GCP Infrastructure Investments Limited

("GCP Infra" or the "Company")

12 June 2025

 

LEI 213800W64MNATSIV5Z47 

 

Half-yearly report and financial statements for the period ended 31 March 2025

 

The Directors of the Company are pleased to announce the Company's half-yearly results for the period ended 31 March 2025. The half-yearly report and financial statements can be accessed via the Company's website at www.gcpinfra.co.uk

 

About the Company

The Company seeks to provide shareholders with regular, sustained, long-term dividend income whilst preserving the capital value of its investments by generating exposure to infrastructure debt and/or similar assets. It is currently invested in a diversified, partially inflation protected portfolio of investments, primarily in the renewable energy, social housing and PPP/PFI sectors.

 

The Company is a FTSE 250, closed-ended investment company incorporated in Jersey. It was admitted to the Official List and to trading on the London Stock Exchange's Main Market in July 2010. It had a market capitalisation of £607.7 million at 31 March 2025.

 

At a glance

 

	HY23	HY24	HY25
Net assets £m	991.9	933.9	871.7
Profit for the period £m	25.8	9.9	0.4
Dividends for the period p	3.5	3.5	3.5
Aggregate downward revaluations since IPO1 (annualised) %	0.31	0.38	0.46
Share price p	85.20	72.30	71.30
NAV per share p	112.24	107.62	102.28

 

Highlights for the period

 

·     Dividends of 3.5 pence per share for the six month period to 31 March 2025 (31 March 2024: 3.5 pence per share), paid in line with the target² of 7.0 pence set for the financial year.

·     Total shareholder return¹ for the period of -5.3% (31 March 2024: 12.5%) and total shareholder return since IPO¹ of 91.1%. Total NAV return¹ for the period of 0.5% (31 March 2024: 1.2%) and total NAV return since IPO¹ of 178.0%.

·     Profit for the period of £0.4 million (31 March 2024: £9.9 million). The decrease primarily reflects a reduction in loan interest received from solar assets with equity-like exposure. For further information refer to the financial review below.

·     No new loans advanced during the period, with advances to existing borrowers totalling £13.1 million in accordance with existing contractual obligations. For further information refer below.

·     Loan repayments of £44.4 million from renewables, PPP/PFI and supported living projects as part of the capital allocation policy. These included two disposal processes relating to underlying renewable energy assets. Further information is given below.

·     Company NAV per ordinary share at 31 March 2025 of 102.28 pence (31 March 2024: 107.62 pence).

·     Third party independent valuation of the Company's partially inflation‑protected investment portfolio at 31 March 2025 of £902.9 million (31 March 2024: £1.0 billion). The principal value at 31 March 2025 was £932.7 billion.

·     Post period end, the Company made further advances, pursuant to existing contractual obligations, of £1.8 million and received repayments of £3.2 million.

 

1. APM - for definition and calculation methodology, refer to the APMs section below.

2. The dividend target is a target only and not a profit forecast or estimate and there can be no assurance that it will be met.

 

Andrew Didham, Chairman of GCP Infra, commented:

 

The Company's shares continued to trade at a discount to NAV in the period. This issue is not individual to the Company, with other companies in the listed alternatives sector facing similar share price pressure. This remains a function of an elevated interest rate environment, a challenging macroeconomic backdrop, and continued outflows from UK-focused equity funds. Although, as a result, the dividend yield on share price at 31 March 2025 was 9.8%, which the Board believes represents an attractive entry point for investors.

 

The Board and the Investment Adviser remain committed to reducing the discount¹ at which the Company's shares trade. The Company has proactively explored consolidation opportunities, raised capital through disposals of assets, and applied this capital to reducing fund level leverage and returning capital to shareholders through buybacks. These have been proactive measures to address the discount, with a net repayment of leverage of £63.0 million and £13.7 million returned to shareholders. Disposals of £57.1 million have been completed so far, and the Company is focused on delivering its commitment to realise £150 million, facilitating the return of £50 million to shareholders, and repayment of drawn balances under the revolving credit facility.

 

The Board and the Investment Adviser remain focused on the Company's capital allocation policy as a route to reducing the share price discount to NAV. Further realisations at NAV demonstrate it is the most appropriate valuation for shares. The NAV at 31 March 2025 was 102.28 pence per share. The Company has generated a NAV total return¹ for the period of 0.5% and total NAV return since IPO¹ of 178.0%.

 

During the period, two disposal processes relating to underlying renewable energy assets were completed, facilitating the repayment of £23.0 million across three of the Company's loan positions. 

 

Despite market challenges, the Company generated total income of £8.5 million (31 March 2024: £19.9 million) and profit for the period of £0.4 million (31 March 2024: £9.9 million). The Company declared and paid dividends of £30.3 million (31 March 2024: £30.4 million) in line with the dividend target² of 7.0 pence per share set out for the year ending 30 September 2025.

 

The Board and Investment Adviser would like to thank shareholders for their ongoing support of the Company.

 

1. APM - for definition and calculation methodology, refer to the APMs section below.

2. The dividend target is a target only and not a profit forecast or estimate and there can be no assurance that it will be met.

 

Investment objectives and KPIs

 

The Company primarily invests in UK infrastructure debt and/or similar assets to meet the following key objectives:

 

Dividend income	Diversification	Capital preservation
To provide shareholders with regular, sustained, long‑term dividends.	To invest in a diversified portfolio of debt and/or similar assets secured against UK infrastructure projects.	To preserve the capital value of its investments over the long term.
Key performance indicators
The Company has set a dividend target1 of 7.0 pence per share for the financial year ending 30 September 2025.	The investment portfolio is exposed to a wide variety of assets in terms of project type and source of underlying cash flow.	The Company has generated total NAV return5 for the period of 0.5% and 178.0% since the Company's IPO in 2010.
3.5p Dividends paid for the six month period ended 31 March 2025	48 Number of investments at 31 March 2025	102.28p NAV per share at 31 March 2025
£0.4m Profit for the six month period ended 31 March 2025	13.4%3 Size of largest investment as a percentage of total assets	0.46%  Aggregate downward revaluations since IPO (annualised)5
ESG indicators
59% Portfolio by value contributing to the green economy2	41% Portfolio by value that benefits end users within society4	50%  Board gender and ethnic diversity6

 

Further information on Company performance can be found in the financial review below.

 

1. The dividend target is a target only and not a profit forecast or estimate and there can be no assurance that it will be met.

2. The Company has been awarded the LSE Green Economy Mark which recognises London-listed companies generating more than half their revenues from green environmental products and services.

3. The Cardale PFI loan is secured on a cross-collateralised basis against 18 separate operational PFI projects, with no exposure to any individual project being in excess of 10% of the total portfolio (calculated by reference to the percentage of total assets).

4. The Company's portfolio is 24% invested in PPP/PFI projects in the healthcare, education, waste, housing, energy efficiency and justice sectors and 14% in the supported living sectors which are measured in alignment with the UN SDGs, and 3% of the portfolio is invested in PPP/PFI leisure projects.

5. APM - for definition and calculation methodology, refer to the APMs section below.

6. The Board is composed of six Directors, including one Director from a minority ethnic group and two female Directors.

 

Portfolio at a glance

 

The Company's portfolio comprises underlying assets located across the UK which fall under the following classifications:

 

	Number of
	assets within	Percentage
Sector	sector	of portfolio
Geothermal	1 project	1%
Solar	52,619 installations	26%
PPP/PFI	145 assets	27%
Supported living	911 units	14%
Hydro	14 schemes	2%
Gas peaking	2 plants	1%
Biomass	4 sites	11%
Electric vehicles	250 vehicles	1%
Wind	8 sites	10%
Anaerobic digestion	19 plants	7%

 

Senior ranking security

54%

 

Weighted average annualised yield¹

8.0%

 

Average life

11 years

 

Partially inflation protected

49%

 

Principal value of portfolio

£932.7bn

 

1. APM - for definition and calculation methodology, refer to the APMs section below.

 

Chairman's interim statement

 

I am pleased to present the half-yearly report for the Company for the period ended 31 March 2025.

 

Andrew Didham

Chairman

 

Introduction

The Company's shares, alongside the wider alternative income listed sector, continued to trade at a discount¹ to the Company's NAV per share during the period. This continues to be a function of an elevated interest rate environment, the macro-economic backdrop and continued outflows from UK-focused equity funds. As a result, the Company's annual dividend target of 7.0 pence per ordinary share represents a yield of 9.8% on the share price at 31 March 2025. This is an attractive entry point for investors seeking a stable and secure income underpinned by a mature, diverse and operational portfolio of UK‑based infrastructure projects.

 

The Board and Investment Adviser remain committed to reducing the discount¹ at which the shares trade. Over the last 18 months, the Company has proactively explored consolidation opportunities, raised capital through disposals of assets and applied this capital to reducing fund-level leverage and returning capital to shareholders through buybacks. The current focus remains on delivering the commitment to realise £150 million of disposals for these purposes.

 

It is also important to recognise that the current period represents a time of heightened uncertainty with tariffs threatening the established global trade system, a reduction in the UK's growth expectations and several listed peers seeking to execute on disposal programmes. These circumstances have contributed to a delay in asset realisations.

 

Share price performance

The Board continues to closely monitor the Company's share price and NAV, and actively engages with shareholders and potential investors to encourage demand for the Company's shares. At 31 March 2025, the share price was 71.30 pence, representing a 9.6% decrease in share price from the financial year end. Total shareholder return¹ for the period was -5.3% and total shareholder return since IPO¹ in 2010 was 91.1%.

 

The Company's shares have traded at an average discount¹ to NAV of 30.4% during the period and an average premium¹ of 2.6% since IPO. At 31 March 2025, the share price was 71.30 pence, representing a discount¹  to NAV of 30.3%. On 10 June 2025, this had tightened to 28.1%.

 

1. APM - for definition and calculation methodology, refer to the APMs section below.

 

The Board and the Investment Adviser are focused on the Company's capital allocation policy in order to demonstrate that NAV is the most appropriate valuation for shares. The NAV at 31 March 2025 was 102.28 pence per share. The Company has generated a NAV total return1 for the period of 0.5% and total NAV return since IPO¹ of 178.0%.

 

Capital allocation

The Board adopted a disciplined capital allocation policy in the Company's 2023 annual report. The policy confirmed its intentions to prioritise a material reduction in leverage and facilitate the return of at least £50 million of capital, whilst maintaining the dividend target.

 

In order to facilitate this capital allocation policy, the Investment Adviser's focus has been on refinancing loans and disposing of investments where appropriate to deliver the following outcomes:

 

·     exit certain sectors, including materially exiting the supported living sector;

·     reduce exposure to merchant electricity prices; and

·     re-focus the portfolio on debt.

 

During the period, in support of the capital allocation policy, two disposal processes relating to underlying renewable energy assets were completed. These facilitated the repayment of £23.0 million across three of the Company's loan positions, two of which were realised as a result. The Investment Adviser is actively working on a pipeline of disposals in sectors that meet the criteria highlighted above.

 

Financing

The Company has a £150.0 million RCF with AIB (UK) Plc, Lloyds Bank Plc, Clydesdale Bank Plc (trading as Virgin Money) and Mizuho Bank Limited. The facility has a three year term expiring in March 2027.

 

During the period, £24.0 million of the RCF was repaid in line with the Directors' stated aim of reducing leverage under the capital allocation policy. At 31 March 2025, the Company had £41.0 million drawn under the RCF (30 September 2024: £57.0 million).

 

The facility gives the Company access to flexible debt finance, which allows it to take advantage of investment opportunities as they arise, and may also be used to manage the Company's working capital requirements.

 

Financial update

The Company generated total income of £8.5 million (31 March 2024: £19.9 million) and profit for the period of £0.4 million (31 March 2024: £9.9 million). The Company declared and paid dividends of £30.3 million (31 March 2024: £30.4 million) in line with the dividend target² of 7.0 pence per share set out for the year ending 30 September 2025.

 

The net assets of the Company decreased from £913.1 million (105.22 pence per share) at 30 September 2024 to £871.7 million (102.28 pence per share) at 31 March 2025, reflecting repayments received and changes in the valuation of the portfolio during the period. Further information on valuation movements is given below.

 

Cash and cash equivalents marginally increased from £11.76 million at 30 September 2024 to £11.78 million at 31 March 2025.

 

1. APM - for definition and calculation methodology, refer to the APMs section below.

2. The dividend target is a target only and not a profit forecast or estimate and there can be no assurance that it will be met.

 

Dividends

The Company aims to provide shareholders with regular, sustained, long-term dividends. For the period to 31 March 2025, the Company paid dividends of 3.5 pence per share.

 

The Board and Investment Adviser do not believe there have been any material changes in the Company's ability to service sustained, long‑term dividends since the assessment was carried out in 2021 which established a dividend target¹ of 7.0 pence per share per annum.

 

The Company continues to assess dividend coverage by using several metrics, most notably, loan interest accrued², which considers interest accruing to the benefit of the Company during the relevant period. In the period to 31 March 2025, dividend cover using this metric, i.e. adjusted earnings cover², was 0.9 times. Earnings cover under IFRS was 0.01 times.

 

Whilst the Company's primary focus is on the reallocation of capital, the Board believes that reducing leverage and rebalancing the portfolio will further support the Company's dividend target.

 

Investment and disposals

Consistent with the capital allocation policy, the Company made no new investments during the period to 31 March 2025.  The Company advanced £13.1 million to existing borrowers in line with existing contractual agreements.

 

In November 2024, the Company completed the disposal of a portfolio of rooftop solar assets installed on domestic properties in the UK at the prevailing valuation, generating proceeds of £6.8 million.

 

In January 2025, the Company completed the sale of its interests in two operational onshore wind farms, with a combined generating capacity of 28MW. The total consideration, including contingent amounts, represented approximately 88% of the assets' valuations as reflected in the net asset value at 30 September 2024.

 

The transaction generated initial cash proceeds of approximately £16.5 million, with an additional £1.3 million contingent consideration and £1.0 million in realised tax benefits. The assets were originally acquired in 2017 from funds managed by Platina Partners. The current realised IRR on the investments is 9.7% excluding contingent amounts. Proceeds from the disposal were deployed in line with the Company's capital allocation policy and contributed towards its stated objective of returning at least £50 million to shareholders through share buybacks.

 

At 10 June 2025, the Company's net debt position was £43.2 million. Furthermore, the disposals have reduced the Company's exposure to equity-like interests in the onshore wind sector, demonstrating progress against the key objectives of the capital allocation policy.

 

The Investment Adviser is in discussions for the disposal of up to £200 million of investments in line with the capital allocation policy.

 

Operational overview

The Company's investment portfolio performed well during the period. The Company's focus on availability-based projects has meant the portfolio has continued to generate predictable revenues despite the volatile economic backdrop.

 

Power price volatility in the near-term forward curve remains a driver of volatility in the Company's net asset value, mitigated by the Company's and borrowers' hedging activity at a Company and asset level respectively. Since 2023, electricity prices have traded within a narrower range compared to the extreme volatility observed in 2022. However, material differences remain among long-term electricity price forecast providers. The Company's valuation methodology continues to apply the average of the last four quarterly AFRY curves, which remains at a level materially below those used by alternative providers. Further details are provided below.

 

During the period, the Company revised the long-term availability assumptions of a portfolio of biomethane to grid anaerobic digestion projects and a waste wood power station. These projects are owned by the Company following enforcement activity.

