4 December 2025

 

Duke Capital Limited

("Duke Capital", "Duke" or the "Company")

 

Interim Financial Results for the six months to 30 September 2025

 

Resilient performance with platform for growth

 

Duke Capital Limited (AIM: DUKE), a leading provider of hybrid capital solutions for SME business owners in Europe and North America, is pleased to announce its interim results for the six months ended 30 September 2025 ("Interim 2026").

 

Financial and Operational Highlights:

 

·           Recurring cash revenue* totalled £13.2 million, an increase of 3% on Interim 2025 (£12.7 million)

·         Total cash revenue also £13.2 million, down 3% from the prior period (Interim 2025: £13.5 million) due to the absence of investment exits

·         Free cash flow** of £5.9 million, in line with Interim 2025 (£5.9 million), despite no investment exits in the period

·         Continued disciplined investment strategy with over £15 million of deployments made into existing Capital Partners during the period

·           Cash operating expenses of £2.1 million, down 21% from Interim 2025 (£2.6 million)

·           Cash dividends of 1.40 pence per share paid during the period (Interim 2025: 1.40 pence per share)

·           Cumulative dividends of 21.40 pence per share paid over 33 consecutive quarters since inception

 

Post-Period End Highlights:

 

·        £6.8 million of recurring cash revenue expected in Q3 FY26, representing a 5% year-on-year increase (Q3 FY25: £6.5 million)

·        In October 2025, invested £3.7 million into Step Investments Limited to acquire the Irish commercial radio station Galway Bay FM

 

* Recurring cash revenue excludes exit premiums and cash gains from the sale of equity investments

** Free cash flow is defined as net cash inflows from operations plus cash gains from the sale of equity investments less net transaction costs less interest paid on borrowings

 

Nigel Birrell, Chairman of Duke Capital, said: "Our resilient performance over the first half once again highlights the strength and reliability of Duke's model. In a period where many SMEs continue to face challenging conditions, we've remained focused on supporting our partners' growth ambitions and maintaining stable returns for shareholders.

 

"Looking ahead, any easing of borrowing costs would be beneficial for Duke, lowering our own financing costs while improving our relative attractiveness to income-focused shareholders thanks to our strong yield profile. With a robust balance sheet and disciplined investment approach, Duke Capital is well placed to build on its strong foundations."

 

For further information, please visit https://dukecapital.com/ or contact:

 

Duke Capital Limited	Neil Johnson / Charles Cannon Brookes / Hugo Evans	+44 (0) 1481 231 816
Cavendish Capital Markets Limited (Nominated Adviser and Joint Broker)	Stephen Keys / Callum Davidson / Michael Johnson	+44 (0) 207 220 0500
Canaccord Genuity Limited (Joint Broker)	Adam James / Harry Rees	+44 (0) 207 523 8000
SEC Newgate (Financial Communications)	Robin Tozer / Alice Cho / Gwen Samuel	+44 (0) 20 3757 6882 dukecapital@secnewgate.co.uk

 

Duke Capital Portfolio

 

A full list of Duke's current partners is included for reference on the Partners page of the Company's website: www.dukecapital.com/partners.

 

About Duke Capital

 

Duke is a leading provider of hybrid capital solutions for SME business owners in Europe and North America, combining the best features of both equity and debt.

 

Since 2017, Duke has provided unique long-term financing which eliminates re-financing risk and necessity for a short-term exit by providing a unique 'corporate mortgage' while also aligning its returns to grow with the success of the business.

 

Duke is focused on generating attractive risk-adjusted returns for shareholders and has a track record of achieving this across market cycles. It's three investment pillars are capital preservation, attractive dividend yield, and to provide upside upon exits.

 

Duke is listed on the AIM market under the ticker DUKE and is headquartered in Guernsey.

 

 

CHAIRMAN'S REPORT

 

Dear Shareholder,

 

I am pleased to report that during the first half of the financial year, Duke Capital has delivered another period of solid performance, reflecting the strength of our model and the quality of our portfolio. The Group continued to generate strong recurring cash revenue and deploy capital prudently to support our long-term partners in achieving their growth objectives.

 

During the period, we deployed over £15 million across six existing capital partners, to enable our partners to pursue strategic acquisitions and organic expansion. The largest of these was a £6.0 million investment into Integrum Group Holdings Limited, facilitating the acquisition of Swanborough House, a long-standing UK freehold care home. All these deployments have contributed to the continued maturity and cash generation of the portfolio, reinforcing Duke's capacity to deliver sustainable growth and shareholder returns.

