ICG Enterprise Trust Plc: Preliminary Results for the twelve months
ended 31 January 2024
ICG Enterprise Trust plc
Preliminary Results for the twelve months ended 31 January
2024
8 May 2024
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Portfolio companies performing strongly |
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Highlights
- NAV per Share of
1,909p, LTM NAV per Share Total Return* of 2.1% and 5-year
annualised return of 14.6%
- Portfolio companies
reporting strong operational performance1: 14.2% LTM
EBITDA growth and prudent leverage of 4.6x
- FY24 Portfolio
Return* on a Local Currency Basis of 5.9%; FX movements resulted in
a Portfolio Return on a Sterling Basis of 3.2%
- Executed 38 Full
Exits at weighted-average Uplift to Carrying Value of 29.5%
- Sustainable growth
in shareholder distributions: total of £35m returned to
shareholders in FY242 (FY23: £22m), comprising 33p total
dividends per share (+10% compared to FY23) and £13m through share
buybacks. Both the progressive dividend policy and long-term share
buyback programme will be maintained for the foreseeable
future
- In addition the
Board is implementing an opportunistic buyback programme for FY25
to take advantage of current trading levels (see page 13 for
further details)
- Our investment
strategy, strong relationships and well-capitalised balance sheet
allow us to maintain our investment programme through cycles
1 Based on Enlarged Perimeter covering 67.5% of the Portfolio. See
page 11. Earnings growth and debt multiple based on
weighted-average
2 Based on dividends declared or proposed for Q1 FY24 – Q4 FY24
inclusive, and buybacks up to and including 31 January 2024
*This is an Alternative Performance Measure. Please refer to the
Glossary for the definition. |
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Jane
Tufnell |
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Oliver
Gardey |
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Chair of ICG
Enterprise Trust |
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Portfolio
Manager for ICG Enterprise Trust |
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As a Board we are focused on
maximising shareholder value. The investment strategy is continuing
to deliver growth, and we are seeing tangible benefits of the
revised management fee and cost arrangements that were effective
for FY24.
Today we are also announcing a new, third component to our
shareholder distributions for FY25 – an opportunistic share buyback
programme. This runs alongside our progressive dividend policy and
long-term share buyback programme, and will enable us to take
advantage of current trading levels where the opportunity to
purchase shares in meaningful size and at a significant discount
presents itself.
I believe we offer shareholders an attractive route to invest in
private companies owned by some of the world's leading managers,
which should continue to generate attractive long-term
returns. |
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ICG Enterprise Trust's investment
strategy of focusing on businesses with defensive growth
characteristics has resulted in our portfolio companies reporting
another period of strong operating performance.
This, alongside a long-term trend of executing Full Exits at an
Uplift to Carrying Value, gives us continued confidence in our
approach, valuations and future prospects.
Against a background of slower market-wide activity, our evergreen
capital structure, well-capitalised balance sheet and strong
relationships are enabling us to continue to invest for future
growth. |
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PERFORMANCE OVERVIEW
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Annualised |
Performance to 31 January 2024 |
3 months |
6 months |
1 year |
3 years |
5 years |
10 years |
Portfolio Return on a Local Currency Basis |
1.2% |
1.3% |
5.9% |
14.8% |
17.1% |
16.2% |
NAV per Share Total
Return |
(2.1)% |
1.1% |
2.1% |
13.3% |
14.6% |
13.2% |
Share Price Total Return |
13.2% |
5.8% |
9.6% |
11.1% |
11.2% |
11.0% |
FTSE All-Share Index Total
Return |
6.2% |
1.1% |
1.9% |
8.4% |
5.5% |
5.5% |
Financial year ended: |
Jan 2020 |
Jan 2021 |
Jan 2022 |
Jan 2023 |
Jan 2024 |
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5 year track record |
Fund performance
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Portfolio return (local currency) |
16.6% |
24.9% |
29.4% |
10.5% |
5.9% |
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Annualised: 17.1% |
Portfolio return (sterling) |
14.6% |
26.4% |
27.6% |
17.0% |
3.2% |
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Annualised: 17.4% |
NAV |
£794m |
£952m |
£1,158m |
£1,301m |
£1,283m |
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+£489m |
NAV per Share Total Return (%) |
11.2% |
22.5% |
24.4% |
14.5% |
2.1% |
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Annualised: 14.6% |
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Investment activity
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New
Investments |
£159m |
£139m |
£304m |
£287m |
£137m |
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As %
opening Portfolio |
23% |
17% |
32% |
24% |
10% |
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Average: 21% |
Realisation Proceeds |
£141m |
£137m |
£334m |
£252m |
£171m |
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As %
opening Portfolio |
20% |
17% |
35% |
21% |
12% |
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Average: 21% |
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Shareholder experience
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Closing
share price |
966p |
966p |
1,200p |
1,150p |
1,226p |
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Total
dividends per share |
23p |
24p |
27p |
30p |
33p |
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CAGR: 9.4% |
Share
Price Total Return |
20.5% |
2.8% |
27.1% |
(2.3)% |
9.6% |
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Annualised: 11.2% |
Total
shareholder distributions |
£18m |
£17m |
£21m |
£22m |
£35m |
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CAGR: 18.1% |
As %
Realisation Proceeds |
12% |
12% |
6% |
9% |
20% |
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- o/w
distributions dividends (%) |
83% |
94% |
86% |
91% |
63% |
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- o/w
distributions buybacks (%) |
17% |
6% |
14% |
9% |
37% |
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Portfolio activity overview for FY24 |
Primary |
Direct |
Secondary |
Total |
ICG-managed |
Local Currency return |
5.3% |
6.2% |
7.5% |
5.9% |
10.9% |
Sterling return |
2.5% |
4.1% |
4.4% |
3.2% |
7.9% |
New Investments |
£92m |
£33m |
£12m |
£137m |
£20m |
Total Proceeds |
£156m |
£37m |
£45m |
£239m |
£35m |
New Fund Commitments |
£133m |
— |
£20m |
£153m |
£42m |
Closing Portfolio value |
£715m |
£394m |
£240m |
£1,349m |
£438m |
% Total Portfolio |
53% |
29% |
18% |
100% |
32% |
OUTLOOK |
Our base case is that we will see a measured increase in
transaction activity in the coming quarters if the current economic
expectations remain broadly stable. The debt financing markets,
which are important drivers of private equity activity, are showing
some signs of increased activity, in particular in North America.
From an operational perspective, many of the companies on which we
have visibility (including in the public markets) appear to be
showing resilience and to be reporting continued growth. These
factors give us confidence in the outlook for our Portfolio and
investment strategy. |
COMPANY TIMETABLE
A presentation for investors and analysts will be held at 10:00 BST
today. A link for the presentation can be found on the Results
& Reports page of the Company website. A recording of the
presentation will be made available on the Company website after
the event.
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FY24 Final Dividend |
Ex-dividend date |
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4 July 2024 |
Record date |
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5 July 2024 |
Dividend payment date |
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19 July 2024 |
Annual General Meeting
The Annual General Meeting will be held on 25 June 2024. The Board
will be formally communicating with shareholders outlining the
format of the meeting separately in the Notice of Meeting. This
will include details of how shareholders may register their
interest in attending the Annual General Meeting.
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Shareholder Seminar
We will be holding a Shareholder Seminar for institutional
shareholders and research analysts on 18 June 2024, with
registration and breakfast starting at 8:45AM BST.
Topics include:
- Navigating the private equity
landscape today
- The environment for financing
buyouts
- Secondaries and their role in a
portfolio
- ICG Enterprise Trust's positioning
and opportunity set
Shareholders should contact icg-enterprise@icgam.com should they
wish to attend.
Please note that for regulatory reasons this event is
only open to institutional investors and research
analysts |
ENQUIRIES
Institutional investors and analysts:
Chris Hunt, Head of Shareholder Relations
+44 (0) 20 3545 2000
Nathan Brown, Deutsche
Numis +44
(0) 20 7260 1426
David Harris, Cadarn Capital
+44 (0) 20 7019 9042
Media:
Cat Armstrong, Corporate Communications,
ICG +44 (0) 20 3545
1850
ABOUT ICG ENTERPRISE TRUST
ICG Enterprise Trust is a leading listed private
equity investor focused on creating long-term growth by delivering
consistently strong returns through selectively investing in
profitable, cash-generative private companies, primarily in Europe
and the US, while offering the added benefit to shareholders of
daily liquidity.
We invest in companies directly as well as
through funds managed by Intermediate Capital Group ('ICG') and
other leading private equity managers who focus on creating
long-term value and building sustainable growth through active
management and strategic change.
NOTES
Included in this document are Alternative
Performance Measures (“APMs”). APMs have been used if considered by
the Board and the Manager to be the most relevant basis for
shareholders in assessing the overall performance of the Company,
and for comparing the performance of the Company to its peers and
its previously reported results. The Glossary includes further
details of APMs and reconciliations to International Financial
Reporting Standards (“IFRS”) measures, where appropriate.
In the Manager’s Review and Supplementary
Information, all performance figures are stated on a Total Return
basis (i.e. including the effect of re-invested dividends). ICG
Alternative Investment Limited, a regulated subsidiary of
Intermediate Capital Group plc, acts as the Manager of the
Company.
DISCLAIMER
The information contained herein and on the pages that follow
does not constitute an offer to sell, or the solicitation of an
offer to acquire or subscribe for, any securities in any
jurisdiction where such an offer or solicitation is unlawful or
would impose any unfulfilled registration, qualification,
publication or approval requirements on ICG Enterprise Trust PLC
(the "Company") or its affiliates or agents. Equity securities in
the Company have not been and will not be registered under the
applicable securities laws of the United States, Australia, Canada,
Japan or South Africa (each an “Excluded Jurisdiction”). The equity
securities in the Company referred to herein and on the pages that
follow may not be offered or sold within an Excluded Jurisdiction,
or to any U.S. person ("U.S. Person") as defined in Regulation S
under the U.S. Securities Act of 1933, as amended (the "U.S.
Securities Act"), or to any national, resident or citizen of an
Excluded Jurisdiction.
The information on the pages that follow may
contain forward looking statements. Any statement other than a
statement of historical fact is a forward looking statement. Actual
results may differ materially from those expressed or implied by
any forward looking statement. The Company does not undertake any
obligation to update or revise any forward looking statements. You
should not place undue reliance on any forward looking statement,
which speaks only as of the date of its issuance.
CHAIR’S STATEMENT
Dear fellow shareholders,
ICG Enterprise Trust ended the financial year
with a NAV per Share of 1,909p, representing a NAV per Share Total
Return of 2.1%. Over the last five years we have generated an
annualised NAV per Share Total Return of 14.6% and an annualised
Share Price Total Return of 11.2%. To put that in absolute terms,
if you had invested in £1,000 in ICG Enterprise Trust’s shares on
31 January 2019 and had reinvested all dividends received, your
shares at 31 January 2024 would be worth approximately £1,698.
Those figures are net of all fees and expenses1.
Our investment strategy is
delivering
In the 12 months under review, your Company’s Portfolio grew in
local currency terms by 5.9%. This performance is spread across all
three of our routes to market: Primary, Direct and Secondary
investments, with Direct and Secondary investments demonstrating
slight outperformance compared to Primary investments, showing the
benefit of active fund management by the dedicated ICG Enterprise
Trust investment team.
This year we had 38 Full Exits of investments,
which were executed at a weighted average Uplift to Carrying Value
of 29.5%. This uplift, coupled with the strong financial
performance of the underlying companies, gives me confidence in the
carrying valuation of our Portfolio.
In a financial year which started with a
regional banking crisis in the US, persistent inflation and high
interest rates, optimism returned towards the latter stages of the
period that the worst may be over. The question on many investors’
minds now is central banks' behaviour with regard to the direction
and pace of future interest rate movements. To the extent that the
coming quarters see increased levels of transaction volumes, I
believe this is likely to provide further proof points that our
valuations are supportable and that our NAV can be relied upon by
shareholders as an indicator of the value of their investment.
Focus on shareholder value
Your Board's approach to maximising shareholder value is anchored
around four pillars, which can be grouped into two categories: i)
Optimising the NAV return; and ii) Aligning as closely as possible
the shareholder experience with the NAV return:
Optimising NAV return
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1. Investment strategy: Since ICG became our Manager in 2016, we
have become fully invested and have increased allocations to North
America and to Secondary investments. These shifts have positively
impacted the Portfolio returns, and our focus on buyouts of
companies with defensive growth characteristics – with no exposure
to venture capital or growth equity – has proven its worth and role
in shareholders' portfolios. Our Portfolio is generating
compounding growth. We have a dedicated investment team to execute
our strategy, which we believe will continue to perform in the
years ahead. |
2. Cost base: We work with our Manager and other providers to
ensure that costs are appropriate, and to maximise the net return
of our investment strategy. Effective February 2023, we announced a
cap on our management fee rate and a change to the cost sharing
arrangement with the Manager, which combined have saved
shareholders approximately £1.9 million in FY24. |
Aligning shareholder experience to NAV return
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3. Capital allocation: We focus on the allocation of capital
between new investments and distributions to shareholders. To-date
we have had two mechanisms of distributing capital: a progressive
dividend policy (since 2017); and, since October 2022, a long-term
share buyback programme. Since its launch and up to and including 1
May 2024, we have been in the market on more than 115 separate
occasions and have returned £22 million to shareholders through
buybacks. I am proud that we were early movers in taking a
deliberate, long-term approach to buybacks and am pleased with the
execution so far.
Today we are also announcing a new, third component to our
shareholder distributions for FY25 – an opportunistic share buyback
programme. See page 13 for further details. |
4. Effective messaging and shareholder engagement: In recent
quarters we have significantly advanced ICG Enterprise Trust's
communications through clarified messages, a new website, and
enhanced disclosure on the performance of the Portfolio companies.
Today, supported by our recently-announced partnership with Cadarn
Capital, we are meeting with many more current and potential
shareholders. This effort is continuing, and we believe it will
help generate incremental demand for our shares. |
Executed effectively, these four pillars should
ensure that we have an attractive investment Portfolio; a clear NAV
development; an appropriate form of shareholder returns between
capital appreciation, dividend and buybacks; and an increasingly
deep pool of investor interest.
Both the Board and employees of the Manager have
significant interest in this approach succeeding, in aggregate
owning over 250,000 shares in ICG Enterprise Trust.
Dividend FY24
The Board is proposing a final dividend of 9p per share. Together
with the three interim dividends of 8p per share, this will result
in total dividends for the year of 33p per share, representing a
10% increase on the prior year dividends and the eleventh
consecutive year of ordinary dividend per share increases.
Looking ahead – an investment that
deserves wider recognition
I thank all shareholders for your support over the past year. I
have spoken to many of you during the last few months and I am
confident that our long-term investment strategy focused on
generating defensive growth has a meaningful role to play in many
investors’ portfolios.
We support the Bill to amend the regulatory
requirement for cost disclosure as led by Baroness Altmann in the
House of Lords in March this year. These legislative changes would
create greater understanding of the sector and are much needed.
As private ownership of companies continues to
grow in the coming years, ICG Enterprise Trust’s purpose – to make
the private available to the public – will be evermore valid. We
enable you to invest in parts of the economy that you cannot
directly access through public markets. I believe our investment
approach will continue to generate attractive risk-adjusted returns
in the future, and our evergreen capital base combined with our
dedicated investment team and broader support of the ICG network
means we have the financial and human resources needed to execute
successfully.
I look forward to working hard with my Board
colleagues, the Manager and the wider investment community to
further the interests of ICG Enterprise Trust in the coming year
and beyond.
Jane Tufnell
Chair
7 May 2024
MANAGER’S REVIEW
Alternative Performance Measures
The Board and the Manager monitor the financial performance of the
Company on the basis of Alternative Performance Measures (APM),
which are non-IFRS measures. The APM predominantly form the basis
of the financial measures discussed in this review, which the Board
believes assists shareholders in assessing their investment and the
delivery of the investment strategy.
The Company holds certain investments in subsidiary entities.
The substantive difference between APM and IFRS is the treatment of
the assets and liabilities of these subsidiaries. The APM basis
“looks through” these subsidiaries to the underlying assets and
liabilities they hold, and it reports the investments as the
Portfolio APM. Under IFRS, the Company and its subsidiaries are
reported separately. The assets and liabilities of the subsidiaries
are presented on the face of the IFRS balance sheet as a single
carrying value. The same is true for the IFRS and APM basis of the
Cash flow statement.
The following table sets out IFRS metrics and the APM
equivalents:
IFRS (£m) |
31 January 2024 |
31 January 2023 |
APM (£m) |
31 January 2024 |
31 January 2023 |
Investments |
1,296 |
1,349 |
Portfolio |
1,349 |
1,406 |
NAV |
1,283 |
1,301 |
Realisation Proceeds |
171 |
252 |
Cash flows from the sale of portfolio investments |
41 |
32 |
Total Proceeds |
239 |
252 |
Cash flows related to the purchase of portfolio investments |
25 |
62 |
Total New Investment |
137 |
287 |
The Glossary includes definitions for all APM and, where
appropriate, a reconciliation between APM and IFRS.
Our investment strategy
We focus on investing in buyouts of profitable,
cash-generative businesses that exhibit defensive growth
characteristics which we believe support strong and resilient
returns across economic cycles.
We take an active approach to portfolio
construction, with a flexible mandate that enables us to deploy
capital in Primary, Secondary and Direct investments.
Geographically, we focus on the developed markets of North America
and Europe which have deep and mature private equity markets,
supported by a robust corporate governance ecosystem.
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Medium-term target |
Five-year average |
31 January 2024 |
1. Target Portfolio composition 1 |
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Investment category |
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Primary |
~50% |
57% |
53% |
Direct |
~25% |
28% |
29% |
Secondary |
~25% |
15% |
18% |
Geography2 |
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North America |
~50% |
40% |
42% |
Europe (inc. UK) |
~50% |
52% |
51% |
Other |
— |
8% |
7% |
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2. Balance
sheet |
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Net cash/(Net
Debt)3 |
~0% |
(1)% |
(1)% |
1 As a percentage of Portfolio; 2 As a percentage of Portfolio; 3
Net cash/(Net debt) as a percentage of NAV
Note: five year average is the linear average of FY exposures for
FY20 - FY24 |
ICG Enterprise Trust benefits from access to
ICG-managed funds and ICG-managed direct co-investments, which
represented 32% of the Portfolio value at the period end and
generated a 10.9% return on a local currency basis.
The market during FY24 and its impact on ICG
Enterprise Trust2
The private equity buyout market globally saw a
year-on-year decline in the value of investments and realisations
in 2023, down 37% and 44% respectively compared to 2022. This marks
the second consecutive year of reductions, and is the steepest
decline in activity since the Global Financial Crisis. While ICG
Enterprise Trust's business activity did reduce, we continued to be
cashflow positive at the Portfolio level.
