We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Register for real-time alerts, custom portfolio, and market movers
| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Oakley Capital Investments Limited | LSE:OCI | London | Ordinary Share | BMG670131058 | ORD 1P (DI) |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 3.50 | 0.74% | 477.50 | 476.00 | 479.00 | 477.50 | 475.50 | 475.50 | 73,579 | 11:17:35 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| Unit Inv Tr, Closed-end Mgmt | 57.09M | 47.49M | 0.2692 | 17.66 | 838.87M |
From Apr 2019 to Apr 2024
TIDMOCI
RNS Number : 8924L
Oakley Capital Investments Limited
11 September 2019
11 September 2019
Oakley Capital Investments Limited
Interim Results for the Six Months ended 30 June 2019
Earnings growth across portfolio and deal activity driving industry-leading returns
Oakley Capital Investments Limited(1) (the "Company" or "OCI") today announces its interim results for the six months ended 30 June 2019.
FINANCIAL HIGHLIGHTS
Hot Features
Premium
-- NAV per share of GBP3.18 and NAV of GBP651 million
-- Total NAV return of 14% since 31 December 2018 and 23% since 30 June 2018
-- Total shareholder return of 33%
-- GBP38 million invested in Oakley Fund acquisitions
-- GBP57 million of proceeds returned from the Oakley Funds
-- 2019 interim dividend of 2.25 pence per share, to be paid on 24 October 2019 to shareholders on the register on
27 September 2019
PORTFOLIO HIGHLIGHTS
-- Fair value of the underlying portfolio companies grew by 25% on a like-for-like basis
-- Average portfolio company year-on-year EBITDA growth of 31%
-- Average portfolio company valuation multiple (EV/EBITDA) of 12.0x and net debt to EBITDA ratio of 4.1x
-- Positive revaluations across the Oakley Funds and co-investments, driven by continued strong performance from
portfolio companies. Two notable contributors were Inspired, with a partial sale at an 80% premium to the book
value as at 31 December 2018, and Time Out, whose share price increased 60% over the period
REALISATIONS AND DISTRIBUTIONS
-- Inspired - a partial sell-down returned GBP30 million to OCI -- Career Partner Group and WebPros - refinanced in the period, returning GBP27 million
INVESTMENTS
-- Two investments completed during the period: Ekon and Seagull & Videotel. OCI's total indirect contribution
through its interest in the Oakley Funds was GBP38 million
-- Three further investments have been signed but not completed since the beginning of the year, in which OCI is
expected to invest GBP47 million via the Oakley Funds: Rastreator & Acierto, Alessi and Seven Miles
-- The five investments are expected to be made at an average EV/EBITDA multiple of 11.2x versus peer group
comparable multiples of 13.4x
-- Co-investment debt of GBP19 million provided to North Sails, funding the relaunch of North Kiteboarding,
including the acquisition of kiteboarding accessories brand Mystic, and increased marketing spend for North Sails
Apparel
FUND UPDATE
-- Fund IV - Held a final close on EUR1.46 billion in June 2019, including an OCI commitment of EUR400 million.
First investments signed: Seagull & Videotel and Seven Miles
-- Fund III - Alessi is the tenth and final platform investment in the Fund, which is now c.80% invested
COMPANY UPDATE
-- Outstanding commitments to the Oakley Funds amount to GBP502 million (77% of NAV) with funding sources of GBP651
million. Funding sources comprise equity investments of GBP430 million, debt investments of GBP125 million and
net cash of GBP96 million
-- Corporate governance measures undertaken include the buy-back of shares for cancellation, the move to the
Specialist Fund Segment of the LSE's Main Market and the appointment of independent director Craig Bodenstab to
the board
Caroline Foulger, Chair Oakley Capital Investments Limited, commented:
"Continued strong portfolio company performance and exits above book value have delivered a 12-month total NAV return for OCI of 23%, well ahead of the wider market. We are pleased that the ongoing enhancement of the Company's governance, in combination with these returns, has been reflected in the share price, with a total shareholder return of 33% in the period."
Peter Dubens, Managing Partner Oakley Capital Limited, commented:
"It has been a positive start to the year for OCI and the Oakley Funds. The portfolio companies have grown EBITDA 31%, a partial exit was achieved at 80% above book value, and five new investments have been signed. The prospects of these high-quality companies and the attractive valuations at which they were acquired continue to demonstrate the repeatability of Oakley's unique sourcing model."
Please refer to the Company's website for the Half-Year Report and Accounts http://oakleycapitalinvestments.com/investor-centre/publications
- ends -
For further information please contact:
Oakley Capital Investments Limited
+44 20 7766 6900
Steven Tredget, Investor Relations
Greenbrook Communications Ltd
+44 20 7952 2000
Alex Jones / Matthew Goodman / Gina Bell
Liberum Capital Limited (Financial Adviser & Broker)
+44 20 3100 2000
Steve Pearce / Gillian Martin / Owen Matthews
Notes:
LEI Number: 213800KW6MZUK12CQ815
(1) About Oakley Capital Investments Limited ("OCI")
OCI is a Specialist Fund Segment ("SFS") traded investment vehicle, which provides access to the Oakley Funds(2) . It is a liquid vehicle that aims to provide capital growth and dividends to investors.
(2) The Oakley Funds
Oakley Capital Private Equity L.P. and its successor funds, Oakley Capital Private Equity II, Oakley Capital III and Oakley Capital IV, are unlisted focused mid-market private equity funds with the aim of providing investors with significant long-term capital appreciation. The investment strategy of the funds is to focus on buy-out opportunities in industries with the potential for growth, consolidation and performance improvement.
The Investment Adviser
Founded in 2002, Oakley Capital Limited has demonstrated the repeated ability to source attractive growth assets at attractive prices. To do this it relies on its sector and regional expertise, its ability to tackle transaction complexity and its deal-generating entrepreneur network.
Important information
Specialist Fund Segment securities are not admitted to the Official List of the Financial Conduct Authority. Therefore, the Company has not been required to satisfy the eligibility criteria for admission to listing on the Official List and is not required to comply with the Financial Conduct Authority's Listing Rules. The London Stock Exchange has not examined or approved the contents of the Prospectus.
The Specialist Fund Segment is intended for institutional, professional, professionally advised and knowledgeable investors who understand, or who have been advised of, the potential risk from investing in companies admitted to the Specialist Fund Segment.
Chair's statement
Strong portfolio company performance and exits above book value once again drive double digit returns for shareholders
The Board is pleased to report another period of strong returns, with an increase in net asset value (NAV) of 13% in the first half of 2019. Our NAV reached a record high of GBP651 million (318 pence per share) at 30 June, driven by continued strong performance from the Funds' portfolio companies and realisations above book value.
We have also continued the enhancement of the Company's governance, which in combination with returns well ahead of the wider market, has had a positive impact on the share price, with a total shareholder return of 33% in the period.
Revaluations, realisations and investments
There have been positive revaluations across the Oakley Funds. The two notable contributors to NAV growth were Inspired, due to a partial sell-down at 80% premium to book value, and Time Out, where the share price increased 60% in the period. The impact to OCI of both Inspired and Time Out was enhanced by the equity co-investment stakes held in both companies. There has also been a GBP19m increase in the co-investment debt provided to North Sails.
The Oakley Funds returned GBP57 million in cash to OCI in the first half of 2019. Our share of proceeds from the Fund II partial sell-down of Inspired was GBP30 million and we also benefited from the refinancings of the Fund III holdings of Career Partner Group and WebPros, which together returned GBP27 million.
The Investment Adviser, Oakley Capital, continues to demonstrate its ability to source high quality investments at attractive valuations. In the period, Oakley completed the acquisitions of Ekon (TMT) and Seagull & Videotel (Education) at an investment cost to OCI of GBP38 million and signed Rastreator & Acierto (Consumer), Alessi (Consumer) and Seven Miles (Consumer), at a further estimated cost to OCI of GBP47 million. Each of these companies demonstrates characteristics typical of an Oakley investment, as they are leaders in industries enjoying structural growth, with recurring revenues across large and diversified customer bases.
Private Equity
There is concern around the abundance of dry powder within PE funds, increasing valuations and the dangers of high leverage. However, we believe that the industry's superior returns and ability to deploy capital are currently sustainable, thanks to the increasing pool of investable private companies, in contrast to continued public market consolidation.
The investment successes that have continued over this six-month period underline our confidence in the repeatability of Oakley's approach, which combines sector expertise with a strong network of operating partners who use their knowledge to uncover growth opportunities and ultimately deliver industry-leading returns.
Governance
The Board has continued to introduce changes to enhance and protect shareholder value. These include the buy-back of shares for cancellation; the move to the Specialist Fund Segment of the London Stock Exchange's Main Market; increased marketing; and the launch of new investor tools.
These changes are part of an ongoing process to ensure OCI achieves best-in-class transparency and governance. We are encouraged to see this contributing to the narrowing of the discount to NAV at which the shares currently trade.
Board changes
The Board is undergoing a period of measured refreshment, adding independent members with diverse perspectives and deep expertise to support the continuing development of an established yet fast-growing investment company. I am, therefore, pleased to welcome Craig Bodenstab, a Chartered Financial Analyst and qualified accountant with over 25 years' investment management experience, to the Board and we look forward to benefiting from his considerable knowledge and expertise. We anticipate making further changes to the Board during the next year.
Prospects
The Board, the Company and our Investment Adviser remain acutely aware of the current uncertainty in the geopolitical landscape and global economic outlook. However, we remain confident that the composition of our assets is reflective of a prudent and dynamic investment strategy that will continue to create sustainable value. This confidence is underpinned by OCI's long-term, strong and consistent performance, demonstrated by a ten-year NAV compound growth rate of 16%.
Caroline Foulger
Chair
Market overview
Private equity activity remains high with further growth expected as the asset class continues to outperform
What is the impact of record levels of cash within private equity and is it expected to grow even further?