 

Since the period end, the Company has also announced a follow-on investment of £3.7 million into Step Investments Limited. These funds allowed Step to acquire the Irish commercial radio station Galway Bay FM, further demonstrating Duke's disciplined approach of providing its existing partners with capital to acquire well-established, cash-generative businesses

 

Market Environment and Outlook

 

The steady growth in our investment portfolio has been delivered against what must be viewed as a tough SME market backdrop, particularly in the UK economy. Inflationary pressures in the UK have remained stubbornly high, resulting in the UK having higher interest rates and borrowing costs compared to other wealthy OECD countries. Furthermore, persistently weak macroeconomic data releases have led to a challenging market backdrop with credit conditions tightening and consumer discretionary spend either being curtailed or delayed.

 

Similarly, improving market conditions are a prerequisite for making headway with potential third party capital partners who are aligned with our long-term vision. Our efforts continue to have sustainable growth both organically inside the portfolio and through new third party capital. However, growth must serve long-term shareholder value by being on accretive terms - not growth for its own sake.

 

Despite these current market headwinds, market consensus, especially following the recent UK Budget,  does point towards a gradual reduction in interest rates over the next 12 to 18 months to put the UK economy more in line with its OECD peers. Any such movement would be beneficial to Duke, lowering its own borrowing costs while improving the Company's relative attractiveness to income-focused investors given its strong yield profile.

 

While investor sentiment across UK small-cap equities remains cautious, Duke's differentiated offering; providing long-term, secured debt capital to profitable private businesses in the UK, Ireland and North America, continues to demonstrate resilience and relevance. The Group's diversified portfolio, recurring cash revenue base and low central overhead underpin a robust balance sheet and high visibility of future cash generation and dividends.

 

Looking ahead, Duke Capital remains focused on new capital sources while continuing disciplined capital allocation through the continued support of its portfolio companies buy-and-build strategies. The Board remains confident in the Company's ability to deliver attractive returns and long-term value to shareholders.

 

 

Nigel Birrell

Chairman

 

 

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

 

	Note	Period to		Year to		Period to
		30-Sep-25		31-Mar-25		30-Sep-24
		(unaudited)		(audited)		(unaudited)
		£000		£000		£000
Cash flows from operating activities
Receipts from hybrid credit investments	6	12,244		25,000		12,775
Receipts of interest from term credit investments	7	-		158		117
Other operating receipts		906		1,419		652
Operating expenses paid		(2,069)		(4,186)		(2,614)
Payments for hybrid credit participation fees	9	(66)		(87)		(46)
Tax paid		(585)		(781)		(607)
Net cash inflow from operating activities		10,430		21,523		10,277
Cash flows from investing activities
Hybrid credit investments advanced	6	(13,870)		(24,500)		(15,322)
Hybrid credit investments repaid	6	-		3,987		3,987
Term credit investments advanced	7	-		(2,286)		-
Equity investments purchased	8	(1,034)		(370)		-
Equity dividends received	8	-		21		21
Receipt of deferred consideration	10	-		742		742
Investments costs paid		(319)		(462)		(273)
Net cash outflow from investing activities		(15,223)		(22,868)		(10,845)
Cash flows from financing activities
Proceeds from share issue	14	-		23,500		-
Share issue costs	14	-		(1,394)		-
Dividends paid	17	(7,030)		(12,249)		(5,817)
Proceeds from loans	12	-		17,000		17,000
Interest paid	12	(4,206)		(8,520)		(4,162)
Other finance costs paid		-		(4)		(4)
Net cash (outflow) / inflow financing activities		(11,236)		18,333		7,017
Net change in cash and cash equivalents		(16,029)		16,988		6,449
Cash and cash equivalents at beginning of period / year		19,767		2,896		2,896
Effect of foreign exchange on cash		11		(117)		(164)
Cash and cash equivalents at the end of period / year		3,749		19,767		9,181

 

 

CONDENSED CONSOLIDATED STATEMENT OF INCOME

 