Whilst private markets fundraising overall was
down in 2023, global fundraising for buyouts (by value) was up by
18% compared to 2022. However, there was a significant shift
towards larger funds, and as a result the average fund size
increased while the number of funds raised reduced. This meant that
despite a seemingly buoyant market, it remained a difficult
fundraising environment for the vast majority of managers. This
benefits LPs such as ICG Enterprise Trust, with evergreen capital
structures and well-capitalised balance sheets, as we were able to
access the highest quality and most sought-after managers, while
achieving more favourable legal terms. Looking ahead, this will
also improve our opportunity set for both direct and secondary
investments.
From a Portfolio perspective, private market
valuations have continued to show more stability than public
markets, and the market-wide trend of generally realising
investments at uplifts to NAV has continued – a trend that ICG
Enterprise Trust has also observed. This is supported by the strong
operational performance our portfolio companies have reported
during the year.
The combination of lower transaction activity
and higher debt financing costs has meant that we executed on our
investment strategy with elevated levels of caution during FY24. We
had a particular focus on managing our balance sheet
conservatively, and reduced the number of direct investments we
made, preferring to get wider exposure to the market through
primary transactions. In environments such as these, our focus on
investing in companies with defensive growth characteristics
demonstrates its value for shareholders who are looking for
long-term compounding growth.
Performance overview
At 31 January 2024, our Portfolio was valued at
£1,349m, and the Portfolio Return on a Local Currency Basis for the
financial year was 5.9% (FY23: 10.5%), driven by broad-based growth
across Primary, Secondary and Direct Co-investment. The performance
was impacted by a decline in the share price of Chewy (which now
represents 1.4% of our Portfolio), and the impact of the secondary
sale we undertook. Excluding these factors, we estimate the
Portfolio Return on a Local Currency Basis would have been
~8.7%.
During the period, the Portfolio value on a
sterling basis decreased due to FX movements by £39m (-2.7%), and
the Portfolio Return on a Sterling Basis was therefore 3.2%.
As part of our active approach to managing our
Portfolio, we executed a Secondary sale of certain investments that
we expect to generate lower returns in the future than the rest of
the Portfolio and than we expect to achieve from new investments.
The sale generated an attractive net return of 1.8x invested cost,
and gross cash proceeds of £68m that were received in December
2023. It also reduced our undrawn commitments by £9m. The sale was
executed at a discount of 15.9%, which we estimate led to a
reduction in our NAV per Share of approximately 1%.
The net result for shareholders was that ICG
Enterprise Trust generated a NAV per Share Total Return of 2.1%
during FY24, and ended the period with a NAV per Share of
1,909p.
For Q4 the Portfolio Return on a Local Currency
Basis was 1.2% and the NAV per Share Total Return was (2.1)%, with
the latter being negatively impacted by movements in FX as well as
the secondary sale executed during December 2023.
Movement in the Portfolio
£m |
Twelve months to 31 January 2024 |
Twelve months to 31 January 2023 |
Opening
Portfolio1 |
1,406 |
1,172 |
Total New Investments |
137 |
287 |
Total Proceeds |
(239) |
(252) |
Portfolio net cashflow |
(102) |
35 |
Valuation
movement2 |
83 |
123 |
Currency movement |
(39) |
76 |
Closing Portfolio |
1,349 |
1,406 |
% Portfolio growth (local currency) |
5.9% |
10.5% |
%
currency movement |
(2.7)% |
6.5% |
% Portfolio growth (Sterling) |
3.2% |
17.0% |
Impact of net cash/(net
debt) |
(0.3)% |
(0.2)% |
Management fee and other
expenses |
(1.4)% |
(1.5)% |
Co-investment Incentive Scheme
Accrual |
(0.1)% |
(1.2)% |
Impact
of share buybacks and dividend reinvestment |
0.7% |
0.3% |
NAV per Share Total Return |
2.1% |
14.5% |
1 Refer to the Glossary
2 94% of the Portfolio is valued using 31 December 2023 (or later)
valuations (FY23: 93%)
Executing our investment strategy
Commitments
in the financial year |
Total New Investments
in the financial year |
Growth
in the financial year |
Total Proceeds
in the financial year |
Making commitments to funds, which expect to be drawn over 3 to
5 years |
Cash deployments into portfolio companies, either through funds
or directly |
Driving growth and value creation of our portfolio
companies |
Cash realisations of investments in Portfolio companies, plus
Fund Disposals |
£153m
(FY23: £203m) |
£137m
(FY23: £287m) |
£83m
(FY23: £123m) |
£239m
(FY23: £252m) |
Commitments
In an environment where many investors are restricted in their
ability to commit new capital, our evergreen capital structure and
flexible investment mandate enables us to commit through the cycle,
maintaining vintage diversification for our Portfolio and sowing
the seeds for future growth.
During the period we made 12 new fund Commitments totalling
£153m, including £42m to funds managed by ICG, as detailed
below:
Fund |
Manager |
Commitment during the period |
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Local currency |
£m |
ICG Mid-Market II |
ICG |
€25.0m |
£22.0m |
ICG Strategic Equity V |
ICG |
$25.0m |
£20.3m |
New Mountain VII |
New Mountain |
$20.0m |
£16.4m |
Bowmark VII |
Bowmark |
£15.0m |
£15.0m |
Cinven VIII |
Cinven |
€15.0m |
£13.2m |
CVC IX |
CVC |
€15.0m |
£13.0m |
Resolute VI |
TJC |
$15.0m |
£12.0m |
Apax XI |
Apax |
€10.0m |
£8.8m |
Bregal Unter IV |
Bregal |
€10.0m |
£8.7m |
Audax VII |
Audax |
$10.0m |
£8.0m |
Genstar XI |
Genstar |
$10.0m |
£8.0m |
Hellman & Friedman XI |
Hellman & Friedman |
$10.0m |
£8.0m |
At 31 January 2024, ICG Enterprise Trust had outstanding Undrawn
Commitments of £552m.
Movement in outstanding Commitments |
Year to 31 January 2024
£m |
Undrawn Commitments as at 1 February 2023 |
496.7 |
New Fund Commitments |
153.3 |
New Commitments relating to
Co-investments |
24.7 |
Drawdowns |
(136.7) |
Currency and other movements, including repayment of commitments
which can be reinvested |
14.0 |
Undrawn commitments as at 31 January 2024 |
552.0 |
Total Undrawn Commitments at 31 January 2024 were comprised of
£434m of Undrawn Commitments to funds within their Investment
Period, and a further £118m was to funds outside their Investment
Period.
|
31 January 2024
£m |
31 January 2023
£m |
Undrawn Commitments – funds in Investment Period |
434 |
367 |
Undrawn
Commitments – funds outside Investment Period |
118 |
130 |
Total Undrawn Commitments |
552 |
497 |
Total
available liquidity (including debt facility) |
(196) |
(167) |
Overcommitment net of total available
liquidity |
356 |
330 |
Overcommitment % of net asset value |
27.7% |
25.3% |
Commitments are made in the funds' underlying
currencies. The currency split of the undrawn commitments at 31
January 2024 was as follows:
|
31 January 2024 |
31 January 2023 |
Undrawn Commitments |
£m |
% |
£m |
% |
US Dollar |
290 |
52.5% |
254 |
51.1% |
Euro |
236 |
42.7% |
226 |
45.5% |
Sterling |
26 |
4.8% |
17 |
3.4% |
Total |
552 |
100.0% |
497 |
100.0% |
Investment
Total new investments of £137m during the period, of which 15%
(£20.5m) were alongside ICG. New investment by category detailed in
the table below:
Investment Category |
Cost (£m) |
% of New Investments |
Primary |
92 |
67.1% |
Direct |
33 |
23.9% |
Secondary |
12 |
9.0% |
Total |
137 |
100.0% |
During the financial year we made four new Direct Co-investments
for a combined value of £24m. The balance of Direct Co-investments
is comprised of £9m of incremental drawdowns across existing Direct
Co-investments.
The 10 largest new investments in the period
were as follows:
Investment |
Description |
Manager |
Country |
Cost £m1 |
Archer Technologies |
Developer of governance, risk and compliance software |
Cinven |
United States |
11.1 |
Ping Identity |
Provider of intelligent access
management solutions |
Thoma Bravo |
United States |
10.7 |
Atlas Technical
Consultants |
Provider of professional
testing, inspection, engineering, environmental and consulting
services |
GI Partners |
United States |
6.5 |
Big Blue Marble Academy |
Operator of schools |
Leeds Equity |
United States |
3.6 |
PerkinElmer |
Provider of analytical
testing |
New Mountain |
United States |
2.7 |
Independence Products |
Provider of prescribed
infection prevention products |
Graphite |
United Kingdom |
1.5 |
group.ONE |
Provider of web hosting and
domain services |
Cinven |
Sweden |
1.5 |
NovaTaste |
Supplier of ingredients for
the food industry |
PAI |
Austria |
1.5 |
Maxar |
Provider of geospatial
intelligence and satellite manufacturing services |
Advent |
United States |
1.4 |
Envalior |
Provider of engineering materials solutions |
Advent |
Germany |
1.3 |
Top 10 largest underlying new investments |
41.7 |
1 Represents ICG Enterprise Trust's indirect investment (share
of fund cost) plus any direct investments in the period.
Growth
The portfolio grew by £83 million (+5.9%) on a Local Currency Basis
in the 12 months to 31 January 2024.
Growth was reasonably balanced across the Portfolio:
- By investment type, growth was
spread across Primary (+5.3%), Direct (+6.2%) and Secondary
(+7.5%)
- By geography, North America and
Europe experienced similar growth
The growth in the Portfolio is underpinned by
the performance of our Portfolio companies, which delivered robust
financial performance during the period, generating double-digit
revenue and EBITDA growth over the last 12 months and with prudent
leverage.
|
Top 30 |
Enlarged Perimeter |
Portfolio coverage |
38.6% |
67.5% |
Last Twelve Months ('LTM')
revenue growth |
10.1% |
11.6% |
LTM EBITDA growth |
12.8% |
14.2% |
Net Debt /
EBITDA1 |
4.4x |
4.6x |
Enterprise Value /
EBITDA1 |
14.6x |
14.6x |
Note: values are weighted averages for the respective portfolio
segment; see Glossary for definition and calculation
methodology
1 Weighted average metrics exclude Chewy, for which EBITDA multiple
is not an appropriate valuation metric |
Portfolio growth was impacted by a decline in
the share price of Chewy and the impact of the secondary sale we
undertook. Excluding these factors, we estimate the Portfolio
Return on a Local Currency Basis would have been ~8.7%.
Quoted company exposure
We do not actively invest in publicly quoted
companies but gain listed investment exposure when IPOs are used as
a route to exit an investment. In these cases, exit timing
typically lies with the manager with whom we have invested.
At 31 January 2024, ICG Enterprise Trust’s
exposure to quoted companies was valued at £64m, equivalent to 4.8%
of the Portfolio value (FY23: 7.8%). The share price of our largest
listed exposure, Chewy, decreased by 62% in local currency (USD)
during the period. This negatively impacted the Portfolio Return on
a Local Currency Basis by approximately 1.8%.
At 31 January 2024 there was one quoted
investment that individually accounted for 0.5% or more of the
Portfolio value:
Company |
Ticker |
31 January 2024
% of Portfolio value |
Chewy |
CHWY-US |
1.4% |
Other companies |
|
3.4% |
Total |
|
4.8% |
Realisations
During FY24, the ICG Enterprise Trust Portfolio generated
Realisation Proceeds of £171m and Total Proceeds of £239m, with the
latter including £68m gross cash proceeds received in December 2023
from the secondary sale of certain investments. The sale was
executed at a discount of 15.9% (impacting NAV per Share by
approximately (1)%), and generated an attractive net return of 1.8x
invested cost.
Realisation activity during the period included 38 Full Exits
that generated Realisation Proceeds of £101m. These were completed
at a weighted average Uplift to Carrying Value of 29.5% and
weighted average Multiple to Cost of 3.5x.
The 10 largest realisations in the period, which represent 45%
of Realisation Proceeds, are set out in the table below:
Investment |
Manager |
Description |
Country |
Proceeds £m |
Endeavor Schools |
Leeds Equity |
Provider of paid private schooling |
United States |
32.8 |
WCT |
T JC |
Provider of clinical research
services |
United States |
12.5 |
Signify Health |
New Mountain |
Provider of technology enabled
healthcare payor services |
United States |
8.3 |
Breitling |
CVC |
Manufacturer of luxury
watches |
Switzerland |
3.6 |
Mercer Advisors |
Oak Hill |
Provider of wealth management
services |
United States |
3.5 |
GoodLife Foods |
Egeria |
Producer of frozen snacks |
Netherlands |
3.2 |
Creative Artists Agency |
ICG |
Provider of talent management
services |
United States |
3.1 |
Ask4 |
Bowmark |
Provider of internet service
specialising in student accommodation |
United Kingdom |
3.1 |
Messer Industries |
CVC |
Supplier and Manufacturer of
industrial gases |
Germany |
3.0 |
SERB |
Charterhouse |
Manufacturer of specialty pharmaceuticals |
Belgium |
2.9 |
Total of 10 largest underlying realisations |
|
76.1 |
Balance sheet and liquidity
Net assets at 31 January 2024 were £1,283m,
equal to 1,909p per share.
At 31 January 2024, the drawn debt was £20.0m
(31 January 2023: £65.4m), resulting in a net debt position of
£8.8m. At 31 January 2024, the Portfolio represented 105.1% of net
assets (31 January 2023: 108.1%).
|
£m |
% of net assets |
Portfolio |
1,349 |
105.1% |
Cash |
11 |
0.9% |
Drawn debt |
(20) |
(1.6%) |
Co-investment Incentive Scheme
Accrual |
(54) |
(4.2%) |
Other
net current liabilities |
(3) |
(0.3%) |
Net assets |
1,283 |
100.0% |
Our objective is to be fully invested through
the cycle, while ensuring that we have sufficient financial
resources to be able to take advantage of attractive investment
opportunities as they arise. Drawdowns of commitments are funded
from Total Proceeds and, where appropriate, the debt facility.
At 31 January 2024 ICG Enterprise Trust had a
cash balance of £11.2m (31 January 2023: £20.7m) and total
available liquidity of £195.9m (31 January 2023: £167.0m).
|
£m |
Cash at 31 January 2023 |
21 |
Total Proceeds |
239 |
New investments |
(137) |
Debt drawn down |
(45) |
Shareholder returns |
(35) |
Management fees |
(16) |
FX and
other expenses |
(16) |
Cash at 31 January 2024 |
11 |
Available undrawn debt facilities |
185 |
Total available liquidity |
196 |
Dividend and share buyback
ICG Enterprise Trust has a progressive dividend policy alongside a
long-term share buyback programme to return capital to
shareholders.
The Board has declared a dividend of 9p per
share in respect of the fourth quarter, taking total dividends for
the period to 33p (FY23: 30p), which represents an increase of 10%
on the previous financial year.
In October 2022 the Board announced the
introduction of a long-term share buyback programme, which may be
executed at any discount to NAV. Details of share repurchases made
under this programme are provided below:
Buyback activity summary |
FY241 |
Since 19 October
20222 |
Number of shares purchased |
1,140,708 |
1,922,188 |
Aggregate consideration3 |
£13.1m |
£22.2m |
Weighted average discount to last reported NAV |
39.5% |
39.6% |
1 Based on
company-issued announcements / date of purchase, rather than date
of settlement
2 Being the date the long-term share buyback programme
was announced, up to and including 1 May 2024
3 Aggregate consideration excludes commission, PTM and SDRT |
The Board believes the long-term share buyback
programme demonstrates the Manager’s discipline around capital
allocation; underlines the Board’s confidence in the long-term
prospects of the Company, its cashflows and NAV; will enhance the
NAV per Share; and, over time, may positively influence the
volatility of the Company’s discount and its trading liquidity.
Both the progressive dividend policy and the
long-term share buyback programme are being maintained.
In addition, today the Board is announcing an
opportunistic share buyback programme for FY25 of up to £25m. This
will enable us to take advantage of current trading levels, when
the ability to purchase shares in meaningful size at a significant
discount presents itself. In announcing this programme the Board is
seeking to balance the potential for immediate and visible NAV per
Share accretion, with the longer-term potentially higher returns of
new investments. The size of the opportunistic share buyback
programme will be subject to a number of considerations, including
the availability of shares and our cashflow experience and
expectations.
The Board retains absolute discretion as to the
execution, pricing and timing of any share buybacks, subject to the
conditions set out in the authority to execute share buybacks
approved at the Company's 2023 Annual General Meeting. Any shares
repurchased by the Company will be held in treasury.
Foreign exchange rates
The details of relevant foreign exchange rates applied in this
report are provided in the table below:
|
Average rate in the twelve months to |
|
|
Average rate for FY24 |
Average rate for FY23 |
31 January 2024 year end |
31 January 2023 year end |
GBP:EUR |
1.1526 |
1.1341 |
1.1729 |
1.1375 |
GBP:USD |
1.2479 |
1.2320 |
1.2688 |
1.2337 |
EUR:USD |
1.0827 |
1.0863 |
1.0818 |
1.0840 |
Activity since the period end
Notable activity between 1 February 2024 and 31 March 2024 has
included:
- Two new fund commitments for a
combined value of £31.7m
- New investments of £11.9m
- Realisation Proceeds of £21.9m
From 1 February 2024 up to and including 1 May 2024, £7.0m
shares were bought back at a weighted average discount to NAV of
39.7%.
ICG Private Equity Fund Investments
Team
7 May 2024
SUPPLEMENTARY INFORMATION
This section presents supplementary information regarding the
Portfolio (see Manager’s Review and the Glossary for further
details and definitions).
Portfolio composition
Portfolio by calendar
year of investment |
% of value of underlying investments
31 January 2024 |
% of value of underlying investments
31 January 2023 |
2023 |
6.9% |
—% |
2022 |
18.7% |
19.6% |
2021 |
27.9% |
25.1% |
2020 |
11.4% |
10.3% |
2019 |
12.4% |
12.0% |
2018 |
10.5% |
12.0% |
2017 |
4.2% |
6.7% |
2016 and older |
8.0% |
14.3% |
Total |
100.0% |
100.0% |
Portfolio by sector |
% of value of underlying investments
31 January 2024 |
% of value of underlying investments
31 January 2023 |
TMT |
25.3% |
22.5% |
Consumer goods and
services |
17.5% |
20.9% |
Healthcare |
11.3% |
13.3% |
Business services |
13.1% |
12.6% |
Industrials |
7.9% |
8.4% |
Education |
5.7% |
7.0% |
Financials |
7.4% |
5.0% |
Leisure |
7.3% |
3.9% |
Other |
4.5% |
6.4% |
Total |
100.0% |
100.0% |
Portfolio by fund currency1 |
31 January 2024
£m |
31 January 2024
% |
31 January 2023
£m |
31 January 2023
% |
US Dollar |
674 |
49.9% |
690 |
43.4% |
Euro |
555 |
41.2% |
603 |
47.6% |
Sterling |
120 |
8.9% |
113 |
9.0% |
Total |
1,349 |
100.0% |
1,406 |
100.0% |
1 Currency
exposure by reference to the reporting currency of each fund . |
Portfolio Dashboard
The tables below provide disclosure on the
composition and dispersion of financial and operational performance
for the Top 30 and the Enlarged Perimeter. At 31 January 2024, the
Top 30 Companies represented 38.6% of the Portfolio by value and
the Enlarged Perimeter represented 67.5% of total Portfolio value.