 

ESG

The Company's investments deliver products or services that have inherent environmental and social benefits. For the year ended 30 September 2024³, the Company's renewables portfolio exported 1,320 GWh of green energy, which is the equivalent power for 488,842 homes. The remainder of the portfolio provided 1,649 hospital beds, 26,196 school places and 911 supported living units for people with learning, physical or mental disabilities. Further information can be found on page 31 of the Company's 2024 annual report.

 

1. The dividend target is a target only and not a profit forecast or estimate and there can be no assurance that it will be met.

2. APM - for definition and calculation methodology, refer to the APMs section below.

3. Data at 30 June 2024 to facilitate inclusion in the 2024 annual report.

 

The Investment Adviser seeks to measure, engage with and encourage improvements in the governance of portfolio assets. Its focus on ESG aims to reduce the risks of investment whilst supporting, and even increasing, the returns available for shareholders.

 

The Board is committed to upholding best reporting practices on ESG matters, including promoting transparency on the Company's ESG performance, and will continue to publish further information in the Company's annual report for the financial year ending 30 September 2025.

 

Risks

As part of the Company's semi-annual risk assessment, the Board reviewed the principal risks and uncertainties detailed on pages 89 to 96 of the Company's 2024 annual report. The existing principal risks and uncertainties are expected to remain relevant to the Company for the next six months of the financial year.

 

The Board also concluded that, although the existing principal risks are unchanged, the probability and impact of some have changed. Refer below for further information.

 

Future market outlook

The Company remains committed to completing £150 million of disposals and applying the proceeds in accordance with the published capital allocation policy.

 

The evolution of the Company's activities beyond this point will depend on the evolution of the share price discount¹ to NAV. The Company expects that, when completed, the disposal and capital allocation programme may provide a catalyst for a re-rating of the Company's shares. This should be supported by the UK central bank further cutting interest rates over the remainder of 2025.

 

The Board remains committed to monitoring and responding to the Company's rating, and taking such activities as it considers appropriate to reduce any material share price discount¹ to net asset value. The Board and Investment Adviser will continue to engage with the Company's shareholders through these considerations, recognising that there is likely to be a divergence of opinion amongst the Company's shareholder base.

 

The UK has set itself ambitious targets for new infrastructure development to address the challenges of a growing and ageing population, decarbonisation, energy security and digitalisation. Established support mechanisms such as the contract‑for‑difference, alongside new mechanisms such as the hydrogen and carbon removals business models are likely to generate investment opportunities that will be relevant for the Company. The recent Planning and Infrastructure Bill, the ongoing review of electricity market arrangements ("REMA"), Clean Power 2030 Action Plan and TM04+ grid connection reforms propose various structural changes that seek to unlock projects and promote investment. Refer below for further information. There is a need to take such proposals and rapidly develop and implement the reforms, policies and detailed guidance needed to give developers and funders alike the confidence to invest.

 

The Board

Ian Brown joined the Board on 13 February 2025 following regulatory and shareholder approval. At the same time, Michael Gray, who served as the Investment committee chair, retired from the Board following nine years of service. The Board extends its gratitude for his significant contribution to the Company. Alex Yew took over as chair of the Investment committee, with effect from 13 February 2025. I would also like to extend a warm welcome to Heather Bestwick who joined the Board as a non-executive Director, on 29 April 2025, bringing over 30 years of experience in the financial services sector. She is an English solicitor and a qualified Cayman Islands attorney and notary public. She has acted as an independent non-executive director of a number of investment funds and corporate services providers since 2014.

 

Final thoughts

The persistent material share price discount to the Company's NAV per share continues to represent an attractive proposition for incoming investors. For existing investors, the Company and Investment Adviser remain committed to taking actions needed to improve the Company's share price rating.

 

The Company is advised by an experienced team with a proven track record of long‑term value creation for shareholders. It has a well-diversified portfolio of assets that deliver products or services that are required for the effective operation of the modern economy whilst generating positive environmental and social impacts.

 

The Board and Investment Adviser are grateful to shareholders for their ongoing support of the Company.

 

Andrew Didham

Chairman

11 June 2025

 

1. APM - for definition and calculation methodology, refer to the APMs below.

 

For more information, please refer to the Investment Adviser's report below.

 

Investment Adviser's report

 

The Company seeks to provide shareholders with long-term dividends and preserve the capital value of its investments through exposure to a diversified portfolio of UK infrastructure projects.

 

Investment objective and policy

 

Investment strategy

The Company's investment strategy is set out in its investment objective, policy and strategy below. It should be considered in conjunction with the Chairman's statement and the Investment Adviser's report, which provide an in-depth review of the Company's performance and future strategy. Further information on the business model and purpose is set out on pages 28 and 29 of the Company's annual report and financial statements for the year ended 30 September 2024.

 

Investment objective

The Company's investment objective is to provide shareholders with regular, sustained, long-term dividends and to preserve the capital value of its investment assets over the long term.

 

Investment policy and strategy

The Company seeks to generate exposure to the debt of UK infrastructure Project Companies, their owners or their lenders, and related and/or similar assets which provide regular and predictable long-term cash flows.

 

Core projects

The Company will invest at least 75% of its total assets, directly or indirectly, in investments with exposure to infrastructure projects with the following characteristics (core projects):

 

·     pre-determined, long-term, public sector backed revenues;

·     no construction or property risks; and

·     benefit from contracts where revenues are availability based.

 

In respect of such core projects, the Company focuses predominantly on taking debt exposure (on a senior or subordinated basis) and may also obtain limited exposure to shareholder interests.

 

Non-core projects

The Company may also invest up to an absolute maximum of 25% of its total assets (at the time the relevant investment is made) in non-core projects, taking exposure to projects that have not yet completed construction, projects in the regulated utilities sector and projects with revenues that are entirely demand based or private sector backed (to the extent that the Investment Adviser considers that there is a reasonable level of certainty in relation to the likely level of demand and/or the stability of the resulting revenue). At 31 March 2025, the Company's exposure to non-core projects was c.3% of the portfolio by value.

 

There is no, and it is not anticipated that there will be any, outright property exposure of the Company (except potentially as additional security).

 

Diversification

The Company will seek to maintain a diversified portfolio of investments and manage its assets in a manner which is consistent with the objective of spreading risk. No more than 10% in value of its total assets (at the time the relevant investment is made) will consist of securities or loans relating to any one individual infrastructure asset (having regard to risks relating to any cross‑default or cross-collateralisation provisions). This objective is subject to the Company having a sufficient level of investment capital from time to time, the ability of the Company to invest its cash in suitable investments and the investment restrictions in respect of 'outside scope' projects described above.

 

It is the intention of the Directors that the assets of the Company are (as far as is reasonable in the context of a UK infrastructure portfolio) appropriately diversified by asset type (e.g. PFI healthcare, PFI education, solar power, social housing, biomass etc.) and by revenue source (e.g. NHS Trusts, local authorities, FiT, ROCs etc.).

 

Non-financial objectives of the Company

The key non-financial objectives of the Company are:

 

·     to build and maintain strong relationships with all key stakeholders of the Company, including (but not limited to) shareholders and borrowers;

·     to continue to focus on creating a long‑term, sustainable business relevant to all stakeholders;

·     to develop and increase the understanding of the investment strategy of the Company and infrastructure as an investment class; and

·     to focus on the long-term sustainability of the portfolio and make a positive impact through contributing towards the generation of renewable energy and financing infrastructure that is integral to society.

 

Key policies

Distribution

The Company seeks to provide its shareholders with regular, sustained, long‑term dividend income.

 

The Company has authority to offer a scrip dividend alternative to shareholders. The offer of a scrip dividend alternative was suspended at the Board's discretion, for all dividends during the period, as a result of the discount¹ between the likely scrip dividend reference price and the relevant quarterly NAV per share of the Company. The Board intends to keep the payment of future scrip dividends under review.

 

Leverage and gearing

The Company intends to make prudent use of leverage to finance the acquisition of investments and enhance returns for shareholders. Structural gearing of investments is permitted up to a maximum of 20% of the Company's NAV immediately following drawdown of the relevant debt.

 

1. APM - for definition and calculation methodology, refer to the APMs section below.

 

The Investment Adviser

Gravis Capital Management Limited is the appointed Investment Adviser and AIFM to the Company.

 

The Investment Adviser has a long track record of working in the UK infrastructure market, particularly with regard to debt advisory work, and has established close relationships with key participants in the UK infrastructure market, including equity investors and lenders. The senior management team at Gravis has extensive specialist expertise and a demonstrable track record of originating, structuring and managing infrastructure debt investments. Further information can be found on pages 106 to 109 of the 2024 annual report.

 

The Investment Adviser is an independently managed business with ORIX Corporation as its majority shareholder. ORIX Corporation is a global financial services company based in Japan with assets under management of ¥74 trillion¹ globally.

 

UK infrastructure sector overview

Infrastructure plays a key role in supporting how the UK addresses society's current challenges. The UK Government is seeking to support economic growth through infrastructure investment across housing, transport, energy and the digital economy. This supports the UK's industrial strategy, promoting the onshoring of supply chains associated with designing, building, owning and operating infrastructure.

 

The UK Infrastructure Bank has become the National Wealth Fund with an expanded remit, and has made several investments across ports, energy, raw materials and providing investment to local authority initiatives. GB Energy has been established and will be headquartered in Aberdeen, with its future role still to be confirmed in detail.

 

The recently published Planning and Infrastructure Bill 2025 seeks to reform planning in England and Wales to 'get Britain building again', including supporting the Government's target to build 1.5 million new homes and fast-track planning decisions on 150 major infrastructure projects. The Clean Power 2030 Action Plan, prepared by 'Mission Control' for the Government's 2030 low carbon electricity target, was also published in the period. This sets out an ambitious plan that requires investment of £40 billion per annum for the next six years, with the objective of reducing the emissions intensity of the electricity grid to less than 50 gCO₂/kWh as part of a plan that would see up to 50 GW of offshore wind, 29 GW of solar energy and 27 GW of battery energy storage capacity.

 

The TM04+ grid connection reforms were approved by Ofgem in April 2025, updating the grid connection process from a first‑come, first-served model to a 'ready and needed' model in which projects that are close to being ready to build and are geographically favourable are provided with firm grid connection arrangements. The UK Government has committed to updating the market on its long-running review of electricity market arrangements, in which locational pricing has been proposed, later this summer.

 

Overall, these reforms are needed, and subject to final decisions and successful implementation, have the potential to support infrastructure investment. However, uncertainty around market arrangements and legislative processes and frameworks make investment more difficult, which in turn makes ambitious targets unlikely to be achieved.

 

It has been positive to see that the first phase of projects in the UK's carbon and hydrogen business model clusters have been announced at Teesside and HyNet (Merseyside): a combination of the regulated asset base and contract‑for‑difference models that have supported CO₂ transport and storage infrastructure and the decarbonisation of large emitters respectively. Similarly, the Silvertown Tunnel, the first new crossing of the River Thames east of Tower Bridge since 1991, opened in April 2025.

 

Sector update:

Renewable energy

The Company's portfolio is 59% invested in the renewables sector, with a valuation at the period end of £539.2 million.

 

The Company's largest exposure continues to be a diversified portfolio of renewable energy projects. This includes several equity-like exposures resulting from past enforcements. The Company's diversification across intermittent and baseload technologies, as well as exposure to renewable electricity and heat projects, mitigates technology-specific risks such as price cannibalisation and weather conditions.

 

Overall, the period was disappointing from a wind and solar resource availability perspective. Across the UK, wind resource was 2% lower than the five year average, and solar irradiation was reduced by 5% compared to the previous year. The Company's projects located in Northern Ireland also suffered from grid constraint and curtailment, limiting the ability of such projects to export electricity to the grid. Electricity prices remain structurally higher than at the time of investment, positively supporting cash generation in the underlying projects.

 

1. Data as at 31 March 2025.

 

The contract-for-difference continues to be the primary support mechanism for UK renewables. In recent auction rounds, budgets have been made available for onshore renewables including solar PV and onshore wind, and emerging technologies such as floating offshore wind also receiving support. Offshore wind continues to be the primary beneficiary of this regime.

 

It has been pleasing to see the development of the carbon removal and hydrogen business models, in which the UK Government is supporting investment in transport and storage infrastructure for hydrogen and CO₂ through regulated asset base models and abatement (such as carbon capture) in emitters through new contracts-for-difference linked to natural gas or voluntary carbon markets. These mechanisms, if successful, have the potential to create attractive investment opportunities for the Company's existing, and potential new, projects in the future.

 

Sector update:

Supported living

The Company's portfolio is 14% invested in the supported living sector, with a valuation at the period end of £123.2 million.

The Company was one of the first listed investment companies to invest in the supported living sector. However, the Company stopped making new investments in the sector in 2018 and has been actively reducing its exposure to the sector since then. The Board's capital allocation policy adopted in the 2023 annual report and financial statements reconfirmed the Company's intention to prioritise a material reduction in its exposure to the supported living sector and the Company is actively working on a programme of disposals.

 

The Company has provided debt finance to entities that own and develop properties which are leased under a long-term fully repairing and insuring lease to Registered Providers ("RPs") who operate and manage the properties. The RPs that have leased properties from the Company's borrowers have faced continued challenges in respect of governance and financial viability by the Regulator of Social Housing.

 

During the period, there have been positive developments with several registered providers to which the Company's borrowers have leased properties. My Space completed a CVA and rental payments have re-commenced on a pass-through basis. Bespoke Supported Tenancies have completed a restructuring of leases to align with income receipts and updated maintenance budgets, the impact of which has been factored into the Company's valuation. The Company expects further progress in the short term on initiatives to consolidate registered providers, supporting the overall long-term viability of the sector.

 

Sector update:

PPP/PFI

The Company's portfolio is 27% invested in the PPP/PFI sector, with a valuation at the period end of £240.5 million.

There are very few primary investment opportunities remaining in the PPP/PFI sector, as the UK Government has moved away from supporting investments that use these models. At the time of the Company's IPO in 2010, the portfolio comprised subordinated debt investments in projects procured under PPP models. These projects remain a core part of the portfolio. While the Investment Adviser continues to review secondary opportunities when presented, they are typically small in scale and subject to competitive bidding processes. There is the potential that a PPP/PFI type model is re-introduced by the UK Government to support the procurement of private sector finance for social infrastructure and the Company will closely monitor any developments on this front.

 

The Investment Adviser continues to actively review alternative funding models, including the mutual investment model, licence‑based models such as the regulated asset base approach and direct procurement for customers in the water sector, or offshore or onshore transmission licensing frameworks.

 

Macro-economic update

 

Market update

The period has been dominated by uncertainty generated by the newly appointed US Administration, particularly through the proposed introduction of material tariffs on trade and risks of a resulting trade war between the world's largest economies. Whilst the Company's portfolio remains defensive in the context of such risks, the proposals have the potential to be sufficiently far-reaching that no investor or asset class is unaffected. The Company and Investment Adviser continue to closely monitor the evolution of such policies to assess potential impacts on the Company's investment portfolio and shareholders.

 

UK inflation has fallen since its peak and has stabilised, albeit still at a level above the Bank of England's targets. Further interest rate cuts are expected in 2025 that will make the Company's investments and dividend yield¹ look more attractive on a relative basis.

 

The UK's economic growth prospects continue to look weak, with the Autumn Budget raising taxes on labour and relying on growth creation through investment to sustain a level of fiscal headroom that looks increasingly slim.