		Period to		Year to		Period to
		30-Sep-25		31-Mar-25		30-Sep-24
	Note	(unaudited)		(audited)		(unaudited)
		£000		£000		£000
Income
Hybrid credit investment income	6	13,704		19,168		8,512
Term credit investment income	7	-		158		117
Equity investment income	8	(2,579)		(5,849)		990
Other operating income		906		1,742		652
Total Income		12,031		15,219		10,271
Investment costs
Transaction costs		(38)		(114)		(115)
Investment costs		(68)		(57)		-
Due diligence costs		30		(87)		36
Total investment costs		(76)		(258)		(79)
Operating costs
Administration and personnel		(1,734)		(3,509)		(2,286)
Legal and professional		(205)		(449)		(258)
Other operating costs		(127)		(381)		(216)
Expected credit losses	7	-		78		-
Share-based payments	15	(264)		(409)		(427)
Total operating costs		(2,330)		(4,670)		(3,187)
Operating profit		9,625		10,291		7,005
Net foreign currency movement		12		(99)		(163)
Finance costs	3	(4,568)		(9,454)		(4,689)
Profit for the period before tax		5,069		738		2,153
Taxation (expense) / credit	4	(319)		1,267		(181)
Total comprehensive income for the period		4,750		2,005		1,972
Basic earnings per share (pence)	5	0.95		0.45		0.47
Diluted earnings per share (pence)	5	0.95		0.45		0.47

 

 

All income is attributable to the holders of the Ordinary Shares of the Company.

 

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

 

		30-Sep-25		31-Mar-25		30-Sep-24
	Note	(unaudited)		(audited)		(unaudited)
		£000		£000		£000
Non-current assets
Goodwill	13	203		203		203
Hybrid credit finance investments	6	201,224		190,100		185,871
Term credit investments	7	-		2,322		5,382
Equity investments	8	15,021		15,812		16,873
Trade and other receivables	10	-		-		1,574
Deferred tax	18	2,877		2,877		804
		219,325		211,314		211,378
Current assets
Hybrid credit finance investments	6	39,117		35,584		32,195
Term credit investments	7	2,322		-		-
Trade and other receivables	10	1,911		1,936		31
Cash and cash equivalents		3,749		19,767		9,181
Current tax asset		-		-		186
		47,099		57,287		41,593
Total Assets		266,424		268,601		252,300
Current liabilities
Hybrid credit debt liabilities	9	141		140		160
Trade and other payables	11	315		444		416
Borrowings	12	663		723		736
Current tax liability		-		266		-
		1,119		1,573		1,312
Non-current liabilities
Hybrid credit debt liabilities	9	913		898		944
Trade and other payables	11	823		967		992
Borrowings	12	88,033		87,611		87,189
		89,769		89,476		89,125
Net Assets		175,536		177,552		161,863
Equity
Shares issued	14	195,045		195,045		172,939
Share-based payment reserve	15	5,058		4,794		4,812
Warrant reserve	15	3,036		3,036		3,036
Retained losses	16	(27,603)		(25,323)		(18,924)
Total Equity		175,536		177,552		161,863

 

 

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 

				Share-based
		Shares		payment		Warrant		Retained		Total
	Note	issued		reserve		reserve		losses		equity
		£000		£000		£000		£000		£000
At 1 April 2024		172,939		4,385		3,036		(15,079)		165,281
Total comprehensive income for the period		-		-		-		1,972		1,972
Transactions with owners
Share-based payments	15	-		427		-		-		427
Dividends	17	-		-		-		(5,817)		(5,817)
Total transactions with owners		-		427		-		(5,817)		(5,390)
At 30 September 2024		172,939		4,812		3,036		(18,924)		161,863
Total comprehensive income for the period		-		-		-		33		33
Transactions with owners
Shares issued for cash		23,500		-		-		-		23,500
Share issuance costs		(1,394)		-		-		-		(1,394)
Share-based payments	15	-		(18)		-		-		(18)
Dividends	17	-						(6,432)		(6,432)
Total transactions with owners		22,106		(18)		-		(6,432)		15,656
At 31 March 2025		195,045		4,794		3,036		(25,323)		177,552

 

 

Total comprehensive income for the period		-		-		-		4,750		4,750
Transactions with owners
Share-based payments	15	-		264		-		-		264
Dividends	17	-		-		-		(7,030)		(7,030)
Total transactions with owners		-		264		-		(7,030)		(6,766)
At 30 September 2025		195,045		5,058		3,036		(27,603)		175,536

 

NOTES TO THE FINANCIAL STATEMENTS

 

1.       General Information

 

Duke Capital Limited ("Duke Capital" or the "Company") is a company limited by shares, incorporated in Guernsey under the Companies (Guernsey) Law, 2008. Its shares are traded on the AIM market of the London Stock Exchange.

 

Throughout the period, the "Group" comprised Duke Capital Limited and its wholly owned subsidiaries; Duke Capital UK Credit Limited, Duke Capital US Holdings, Inc and Duke Capital Employee Benefit Trust.