Although private equity funds' available capital - or "dry powder" - stands at c.$2.2 trillion (source: Preqin), an all-time high, the number of investment opportunities has kept pace with fund growth. The time taken to deploy capital has remained at its ten-year average of 2.8 years. Private equity is expected to continue to attract significant inflows while it outperforms most other asset classes.
The competition for certain assets has increased, pushing valuations higher. The average EV/EBITDA multiple is set to exceed the record levels reached in 2018. Despite this backdrop, Oakley has continued to secure high-quality assets at attractive valuations. This year, Oakley has signed five deals at an average EV/EBITDA multiple of 11.2x versus peer group comparable ratings of 13.4x.
How important is low cost and easily accessible debt to private equity and are levels of leverage a concern?
Deal activity continues to be stimulated by the low interest rate environment. The value of global leveraged buyouts climbed to $256 billion in the first six months of 2019 (source: Refinitiv), whilst average levels of Private Equity portfolio leverage have exceeded 6x Net Debt/EBTIDA (Source: Bain and Company). This has led to concerns over whether such debt levels can continue to be serviced in a weaker economic environment.
Oakley takes a disciplined approach to debt, with the underlying portfolio currently levered at an average multiple of 4.1x at the half year. This degree of leverage is appropriate considering the projected earnings growth, low capex and cash generative profile of the Oakley portfolio.
Is the uncertain political and economic environment an opportunity or a threat?
In light of global economic uncertainty, Oakley has approached investing with caution. It has sought companies that offer growth through innovation and structural change and that demonstrate a resilience to broader economic weakness.
The successful launch of Oakley Fund IV this year is timely, in that it is well positioned to take advantage of investment opportunities that may result from economic or political dislocations.
OCI NAV overview
During the period, OCI's NAV increased by GBP76.1 million to GBP650.9 million, an increase of 13% since 31 December 2018.
6 months ended 12 months ended
30 Jun 2019 31 Dec 2018
GBPm GBPm
Opening net asset value at the
start of the period 574.8 502.0
-------------- ---------------
Gross revenue 4.5 6.8
-------------- ---------------
Net expenses (12.6) (6.4)
-------------- ---------------
Net foreign currency (losses)/gains (0.3) 3.2
-------------- ---------------
Realised gains on investments 17.8 102.3
-------------- ---------------
Net change in unrealised appreciation
on investments 72.1 (23.9)
-------------- ---------------
Shares purchased and cancelled (0.8) -
-------------- ---------------
Dividend expense (4.6) (9.2)
-------------- ---------------
Closing net asset value at the
end of the period 650.9 574.8
-------------- ---------------
Number of shares in issue 204.4 204.8
-------------- ---------------
NAV per share GBP3.18 GBP2.81
-------------- ---------------
Net earnings were GBP81.5 million for the six months, comprising:
-- Gross revenue of GBP4.5 million arising from interest income earned on the debt facilities provided by the Company.
-- Net expenses of GBP13.2 million offset by GBP0.5 million of other income earned by the Company. Expenses includes fees paid to the Administrative Agent and the Investment Adviser.
-- Realised gains of GBP17.8 million earned from the partial realisation of Inspired that occurred in Oakley Fund II in the period. Net change in unrealised gains of GBP72.1 million, driven predominantly by the uplift in the valuation in the Company's direct investment in Inspired and Time Out and of the uplift of those and other portfolio companies in the Oakley Funds.
A final dividend for the year ended 31 December 2018 of 2.25 pence per share, totalling GBP4.6 million, was paid to shareholders in April 2019.
OCI investment activity
The transactional activity for the Company's investment portfolio for the period is summarised below:
30 Jun 2019 31 Dec 2018
Fair value Fair value
Investment GBPm GBPm
Investment in Oakley Funds 319.5 298.6
------------ ------------
319.5 298.6
------------ ------------
Co-investments
------------ ------------
Equity securities - quoted 35.8 22.3
------------ ------------
Equity securities - unquoted 74.8 41.8
------------ ------------
Debt securities - unquoted 124.9 107.1
------------ ------------
235.5 171.2
------------ ------------
Total investments 555.0 469.8
------------ ------------
The following explain movements in the underlying Oakley Funds' portfolios and their respective investments.
Overview of OCI's underlying investments
Year of Open Fair
Investments Sector Location investment cost GBPm value GBPm
Fund I
---------- ----------------- ------------ ---------- -----------
Time Out Consumer Global 2010 48.3 35.2
---------- ----------------- ------------ ---------- -----------
OCI's proportionate allocation of Fund I investments
(on a look-through basis) 35.2
-------------
Other assets and liabilities (3.2)
------------ ---------- -----------
OCI's investment in Oakley Fund I 32.0
---------- -----------
Fund II
---------- ----------------- ------------ ---------- -----------
North Sails Consumer Global 2014 37.6 39.3
---------- ----------------- ------------ ---------- -----------
Inspired Education Global 2014 5.3 16.4
---------- ----------------- ------------ ---------- -----------
Daisy TMT UK 2015 10.4 13.6
---------- ----------------- ------------ ---------- -----------
OCI's proportionate allocation of Fund II investments
(on a look-through basis) 69.3
-------------
Other assets and liabilities (3.2)
-------------
OCI's investment in Oakley Fund II 66.1
-------------
Fund III
---------- ----------------- ------------ ---------- -----------
Casa & atHome Consumer Italy/Luxembourg 2017 26.3 42.3
---------- ----------------- ------------ ---------- -----------
Schülerhilfe Education Germany 2017 30.8 43.7
---------- ----------------- ------------ ---------- -----------
WebPros TMT USA/Switzerland 2017 7.6 57.3
---------- ----------------- ------------ ---------- -----------
TechInsights TMT Canada 2017 0.4 13.5
---------- ----------------- ------------ ---------- -----------
AMOS Education France 2017 10.0 16.5
---------- ----------------- ------------ ---------- -----------
CPG Education Germany 2018 20.6 45.8
---------- ----------------- ------------ ---------- -----------
Facile Consumer Italy 2018 28.8 33.1
---------- ----------------- ------------ ---------- -----------
Ekon TMT Spain 2019 18.0 18.0
---------- ----------------- ------------ ---------- -----------
OCI's proportionate allocation of Fund III investments
(on a look-through basis) 270.2
-------------
Other assets and liabilities (55.0)
-------------
OCI's investment in Oakley Fund III 215.3
-------------
Fund IV
---------- -----------
Seagull &
Videotel Education Norway/UK 2019 20.2 20.2
---------- ----------------- ------------ ---------- -----------
OCI's proportionate allocation of Fund IV investments
(on a look-through basis) 20.2
-------------
Other assets and liabilities (14.1)
-------------
OCI's investment in Oakley Fund IV 6.1
-------------
Co-investments
---------- ----------------- ------------ ---------- -----------
Equity
---------- ----------------- ------------ ---------- -----------
Inspired Education Global 2017 19.2 74.8
---------- ----------------- ------------ ---------- -----------
Time Out Consumer Global 2010 47.2 35.8
---------- ----------------- ------------ ---------- -----------
Debt
---------- ----------------- ------------ ---------- -----------
Time Out Consumer Global 2018 20.0 22.1
---------- ----------------- ------------ ---------- -----------
Daisy TMT UK 2015 14.2 15.3
---------- ----------------- ------------ ---------- -----------
North Sails Consumer Global 2014 52.1 61.7
---------- ----------------- ------------ ---------- -----------
Fund Facilities n/a n/a n/a 25.8
---------- ------------------------------- ---------- -----------
Total co-investments 235.5
---------- -----------
Total OCI investments 555.0
---------- -----------
Cash, other assets and liabilities 95.9
---------- -----------
OCI NAV at 30 June 2019 650.9
---------- -----------
The OCI look-through values are calculated using the OCI attributable proportion (determined as the ratio which OCI's commitments to the respective Fund bear to total commitments to that Fund) applied to each investment's fair value as held in the relevant Oakley Fund, net of any accrued performance fees relating to that investment, and converted using the period end EUR:GBP exchange rate.
The "Other assets and liabilities" noted in the tables above include OCI's proportion of the Investec debt facilities that are used by Oakley Fund II, Fund III and Fund IV. As at 30 June 2019, the balances were EUR21.6 million, EUR143.4 million and EUR80.3 million in Oakley Fund II, Fund III and Fund IV respectively, including interest.
The Oakley Funds also hold revolver loans with OCI. As at 30 June 2019, the balances drawn on these facilities were; EUR1.9 million in Oakley Fund I, nil in Oakley Fund II and EUR18.1 million in Oakley Fund III, including interest.
Transactions
A busy period that has included a disposal, investments and refinancings
Inspired
Partial disposal - Fund II
OCI's open
cost GBP24.5m
OCI's valuation GBP91.2m
--------
% of OCI NAV 14%
--------
In June, Inspired raised capital to provide further funds to continue its M&A strategy, and to provide liquidity for certain shareholders. Following a competitive process, Warburg Pincus joined the investor group alongside TA Associates. Fund II sold part of its stake in Inspired at an 80% premium to book value and, as a result, OCI received EUR33.9 million (GBP30.2 million) from this transaction. Through its indirect holding via Fund II and its direct holding, OCI's investment in Inspired represents 14% of OCI's NAV at 30 June 2019.
Ekon
New investment - Fund III
OCI's open
cost GBP18.0m
OCI's valuation GBP18.0m
--------
% of OCI NAV 3%
--------
In June, Fund III acquired Ekon, a leading Spanish ERP software provider, in a carve-out from the Iberian operations of Unit4. This represents Oakley's first investment in Spain and Fund III's third investment in TMT, one of Oakley's key target sectors.
Oakley will use its expertise in software and complex carve-outs to support management as they accelerate Ekon's growth as an independent business.