 

UK-focused funds have experienced more outflows than any other investment sector since 2021, with Calastone estimating that £10 billion was withdrawn from UK equity funds during 2024². Similarly, funds with a responsible investment objective saw outflows of £7 billion over 2023 and 2024. A general shift from actively managed strategies to index-tracker/ETF structures has also been a powerful theme. All of these dynamics are relevant for certain shareholders and have contributed to the reduction in demand for the Company's shares.

 

1. APM - for definition and calculation methodology, refer to the APMs section below.

2. Source: Calastone Fund Flows data; https://www.calastone.com/insights/equity-funds-enjoyed-record-inflows-of-27bn-in-2024-shrugging-off-warning-signals-from-the-bond-markets/.

 

Key valuation assumptions

The table below summarises the key assumptions used to forecast cash flows from renewable assets the Company has invested in, and the range of assumptions the Investment Adviser observes in the market.

 

The Investment Adviser does not consider that such differences in assumptions are compensated for in the market by applying a higher or lower discount rate to recognise the increased or decreased risks respectively of a valuation, resulting in potential material valuation differences. This is shown in the sensitivity of the Company's NAV to a variation of such assumptions in the table, on a pence per share basis.

 

Assumption	Company approach	Lower valuations	Company valuation sensitivity (pps)		Higher valuations
Electricity price forecasts	Futures (three years) and AFRY four quarter average long term. Electricity Generator Levy applied to 31 March 2028	AFRY Q1 Low-Central 2025	(2.57)	3.14	Aurora Q1 2025
Capture prices (wind, solar)	Asset-specific curve applied to each project	Higher capture prices	(0.29)	2.45	No capture prices
Asset life	Lesser of planning, lease, technical life (20‑25 years)	Contractual limitations	-	2.63	Asset life of 40 years (solar) and 30 years (wind)
Corporation tax	Long-term corporation tax assumption of 25%	Long-term corporation tax assumption of 25%	-	0.63	Short-term corporation tax assumption of 25% then 19% thereafter
Indexation	OBR short term, 2.5% RPI and 2.0% CPI long term	OBR short term, 2.5% RPI and 2.0% CPI long term	-	0.36	0.5% increase to inflation forecasts

 

Investment and portfolio review

 

Portfolio summary

At the period end, the Company held exposure to 48 investments with a total valuation of £902.9 million. Approximately 1% of the portfolio was exposed to assets in their construction phase.

 

Portfolio by sector type
PPP/PFI	27%
Healthcare	10%
Education	6%
Waste (PPP)	4%
Leisure	3%
Housing (PPP)	2%
Energy efficiency	1%
Justice	1%
Renewables	59%
Solar (commercial)	15%
Solar (rooftop)	11%
Biomass	11%
Wind (onshore)	10%
Anaerobic digestion	7%
Hydro	2%
Geothermal	1%
Gas peaking	1%
Electric vehicles	1%
SL	14%
Supported living	14%

 

Portfolio by income type
PPP/PFI	27%
Unitary charge	22%
Gate fee (contracted)	2%
Electricity (fixed/floor)	1%
Lease income	1%
ROC	1%
Renewables	59%
ROC	20%
Electricity (merchant)	16%
FiT	15%
Electricity (fixed/floor)	3%
RHI	2%
Embedded benefits	1%
Gas (merchant)	1%
Pay per mile	1%
SL	14%
Lease income	14%

 

Portfolio by annualised yield1
>10%	4%
8-10%	32%
<8%	64%

 

Portfolio by average life (years)
>20	15%
10-20	11%
<10	74%

 

Portfolio by investment type
Equity	5%
Senior	54%
Subordinated	41%

 

1. APM - for definition and calculation methodology, refer to the APMs section below.

 

Top ten investments

 

Key

1. Project type

2. % of total portfolio

3. Cash flow type

 

1 Cardale PFI Investments¹

1. PPP/PFI

2. 13.6%

3. Unitary charge

 

2 Gravis Solar 1

1. Commercial solar

2. 9.5%

3. ROC/PPA/FiT

 

3 GCP Programme Funding S14

1. Biomass

2. 5.8%

3. ROC/RHI/Merchant

 

4 GCP Bridge Holdings²

1. Various

2. 5.1%

3. ROC/Lease/PPA

 

5 GCP Biomass 2

1. Biomass

2. 5.0%

3. ROC/PPA

 

6 GCP Programme Funding S10

1. Anaerobic digestion

2. 5.0%

3. ROC/RHI

 

7 GCP Social Housing 1 Ltd B Notes

1. Supported living

2. 4.1%

3. Lease

 

8 Gravis Asset Holdings H

1. Onshore wind

2. 4.1%

3. ROC/PPA

 

9 GCP Green Energy 1

1. Commercial solar/Onshore wind

2. 3.8%

3. ROC/PPA

 

10 GCP Rooftop Solar Finance Plc

1. Onshore wind

2. 3.8%

3. ROC/PPA

 

Top ten revenue counterparties	% of total portfolio
Ecotricity Limited	9.4%
Npower Limited	7.3%
Viridian Energy Supply Limited	7.2%
Statkraft Markets GmbH	5.9%
Bespoke Supportive Tenancies Limited	5.1%
Office of Gas and Electricity Markets	4.7%
Smartestenergy Limited	4.5%
Good Energy Limited	4.5%
Gloucestershire County Council	4.2%
ENGIE Power Limited	4.0%

 

Top ten project service providers	% of total portfolio
WPO UK Services Limited	20%
PSH Operations Limited	13%
Solar Maintenance Services Limited	10%
A Shade Greener Maintenance Limited	9%
Vestas Celtic Wind Technology Limited	8%
Veolia ES (UK) Limited	5%
Cobalt Energy Limited	5%
Urbaser Limited	4%
Gloucestershire County Council	4%
2G Energy Limited	4%

 

1. Cardale PFI Investments is secured on a cross-collateralised basis against 18 separate operational PFI projects.

2. GCP Bridge Holdings is secured against a portfolio of six infrastructure investments in the renewable energy and PPP sectors.

 

Investments and repayments

During the period, the Company made 17 advances totalling £13.1 million under existing contractual obligations, £10 million of which was in relation to capitalised interest. No new investments were made during the period, in line with the Board's stated capital allocation policy. The Company received 32 repayments totalling £44.4 million, 29 of which were scheduled repayments and two were disposal processes relating to underlying renewable energy assets.

 

Post period end, the Company made further advances, pursuant to existing contractual obligations, of £1.8 million and received scheduled repayments of £1.9 million and unscheduled repayments of £1.3 million, giving a net repayment position of £1.4 million. A detailed breakdown of the movements in the valuation of the investment portfolio is provided below.

 

Investment analysis for the period

 

Investments and repayments	£m
New investments	-
Further advances	13.1
Scheduled repayments	(21.4)
Unscheduled repayments	(23.0)
Net investment/(repayment)	(31.3)

 

Sector analysis	Investments £m	Repayments £m
Anaerobic digestion	2.6	(0.6)
Biomass	-	(0.8)
Hydro	-	(0.8)
Onshore wind	-	(24.0)
Commercial solar	-	(8.6)
Rooftop solar	-	(3.1)
PPP/PFI	5.0	(3.9)
Supported living	2.5	(1.9)
Geothermal	0.1	-
Flexible generation	0.5	-
Electric vehicles	-	(0.7)
EV charging	0.8	-
Agriculture/ Resource use	1.6	-

 

Investments and repayments post period end	£m
New investments	-
Further advances	1,8
Scheduled repayments	(1.9)
Unscheduled repayments	(1.3)
Net investment/(repayment)	(1.4)

 

Sector analysis post period end	Investments £m	Repayments £m
Anaerobic digestion	-	1.3
Biomass	-	-
Hydro	-	1.0
Onshore wind	-	-
Commercial solar	-	0.5
Rooftop solar	0.1	-
PPP/PFI	-	0.4
Supported living	-	-
Geothermal	-	-
Flexible generation	1.7	-
Electric vehicles	-	-
EV charging	-	-
Agriculture/ Resource use	-	-

 

Pipeline of investment opportunities

The Company's focus this period has been on executing its capital allocation policy; however, it continues to engage with market participants to stay informed of transaction activity and potential investment opportunities across existing sectors and emerging technologies. With the current elevated Bank of England base rate, the cost of debt from banks, offered at a margin over SONIA, is higher than it has been historically, which means the Company is more competitive than it would be in a low‑rate environment.

 

Current market opportunities offer the potential to reinvest at a lower risk‑adjusted return, or to seek out significantly higher returns. The Company also has potential follow‑on investment opportunities in the existing portfolio, benefiting from the known credit of existing counterparties.

 

Portfolio sensitivities

This section details the sensitivity of the value of the investment portfolio to a number of risk factors to which it is exposed. A summary of the overall investment portfolio risks, and the Investment Adviser's approach to risk, can be found on pages 34 to 36 of the Company's annual report and financial statements for the year ended 30 September 2024.

 

Electricity prices

A number of the Company's investments rely on market electricity prices for a component of their revenues. Changes in electricity prices impact a borrower's ability to service debt or, in cases where the Company has stepped into projects and/or has direct exposure through its investment structure, impact overall returns.

 

The Company seeks to mitigate this exposure to market electricity prices in the short to medium term by selling power to users under power price agreements that do not vary with market prices. The Investment Adviser continues to review opportunities to hedge electricity market prices to lock in attractive price levels relative to the original investment projection and to mitigate volatility in NAV.

 

The table below shows the forecast impact on the portfolio of a given percentage change in electricity prices over the full life of the forecast period to the maturity of the hedge, the impact on hedging arrangements and the subsequent net impact on a pence per share basis. Further information on the Company's hedging arrangements is detailed in note 10 to the financial statements.

 

Sensitivity applied to base case
electricity price forecast assumption	(10%)	(5%)	0%	5%	10%
Portfolio sensitivity (pence per share)	(4.68)	(2.48)	-	2.12	4.25
Hedge sensitivity (pence per share)	0.01	0.01	-	(0.01)	(0.01)
Net sensitivity (pence per share)	(4.66)	(2.48)	-	2.12	4.23

 

Inflation

Just under half (49%) of the Company's investments by portfolio value have some form of inflation protection. This is structured as a direct link between the return and realised inflation (relevant to the supported living assets and certain renewables) and/or a principal indexation mechanism which increases the principal value of the Company's loans outstanding by a share of realised inflation over a pre‑determined strike level (typically 2.75% to 3.00%).

 

The table below summarises the change in interest accruals and potential NAV impact associated with a movement in inflation.

 

Sensitivity applied to base case inflation forecast assumption	(2.0%)	(1.5%)	(1.0%)	(0.5%)	0.0%	0.5%	1.0%	1.5%	2.0%
NAV impact (pence per share)	(7.24)	(5.50)	(3.74)	(1.84)	-	2.21	4.61	7.14	9.83

 

Portfolio performance update

The weighted average discount rate used across the Company's portfolio at 31 March 2025 was 8.36% (30 September 2024: 7.95%). At the period end, c.1% (30 September 2024: c.1%) of the Company's portfolio was exposed to assets at the construction stage of development.

 

Electricity prices, while still above pre-2022 levels, continued to stabilise in 2025 following the sharp volatility seen during the energy crisis.

 

This has supported solid cash generation across the Company's portfolio, particularly when compared to assumptions in the original investment case. However, both short-term and long-term prices have declined further in recent periods. The Company continues to manage this proactively by securing fixed prices through power purchase agreements and maintaining a disciplined hedging strategy where appropriate.

 

The performance of the assets and the valuation metrics adopted by the Company and validated by the independent Valuation Agent support the Company's NAV. This is demonstrated by the Company's disposals completed to date, which on a weighted average basis have been completed in line with the prevailing NAV.

 

ROCs have been revoked by Ofgem on three projects in the portfolio. The Company has made a claim in connection with its rights under the original investment documentation in respect of the losses incurred because of the revocations. The Investment Adviser remains confident that it will be able to either solely or cumulatively: (i) address Ofgem's queries to prevent or mitigate negative impacts on a further four assets under audit; (ii) successfully challenge any adverse decisions by Ofgem on other assets under audit; or (iii) recover losses it incurs from third parties in relation to a breach of investment documentation across all affected assets.

 

Inflation, which remained elevated throughout much of last year, continued to fall in 2025 and is now closer to the Bank of England's target rate. While this has not impacted operational performance, the sustained decline in inflation has led to lower forecast cash flows from the Company's loans, resulting in a corresponding reduction in their valuation.

 

Valuation impact attribution

The specific factors that have impacted the valuation in the reporting period are summarised in the table below.

 

		Impact	Impact
Driver	Description	(£m)	(pps)
Inflation forecast	Inflation movements in the period	6.9	0.81
O&M budget update	Revised operating budget reflecting improved forecast cash flows	3.1	0.36
Other upward movements	Other upward movements across the portfolio	5.1	0.60
	Total upward valuation movements	15.1	1.77
Asset-specific revaluations	Revised long-term availability forecast for a gas-to-grid anaerobic digestion portfolio	(24.5)	(2.87)
Actuals performance	Impact of renewables actual generation lower than forecast	(12.7)	(1.49)
Discount rates	Increase in discount rates across the portfolio	(3.5)	(0.41)
	Total downward valuation movements	(40.7)	(4.77)
Interest receipts	Net valuation movements attributable to the timing of debt service payments between periods	2.1	0.25
Net realised losses	Net loss on disposal of underlying assets	(2.3)	(0.27)
	Total other valuation movements	(0.2)	(0.02)
	Total net valuation movements before hedging	(25.8)	(3.02)
Commodity swap - unrealised1	Derivative financial instrument entered into for the purpose of hedging electricity price movements	0.1	0.01
Commodity swap - realised1		(0.3)	(0.04)
	Total net valuation movements after hedging	(26.0)	(3.05)

 

1. The derivative financial instrument was utilised to mitigate volatility in electricity price movements; refer to notes 10 and 13 for further details.

 

Interest capitalised

During the period, £36.5 million (31 March 2024: £41.3 million) of loan interest accrued¹ was generated on the underlying investment portfolio for the benefit of the Company. During the period, £34.4 million (31 March 2024: £45.0 million) was received in cash or capitalised interest. The capitalisation of interest occurs for three reasons:

 

1. Where interest has been paid to the Company late (often as a result of moving cash through the Company and borrower corporate structures), a capitalisation automatically occurs from an accounting point of view.

2. On a scheduled basis, where a loan has been designed to contain an element of capitalisation of interest due to the nature of the underlying cash flows. Examples include projects in construction that are not generating operational cash flows, or subordinated loans where the bulk of subordinated cash flows are towards the end of the assumed life of a project, after the repayment of senior loans. Planning future capital investment commitments in this way is an effective way of reinvesting repayments received from the portfolio back into other portfolio projects.

3. Loans are not performing in line with the financial model, resulting in:

 

(i) lock-up of cash flows to investors who are junior to senior lenders; and

(ii) cash generation is not sufficient to service debt.

 

The table below shows a breakdown of interest capitalised during the period and amounts paid as part of final repayment or disposal proceeds:

	31 March	31 March	31 March	31 March
	2025	2025	2024	2024
	£'000	£'000	£'000	£'000
Loan interest received		24,369		32,622
Capitalised amounts settled as part of disposal proceeds		2,850		-
Capitalised (planned)	7,187		7,199
Capitalised (unscheduled)	2,796		5,140
Loan interest capitalised	9,983		12,339
Capitalised amounts subsequently settled as part of repayments	(4,924)	4,924	(4,910)	4,910
Adjusted loan interest capitalised1	5,059		7,429
Adjusted loan interest received1		32,143		37,532

 

The table below illustrates the forecast component of interest capitalised that is planned and unscheduled.