 

The Group's investing policy is to invest in a diversified portfolio of hybrid credit finance and related opportunities.

 

2.       Significant accounting policies

 

2.1     Basis of preparation

 

The interim Condensed Consolidated Financial Statements of the Group have been prepared in accordance with UK adopted international accounting standards, and applicable Guernsey law, and reflect the following policies, which have been adopted and applied consistently.

 

On 31 December 2020, IFRS as adopted by the European Union at that date was brought into the UK law and became UK-adopted international accounting standards, with future changes being subject to endorsement by the UK Endorsement Board. The Group transitioned to UK-adopted international accounting standards in its consolidated financial statements on 1 April 2021. There was no impact or changes in accounting from the transition.

 

These condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard ("IAS") 34 Interim Financial Reporting, as adopted for use in the UK.

 

The accounting policies adopted in the preparation of the interim Condensed Consolidated Financial Statements are consistent with those followed in the preparation of the Consolidated Financial Statements of the Group for the year ended 31 March 2025.

 

No new or revised standards or interpretations that have become effective during the period ended 30 September 2025 have had a material effect on the financial statements of the Group.

 

The Directors consider that the Group has adequate financial resources to enable it to continue operations for a period of no less than 12 months from the date of approval of the financial statements. Accordingly, the Directors believe that it is appropriate to continue to adopt the going concern basis in preparing the financial statements.

 

2.2     Going concern

 

In assessing the going concern basis of accounting the Directors have had regard to the guidance issued by the Financial Reporting Council. After making enquiries and bearing in mind the nature of the Company's business and assets, the Directors consider that the Company has adequate resources to continue in operational existence for the foreseeable future.

 

The cash flow needs of the Group have been assessed taking account the need for further funding for any of the existing hybrid credit partners and the ongoing working capital needs of the business against the current cash and liquidity of the Group.

 

2.3     Material accounting policies

 

In the application of the Group's accounting policies, the Directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods, if the revision affects both current and future periods.

 

The principal accounting policies applied in the presentation of the condensed consolidated interim financial statements of Duke Capital, including the critical accounting judgements made by the Directors and the key sources of estimation, are consistent with those followed in the preparation of the Group's Annual Report and consolidated financial statements for the year ended 31 March 2025 and have been consistently applied throughout the period ended 30 September 2025.

 

3.       Finance Costs

 

	Period to		Year to		Period to
	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
Interest payable on borrowings	4,146		8,611		4,268
Deferred finance costs released to P&L	422		843		421
	4,568		9,454		4,689

 

 

4.       Income tax

 

The Company has been granted exemption from Guernsey taxation. The Company's subsidiary in the UK is subject to taxation in accordance with relevant tax legislation.

 

	Period to		Year to		Period to
	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
Current tax
Income tax expense	319		1,362		577
Deferred tax
Increase in deferred tax assets	-		(2,629)		(396)
	-		(2,629)		(396)
Income tax expense / (credit)	319		(1,267)		181

 

Factors affecting income tax expense for the period

 

	Period to		Year to		Period to
	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
Profit on ordinary activities before tax	5,069		738		2,153
Guernsey taxation at 0% (30 September 2024: 0%, 31 March 2025: 0%)	-		-		-
UK withholding tax at 20% (30 September 2024: 20%, 31 March 2025: 20%)	-		1,042		-
Overseas tax charges at rate higher than 0%	319		320		181
Deferred tax benefit	-		(2,629)		-
Income tax expense	319		(1,267)		181

 

 

5.       Earnings per share

	Period to		Year to		Period to
	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
Total comprehensive income (£000)	4,750		2,005		1,972
Weighted average number of Ordinary Shares in issue, excluding treasury shares (000s)	502,602		443,930		415,865
Basic earnings per share (pence)	0.95		0.45		0.47

 

	Period to		Year to		Period to
	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
Total comprehensive income (£000)	4,750		2,005		1,972
Diluted weighted average number of Ordinary Shares in issue, excluding treasury shares (000s)	502,602		443,930		415,865
Diluted earnings per share (pence)	0.95		0.45		0.47

 

 

Basic earnings per share is calculated by dividing total comprehensive income for the period by the weighted average number of shares in issue throughout the period, excluding treasury shares (see Note 14). Diluted earnings per share represents the basic earnings per share adjusted for the effect of dilutive potential shares issuable on exercise of share options under the Company's share-based payment schemes, weighted for the relevant period.

 

All share options, warrants and Long-Term Incentive Plan awards in issue are not dilutive at the year-end as the exercise prices were above the average share price for the period. However, these could become dilutive in future periods.