Seagull & Videotel
New investment - Fund IV
OCI's open
cost GBP20.2m
OCI's valuation GBP20.2m
--------
% of OCI NAV 3%
--------
In June, Fund IV completed its first deal by acquiring controlling stakes in two leading maritime e-learning providers, Seagull & Videotel, based in Norway and the UK, respectively.
This is Oakley's first investment in the Nordics and represents a continuation of Oakley's successful track record in the education and maritime sectors. The integration of the two businesses will allow them to collaborate and share knowledge and resources as well as building a platform for further M&A in existing and adjacent markets.
Rastreator & Acierto
Signed investment - Fund III
OCI's open
cost c.GBP16.5m
OCI's valuation c.GBP16.5m
----------
In April, Fund III agreed to form a joint venture with Admiral Group plc to acquire two of Spain's leading price comparison websites for insurance and other financial products.
This is Oakley's third investment in online price comparison, following Verivox and Facile in Fund II. Internet usage in Spain is behind that in other developed countries, suggesting there is further growth to come in the market.
Alessi
Post period end investment - Fund III
OCI's open
cost c.GBP5.9m
OCI's valuation c.GBP5.9m
---------
In August, Fund III signed an agreement to invest in Alessi, the Italian high-end design business focused on homeware products. Alessi is an iconic brand with 100 years of heritage and has captured a global audience and a well-established premium position in the market.
Prior to Oakley's investment, the business was still fully-owned by the Alessi family. Oakley will use its expertise and experience in the consumer sector to assist with developing the company to adapt to the changing retail landscape and consumer preferences.
Seven Miles
Signed investment - Fund III
OCI's open
cost c.GBP25.0m
OCI's valuation c.GBP25.0m
----------
In August, Fund IV agreed to acquire a majority stake in Seven Miles, partnering with its founders, Tom Schröder and Valentin Schütt. Seven Miles is a leading German consumer technology company in the gift voucher and B2B gift card sector. The market for multi-brand gift cards is expected to grow at c.15% in Germany in the coming years. This acquisition continues Oakley's successful track record of backing founder managers in consumer technology platforms in the DACH region.
WebPros
Refinancing - Fund III
OCI's open
cost GBP7.6m
OCI's valuation GBP57.3m
--------
% of OCI NAV 9%
--------
In May, WebPros completed a partial refinancing and the acquisition of WHMCS, a leading web hosting management and billing SaaS platform.
As part of this refinancing, the Oakley loan notes were repaid, returning $50.1 million to Oakley Fund III. The proceeds were used to repay debt at the Fund level.
Career Partner Group
Refinancing - Fund III
OCI's open
cost GBP20.6m
OCI's valuation GBP45.8m
--------
% of OCI NAV 7%
--------
CPG continues to perform ahead of expectations, driven by strong intake growth (+70% year-on-year) across online and dual studies. On the back of this strong performance, CPG secured a committed debt facility with existing lender Bluebay, allowing the return of the full investment cost over the next 15 months in several tranches, subject to continued performance.
The first tranche was drawn in February, returning EUR12.5 million (GBP10.9 million) to OCI.
North Sails
Co-investment debt
Equity Debt
OCI's open
cost GBP37.6m GBP52.1m
-------- --------
OCI's valuation GBP39.3m GBP61.7m
-------- --------
% of OCI NAV 16%
------------------
North Technology Group ("NTG") provides market-leading, innovative and high-performance products and solutions for the world's sailors and yachtsmen. NTG's EBITDA is 5% ahead of the prior year with a much improved performance in the sails and masts/booms divisions.
OCI provided GBP18.8 million to North Sails in co-investment debt in the period. This funded both the relaunch of North Kiteboarding, including the acquisition of kiteboarding accessories brand, Mystic, and the continued recovery of North Sails Apparel as it accelerates its marketing campaign. Apparel revenue is set to grow by c.20% this year, driven by online sales, up 73% in H1.
Portfolio review
Strong progress and growth in the underlying Funds' portfolios
Consumer
Casa & atHome
OCI's open
cost GBP26.3m
OCI's valuation GBP42.3m
--------
% of OCI NAV 6%
--------
An online group comprising a portfolio of real estate and automotive classifieds websites and mobile applications. Casa & atHome grew revenues by 13% in the year ending 30 June 2019. Individually, Casa delivered revenue growth of 8%, driven primarily by new customer acquisition. atHome Group grew revenue by 23% driven by yield expansion in the core property listings vertical, supplemented by the acquisitions of Luxauto and atHomeFinance.
Time Out
Equity Debt
OCI's open
cost GBP95.5m GBP20.0m
-------- --------
OCI's valuation GBP71.0m GBP22.1m
-------- --------
% of OCI NAV 14%
------------------
A leading multi-platform media and e-commerce brand with a global content distribution network comprising websites, mobile apps, magazines and a physical presence via live events and Time Out Market. Strong momentum has continued in 2019 with the opening of three markets in Miami, New York and Boston. This builds upon the continued success of Time Out Market Lisbon, which reached a record 3.9 million visitors in 2018. This strong start to the year is reflected in a 60% uplift in the value of Time Out's shares.
Facile
OCI's open
cost GBP28.8m
OCI's valuation GBP33.1m
--------
% of OCI NAV 5%
--------
Italy's leading online price comparison site for motor insurance, energy, telecoms and personal finance. Facile achieved strong growth in 2019 with both revenue and EBITDA up 29% versus the prior year. The core motor insurance vertical continued its solid performance, driven by increased website quotes which resulted in strong new business switching volumes. Facile's non-insurance verticals have also continued to achieve significant growth, particularly in the gas & power and broadband product verticals.
TMT
Daisy
Equity Debt
OCI's open
cost GBP10.4m GBP14.2m
-------- --------
OCI's valuation GBP13.6m GBP15.3m
-------- --------
% of OCI NAV 4%
------------------
A leading UK supplier of business communications and managed services. During its FY19, Daisy underwent a reorganisation and is now structured into four autonomous divisions. The strategic positioning of the group is now based on the growth dynamics of each segment and potential exit opportunities. Daisy's performance in the year to 31 March 2019 was in line with the previous financial year. The Small Medium Business and Digital Wholesale Solutions divisions grew organically, but this was offset by some underperformance in the Corporate and Partner divisions.
TechInsights
OCI's open
cost GBP0.4m
OCI's valuation GBP13.5m
--------
% of OCI NAV 2%
--------
A global leader in the intellectual property and technology services market, TechInsights felt the effects of a softer semiconductor market in the first half of 2019. This was partially offset by strong growth in the subscriptions segment of the business, which saw revenues up 32% on the prior year. TechInsights has invested significant engineering hours in subscription content development, and new product verticals have been performing strongly. The ongoing growth of the subscriptions segment remains the key strategic objective of management.
Education
Schülerhilfe
OCI's open
cost GBP30.8m
OCI's valuation GBP43.7m
--------
% of OCI NAV 7%
--------
Germany's leading provider of after-school tutoring, Schülerhilfe continues to deliver highly consistent and predictable growth. In the six months to 30 June 2019, revenues have increased by 12% compared to the same period in 2018 and EBITDA has grown by 15%. Schülerhilfe's enrolment growth over the same period is currently 13% higher than 2018. Strong cashflow generation has allowed for a further EUR6m repayment of debt during 2019, on top of the EUR11m repaid in 2018.
AMOS
OCI's open
cost GBP10.0m
OCI's valuation GBP16.5m
--------
% of OCI NAV 3%
--------
France's leading business school focused entirely on sport management and sport business. AMOS has enrolled over 2,000 students for the forthcoming academic year, which will drive enrolment growth above 20%. There are now eight campuses in France (five at acquisition) and a further one is expected to open in September. After the period end, AMOS completed the acquisition of ESDAC, a group of design and communication schools. This second bolt-on acquisition adds further scale to the group.
Outstanding commitments of OCI
OCI's outstanding commitments to the Oakley Funds as at 30 June 2019 were GBP501.6 million, a 230% increase since 31 December 2018 due to the additional commitment of EUR400.0 million that was made to Fund IV in early January.
The Board has concluded that, as Oakley Fund II and Oakley Fund III are within their realisation phase, and in the light of the expected distributions to be received over the next 12 to 18 months in both Fund II and Fund III, it is satisfied that OCI will be able to meet its unfunded commitments in the normal course.
The table below illustrates the Company's outstanding commitments to the Oakley Funds, and their respective percentage of the NAV of the Company at 30 June 2019.
Outstanding Outstanding
at 30 Jun at 30 Jun
Fund 2019 2019 % of
Current commitment
Fund vintage (EURm) (EURm) (GBPm) NAV
Oakley Fund
I 2007 202.4 2.8 2.5 0%
---------- ------------------ ----------- ----------- -----
Oakley Fund
II 2013 190.0 13.3 11.9 2%
---------- ------------------ ----------- ----------- -----
Oakley Fund
III 2016 325.8 153.1 137.1 21%
---------- ------------------ ----------- ----------- -----
Oakley Fund
IV 2019 400.0 391.0 350.1 54%
---------- ------------------ ----------- ----------- -----
501.6 77%
----------- -----
Cash and cash equivalents (109.2)
----------- -----
Net outstanding commitments unfunded by
cash resources 392.4 60%
----------- -----
Overview of Fund portfolio
Fund I
Oakley Capital Private Equity L.P. Open investments
Vintage: 2007
Fund size: EUR288m Time Out
OCI commitment: EUR202m
In 2007, Oakley raised its first EUR288 million private
equity fund with the aim of creating an investment platform
that would support entrepreneurial founders and managers.
The profile of deals was typically complex, and so deals
were often sourced outside of competitive auctions and
private equity secondary processes. The model was focused
on building long-term partnerships with entrepreneurs
and management to develop differentiated industry networks
and position the business as a partner of choice to entrepreneurs.
Fund I has only one portfolio company remaining, Time
Out Group plc, which is listed on AIM of the London Stock
Exchange. The remainder of the portfolio is fully exited
and has generated gross returns on realised investments
of 2.9x money multiple and 44% IRR.