 

The Investment Adviser and the independent Valuation Agent review any capitalisation of interest and associated increase to borrowings to confirm that such an increase in debt, and the associated cost of interest, can ultimately be serviced over the life of the asset. To the extent an increase in loan balance is not serviceable, a downward revaluation is recognised, notwithstanding that such amount remains due and payable by the underlying borrower and where capitalisation has not been scheduled, it will attract default interest payable.

 

	30 September
% of total interest	2024	2025	2026	2027	2028	2029
Capitalised (planned)	19%	8%	9%	9%	11%	13%
Capitalised (unscheduled)	9%	5%	-	-	-	-

 

1. APM - for definition and calculation methodology, refer to the APMs section below.

 

Risks and viability

 

In the period, two of the principal risks included in the Company's 2024 annual report and financial statements have seen their residual risk increase, and three have seen their residual risk decrease, with all other principal risks remaining stable.

 

Category 1: Execution risk
Risk	Impact	How the risk is managed	Change in residual risk over the period
2 Availability of suitable investments and reinvestment risk   There is no guarantee that the Company will be able to identify suitable investments with risk and return characteristics that fit within the investment strategy of the Company. Where suitable investments can be identified, the Company may face competition in closing a transaction. This is a risk when raising capital and reinvesting capital repaid to the Company under existing loan agreements.   Link to strategy: 1, 2, 3	If the Company cannot invest capital in suitable assets in a timely and appropriate manner, the uninvested cash balance will have a negative impact on the Company's returns. If the only available investments with an appropriate risk profile yield lower rates of return than have historically been achievable, the Company's overall returns may be adversely affected. Furthermore, if loans are prepaid earlier than expected, the repayment of capital is accelerated, leading to a potential cash drag. Ultimately, this risks the sustainability of the dividend.	The Investment Adviser is constantly engaging with the market, seeking new deals, and building a specifically identified investment pipeline before the Company seeks to raise additional capital in order to ensure that it is deployed in a timely fashion. Consideration is also given to any scheduled capital repayments.	Decreased Notwithstanding the current capital allocation policy, the Investment Adviser continues to explore future investment opportunities.

 

Category 2: Portfolio risk
Risk	Impact	How the risk is managed	Change in residual risk over the period
4 Changes in laws, regulations and/or UK Government policy, or the action of regulators impacting investments   Changes in laws, regulations and/or UK Government policy, in particular those relating to the PPP/PFI and renewable energy markets, may have an adverse effect on the Company.   Regulatory action, in particular relating to licensing or qualification for support regimes, may impact revenue streams.   Link to strategy: 1, 2, 3	Potential adverse effect on the performance of the Company's investment portfolio and the returns generated by the Company.   Price capping or other intervention in the energy market may impact returns.   Reduced support for private sector finance of infrastructure and/or a material change in the approach to infrastructure delivery (such as nationalisation) represent risks to the Company's ability to reinvest capital.	Any changes in laws, regulations and/or policy, or the application thereof, are monitored by the Board on an ongoing basis.   The Investment Adviser engages with industry bodies to understand and influence Government policy options.   Given the UK Government's reliance on private capital for, inter alia, the funding of new social and economic infrastructure and renewable energy projects, it is the view of the Investment Adviser and the Board that, despite potential short-term intervention in the energy market, the risk of any future significant changes in policy is low and is more likely to have a prospective impact rather than a retrospective effect.	Decreased Previously disclosed litigation and regulatory proceedings regarding a number of solar assets have continued to progress during the period. Further information is included above.

 

Category 2: Portfolio risk
Risk	Impact	How the risk is managed	Change in residual risk over the period
5 Performance of, and reliance on, subcontractors The performance of the Company's investments is typically, to a considerable degree, dependent on the performance of subcontractors, most notably facilities managers and operations and maintenance subcontractors.   The Company is heavily reliant on subcontractors to carry out their obligations in accordance with the terms of their appointment and to exercise due skill and care.   Link to strategy: 1, 2	If a key subcontractor was to be replaced due to the insolvency of that subcontractor or for any other reason, the replacement subcontractor may charge a higher price for the relevant services than previously paid.   The resulting increase in costs may result in the Company receiving lower interest and principal payments than envisaged.	The competence and financial strength of subcontractors, as well as the terms and feasibility of their engagements, are a key focus of investment due diligence. The Board and the Investment Adviser monitor the Company's exposure to any given subcontractor and ensure that the risk of underperformance is mitigated through diversification.	Decreased During the period, there have been positive developments with several registered providers to which the Company's borrowers have leased properties.   The Company expects further progress in the short term on initiatives to consolidate registered providers, supporting the overall long-term viability of the sectors.

 

Category 2: Portfolio risk
Risk	Impact	How the risk is managed	Change in residual risk over the period
10 Geopolitical Risk of a sustained shift in the geopolitical environment. For instance, international conflict, a winding back of globalisation, trade wars and the desire to be more self-sufficient in energy, and increased migrant flows.   Link to strategy: 1, 2, 3	Impacts on supply chains, inflation, interest rates, and adverse exchange rate movements. Potential volatility on long-term power prices affecting the Company's exposure to shareholder interests. Increase in the volume of capital flowing into infrastructure and renewable projects, creating downward pressure on yields and difficulty in sourcing investments within the required risk-return parameters of the Company's investment strategy. Potential for increased uncertainty around investment valuations if Government subsidy or support is unpredictable.	Regular engagement with the public sector through the Investment Adviser. The Investment Adviser conducts quarterly reviews on important and/or emerging topics for the Board's consideration. Monitoring of key emerging issues is undertaken by the Directors on an ongoing basis.	Increased The global landscape remains complex, with the war in Ukraine continuing and persistent tensions in parts of the Middle East. However, the situation has shown signs of stabilisation. In the UK, the Government has made tangible progress on its clean energy strategy, as outlined in the Autumn Budget. Increased investment in renewables and improved energy security have begun to yield positive results, contributing to greater economic resilience.   However, the new US Administration has pursued an aggressive trade policy that will impact global inflation and interest rates and disrupt supply chains. Global growth will slow down and the UK will not be immune from the effects. Uncertainty will remain for some time.

 

Category 2: Portfolio risk
Risk	Impact	How the risk is managed	Change in residual risk over the period
12 Strategic positioning The Company's shares are trading at a persistent discount1 to NAV. In this environment, there is a strong argument to prioritise de-levering and buying back shares over making any new investments. The Board has to determine the right balance and set the strategy accordingly. Shareholders may disagree with the strategy, or it may not work as intended.   Link to strategy: 1, 2, 3	Implementation of the wrong strategy or poor execution of it will damage sentiment in the Company, exacerbating the discount1.	The Board is prioritising the allocation of capital to pay down the balance drawn under its RCF alongside the buyback of shares. Select sales of portfolio assets are also under consideration. At the same time, the Investment Adviser continues to develop a pipeline of new investment opportunities and is considering the refinance of existing positions to improve returns and/or reduce risk, whilst acknowledging the current high hurdle for new investment.	Increased The Board and the Investment Adviser are working closely to address the discount¹ at which the shares trade through the execution of the capital allocation policy. However, the asset disposal programme is taking longer than envisaged.

 

Key to strategy references

1   - Dividend income

2   - Diversification

3   - Capital preservation

 

1. APM - for definition and calculation methodology, refer to the APMs section below.

 

 

Financial review

 

During the period, the Company generated income of £8.5 million and a profit of £0.4 million. The Company's total shareholder return¹ was -5.3% and total NAV return¹ was 0.5%.

 

Financial performance

During the period, the Company generated operating income of £8.5 million (31 March 2024: £19.9 million), including loan interest income of £34.4 million and net valuation losses on investments of £25.8 million (31 March 2024: loan interest income of £45.0 million and net valuation losses on investments of £26.0 million).

 

Net losses on derivative financial instruments at period end were £0.2 million (31 March 2024: profit of £0.7 million).

 

Administration costs of £5.7 million (31 March 2024: £5.6 million) were incurred during the period; these include the Investment Adviser's fee, the Directors' fees and other third party service provider fees. These, and other operating costs, have remained broadly in line with the previous period.

 

Finance costs have reduced to £2.4 million from £4.4 million, reflecting lower amounts drawn compared to the prior period.

 

Total profit generated for the period was £0.4 million (31 March 2024: £9.9 million). The decrease from the prior period primarily reflects a reduction in loan interest received from solar assets that experienced lower generation due to irradiance levels, lower prevailing power prices, and increased capital and other expenditure.

 

Cash generation

The Company received loan principal repayments of £44.4 million and made cash advances totalling £3.1 million in the period (31 March 2024: £19.5 million in principal repayments and cash advances totalling £nil million). Furthermore, the Company made net repayments of £16.0 million on its RCF.

 

Loan interest receipts of £24.4 million were used to pay cash dividends of £30.3 million (31 March 2024: £32.6 million and £30.4 million respectively). The Company aims to manage its cash position effectively by minimising cash balances while maintaining financial flexibility.

 

The Directors have assessed the Company's cash resources and availability of funding as part of the going concern assessment. The Company held cash balances of £11.8 million at the period end and does not expect the level of annual expense to increase materially. The Directors and the Investment Adviser believe that scheduled loan interest receipts, repayments and the Company's RCF will provide sufficient liquidity for the Company.

 

Dividends

The Company paid dividends of 3.5 pence per share in respect of the six months to 31 March 2025. This is in line with the dividend target¹ set out for the year ending 30 September 2025 of 7.0 pence per share. On an annualised basis, this represents a yield of 9.8% against the share price at 31 March 2025.

 

Share price performance

The Company's total shareholder return² was -5.3% for the period and 91.1% since the Company's IPO in 2010. The Company has continued to experience weakness in its share price in line with similar investment companies. The shares have traded at an average discount² to NAV of 30.4% over the period and an average premium² of 2.6% since IPO. The share price at the period end was 71.30 pence per share, which represents a discount² to NAV of 30.3%.

 

Revolving credit facility

At 31 March 2025, £41.0 million of the £150.0 million RCF was drawn. During the period, net amounts of £16.0 million were repaid in line with the Directors stated aim of reducing leverage under the capital allocation policy. Further details on the Company's RCF can be found in notes 8 and 13.

 

1. The dividend target is a target only and not a profit forecast or estimate and there can be no assurance that it will be met.

2. APM - for definition and calculation methodology, refer to the APMs section below.

 

 

Statement of Directors' responsibilities

 

Under the terms of the DTRs of the FCA, the Directors are responsible for preparing the half-yearly report and unaudited interim condensed financial statements in accordance with applicable regulations.

 

The Directors confirm to the best of their knowledge that:

 

·     the unaudited interim condensed set of financial statements has been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the EU;

·     the Chairman's interim statement and the Investment Adviser's report constitute the Company's interim management report, which include a fair review of the information required by DTR 4.2.7R (indication of important events during the first six months and description of principal risks and uncertainties for the remaining six months of the year); and

·     the interim management report includes a fair review of the information required by DTR 4.2.8R (disclosure of related parties' transactions and changes therein).

 

The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. Legislation in Jersey governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

 

On behalf of the Board

 

Andrew Didham

Chairman

11 June 2025

 

 

Independent review report

To GCP Infrastructure Investments Limited

 

Conclusion

We have been engaged by GCP Infrastructure Investments Limited (the "Company") to review the unaudited interim condensed set of financial statements in the half-yearly financial report for the six months ended 31 March 2025 of the Company, which comprises the statement of financial position, the statement of comprehensive income, the statement of changes in equity, the statement of cash flows and the related explanatory notes.

 

Based on our review, nothing has come to our attention that causes us to believe that the unaudited interim condensed set of financial statements in the half‑yearly financial report for the six months ended 31 March 2025 is not prepared, in all material respects, in accordance with IAS 34 Interim Financial Reporting as adopted by the EU and the Disclosure Guidance and Transparency Rules ("the DTR") of the UK's Financial Conduct Authority ("the UK FCA").

 

Scope of review

We conducted our review in accordance with International Standard on Review Engagements (UK) 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity ("ISRE (UK) 2410") issued by the Financial Reporting Council for use in the UK. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. We read the other information contained in the half-yearly financial report and consider whether it contains any apparent misstatements or material inconsistencies with the information in the unaudited interim condensed set of financial statements.

 

A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

 

Conclusions relating to going concern

Based on our review procedures, which are less extensive than those performed in an audit as described in the Scope of review section of this report, nothing has come to our attention to suggest that the directors have inappropriately adopted the going concern basis of accounting or that the directors have identified material uncertainties relating to going concern that are not appropriately disclosed.

 

This conclusion is based on the review procedures performed in accordance with ISRE (UK) 2410. However, future events or conditions may cause the the Company to cease to continue as a going concern, and the above conclusions are not a guarantee that the the Company will continue in operation.

 

Directors' responsibilities

The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the interim financial report in accordance with the DTR of the UK FCA.

 

As disclosed in note 2, the annual financial statements of the Company are prepared in accordance with International Financial Reporting Standards as adopted by the EU. The directors are responsible for preparing the unaudited interim condensed set of financial statements included in the half-yearly financial report in accordance with IAS 34 Interim Financial Reporting as adopted by the EU.

 

In preparing the half-yearly financial report, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless they either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

 

Our responsibility

Our responsibility is to express to the Company a conclusion on the unaudited interim condensed set of financial statements in the half-yearly financial report based on our review. Our conclusion, including our conclusions relating to going concern, are based on procedures that are less extensive than audit procedures, as described in the scope of review paragraph of this report.

 

The purpose of our review work and to whom we owe our responsibilities

This report is made solely to the Company in accordance with the terms of our engagement letter to assist the Company in meeting the requirements of the DTR of the UK FCA. Our review has been undertaken so that we might state to the Company those matters we are required to state to it in this report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company for our review work, for this report, or for the conclusions we have reached.

 

Andrew Quinn

For and on behalf of KPMG Channel Islands Limited

Chartered Accountants and Recognised Auditors

Jersey

11 June 2025

 

 

Unaudited interim condensed statement of comprehensive income

For the period 1 October 2024 to 31 March 2025

 

	Notes	Period ended	Period ended
		31 March	31 March
		2025	2024
		£'000	£'000
Income
Net gains on financial assets at fair value through profit or loss	3	8,542	18,971
Net (losses)/gains on derivative financial instruments at fair value through profit or loss	3	(183)	709
Other income	3	166	240
Total income		8,525	19,920
Expense
Investment advisory fees	12	(4,002)	(4,191)
Operating expenses		(1,709)	(1,449)
Total expenses		(5,711)	(5,640)
Total operating profit before finance costs		2,814	14,280
Finance costs		(2,426)	(4,351)
Total profit and comprehensive income for the period		388	9,929
Basic and diluted earnings per share (pence)	6	0.04	1.14

All of the Company's results are derived from continuing operations.

 

The accompanying notes below form an integral part of the financial statements.