 

Adjusted earnings per share

 

Adjusted earnings represent the Group's underlying performance from core activities. Adjusted earnings is the total comprehensive income adjusted for unrealised and non-core fair value movements, non-cash items and transaction-related costs, including due diligence fees, together with the tax effects thereon. Given the sensitivity of the inputs used to determine the fair value of its investments, the Group believes that adjusted earnings is a better reflection of its ongoing financial performance.

 

Valuation and other non-cash movements such as those outlined are not considered by management in assessing the level of profit and cash generation of the Group. Additionally, IFRS 9 requires transaction-related costs to be expensed immediately whilst the income benefit is over the life of the asset. As such, an adjusted earnings measure is used which reflects the underlying contribution from the Group's core activities during the year.

 

	Period to		Year to		Period to
	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
Total comprehensive income for the period	4,750		2,005		1,972
Unrealised fair value movements	1,874		14,070		3,293
Expected credit losses	-		(78)		-
Share-based payments	264		409		427
Net transaction costs	76		257		79
Tax effect of the adjustments above at country rate	(162)		(1,223)		(319)
Adjusted earnings	6,802		15,440		5,452

 

	Period to		Year to		Period to
	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
Adjusted earnings for the year (£000)	6,802		15,440		5,452
Weighted average number of Ordinary Shares in issue, excluding treasury shares (000s)	502,602		443,930		415,865
Adjusted earnings per share (pence)	1.35		3.48		1.31

 

 

	Period to		Year to		Period to
	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
Diluted adjusted earnings for the year (£000)	6,802		15,440		5,452
Diluted weighted average number of Ordinary Shares in issue, excluding treasury shares (000s)	502,602		443,930		415,865
Diluted adjusted earnings per share (pence)	1.35		3.48		1.31

 

6.       Hybrid credit investments

 

Hybrid credit investments are financial assets held at FVTPL that relate to the provision of hybrid credit capital to a diversified portfolio of companies.

 

	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
Brought forward	225,684		210,948		210,948
Additions - cash	13,870		24,500		15,322
Additions - refinancing of term credit investment (note 7)	-		3,250		-
Exits - cash	-		(3,987)		(3,987)
Settled via issue of equity investment (note 8)	-		(848)		-
Gain / (loss) on financial assets at FVTPL	787		(8,179)		(4,217)
Carried forward	240,341		225,684		218,066

 

Hybrid credit investments are comprised of:

 

	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
Non-current	201,224		190,100		185,871
Current	39,117		35,584		32,195
	240,341		225,684		218,066

 

 

Hybrid credit investment income on the face of the consolidated statement of comprehensive income comprises:

 

	Period to		Year to		Period to
	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
Hybrid credit interest	12,244		24,184		11,959
Hybrid credit premiums	-		816		816
Total hybrid credit cash revenue	12,244		25,000		12,775
Hybrid credit equitised revenue	754		2,368		-
Gain / (loss) on hybrid credit assets at FVTPL	787		(8,179)		(4,217)
Loss on hybrid credit liabilities at FVTPL	(82)		(21)		(46)
Hybrid credit investment income	13,704		19,168		8,512

 

All financial assets held at FVTPL are mandatorily measured as such.

 

The Group's hybrid credit investment assets comprise hybrid credit financing agreements with 14 (30 September 2024: 14, 31 March 2025: 14) capital partners. Under the terms of these agreements the Group advances funds in exchange for annualised hybrid credit distributions. The distributions are adjusted based on the change in the investees' revenues, subject to a floor and a cap. The financing is secured by way of fixed and floating charges over certain of the investees' assets. The investees are provided with buyback options, exercisable at certain stages of the agreements.

 

7.       Term credit investments

 

Term credit investments are financial assets held at amortised cost. The impact of discounting is immaterial to the Consolidated Financial Statements. The below table shows both the loans at amortised cost and fair value.

 

	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
Brought forward	2,322		5,382		5,382
Additions	-		2,286		-
Refinanced via hybrid credit investment (note 6)	-		(3,250)
Settled via issue of equity investment (note 8)	-		(2,192)		-
ECL allowance	-		60		-
Foreign exchange movement	-		36
	2,322		2,322		5,382

 

The Group's term credit investments comprise a secured loan advanced to one entity (30 September 2024: two, 31 March 2025: one) in connection with the Group's hybrid credit investments. The terms include a floating rate of interest payable on repayment of the investment and a maturity date on or before 4 April 2026.