----------------
Fund ll
Oakley Capital Private Equity II L.P. Open investments
Vintage: 2013
Fund size: EUR524m
OCI commitment: EUR190m Daisy
Oakley's second Fund launched in 2013, with total commitments Inspired
of EUR524 million. Since Fund I, the Oakley team refined North Sails
the investment strategy, having developed expertise in
three core sectors - Consumer, TMT and Education - while
continuing to leverage Oakley's entrepreneurial network.
Today, Fund II is now well into its realisation phase,
having exited six of its nine portfolio companies. The
Fund has generated gross returns of 3.3x money multiple
and 63% IRR on its realised investments and has just
three companies remaining - Inspired, North Sails and
Daisy. The Oakley team remains focused on maximising
value in the remaining portfolio and evaluating the potential
routes to exit to achieve meaningful returns for investors.
----------------
Fund IlI
Open investments
Oakley Capital Private Equity III L.P.
Vintage: 2016 Alessi
Fund size: EUR800m Amos
OCI commitment: EUR326m Casa &
Fund III closed with EUR800 million of commitments and atHome
is a 2016 vintage fund. The Fund portfolio is relatively Career Partner
nascent, with the oldest investment still under two and Group
a half years old and no investments realised to date. Ekon
Fund III has now made ten platform investments, one of Facile
which will complete following the period end (Rastreator Rastreator
and Acierto). For all completed deals the Fund's unrealised & Acierto
gross returns at 30 June 2019 are 1.8x money multiple Schülerhilfe
and 45% IRR and OCI has already received GBP36.5 million TechInsights
of distributions from the Fund, since inception. WebPros
------------------
Fund lV
Oakley Capital IV Master SCSp Open investments
Vintage: 2019
Fund size: EUR1.5bn
OCI commitment: EUR400m Seagull & Videotel
Oakley's newest Fund, which held its final close in June Seven Miles
2019, closed above its target size of EUR1.2 billion,
with total committed capital of EUR1.5 billion. OCI has
made a EUR400 million commitment to Fund IV, which follows
the same proven strategy as Oakley's previous Funds.
Fund IV has already made its first acquisition, combining
two leading players in the marine education sector -
Seagull & Videotel. Following the period end, the Fund
has also agreed to acquire Seven Miles, a leading consumer
technology company in the gift solutions space. The Oakley
team continues to see a healthy pipeline of exciting
opportunities and is focused on sourcing and delivering
deals that will generate sustainable value and meaningful
returns to the Funds' investors and, in turn, OCI's shareholders.
-------------------
OCI co-investment review
The co-investment portfolio as at 30 June 2019 is summarised in the table below:
30 Jun 2019 31 Dec 2018
Fair value Fair value
Co-investments GBPm GBPm
Equity securities
----------- -----------
Inspired 74.8 41.8
----------- -----------
Time Out 35.8 22.3
----------- -----------
Debt securities
----------- -----------
Time Out 22.1 20.9
----------- -----------
Daisy 15.3 14.9
----------- -----------
North Sails 61.7 40.6
----------- -----------
Fund Facilities 25.8 30.6
----------- -----------
Total co-investments 235.5 171.2
----------- -----------
Equity securities
Inspired's recent capital raise prompted a full revaluation of the Inspired group that resulted in an 80% premium to the prevailing book value. OCI's direct holding in Inspired, (through the entity OCPEE Feeder L.P.), did not participate in the sell-down in June 2019, but was able to benefit from the re-valuation.
Inspired continues to prosper with further acquisitions being pursued in the Asian markets.
The success of the Time Out Markets has become apparent in the market-place since the opening of the Miami, New York and Boston markets. The share price has increased from GBP0.71 at 31 December 2018 to GBP1.14 at 30 June 2019. Time Out is focused on the continued global roll-out of this format. Time Out Markets will open this year in Chicago and Montréal, followed by Dubai, London-Waterloo and Prague over the coming years. At the end of 2019 there will be six Time Out Markets in operation, with a total of 185,000 square feet, almost 4,000 covers and food from 120 of the world's best chefs.
Debt securities
OCI provides debt facilities to portfolio companies. The interest income generated by these facilities exceeds the interest earned on OCI's bank deposits, allowing OCI to earn higher returns on part of its cash reserves. During the period, OCI earned GBP4.5 million interest from its debt facilities. OCI provided a further GBP18.8 million to North Sails in co-investment debt to fund both the relaunch of North Kiteboarding, including the acquisition of kiteboarding accessories brand, Mystic, and the continued recovery of North Sails Apparel as it accelerates its marketing campaign.
OCI also provides revolving credit facilities to each of the Oakley Funds. Each drawing under these facilities is for no more than one year. The loans are used to fund short-term cash requirements of the Oakley Funds. As at 30 June 2019, OCI had outstanding debt facilities of GBP25.7 million to the Oakley Funds, including accrued interest, a decrease of GBP4.9 million from 31 December 2018, primarily due to repayments of the Oakley Fund II facilities.
Statement of Directors' responsibilities
Statement of principal risks and uncertainties
As an investment company, with an investment portfolio comprising financial assets, the principal risks associated with the Company's business largely relate to financial risks, strategic and business risks, and operating risks. A detailed analysis of the Company's principal risks and uncertainties are set out on pages 40 and 41 of the annual report and accounts 2018 and have not changed materially since the date of the report. The Company has not identified any new risks that will impact the remaining six months of the financial year.
Statement of Directors' responsibilities
The Directors confirm that to the best of their knowledge:
-- the condensed interim report includes a fair review of the development and performance of the business and the position of the Company;
-- the condensed consolidated interim financial statements have been prepared in accordance with IAS 34 interim financial reporting and give a true and fair view of the assets, liabilities, financial position and results of the Company, and are in compliance with the requirements set out in the Bermuda Companies Act 1981 (as amended);
-- the condensed interim report includes a fair review of the information required by:
a) 4.2.7R of the Disclosure Guidance and Transparency Rules, being an indication of important events that have occurred during the first six months of the current financial year and their impact on the consolidated interim financial statements, and a description of the principal risks and uncertainties for the remaining six months of the year; and
b) 4.2.8R of the Disclosure Guidance and Transparency Rules, being all related party transactions that have taken place in the first six months of the current financial year which have materially affected the financial position or performance of the Company during that period and any changes in the related party transactions described in the annual report and accounts that could materially affect the financial position or performance of the Company during the first six months of the current financial year; and
-- the condensed consolidated interim financial statements should be read in conjunction with the latest annual report and financial statements which were prepared in accordance with IFRS. These financial statements provide the information necessary to assess the Company's position and performance, business model and strategy, and is fair, balanced and understandable.
Financial Statements
Consolidated statement of comprehensive income (unaudited)
for the six months ended 30 June 2019
6 months ended 6 months ended
30 Jun 2019 30 Jun 2018
Notes GBP'000 GBP'000
Income
----- -------------- --------------
Interest income 4,543 3,511
----- -------------- --------------
Net realised gains on investments
at fair value through profit
and loss 6, 7 17,840 92,667
----- -------------- --------------
Net change in unrealised gains/(losses)
on investments at fair value
through profit and loss 6, 7 72,054 (63,408)
----- -------------- --------------
Net foreign currency gains/(losses) (286) 1,750
----- -------------- --------------
Other income 520 187
----- -------------- --------------
Total income 94,671 34,707
----- -------------- --------------
Expenses 9 (13,211) (2,407)
----- -------------- --------------
Profit attributable to equity
shareholders/total comprehensive
income 81,460 32,300
----- -------------- --------------
Earnings per share
----- -------------- --------------
Basic and diluted earnings
per share 10 GBP0.40 GBP0.16
----- -------------- --------------
Consolidated balance sheet (unaudited)
as at 31 December 2018
(Audited)
As at As at As at
30 Jun 2019 31 Dec 2018 30 Jun 2018
Notes GBP'000 GBP'000 GBP'000
Assets
----- ------------ ------------ ------------
Non-current assets
----- ------------ ------------ ------------
Investments 6, 7 555,023 469,749 381,526
----- ------------ ------------ ------------
555,023 469,749 381,526
----- ------------ ------------ ------------
Current assets
----- ------------ ------------ ------------
Trade and other receivables 106 11 117
----- ------------ ------------ ------------
Cash and cash equivalents 109,194 107,888 149,760
----- ------------ ------------ ------------
109,300 107,899 149,877
----- ------------ ------------ ------------
Total assets 664,323 577,648 531,403
----- ------------ ------------ ------------
Liabilities
----- ------------ ------------ ------------
Current liabilities
----- ------------ ------------ ------------
Trade and other payables 13,416 2,826 1,671
----- ------------ ------------ ------------
Total liabilities 13,416 2,826 1,671
----- ------------ ------------ ------------
Net assets attributable
to shareholders 650,907 574,822 529,732
----- ------------ ------------ ------------
Equity
----- ------------ ------------ ------------
Share capital 12 2,044 2,048 2,048
----- ------------ ------------ ------------
Share premium 12 243,770 244,533 244,533
----- ------------ ------------ ------------
Retained earnings 405,093 328,241 283,151
----- ------------ ------------ ------------
Total shareholders' equity 650,907 574,822 529,732
----- ------------ ------------ ------------
Net asset per ordinary
share
----- ------------ ------------ ------------
Basic and diluted net
assets per share 11 GBP3.18 GBP2.81 GBP2.59
----- ------------ ------------ ------------
Ordinary shares in issue 204,400 204,804 204,804
----- ------------ ------------ ------------
Consolidated statement of changes in equity (unaudited)
for the six months ended 30 June 2019
Share Retained Total shareholders'
capital Share premium earnings equity
GBP'000 GBP'000 GBP'000 GBP'000
For the six months ended
30 June 2019
-------- ------------- --------- -------------------
Balance at 1 January
2019 2,048 244,533 328,241 574,822
-------- ------------- --------- -------------------
Profit for the period/
total comprehensive
income - - 81,460 81,460
-------- ------------- --------- -------------------
Ordinary shares repurchased
and cancelled (4) (763) - (767)
-------- ------------- --------- -------------------
Dividends - - (4,608) (4,608)
-------- ------------- --------- -------------------
Total transactions with
equity shareholders (4) (763) (4,608) (5,375)
-------- ------------- --------- -------------------
Balance at 30 June 2019 2,044 243,770 405,093 650,907
-------- ------------- --------- -------------------
For the six months ended
30 June 2018