This information is prepared on a value-weighted basis, based on
contribution to Portfolio value at 31 January 2024. Datasets for
Top 30 companies and ‘Enlarged perimeter’ are not distinct and will
have some overlap.
|
% of value at 31 January 2024 |
Sector exposure |
Top 30 |
Enlarged Perimeter |
TMT |
27.4% |
22.9% |
Business services |
17.2% |
15.1% |
Consumer goods and
services |
15.8% |
16.4% |
Industrials |
15.2% |
10.5% |
Healthcare |
8.1% |
11.2% |
Education |
6.9% |
6.7% |
Leisure |
6.8% |
7.9% |
Financials |
2.5% |
4.8% |
Other |
—% |
4.4% |
Total |
100.0% |
100.0% |
|
% of value at 31 January 2024 |
Geographic exposure1 |
Top 30 |
Enlarged Perimeter |
North America |
41.5% |
43.7% |
Europe |
51.1% |
51.5% |
Other |
7.4% |
4.8% |
Total |
100.0% |
100.0% |
1 Geographic exposure is calculated by reference to the location of
the headquarters of the underlying Portfolio companies |
|
|
% of value at 31 January 2024 |
LTM revenue growth |
Top 30 |
Enlarged Perimeter |
<0% |
11.3% |
15.1% |
0-10% |
48.0% |
39.1% |
10-20% |
23.3% |
24.5% |
20-30% |
8.6% |
9.9% |
>30% |
3.9% |
7.7% |
n.a.1 |
5.1% |
3.7% |
Weighted average |
10.1% |
11.6% |
Note: for consistency, any excluded investments are excluded for
all dispersion analysis.
1 n.a. within Top 30 represents PetSmart, for which EBITDA multiple
is not an appropriate valuation metric. |
|
|
% of value at 31 January 2024 |
LTM EBITDA growth |
Top 30 |
Enlarged Perimeter |
<0% |
18.2% |
22.5% |
0-10% |
23.4% |
21.7% |
10-20% |
35.4% |
25.5% |
20-30% |
12.3% |
12.7% |
>30% |
5.7% |
13.0% |
n.a1 |
5.1% |
4.6% |
Weighted average |
12.8% |
14.2% |
Note: for consistency, any excluded investments are excluded for
all dispersion analysis.
1 n.a. within Top 30 represents PetSmart, for which EBITDA multiple
is not an appropriate valuation metric. |
|
|
% of value at 31 January 2024 |
EV/EBITDA multiple |
Top 30 |
Enlarged Perimeter |
0-10x |
9.8% |
12.1% |
10-12x |
29.6% |
22.7% |
12-13x |
2.8% |
5.9% |
13-15x |
14.0% |
16.7% |
15-17x |
20.8% |
17.0% |
17-20x |
12.2% |
11.1% |
>20x |
5.8% |
8.8% |
n.a.1 |
5.1% |
5.7% |
Weighted average |
14.6x |
14.6x |
Note: for consistency, any excluded investments are excluded for
all dispersion analysis.
1 n.a. within Top 30 represents PetSmart, for which EBITDA multiple
is not an appropriate valuation metric. |
|
|
% of value at 31 January 2024 |
Net Debt / EBITDA |
Top 30 |
Enlarged Perimeter |
<2x |
22.5% |
15.4% |
2-4x |
9.3% |
18.3% |
4-5x |
15.9% |
16.4% |
5-6x |
24.7% |
20.5% |
6-7x |
2.9% |
6.4% |
>7x |
19.7% |
16.5% |
n.a.1 |
5.1% |
6.4% |
Weighted average |
4.4x |
4.6x |
Note: for consistency, any excluded investments are excluded for
all dispersion analysis.
1 n.a. within Top 30 represents PetSmart, for which EBITDA multiple
is not an appropriate valuation metric. |
Top 30 companies
The table below presents the 30 companies in which ICG Enterprise
Trust had the largest investments by value at 31 January 2024. The
valuations are gross of underlying managers fees and carried
interest.
|
Company |
Manager |
Year of
investment |
Country |
Value
as a % of Portfolio |
1 |
Minimax |
|
|
|
|
|
Supplier of fire protection
systems and services |
ICG |
2018 |
Germany |
3.4% |
2 |
Froneri |
|
|
|
|
|
Manufacturer and distributor of
ice cream products |
PAI |
2013 / 2019 |
United Kingdom |
2.4% |
3 |
Leaf Home
Solutions |
|
|
|
|
|
Provider of home maintenance
services |
Gridiron |
2016 |
United States |
1.8% |
4 |
European Camping
Group |
|
|
|
|
|
Operator of premium campsites and
holiday parks |
PAI |
2021 / 2023 |
France |
1.6% |
5 |
Newton |
|
|
|
|
|
Provider of management consulting
services |
ICG |
2021 / 2022 |
United Kingdom |
1.5% |
6 |
Yudo |
|
|
|
|
|
Designer and manufacturer of hot
runner systems |
ICG |
2017 / 2018 |
South Korea |
1.5% |
7 |
PSB Academy |
|
|
|
|
|
Provider of private tertiary
education |
ICG |
2018 |
Singapore |
1.4% |
8 |
Chewy |
|
|
|
|
|
Retailer of pet products and
services |
BC Partners |
2014 / 2015 |
United States |
1.4% |
9 |
Circana |
|
|
|
|
|
Provider of mission-critical data
and predictive analytics to consumer goods manufacturers |
New Mountain |
2022 |
United States |
1.4% |
10 |
Curium
Pharma |
|
|
|
|
|
Supplier of nuclear medicine
diagnostic pharmaceuticals |
ICG |
2020 |
United Kingdom |
1.3% |
11 |
Precisely |
|
|
|
|
|
Provider of enterprise
software |
Clearlake
ICG |
2021 / 2022 |
United States |
1.3% |
12 |
Visma |
|
|
|
|
|
Provider of business management
software and outsourcing services |
HgCapital
ICG |
2017 / 2020 |
Norway |
1.3% |
13 |
Ambassador Theatre
Group |
|
|
|
|
|
Operator of theatres and
ticketing platforms |
ICG |
2021 |
United Kingdom |
1.3% |
14 |
Crucial
Learning |
|
|
|
|
|
Provider of corporate training
courses focused on communication skills and leadership
development |
Leeds Equity |
2019 |
United States |
1.3% |
15 |
Domus |
|
|
|
|
|
Operator of retirement homes |
ICG |
2017 / 2021 |
France |
1.2% |
16 |
Davies
Group |
|
|
|
|
|
Provider of specialty business
process outsourcing services |
BC Partners |
2021 |
United Kingdom |
1.1% |
17 |
Ivanti |
|
|
|
|
|
Provider of IT management
solutions |
Charlesbank
ICG |
2021 |
United States |
1.1% |
18 |
David Lloyd
Leisure |
|
|
|
|
|
Operator of premium health
clubs |
TDR |
2013 / 2020 |
United Kingdom |
1.1% |
19 |
AML
RightSource |
|
|
|
|
|
Provider of compliance and
regulatory services and solutions |
Gridiron |
2020 |
United States |
1.1% |
20 |
Class
Valuation |
|
|
|
|
|
Provider of residential mortgage
appraisal management services |
Gridiron |
2021 |
United States |
1.1% |
21 |
Planet
Payment |
|
|
|
|
|
Provider of integrated payments
services focused on hospitality and luxury retail |
Advent
Eurazeo
ICG |
2021 |
Ireland |
1.1% |
22 |
ECA Group |
|
|
|
|
|
Provider of autonomous systems
for the aerospace and maritime sectors |
ICG |
2022 |
France |
1.1% |
23 |
Vistage |
|
|
|
|
|
Provider of CEO leadership and
coaching for small and mid-size businesses in the US |
Gridiron
ICG |
2022 |
United States |
1.0% |
24 |
VettaFi |
|
|
|
|
|
Provider of master limited
partnerships ("MLP") indices |
ICG |
2018 |
United States |
1.0% |
25 |
DigiCert |
|
|
|
|
|
Provider of enterprise security
solutions |
ICG |
2021 |
United States |
1.0% |
26 |
KronosNet |
|
|
|
|
|
Provider of tech-enabled customer
engagement and business solutions |
ICG |
2022 |
Spain |
0.9% |
27 |
Brooks
Automation |
|
|
|
|
|
Provider of semiconductor
manufacturing solutions |
THL |
2021 / 2022 |
United States |
0.9% |
28 |
Ping
Identity |
|
|
|
|
|
Provider of intelligent access
management solutions |
Thoma Bravo |
2022 / 2023 |
United States |
0.7% |
29 |
AMEOS Group |
|
|
|
|
|
Operator of private
hospitals |
ICG |
2021 |
Switzerland |
0.7% |
30 |
Archer
Technologies |
|
|
|
|
|
Developer of governance, risk and compliance software intended for
risk management |
Cinven |
2023 |
United States |
0.7% |
|
Total of the 30 largest underlying
investments |
|
|
|
38.6% |
The 30 largest fund investments
The table below presents the 30 largest fund investments by value
at 31 January 2024. The valuations are net of underlying managers’
fees and carried interest.
|
Fund |
Year of commitment |
Value £m |
Outstanding commitment £m |
1 |
ICG Strategic Equities Fund III |
|
|
|
|
GP-led secondary
transactions |
2018 |
39.4 |
10.9 |
2 |
ICG Europe
VII |
|
|
|
|
Mezzanine and equity in
mid-market buyouts |
2018 |
35.0 |
6.5 |
3 |
PAI Strategic
Partnerships ** |
|
|
|
|
Mid-market and large buyouts |
2019 |
30.6 |
0.3 |
4 |
Gridiron Capital Fund
III |
|
|
|
|
Mid-market buyouts |
2016 |
28.9 |
4.1 |
5 |
CVC European Equity
Partners VII |
|
|
|
|
Large buyouts |
2017 |
28.4 |
1.1 |
6 |
ICG Strategic Equities
Fund IV |
|
|
|
|
GP-led secondary
transactions |
2021 |
28.0 |
10.4 |
7 |
Graphite Capital Partners
VIII * |
|
|
|
|
Mid-market buyouts |
2013 |
27.4 |
2.2 |
8 |
Gridiron Capital Fund
IV |
|
|
|
|
Mid-market buyouts |
2019 |
25.2 |
0.7 |
9 |
PAI Europe
VII |
|
|
|
|
Mid-market and large buyouts |
2017 |
24.6 |
2.9 |
10 |
ICG Ludgate Hill (Feeder
B) SCSp |
|
|
|
|
Secondary portfolio |
2021 |
24.4 |
13.9 |
11 |
ICG LP Secondaries Fund I
LP |
|
|
|
|
LP-led secondary
transactions |
2022 |
22.0 |
34.8 |
12 |
Resolute IV |
|
|
|
|
Mid-market buyouts |
2018 |
21.6 |
1.0 |
13 |
ICG Ludgate Hill
III |
|
|
|
|
Secondary portfolio |
2022 |
21.1 |
4.7 |
14 |
Oak Hill V |
|
|
|
|
Mid-market buyouts |
2019 |
17.7 |
0.9 |
15 |
Sixth Cinven
Fund |
|
|
|
|
Large buyouts |
2016 |
17.2 |
1.6 |
16 |
Seventh
Cinven |
|
|
|
|
Large buyouts |
2019 |
17.2 |
2.9 |
17 |
Advent Global Private
Equity IX |
|
|
|
|
Large buyouts |
2019 |
16.9 |
0.8 |
18 |
AEA VII |
|
|
|
|
Mid-market buyouts |
2019 |
16.5 |
0.5 |
19 |
Graphite Capital Partners
IX |
|
|
|
|
Mid-market buyouts |
2018 |
15.9 |
4.5 |
20 |
New Mountain Partners
V |
|
|
|
|
Mid-market buyouts |
2017 |
15.9 |
1.2 |
21 |
Resolute V |
|
|
|
|
Mid-market buy-outs |
2021 |
15.8 |
0.9 |
22 |
ICG Augusta Partners
Co-Investor ** |
|
|
|
|
Secondary fund
restructurings |
2018 |
15.5 |
17.4 |
23 |
BC European Capital
X |
|
|
|
|
Large buyouts |
2016 |
14.9 |
1.4 |
24 |
ICG Ludgate Hill (Feeder)
II Boston SCSp |
|
|
|
|
Secondary portfolio |
2022 |
14.7 |
5.3 |
25 |
ICG Europe Mid-Market
Fund |
|
|
|
|
Mezzanine and equity in
mid-market buyouts |
2019 |
13.8 |
5.5 |
26 |
Permira VII |
|
|
|
|
Large buyouts |
2019 |
13.7 |
1.5 |
27 |
Investindustrial
VII |
|
|
|
|
Mid-market buyouts |
2019 |
13.2 |
4.2 |
28 |
Permira V
** |
|
|
|
|
Large buyouts |
2013 |
12.8 |
0.4 |
29 |
Tailwind Capital Partners
III |
|
|
|
|
Mid-market buyouts |
2018 |
11.9 |
1.5 |
30 |
Bowmark Capital Partners
VI |
|
|
|
|
Mid-market buyouts |
2018 |
11.6 |
1.4 |
|
Total of the largest 30 fund investments |
|
611.8 |
145.2 |
|
Percentage of total investment Portfolio |
|
45.3% |
|
*All or part of interest acquired through a
secondary sale.
**Includes the associated Top Up funds.
HOW WE MANAGE RISK
Identifying and evaluating the strategic, financial and
operational impact of our key risks
The execution of the Company’s investment strategy is subject to
a variety of risks and uncertainties, and the Board and Manager
have identified several principal risks to the Company’s business.
As part of this process, the Board has put in place an ongoing
process to identify, assess and monitor the principal and emerging
risks facing the Company, including those that would threaten its
business model, future performance, solvency or liquidity.
RISK MANAGEMENT FRAMEWORK
The Board is responsible for risk management and
determining the Company’s overall risk appetite. The Audit
Committee assesses and monitors the risk management framework and
specifically reviews the controls and assurance programmes in
place.
PRINCIPAL RISKS
The Company’s principal risks are individual
risks, or a combination of risks, that could threaten the Company’s
business model, future performance, solvency or liquidity.
Details of the Company’s principal risks,
potential impact, controls and mitigating factors are set out on
pages 23 to 27.
OTHER RISKS
Other risks, including reputational risk, are
potential outcomes of the principal risks materialising. These
risks are actively managed and mitigated as part of the wider risk
management framework of the Company and the Manager.
EMERGING RISKS
Emerging risks are considered by the Board and
are regularly assessed to identify any potential impact on the
Company and to determine whether any actions are required. Emerging
risks often include those related to regulatory/legislative change
and macro-economic and political change.
The Company depends upon the experience, skill
and reputation of the employees of the Manager. The Manager’s
ability to retain the service of these individuals, who are not
obligated to remain employed by the Manager, and recruit
successfully, is a significant factor in the success of the
Company.
PRINCIPAL RISKS AND
UNCERTAINTIES
The Company considers its principal risks (as
well as several underlying risks comprising each principal risk) in
four categories:
- Investment risks: the risk to
performance resulting from ineffective or inappropriate investment
selection, execution or monitoring.
- External risks: the risk of failing to deliver the Company’s
investment objective and strategic goals due to external factors
beyond the Company’s control.
- Operational risks: the risk of loss resulting from inadequate
or failed internal processes, people or systems and external event,
including regulatory risk.
- Financial risks: the risk of adverse impact on the Company due
to having insufficient resources to meet its obligations or
counterparty failure and the impact any material movement in
foreign exchange rates may have on underlying valuations.
RISK ASSESSMENT PROCESS
A comprehensive risk assessment process is
undertaken regularly to re-evaluate the impact and probability of
each risk materialising and the strategic, financial and
operational impact of the risk. Where the residual risk is
determined to be outside appetite, appropriate action is taken.
Further information on risk factors is set out within the financial
statements.
Risk appetite and tolerance
The Board acknowledges and recognises that in
the normal course of business, the Company is exposed to risk and
it is willing to accept a certain level of risk in managing the
business to achieve its targeted returns. The Board’s risk appetite
framework provides a basis for the ongoing monitoring of risks and
enables dialogue with respect to the Company’s current and evolving
risk profile, allowing strategic and financial decisions to be made
on an informed basis.
The Board considers several factors to determine
its acceptance for each principal risk and categorises acceptance
for each risk as low, moderate and high. Where a risk is
approaching or is outside the tolerance set, the Board will
consider the appropriateness of actions being taken to manage the
risk. In particular, the Board has a lower tolerance for financing
risk with the aim to ensure that even under a stress scenario, the
Company is likely to meet its funding requirements and financial
obligations. Similarly, the Board has a low risk tolerance
concerning operational risks including legal, tax and regulatory
compliance and business process and continuity risk.
How we manage and mitigate our key risks
RISK |
IMPACT |
MITIGATION |
CHANGE IN THE YEAR |
INVESTMENT RISKS |
|
|
|
INVESTMENT PERFORMANCE
The Manager selects the fund investments and direct investments for
the Company’s Portfolio, executing the investment strategy approved
by the Board. The underlying managers of those funds in turn select
individual investee companies. The origination, investment
selection and management capabilities of both the Manager and the
third-party managers are key to the performance of the
Company. |
Poor origination, investment selection and monitoring by the
Manager and/or third-party managers which may have a negative
impact on Portfolio performance. |
The Manager has a strong track record of investing in private
equity through multiple economic cycles. The Manager has a highly
selective investment approach and disciplined process, which is
overseen by ICG Enterprise Trust’s Investment Committee within the
Manager, which comprises a balance of skills and perspectives.
Further, the Company’s Portfolio is diversified, reducing the
likelihood of a single investment decision impacting Portfolio
performance. |
Stable
The Board is responsible for ensuring that the investment policy is
met. The day-to-day management of the Company’s assets is delegated
to the Manager under investment guidelines determined by the Board.