 

The loan matures as follows:

 

	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
In less than one year	2,322		-		-
In one to two years	-		2,322		-
In two to five years	-		-		5,382
	2,322		2,322		5,382

 

Loan investment net income on the face of the consolidated statement of comprehensive income comprises:

 

	Period to		Year to		Period to
	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
Loan interest	-		158		117

 

ECL Analysis

 

The measurement of ECLs is primarily based on the product of the instrument's probability of default ("PD"), loss given default ("LGD"), and exposure at default ("EAD"). The Group analyses a range of factors to determine the credit risk of each investment. These include, but are not limited to:

 

·           liquidity and cash flows of the underlying businesses

·           security strength

·           covenant cover

·           balance sheet strength

 

If there is a material change in these factors, the weighting of either the PD, LGD or EAD increases, thereby increasing the ECL impairment.

 

The disclosure below presents the gross and net carrying value of the Group's loan investments by stage:

	Gross carrying amount		Allowance for ECLs		Net Carrying amount
As at 30 September 2024	£000		£000		£000
Stage 1	5,402		(20)		5,382
Stage 2	-		-		-
Stage 3	-		-		-
	5,402		(20)		5,382

 

	Gross carrying amount		Allowance for ECLs		Net Carrying amount
As at 31 March 2025	£000		£000		£000
Stage 1	2,322		-		2,322
Stage 2	-		-		-
Stage 3	-		-		-
	2,322		-		2,322

 

	Gross carrying amount		Allowance for ECLs		Net Carrying amount
As at 30 September 2025	£000		£000		£000
Stage 1	2,322		-		2,322
Stage 2	-		-		-
Stage 3	-		-		-
	2,322		-		2,322

 

Under the ECL model introduced by IFRS 9, impairment provisions are driven by changes in credit risk of instruments, with a provision for lifetime expected credit losses recognised where the risk of default of an instrument has increased significantly since initial recognition.

 

The credit risk profile of the investments has not increased materially and they remain Stage 1 assets. No ECLs have been charged in the period on these assets as they are not deemed material.

 

The following table analyses Group's provision for ECL's by stage for the period ended 30 September 2025:

 

	Stage 1		Stage 2		Stage 3		Total
	£000		£000		£000		£000
At 1 April 2024 and 1 October 2024	78		-		-		78
Expected credit losses on loan investments in period	(60)		-		-		(60)
Expected credit losses on other receivables in year	(18)						(18)
Carrying value at 31 March 2025 and 30 September 2025	-		-		-		-

8.       Equity investments

 

Equity investments are financial assets held at FVTPL.

 

	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
Brought forward	15,812		15,904		15,904
Additions - cash	1,034		370		-
Additions - equitised revenue	754		2,368		-
Additions - receipt of equity as part settlement of hybrid credit investment (note 6)	-		848		-
Additions - receipt of equity as part settlement of term credit investment (note 7)	-		2,192		-
(Loss) / gain on equity assets at FVTPL	(2,579)		(5,870)		969
Carried forward	15,021		15,812		16,873

 

The Group's equity investments comprise unlisted shares in 12 of its capital partners (30 September 2024: 12, 31 March 2025: 12).

 

Equity investment net income on the face of the consolidated statement of comprehensive income comprises:

 

	Period to		Year to		Period to
	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
Unrealised gain / (loss) on equity assets at FVTPL	(2,579)		(5,870)		969
Dividend income	-		21		21
	(2,579)		(5,849)		990

 

9.       Hybrid credit debt liabilities

 

Hybrid credit debt liabilities are financial liabilities held at FVTPL.

 

	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
Brought forward	1,038		1,104		1,104
Payments made	(66)		(87)		(46)
Loss on financial assets held at FVTPL	82		21		46
	1,054		1,038		1,104

 

Hybrid credit debt liabilities are comprised of:

 

	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
Current	141		140		160
Non-current	913		898		944
	1,054		1,038		1,104

 

10.     Trade and other receivables

 

	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
Current
Prepayments and accrued income	337		362		31
Other receivables	1,574		1,574		-
	1,911		1,936		31
Non-current
Other receivables	-		-		1,574
	1,911		1,936		1,605

 

 

11.     Trade and other payables

 

	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
Current
Trade payables	18		13		67
Transaction costs	221		241		238
Accruals and deferred income	76		190		111
	315		444		416
Non-current
Transaction costs	823		967		992
	1,138		1,411		1,408

 

 

12.     Borrowings

 

	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
Secured loan
Current - accrued interest	663		723		736
Non-current	88,033		87,611		87,189
	88,696		88,334		87,925

 

At 30 September 2025, £10,000,000 was undrawn on the facility (30 September 2024: £10,000,000, 31 March 2025: £10,000,000).