 

Unaudited interim condensed statement of financial position

As at 31 March 2025

 

			(Audited)
		As at	As at
		31 March	30 September
		2025	2024
	Notes	£'000	£'000
Assets
Cash and cash equivalents		11,782	11,755
Other receivables and prepayments		153	137
Financial assets at fair value through profit or loss	11	902,859	960,023
Total assets		914,794	971,915
Liabilities
Other payables and accrued expenses	7	(3,013)	(2,885)
Interest bearing loans and borrowings	8	(40,044)	(55,790)
Derivative financial instruments at fair value through profit or loss	10	(19)	(110)
Total liabilities		(43,076)	(58,785)
Net assets		871,718	913,130
Equity
Share capital	9	8,523	8,678
Share premium	9	847,606	858,965
Capital redemption reserve		101	101
Retained earnings		15,488	45,386
Total equity		871,718	913,130
Ordinary shares in issue (excluding treasury shares)		852,272,557	867,812,650
NAV per ordinary share (pence per share)		102.28	105.22

 

Signed and authorised for issue on behalf of the Board of Directors.

 

Andrew Didham

Chairman              

11 June 2025

 

Steven Wilderspin

Director

11 June 2025

 

The accompanying notes below form an integral part of the financial statements.

 

 

Unaudited interim condensed statement of changes in equity

For the period 1 October 2024 to 31 March 2025

 

				Capital
		Share	Share	redemption	Retained	Total
		capital	premium1	reserve	earnings	equity
	Notes	£'000	£'000	£'000	£'000	£'000
At 1 October 2023		8,712	861,118	101	86,622	956,553
Total profit and comprehensive income for the period		-	-	-	9,929	9,929
Share repurchases	9	(34)	(2,149)	-	-	(2,183)
Share repurchase costs	9	-	(4)	-	-	(4)
Dividends	5	-	-	-	(30,377)	(30,377)
At 31 March 2024		8,678	858,965	101	66,174	933,918
At 1 October 2024		8,678	858,965	101	45,386	913,130
Total profit and comprehensive income for the period		-	-	-	388	388
Share repurchases	9	(155)	(11,336)	-	-	(11,491)
Share repurchase costs	9	-	(23)	-	-	(23)
Dividends	5	-	-	-	(30,286)	(30,286)
At 31 March 2025		8,523	847,606	101	15,488	871,718

 

1. The share premium is a distributable reserve in accordance with Jersey Company Law. Refer to note 9 for further information.

 

The accompanying notes below form an integral part of the financial statements.

 

 

Unaudited interim condensed statement of cash flows

For the period 1 October 2024 to 31 March 2025

 

		Period ended	Period ended
		31 March	31 March
		2025	2024
	Notes	£'000	£'000
Cash flows from operating activities
Total operating profit before finance costs		2,814	14,280
Adjustments for:
Loan interest income	3	(34,352)	(44,961)
Net losses on financial assets at fair value through profit or loss	3	25,810	25,990
Net losses/(gains) on derivative financial instruments at fair value through profit or loss	3	183	(709)
Increase/(decrease) in other payables and accrued expenses		122	(1,170)
Decrease in other receivables and prepayments		7	430
Total		(5,416)	(6,140)
Loan interest received	3	24,369	32,622
Purchase of financial assets at fair value through profit or loss	11.7	(3,066)	-
Repayment of financial assets at fair value through profit or loss	11.7	44,403	19,503
Realised (losses)/gains on repayment of derivative financial instruments at fair value through profit or loss		(274)	807
Net cash flows generated from operating activities		60,016	46,792
Cash flows from financing activities
Proceeds from revolving credit facility		8,000	147
Repayment of revolving credit facility		(24,000)	(10,000)
Share repurchases		(11,491)	(2,183)
Share repurchase costs		(23)	(4)
Dividends paid	5	(30,286)	(30,377)
Finance costs paid		(2,189)	(3,493)
Net cash flows used in financing activities		(59,989)	(45,910)
Increase in cash and cash equivalents		27	882
Cash and cash equivalents at beginning of the period		11,755	16,867
Cash and cash equivalents at end of the period		11,782	17,749
Net cash flows from operating activities includes:
Deposit interest received	3	166	240

 

The accompanying notes below form an integral part of the financial statements.

 

Notes to the unaudited interim condensed financial statements

For the period 1 October 2024 to 31 March 2025

 

1. General information

GCP Infrastructure Investments Limited is a public company incorporated and domiciled in Jersey on 21 May 2010 with registration number 105775. The Company is governed by the provisions of the Jersey Company Law and the CIF Law.

 

The Company is a closed-ended investment company and its ordinary shares are traded on the Main Market of the LSE.

 

The Company makes infrastructure investments, typically by acquiring interests in debt instruments issued by infrastructure Project Companies, their owners or their lenders and related and/or similar assets which provide regular and predictable long‑term cash flows.

 

2. Material accounting policies

2.1 Basis of preparation

The unaudited interim condensed financial statements for the six month period 1 October 2024 to 31 March 2025 have been prepared in accordance with IAS 34 Interim Financial Reporting, as adopted by the EU.

 

The unaudited interim condensed financial statements do not include all the information and disclosures required in annual financial statements and should be read in conjunction with the Company's annual report and financial statements for the year ended 30 September 2024. The financial statements for the year ended 30 September 2024 were prepared in accordance with IFRS as adopted by the EU and audited by KPMG Channel Islands Limited, who issued an unqualified audit opinion.

 

The financial information contained in the unaudited interim condensed financial statements for the period 1 October 2024 to 31 March 2025 has not been audited, but has undergone a review by the Company's auditor in accordance with International Standards on Review Engagements (UK) 2410, Review of Interim Financial Information Performed by the Independent Auditor of the Entity, issued by the Financial Reporting Council for use in the UK.

 

The unaudited interim condensed financial statements have been prepared under the historical cost convention, as modified by the revaluation of financial assets held at fair value through profit or loss.

 

The accounting policies adopted in the preparation of the unaudited interim condensed financial statements are consistent with those followed in the preparation of the Company's annual financial statements for the year ended 30 September 2024, except for the new standards and amendments to standards, which are disclosed below.

 

New standards, amendments and interpretations

In the reporting period under review, the Company has applied amendments to IFRS, issued by the IASB. These include annual improvements to IFRS, changes in standards, legislative and regulatory amendments, changes in disclosures and presentation requirements.

 

This incorporated lack of exchangeability (amendments to IAS 21).

 

The adoption of the changes to accounting standards has had no material impact on these or prior periods' financial statements.

 

The amendments to IFRS that will apply for reporting periods beginning 1 January 2026 are the classification and measurement of financial instruments (IFRS 7 and IFRS 9).

 

The new IFRS that will apply for reporting periods beginning 1 January 2027 is the presentation and disclosure in financial statements (introduction of IFRS 18).

 

Classification and measurement of financial instruments (IFRS 7 and IFRS 9)

The amendments to IFRS 7 and 9 will be effective on or before 1 January 2026. Over the following  twelve months, an assessment will be conducted on the impact of IFRS 7 and 9 which relate to settlement of liabilities through electronic payment systems and the classification of financial assets with ESG and similar features. The Company has elected not to early adopt the amendments to IFRS 7 and 9.

 

Presentation and disclosure in financial statements (IFRS 18)

Under current IFRS accounting standards, companies use different formats to present their results, making it difficult for investors to compare financial performance across companies. IFRS 18 promotes a more structured income statement. In particular, it introduces a newly defined 'operating profit' subtotal and a requirement for all income and expense to be allocated between three new distinct categories based on a company's main business activities.

 

The Directors are still assessing the impact of IFRS 18, but do not anticipate that its adoption will have a material impact on the financial statements.

 

Other than those detailed above, there are no new IFRS or IFRIC interpretations that are issued but not effective that are expected to have a material impact on the Company's financial statements.

 

Functional and presentation currency

Items included in the unaudited interim condensed financial statements of the Company are measured in the currency of the primary economic environment in which the Company operates. The financial statements are presented in Pound Sterling and all values have been rounded to the nearest thousand pounds (£'000), except where otherwise indicated.

 

Going concern

The Directors have made an assessment of the Company's ability to continue as a going concern and are satisfied that the Company has the resources to continue in business for the foreseeable future and for a period of at least twelve months from the date of the authorisation of these unaudited interim condensed financial statements.

 

The Investment Adviser has prepared cash flow forecasts which were challenged and approved by the Directors and included consideration of cash flow forecasts and stress scenarios.

 

The Directors are not aware of any material uncertainties that cast doubt upon the Company's ability to continue as a going concern. Therefore, the unaudited interim condensed financial statements have been prepared on a going concern basis.

 

2.2 Significant accounting judgements and estimates

The preparation of unaudited interim condensed financial statements in accordance with IFRS requires the Directors of the Company to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts recognised in the unaudited interim condensed financial statements. However, uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of the asset or liability in the future.

 

(a) Critical accounting estimates and assumptions

Fair value of instruments not quoted in an active market

The valuation process is dependent on assumptions and estimates which are significant to the reported amounts recognised in the unaudited interim condensed financial statements, taking into account the structure of the Company and the extent of its investment activities (refer to note 11 for further information).

 

(b) Critical judgements

Assessment of non-current assets held for sale

The Directors have determined that at the date of the report, none of the Company's assets fulfil the classification criteria prescribed by IFRS 5 for non-current assets held for sale.

 

This determination has been made with consideration to the Company's capital allocation policy and the relative progress of various sales processes.

 

This process requires judgement in assessing a complex range of commercial factors in the context of the purpose, objectives and operational norms of the Company and its sector, and the application of the objective and scope of the standard. Factors considered include the probability of completing a sale within a specified timeframe, the status of commercial negotiations and related agreements, the relative strength of obligations or disincentives for non‑performance, and the possibility of impediments to completion or a change in terms.

 

Assessment as an investment entity

The Directors have determined that the SPVs through which the Company invests fall under the control of the Company in accordance with the control criteria prescribed by IFRS 10 and therefore meet the definition of subsidiaries. In addition, the Directors continue to hold the view that the Company meets the definition of an investment entity and therefore can measure and present the SPVs at fair value through profit or loss. This process requires a significant degree of judgement, taking into account the complexity of the structure of the Company and extent of investment activities (refer to note 11 of the annual report and financial statements for the year ended 30 September 2024).

 

Segmental information

For management purposes, the Company is organised into one main operating segment. All of the Company's activities are interrelated, and each activity is dependent on the others. Accordingly, all significant operating decisions by the Board (as the chief operating decision maker) are based upon the analysis of the Company as one segment. The financial results from this segment are equivalent to the unaudited interim condensed financial statements of the Company as a whole. The following table analyses the Company's underlying operating income per geographical location. The basis for attributing the operating income is the place of incorporation of the underlying counterparty.

 

	31 March	31 March
	2025	2024
	£'000	£'000
Channel Islands	166	240
United Kingdom	8,359	19,680
Total	8,525	19,920

 

 

3. Operating income

The table below analyses the Company's operating income for the period per investment type:

	31 March	31 March
	2025	2024
	£'000	£'000
Interest on cash and cash equivalents	166	240
Other income	166	240
Net changes in fair value of financial assets and derivative financial instruments at fair value through profit or loss	8,359	19,680
Total	8,525	19,920

 

The table below analyses the net changes in fair value of the Company's financial assets and derivative financial instruments at fair value through profit or loss:

 

	31 March	31 March	31 March	31 March
	2025	2025	2024	2024
	£'000	£'000	£'000	£'000
Loan interest received	24,369		32,622
Loan interest capitalised	9,983		12,339
Total loan interest income		34,352		44,961
Unrealised gains on investments at fair value through profit or loss	14,149		12,645
Unrealised losses on investments at fair value through profit or loss	(37,629)		(38,635)
Realised losses on investments at fair value through profit or loss	(2,330)1		-
Net losses on investments at fair value through profit or loss		(25,810)		(25,990)
Net gains on financial assets at fair value through profit or loss		8,542		18,971
Unrealised gains/(losses) on derivative financial instruments at fair value through profit or loss	91		(98)
Realised (losses)/gains on repayment of derivative financial instruments
at fair value through profit or loss	(274)		807
Net (losses)/gains on derivative financial instruments at fair value through profit or loss		(183)		709
Net changes in fair value of financial assets and derivative financial instruments at fair value through profit or loss		8,359		19,680

 

1. Does not include any contingent consideration.

 

4. Taxation

Profits arising in the Company for the period 1 October 2024 to 31 March 2025 are subject to tax at the standard rate of 0% (31 March 2024: 0%) in accordance with the Income Tax (Jersey) Law 1961, as amended.

 

5. Dividends

Dividends paid for the six month period to 31 March 2025 were 3.50 pence per share (31 March 2024: 3.50 pence per share) as follows:

 

		Period ended 31 March 2025		Period ended 31 March 2024
Quarter ended	Dividend	Pence	£'000	Pence	£'000
Current period dividends
31 March 2025/241	Second interim dividend	1.75	-	1.75	-
31 December 2024/23	First interim dividend	1.75	15,099	1.75	15,187
Total		3.50	15,099	3.50	15,187
Prior period dividends
30 September 2024/23	Fourth interim dividend	1.75	15,187	1.75	15,190
30 June 2024/23	Third interim dividend	1.75	-	1.75	-
Total		3.50	15,187	3.50	15,190
Dividends in statement of changes in equity			30,286		30,377
Dividends in cash flow statement			30,286		30,377

1. On 30 April 2025, the Company announced a second interim dividend of 1.75 pence per ordinary share, amounting to £14.9 million paid on 4 June 2025 to ordinary shareholders on the register at 8 May 2025.

 

In accordance with the Company's constitution, in respect of the ordinary shares, the Company will distribute the income it receives to the fullest extent that is deemed appropriate by the Directors.

 

In declaring a dividend, the Directors consider the payment based on a number of factors, including accounting profit, fair value treatment of investments held, future investments, reserves, cash balances and liquidity. The payment of a dividend is considered by the Board and is declared on a quarterly basis. Dividends are a form of distribution and, under Jersey Company Law, a distribution may be paid out of capital. Therefore, the Directors consider the share premium reserve to be a distributable reserve. Dividends due to the Company's shareholders are recognised when they become payable.

 

6. Earnings per share

Basic and diluted earnings per share are calculated by dividing total profit and comprehensive income for the period attributable to ordinary equity holders of the Company by the weighted average number of ordinary shares in issue during the period.

 

	Total profit	Weighted
	and	average
	comprehensive	number of
	income	ordinary	Pence
	£'000	shares	per share
Period ended 31 March 2025
Basic and diluted earnings per ordinary share	388	863,607,680	0.04
Period ended 31 March 2024
Basic and diluted earnings per ordinary share	9,929	868,068,252	1.14

 

 

7. Other payables and accrued expenses

		(Audited)
	31 March	30 September
	2025	2024
	£'000	£'000
Investment advisory fees	1,960	2,062
Other payables and accrued expenses	1,053	823
Total	3,013	2,885

 

8. Interest bearing loans and borrowings

		(Audited)
	31 March	30 September
	2025	2024
	£'000	£'000
Revolving credit facility	41,000	57,000
Unamortised arrangement fees	(956)	(1,210)
Total	40,044	55,790

 

The table below analyses movements over the period:

 

		(Audited)
	31 March	30 September
	2025	2024
	£'000	£'000
Opening balance	55,790	103,674
Changes from cash flow
Proceeds from revolving credit facility	8,000	18,147
Repayment of revolving credit facility	(24,000)	(67,022)
Drawdown for RCF refinancing fees	-	1,875
Non-cash changes
Amortisation of loan arrangement fees	254	644
Commitment and other capitalised fees	-	(1,528)
Closing balance	40,044	55,790

 

On 16 February 2024, the Company entered into a new secured RCF of £150.0 million with AIB (UK) Plc, Lloyds Bank Plc, Clydesdale Bank Plc (trading as Virgin Money) and Mizuho Bank Limited. The RCF is secured against the portfolio of underlying assets held by the Company. The facility is repayable in March 2027. Interest on amounts drawn under the facility is charged at SONIA plus 2.0% per annum. A commitment fee of 0.7% per annum is payable on undrawn amounts. At 31 March 2025, the total amount drawn on the RCF was £41.0 million.