-------- ------------- --------- -------------------
Balance at 1 January
2018 2,048 244,533 255,459 502,040
-------- ------------- --------- -------------------
Profit for the period/
total comprehensive
income - - 32,300 32,300
-------- ------------- --------- -------------------
Dividends - - (4,608) (4,608)
-------- ------------- --------- -------------------
Total transactions with
equity shareholders - - (4,608) (4,608)
-------- ------------- --------- -------------------
Balance at 30 June 2018 2,048 244,533 283,151 529,732
-------- ------------- --------- -------------------
Consolidated statement of cash flows (unaudited)
for the six months ended 30 June 2019
6 months ended 6 months ended
30 Jun 2019 30 Jun 2018
Notes GBP'000 GBP'000
Cash flows from operating activities
----- -------------- --------------
Purchases of investments 6 (52,898) (90,125)
----- -------------- --------------
Proceeds from investments 6 61,880 126,106
----- -------------- --------------
Interest income received 181 433
----- -------------- --------------
Expenses paid (2,716) (1,819)
----- -------------- --------------
Other income received 520 187
----- -------------- --------------
Net cash provided by/(used in)
operating activities 6,967 34,782
----- -------------- --------------
Cash flows from financing activities
----- -------------- --------------
Purchase of ordinary shares 12 (767) -
----- -------------- --------------
Dividends paid (4,608) (4,608)
----- -------------- --------------
Net cash provided by/(used in) financing
activities (5,375) (4,608)
-------------- --------------
Net increase in cash and cash equivalents 1,592 30,174
----- -------------- --------------
Cash and cash equivalents at the
beginning
of the period 107,888 117,836
----- -------------- --------------
Effect of foreign exchange rate changes (286) 1,750
----- -------------- --------------
Cash and cash equivalents at the end of
the period 109,194 149,760
-------------- --------------
Notes to the consolidated interim financial statements
for the six months ended 30 June 2019
1. Reporting entity
Oakley Capital Investments Limited (the "Company") is a closed-end investment company incorporated under the laws of Bermuda on 28 June 2007. The principal objective of the Company is to achieve capital appreciation through investments in a diversified portfolio of high-growth, medium-sized companies, mainly in the UK and Europe. The Company currently achieves its investment objective primarily through its investments in the following five private equity funds (the "Funds"):
-- Oakley Capital Private Equity L.P. ("Fund I");
-- Oakley Capital Private Equity II-A L.P., which together with Oakley Capital Private Equity II-B L.P., Oakley Capital Private Equity II-C L.P. (collectively the "Fund II Feeder Funds") and OCPE II Master L.P. (the "Fund II Master") collectively comprise "Fund II";
-- Oakley Capital Private Equity III-A L.P., which together with Oakley Capital Private Equity III-B L.P., Oakley Capital Private Equity III-C L.P. (collectively the "Fund III Feeder Funds") and OCPE III Master L.P. (the "Fund III Master") collectively comprise "Fund III";
-- Oakley Capital Private Equity IV-A SCSp, which together with Oakley Capital Private Equity IV-B SCSp, Oakley Capital Private Equity IV-C SCSp (collectively the "Fund IV Feeder Funds") and Oakley Capital IV Master SCSp (the "Fund IV Master") collectively comprise "Fund IV"; and
-- OCPE Education (Feeder) L.P., which together with OCPE Education L.P. collectively comprise "OCPE Education".
Fund I, Fund II, Fund III and OCPE Education are all constituent limited partnerships and are exempted limited partnerships established in Bermuda. Fund IV constitutes a group of limited partnerships established in Luxembourg.
The defined term "Company" shall, where the context requires for the purposes of consolidation, include the Company's sole and wholly owned subsidiary, OCI Financing (Bermuda) Limited ("OCI Financing") (prior to a name change made on 23 May 2019, OCI Financing was previously known as OCIL Financing (Bermuda) Limited).
The Company was listed on the Alternative Investments Market ("AIM") of the London Stock Exchange Limited on 3 August 2007, with "OCI" as its listed ticker.
2. Basis of preparation
The condensed consolidated interim financial statements of the Company have been prepared on a going concern basis and under the historical cost convention, except for financial instruments at fair value through profit and loss, which are measured at fair value.
The Board of Directors consider that it is appropriate to adopt the going concern basis of accounting in preparing these condensed interim financial statements. In reaching this assessment, the Board of Directors have considered a wide range of information relating to the present and future conditions, including the condensed statement of financial position, future projections, cash flows and the longer-term strategy of the Company.
2.1 Basis for compliance
The condensed consolidated interim financial statements have been prepared in accordance with IAS 34 Interim financial requirements and should be read in conjunction with the latest annual report and financial statements as at and for the year ended 31 December 2018, which were prepared in accordance with International Financial Reporting Standards ("IFRS"). These consolidated interim financial statements do not include all the information required for a complete set of IFRS financial statements. However, the explanatory notes are included to explain events and transactions that are significant to an understanding of changes in the Company's financial position and performance since the last annual consolidated financial statements.
The condensed consolidated interim financial statements were authorised for issue on 10 September 2019 by the Company's Board of Directors 2.2 Functional and presentation currency.
The condensed consolidated interim financial statements are presented in British pounds ("pounds"), which is the Company's functional currency.
3. Significant accounting policies
The accounting policies used are consistent with those applied in the latest annual consolidated financial statements, except for the adoption of new standards effective as of 1 January 2019.
Several amendments and interpretations apply for the first time effective 1 January 2019 but do not have a material effect on the Company's consolidated interim financial statements and did not require retrospective adjustments. The changes in accounting policies will be reflected in the Company's annual consolidated financial statements as at and for the year ending 31 December 2019.
A number of standards have been issued but are not yet effective as at period end. The Company is currently in the process of analysing the impact of these new standards, amendments to existing standards and annual improvements to IFRS in detail but these are not expected to have a material effect on the consolidated annual financial statements of the Company.
4. Critical accounting estimates, assumptions and judgment
The reported results of the Company are sensitive to the accounting policies, assumptions and estimates that underlie the preparation of its consolidated interim financial statements. IFRS require the Board of Directors, in preparing the Company's consolidated interim financial statements, to select suitable accounting policies, apply them consistently and make judgments and estimates that are reasonable and prudent. The Company's estimates and assumptions are based on historical experience and the Board of Directors' expectation of future events and are reviewed periodically. The actual outcome may be materially different from that anticipated. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods.
The judgments, assumptions and estimates involved in the Company's accounting policies that are considered by the Board of Directors to be the most important to Company's results and financial condition are the fair valuation of the investments and the assessment that the Company meets the definition of an investment entity.
In preparing the condensed consolidated interim financial statements, significant judgments were made in applying the Company's accounting policies and the key sources of estimation uncertainty were consistent with those applied to the annual consolidated financial statements as at and for the year ended 31 December 2018.
(a) Fair valuation of investments
The fair values assigned to investments held at fair value through profit and loss are based upon available information at the time and do not necessarily represent amounts which might ultimately be realised. Because of the inherent uncertainty of valuation, these estimated fair values may differ significantly from the values that would have been used had a ready market for the investments existed, and those differences could be material.
Investments held at fair value through profit and loss are valued by the Company in accordance with relevant IFRS requirements. Judgment is required in order to determine the appropriate valuation methodology under these standards and subsequently in determining the inputs into the valuation models used. These judgments include making assessments of the future earnings potential of portfolio companies, appropriate earnings multiples to apply, estimating future cash flows and determining appropriate discount rates.
(b) Assessment as an investment entity
Entities that meet the definition of an investment entity within IFRS 10 are required to account for investments in controlled entities, as well as investments in associates and joint ventures, at fair value through profit and loss.
The Board of Directors has concluded that the Company meets the definition of an investment entity, as its strategic objective is to invest in portfolio investments on behalf of its investors for the purpose of generating returns in the form of investment income and capital appreciation.
5. Financial risk management
The Board of Directors, the Company's Risk Committee (the "Risk Committee") and Oakley Capital Limited (the "Investment Adviser") attribute great importance to professional risk management, proper understanding and negotiation of appropriate terms and conditions and active monitoring, including a thorough analysis of reports and financial statements and ongoing review of investments made. It is also key to structure the investment portfolio taking into account issues such as liquidity and tax. The Company has investment guidelines that set out its overall business strategies, its tolerance for risk and its general risk management philosophy and has established processes to monitor and control the economic impact of these risks. The Investment Adviser provides the Board of Directors with recommendations as to the Company's asset allocation and annual investment levels that are consistent with the Company's objectives. The Risk Committee reviews and agrees policies for managing the risks.
The Company has exposures to the following risks from financial instruments: credit risk, liquidity risk and market risk (including interest rate risk, currency risk, and price risk). The Company's overall risk management process focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Company's financial performance.
As at 30 June 2019, there have been no changes to the membership of the Risk Committee nor to any of the Company's risk policies since 31 December 2018 and as a result, the condensed consolidated interim financial statements do not include all financial risk management information and disclosures required in the annual consolidated financial statements. The condensed consolidated interim financial statements should be read in conjunction with the Company's annual consolidated financial statements as at 31 December 2018.