 

At 30 September 2025, £1,967,000 of unamortised warrant costs and fees were outstanding (30 September 2024: £2,811,000, 31 March 2025: £2,336,000).

 

The table below sets out an analysis of net debt and the movements in net debt for the period ended 30 September 2025, the prior period and the year ended 31 March 2025.

 

	Interest Payable		Borrowings
	£000		£000
At 1 April 2024	632		69,772
Cash movements
Loan advanced	-		17,000
Deferred finance costs paid	-		(4)
Interest paid	(4,162)		-
Non-cash movements
Deferred finance costs released to P&L	-		421
Interest charged	4,268		-
As at 30 September 2024	736		87,189
Cash movements
Interest paid	(4,358)		-
Non-cash movements
Deferred finance costs released to P&L	-		422
Interest charged	4,344		-
At 31 March 2025	723		87,611

 

Cash movements
Interest paid	(4,206)		-
Non-cash movements
Deferred finance costs released to P&L	-		422
Interest charged	4,146		-
As at 30 September 2025	663		88,033

 

13.     Goodwill

 

	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
Goodwill arising on business combination	203		203		203

 

14.     Share capital

 

	External Shares No.		Treasury Shares No.		Total shares No.		£000
Allotted, called up and fully paid
At 1 April 2024	415,427		6,063		421,490		172,939
Shares issued to Employee Benefit Trust during the period	-		2,871		2,871		-
PSA shares vested during the period	1,316		(1,316)		-		-
At 30 September 2024	416,743		7,618		424,361		172,939
Shares issued for cash during the year	85,455		-		85,455		23,500
Share issuance costs	-		-		-		(1,394)
At 31 March 2025	502,198		7,618		509,816		195,045
Shares issued to Employee Benefit Trust during the period	-		-		-		-
PSA shares vested during the period	1,319		(1,319)		-		-
At 30 September 2025	503,517		6,299		509,816		195,045

 

 

There is a single class of shares. There are no restrictions on the distribution of dividends and the repayment of capital with respect to externally held shares. The shares held by the Duke Capital Employee Benefit Trust are treated as treasury shares. The rights to dividends and voting rights have been waived in respect of these shares.

 

15.     Equity-settled share-based payments

 

Warrant reserve

 

There were no movements in the warrant reserve during the period:

 

	Warrants
	No. (000)		£'000
At 1 April 2024, 31 March 2025 and 30 September 2025	41,615		3,036

 

The warrants expire in January 2028 and have an exercise price of 45 pence. As per IFRS 2, the warrants have been valued using the Black Scholes model. A total expense of £2,771,000 has been capitalised and will be amortised over the life of the warrants. In the period to 30 September 2025, an expense of £277,000 (30 September 2024: £277,000, 31 March 2025: £554,000) was recognised through finance costs in relation to the warrants.

 

At 30 September 2025, 41,615,000 (30 September 2024: 41,615,000, 31 March 2025: 41,615,000) warrants were outstanding and exercisable at a weighted average exercise price of 45 pence (30 September 2024: 45 pence, 31 March 2025: 45 pence). The weighted average remaining contractual life of the warrants outstanding was 2.2 years (30 September 2024: 3.3 years, 31 March 2025: 2.8 years).

 

Share-based payment reserve

 

The following table shows the movements in the share-based payment reserve during the period:

 

	£'000
At 1 April 2024	4,385
LTIP awards	427
At 30 September 2024	4,812
LTIP awards	(18)
At 31 March 2025	4,794
LTIP awards	264
At 30 September 2025	5,058

 

 

Long Term Incentive Plan

 

Under the rules of the Long-Term Incentive Plan ("LTIP") the Remuneration Committee may grant Performance Share Awards ("PSAs") which vest after a period of three years and are subject to various performance conditions. The LTIP awards will be subject to a performance condition based 50 per cent on total shareholder return ("TSR") and 50 per cent on total cash available for distribution ("TCAD per share"). TSR can be defined as the returns generated by shareholders based on the combined value of the dividends paid out by the Company and the share price performance over the period in question. Upon vesting the awards are issued fully paid.