The Board regularly reviews these guidelines to ensure they remain
appropriate and monitors compliance with the guidelines through
regular reports from the Manager, including performance reporting.
The Board also reviews the investment strategy at least
annually.
Following this assessment and other considerations, the Board
concluded that performance risk has remained stable during the
year. |
VALUATION
In valuing its investments in private equity funds and unquoted
companies and publishing its NAV, the Company relies to a
significant extent on the accuracy of financial and other
information provided by the underlying managers to the Manager.
There is the potential for inconsistency in the valuation methods
adopted by the managers of these funds and companies and for
valuations to be misstated. |
Incorrect valuations being provided would lead to an incorrect
overall NAV. |
The Manager carries out a formal valuation process involving a
quarterly review of third-party valuations.
This includes a comparison of unaudited valuations to latest
audited reports, as well as a review of any potential adjustments
that are required to ensure the valuation of the underlying
investments are in accordance with the fair market value principles
required under International Financial Reporting Standards
(‘IFRS’). |
Stable
The Board regularly reviews and discusses the valuation process in
detail with the Manager, including the sources of valuation
information and methodologies used.
Following this assessment and other considerations, the Board
concluded that there was no material change in valuation risk
during the year. |
EXTERNAL RISKS |
|
|
|
POLITICAL AND MACRO-ECONOMIC UNCERTAINTY
Political and macro-economic uncertainty and other global events,
such as pandemics, that are outside the Company’s control could
adversely impact the environment in which the Company and its
investment portfolio companies operate. |
Changes in the political or macro-economic environment could
significantly affect the performance of existing investments (and
valuations) and prospects for realisations.
In addition, they could impact the number of credible investment
opportunities the Company can originate. |
The Manager uses a range of complementary approaches to inform
strategic planning and risk mitigation, including active investment
management, profitability and balance sheet scenario planning and
stress testing to ensure resilience across a range of outcomes.
The process is supported by a dedicated in-house economist and
professional advisers where appropriate. |
Increasing
The Board monitors and reviews the potential impact on the Company
from political and economic developments on an ongoing basis,
including input and discussions with the Manager.
Incorporating these views and other considerations, the Board
concluded that there was an increase in political and
macro-economic uncertainty risk as a result of the political
uncertainty. |
CLIMATE CHANGE
The underlying managers of the fund investments and direct
investments in the Company’s Portfolio fail to ensure that their
portfolio companies respond
to the emerging threats from climate change. |
Climate-related transition risks, driven in particular by abrupt
shifts in the political and technological landscape, impact the
value of the Company’s Portfolio. |
The Manager has a well-defined, firm-wide Responsible Investing
Policy and ESG framework in place.
A tailored ESG framework applies across all stages of the Company’s
investment process. This includes ongoing monitoring of the
underlying manager’s ESG reporting. |
Stable
The Board monitors and reviews the potential impact to the Company
from failures by underlying managers to mitigate the impact of
climate change on portfolio company valuation.
During the year the Board received reports on the implementation of
the Manager’s Responsible Investing Policy. |
THE LISTED PRIVATE EQUITY SECTOR
The listed private equity sector could fall out of favour with
investors leading to a reduction in demand for the Company’s
shares. |
A change in sentiment to the sector has the potential to damage the
Company’s reputation and impact the performance of the Company’s
share price and widen the discount the shares trade at relative to
NAV per Share, causing shareholder dissatisfaction. |
Private equity continues to outperform public markets over the long
term and has proved to be an attractive asset class through various
cycles. The Manager is active in marketing the Company’s shares to
a wide variety of investors to ensure the market is informed about
the Company’s performance and investment proposition.
In setting the capital allocation policy, including the allocations
to dividends and share buy backs, the Board monitors the discount
to NAV and considers appropriate solutions to address any ongoing
or substantial discount to NAV. |
Stable
The risk is elevated due to the wide discount to NAV, but has
remained stable through the reporting period.
The Board receives regular updates from the Company’s broker and is
kept informed of all material discussions with investors and
analysts. |
FOREIGN EXCHANGE
The Company has continued to expand its geographic diversity by
making investments in different countries. Accordingly, most
investments are denominated in US dollars, euros and currencies
other than sterling. |
At present, the Company does not hedge its foreign exchange
exposure. Therefore, movements in exchange rates between these
currencies may have a material effect on the underlying valuations
of the investments and performance of the Company. |
The Board regularly reviews the Company’s exposure to currency risk
and reconsiders possible hedging strategies on at least an annual
basis.
Furthermore, the Company’s multicurrency bank facility permits the
borrowings to be drawn in euros and US dollars, if required. |
Stable
The Board reviewed the Company’s exposure to currency risk and
possible hedging strategies and concluded that there was no
material change in foreign exchange risk during the year and that
it remains appropriate for the Company not to hedge its foreign
exchange exposure. |
OPERATIONAL RISKS |
|
|
|
REGULATORY, LEGAL AND TAX COMPLIANCE
Failure by the Manager to comply with relevant regulation and
legislation could have an adverse impact on the Company.
Additionally, adherence to changes in the legal, regulatory and tax
framework applicable to the Manager could become onerous, lessening
competitive or market opportunities. |
The failure of the Manager and the Company to comply with the rules
of professional conduct and relevant laws and regulations could
expose the Company to regulatory sanction and penalties as well as
significant damage to its reputation. |
The Board is responsible for ensuring the Company’s compliance with
all applicable regulatory, legal and tax requirements. Monitoring
of this compliance has been delegated to the Manager, of which the
in-house Legal, Compliance and Risk functions provide regular
updates to the Board covering relevant changes to regulation and
legislation.
The Board and the Manager continually monitor regulatory,
legislative and tax developments to ensure early engagement in any
areas of potential change. |
Stable
The Company remains responsive to a wide range of developing
regulatory areas; and will continue to enhance its processes and
controls in order to remain compliant with current and expected
legislation. |
KEY PROFESSIONALS
Loss of key professionals at the Manager could impair the Company’s
ability to deliver its investment strategy and meet its external
obligations if replacements are not found in a timely manner. |
If the Manager’s team is not able to deliver its objectives,
investment opportunities could be missed or misevaluated, while
existing investment performance may suffer. |
The Manager regularly updates the Board on team developments and
succession planning. The Manager places significant focus on:
- Developing key
individuals to ensure that there is a pipeline of potential
succession candidates internally. External appointments are
considered if that best satisfies the business needs.
- A team-based
approach to investment decision making i.e. no one investment
professional has sole responsibility for an investment or fund
manager relationship.
- Sharing insights
and knowledge widely across the investment team, including
discussing all potential new investments and the overall
performance of the Portfolio.
-
Designing and implementing a compensation policy that helps to
minimise turnover of key people.
|
Stable
The Board reviewed the Company’s exposure to people risk and
concluded that the Manager continues to operate sustainable
succession, competitive remuneration and retention plans.
The Board believes that the risk in respect of people remains
stable. |
CYBER SECURITY
The Company is dependent on effective information technology
systems at both the Manager and Administrator. These systems
support key business functions and are an important means of
securing data and sensitive information. |
The failure of the Manager and Administrator to deliver an
appropriate cyber security platform for critical technology systems
could result in unauthorised access by malicious third parties,
breaching the confidentiality, integrity and availability of
Company data, negatively impacting the Company’s reputation. |
Application of the Manager’s and Administrator’s cyber security
policies is supported by a governance structure and a risk
framework that allow for the identification, control and mitigation
of technology risks. The effectiveness of the framework is
periodically assessed.
Additionally, the Manager’s and Administrator’s technology
environments are continually maintained and subject to regular
testing, such as penetration testing, vulnerability scans and patch
management. |
Stable
The Board carries out a formal annual assessment (supported by the
Manager’s internal audit function) of the Manager’s internal
controls and risk management systems.
Following this review and other considerations, the Board concluded
that cyber security risk remained stable during the year. |
THE MANAGER AND THIRD-PARTY PROVIDERS (INCLUDING BUSINESS PROCESSES
AND CONTINUITY)
The Company is dependent on third parties for the provision of
services and systems, especially those of the Manager, the
Administrator and the Depositary. |
Failure by a third-party provider to deliver services in accordance
with its contractual obligations could disrupt or compromise the
functioning of the Company. A material loss of service could result
in, among other things, an inability to perform business critical
functions, financial loss, legal liability, regulatory censure and
reputational damage. |
The performance of the Manager, the Administrator, the Depositary
and other third-party providers is subject to regular review and
reported to the Board.
The Manager, the Administrator and the Depositary produce internal
control reports to provide assurance regarding the effective
operation of internal controls. These reports are provided to the
Audit Committee for review. The Committee would seek further
representations from service providers if not satisfied with the
effectiveness of their control environment.
The Audit Committee formally assesses the internal controls of the
Manager, the Administrator and Depositary on an annual basis to
ensure adequate controls are in place.
The assessment in respect of the current year is discussed in the
Report of the Audit Committee within the Annual Report.
The Management Agreement and agreements with other third-party
service providers are subject to notice periods that are designed
to provide the Board with adequate time to put in place alternative
arrangements. |
Stable
The Board carries out a formal annual assessment (supported by the
Manager’s internal audit function) of the Manager’s internal
controls and risk management systems.
The Board also received regular reporting from the Manager and
other third parties.
Following this review and other considerations, the Board concluded
that there was no material change in the Manager and other
third-party advisers’ risk during the year. |
FINANCIAL RISKS |
|
|
|
FINANCING
The Company has outstanding commitments to private equity funds in
excess of total liquidity that may be drawn down at any time. The
ability to fund this difference is dependent on receiving cash
proceeds from investments (the timing of which are unpredictable)
and the availability of financing facilities. |
If the Company encountered difficulties in meeting its outstanding
commitments, there would be significant reputational damage as well
as risk of damages being claimed from managers and other
counterparties. |
The Manager monitors the Company’s liquidity, overcommitment ratio
and covenants on a frequent basis, and undertakes cash flow
monitoring, and provides regular updates on these activities to the
Board. |
Stable
The Board reviewed the Company’s exposure to financing risk, noting
the term of the new financing facility, and concluded that this
risk had stabilised. |
Audited Financial Statements for the year ended 31
January 2024
INCOME STATEMENT
Year to 31 January 2024 |
Year to 31 January 2023 |
|
Notes |
Revenue
return
£’000 |
Capital return
£’000 |
Total
£’000 |
Revenue
return
£’000 |
Capital return
£’000 |
Total
£’000 |
Investment returns |
|
|
|
|
|
|
|
Income, gains and losses on
investments |
2,10 |
2,365 |
39,369 |
41,734 |
2,224 |
185,201 |
187,425 |
Deposit interest |
2 |
405 |
— |
405 |
1 |
— |
1 |
Other income |
2 |
104 |
— |
104 |
46 |
— |
46 |
Foreign
exchange gains and losses |
|
— |
1,193 |
1,193 |
— |
337 |
337 |
|
|
2,874 |
40,562 |
43,436 |
2,271 |
185,538 |
187,809 |
Expenses |
|
|
|
|
|
|
|
Investment management
charges |
3 |
(1,615) |
(14,533) |
(16,148) |
(1,701) |
(15,312) |
(17,013) |
Other
expenses including finance costs |
4 |
(2,520) |
(7,402) |
(9,922) |
(2,387) |
(3,884) |
(6,271) |
|
|
(4,135) |
(21,935) |
(26,070) |
(4,088) |
(19,196) |
(23,284) |
|
|
|
|
|
|
|
|
Profit/(loss) before tax |
|
(1,261) |
18,627 |
17,366 |
(1,817) |
166,342 |
164,525 |
Taxation |
6 |
|
|
— |
345 |
(345) |
— |
Profit/(loss) for the period |
|
(1,261) |
18,627 |
17,366 |
(1,472) |
165,997 |
164,525 |
Attributable to: |
|
|
|
|
|
|
|
Equity
shareholders |
|
(1,261) |
18,627 |
17,366 |
(1,472) |
165,997 |
164,525 |
Basic and diluted earnings per share |
7 |
|
|
25.63p |
|
|
240.19p |
|
|
|
|
|
|
|
|
The columns headed ‘Total’ represent the income
statement for the relevant financial years and the columns headed
‘Revenue return’ and ‘Capital return’ are supplementary information
in line with guidance published by the AIC. There is no Other
Comprehensive Income.
All profits are from continuing operations.
The notes on pages 33 to 57 form an integral
part of the financial statements.
BALANCE SHEET
|
Notes |
31 January
2024
£’000 |
31 January
2023
£’000 |
Non-current assets |
|
|
|
Investments held at fair value |
9,10,17 |
1,296,382 |
1,349,075 |
|
|
|
|
Current
assets |
|
|
|
Cash and cash equivalents |
11 |
9,722 |
20,694 |
Prepayments and receivables |
12 |
2,258 |
2,416 |
|
|
11,980 |
23,110 |
Current
liabilities |
|
|
|
Borrowings |
|
(20,000) |
(65,293) |
Payables |
13 |
(5,139) |
(6,274) |
|
|
|
|
Net current assets / (liabilities) |
|
(13,159) |
(48,457) |
Total assets less current liabilities |
|
1,283,223 |
1,300,619 |
|
|
|
|
Capital and
reserves |
|
|
|
Share capital |
14 |
7,292 |
7,292 |
Capital redemption
reserve |
|
2,112 |
2,112 |
Share premium |
|
12,936 |
12,936 |
Capital reserve |
|
1,263,616 |
1,279,751 |
Revenue
Loss |
|
(2,733) |
(1,472) |
Total equity |
|
1,283,223 |
1,300,619 |
|
|
|
|
Net Asset Value per Share (basic and diluted) |
15 |
1909.4p |
1903.3p |
The notes on pages 33 to 57 form an integral
part of the financial statements.
The financial statements on pages 29 to 57 were
approved by the Board of Directors on 7 May 2024 and signed on its
behalf by:
Jane
Tufnell Alastair
Bruce
Director Director
CASH FLOW STATEMENT
|
Notes |
Year to 31 January 2024
£’000 |
Year to 31st January 2023
£’000 |
Operating activities |
|
|
|
Sale of portfolio
investments |
|
40,611 |
32,143 |
Purchase of portfolio
investments |
|
(25,162) |
(62,245) |
Cash flow to subsidiaries'
investments |
|
(116,084) |
(238,692) |
Cash flow from subsidiaries'
investments |
|
195,300 |
228,530 |
Interest income received from
portfolio investments |
|
1,695 |
1,829 |
Dividend income received from
portfolio investments |
|
779 |
394 |
Other income received |
|
509 |
46 |
Investment management charges
paid |
|
(15,647) |
(21,218) |
Other
expenses paid |
|
(2,596) |
(1,567) |
Net cash inflow/(outflow) from operating
activities |
|
79,405 |
(60,780) |
|
|
|
|
Financing
activities |
|
|
|
Bank facility fee paid |
|
(3,970) |
(1,728) |
Interest paid |
|
(5,571) |
(1,963) |
Credit Facility utilised |
|
128,109 |
86,659 |
Credit Facility repaid |
|
(174,954) |
(21,367) |
Purchase of shares into
treasury |
|
(13,068) |
(2,016) |
Equity
dividends paid |
8 |
(21,694) |
(19,866) |
Net cash (outflow)/inflow from financing activities |
|
(91,148) |
39,719 |
Net (decrease) in cash and cash equivalents |
|
(11,743) |
(21,061) |
|
|
|
|
Cash and cash equivalents at
beginning of year |
11 |
20,694 |
41,328 |
Net (decrease) in cash and
cash equivalents |
|
(11,743) |
(21,058) |
Effect
of changes in foreign exchange rates |
|
771 |
424 |
Cash and cash equivalents at end of period |
11 |
9,722 |
20,694 |
- Includes settlement
of unbilled management fees relating to the prior year (see note
13).
The notes on pages 33 to 57 form an integral
part of the financial statements.
STATEMENT OF CHANGES IN EQUITY
|
Share capital
£’000 |
Capital
redemption
reserve
£’000 |
Share premium
£’000 |
Realised
capital
reserve1
£’000 |
Unrealised
capital
reserve
£’000 |
Revenue
reserve
£’000 |
Total
shareholders’
equity
£’000 |
Period to
31 January 2024
|
|
|
|
Opening balance at 1
February 2023 |
7,292 |
2,112 |
12,936 |
468,054 |
811,698 |
(1,473) |
1,300,619 |
Profit for the period
and total comprehensive income |
— |
— |
— |
31,032 |
(12,406) |
(1,260) |
17,366 |
Capital distribution
by subsidiary2 |
|
|
|
8,691 |
(8,691) |
|
— |
Dividends paid or
approved |
— |
— |
— |
(21,694) |
— |
— |
(21,694) |
Purchase of shares into treasury |
|
|
|
(13,068) |
— |
|
(13,068) |
Closing balance at 31 January 2024 |
7,292 |
2,112 |
12,936 |
473,015 |
790,601 |
(2,733) |
1,283,223 |
|
|
|
|
|
|
|
|
|
Share capital
£’000 |
Capital redemption
reserve
£’000 |
Share premium
£’000 |
Realised
capital
reserve1
£’000 |
Unrealised
capital
reserve
£’000 |
Revenue
reserve
£’000 |
Total
shareholders’
equity
£’000 |
Period to
31 January 2023
|
|
|
|
Opening balance at 1
February 2022 |
7,292 |
2,112 |
12,936 |
482,867 |
652,770 |
— |
1,157,977 |
Profit for the period and total
comprehensive income |
— |
— |
— |
(10,431) |
176,428 |
(1,473) |
164,524 |
Capital distribution by
subsidiary2 |
— |
— |
— |
17,500 |
(17,500) |
— |
— |
Dividends paid or
approved |
|
— |
— |
(19,866) |
— |
— |
(19,866) |
Purchase of shares into treasury |
|
— |
— |
(2,016) |
— |
— |
(2,016) |
Closing balance at 31 January 23 |
7,292 |
2,112 |
12,936 |
468,054 |
811,698 |
(1,473) |
1,300,619 |
- Distributable
reserves.
- During the
reporting period ICG Enterprise Trust Limited Partnership made a
distribution of realised profits totalling £8.6m (2023: £17.5) to
the Company.
The notes on pages 33 to 57 form an integral
part of the financial statements.
NOTES TO THE FINANCIAL STATEMENTS
1 ACCOUNTING POLICIES
General information
These financial statements relate to ICG
Enterprise Trust Plc (‘the Company’). ICG Enterprise Trust Plc is
registered in England and Wales and is incorporated in the United
Kingdom. The Company is domiciled in the United Kingdom and its
registered office is Procession House, 55 Ludgate Hill, London EC4M
7JW. The Company’s objective is to provide long-term growth by
investing in private companies managed by leading private equity
managers.