6. Investments
As at 30 June 2019:
31 Dec Change 30 Jun
2018 Purchases/ Realised Interest in unrealised 2019
Fair Capital Total sales*/ gains/ and gains/ Fair
value calls Distributions (losses) other (losses) value
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Oakley Funds
-------- ---------- -------------- --------- -------- -------------- --------
Fund I 18,159 1,788 - - - 12,037 31,984
-------- ---------- -------------- --------- -------- -------------- --------
Fund II 71,794 7,386 (30,197) 19,067 - (1,940) 66,110
-------- ---------- -------------- --------- -------- -------------- --------
Fund III 208,628 - (9,712) (1,227) - 17,650 215,339
-------- ---------- -------------- --------- -------- -------------- --------
Fund IV - 7,901 - - - (1,810) 6,091
-------- ---------- -------------- --------- -------- -------------- --------
Total Oakley
Funds 298,581 17,075 (39,909) 17,840 - 25,937 319,524
-------- ---------- -------------- --------- -------- -------------- --------
Co-investment
Funds
-------- ---------- -------------- --------- -------- -------------- --------
OCPE Education
(Feeder) L.P. 41,789 374 - - - 32,599 74,762
-------- ---------- -------------- --------- -------- -------------- --------
Total co-investment
Funds 41,789 374 - - - 32,599 74,762
-------- ---------- -------------- --------- -------- -------------- --------
Total Funds 340,370 17,449 (39,909) 17,840 - 58,536 394,286
-------- ---------- -------------- --------- -------- -------------- --------
Quoted equity
securities
-------- ---------- -------------- --------- -------- -------------- --------
Time Out Group
plc 22,320 - - - - 13,518 35,838
-------- ---------- -------------- --------- -------- -------------- --------
Total quoted
equity
securities 22,320 - - - - 13,518 35,838
-------- ---------- -------------- --------- -------- -------------- --------
Unquoted debt
securities
-------- ---------- -------------- --------- -------- -------------- --------
Ellisfield (Bermuda)
Limited 14,889 - - - 434 - 15,323
-------- ---------- -------------- --------- -------- -------------- --------
Fund I 7,035 800 - - 245 - 8,080
-------- ---------- -------------- --------- -------- -------------- --------
Fund II 17,412 4,044 (21,846) - 390 - -
-------- ---------- -------------- --------- -------- -------------- --------
Fund III 4,033 11,791 - - 410 - 16,234
-------- ---------- -------------- --------- -------- -------------- --------
NSG Apparel BV 26,569 - - - 496 - 27,065
-------- ---------- -------------- --------- -------- -------------- --------
Oakley Capital
III
Limited 2,169 - (770) - 47 - 1,446
-------- ---------- -------------- --------- -------- -------------- --------
Oakley NS
(Bermuda) L.P. 14,038 18,814 - - 1,795 - 34,647
-------- ---------- -------------- --------- -------- -------------- --------
Time Out Group
plc 20,914 - - - 1,190 - 22,104
-------- ---------- -------------- --------- -------- -------------- --------
Total unquoted
debt securities 107,059 35,449 (22,616) - 5,007 - 124,899
-------- ---------- -------------- --------- -------- -------------- --------
Total investments 469,749 52,898 (62,525) 17,840 5,007 72,054 555,023
-------- ---------- -------------- --------- -------- -------------- --------
* Total sales include redemptions, loan repayments and transfers
As at 30 June 2018:
31 Dec Change 30 Jun
2017 Purchases/ Realised Interest in unrealised 2018
Fair Capital Total sales*/ gains/ and gains/ Fair
value calls Distributions (losses) other (losses) value
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Oakley Funds
-------- ---------- -------------- --------- -------- -------------- --------
Fund I 36,551 - - - - (11,795) 24,756
-------- ---------- -------------- --------- -------- -------------- --------
Fund II 137,054 15,732 (102,748) 94,476 - (61,031) 83,483
-------- ---------- -------------- --------- -------- -------------- --------
Fund III 109,058 28,613 (10,644) (1,809) - 6,220 141,438
-------- ---------- -------------- --------- -------- -------------- --------
Total Oakley
Funds 282,663 44,345 (113,392) 92,667 - (56,606) 249,677
-------- ---------- -------------- --------- -------- -------------- --------
Co-investment
Funds
-------- ---------- -------------- --------- -------- -------------- --------
OCPE Education
(Feeder) L.P. 26,280 32 - - - 5,773 32,085
-------- ---------- -------------- --------- -------- -------------- --------
Total co-investment
Funds 26,280 32 - - - 5,773 32,085
-------- ---------- -------------- --------- -------- -------------- --------
Total Funds 308,943 44,377 (113,392) 92,667 - (50,833) 281,762
-------- ---------- -------------- --------- -------- -------------- --------
Quoted equity
securities
-------- ---------- -------------- --------- -------- -------------- --------
Time Out Group
plc 41,182 - - - - (12,575) 28,607
-------- ---------- -------------- --------- -------- -------------- --------
Total quoted
equity
securities 41,182 - - - - (12,575) 28,607
-------- ---------- -------------- --------- -------- -------------- --------
Unquoted debt
securities
-------- ---------- -------------- --------- -------- -------------- --------
Daisy Group
Holdings Limited 12,701 - - - 830 - 13,531
-------- ---------- -------------- --------- -------- -------------- --------
Ellisfield
(Bermuda)
Limited 15,455 - - - 470 - 15,925
-------- ---------- -------------- --------- -------- -------------- --------
Fund I 6,351 918 (1,474) - 198 - 5,993
-------- ---------- -------------- --------- -------- -------------- --------
Fund II - 7,159 (7,224) - 65 - -
-------- ---------- -------------- --------- -------- -------------- --------
NSG Apparel
BV 24,651 - - - 1,450 - 26,065
-------- ---------- -------------- --------- -------- -------------- --------
Oakley Capital
III
Limited 7,168 - (4,452) - 234 - 2,950
-------- ---------- -------------- --------- -------- -------------- --------
Oakley NS
(Bermuda)
L.P. 3,212 3,213 - - 268 - 6,693
-------- ---------- -------------- --------- -------- -------------- --------
Total unquoted
debt securities 69,502 11,290 (13,150) - 3,515 - 71,157
-------- ---------- -------------- --------- -------- -------------- --------
Total investments 419,627 55,667 (126,542) 92,667 3,515 (63,408) 381,526
-------- ---------- -------------- --------- -------- -------------- --------
* Total sales include redemptions, loan repayments and transfers
Quoted equity securities and unquoted debt securities are additional direct investments in certain of the portfolio companies in one of the Oakley Funds.
7. Disclosure about fair value of financial instruments
The Company has adopted IFRS 13 in respect of disclosures about the degree of reliability of fair value measurements. These fair value measurements are categorised into different levels in the fair value hierarchy based on the inputs to valuation techniques used. The Company classifies financial instruments measured at fair value in the investment portfolio according to the following hierarchy:
-- Level I:
Quoted prices (unadjusted) in active markets for identical instruments that the Company can access at the measurement date. Level I investments include quoted equity instruments.
-- Level II:
Inputs other than quoted prices included within Level I that are observable for the instrument, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
-- Level III:
Inputs that are not based on observable market data. Level III investments include private equity funds, unquoted equity and debt securities.
The level in the fair value hierarchy within which the fair value measurement is categorised is determined on the basis of the lowest level input that is significant to the fair value measurement in its entirety. Assessing the significance of a particular input to the fair value measurement in its entirety requires judgment, considering factors specific to the instrument. The determination of what constitutes "observable" requires significant judgment by the Company. The Company considers observable data to be market data that is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market.
The following table analyses the Company's investments measured at fair value as of 30 June 2019 by the level in the fair value hierarchy into which the fair value measurement is categorised:
Level I Level III Total
GBP'000 GBP'000 GBP'000
Funds - 394,286 394,286
-------- --------- --------
Quoted equity securities 35,838 - 35,838
-------- --------- --------
Unquoted debt securities - 124,899 124,899
-------- --------- --------
Total investments measured
at fair value 35,838 519,185 555,023
-------- --------- --------
The following table analyses the Company's investments measured at fair value as of 30 June 2018 by the level in the fair value hierarchy into which the fair value measurement is categorised:
Level I Level III Total
GBP'000 GBP'000 GBP'000
Funds - 281,762 281,762
-------- --------- --------
Quoted equity securities 28,607 - 28,607
-------- --------- --------
Unquoted debt securities - 71,157 71,157
-------- --------- --------
Total investments measured
at fair value 28,607 352,919 381,526
-------- --------- --------
Level I
Quoted equity investment values are based on quoted market prices in active markets, and are therefore classified within Level I investments. The Company does not adjust the quoted price for these investments.
Level II
The Company did not hold any Level II investments as of 30 June 2019 or 30 June 2018.
Level III
The Company has determined that Funds and unquoted debt securities fall into Level III. Funds and unquoted debt securities are measured in accordance with the IPEV Valuation Guidelines with reference to the most appropriate information available at the time of measurement. The condensed consolidated interim financial statements as of 30 June 2019 include Level III investments in the amount of GBP519,185,368; representing approximately 79.76% of equity (2018: GBP352,918,501; 66.62%).
Funds
The Company primarily invests in portfolio companies via the Funds in which it is a Limited Partner. The Funds are unquoted equity securities that invest in unquoted securities. The Company's investments in unquoted equity securities are recognised in the consolidated balance sheet at fair value, in accordance with IPEV Valuation Guidelines and IFRS 13 and are considered Level III investments.
The valuation of unquoted fund investments is generally based on the latest available net asset value ("NAV") of the respective Fund as reported by the corresponding general partner or administrator, provided that the NAV has been appropriately determined using fair value principles in accordance with IFRS 13.
The NAV of a Fund is calculated after determining the fair value of a Fund's investment in any portfolio company. This value is generally obtained by calculating the enterprise value ("EV") of the portfolio company and then adding excess cash and deducting financial instruments, such as external debt, ranking ahead of the Fund's highest ranking instrument in the portfolio company.