 

The fair value of the LTIP awards consists of (a) the fair value of the TSR portion; and (b) the fair value of the TCAD per share portion. Since no consideration is paid for the awards, the fair value of the awards is based on the share price at the date of grant, as adjusted for the probability of the likely vesting of the performance conditions. Since the performance condition in respect of the TSR portion is a market condition, the probability of vesting is not revisited following the date of grant. The probability of vesting of the TCAD per share portion, containing a non-market condition, is reassessed at each reporting date. The resulting fair values are recorded on a straight-line basis over the vesting period of the awards.

 

4,663,000 PSAs were granted during the period to 30 September 2025 (30 September 2024: 6,226,000, 31 March 2025: 6,226,000).

 

At 30 September 2025, 14,521,000 (30 September 2024: 13,684,000, 31 March 2025: 13,684,000) PSAs were outstanding. The weighted average remaining vesting period of these awards outstanding was 1.9 years (30 September 2024: 2.4 years, 31 March 2025: 1.5 years). Issuance of PSAs is wholly dependent on TSR and TCAD performance conditions being met.

 

16.     Distributable reserves

 

Under Guernsey law, the Company can pay dividends provided it satisfies the solvency test prescribed by the Companies (Guernsey) Law, 2008. The solvency test considers whether the Company is able to pay its debts when they fall due, and whether the value of the Company's assets is greater than its liabilities. The Company satisfied the solvency test in respect of the dividends declared in the period.

 

17.     Dividends

 

The following interim dividends have been recorded in the period to 30 September 2025, 31 March 2025 and 30 September 2024:

 

		Dividend per		Dividends
		share		payable
Record date	Payment date	pence/share		£000
2 April 2024	12 April 2024	0.70		2,908
28 June 2024	12 July 2024	0.70		2,909
Dividends payable for the period ended 30 September 2024				5,817
		Dividend per		Dividends
		share		Payable
Record date	Payment date	pence/share		£000
27 September 2024	14 October 2024	0.70		2,917
27 December 2024	14 January 2025	0.70		3,515
Dividends payable for the period ended 31 March 2025				6,432
31 March 2025	14 April 2025	0.70		3,515
23 June 2025	14 July 2025	0.70		3,515
Dividends payable for the period ended 30 September 2025				7,030

 

On 26 September 2025 the Company approved a further quarterly cash dividend of 0.70 pence per share, totalling £3,516,000, which was paid on 14 October 2025.

 

18.     Deferred tax

 

	Hybrid credit investment		Tax losses		Total
	£'000		£'000		£'000
1 April 2024	195		213		408
(Charged) / credited to profit & loss	-		396		396
At 30 September 2024	195		609		804
(Charged) / credited to profit & loss	(5)		2,236		2,231
Utilised in year	-		(158)		(158)
At 31 March 2025 and 30 September 2025	190		2,687		2,877

 

A deferred tax asset has been recognised as it is expected that future available taxable profits will be available against which the Group can use against the tax losses.

 

19.     Fair value measurements

 

Fair value hierarchy

 

IFRS 13 requires disclosure of fair value measurements by level of the following fair value hierarchy:

 

Level 1: Inputs are quoted prices (unadjusted) in active markets for identical assets and liabilities that the entity can readily observe.

 

Level 2: Inputs are inputs other than quoted prices included within Level 1 that are observable for the asset, either directly or indirectly.

 

Level 3: Inputs that are not based on observable market data (unobservable inputs).

 

The Group has classified its financial instruments into the three levels prescribed as follows:

 

	30-Sep-25		31-Mar-25		30-Sep-24
	(unaudited)		(audited)		(unaudited)
	£000		£000		£000
Financial assets
Financial assets at FVTPL
- Hybrid credit investments	240,341		225,684		218,066
- Equity investments	15,021		15,812		16,873
	255,362		241,496		234,939
Financial assets at amortised cost
- Term credit investments	2,322		2,322		5,382
	257,684		243,818		240,321
Financial liabilities
Financial liabilities at FVTPL
- Hybrid credit debt liabilities	1,054		1,038		1,104
Financial liabilities at amortised cost
- Borrowings	88,696		88,334		87,925
	89,750		89,372		89,029

 

Valuation techniques used to determine fair values

 

The fair value of the Group's hybrid credit financial instruments is determined using discounted cash flow analysis and all the resulting fair value estimates are included in level 3. The fair value of the equity instruments is determined applying an EBITDA multiple to the underlying businesses forward looking EBITDA. All resulting fair value estimates are included in level 3.

 

20.     Events after the financial reporting date

 

Investments

 

In October, the Company announced a £3.7 million follow-on investment into Step Investments.

 

Dividends

 

On 14 October 2025, the Company paid a quarterly dividend of 0.70 pence per share.