(a) Basis of preparation
The financial information for the year ended 31
January 2024 has been prepared in accordance with UK-adopted
International Accounting Standards (‘UK-IAS’) and the Statement of
Recommended Practice (‘SORP’) for investment trusts issued by the
Association of Investment Companies in July 2022.
UK-IAS comprises standards and interpretations
approved by the International Accounting Standards Board (‘IASB’)
and the IFRS Interpretations Committee.
These financial statements have been prepared on
a going concern basis and on the historical cost basis of
accounting, modified for the revaluation of certain assets at fair
value. The directors have concluded that the preparation of the
financial statements on a going concern basis continues to be
appropriate.
Going concern
In assessing the appropriateness of continuing
to adopt the going concern basis of accounting, the Board has
assessed the financial position and prospects of the Company. The
Company’s business activities, together with factors likely to
affect its future development, performance, position and cash
flows, are set out in the Chair’s statement on page 5, and the
Manager’s review on page 7.
As part of this review, the Board assessed the
potential impact of principal risks on the Company’s business
activities, the Company’s cash position, the availability of the
Company’s credit facility and compliance with its covenants, and
the Company’s cash flow projections.
Based on this assessment, the Board expects that
the Company will be able to continue in operation and meet its
liabilities as they fall due until, at least, 31 May 2025, a period
of more than 12 months from the signing of the financial
statements. Therefore it is appropriate to continue to adopt the
going concern basis of preparation of the Company’s financial
statements.
Climate change
In preparing the financial statements, the
directors have considered the impact of climate change,
particularly in the context of the climate change risks identified
in the Principal risks and uncertainties section of this Report,
and the impact of climate change risk on the valuation of
investments.
These considerations did not have a material
impact on the financial reporting judgements and estimates in the
current year, nor were they expected to have a significant impact
on the Group’s going concern or viability.
Accounting policies
The principal accounting policies adopted are
set out below. These policies have been applied consistently
throughout the current and prior year. In order to reflect the
activities of an investment trust company, supplementary
information which analyses the income statement between items of
revenue and capital nature has been presented alongside the income
statement. In analysing total income between capital and revenue
returns, the directors have followed the guidance contained in the
SORP as follows:
Capital gains and losses on investments sold and
on investments held arising on the revaluation or disposal of
investments classified as held at fair value through profit or loss
should be shown in the capital column of the income statement.
Returns on any share or debt security for a
fixed amount (whether in respect of dividends, interest or
otherwise) should be shown in the revenue column of the income
statement.
NOTES TO THE FINANCIAL STATEMENTS
CONTINUED
The Board should determine whether the indirect
costs of generating capital gains should also be shown in the
capital column of the income statement. If the Board decides that
this should be so, the management fee should be allocated between
revenue and capital in accordance with the Board’s expected
long-term split of returns, and other expenses should be charged to
capital only to the extent that a clear connection with the
maintenance or enhancement of the value of investments can be
demonstrated.
The accounting policy regarding the allocation
of expenses is set out in note 1(i).
In accordance with IFRS 10 (amended), the
Company is deemed to be an investment entity on the basis that:
(a) it obtains funds from one or more investors
for the purpose of providing investors with investment management
services;
(b) it commits to its investors that its
business purpose is to invest funds for both returns from capital
appreciation and investment income; and
(c) it measures and evaluates the performance of
substantially all of its investments on a fair value basis.
As a result, the Company’s controlled structured
entities (‘subsidiaries’) are deemed to be investments and are
classified as held at fair value through profit and loss.
(b) Financial assets
The Company classifies its financial assets in
the following categories: at fair value through profit or loss; and
at amortised cost. The classification depends on the purpose for
which the financial assets were acquired. The classification of
financial assets is determined at initial recognition.
Financial assets at fair value through profit or
loss
The Company classifies its quoted and unquoted
investments as financial assets at fair value through profit or
loss. These assets are measured at subsequent reporting dates at
fair value and further details of the accounting policy are
disclosed in note 1(c).
Financial assets at amortised cost
Financial assets at amortised cost are
non-derivative financial assets which pass the contractual cash
flow test and are held to receive contractual cash flows. These are
classified as current assets and measured at amortised cost using
the effective interest rate method. The Company’s financial assets
at amortised cost comprise cash and cash equivalents and trade and
other receivables in the balance sheet.
(c) Investments
Investments comprise fund investments and
portfolio company investments held by the Company directly,
together with the fair value of the Company’s interest in
controlled structured entities (see note 9) which themselves invest
in fund investments and portfolio company investments.
All investments are classified upon initial
recognition as held at fair value through profit or loss (described
in these financial statements as investments held at fair value)
and are measured at subsequent reporting dates at fair value. All
investments are fair valued in line with IFRS 13 ‘Fair Value
Measurement’, using industry standard valuation guidelines such as
the International Private Equity and Venture Capital (‘IPEV’)
valuation guidelines. Changes in the value of all investments held
at fair value, which include returns on those investments such as
dividends and interest, are recognised in the income statement and
are allocated to the revenue column or the capital column in
accordance with the SORP (see note 1(a)). More detail on certain
categories of investment is set out below. Given that the
subsidiaries and associates are held at fair value and are exposed
to materially similar risks as the Company, we do not expect the
risks to materially differ from those disclosed
in note 17.
Unquoted Investments
Fund investments and Co-investments
(collectively ‘unquoted investments’) are fair valued using the net
asset value of those unquoted investments as determined by the
third-party investment manager of those funds. The third-party
investment manager performs periodic valuations of the underlying
investments in their funds, typically using earnings multiple or
discounted cash flow methodologies to determine enterprise value in
line with IPEV Guidelines. In the absence of contrary information,
these net asset valuations received from the third-party investment
managers are deemed to be
NOTES TO THE FINANCIAL STATEMENTS
CONTINUED
appropriate by the Manager, for the purposes of
the Manager’s determination of the fair values of the unquoted
investments. A robust assessment is performed by the Manager’s
experienced Investment Committee to determine the capability and
track record of the investment manager. All investment managers are
scrutinised by the Investment Committee and an approval process is
recorded before any new investment manager is approved and an
investment made. This level of scrutiny provides reasonable comfort
that the investment manager’s valuation will be consistent with the
requirement to use fair value.
Adjustments may be made to the net asset values
provided or an alternative valuation method may be adopted if
deemed to be more appropriate. The most common reason for
adjustments to the value provided by an underlying manager is to
take account of events occurring between the date of the manager’s
valuation and the reporting date, for example, subsequent cash
flows or notification of an agreed sale.
Subsidiary undertakings
The investments in the controlled structured
entities (‘subsidiaries’) are recognised at fair value through
profit and loss.
The valuation of the subsidiaries takes into
account an accrual for the estimated value of interests in the
Co-investment Incentive Scheme. Under these arrangements, ICG (the
‘Manager’) and certain of its executives and, in respect of certain
historic investments, the executives and connected parties of
Graphite Capital Management LLP (the ‘Former Manager’) (together
‘the Co-investors’), are required to co-invest alongside the
Company, for which they are entitled to a share of investment
profits if certain performance hurdles are met. At 31 January 2024,
the accrual was estimated as the theoretical value of the interests
if the Portfolio had been sold at the carrying value at that
date.
Associates
The Company holds an interest (including
indirectly through its subsidiaries) of more than 20% in a small
number of investments that may normally be classified as
subsidiaries or associates. These investments are not considered
subsidiaries or associates as the Company does not exert control or
significant influence over the activities of these
companies/structured entities as they are managed by other third
parties.
(d) Prepayments and receivables
Receivables include unamortised fees which were
incurred directly in relation to the agreement of a financing
facility. These fees will be amortised over the life of the
facility on a straight-line basis.
(e) Payables
Other payables are non-interest bearing and are
stated at their amortised cost, which is not materially different
from fair value.
(f) Cash and cash equivalents
Cash and cash equivalents comprise cash and
short-term bank deposits with an original maturity of three months
or less.
(g) Dividend distributions
Dividend distributions to shareholders are
recognised in the period in which they are paid.
(h) Income
When it is probable that economic benefits will
flow to the Company and the amount can be measured reliably,
interest is recognised on a time apportionment basis.
Dividends receivable on quoted equity shares are
brought into account on the ex-dividend date. Dividends receivable
on equity shares where no ex-dividend date is applicable are
brought into account when the Company’s right to receive payment is
established.
UK dividend income is recorded at the amount
receivable. Overseas dividend income is shown net of withholding
tax. Income distributions from funds are recognised when the right
to distributions is established.
NOTES TO THE FINANCIAL STATEMENTS
CONTINUED
(i) Expenses
All expenses are accounted for on an accruals
basis. Expenses are allocated to the revenue column in the income
statement, consistent with the SORP, with the following
exceptions:
- Expenses which are incidental to
the acquisition or disposal of investments (transaction costs) are
allocated to the capital column
- The Board expects the majority of
long-term returns from the Portfolio to be generated from capital
gains. Expenses are allocated 90% to the capital column and 10% to
the revenue column, reflecting the Company’s current and future
return profile. Other expenses are allocated to the capital column
where a clear connection with the maintenance or enhancement of the
value of investments can be demonstrated.
- All expenses allocated to the
capital column are treated as realised capital losses (see note
1(l)).
(j) Taxation
Investment trusts which have approval as such
under Section 1158 of the Corporation Tax Act 2010 are not liable
for taxation on capital gains.
Tax recognised in the income statement represents the sum of
current tax and deferred tax charged or credited in the year. The
tax effect of different items of expenditure is allocated between
capital and revenue on the same basis as the particular item to
which it relates.
Deferred tax is the tax expected to be payable
or recoverable on the difference between the carrying amounts of
assets and liabilities in the financial statements and the
corresponding tax bases used in the computation of taxable profit,
and is accounted for using the balance sheet liability method.
Deferred tax liabilities are recognised for all
taxable temporary differences and deferred tax assets are
recognised to the extent that it is probable that taxable profits
will be available against which deductible temporary differences
can be utilised. Deferred tax assets are not recognised in respect
of tax losses carried forward to future periods.
Deferred tax is calculated at the tax rates that
are expected to apply in the period when the liability is settled
or the assets are realised. Deferred tax is charged or credited in
the income statement, except when it relates to items charged or
credited directly to equity, in which case the deferred tax is also
dealt with in equity.
(k) Foreign currency translation
The functional and presentation currency of the
Company is sterling, reflecting the primary economic environment in
which the Company operates.
Transactions in currencies other than sterling
are recorded at the rates of exchange prevailing on the dates of
the transactions. At each balance sheet date, financial assets and
liabilities denominated in foreign currencies are translated at the
rates prevailing on the balance sheet date.
Gains and losses arising on the translation of
investments held at fair value are included within gains and losses
on investments held at fair value in the income statement. Gains
and losses arising on the translation of other financial assets and
liabilities are included within foreign exchange gains and losses
in the income statement.
(l) Revenue and capital reserves
The revenue return component of total income is
taken to the revenue reserve within the statement of changes in
equity. The capital return component of total income is taken to
the capital reserve within the statement of changes in equity.
Gains and losses on the realisation of
investments including realised exchange gains and losses and
expenses of a capital nature are taken to the realised capital
reserve (see note 1(i)). Changes in the valuations of investments
which are held at the year end and unrealised exchange differences
are accounted for in the unrealised capital reserve.
Net gains on the realisation of investments in
the controlled structured entities (see note 9) are transferred to
the Company by way of profit distributions.
The revenue reserve is distributable by way of
dividends to shareholders. The realised capital reserve is
distributable by way of dividends and share buybacks. The capital
redemption reserve is not distributable and represents the nominal
value of shares bought back for cancellation.
(m) Treasury shares
Shares that have been repurchased into treasury
remain included in the share capital balance, unless they are
cancelled.
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
(n) Critical estimates and assumptions
Estimates and judgements used in preparing the
financial information are continually evaluated and are based on
historic experience and other factors, including expectations of
future events that are believed to be reasonable. The resulting
estimates will, by definition, seldom equal the related actual
results.
In preparing the financial statements, the
directors have considered the impact of climate change on the key
estimates within the financial statements.
The only estimates and assumptions that have a
significant risk of causing a material adjustment to the carrying
values of assets and liabilities in the next financial year relate
to the valuation of unquoted investments. Unquoted investments are
primarily the Company’s investments in unlisted funds, managed by
third-party investment fund managers and ICG. As such there is
significant estimation in the valuation of the unlisted fund at a
point in time. Note 1(c) sets out the accounting policy for
unquoted investments. The carrying amount of unquoted investments
at the year end is disclosed within note 10.
(o) Segmental reporting
Operating segments are reported in a manner
consistent with the internal reporting provided to the chief
operating decision maker. The chief operating decision maker who is
responsible for allocating resources and assessing performance of
the segments has been identified as the Board. It is considered
that the Company’s operations comprise a single operating
segment.
2 INVESTMENT RETURNS
|
Year ended |
Year ended |
|
|
31 January 2024 |
31 January 2023 |
|
|
£’000 |
£’000 |
|
Income from investments |
|
|
|
UK investment interest |
— |
— |
|
Overseas interest and dividends |
2,365 |
2,224 |
|
|
2,365 |
2,224 |
|
Deposit interest on cash |
405 |
1 |
|
Other |
104 |
46 |
|
|
509 |
47 |
|
Total income |
2,874 |
2,271 |
|
Analysis of income from investments |
|
|
|
Unquoted |
2,365 |
2,224 |
|
|
2,365 |
2,224 |
|
3 INVESTMENT MANAGEMENT
CHARGES
Management fees paid to ICG for managing the
Enterprise Trust amounted to 1.25% (2023: 1.34%) of the average net
assets in the year. The reduction in the fee is due to the
application of the cap (see page 46).
From 1 February 2023 the management fee is
subject to a cap of 1.25% of net asset value. No fee is charged on
cash or liquid asset balances.
NOTES TO THE FINANCIAL STATEMENTS
CONTINUED
The amounts charged during the year are set out
below:
|
Year ended 31 January 2024 |
Year ended 31 January 2023 |
|
Revenue |
Capital |
Total |
Revenue |
Capital |
Total |
|
£’000 |
£’000 |
£’000 |
£’000 |
£’000 |
£’000 |
Investment management charge |
1,615 |
14,533 |
16,148 |
1,701 |
15,312 |
17,013 |
The Company and its subsidiaries also incur
management fees in respect of its investment in funds managed by
members of ICG on an arms-length basis.
|
Year ended |
Year ended |
|
|
|
|
31 January 2024 |
31 January 2023 |
|
|
|
|
£’000 |
£’000 |
|
|
|
ICG Strategic Equity IV |
593 |
999 |
|
|
|
ICG Europe VIII |
467 |
568 |
|
|
|
ICG Europe VII |
257 |
126 |
|
|
|
ICG Strategic Equity III |
183 |
284 |
|
|
|
ICG Strategic Equity V |
131 |
— |
|
|
|
ICG Europe Mid-Market |
120 |
111 |
|
|
|
ICG Augusta Partners
Co-Investor II |
91 |
108 |
|
|
|
ICG Europe Mid-Market II |
87 |
121 |
|
|
|
ICG Strategic Secondaries
II |
74 |
80 |
|
|
|
ICG North American Private
Debt II |
74 |
26 |
|
|
|
ICG LP Secondaries Fund I
LP |
55 |
65 |
|
|
|
ICG Recover Fund 2006B |
41 |
43 |
|
|
|
ICG Recovery Fund 2008B |
31 |
32 |
|
|
|
ICG Asia Pacific III |
30 |
25 |
|
|
|
ICG Europe V |
1 |
8 |
|
|
|
|
2,235 |
2,596 |
|
|
|
4 OTHER EXPENSES
The Company did not employ any staff in the year
to 31 January 2024 (2023: none).
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
|
Year ended |
Year ended |
|
31 January 2024 |
31 January 2023 |
|
£’000 |
£’000 |
£’000 |
£’000 |
Directors’ fees (see note 5) |
|
316 |
|
288 |
Fees payable to the Company’s
auditor for the audit of the Company’s annual accounts |
239 |
|
156 |
|
Fees payable to the Company’s
auditor and its associates for other services: |
|
|
|
|
- Audit of the accounts of the
subsidiaries |
139 |
|
135 |
|
-
Audit-related assurance services |
53 |
|
55 |
|
Total auditors’ remuneration |
|
431 |
|
346 |
Administrative expenses |
|
1,021 |
|
1,322 |
|
|
1,768 |
|
1,956 |
Bank facility costs allocated
to revenue |
|
258 |
|
235 |
Interest costs allocated to revenue |
|
493 |
|
196 |
Expenses allocated to revenue |
|
2,519 |
|
2,387 |
Bank facility costs allocated
to capital |
|
7,403 |
|
3,884 |
Total other expenses |
|
9,922 |
|
6,271 |
|
|
|
|
|
1. The auditors of the Company have additionally provided £15k
(2023: £14k) of non-audit related services permitted under the
Financial Reporting Council’s (‘FRC’) Revised Ethical Standards.
The service related to agreed upon procedures over the Company’s
carried interest scheme. These expenses have been charged to the
Manager of the Company.
Included within Total other expenses above are
£8.2m (2023: £4.3m) of costs related to financing and £0.1m (2023:
£0.1m) of other expenses which are non-recurring and are excluded
from the Ongoing Charges as detailed in the glossary on page
58.
Professional fees of £0.2m (2023: £0.2m)
incidental to the acquisition or disposal of investments are
included within gains/(losses) on investments held at fair
value.
5 DIRECTORS’ REMUNERATION AND INTERESTS
No income was received or receivable by the
directors from any other subsidiary of the Company.
6 TAXATION
In both the current and prior years the tax
charge was lower than the standard rate of corporation tax of 19%,
principally due to the Company’s status as an investment trust,
which means that capital gains are not subject to corporation tax.
The effect of this and other items affecting the tax charge are
shown in note 6(b) below.
The UK's main rate of corporation tax increased
from 19% to 25% with effect from 1 April 2023. A blended rate of
24% is applied for the period, calculated by the number of days
within the accounting period spanning the rate change
(2023:19%).
NOTES TO THE FINANCIAL STATEMENTS
CONTINUED
|
Year ended |
Year ended |
|
|
31 January 2024 |
31 January 2023 |
|
|
£’000 |
£’000 |
|
a) Analysis of charge in the year |
|
|
|
Tax credit on items allocated
to revenue |
— |
(345) |
|
Tax charge on items relating
to prior years |
— |
345 |
|
Corporation tax |
— |
— |
|
b) Factors affecting tax charge for the year |
|
|
|
Profit
on ordinary activities before tax |
17,367 |
164,525 |
|
Profit before tax multiplied by rate of corporation tax in the UK
of 24% (2023: 19%) |
4,168 |
31,260 |
|
Effect of: |
|
|
|
– net investment returns not
subject to corporation tax |
(9,735) |
(35,252) |
|
– dividends not subject to
corporation tax |
(187) |
(75) |
|
– current year management
expenses not utilised/(utilised) |
5,754 |
4,067 |
|
Total tax charge |
— |
— |
|
The Company has £53.5m excess management
expenses carried forward (2023: £29.5m). No deferred tax assets or
liabilities (2023: nil) have been recognised in respect of the
carried forward management expenses due to the uncertainty that
future taxable profit will be generated that these losses can be
offset against. For all investments the tax base is equal to the
carrying amount. There was no deferred tax expense relating to the
origination and reversal of timing differences in the year (2023:
nil).
7 EARNINGS PER SHARE
|
Year ended |
Year ended |
|
|
31 January 2024 |
31 January 2023 |
|
Revenue return per ordinary share |
(1.86p) |
(2.15p) |
|
Capital return per ordinary
share |
27.49p |
242.34p |
|
Earnings per ordinary share (basic and diluted) |
25.63p |
240.19p |
|
Revenue return per ordinary share is calculated
by dividing the revenue return attributable to equity shareholders
of £(1.3)m (2023: £(1.5)m) by the weighted average number of
ordinary shares outstanding during the year.
Capital return per ordinary share is calculated
by dividing the capital return attributable to equity shareholders
of £18.6m (2023: £166.0m) by the weighted average number of
ordinary shares outstanding during the year.
Basic and diluted earnings per ordinary share
are calculated by dividing the earnings attributable to equity
shareholders of £17.4m (2023: £164.5m) by the weighted average
number of ordinary shares outstanding during the year.
The weighted average number of ordinary shares
outstanding (excluding those held in treasury) during the year was
67,761,359 (2023:68,496,802). There were no potentially dilutive
shares, such as options or warrants, in either year.
NOTES TO THE FINANCIAL STATEMENTS
CONTINUED
8 DIVIDENDS
|
Year ended |
Year ended |
|
January 31, 2024 |
January 31, 2023 |
|
£’000 |
£’000 |
Third quarterly dividend in respect of year ended 31 January 2023:
6p per share (2022: 6.0p) |
4,781 |
4,111 |
Final dividend in respect of
year ended 31 January 2023: 9p per share (2022: 9.0p) |
6,105 |
6,167 |
First quarterly dividend in
respect of year ended 31 January 2024: 8p per share (2023:
7.0p) |
5,415 |
4,796 |
Second
quarterly dividend in respect of year ended 31 January 2024: 8p per
share (2023: 7.0p) |
5,393 |
4,792 |
Total |
21,694 |
19,866 |
The Company paid a third quarterly dividend of
8p per share in February 2024. The Board has proposed a final
dividend of 9p per share (estimated cost £6.0m) in respect of the
year ended 31 January 2024 which, if approved by shareholders, will
be paid on 19 July 2024 to shareholders on the Register of Members
at the close of business on 5 July 2024.
9 SUBSIDIARY UNDERTAKINGS AND UNCONSOLIDATED STRUCTURED
ENTITIES
Subsidiary undertakings (controlled structured
entities)
Subsidiaries of the Company as at 31 January
2024 comprise the following controlled structured entities, which
are registered in England and Wales. Subsidiaries of the Company’s
direct subsidiaries are reported as indirect subsidiaries.
Direct
subsidiaries |
|
Ownership interest 2024 |
Ownership interest 2023 |
ICG Enterprise Trust Limited Partnership |
|
97.5% |
97.5% |
ICG Enterprise Trust (2)
Limited Partnership |
|
97.5% |
97.5% |
ICG
Enterprise Trust Co-investment Limited Partnership |
|
99.0% |
99.0% |
Indirect subsidiaries |
|
Ownership interest 2024 |
Ownership interest 2023 |
ICG Enterprise Holdings LP |
|
99.5% |
99.5% |
ICG Morse Partnership LP |
|
99.5% |
99.5% |
ICG
Lewis Partnership LP |
|
99.5% |
99.5% |
In accordance with IFRS 10 (amended), the subsidiaries are not
consolidated and are instead included in unquoted investments at
fair value.
The value of the subsidiaries is shown net of an
accrual for the interests of the Co-investors (ICG and certain of
its executives and in respect of certain historical investments,
the executives and connected parties of Graphite Capital, the
Former Manager) in the Co-investment Incentive Scheme. As at 31
January 2024 a total of £54.4m (2023: £58.1m) was accrued in
respect of these interests. During the year the Co-investors
invested £0.7m (2023: £1.8m) into ICG Enterprise Trust
Co-investment Limited Partnership. Payments received by the
Co-investors amounted to £5.4m or 2.3% of £238.6m. Total Proceeds
received in the year (2023: £8.2m or 3.3% of £252.0m proceeds
received).
NOTES TO THE FINANCIAL STATEMENTS
CONTINUED
Unconsolidated structured entities
The Company’s principal activity is investing in
private equity funds and directly into private companies. Such
investments may be made and held via a subsidiary. The majority of
these investments are unconsolidated structured entities as defined
in IFRS 12.
The Company holds interests in closed-ended limited partnerships
which invest in underlying companies for the purposes of capital
appreciation. The Company and the other limited partners make
commitments to finance the investment programme of the relevant
manager, who will typically draw down the amount committed by the
limited partners over a period of four to six years (see note
16).
The table below disaggregates the Company’s
interests in unconsolidated structured entities. The table presents
for each category the related balances and the maximum exposure to
loss.
|
Unquoted Investments |
Co-investment incentive scheme
accrual |
Maximum loss exposure |
As at 31 January 2024 |
1,350,821 |
(54,439) |
1,296,382 |
As at
31 January 2023 |
1,404,293 |
(58,098) |
1,346,195 |
The Company also holds investments of Nil (2023:
£2.9m) that are not unconsolidated structured entities.
10 INVESTMENTS
The tables below analyse the movement in the
carrying value of the Company’s investment assets in the year. In
accordance with accounting standards, subsidiary undertakings of
the Company are reported at fair value rather than on a
‘look-through’ basis.
An investee fund is considered to generate
realised gains or losses if it is more than 85% drawn and has
returned at least the amount invested by the Company. All gains and
losses arising from the underlying investments of such funds are
presented as realised. All gains and losses in respect of fund
investments that have not satisfied the above criteria are
presented as unrealised.
Direct Investments are considered to generate
realised gains or losses when they are sold.
Investments are held by both the Company and
through its subsidiaries.
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
|
Quoted |
Unquoted |
Subsidiary Undertakings |
Total |
|
£’000 |
£’000 |
£’000 |
£’000 |
Cost at 1 February 2023 |
— |
195,104 |
378,426 |
573,530 |
Unrealised appreciation at 1 February 2023 |
— |
74,074 |
701,471 |
775,545 |
Valuation at 1 February 2023 |
— |
269,178 |
1,079,897 |
1,349,075 |
Movements in the
year: |
|
|
|
|
Purchases |
— |
25,181 |
116,988 |
142,169 |
Sales |
|
|
|
|
– capital
proceeds |
|
(40,757) |
(195,300) |
(236,057) |
– realised
gains/(losses) based on carrying value at previous balance sheet
date |
|
(1,044) |
|
(1,044) |
Movement in unrealised appreciation |
|
7,738 |
34,501 |
42,239 |
Valuation at 31 January 2024 |
— |
260,296 |
1,036,086 |
1,296,382 |
Cost at 31 January 2024 |
— |
179,528 |
300,114 |
479,642 |
Unrealised appreciation/ (depreciation) at 31 January
2024 |
— |
80,768 |
735,972 |
816,740 |
Valuation at 31 January 2024 |
— |
260,296 |
1,036,086 |
1,296,382 |
Net investment movements with subsidiary undertakings were
presented as 'Purchases' in prior year. The presentation has been
updated with disaggregation sales and purchases of
subsidiaries. |
|
Quoted |
Unquoted |
Subsidiary Undertakings |
Total |
|
£’000 |
£’000 |
£’000 |
£’000 |
Cost at 1 February 2022 |
— |
164,996 |
368,264 |
533,260 |
Unrealised appreciation at 1 February 2022 |
— |
37,013 |
553,474 |
590,487 |
Valuation at 1 February 2022 |
— |
202,009 |
921,738 |
1,123,747 |
Movements in the year: |
|
|
|
|
Purchases |
— |
62,245 |
238,692 |
300,937 |
Sales |
|
|
|
|
– capital proceeds |
|
(32,137) |
(228,530) |
(260,667) |
– realised gains/(losses)
based on carrying value at previous balance sheet date |
|
9,311 |
|
9,311 |
Movement in unrealised appreciation |
|
27,750 |
147,997 |
175,747 |
Valuation at 31 January 2022 |
— |
269,178 |
1,079,897 |
1,349,075 |
Cost at 31 January 2023 |
— |
195,104 |
378,426 |
573,531 |
Unrealised appreciation/ (depreciation) at 31 January 2023 |
— |
74,074 |
701,471 |
775,544 |
Valuation at 31 January 2023 |
— |
269,178 |
1,079,897 |
1,349,075 |
NOTES TO THE FINANCIAL STATEMENTS
CONTINUED
|
31 January 2024 |
31 January 2023 |
|
£’000 |
£’000 |
Realised gains/loss based on cost |
(1,044) |
9,311 |
Amounts
recognised as unrealised in previous years |
— |
— |
Realised gains based on carrying values at previous balance sheet
date |
(1,044) |
9,311 |
Increase in unrealised appreciation |
42,239 |
175,747 |
Gains on investments |
41,195 |
185,058 |
‘Realised gains based on cost’ represents the
total increase in value, compared to cost, of those funds which
meet the criteria set out in page 42. These gains are adjusted for
amounts previously reported as unrealised (and included within the
fair value at the previous balance sheet date) to determine the
‘Realised gains based on carrying values at previous balance sheet
date’.
Gains on investments includes the ‘Realised
gains based on carrying values at previous balance sheet date’
together with the net fair value movement on the balance of the
investee funds.
Related undertakings
At 31 January 2024, the Company held direct and
indirect interests in six limited partnership subsidiaries. These
interests, net of the incentive accrual as described in note 9,
were:
Investment |
31 January 2024
% |
31 January 2023
% |
ICG Enterprise Trust Limited Partnership |
99.9% |
99.9% |
ICG Enterprise Trust (2)
Limited Partnership |
66.5% |
66.5% |
ICG Enterprise Trust
Co-investment Limited Partnership |
66.0% |
66.0% |
ICG Enterprise Holdings
LP |
99.5% |
99.5% |
ICG Morse Partnership LP |
99.5% |
99.5% |
ICG
Lewis Partnership LP |
99.5% |
99.5% |
The registered address and principal place of
business of the subsidiary partnerships is Procession House, 55
Ludgate Hill, London EC4M 7JW.
In addition the Company held an interest
(including indirectly through its subsidiaries) of more than 20% in
the following entities. These investments are not considered
subsidiaries or associates as the Company does not exert control or
have significant influence over the activities of these
companies/partnerships.
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
As at 31 January
2024 |
|
|
|
|
Investment |
Instrument |
% interest1 |
|
|
Graphite Capital Partners VII Top Up Plus |
Limited partnership interests |
20.0% |
|
|
Graphite Capital Partners VIII
Top Up |
Limited partnership
interests |
41.1% |
|
|
ICG
Velocity |
Limited
partnership interests |
32.5% |
|
|
|
|
|
|
|
As at 31 January 2023 |
|
|
|
|
Investment |
Instrument |
% interest1 |
|
|
Graphite Capital Partners VII Top Up Plus2 |
Limited partnership interests |
20.0% |
|
|
Graphite Capital Partners VIII
Top Up2 |
Limited partnership
interests |
41.1% |
|
|
ICG LP
Secondaries Fund3 |
Limited
partnership interests |
33.0% |
|
|
- The percentage
shown for limited partnership interests represents the proportion
of total commitments to the relevant fund. The percentage shown for
shares represents the proportion of total shares in issue.
- Address of
principal place of business is 7 Air Street, Soho, London W1B
5AD.
- Address of
principal place of business is Procession House, 55 Ludgate Hill,
London, EC4M 7JW.
11 CASH AND CASH EQUIVALENTS
|
31 January 2024 |
31 January 2023 |
|
£’000 |
£’000 |
Cash at bank and in hand |
9,722 |
20,694 |
12 PREPAYMENTS AND RECEIVABLES
|
31 January 2024 |
31 January 2023 |
|
£’000 |
£’000 |
Prepayments and accrued income |
2,258 |
2,416 |
As at 31 January 2024, prepayments and accrued
income included £2.1m (2023: £2.3m) of unamortised costs in
relation to the bank facility. Of this amount £0.8m (2023: £0.5m)
is expected to be amortised in less than one year.
13 PAYABLES – CURRENT
|
31 January 2024 |
31 January 2023 |
|
£’000 |
£’000 |
Accruals |
5,139 |
6,274 |
Bank
facility drawn |
20,000 |
65,293 |
Payables - current |
25,139 |
71,567 |
Bank facility details are shown in the liquidity
section of note 17 on page 52.
NOTES TO THE FINANCIAL STATEMENTS
CONTINUED
14 SHARE CAPITAL
|
Authorised |
Issued and fully paid |
|
|
Nominal |
|
Nominal |
Equity
share capital |
Number |
£’000 |
Number |
£’000 |
Balance at 31 January 2024 |
120,000,000 |
12,000 |
72,913,000 |
7,292 |
Balance
at 31 January 2023 |
120,000,000 |
12,000 |
72,913,000 |
7,292 |
All ordinary shares have a nominal value of
10.0p. At 31 January 2024 and 31 January 2023, 72,913,000 shares
had been allocated, called up and fully paid. During the year
1,130,708 shares were bought back in the market and held in
treasury (2023: 181,480 shares). At 31 January 2024, the Company
held 5,708,133 shares in treasury (2023: 4,577,425) and had
67,204,867 (2023: 68,335,575) shares outstanding, all of which have
equal voting rights.
|
31 January 2024 |
31 January 2023 |
Shares held in treasury |
5,708,133 |
4,577,425 |
Shares
not held in treasury |
67,204,867 |
68,335,575 |
Total |
72,913,000 |
72,913,000 |
15 NET ASSET VALUE PER SHARE
The net asset value per share is calculated on
equity attributable to equity holders of £1,283.2m (2023:
£1,300.6m) and on 67,204,867 (2023: 68,335,575) ordinary shares in
issue at the year end. There were no potentially dilutive shares,
such as options or warrants, at either year end. Calculated on both
the basic and diluted basis the net asset value per share was
1,904.5p (2023:1,903.3p).
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
16 CAPITAL COMMITMENTS AND CONTINGENCIES
The Company and its subsidiaries had uncalled
commitments in relation to the following Portfolio investments:
|
31 January
2024
£’000 |
31 January
2023
£’000 |
ICG LP Secondaries Fund I LP |
34,811 |
27,443 |
ICG Europe VIII |
25,901 |
28,551 |
ICG Europe Mid-Market Fund
II |
21,316 |
— |
ICG Strategic Equity V |
19,704 |
— |
ICG Augusta Partners
Co-Investor2 |
17,365 |
18,895 |
ICG Strategic Secondaries Fund
II2 |
16,547 |
17,041 |
ICG Ludgate Hill (Feeder B)
SCSp |
13,860 |
14,393 |
ICG Strategic Equity Fund
III2 |
10,942 |
11,269 |
ICG Strategic Equity
IV2 |
10,385 |
15,943 |
ICG Europe
VII1 |
6,541 |
6,765 |
ICG Europe Mid-Market
Fund1 |
5,476 |
8,536 |
ICG Ludgate Hill (Feeder) II
Boston SCSp |
5,267 |
8,077 |
ICG Ludgate Hill (Feeder) IIIA
Porsche SCSp |
4,652 |
1,467 |
ICG Europe VI1 |
4,311 |
4,459 |
ICG Asia Pacific Fund
III2 |
2,634 |
3,159 |
ICG Colombe
Co-investment1 |
2,378 |
1,750 |
ICG North American Private
Debt Fund II2 |
1,682 |
3,232 |
ICG Dallas
Co-Investment2 |
1,280 |
1,400 |
Commitments of less than £1,000,000 at 31 January 2024 |
5,991 |
7,178 |
Total ICG |
211,043 |
179,558 |
Graphite Capital Partners IX |
4,525 |
5,805 |
Graphite Capital Partners
VIII2 |
2,194 |
2,194 |
Graphite Capital Partners VII1,2 |
456 |
907 |
Total Graphite funds |
7,175 |
8,906 |
1.Includes interest acquired through a secondary
fund purchase.
2.Includes the associated Top Up funds.
|
31 January
2024
£’000 |
31 January
2023
£’000 |
PAI Europe VIII |
20,900 |
22,045 |
New Mountain VII |
15,763 |
— |
Green Equity Investors Side
IX |
15,611 |
16,234 |
Bowmark VII |
15,000 |
— |
Cinven VII |
12,789 |
— |
CVC IX A |
12,789 |
— |
CDR XII |
11,822 |
12,175 |
The Resolute Fund VI |
11,822 |
— |
Bain VI |
11,319 |
13,227 |
Advent International X |
10,849 |
16,313 |
Resolute II Continuation |
9,893 |
— |
Permira VIII |
9,356 |
13,227 |
Gridiron V |
9,008 |
13,881 |
Bregal Unternehmerkapital
IV-A |
8,526 |
— |
Apax XI EUR |
8,383 |
— |
Hellman Friedman XI
(Parallel) |
7,881 |
— |
Genstar Capital Partners XI
(EU) |
7,850 |
— |
Thomas H Lee Equity Fund
IX |
6,762 |
11,266 |
Audax Private Equity
VII-B |
5,830 |
— |
Integrum I |
5,715 |
8,117 |
PAI Mid-Market Fund |
4,963 |
5,811 |
BC XI |
4,900 |
8,050 |
Investindustrial VII |
4,219 |
5,021 |
Gridiron Capital Fund III |
4,080 |
4,401 |
Leeds VII |
3,581 |
4,770 |
Charlesbank X |
3,543 |
4,711 |
Hg Genesis X |
3,469 |
4,371 |
CVC European Equity Partners
VIII |
3,402 |
5,589 |
FSN VI |
2,946 |
4,236 |
Seventh Cinven Fund |
2,929 |
6,421 |
Ivanti |
2,910 |
2,997 |
PAI VII |
2,872 |
4,501 |
Bain XIII |
2,739 |
5,743 |
Hg Saturn III |
2,714 |
4,028 |
Thoma Bravo XV |
2,648 |
4,109 |
GHO Capital III |
2,617 |
3,722 |
New Mountain VI |
2,276 |
4,517 |
Bain Tech Opportunities
II |
2,276 |
3,409 |
Carlyle Europe Partners V |
2,243 |
4,351 |
Hellman Friedman X |
2,194 |
2,275 |
GI Partners VI |
2,168 |
4,119 |
Bregal Unternehmerkapital
III |
2,113 |
3,360 |
Ambassador Theatre Group |
2,049 |
2,196 |
Thomas H Lee Equity Fund
VIII |
2,011 |
2,398 |
Tailwind III |
1,517 |
2,471 |
European Camping Group II |
1,474 |
4,409 |
Apax X |
1,442 |
2,351 |
Bowmark Capital Partners
VI |
1,357 |
4,279 |
Resolute V |
855 |
2,307 |
AEA VII |
464 |
3,010 |
CDR XI |
— |
3,151 |
Gryphon V |
— |
2,564 |
Commitments of less than £2,000,000 at 31 January 2024 |
36,908 |
52,130 |
Total third party |
333,747 |
308,262 |
Total commitments |
551,965 |
496,726 |
The Company and its subsidiaries had no other unfunded
commitments to investment funds. Commitments made by the Company
and its subsidiaries are irrevocable.
As at 31 January 2024, the Company (excluding its subsidiaries)
had uncalled commitments in relation to the above Portfolio of
£98.1m (2023: £55.0m). The Company did not have any contingent
liabilities at 31 January 2024 (2023: None).
The Company’s subsidiaries, which are not consolidated, had the
balance of uncalled commitments in relation to the above Portfolio
of £453.9m (2023: £441.7m). The Company is responsible for
financing its pro-rata share of those uncalled commitments (see
note 9).
17 FINANCIAL INSTRUMENTS AND RISK
MANAGEMENT
The Company is an investment company as defined
by Section 833 of the Companies Act 2006 and conducts its affairs
so as to qualify as an investment trust under the provisions of
Section 1158 of the Corporation Tax Act 2010 (‘Section 1158’). The
Company’s objective is to provide long-term growth by investing in
private companies managed by leading private equity managers.
Investments in funds have anticipated lives of
approximately 10 years. Direct Investments are made with an
anticipated holding period of between three and five years.
NOTES TO THE FINANCIAL STATEMENTS
CONTINUED
Financial risk management
The Company’s activities expose it to a variety
of financial risks: market risk (comprising currency risk, interest
rate risk and price risk), investment risk, credit risk and
liquidity risk. The Company’s overall risk management programme
focuses on the unpredictability of financial markets and seeks to
minimise potential adverse effects on the Company’s financial
performance. The Board has overall responsibility for managing the
risks and the framework for monitoring and coordinating these
risks. The Audit Committee regularly reviews, identifies and
evaluates the risks taken by the Company to allow them to be
appropriately managed. All of the Company’s management functions
are delegated to the Manager which has its own internal control and
risk monitoring arrangements. The Committee makes a regular
assessment of these arrangements, with reference to the Company’s
risk matrix. The Company’s financial risk management objectives and
processes used to manage these risks have not changed from the
previous period and the policies are set out below:
Market risk
(i) Currency risk
The Company’s investments are principally in
continental Europe, the US and the UK, and are primarily
denominated in euro, US dollars and sterling. There are also
smaller amounts in other European currencies. The Company’s
investments in controlled structured entities are reported in
Sterling. The Company is exposed to currency risk in that movements
in the value of sterling against these foreign currencies will
affect the net asset value and the cash required to fund undrawn
commitments. The Board regularly reviews the level of foreign
currency denominated assets and outstanding commitments in the
context of current market conditions and may decide to buy or sell
currency or put in place currency hedging arrangements. No hedging
arrangements were in place during the financial year.
The composition of the net assets of the Company
by reporting currency at the year end is set out below:
|
Sterling |
Euro |
USD |
Other |
Total |
31 January 2024 |
£’000 |
£’000 |
£’000 |
£’000 |
£’000 |
Investments |
1,068,115 |
81,164 |
146,881 |
222 |
1,296,382 |
Cash
and cash equivalents and other net current assets |
(21,552) |
4,504 |
3,878 |
11 |
(13,159) |
|
1,046,563 |
85,668 |
150,759 |
233 |
1,283,223 |
|
|
|
|
|
|
|
Sterling |
Euro |
USD |
Other |
Total |
31
January 2023 |
£’000 |
£’000 |
£’000 |
£’000 |
£’000 |
Investments |
1,112,572 |
89,120 |
147,165 |
218 |
1,349,075 |
Cash
and cash equivalents and other net current assets |
(65,250) |
14,817 |
1,721 |
255 |
(48,457) |
|
1,047,323 |
103,937 |
148,886 |
473 |
1,300,619 |
The effect of a 25% increase or decrease in the
sterling value of the euro would be a fall of £74m and a rise of
£56.1m in the value of shareholders’equity and on profit after tax
at 31 January 2024 respectively (2023: a fall of £28.6m and a rise
of £106.0m based on 25% increase or decrease). The effect of a 25%
increase or decrease in the sterling value of the US dollar would
be a fall of £141.9m and a rise of £124.4m in the value of
shareholders’ equity and on profit after tax at 31 January 2024
respectively (2023: a fall of £113.7m and a rise of £191.0m based
on 25% movement). These sensitivity figures are based on the
currency of the location of the underlying portfolio companies’
headquarters. The percentages applied are based on market
volatility in exchange rates observed in prior periods.
(ii) Interest rate risk
The Company’s assets primarily comprise
non-interest bearing investments in funds and non-interest bearing
investments in portfolio companies. The fair values of these
investments are not significantly directly affected by changes in
interest rates. The Company’s net debt balance is exposed to
interest rate risk; the financial impact of this risk is currently
immaterial.
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
The Company is indirectly exposed to interest
rate risk through the impact of interest rates on the performance
of investments in funds and portfolio companies as a result of
interest rate changes impacting the underlying manager valuation.
This performance impact as a result of interest rate risk is
recognised through the valuation of those investments, which will
be affected by the impact of any change in interest rates on the
financial performance of the underlying portfolio companies and
also on any valuation of those investments for sale. The Company is
not able to quantify how a change in interest rates would impact
valuations.
(iii) Price risk
The risk that the value of a financial
instrument will change as a result of changes to market prices is
one that is fundamental to the Company’s objective, which is to
provide long-term capital growth through investment in unquoted
companies. The investment Portfolio is continually monitored to
ensure an appropriate balance of risk and reward in order to
achieve the Company’s objective.
The Company is exposed to the risk of change in
value of its private equity investments. For all investments the
market variable is deemed to be the price itself. The table below
shows the impact of a 30% increase or decrease in the valuation of
the investment Portfolio. The percentages applied are reasonable
based on the Manager’s view of the potential for volatility in the
Portfolio valuations under stressed conditions.
|
31 January 2024 |
31 January 2023 |
|
Increase in variable |
Decrease in variable |
Increase in variable |
Decrease in variable |
|
£’000 |
£’000 |
£’000 |
£’000 |
30% (2023: 30%) movement in the price of investments |
|
|
|
|
Impact
on profit after tax |
374,044 |
(320,217) |
388,422 |
(394,350) |
A reasonably possible percentage change in
relation to the earnings estimates or Enterprise Value/ EBITDA
multiples used by the underlying managers to value the private
equity fund investments and co-investments may result in a
significant change in fair value of unquoted investments.
Investment and credit risk
(i) Investment risk
Investment risk is the risk that the financial
performance of the companies in which the Company invests either
improves or deteriorates, thereby affecting the value of that
investment. Investments in unquoted companies whether indirectly or
directly are, by their nature, subject to potential investment
losses. The investment Portfolio is highly diversified in order to
mitigate this risk.
(ii) Credit risk
The Company’s exposure to credit risk arises
principally from its investment in cash deposits. The Company aims
to invest the majority of its liquid portfolio in assets which have
low credit risk. The Company’s policy is to limit exposure to any
one investment to 15% of gross assets. This is regularly monitored
by the Manager as a part of its cash management process.
Cash is held on deposit with Royal Bank of
Scotland (‘RBS’) and totalled £9.7m (2023: £20.7m). RBS currently
has a credit rating of A1 from Moody’s. This represented the
maximum exposure to credit risk at the balance sheet date. No
collateral is held by the Company in respect of these amounts. None
of the Company’s cash deposits or money market fund balances were
past due or impaired at 31 January 2024 (2023: nil) and as a result
of this, no ECL provision has been recorded.
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
Liquidity risk
The Company makes commitments to private equity
funds in advance of that capital being invested, typically in
illiquid, unquoted companies. These commitments are in excess of
the Company’s total liquidity, therefore resulting in an
overcommitment. When determining the appropriate level of
overcommitment, the Board considers the rate at which commitments
might be drawn down, typically over four to six years, versus the
rate at which existing investments are sold and cash realised. The
Company has an established liquidity management policy, which
involves active monitoring and assessment of the Company’s
liquidity position and its overcommitment risk. This is regularly
reviewed by the Board and incorporated into the Board’s assessment
of the viability of the Company. This process incorporates balance
sheet and cash flow projections, including scenarios with varying
levels of Portfolio gains and losses, fund drawdowns and
realisations, availability of the credit facility, exchange rates,
and possible remedial action that the Company could undertake if
required in the event of significant Portfolio declines.
At the year end, the Company had cash and cash
equivalents totalling £9.7m and had access to committed bank
facilities of €240m maturing in May 2027, which is a multi-currency
revolving credit facility provided by SMBC and Lloyds. The key
terms of the facility are:
- Upfront cost: 120bps.
- Non-utilisation fees: 115bps per
annum.
- Margin on drawn amounts: 300bps per
annum.
As at 31 January 2024 the Company’s total
financial liabilities amounted to £25.1m (2023: £71.6m) of payables
which were due in less than one year, which includes accrued
balances payable in respect of the credit facility above.
Movement in financial liabilities arising from financing
activities
The following tables sets out the movements in total liabilities
held at amortised cost arising from financing activities undertaken
during the year.
|
1905 |
2023 |
|
|
£’000 |
£’000 |
|
At 1 February |
67,700 |
— |
|
Proceeds from borrowings |
128,109 |
86,659 |
|
Repayment of long term
borrowings |
(174,954) |
(21,367) |
|
Bank facility fee
movement |
1,206 |
2,408 |
|
At 31 January |
22,061 |
67,700 |
|
|
|
|
|
Capital risk management
The Company’s capital is represented by its net
assets, which are managed to achieve the Company’s investment
objective. As at the year end, the Company had net debt of £10.3m
(2023: £44.6m).
The Board can manage the capital structure
directly since it has taken the powers, which it is seeking to
renew, to issue and buy back shares and it also determines dividend
payments. The Company is subject to externally imposed capital
requirements with respect to the obligation and ability to pay
dividends by Section 1159 of the Corporation Tax Act 2010 and by
the Companies Act 2006, respectively. Total equity at
31 January 2024, the composition of which is shown on the
balance sheet, was £1,283.2m (2023: £1,300.6m).
Fair values estimation
IFRS 13 requires disclosure of fair value measurements of financial
instruments categorised according to the following fair value
measurement hierarchy:
- Quoted prices (unadjusted) in
active markets for identical assets or liabilities (level 1).
- Inputs other than quoted prices
included within level 1 that are observable for the asset or
liability, either directly (that is, as prices) or indirectly (that
is, derived from prices) (level 2).
- Inputs for the asset or liability
that are not based on observable market data (that is, unobservable
inputs) (level 3).
NOTES TO THE FINANCIAL STATEMENTS
CONTINUED
The valuation techniques applied to level 3 assets are described
in note 1(c) of the financial statements. No investments were
categorised as level 1 or level 2.
The Company’s policy is to recognise transfers into and
transfers out of fair value hierarchy levels at the end of the
reporting year when they are deemed to occur.
The sensitivity of the Company’s investments to a change in
value is discussed on page 51.
The following table presents the assets that are measured at
fair value at 31 January 2024 and 31 January 2023:
31 January 2024
|
|
|
|
|
Level 1 |
Level 2 |
Level 3 |
Total |
£’000 |
£’000 |
£’000 |
£’000 |
Investments held at fair value |
|
|
|
|
Unquoted investments –
indirect |
— |
— |
136,473 |
136,473 |
Unquoted investments –
direct |
— |
— |
123,823 |
123,823 |
Quoted investments –
direct |
— |
— |
— |
— |
Subsidiary undertakings |
— |
— |
1,036,086 |
1,036,086 |
Total investments held at fair value |
— |
— |
1,296,382 |
1,296,382 |
31
January 2023
|
|
|
|
|
Level 1 |
Level 2 |
Level 3 |
Total |
£’000 |
£’000 |
£’000 |
£’000 |
Investments held at fair value |
|
|
|
|
Unquoted investments –
indirect |
— |
— |
158,896 |
158,896 |
Unquoted investments –
direct |
— |
— |
110,282 |
110,282 |
Quoted investments –
direct |
— |
— |
— |
— |
Subsidiary undertakings |
— |
— |
1,079,897 |
1,079,897 |
Total investments held at fair value |
— |
— |
1,349,075 |
1,349,075 |
All unquoted and quoted investments are valued
at fair value in accordance with IFRS 13. The Company has no quoted
investments as at 31 January 2024; quoted investments held by
subsidiary undertakings are reported within Level 3.
Investments in level 3 securities are in respect
of private equity fund investments and co-investments. These are
held at fair value and are calculated using valuations provided by
the underlying manager of the investment, with adjustments made to
the statements to take account of cash flow events occurring after
the date of the manager’s valuation, such as realisations or
liquidity adjustments.
The following tables present the changes in level 3 instruments
for the year to 31 January 2024 and 31 January 2023.
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
31 January 2024 |
Unquoted investments (indirect) at fair value through
profit or loss
£’000 |
Unquoted investments (direct) at fair value through profit
or loss
£’000 |
Subsidiary undertakings
£’000 |
Total
£’000 |
Opening balances |
158,896 |
110,282 |
1,079,897 |
1,349,075 |
Additions |
14,933 |
10,248 |
116,988 |
142,169 |
Disposals |
(37,167) |
(3,590) |
(195,300) |
(236,057) |
Gains
and losses recognised in profit or loss |
(189) |
6,883 |
34,501 |
41,195 |
Closing balance |
136,473 |
123,823 |
1,036,086 |
1,296,382 |
31 January 2023 |
Unquoted investments (indirect) at fair value through
profit or loss
£’000 |
Unquoted investments (direct) at fair value through profit
or loss
£’000 |
Subsidiary undertakings
£’000 |
Total
£’000 |
Opening balances |
123,319 |
78,689 |
921,738 |
1,123,747 |
Additions |
28,094 |
34,151 |
238,692 |
300,937 |
Disposals |
(27,475) |
(4,661) |
(228,530) |
(260,667) |
Gains
and losses recognised in profit or loss |
34,958 |
2,103 |
147,997 |
185,058 |
Closing balance |
158,896 |
110,282 |
1,079,897 |
1,349,075 |
18 RELATED PARTY TRANSACTIONS
Significant transactions between the Company and
its subsidiaries are shown below:
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
Subsidiary |
Nature
of transaction |
Year ended
31 January
2024
£’000 |
Year ended
31 January
2023
£’000 |
ICG
Enterprise Trust Limited Partnership |
Increase in amounts owed to subsidiaries |
— |
— |
|
(Decrease) in amounts owed by
subsidiaries |
(102) |
(17,470) |
|
Income
allocated |
— |
10 |
ICG
Enterprise Trust (2) Limited Partnership |
Increase in amounts owed to subsidiaries |
11,420 |
5,776 |
|
(Decrease) in amounts owed by
subsidiaries |
— |
— |
|
Income
allocated |
151 |
403 |
ICG
Enterprise Trust Co-investment LP |
Increase in amounts owed by subsidiaries |
(10,416) |
43,949 |
|
Income
allocated |
6,681 |
2,605 |
ICG
Enterprise Holdings LP |
Increase in amounts owed to subsidiaries |
(45,725) |
22,904 |
|
Income
allocated |
6,819 |
6,603 |
ICG
Morse Partnership LP |
Increase in amounts owed by subsidiaries |
(14,513) |
5,107 |
|
Decrease in amounts owed to
subsidiaries |
— |
— |
|
Income
allocated |
— |
— |
ICG
Lewis Partnership LP |
(Decrease) in amounts owed by subsidiaries |
1,820 |
— |
|
Increase in amounts owed by
subsidiaries |
— |
2,344 |
|
Income
allocated |
— |
— |
For the purpose of IAS 24 Related Party
Disclosures, key management personnel comprised the Board of
Directors.
Remuneration in the year
(audited) |
Fees |
Expenses |
Total |
Name |
2024
£’000 |
2023
£’000 |
2024
£’000 |
2023
£’000 |
2024
£’000 |
2023
£’000 |
Jane Tufnell |
71 |
67 |
|
— |
71 |
67 |
Alastair Bruce |
58 |
54 |
— |
— |
58 |
54 |
Gerhard Fusenig |
46 |
44 |
3 |
4 |
49 |
48 |
Adiba Ighodaro |
46 |
26 |
— |
— |
46 |
26 |
Janine Nicholls |
46 |
26 |
— |
— |
46 |
26 |
Sandra Pajarola |
— |
19 |
|
4 |
— |
23 |
David
Warnock |
46 |
44 |
— |
— |
46 |
44 |
Total |
313 |
280 |
3 |
8 |
316 |
288 |
Amounts owed by/to subsidiaries represent the
Company’s loan account balances with those entities, to which the
Company’s share of drawdowns and distributions in respect of those
entities are credited and debited respectively.