A common method of determining the EV is to apply a market-based multiple (e.g. an average multiple based on a selection of comparable quoted companies) to the "maintainable" earnings or revenues of the portfolio company. This market-based approach presumes that the comparator companies are correctly valued by the market. A discount is sometimes applied to market based multiples to adjust for points of difference between the comparators and the company being valued.
As at 30 June 2019, the value of the Funds' investments, other assets and liabilities attributable to the Company based on its respective percentage interest in each Fund was as follows:
Fund I Fund II Fund III Fund IV OCPE Education
EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
Investments 39,688 82,106 329,073 22,649 83,259
-------- -------- -------- -------- --------------
Loans (6,350) (7,820) (65,762) (22,722) -
-------- -------- -------- -------- --------------
Provisional profit allocation - (4,696) (27,156) - -
-------- -------- -------- -------- --------------
Other net assets 2,386 4,251 4,367 6,877 246
-------- -------- -------- -------- --------------
Total value of the Fund
attributable to the
Company 35,724 73,841 240,522 6,804 83,505
-------- -------- -------- -------- --------------
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Total value of the Fund
attributable to the
Company 31,984 66,110 215,339 6,091 74,762
-------- -------- -------- -------- --------------
As at 30 June 2018, the value of the Funds' investments, other assets and liabilities attributable to the Company based on its respective percentage interest in each Fund was as follows:
Fund I Fund II Fund III Fund IV OCPE Education
EUR'000 EUR'000 EUR'000 EUR'000 EUR'000
Investments 30,146 112,993 210,866 - 35,987
-------- -------- --------- -------- --------------
Loans (4,437) (12,623) (48,401) - -
-------- -------- --------- -------- --------------
Provisional profit allocation - (7,358) (6,940) - -
-------- -------- --------- -------- --------------
Other net assets 2,269 1,341 4,328 - 273
-------- -------- --------- -------- --------------
Total value of the Fund
attributable to the
Company 27,978 94,353 159,853 - 36,260
-------- -------- --------- -------- --------------
GBP'000 GBP'000 GBP'000 GBP'000
Total value of the Fund
attributable to the GBP'000
Company 24,756 83,483 141,438 - 32,085
-------- -------- --------- -------- --------------
The Company does not utilise valuation models to calculate the fair value of its Fund investments. The NAV as reported by the Funds' general partner or administrator is considered to be the key unobservable input. In addition, the Company has the following control procedures in place to evaluate whether the NAV of the underlying fund investments is calculated in a manner consistent with IFRS 13:
-- Thorough initial due diligence process and the Board of Directors performing ongoing monitoring procedures, primarily discussions with the Investment Adviser;
-- Comparison of historical realisations to last reported fair values; and -- Review of the auditor's report of the respective Fund.
Unquoted debt securities
The fair values of the Company's investments in unquoted debt securities are derived from a discounted cash flow calculation based on expected future cash flows to be received, discounted at an appropriate rate. Expected future cash flows include interest received and principal repayment at maturity.
Unobservable inputs for Level III investments
Funds
In arriving at the fair value of the unquoted fund investments, the key input used by the Company is the NAV as provided by the general partner or administrator. It is recognised by the Company that the NAVs of the Funds are sensitive to movements in the fair values of the underlying portfolio companies.
The underlying portfolio companies owned by the Funds may include both quoted and unquoted companies. Quoted portfolio companies are valued based on market prices and no unobservable inputs are used. Unquoted portfolio companies are valued based on a market approach for which significant judgment is applied.
For the purposes of sensitivity analysis, the Company considers a 10% adjustment to the fair value of the unquoted portfolio companies of the Funds as reasonable. For the period ending 30 June 2019 a 10% increase to the fair value of the unquoted portfolio companies held by the Funds would result in a 6.5% movement in net assets attributable to shareholders (2018: 5.4%). A 10% decrease to the fair value of the unquoted portfolio companies held by the Funds would have an equal and opposite effect.
Unquoted debt securities
In arriving at the fair value of the unquoted debt securities, the key inputs used by the Company are future cash flows expected to be received until maturity of the debt securities and the discount factor applied. The discount factor applied is considered to be an unobservable input and range between 6.5% and 15%.
For the purposes of sensitivity analysis, the Company considers a 1% adjustment to the discount factor applied as reasonable. For the period ending 30 June 2019a 1% increase to the discount factor would result in a 0.4% movement in net assets attributable to shareholders (2018: 0.1%). A 1% decrease to the discount factor would have an equal and opposite effect.
Transfers between Levels
There were no transfers between the Levels during the period ended 30 June 2019 and 30 June 2018.
Level I and Level III reconciliation
The changes in investments measured at fair value, for which the Company has used Level I and Level III inputs to determine fair value as of 30 June 2019 and30 June 2018, are as follows:
Level I Investments:
As at As at
30 Jun 2019 30 Jun 2018
GBP'000 GBP'000
Quoted equity securities
------------ ------------
Fair value at the beginning of the
period 22,320 41,182
------------ ------------
Net change in unrealised gains/(losses)
on investments 13,518 (12,575)
------------ ------------
Fair value of Level I investments at
the end of the period 35,838 28,607
------------ ------------
Level III Investments:
Unquoted
Funds debt securities Total
GBP'000 GBP'000 GBP'000
For the six months ended 30 June 2019
-------- ---------------- --------
Fair value at the beginning of the
period 340,370 107,059 447,429
-------- ---------------- --------
Purchases 17,449 35,449 52,898
-------- ---------------- --------
Proceeds on disposals (including interest) (39,909) (22,616) (65,525)
-------- ---------------- --------
Realised gain on sale 17,840 - 17,840
-------- ---------------- --------
Interest income and other fee income - 5,007 5,007
-------- ---------------- --------
Net change in unrealised gains/(losses)
on investments 58,536 - 58,536
-------- ---------------- --------
Fair value at the end of the period 394,286 124,899 519,185
-------- ---------------- --------
Unquoted
Funds debt securities Total
GBP'000 GBP'000 GBP'000
For the six months ended 30 June 2018
--------- ---------------- ---------
Fair value at the beginning of the
period 308,943 69,502 378,445
--------- ---------------- ---------
Purchases 44,377 11,290 55,667
--------- ---------------- ---------
Proceeds on disposals (including interest) (113,392) (13,150) (126,542)
--------- ---------------- ---------
Realised gain on sale 92,667 - 92,667
--------- ---------------- ---------
Interest income and other fee income - 3,515 3,515
--------- ---------------- ---------
Net change in unrealised gains/(losses)
on investments (50,833) - (50,833)
--------- ---------------- ---------
Fair value at the end of the period 281,762 71,157 352,919
--------- ---------------- ---------
Financial instruments not carried at fair value
Financial instruments, other than financial instruments at fair value through profit and loss, where carrying values are equal to fair values:
As at
30 Jun As at
2019 30 Jun 2018
GBP'000 GBP'000
Cash and cash equivalents 109,194 149,760
-------- ------------
Trade and other receivables 106 117
-------- ------------
Trade and other payables 13,416 1,671
-------- ------------
8. Segment information
The Company has two reportable segments, as described below. For each of them, the Board of Directors receives detailed reports on at least a quarterly basis. The following summary describes the operations in each of the Company's reportable segments:
-- Fund investments: includes commitments/investments in five private equity funds.
-- Direct investments and loans: includes direct equity investments, loans to the Funds' portfolio companies, loans to the Funds and other loans.
Balance sheet and income and expense items which cannot be clearly allocated to one of the segments are shown in the column "Unallocated" in the following tables.
The reportable operating segments derive their revenue from investments by seeking to achieve an attractive return in relation to the risk being taken. The return consists of interest, dividends and/or unrealised and realised capital gains.
The financial information provided to the Board of Directors with respect to total assets and liabilities is presented in a manner consistent with the annual consolidated financial statements. The assessment of the performance of the operating segments is based on measurements consistent with IFRS. With the exception of capital calls payable, liabilities are not considered to be segment liabilities but rather managed at the corporate level.
There have been no transactions between the reportable segments during the period ended 30 June 2019 and 30 June 2018.