 

All amounts drawn under the RCF may be used in or towards the making of investments in accordance with the Company's investment policy, with additional flexibility to allow the Company to enhance its working capital management. The facility provides the Company with continued access to flexible debt finance, allowing it to take advantage of investment opportunities as they arise, and may also be used to manage the Company's working capital requirements from time to time.

 

The RCF includes loan to value¹ and interest cover¹ covenants that are measured at the Company level. The Company has maintained sufficient headroom against all measures throughout the financial period and is in full compliance with all loan covenants at 31 March 2025.

 

9. Authorised and issued share capital

			(Audited) 30 September 2024
	31 March 2025
	Number of		Number of
Share capital	shares	£'000	shares	£'000
Ordinary shares issued and fully paid
Opening balance	884,797,669	8,848	884,797,669	8,848
Total shares in issue	884,797,669	8,848	884,797,669	8,848
Treasury shares
Opening balance	(16,985,019)	(170)	(13,565,019)	(136)
Shares repurchased	(15,540,093)	(155)	(3,420,000)	(34)
Total shares repurchased and held in treasury	(32,525,112)	(325)	(16,985,019)	(170)
Total ordinary share capital excluding treasury shares	852,272,557	8,523	867,812,650	8,678

 

Share capital is representative of the nominal amount of the Company's ordinary shares in issue.

 

1. APM - for definition and calculation methodology, refer to the APMs section below.

 

The Company is authorised in accordance with its Memorandum of Association to issue up to 1.5 billion ordinary shares, 300 million C shares and 300 million deferred shares, each having a par value of 1.00 pence per share.

 

		(Audited)
	31 March	30 September
	2025	2024
Share premium	£'000	£'000
Premium on ordinary shares issued and fully paid:
Opening balance	858,965	861,118
Premium on equity shares issued through:
Share repurchases	(11,336)	(2,149)
Share repurchase costs	(23)	(4)
Total	847,606	858,965

 

Share premium represents amounts subscribed for share capital in excess of nominal value less associated costs of the issue, less dividend payments charged to premium as and when appropriate. Share premium is a distributable reserve in accordance with Jersey Company Law.

 

The Company's issued share capital is represented by one class of ordinary shares. Quantitative information about the Company's share capital is provided in the statement of changes in equity.

 

At 31 March 2025, the Company's issued share capital comprised 884,797,669 ordinary shares (30 September 2024: 884,797,669), of which 32,525,112 (30 September 2024: 16,985,019) were held in treasury, and there were no C shares or deferred shares in issue.

 

The ordinary shares carry the right to dividends out of the profits available for distribution attributable to each share class, if any, as determined by the Directors. Each holder of an ordinary share is entitled to attend meetings of shareholders and, on a poll, to one vote for each share held.

 

10. Derivative financial instruments at fair value through profit or loss

On 27 March 2024, the Company entered into a new commodity swap agreement with Axpo Solutions AG under the same standard terms, which expired on 30 September 2024 and was settled in October 2024 in line with the contractual terms. The Company was granted a credit line of £50.0 million by Axpo Solutions AG in order to mitigate the need for regular cash flows associated with the hedge.

 

On 27 September 2024, the Company entered into a new commodity swap agreement with LBCM under the ISDA Master Agreement framework for risk management purposes, which includes full right of set off. The derivative financial instrument comprises a commodity swap on baseload electricity for the purpose of hedging market movements in electricity prices, in cases where the Company has stepped into projects and/or has direct exposure through its investment structure. The commodity swap agreement expired on 31 March 2025.

 

On 31 March 2025, the Company entered into a new commodity swap agreement with LBCM under the same standard terms.

 

The table below sets out the valuation of the swap held by the Company at the period end, as provided by Axpo Solutions AG:

 

		Total	Notional
		notional	quantity
Derivative	Maturity	quantity	per hour
Commodity swap - electricity/baseload 'summer 2024'	30 September 2024	35,136 MWh	8MW
Commodity swap - electricity/baseload 'winter 2024/25'	31 March 2025	2,229 MWh	3MW
Commodity swap - electricity/baseload 'summer 2025'	30 September 2025	13,176 MWh	3MW

 

 

			(Audited)
		31 March	30 September
		2025	2024
		£'000	£'000
Fixed
Fixed price: summer 2024 (maturity 30 September 2024)	£62.0/MWh	-	357
Fixed price: winter 2024/25 (maturity 31 March 2025)	£82.2/MWh	183	1,077
Fixed price: summer 2025 (maturity 30 September 2025)	£81.91/MWh	1,079	-
Floating
Commodity Reference Price Index: summer 2024	Electricity N2EX UK Power Index Day Ahead	-	(445)
Commodity Reference Price Index: winter 2024/25	Electricity N2EX UK Power Index Day Ahead	(199)	(1,099)
Commodity Reference Price Index: summer 2025	Electricity N2EX UK Power Index Day Ahead	(1,082)	-
Fair value		(19)	(110)

 

11. Financial instruments

11.1 Capital management

The Company is funded from equity balances, comprising issued ordinary share capital, as detailed in note 9, and retained earnings, in addition to a RCF, as detailed in note 8.

 

The Company may seek to raise additional capital from time to time, to the extent the Directors and the Investment Adviser believe the Company will be able to make suitable investments, with consideration given to the alternatives of share buybacks and a reduction in leverage. The Company may borrow up to 20% of its NAV at any such time borrowings are drawn down. At the period end, the Company remains modestly geared with loan to value¹  of 5% (30 September 2024: 6%).

 

11.2 Financial risk management objectives

The Company has an investment policy and strategy, as summarised above, that sets out its overall investment strategy and its general risk management philosophy. It also has established processes to monitor and control these in a timely and accurate manner. These guidelines are subject to regular operational reviews undertaken by the Investment Adviser to ensure the Company's policies are adhered to as it is the Investment Adviser's duty to identify and assist with the control of risk. The Investment Adviser reports regularly to the Directors, who have the ultimate responsibility for the overall risk management approach.

 

The Investment Adviser and the Directors ensure that all investment activity is performed in accordance with investment guidelines. The Company's investment activities expose it to various types of risk associated with the financial instruments and markets in which it invests. Risk is inherent to the Company's activities and is managed through a process of ongoing identification, measurement and monitoring. The financial risks to which the Company is exposed include market risk (which includes other price risk), interest rate risk, credit risk and liquidity risk. Furthermore, the Company is exposed to a number of equity-like interests, 5% of the portfolio by value, either as a result of the specific targeting of these positions or through enforcing its security as a result of the occurrence of defaults. Such exposure is sensitive to changes in market factors, such as electricity prices, and the operational performance of projects, and is therefore likely to result in increased volatility in the valuation of the portfolio.

 

Geopolitical and market uncertainties

The Company's infrastructure investments remain largely insulated from short-term market fluctuations, given their low-volatility nature and stable, long-term, public sector backed revenue streams.

 

Market conditions have improved in the period. Falling inflation has prompted further interest rate cuts by the Bank of England, including a 25 basis points reduction in March 2025. Earlier concerns that the Government's October 2024 Budget might reignite inflation have not materialised to a significant extent, though the situation remains under review.

 

The ongoing war in Ukraine and the Israel-Hamas conflict remain geopolitical concerns. However, the Board and the Investment Adviser believe their direct impact on energy prices and market volatility has continued to subside. While the Israel-Hamas conflict carries ongoing risks, particularly around potential regional escalation and sanctions, these have not resulted in tangible disruptions for the Company.

 

Uncertainty has also risen over international trade following the implementation of new US tariffs. As part of President Trump's renewed protectionist policies, these actions have strained relations with key trading partners and caused global stock markets to decline in early 2025, increasing volatility and investor caution.

 

There also continues to be uncertainty regarding potential future Government intervention in the energy market, which may lead to forecast power prices not being realisable in reality. The implementation of the Electricity Generator Levy in January 2023 impacted the short-term profitability of certain assets in the portfolio in the 2024 financial year; however, there has been no impact in the current financial year. The levy will be in place until 31 March 2028.

 

Climate risk

For the third consecutive year, the Investment Adviser carried out a climate risk assessment for each underlying portfolio asset to assess the actual and potential impacts of climate-related risks and opportunities across the portfolio. The analysis considered both physical and transition risks for each asset. The data collated was based upon publicly available data on flood risk and EPC ratings, supplemented by inputs from the Investment Adviser's portfolio management team and its investment management team. Further information can be found in the Company's 2024 annual report, which is available on the Company's website. Based on the climate risk analysis undertaken, the Investment Adviser does not currently propose to make any material changes to financial forecasts due to climate risk.

 

11.3 Market risk

There is a risk that market movements in interest rates, credit markets and observable yields may decrease or increase the fair value of the Company's financial assets without regard to the assets' underlying performance. The fair value of the Company's financial assets is measured and monitored on a quarterly basis by the Investment Adviser with the assistance of the independent Valuation Agent.

 

The valuation principles used are based on a discounted cash flow methodology, where applicable. A fair value for each asset acquired by the Company is calculated by applying a relevant market discount rate to the contractual cash flows expected to arise from each asset. At period end, all investments were classified as Level 3; refer to note 11.7 for additional information.

 

The independent Valuation Agent determines the discount rate that it believes the market would reasonably apply to each investment taking into account, inter alia, the following significant inputs:

 

·     Pound Sterling interest rates;

·     movements of comparable credit markets; and

·     observable yields on other comparable instruments.

 

In addition, the following are also considered as part of the overall valuation process:

 

·     general infrastructure market activity and investor sentiment; and

·     changes to the economic, legal, taxation or regulatory environment.

 

The independent Valuation Agent exercises its judgement in assessing the expected future cash flows from each investment. Given that the investments of the Company are generally fixed-income debt instruments (in some cases with elements of inflation protection) or other investments with a similar economic effect, the focus of the independent Valuation Agent is assessing the likelihood of any interruptions to the debt service payments, in light of the operational performance of the underlying asset. Where appropriate, the independent Valuation Agent will also consider long‑term assumptions that have a direct impact on valuation, such as electricity prices, inflation and availability. Given fluctuating electricity prices, the Investment Adviser has continued the Company's hedging programme to reduce volatility in the portfolio. Further information can be found in notes 10 and 13.

 

The table below shows how changes in discount rates affect the changes in the valuation of financial assets at fair value. The range of discount rates used reflects the Investment Adviser's view of a reasonable expectation of valuation movements across the portfolio over a period of six months.

 

31 March 2025
Change in discount rate	0.50%	0.25%	0.00%	(0.25%)	(0.50%)
Valuation of financial assets at fair value (£'000)	875,620	889,003	902,859	917,215	932,101
Change in valuation of financial assets at fair value through profit or loss (£'000)	(27,239)	(13,856)	-	14,356	29,242

 

At 31 March 2025, the discount rates used in the valuation of financial assets ranged from 6.58% to 13.00%, with a rate of 25.00% being applied to one financial asset due to changes in the perceived risk associated, with this project representing 0.56% of the portfolio, and a rate of 20.00% being applied to another financial asset due to changes in the perceived risk associated, with the project representing 2.64% of the portfolio. The weighted average discount rate used across the Company's portfolio at 31 March 2025 was 8.36%.

 

30 September 2024 (audited)
Change in discount rate	0.50%	0.25%	0.00%	(0.25%)	(0.50%)
Valuation of financial assets at fair value (£'000)	931,236	945,386	960,023	975,173	990,866
Change in valuation of financial assets at fair value through profit or loss (£'000)	(28,787)	(14,637)	-	15,150	30,843

 

At 30 September 2024, the discount rates used in the valuation of financial assets ranged from 6.58% to 13.00%, with a rate of 20.00% applied to one financial asset due to changes in the perceived risk associated with the project, representing 0.63% of the portfolio. The weighted average discount rate used across the Company's portfolio at 30 September 2024 was 7.95%.

 

11.4 Interest rate risk

Interest rate risk has the following effects:

 

Fair value of financial assets

Interest rates are one of the factors which the independent Valuation Agent takes into account when valuing financial assets. Interest rate risk is incorporated by the independent Valuation Agent into the discount rate applied to financial assets at fair value through profit or loss. Discount rate sensitivity analysis is disclosed in note 11.3.

 

Future cash flows

The Company primarily invests in senior and subordinated debt instruments of infrastructure Project Companies. The financial assets have fixed interest rate coupons, albeit with inflation protection, and, as such, movements in interest rates will not directly affect the future cash flows payable to the Company.

 

Interest rate hedging may be carried out to seek protection against falling interest rates in relation to assets that do not have a minimum fixed rate of return acceptable to the Company in line with its investment policy and strategy. No interest rate hedging was undertaken at period end.

 

Where the debt instrument is subordinated, the Company is indirectly exposed to the gearing of the infrastructure Project Companies. The Investment Adviser ensures as part of its due diligence that the Project Company debt, ranking senior to the Company's investment, has been, where appropriate, hedged against movements in interest rates through the use of interest rate swaps. At 31 March 2025, the Company had not entered into any interest rate swap contracts (30 September 2024: none).

 

Borrowings

During the period, the Company made use of its RCF, which is used to finance investments and manage its working capital requirements. Details of the RCF are given in note 8.

 

The new facility has a three year term and was refinanced on similar terms to the previous RCF, with the most notable amendment being the introduction of additional flexibility in utilisations and repayments to allow the Company to enhance its working capital management.

 

The amounts drawn under the RCF were £41.0 million (31 March 2024: £96.0 million).

 

The following table shows an estimate of the sensitivity of the drawn amounts under the RCF to interest rate changes of 100, 200 and 300 basis points in a six month period, with all other variables held constant.

 

31 March 2025
Change in interest rates	3.0%	2.0%	1.0%	0.0%	(1.0%)	(2.0%)	(3.0%)
Interest expense (£'000)	1,938	1,733	1,528	1,323	1,118	913	708
Change in interest expense (£'000)	615	410	205	-	(205)	(410)	(615)

 

31 March 2024
Change in interest rates	3.0%	2.0%	1.0%	0.0%	(1.0%)	(2.0%)	(3.0%)
Interest expense (£'000)	4,895	4,415	3,935	3,455	2,975	2,495	2,015
Change in interest expense (£'000)	1,440	960	480	-	(480)	(960)	(1,440)

 

Other financial assets and liabilities

Bank deposits are exposed to and affected by fluctuations in interest rates. However, the impact of interest rate risk on these assets and liabilities is not considered material.

 

11.5 Credit risk

Credit risk refers to the risk that the counterparty to a financial instrument will fail to discharge an obligation or commitment it has entered into with the Company. The assets classified at fair value through profit or loss do not have a published credit rating; however, the Investment Adviser monitors the financial position and performance of the Project Companies on a regular basis to ensure that credit risk is appropriately managed.

 

The Company is exposed to different levels of credit risk across its assets. Per the unaudited interim condensed statement of financial position, the Company's total exposure to credit risk is £915.0 million (30 September 2024: £972.0 million), which is the balance of total assets less other receivables and prepayments. As a matter of general policy, cash is held at a number of financial institutions to spread credit risk, with cash awaiting investment held on behalf of the Company at banks carrying a minimum rating of A-1, P-1 or F1 from Standard & Poor's, Moody's or Fitch respectively or in one or more similarly rated money market or short-dated gilt funds. Cash is generally held on a short‑term basis, pending subsequent investment. The amount of working capital that may be held at RBSI is limited to the higher of £4.0 million or one-quarter of the Company's running costs. Any excess uninvested/surplus cash is held at other financial institutions with minimum credit ratings described above. The maximum amount that can be held at any one of these other financial institutions is £25.0 million or 25% of total cash balances, whichever is largest. It is also recognised by the Board that the arrival of ring-fenced banking has impacted the availability of A-rated banks.

 

Before an investment decision is made, the Investment Adviser performs extensive due diligence by using professional third party advisers, including technical advisers, financial and legal advisers, and valuation and insurance experts. After an investment is made, the Investment Adviser uses detailed cash flow forecasts to assess the continued creditworthiness of Project Companies and their ability to pay costs as they fall due. The forecasts are regularly updated with information provided by the Project Companies in order to monitor ongoing financial performance.

 

The Project Companies receive a significant portion of revenue from government departments and public sector or local authority clients.

 

The Project Companies are reliant on their subcontractors, particularly facilities managers, continuing to perform their service delivery obligations such that revenues are not disrupted. The credit standing of each significant subcontractor is monitored by the Investment Adviser on an ongoing basis, and significant exposures are reported to the Directors on a quarterly basis.

 

The concentration of credit risk to any individual project did not exceed 10% of the Company's portfolio at the period end, which is the maximum amount permissible per the Company's investment policy. The Investment Adviser regularly monitors the concentration of risk, based upon the nature of each underlying project, to ensure the appropriate diversification and risk remains within acceptable parameters.

 

The concentration of credit risk associated with counterparties is deemed low due to asset and sector diversification. The underlying counterparties are typically public sector entities which pay pre-determined, long-term, public sector backed revenue in the form of subsidy payments (i.e. FiT and ROCs payments) for renewables transactions, unitary charge payments for PFI transactions or lease payments for social housing projects. In the view of the Investment Adviser and Board, the public sector generally has both the ability and willingness to support the obligations of these entities.

 

There continues to be volatility in electricity market prices following the Russian invasion of Ukraine in 2022. These dynamics have resulted in the collapse of some energy suppliers. The Company has exposure to certain electricity suppliers through offtake arrangements with renewable project borrowers. To date, the Company has not been directly impacted by suppliers that have failed.

 

Through its usual systems and processes, the Investment Adviser monitors the credit standing of all customers and suppliers and believes that where offtakers have supply businesses, they are in a strong position to continue such arrangements. In any case, the Investment Adviser considers the offtake market for renewable projects to be a liquid and competitive sector, meaning any arrangements terminated as part of an offtaker collapse could be easily replaced by a new third party.

 

The credit risk associated with each Project Company is further mitigated because the cash flows receivable are secured over the assets of the Project Company, which in turn has security over the assets of the underlying projects. The debt instruments held by the Company are held at fair value, and the credit risk associated with these investments is one of the factors which the independent Valuation Agent takes into account when valuing the financial assets.

 

Changes in credit risk affect the discount rate. The sensitivity of the fair value of the financial assets at fair value through profit or loss to possible changes to the discount rates is disclosed in note 11.3. The Directors have assessed the credit quality of the portfolio at the period end and, based on the parameters set out in this note, are satisfied that credit quality remains within an acceptable range for long‑dated debt.

 

The Company enters into commodity swap agreements for the purpose of hedging market movements in electricity prices. Refer to note 10 for further details.

 

There is potential for credit risk in relation to the arrangement depending on whether the arrangement is an asset or a liability at any point in time. At 10 June 2025, the Company's exposure to credit risk relating to the commodity swap agreement was £67,000.

 

Further information on derivative financial instruments is given in note 10.

 

11.6 Liquidity risk

Liquidity risk is defined as the risk that the Company will face difficulties in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset. Exposure to liquidity risk arises because of the possibility that the Company could be required to pay its liabilities earlier than expected. The Company's objective is to maintain a balance between the continuity of funding and flexibility through the use of bank deposits and interest bearing loans and borrowings.

 

The table below analyses the Company's financial assets and liabilities in relevant maturity groupings based on the remaining period from the period end to the contractual maturity date. The Directors have elected to present both assets and liabilities in the liquidity disclosure to illustrate the net liquidity exposure of the Company.

 

All cash flows in the table below are on an undiscounted basis.

 

		One to	Three to	Greater than
	Less than	three	twelve	twelve
	one month	months	months	months	Total
31 March 2025	£'000	£'000	£'000	£'000	£'000
Non derivative financial assets
Cash and cash equivalents	11,782	-	-	-	11,782
Other receivables and prepayments	-	-	153	-	153
Financial assets at fair value through profit or loss	3,680	27,696	93,684	1,955,725	2,080,785
Derivative financial instruments at fair value through profit or loss
Inflows	183	537	542	-	1,262
Outflows	(199)	(524)	(558)	-	(1,281)
Total financial assets	15,446	27,709	93,821	1,955,725	2,092,701
Financial liabilities
Other payables and accrued expenses	-	(3,013)	-	-	(3,013)
Interest bearing loans and borrowings	(280)	(570)	(2,560)	(47,408)	(50,818)
Total financial liabilities	(280)	(3,583)	(2,560)	(47,408)	(53,831)
Net exposure	15,166	24,126	91,261	1,908,317	2,038,870

 

		One to	Three to	Greater than
	Less than	three	twelve	twelve
	one month	months	months	months	Total
30 September 2024 (audited)	£'000	£'000	£'000	£'000	£'000
Non derivative financial assets
Cash and cash equivalents	11,755	-	-	-	11,755
Other receivables and prepayments	-	-	137	-	137
Financial assets at fair value through profit or loss	12,594	37,137	95,661	1,945,835	2,091,227
Derivative financial assets at fair value through profit or loss
Inflows	357	545	532	-	1,434
Outflows	(445)	(537)	(562)	-	(1,544)
Total financial assets	24,261	37,145	95,768	1,945,835	2,103,009
Financial liabilities
Other payables and accrued expenses	-	(2,885)	-	-	(2,885)
Interest bearing loans and borrowings	(393)	(733)	(3,458)	(63,372)	(67,956)
Total financial liabilities	(393)	(3,618)	(3,458)	(63,372)	(70,841)
Net exposure	23,868	33,527	92,310	1,882,463	2,032,168

 

11.7 Fair values of financial assets

Basis of determining fair value

Loan notes

The independent Valuation Agent carries out quarterly valuations of the financial assets of the Company. These valuations are reviewed by the Investment Adviser and the Directors. The subsequent NAV produced is reviewed and approved by the Directors on a quarterly basis.

 

The basis for the independent Valuation Agent's valuations is described in note 11.3.

 

Derivative financial instruments

The valuation principles used are based on inputs from observable market data, which is a commonly quoted electricity price index, and most closely reflects a Level 2 input. The fair value of the derivative financial instrument is derived from its mark-to-market ("MtM") valuation provided by LBCM on a quarterly basis. The MtM value is calculated based on the fixed leg of the commodity swap offset by the market price of the floating leg which is indexed to the Electricity N2EX UK Power Index Day Ahead. The Investment Adviser monitors the exposure internally using its own valuation system. Further information on derivative financial instruments is given in notes 10 and 13.

 

Fair value measurements

Investments are measured and reported at fair value and are classified and disclosed in one of the following fair value hierarchy levels depending on whether their fair value is based on:

 

·     Level 1: quoted prices in active markets for identical assets or liabilities;

·     Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices); and

·     Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

 

An investment is always categorised as Level 1, 2 or 3 in its entirety. In certain cases, the fair value measurement for an investment may use a number of different inputs that fall into different levels of the fair value hierarchy. In such cases, an investment level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The assessment of the significance of a particular input to the fair value measurement requires judgement and is specific to the investment.

 

The Company recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred.

 

The table below analyses all investments held by the level in the fair value hierarchy into which the fair value measurement is categorised:

 

			(Audited)
		31 March	30 September
	Fair value	2025	2024
	hierarchy	£'000	£'000
Financial assets at fair value through profit or loss
Loan notes	Level 3	902,859	960,023
Financial liabilities at fair value through profit or loss
Derivative financial instruments at fair value through profit or loss	Level 2	(19)	(110)

 

Discount rates between 6.58% and 13.00% (30 September 2024: 6.58% and 13.00%) were applied to investments categorised as Level 3, with a rate of 25.00% (30 September 2024: 20.00%) applied to one financial asset due to changes in the perceived risk associated, with this one project representing 0.56% of the portfolio, and a rate of 20.00% being applied to another financial asset due to changes in the perceived risk associated, with the project representing 2.64% of the portfolio. The Directors have classified financial instruments depending on whether or not there is a consistent data set with comparable and observable transactions and discount rates. The Directors have classified all loan notes as Level 3. No transfers were made between levels in the period.

 

The following table shows a reconciliation of all movements in the fair value of financial instruments categorised within Level 3 between the beginning and end of the period:

 

		(Audited)
	31 March	30 September
	2025	2024
	£'000	£'000
Opening balance	960,023	1,046,568
Purchases of financial assets at fair value through profit or loss	13,049	27,301
Repayments of financial assets at fair value through profit or loss1	(44,403)	(63,889)
Net realised gains on investments at fair value through profit or loss	-	1,888
Net realised losses on investments at fair value through profit or loss	(2,330)	-
Unrealised gains on investments at fair value through profit or loss	14,149	13,549
Unrealised losses on investments at fair value through profit or loss	(37,629)	(65,394)
Closing balance	902,859	960,023

 

The tables below show the reconciliation of purchases and repayments of financial assets at fair value through profit or loss to the statement of cash flows:

 

	31 March	31 March
	2025	2024
Purchases	£'000	£'000
Purchases of financial assets at fair value through profit or loss	(13,049)	(12,339)
Loan interest capitalised	9,983	12,339
Purchases of financial assets at fair value through profit or loss in statement of cash flows	3,066	-

 

	31 March	31 March
	2025	2024
Repayments	£'000	£'000
Repayments of financial assets at fair value through profit or loss	44,403	19,503
Repayments of financial assets at fair value through profit or loss in statement of cash flows	44,403	19,503

 

For the Company's financial instruments categorised as Level 3, changing the discount rates used to value the underlying instruments alters the fair value. A change in the discount rates used to value the Level 3 investments would affect the valuation as shown in the table above.

 

In determining the discount rates for calculating the fair value of financial assets at fair value through profit or loss, movements to Pound Sterling interest rates, comparable credit markets and observable yields on comparable instruments could give rise to changes in the discount rate.

 

The Directors considered the inputs used in the valuation of investments and the appropriateness of their classification in the fair value hierarchy. Should the valuation approach change, causing an investment to meet the characteristics of a different level of the fair value hierarchy, it will be reclassified accordingly in the appropriate period.

 

1. Includes a £16.1 million repayment of two realised loan positions and a £6.9 million unscheduled partial repayment.

 

12. Related party disclosures

As defined by IAS 24 Related Party Disclosures, parties are considered to be related if one party has the ability to control the other party or exercise significant influence over the other party in making financial or operational decisions.

 

Directors

The non-executive Directors are considered to be the key management personnel of the Company. Directors' remuneration comprised of Directors' fees incurred in the period, which totalled £245,000 (31 March 2024: £225,000), and Directors' expenses incurred in the period, which totalled £9,700 (31 March 2024: £3,300). This is in line with the Directors' remuneration policy as disclosed in the 2024 annual report. At 31 March 2025, liabilities in respect of these services amounted to £111,000 (30 September 2024: £111,000).

 

At 31 March 2025, the Directors, together with their family members, held the following shares in the Company:

 

			(Audited) 30 September 2024
	31 March 2025
	Shares	% of total	Shares	% of total
Director	held	voting rights	held	voting rights
Andrew Didham	176,414	0.021	146,345	0.017
Julia Chapman	60,446	0.007	60,446	0.007
Steven Wilderspin	15,000	0.002	15,000	0.002
Dawn Crichard	80,463	0.009	80,463	0.009
Alex Yew	75,000	0.009	75,000	0.009
Ian Brown1	46,116	0.005	-	-

1. Ian Brown was appointed as a Director of the Company on 13 February 2025.

 

Andrew Didham is an executive vice chairman at Rothschild & Co, presently on a part‑time basis. Rothschild & Co is engaged by the Company to provide ongoing investor relations support. The Company and Rothschild & Co maintain procedures to ensure that Mr Didham has no involvement in either the decisions concerning the engagement of Rothschild & Co or the provision of investor relation services to the Company.

 

Investment Adviser

The Company is party to an Investment Advisory Agreement with the Investment Adviser, which was most recently amended and restated on 26 January 2023, pursuant to which the Company has appointed the Investment Adviser to provide advisory services relating to the assets on a day-to-day basis in accordance with its investment objectives and policies, subject to the overall supervision and direction of the Board of Directors. As a result of the responsibilities delegated under this agreement, the Company considers it to be a related party by virtue of being 'key management personnel'.

 

Under the terms of the Investment Advisory Agreement, the notice period of the termination of the Investment Adviser by the Company is 24 months.

 

For its services to the Company, the Investment Adviser receives an annual fee at the rate of 0.9% (or such lesser amount as may be demanded by the Investment Adviser at its own absolute discretion) multiplied by the sum of:

 

·     the NAV of the Company; less

·     the value of the cash holdings of the Company pro rata to the period for which such cash holdings have been held.

 

The Investment Adviser is also entitled to claim for expenses arising in relation to the performance of certain duties and, at its discretion, an arrangement fee of 1% of the value of qualifying transactions (where possible, the Investment Adviser seeks to charge this fee to the borrower).

 

The Investment Adviser receives a fee of 0.25% of the aggregate gross proceeds from any issue of new shares in consideration for the provision of marketing and investor introduction services.

 

The Company's Investment Adviser is authorised as an AIFM by the FCA under the UK AIFM Regime. The Company has provided disclosures on its website, incorporating the requirements of the UK AIFM Regime. The Investment Adviser receives an annual fee of £75,000 in relation to its role as the Company's AIFM, increased annually at the rate of the RPI.

 

During the period, the Company expensed £4,002,000 (31 March 2024: £4,191,000) in respect of investment advisory fees, marketing fees and transaction management and documentation services. At 31 March 2025, liabilities in respect of these services amounted to £1,960,000 (30 September 2024: £2,062,000).

 

The Directors and employees of the Investment Adviser also sit on the boards of, and control, several SPVs through which the Company invests. The Company has delegated the day-to-day operations of these SPVs to the Investment Adviser through the Investment Advisory Agreement.

 

While not related parties under IAS 24 Related Party Disclosures, for transparency, the Investment Adviser has disclosed the shareholdings of key management personnel. At 31 March 2025, the key management personnel of the Investment Adviser, together with their family members, directly or indirectly held 937,151 ordinary shares in the Company, equivalent to 0.106% of the issued share capital (30 September 2024: 935,268 ordinary shares, 0.106% of the issued share capital).