NOTES TO THE FINANCIAL STATEMENTS
CONTINUED
|
Amounts owed by subsidiaries |
Amounts owed to subsidiaries |
Subsidiary |
31 January 2024 £’000 |
31 January 2023 £’000 |
31 January 2024 £’000 |
31 January 2023 £’000 |
ICG Enterprise Trust Limited Partnership |
— |
— |
8,197 |
8,299 |
ICG Enterprise Trust (2)
Limited Partnership |
|
— |
34,328 |
22,908 |
ICG Enterprise Trust
Co-Investment LP |
240,326 |
250,742 |
— |
— |
ICG Enterprise Holdings
LP |
— |
— |
— |
45,725 |
ICG Morse Partnership LP |
— |
14,513 |
— |
— |
ICG
Lewis Partnership LP |
7,881 |
6,062 |
— |
— |
The Company and its subsidiaries’ total shares in funds and
co-investments managed by the Company’s Manager are:
|
Year ended 31 January 2024 |
Year ended 31 January 2023 |
Fund/Co-investment |
Remaining
commitment
£’000 |
Fair value investment
£’000 |
Remaining
commitment
£’000 |
Fair value investment
£’000 |
ICG Strategic Equity Fund III |
10,942 |
39,374 |
11,269 |
35,610 |
ICG Europe VII |
6,541 |
35,021 |
6,765 |
33,425 |
ICG MXV Co-Investment |
217 |
31,658 |
225 |
27,547 |
ICG Strategic Equity IV |
10,385 |
28,029 |
15,943 |
22,133 |
ICG Ludgate Hill (Feeder B)
SCSp |
13,860 |
24,366 |
14,393 |
34,428 |
ICG LP Secondaries Fund I
LP |
34,811 |
21,980 |
27,443 |
30,817 |
ICG Ludgate Hill (Feeder) III
A Porsche SCSp |
4,652 |
21,104 |
1,467 |
23,376 |
ICG Newton Co-Investment |
393 |
17,909 |
393 |
14,175 |
ICG Augusta Partners
Co-Investor |
17,365 |
15,533 |
18,895 |
15,419 |
ICG Match Co-Investment |
129 |
15,403 |
132 |
18,608 |
ICG Progress
Co-Investment |
577 |
15,156 |
594 |
11,721 |
ICG Ludgate Hill (Feeder) II
Boston SCSp |
5,267 |
14,721 |
8,077 |
11,227 |
ICG Vanadium
Co-Investment |
251 |
14,209 |
259 |
12,968 |
Ambassador Theatre Group |
— |
14,177 |
— |
— |
ICG Europe Mid-Market
Fund |
5,476 |
13,819 |
8,536 |
11,888 |
ICG Colombe Co-investment |
1,678 |
12,221 |
1,750 |
12,922 |
ICG Cheetah Co-Investment |
669 |
11,570 |
714 |
9,990 |
ICG Europe VIII |
25,901 |
10,746 |
28,551 |
7,227 |
ICG Strategic Secondaries Fund
II |
16,547 |
10,052 |
17,041 |
10,913 |
CX VIII Co-Investment |
171 |
8,996 |
176 |
8,642 |
ICG Asia Pacific Fund III |
2,634 |
8,436 |
3,159 |
8,454 |
ICG Dallas Co-Investment |
1,280 |
8,245 |
1,400 |
8,583 |
ICG Trio Co-Investment |
37 |
7,988 |
38 |
7,016 |
ICG Europe VI |
4,311 |
5,719 |
4,459 |
6,030 |
ICG Cross Border |
178 |
5,555 |
223 |
3,941 |
ICG North American Private
Debt Fund II |
1,682 |
5,467 |
3,232 |
5,053 |
ICG Sunrise Co-Investment |
76 |
5,402 |
90 |
5,425 |
ICG Crown Co-Investment |
122 |
4,817 |
176 |
3,882 |
ICG Recovery Fund 2008 B1 |
862 |
4,545 |
892 |
4,500 |
ICG Holiday Co-Investor I |
285 |
2,655 |
296 |
2,040 |
ICG Holiday Co-Investor
II |
197 |
1,966 |
205 |
1,517 |
ICG Strategic Equity IV |
19,704 |
895 |
— |
— |
ICG Europe V |
555 |
808 |
730 |
603 |
ICG Diocle Co-Investment |
148 |
98 |
153 |
109 |
ICG European Fund 2006 B1 |
489 |
28 |
506 |
49 |
ICG Velocity Partners
Co-Investor |
635 |
— |
654 |
99 |
ICG EOS Loan Fund I Ltd |
— |
— |
— |
6 |
ICG Topvita Co-Investment |
700 |
— |
724 |
3 |
ICG
Europe Mid-Market II |
21,316 |
(263) |
— |
— |
Total |
211,043 |
438,410 |
179,560 |
410,346 |
At the balance sheet date the Company has fully
funded its share of capital calls due to ICG-managed funds in which
it is invested.
19 Post balance sheet events
There have been no material events since the
balance sheet date.
GLOSSARY
Term |
Short form |
Definition |
Alternative Performance Measures
|
APMs |
Alternative Performance Measures are a term defined by the European
Securities and Markets Authority as “financial measures of
historical or future performance, financial position, or cash
flows, other than a financial measure defined or specified in the
applicable financial reporting framework”.
APMs are used in this report if considered by the Board and the
Manager to be the most relevant basis for shareholders in assessing
the overall performance of the Company and for comparing the
performance of the Company to its peers, taking into account
industry practice.
Definitions and reconciliations to IFRS measures are provided in
the main body of the report or in this Glossary, where
appropriate.
|
Carried Interest |
|
Carried
interest is equivalent to a performance fee. This represents a
share of the profits that will accrue to the underlying private
equity managers, after achievement of an agreed Preferred
Return. |
Cash drag |
|
Cash drag
is the negative impact on performance arising as a result of the
allocation of a portion of the entity’s assets to cash. |
Co-investment |
|
Co-investment is a Direct Investment in a company alongside a
private equity fund. |
Co-investment Incentive Scheme Accrual |
|
Co-investment Incentive Scheme Accrual represents the estimated
value of interests in the Co-investment Incentive Scheme operated
by the subsidiary partnerships of the Company. |
Commitment |
|
Commitment
represents the amount of capital that each investor agrees to
contribute to a fund or a specific investment. |
Compound Annual Growth Rate |
CAGR |
The rate
of return that would be required for an investment to grow from its
beginning balance to its ending balance, assuming the profits were
reinvested at the end of each period of the investment's life
span.
|
Deployment |
|
Please see
‘Total new investment’. |
Direct Investments |
|
An
investment in a portfolio company held directly, not through a
private equity fund. Direct Investments are typically
co-investments with a private equity fund. |
Discount |
|
Discount
arises when the Company’s shares trade at a price below the
Company’s NAV per Share. In this circumstance, the price that an
investor pays or receives for a share would be less than the value
attributable to it by reference to the underlying assets. The
Discount is the difference between the share price and the NAV,
expressed as a percentage of the NAV. For example, if the NAV was
100p and the share price was 90p, the Discount would be 10%. |
Drawdowns |
|
Drawdowns
are amounts invested by the Company when called by underlying
managers in respect of an existing Commitment. |
EBITDA |
|
Stands for
earnings before interest, tax, depreciation and amortisation, which
is a widely used profitability measure in the private equity
industry. |
Enlarged Perimeter |
|
The aggregate Portfolio value of the Top 30 Companies and as many
of the managers from within the Top 30 funds as practicable. |
Enterprise Value |
EV |
Enterprise
Value is the aggregate value of a company’s entire issued share
capital and Net Debt. |
Exclusion List |
|
The
Exclusion List defines the business activities which are excluded
from investment. |
FTSE All-Share Index Total Return |
|
The change
in the level of the FTSE All-Share Index, assuming that dividends
are re-invested on the day that they are paid. |
Full Exits |
|
Full Exits
are exit events (e.g., trade sale, sale by public offering, or sale
to a financial buyer) following which the residual exposure to an
underlying company is zero or immaterial; this does not include
Fund Disposals. See ‘Fund Disposals’. |
Fund Disposals |
|
Fund
Disposals are where the Company receives sales proceeds from the
full or partial sale of a fund position within the secondary
market. |
General Partner |
GP |
The General Partner is the entity managing a private equity fund.
This is commonly referred to as the manager. |
Hedging |
|
Hedging is
an investment technique designed to offset a potential loss on one
investment by purchasing a second investment that is expected to
perform in the opposite way. |
Initial Public Offering |
IPO |
An Initial
Public Offering is an offering by a company of its share capital to
the public with a view to seeking an admission of its shares to a
recognised stock exchange. |
Internal Rate of Return |
IRR |
Internal
Rate of Return is a measure of the rate of return received by an
investor in a fund. It is calculated from cash drawn from and
returned to the investor, together with the residual value of the
investment. |
Investment Period |
|
Investment
Period is the period in which funds are able to make new
investments under the terms of their fund agreements, typically up
to five years after the initial Commitment. |
Last Twelve Months |
LTM |
Last
Twelve Months refers to the timeframe of the immediately preceding
12 months in reference to financial metrics used to evaluate the
Company’s performance. |
Limited Partner
|
LP |
The
Limited Partner is an institution or individual who commits capital
to a private equity fund established as a Limited Partnership.
These funds are generally protected from legal actions and any
losses beyond the original investment.
|
Limited Partnership
|
|
A Limited
Partnership includes one or more General Partners, who have
responsibility for managing the business of the partnership and
have unlimited liability, and one or more Limited Partners, who do
not participate in the operation of the partnership and whose
liability is ordinarily capped at their capital and loan
contribution to the partnership. In typical fund structures, the
General Partner receives a priority share ahead of distributions to
Limited Partners.
|
Net Asset Value per Share |
NAV per Share
|
Net Asset
Value per Share is the value of the Company’s net assets
attributable to one Ordinary share. It is calculated by dividing
‘shareholders’ funds’ by the total number of ordinary shares in
issue. Shareholders’ funds are calculated by deducting current and
long-term liabilities, and any provision for liabilities and
charges, from the Company’s total assets. |
Net Debt
|
|
Net Debt
is calculated as the total short-term and long-term debt in a
business, less cash and cash equivalents. |
Ongoing charges |
|
Ongoing Charges are
calculated in line with guidance issued by the Association of
Investment Companies (‘AIC’) and capture management fees and
expenses, excluding finance costs, incurred at the Company level
only. The calculation does not include the expenses and management
fees incurred by any underlying funds. |
|
|
31 January 2024 |
Total per income statement
£'000 |
Amount excluded from AIC Ongoing Charges
£'000 |
Included Ongoing Charges
£000 |
|
|
Management fees |
16,148 |
— |
16,148 |
|
|
General expenses |
1,773 |
209 |
1,564 |
|
|
Finance
costs |
8,152 |
8,152 |
— |
|
|
Total |
26,073 |
8,362 |
17,712 |
|
|
Total
Ongoing Charges |
17,712 |
|
|
Average
NAV |
1,291,759 |
|
|
Ongoing
Charges as % of NAV |
1.37% |
|
|
|
|
|
|
|
|
31 January 2023 |
Total per income statement
£'000 |
Amount excluded from AIC Ongoing Charges
£'000 |
Included Ongoing Charges
£000 |
|
|
Management fees |
17,030 |
— |
17,030 |
|
|
General expenses |
1,955 |
98 |
1,857 |
|
|
Finance
costs |
4,316 |
4,316 |
— |
|
|
Total |
23,301 |
4,414 |
18,887 |
|
|
Total
Ongoing Charges |
18,887 |
|
|
Average
NAV |
1,272,342 |
|
|
Ongoing
Charges as % of NAV |
1.48% |
|
|
|
Other Net Liabilities |
|
Other Net
Liabilities at the aggregated Company level represent net other
liabilities per the Company’s balance sheet. Net other liabilities
per the balance sheet of the subsidiaries include amounts payable
under the Co-investment Incentive Scheme Accrual. |
Overcommitment |
|
Overcommitment refers to where private equity fund investors make
Commitments exceeding the amount of liquidity immediately available
for investment. When determining the appropriate level of
Overcommitment, careful consideration needs to be given to the rate
at which Commitments might be drawn down, and the rate at which
realisations will generate cash from the existing Portfolio to fund
new investment.
|
Portfolio |
|
Portfolio represents
the aggregate of the investment Portfolios of the Company and of
its subsidiary Limited Partnerships. This APM is consistent with
the commentary in previous annual and interim reports. The Board
and the Manager consider that disclosing our Portfolio assists
shareholders in understanding the value and performance of the
underlying investments selected by the Manager. It is shown before
the Co-investment Incentive Scheme Accrual to avoid being distorted
by certain funds and Direct Investments on which ICG Enterprise
Trust Plc does not incur these costs (for example, on funds managed
by ICG plc). Portfolio is related to the NAV, which is the value
attributed to our shareholders, and which also incorporates the
Co-investment Incentive Scheme Accrual as well as the value of cash
and debt retained on our balance sheet.
The value of the Portfolio at 31 January 2024 is £1,349.0m (31
January 2023: £1,406.4m). |
|
|
31 July 2023 £m |
IFRS Balance sheet fair value |
Net assets of subsidiary limited partnerships |
Co-investment Incentive Scheme Accrual |
Total Company and subsidiary Limited Partnership |
|
|
Investments1 |
1,296.4 |
(1.9) |
54.4 |
1,349.0 |
|
|
Cash |
9.7 |
|
|
9.7 |
|
|
Other
Net Liabilities |
(22.9) |
1.9 |
(54.4) |
(75.5) |
|
|
Net assets |
1,283.2 |
— |
— |
1,283.2 |
|
|
|
|
|
|
|
|
|
31 January 2023 £m |
IFRS Balance sheet fair value |
Balances receivable from subsidiary Limited Partnerships
|
Co-investment Incentive Scheme Accrual |
Total Company and subsidiary Limited Partnership |
|
|
Investments1 |
1,349.1 |
(0.8) |
58.1 |
1,406.4 |
|
|
Cash |
20.7 |
|
|
20.7 |
|
|
Other
Net Liabilities |
(69.2) |
0.8 |
(58.1) |
(126.5) |
|
|
Net assets |
1,300.6 |
|
|
1,300.6 |
|
|
1Investments as reported on the IFRS balance sheet at
fair value comprise the total of assets held by the Company and the
net asset value of the Company’s investments in the subsidiary
Limited Partnerships. |
Portfolio Return on a Local Currency Basis |
|
Portfolio Return
on a Local Currency Basis represents the change in the valuation of
the Company’s Portfolio before the impact of currency movements and
Co-investment Incentive Scheme Accrual. The Portfolio return of
5.9% is calculated as follows: |
|
|
|
£m |
31 January 2024 |
31 January 2023 |
|
|
Income, gains and
losses on Investments |
|
125.3 |
190.0 |
|
|
Foreign exchange
gains and losses included in gains and losses on investments |
|
(38.6) |
(76.4) |
|
|
Incentive accrual valuation movement |
|
(3.7) |
9.0 |
|
|
Total
gains on Portfolio investments excluding impact of foreign
exchange |
|
83.1 |
122.6 |
|
|
Opening
Portfolio valuation |
|
1,406.4 |
1,172.2 |
|
|
Portfolio Return on a Local Currency Basis |
|
5.9% |
10.5% |
|
|
|
|
|
|
|
Term |
Short form |
Definition |
Portfolio Return on a Local Currency Basis
(continued)
|
|
A
reconciliation between the Portfolio Return on Local Currency Basis
and NAV per Share Total Return is disclosed under ‘Total
Return’. |
Portfolio Company |
|
Portfolio
Company refers to an individual company in an investment
portfolio. |
Primary |
|
A Primary
Investment is a Commitment to a private equity fund. |
Quoted Company |
|
A Quoted
Company is any company whose shares are listed or traded on a
recognised stock exchange. |
Realisation Proceeds |
|
Realisation Proceeds are amounts received in respect of underlying
realisation activity from the Portfolio and exclude any inflows
from the sale of fund positions via the secondary market. |
Realisations - Multiple to Cost
|
|
Realisations - Multiple to Cost is the average return from Full
Exits from the Portfolio in the period on a primary investment
basis, weighted by cost. |
|
|
£m |
|
31 January 2024 |
31 January 2023 |
|
|
Realisation Proceeds from Full Exits in the year-to-date |
|
100.8 |
133.2 |
|
|
Cost |
|
28.8 |
50.1 |
|
|
Average return Multiple to Cost |
|
3.5x |
2.7X |
Realisations – Uplift To Carrying Value |
|
Realisations – Uplift
To Carrying Value is the aggregate uplift on Full exits from the
Portfolio in the period excluding publicly listed companies that
were exited via sell downs of their shares. |
|
|
£m |
|
31 January 2024 |
31 January 2023 |
|
|
Realisation Proceeds from Full Exits in the year-to-date |
|
100.8 |
133.2 |
|
|
Prior Carrying Value (at previous quarterly valuation prior to
exit) |
|
89.2 |
107.5 |
|
|
Realisations – Uplift To Carrying Value |
|
29.5% |
23.9% |
Secondary Investments |
|
Secondary
Investments occur when existing private equity fund interests and
Commitments are purchased from an investor seeking liquidity. |
Share Price Total Return |
|
Share
Price Total Return is the change in the Company’s share price,
assuming that dividends are re-invested on the day that they are
paid.
|
Total New Investment |
|
Total New Investment
is the total of direct Co-investment and fund investment Drawdowns
in respect of the Portfolio. In accordance with IFRS 10, the
Company’s subsidiaries are deemed to be investment entities and are
included in subsidiary investments within the financial
statements.
Movements in the cash flow statement within the financial
statements reconcile to the movement in the Portfolio as
follows: |
|
|
|
£m |
31 January 2024 |
31 January 2023 |
|
|
Purchase of Portfolio investments per cash flow statement |
|
25.2 |
62.2 |
|
|
Purchase of Portfolio investments within subsidiary
investments |
|
111.6 |
225.0 |
|
|
Total New Investment |
|
136.7 |
287.2 |
Term |
Short form |
Definition |
|
|
|
|
Total Proceeds |
|
Total Proceeds are
amounts received by the Company in respect of the Portfolio, which
may be in the form of capital proceeds or income such as interest
or dividends. In accordance with IFRS 10, the Company’s
subsidiaries are deemed to be investment entities and are included
in subsidiary investments within the financial statements. |
|
|
£m |
|
|
31 January 2024 |
31 January 2023 |
|
|
Sale of Portfolio investments per cash flow statement |
|
|
40.6 |
32.1 |
|
|
Sale of Portfolio investments,
interest received, and dividends received within subsidiary
investments |
|
|
195.3 |
217.7 |
|
|
Interest income per cash flow
statement |
|
|
1.7 |
1.8 |
|
|
Dividend income per cash flow
statement |
|
|
0.8 |
0.4 |
|
|
Other income per cash flow statement |
|
|
0.0 |
— |
|
|
Total Proceeds |
|
|
238.6 |
252.0 |
|
|
Fund Disposals |
|
|
(67.6) |
0.0 |
|
|
Realisation Proceeds |
|
|
171.0 |
252.0 |
Undrawn Commitments |
|
Undrawn
Commitments are Commitments that have not yet been drawn down
(please see ‘Drawdowns’). |
Unquoted Company |
|
An
Unquoted Company is any company whose shares are not listed or
traded on a recognised stock exchange. |
Valuation Date |
|
The date
of the valuation report issued by the underlying manager. |
1 Note performance data excludes
taxes that the end investor may incur and dealing costs such as
platform fees
2 Market data, where quoted, from
Bain & Company 'Global Private Equity Report 2024', March 2024:
https://www.bain.com/insights/topics/global-private-equity-report/
Icg Enterprise (LSE:ICGT)
Gráfica de Acción Histórica
De Abr 2024 a May 2024
Icg Enterprise (LSE:ICGT)
Gráfica de Acción Histórica
De May 2023 a May 2024