The segment information for the period ended 30 June 2019 is as follows:
Direct investments Total operating
Fund investments and loans segments Unallocated Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Net realised gains
on financial assets
at fair value through
profit and loss 17,840 - 17,840 - 17,840
---------------- ------------------ --------------- ----------- ---------
Net unrealised gains/(losses)
on financial assets
at fair value through
profit and loss 58,536 13,518 72,054 - 72,054
---------------- ------------------ --------------- ----------- ---------
Interest income - 4,487 4,487 56 4,543
---------------- ------------------ --------------- ----------- ---------
Net foreign currency
gains/ (losses) - - - (286) (286)
---------------- ------------------ --------------- ----------- ---------
Other income - 520 520 - 520
---------------- ------------------ --------------- ----------- ---------
Expenses - - - (13,211) (13,211)
---------------- ------------------ --------------- ----------- ---------
Profit/(loss) for the
period 76,376 18,525 94,901 (13,441) 81,460
---------------- ------------------ --------------- ----------- ---------
Total assets 394,286 160,737 555,023 109,300 664,323
---------------- ------------------ --------------- ----------- ---------
Total liabilities - - - (13,416) (13,416)
---------------- ------------------ --------------- ----------- ---------
Net assets 394,286 160,737 555,023 95,884 650,907
---------------- ------------------ --------------- ----------- ---------
Total assets include:
---------------- ------------------ --------------- ----------- ---------
Financial assets at
fair value through
profit and loss 394,286 160,737 555,023 - 555,023
---------------- ------------------ --------------- ----------- ---------
Cash and others - - - 109,300 109,300
---------------- ------------------ --------------- ----------- ---------
The segment information for the period ended 30 June 2018 is as follows:
Direct
investments Total operating
Fund investments and loans segments Unallocated Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Net realised gains
on financial assets
at fair value through
profit and loss 92,667 - 92,667 - 92,667
---------------- ------------ --------------- ----------- --------
Net unrealised gains/(losses)
on financial assets
at fair value through
profit and loss (50,833) (12,575) (63,408) - (63,408)
---------------- ------------ --------------- ----------- --------
Interest income - 3,455 3,455 56 3,511
---------------- ------------ --------------- ----------- --------
Net foreign currency
gains/(losses) - - - 1,750 1,750
---------------- ------------ --------------- ----------- --------
Other income - 60 60 127 187
---------------- ------------ --------------- ----------- --------
Expenses - - - (2,407) (2,407)
---------------- ------------ --------------- ----------- --------
Profit/(loss) for the
period 41,834 (9,060) 32,774 (474) 32,300
---------------- ------------ --------------- ----------- --------
Total assets 281,762 99,764 381,526 149,877 531,403
---------------- ------------ --------------- ----------- --------
Total liabilities - - - (1,671) (1,671)
---------------- ------------ --------------- ----------- --------
Net assets 281,762 99,764 381,526 148,206 529,732
---------------- ------------ --------------- ----------- --------
Total assets include:
---------------- ------------ --------------- ----------- --------
Financial assets at
fair value through
profit and loss 281,762 99,764 381,526 - 381,526
---------------- ------------ --------------- ----------- --------
Cash and others - - - 149,877 49,877
---------------- ------------ --------------- ----------- --------
9. Expenses
6 months ended 6 months ended
30 Jun 2019 30 Jun 2018
GBP'000 GBP'000
Performance fees 10,116 198
-------------- --------------
Operational and advisory fees 1,719 1,234
-------------- --------------
Professional fees 714 378
-------------- --------------
Other expenses 662 597
-------------- --------------
13,211 2,407
-------------- --------------
10. Earnings per share
The earnings per share calculation uses the weighted average number of shares in issue during the period.
6 months ended 6 months ended
30 Jun 2019 30 Jun 2018
Basic and diluted earnings per share
(pence) 40 16
-------------- --------------
Profit for the period (GBP'000) 81,460 32,300
-------------- --------------
Weighted average number of shares outstanding
('000) 204,572 204,804
-------------- --------------
11. Net asset value per share
The net asset value per share calculation uses the number of shares in issue at the end of the period.
As at As at
30 Jun 2019 30 Jun 2018
Basic and diluted net asset value per
share (pence) 318 259
------------ ------------
Net assets attributable to shareholders
(GBP'000) 650,970 529,732
------------ ------------
Number of shares in issue at the period
end ('000) 204,400 204,804
------------ ------------
12. Share capital
The authorised share capital of the Company is 280,000,000 ordinary shares at a par value of GBP0.01 each. Ordinary shares are listed and traded on the AIM market of the London Stock Exchange. Each share confers the right to one vote and shareholders have the right to receive dividends.
On 18 March 2019, the Company bought 404,100 Ordinary shares at the market price on that date for a total of GBP767,442. The Ordinary shares purchased by the Company were cancelled and are available for re-issue.
As at 30 June 2019, the Company's issued and fully paid share capital was 204,399,936 ordinary shares (2018: 204,804,036).
As at As at
30 Jun 2019 30 Jun 2018
'000 '000
Ordinary shares outstanding at the
beginning of the period 204,804 204,804
------------ ------------
Ordinary shares purchased (404) -
------------ ------------
Ordinary shares outstanding at the
end of the period 204,400 204,804
------------ ------------
13. Commitments
The Company had the following capital commitments in euros as at the period end:
As at As at
30 Jun 2019 30 Jun 2018
EUR'000 EUR'000
Fund I
------------ --------------
Total capital commitment 2019: GBP181,214
(2018: GBP166,694) 202,398 188,398
------------ --------------
Called capital at the beginning of
the period 185,760 185,760
------------ --------------
Additional interest acquired during
the period 13,804 -
------------ --------------
Capital calls during the period 2019:
0% (2018: 0%) - -
------------ --------------
Called capital at the end of the period
2019: GBP178,677
(2018: GBP164,360) 199,564 185,760
------------ --------------
Unfunded capital commitment 2019: GBP2,537
(2018: GBP2,334) 2,834 2,638
------------ --------------
Aggregate recycled commitment 13,966 13,000
------------ --------------
As at As at
30 Jun 2019 30 Jun 2018
EUR'000 EUR'000
------------ ------------
Fund II
------------ ------------
Total capital commitment 2019: GBP170,114
(2018: GBP168,112) 190,000 190,000
------------ ------------
Called capital at the beginning of
the period 176,700 158,650
------------ ------------
Capital calls during the period 2019:
0% (2018: 9.5%) - 18,050
------------ ------------
Called capital at the end of the period
2019: GBP158,206
(2018: GBP156,344) 176,700 176,700
------------ ------------
Unfunded capital commitment 2019: GBP11,908
(2018: GBP11,768) 13,300 13,300
------------ ------------
Aggregate recycled commitment 8,550 -
------------ ------------
Fund III
------------ ------------
Total capital commitment 2019: GBP291,682
(2018: GBP288,250) 325,780 325,780
------------ ------------
Called capital at the beginning of
the period 172,663 123,797
------------ ------------
Capital calls during the period 2019:
0% (2018: 10%) - 32,578
------------ ------------
Called capital at the end of the period
2019: GBP154,591
(2018: GBP138,360) 172,663 156,375
------------ ------------
Unfunded capital commitment 2019: GBP137,091
(2018: GBP149,889) 153,117 169,405
------------ ------------
Fund IV
------------ ------------
Total capital commitment 2019: GBP358,134 400,000 -
------------ ------------
Called capital at the beginning of
the period - -
------------ ------------
Capital calls during the period 2019:
2.3% 9,000 -
------------ ------------
Called capital at the end of the period
2019: GBP8,058 9,000 -
------------ ------------
Unfunded capital commitment 2019: GBP350,076 391,000 -
------------ ------------
Total unfunded capital commitments
2019: GBP501,612
(2018: GBP163,991) 560,251 185,343
------------ ------------
The Company had the following loan commitments at the period end:
As at As at
30 Jun 2019 30 Jun 2018
GBP'000 GBP'000
Total revolving loan facility commitments:
------------ ------------
Fund I 5,000 5,000
------------ ------------
Fund II 20,000 20,000
------------ ------------
Fund III 20,000 20,000
------------ ------------
Time Out Group plc 20,000 20,000
------------ ------------
Oakley NS (Bermuda) L.P. 33,850 7,850
------------ ------------
98,850 72,850
------------ ------------
Total unfunded loan commitments:
------------ ------------
Fund I 3,400 2,575
------------ ------------
Fund II 20,000 20,000
------------ ------------
Fund III 4,198 20,000
------------ ------------
Time Out Group plc - 20,000
------------ ------------
Oakley NS (Bermuda) L.P. 1,403 1,637
------------ ------------
29,001 64,212
------------ ------------
14. Related parties
Balances and transactions between the Company and its subsidiary have been eliminated on consolidation and are not disclosed in this note. Related parties as disclosed below are not part of the consolidation, and for this reason are not eliminated.
One Director of the Company, Peter Dubens, is also a Director of the Investment Adviser and Oakley Advisory Limited, entities which may provide services to, and may receive compensation from, the Company. These are considered related parties to the Company given the indirect control this Director has over these entities. Peter is the sole shareholder of Oakley Capital Manager Limited (the "Administrative Agent") and is considered a related party to the Company given the direct control this Director has over this entity.
The agreements between the Company and these service providers were, and are based on normal commercial terms. Throughout the period ending 30 June 2019, no Director of the Company had a personal interest in any transaction of significance for the Company (2018: none).
Operational fees, advisory fees and performance fees paid to the Administrative Agent are disclosed in Note 9. The basis for calculating these fees remain unchanged from prior periods. The increase is a function of the change in net asset value of the underlying assets. Under the Operational Services Agreement, the Administrative Agent currently recharges costs incurred, either directly or indirectly by its contracted advisors, primarily the Investment Adviser, on behalf of the Company. For the period ending 30 June 2019, the Administrative Agent recharged such costs to the Company totalling GBP287,726 (2018: GBP367,793) which is included in other expenses (Note 9). The agreements between the Company and these service providers are based on normal commercial terms.
15. Events after balance sheet date
On 1 July 2019, the Company agreed to consolidate all of the outstanding balances, including accrued interest, of its loans to Fund I. The Company entered into a GBP8,110,071 loan facility agreement, repayable 30 June 2020.
On 18 July 2019, the Company announced its intention to apply for admission of its Ordinary shares to the Specialist Fund Segment ("SFS") of the London Stock Exchange's ("LSE") Main Market. The Ordinary shares were admitted to the SFS, to commence trading on the Main Market and simultaneously cease trading on AIM on 23 August 2019. The Company's ticker symbol continues to be "OCI".
On 18 July 2019, the Company amended and restated the Operational Services Agreement. A number of administrative updates have been made to that agreement together with certain other amendments. The fees payable remain the same under the new agreement save that, from 1 January 2020, the operational and advisory fee of 2% will be charged only on equity co-investments (as opposed to all co-investments). The new Operational Services Agreement took effect with the Company's admission to the SFS of the LSE Main Market.
On 9 August 2019, the Company paid a capital call of EUR32,578,000 (GBP29,672,042) to Fund III.
On 10 September 2019, the Board of Directors declared and approved payment of an interim dividend of 2.25 pence per ordinary share which will result in a dividend payment of GBP4,608,091 payable on 24 October 2019.
Several minor amendments to terms and amounts of co-invest loans were made subsequent to the period end in the normal course of business.
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
END
IR SFDESSFUSEIU
(END) Dow Jones Newswires
September 11, 2019 02:00 ET (06:00 GMT)
1 Year Oakley Capital Investments Chart |
1 Month Oakley Capital Investments Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions
