WT Financial Group Completes Vesta Sale as Hubco Strategy Gathers Pace

WT Financial completes Vesta sale as Hubco strategy gathers pace

WT Financial Group Limited (ASX: WTL) has completed the sale of its Vesta accounting and wealth subsidiaries into Titan Advice Group Pty Ltd (TAG), the Company’s first Hubco, with completion occurring late on 30 June 2026 and announced on 1 July 2026. The transaction provides a live proof point for a strategy now scaling across three Hubcos in motion.

The final consideration for the Vesta sale combines cash, equity and vendor finance, leaving WTL with continued exposure to TAG rather than a clean exit. Notably, TAG’s share issue price has risen from $0.90 to $1.00 at formation to $1.63, signalling material value uplift since the platform was first established.

The Vesta consideration payable to WTL comprises:

• $450,000 cash payable to WTL

• 426,800 new TAG ordinary shares issued to WTL at $1.63 per share

• $1.5 million vendor finance provided by WTL to TAG

The $450,000 cash component is funded by TAG through the issue of new TAG shares to existing TAG founder and practice vendor shareholders, also at $1.63 per share. For investors, the structure matters: WTL retains exposure through direct equity, dividend flow and the broader Investco economics, compounding its participation in value created across the platform.

Inside the TAG value uplift — a live Hubco proof point

Vesta is the third acquisition completed by TAG since its formation, following earlier acquisitions of Rushby Financial and Fusion Partners. The transaction expands TAG’s scale, recurring revenue base, accounting and self-managed superannuation fund (SMSF) administration capability, and the opportunity for cross-service client engagement.

TAG is now expected to generate annualised revenue of approximately $9.4 million following the Vesta acquisition, before further organic growth, pricing initiatives or acquisition activity. Based on the $1.63 issue price and the ordinary shares now on issue, TAG’s ordinary equity value is approximately $19 million.

Ownership has shifted accordingly. Following completion, Investco holds approximately 30% of TAG and WTL holds a direct interest of approximately 11%, with the balance held by TAG’s founder and practice vendor shareholders.

Keith Cullen, Managing Director

“The completion of the Vesta sale into TAG is strategically important for WTL. We have moved the businesses into the Hubco model, where they can be integrated into a larger, founder-led advice and accounting platform, while WTL retains exposure through direct TAG equity, dividend flow and the broader Investco structure.”

What a “Hubco” actually is — and why it matters to WTL investors

The Hubco model is WTL’s structure for helping high-quality advice practices corporatise, access growth capital, build enterprise value, and create long-term succession and retirement pathways for practice owners. In plain terms, founder-led firms gain a route to release capital and fund growth while retaining meaningful ownership.

WTL’s role is to originate, structure and support these transactions. In doing so, the Company earns direct equity and dividends, plus Investco joint venture (JV) economics, the returns derived from Investco’s non-controlling capital provided to each Hubco.

Why does this matter to investors? Each Hubco compounds WTL’s exposure to value created across its network of around 400 advice practices, without WTL taking control. Founders retain meaningful ownership, while WTL builds a growing base of direct, dividend-producing equity.

Three Hubcos in motion — TAG, SAGA and Life Sumo

The strategy is scaling beyond TAG, with a second Hubco moving into acquisition execution and a third with terms signed.

SAGA (Hubco 2) moves into acquisition execution

WTL’s second Hubco, Select Advice Group (Aust) Pty Ltd (SAGA), has moved from formation into acquisition execution. SAGA was formed around Select Advice Group and Newleaf Tailored Financial Solutions, led by Eric Bohl, with the intention of building a larger advice platform through organic growth and acquisitions.

SAGA is now progressing the acquisition of Sabre Wealth Management and Legacy Planning, funded through a combination of SAGA shares issued to vendors and debt funding. On a pro forma basis following these acquisitions, SAGA’s ordinary equity value is expected to be approximately $10.7 million at the $1.00 issue price. Investco is expected to hold approximately 30%, WTL a direct interest of approximately 6% to 7%, with the balance held by founder and vendor shareholders.

WTL’s M&A execution capability has been reinforced by the appointment of a dedicated CFO with over 30 years of experience across advice network transactions and capital structuring, including direct involvement in early Hubco deals.

Life Sumo (Hubco 3) — terms signed

WTL has signed terms for the formation of its third Hubco, to be incorporated as Life Sumo (Aust) Pty Ltd, with Life Sumo as the cornerstone practice. Based in Cairns, Life Sumo is led by James Mousa, who will serve as chief executive officer and senior financial adviser of the new Hubco.

Due diligence has been completed, and the transaction remains subject to execution of definitive documents and customary completion steps. It is therefore not yet completed. On establishment, the Life Sumo Hubco will have an ordinary equity value of approximately $7.0 million, with Life Sumo shareholders retaining approximately 69% of the ordinary equity, Investco holding approximately 26%, and WTL directly holding approximately 6% through transaction services equity.

Pipeline, earnings outlook and the road ahead

WTL has a number of further Hubco opportunities in its pipeline and is in discussions with multiple practices, both within and external to its network, regarding participation in the model. Where external practices participate, they are expected to join a WTL advice network to ensure consistency of risk management, operating standards and adviser support.

On earnings, the Vesta sale is not expected to have a material impact on WTL’s operating earnings. The Company expects the transaction and the broader growth of TAG to be earnings enhancing over time, having regard to the vendor finance return, WTL’s increased direct TAG equity position, TAG’s dividend flow, and ongoing network and transaction-related economics.

The Hubco strategy commenced during FY2026 and is expected to make a positive contribution to FY2026 results. WTL expects the strategy to contribute more materially from FY2027 and beyond as existing Hubcos mature, further acquisitions are completed, and dividend and equity value outcomes compound over time.

Hubcos form only one part of WTL’s broader partnership model. The Company’s “Four Pillars” framework comprises:

• Pricing confidence

• Capacity building

• Lead flow

• Enterprise value and succession

Keith Cullen, Managing Director

“The Hubco strategy is an important part of how WTL is helping modernise the financial advice profession. It gives founder-led practices more options to release capital, fund growth, solve succession, manage retirement and retain exposure to dividend-producing advice businesses in a sector they know deeply.”

For investors, the developments point to a clear thesis. WTL is building compounding, dividend-producing direct equity exposure across a maturing Hubco network, anchored by a proven first Hubco in TAG and supported by a deepening pipeline of further opportunities.

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