategy, including IPO or secondary sale potential

A clean compliance track record is no longer just a hygiene factor but a strategic lever that can enhance valuation and investor confidence.

Regulatory headwinds and the FCA’s warning shot

Despite continued deal activity, the sector faces increasing regulatory scrutiny. The FCA’s October 2025 multi-firm review marked a turning point, especially for PE-backed consolidators. While no new rules were introduced, the regulator signalled a shift toward more robust supervision of buy-and-build models.

Key concerns:

  • Debt and financial resilience: using the ‘double leverage’ of debt to fund equity investments, particularly when that debt is guaranteed or secured on regulated entities within a group, is an area of concern
  • Group structures: firms often use offshore holding companies to structure acquisitions, which can limit the applicability of FCA consolidation requirements. However, the FCA makes it clear that offshore structures do not remove the risks that MIFIDPRU consolidation rules aim to address
  • Governance gaps: rapid expansion has outpaced control frameworks, with boards lacking independence and oversight
  • Integration risk: inconsistent due diligence and slow post-deal alignment have led to client disruption
  • Conflicts of interest: incentives tied to in-house products or advisor assets under management growth may breach Consumer Duty obligations

While these findings represent prevailing FCA views on the good and poor practice it sees in the consolidator group, the sector is increasingly self-regulating. PE-backed platforms (and other consolidator groups) understand that weaknesses in governance, capital structure, or client outcomes will be scrutinised during future due diligence and change of control processes. Many are proactively addressing these areas, not just to meet current compliance expectations, but to ensure long-term defensibility and exit readiness.

M&A outlook for UK financial advice management

The UK financial advice M&A market remains active, but the rules of engagement are changing. Investors who combine capital with credible governance and strategic clarity will be best-positioned to thrive. 

As consolidation continues, and as consolidators themselves begin to merge, the sector is entering a new phase of maturity. Could the next wave of consolidation be driven not by capital but by culture, client outcomes and trust?

For further insight and guidance, get in touch with Paul Lynch | Grant Thornton, Simon Blackburn | Grant Thornton and Jonathan Charles | Grant Thornton