 

13. Subsequent events after the reporting date

The following events occurred post period end:

 

·     On 30 April 2025, the Company declared a second interim dividend of 1.75 pence per ordinary share, amounting to £14.9 million, which was paid on 4 June 2025 to ordinary shareholders who were recorded on the register at close of business on 8 May 2025.

·     Alex Yew, together with his family members, and Dawn Crichard purchased a further 25,000 and 14,009 shares in the Company, respectively.

·     The Company made two advances totalling £1.8 million. The Company received repayments totalling £3.2 million in respect of eight investments, as detailed above.

·     The Company drew down an amount of £16.0 million and repaid an aggregate amount of £5.0 million on the RCF, resulting in a total drawn amount of £52.0 million.

 

14. Non-consolidated SPVs

As explained in note 2.2, the Company invests through certain SPVs which are not consolidated in these financial statements due to the Company meeting the criteria of an investment entity and therefore applying the exemption to consolidation under IFRS 10. The Company has measured its financial interests in these SPVs at fair value through profit or loss.

 

Refer to note 11 of the 2024 annual report for the details of contractual arrangements between the Company and the SPVs and to the risk disclosures in note 11 of this interim report for details of events or conditions that could expose the Company to losses.

 

During the period, the Company did not provide financial support to the unconsolidated SPVs.

 

For details of the non-consolidated SPVs, refer to the Company's annual report and financial statements for the year ended 30 September 2024.

 

15. Ultimate controlling party

It is the view of the Directors that there is no ultimate controlling party.

 

Alternative performance measures

 

The Board and the Investment Adviser assess the Company's performance using a variety of measures that are not defined under IFRS and are therefore classed as alternative performance measures ("APMs").

 

Where possible, reconciliations to IFRS are presented from the APMs to the most appropriate measure prepared in accordance with IFRS. All items listed below are IFRS financial statement line items unless otherwise stated.

 

APMs should be read in conjunction with the unaudited interim condensed statement of comprehensive income, the unaudited interim condensed statement of financial position, the unaudited interim condensed statement of cash flows and the unaudited interim condensed statement of changes in equity, which are presented in the unaudited interim condensed financial statements section of this report. The APMs below may not be directly comparable to measures used by other companies.

 

Adjusted earnings cover

Ratio of the Company's adjusted net earnings¹ per share to the dividend per share. This metric seeks to show the Company's right to receive future net cash flows by way of interest income from the portfolio of investments, by removing: (i) the effect of pull-to-par; and (ii) any upward or downward revaluations of investments, which are functions of accounting for financial assets at fair value under IFRS 9, and do not contribute to the Company's ability to generate cash flows.

 

	31 March	31 March
	2025	2024
	£'000	£'000
Adjusted earnings per share2	3.3	3.6
Dividend per share	3.5	3.5
Times covered	0.9	1.0

 

Adjusted earnings per share

The Company's adjusted net earnings¹ divided by the weighted average number of shares.

 

	31 March	31 March
	2025	2024
	£'000	£'000
Adjusted net earnings1	28,361	31,273
Weighted average number of shares	863,607,680	868,068,252
Adjusted earnings per share	3.3	3.6

 

Adjusted loan interest capitalised

In respect of a period, a measure of loan interest capitalised adjusted for amounts subsequently paid as part of repayments.

 

	31 March	31 March
	2025	2024
	£'000	£'000
Capitalised (planned)	7,187	7,665
Capitalised (unscheduled)	2,796	4,674
Loan interest capitalised	9,983	12,339
Capitalised amounts subsequently settled as part of repayments	(4,924)	(4,910)
Adjusted loan interest capitalised	5,059	7,429

 

1. APM - refer to relevant APM below for further information.

2. APM - refer to relevant APM above for further information.

 

Adjusted loan interest received

In respect of a period, a measure of loan interest received adjusted for loan interest capitalised and subsequently paid as part of repayments or disposal proceeds.

 

	31 March	31 March
	2025	2024
	£'000	£'000
Loan interest received	24,369	32,622
Capitalised amounts settled as part of final repayment or disposal proceeds	2,850	-
Capitalised amounts subsequently settled as part of repayments	4,924	4,910
Adjusted loan interest received	32,143	37,532

 

Adjusted net earnings

In respect of a period, a measure of the loan interest accrued¹ by the portfolio less total expenses and finance costs. This metric is used in the calculation of adjusted earnings cover².

 

	31 March	31 March
	2025	2024
	£'000	£'000
Total profit and comprehensive income	388	9,929
Less: income/gains on financial assets at fair value through profit or loss	(8,542)	(18,971)
Add/(less): losses/(gains) on derivative financial instruments at fair value through profit or loss	183	(709)
Less: other operating income	(166)	(240)
Add: loan interest accrued1	36,498	41,264
Adjusted net earnings	28,361	31,273

 

Aggregate downward revaluations since IPO (annualised)

A measure of the Company's ability to preserve the capital value of its investments over the long term. It is calculated as total aggregate downward revaluations divided by total invested capital since IPO expressed as a time weighted annual percentage.

 

	31 March	31 March
	2025	2024
	£'000	£'000
Total aggregate downward revaluations since IPO	(127,378)	(98,476)
Total invested capital since IPO	1,960,509	1,932,693
Percentage (annualised)	0.46%	0.38%

 

Average NAV

The average of the six net asset valuations calculated monthly over the relevant period.

 

1. APM - refer to relevant APM below for further information.

2. APM - refer to relevant APM above for further information.

 

Discount

The price at which the shares of the Company trade below the NAV per share.

 

Dividend yield

A measure of the quantum of dividends paid to shareholders relative to the market value per share. It is calculated by dividing the dividend per share for the twelve month period to 31 March 2025 by the share price at the period end.

 

Earnings cover

Ratio of the Company's earnings per share to the dividend per share.

	31 March	31 March
	2025	2024
	£'000	£'000
Earnings per share	0.04	1.1
Dividend per share	3.5	3.5
Times covered	0.01	0.3

 

Interest cover

The ratio of total loan interest income to finance costs expressed as a percentage.

 

Loan interest accrued

The measure of the value of interest accruing on a loan in respect of a period, calculated based on the contractual interest rate stated in the loan documentation.

 

Loan interest accrued differs from net income/gains on financial assets at fair value through profit or loss, as recognised under IFRS 9, as it does not include:

 

·     the impact of realised and unrealised gains and losses on financial assets at fair value through profit or loss;

·     the impact of 'pull-to-par' in the unwinding of discount rate adjustments over time (where the weighted average discount rate used to value financial assets differs from the interest rate stated in the loan documentation);

·     the impact of cash flows from loan interest received;

·     the impact of loan interest capitalised; and

·     the impact of loan principal indexation applied.

 

This metric is used in the calculation of adjusted net earnings¹.

 

Loan to value

A measure of the indebtedness of the Company at the period end, expressed as interest bearing loans and borrowings as a percentage of net assets.

 

1. APM - refer to relevant APM below for further information.

 

NAV total return

A measure showing how the NAV per share has performed over a period of time, taking into account both capital returns and dividends paid to shareholders, expressed as a percentage. It assumes that dividends paid to shareholders are reinvested at NAV at the time the shares are quoted ex‑dividend.

 

This is a standard performance metric across the investment industry and allows for comparability across the sector.

 

Source: Investment Adviser

 

Premium

The price at which the shares of the Company trade above the NAV per share.

 

Total shareholder return

A measure of the performance of a company's shares over time. It combines share price movements and dividends to show the total return to the shareholder expressed as a percentage. It assumes that dividends are reinvested in shares at the time the shares are quoted ex‑dividend.

 

This is a standard performance metric across the investment industry and allows for comparability across the sector.

 

Source: Bloomberg

 

Weighted average annualised yield

The weighted average yield on the investment portfolio calculated based on the yield of each investment weighted by the principal balance outstanding on such investment, expressed as a percentage.

 

The yield forms a component of investment cash flows used for the valuation of financial assets at fair value through profit or loss under IFRS 9. It is calculated including borrower company leverage but before any Company level leverage.

 

The yield forms a component of investment cash flows used for the valuation of financial assets at fair value through profit or loss under IFRS 9.

 

Glossary of key terms

 

Adjusted earnings cover

Refer to APMs section above

 

Adjusted earnings per share

Refer to APMs section above

 

Adjusted loan interest capitalised

Refer to APMs section above

 

Adjusted loan interest received

Refer to APMs section above

 

Adjusted net earnings

Refer to APMs section above

 

Aggregate downward revaluations since IPO (annualised)

Refer to APMs section above

 

AIC

Association of Investment Companies

 

AIFM

Alternative Investment Fund Manager

 

Average life

The weighted average term of the loans in the investment portfolio

 

Borrower

The special purpose company which owns and operates an asset

 

C shares

A share class issued by the Company from time to time. Conversion shares are used to raise new funds without penalising existing shareholders. The funds raised are ring‑fenced from the rest of the Company until they are substantially invested

 

CIF Law

Collective Investment Funds (Jersey) Law 1988

 

The Company

GCP Infrastructure Investments Limited

 

Deferred shares

Redeemable deferred shares of £0.01 each in the capital of the Company arising from C share conversion

 

Discount

Refer to APMs section above

 

Dividend yield

Refer to APMs section above

 

DTR

Disclosure Guidance and Transparency Rules of the FCA

 

Earnings cover

Refer to APMs section above

 

ESG

Environmental, social and governance

 

EU

European Union

 

FCA

Financial Conduct Authority

 

FiT

Feed-in tariff

 

IFRS

International Financial Reporting Standards

 

Interest cover

Refer to APMs section above

 

IPO

Initial public offering

 

ISDA

International Swaps and Derivatives Association

 

Jersey Company Law

The Companies (Jersey) Law 1991 (as amended)

 

KPIs

Key performance indicators

 

KPMG

KPMG Channel Islands Limited

 

LBCM

Lloyds Bank Corporate Markets plc

 

Loan interest accrued

Refer to APMs section above

 

Loan to value

Refer to APMs section above

 

LSE

London Stock Exchange

 

MW

Megawatt

 

NAV

Net asset value

 

NAV total return

Refer to APMs section above

 

OBR

The Office for Budget Responsibility

 

Official List

The Official List of the FCA

 

Ongoing charges ratio

Refer to APMs section above

 

Ordinary shares

The ordinary share capital of the Company

 

PFI

Private finance initiative

 

PPA

Power purchase agreement

 

PPP

Public-private partnership

 

Premium

Refer to APMs section above

 

Project Company

A special purpose company which owns and operates an asset

 

Public sector backed

All revenues arising from UK central Government or local authorities or from entities themselves substantially funded by UK central Government or local authorities, obligations of NHS Trusts, UK registered social landlords and universities and revenues arising from other Government‑sponsored or administered initiatives for encouraging the use of renewable or clean energy in the UK

 

Pull-to-par

The effect on income recognised in future periods from the application of a new discount rate to an investment

 

RBSI

Royal Bank of Scotland International Limited

 

RCF

Revolving credit facility with AIB (UK) Plc, Lloyds Bank Plc, Clydesdale Bank Plc (trading as Virgin Money) and Mizuho Bank Limited

 

RHI

Renewable heat incentive

 

ROCs

Renewable obligation certificates

 

Senior ranking security

Security that gives a loan priority over other debt owed by the issuer in terms of control and repayment in the event of default or issuer bankruptcy

 

SONIA

Sterling Overnight Interbank Average rate

 

SPV

Special purpose vehicle through which the Company invests

 

Total shareholder return

Refer to APMs section above

 

UK AIFM Regime

Together, The Alternative Investment Fund Managers Regulations 2013 (as amended by The Alternative Investment Fund Managers (Amendment etc.) (EU Exit) Regulations 2019) and the Investment Funds sourcebook forming part of the FCA Handbook, as amended from time to time

 

Weighted average annualised yield

Refer to APMs section above

 

Weighted average discount rate

A rate of return used in valuation to convert a series of future anticipated cash flows to present value under a discounted cash flow approach. It is calculated with reference to the relative size of each investment

 

 

Corporate information

 

The Company

GCP Infrastructure Investments Limited

IFC 5

St Helier

Jersey JE1 1ST

 

Contact: jerseyinfracosec@apexgroup.com

Corporate website: www.gcpinfra.co.uk

 

Directors

Andrew Didham (Chairman)

Julia Chapman (Senior Independent Director)

Steven Wilderspin

Dawn Crichard

Alex Yew

Michael Gray (retired on 13 February 2025)

Ian Brown (appointed on 13 February 2025)

Heather Bestwick (appointed on 29 April 2025)

 

Administrator, Secretary and registered office of the Company

Apex Financial Services (Alternative Funds) Limited

IFC 5

St Helier

Jersey JE1 1ST

Tel: +44 (0)20 4549 0700

 

Advisers on English law

Stephenson Harwood LLP

1 Finsbury Circus

London EC2M 7SH

 

Advisers on Jersey Company Law

Carey Olsen Jersey LLP

47 Esplanade

St Helier

Jersey JE1 0BD

 

Depositary

Apex Financial Services (Corporate) Limited

IFC 5

St Helier

Jersey JE1 1ST

 

Financial Adviser and Joint Brokers

Stifel Nicolaus Europe Limited

150 Cheapside

London EC2V 6ET

Tel: +44 (0)20 7710 7600

 

RBC Capital Markets

100 Bishopsgate

London EC2N 64AA

Tel: +44 (0)20 653 4000

 

Independent Auditor

KPMG Channel Islands Limited

37 Esplanade

St Helier

Jersey JE4 8WQ

 

Investment Adviser, AIFM and Security Trustee

Gravis Capital Management Limited

24 Savile Row

London W1S 2ES

Tel: +44 (0)20 3405 8500

 

Operational bankers

Barclays Bank PLC, Jersey Branch

13 Library Place

St Helier

Jersey JE4 8NE

 

BNY Mellon

1 Piccadilly Gardens

Manchester M1 1RN

 

Lloyds Bank International Limited

9 Broad Street

St Helier

Jersey JE4 8NG

 

Royal Bank of Scotland International Limited

71 Bath Street

St Helier

Jersey JE4 8PJ

 

Public relations

Burson Buchanan

107 Cheapside

London EC2V 6DN

 

Registrar

MUFG Corporate Markets (Jersey) Limited

IFC 5

St Helier

Jersey JE1 1ST

 

Valuation Agent

Forvis Mazars LLP

Tower Bridge House

St Katharine's Way

London E1W 1DD

 

For further information, please contact:

Gravis Capital Management Limited +44 (0)20 3405 8500

Philip Kent

Max Gilbert

Cameron Gardner

 

RBC Capital Markets +44 (0)20 7653 4000

Matthew Coakes

 

Stifel Nicolaus Europe Limited +44 (0)20 7710 7600

Edward Gibson-Watt

Jonathan Wilkes-Green

 

Burson Buchanan +44 (0)20 7466 5000

Helen Tarbet

Nick Croysdill

Henry Wilson

 

Notes to Editors

GCP Infra is a closed-ended investment company and FTSE-250 constituent, its shares are traded on the main market of the London Stock Exchange. The Company's objective is to provide shareholders with regular, sustained, long-term distributions and to preserve capital over the long term by generating exposure to UK infrastructure debt and related and/or similar assets.

 

The Company primarily targets investments in infrastructure projects with long term, public sector-backed, availability-based revenues. Where possible, investments are structured to benefit from partial inflation protection. GCP Infra is advised by Gravis Capital Management Limited.

 

GCP Infra has been awarded with the London Stock Exchange's Green Economy Mark in recognition of its contribution to positive environmental outcomes.