REG - Aquila Energy Effcn. - New management arrangements

Aquila Energy Efficiency TrustAnnouncement

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RNS Number : 0759A  Aquila Energy Efficiency Trust PLC  13 April 2026

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THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

 

13 April 2026

Aquila Energy Efficiency Trust PLC (the "Company")

New management arrangements

Highlights

·    Transition to a self-managed alternative investment fund

·    Termination of arrangements with Aquila Capital as investment adviser
and Fundrock as AIFM

·    Retention of services of Alex Betts and Franco Hauri (via his
personal service company, Truenorth Value Partners GmbH) as consultants to the
Company

Self-management and new consultancy arrangements

The Company announces that having made a successful application to the
Financial Conduct Authority (the "FCA"), it has been entered onto the FCA
register of small registered UK AIFMs and, from 10 April 2026, is operating as
a small, self‑managed alternative investment fund. The Company intends to
remain self-managed for the remainder of its wind-down process.

Following constructive discussions between Aquila Capital and the Board
starting in 2025, the Board considered all options regarding the ongoing
management of the Company and its assets, for the remainder of its managed
wind-down process. The Board considered its options, in particular, in the
context of its annual requirement, pursuant to the FCA's UK Listing Rules, as
to whether the continuing appointment of Aquila Capital on the terms agreed
was in the best interests of the Company's shareholders as a whole.

The Board acknowledges Aquila Capital's role as investment adviser in relation
to the Company since its IPO in 2021.

Of note in this consideration, the Company's portfolio, comprises 21 assets
that are geographically diverse, small in size, contractually complex and many
have lengthy maturities of between ten to 18 years.

The Board has therefore agreed:

-     mutually with Aquila Capital that the investment advisory agreement
with Aquila Capital ("Investment Advisory Agreement") has terminated with
effect from 10  April 2026, with no payment in lieu of notice;

-     to appoint as consultants to the Company, both Alex Betts and
Truenorth Value Partners GmbH ("Truenorth Value Partners") (the personal
service company of Franco Hauri) (together the "Consultants"), the two
individuals who, as part of Aquila Capital, have been principally responsible
for managing the investment portfolio at Aquila Capital since IPO in 2021 and
assisting the Board in the preparation of the Company's financial reports; and

-     that the Alternative Investment Fund Manager agreement with Fundrock
("AIFM Agreement") has terminated with effect from 10 April 2026.

The Company has entered into a consultancy agreement with Alex Betts and
Truenorth Value Partners ("Consultancy Agreement"). Under the Consultancy
Agreement:

-     the Consultants will inter alia assist with the realisation
strategies for the Company's investments as well as their ongoing
management;

-     the Consultants are entitled to receive a base fee of £550,000 per
annum in aggregate for an initial period of 18 months, reducing to £300,000
once either (i) the number of assets is five or fewer or (ii) aggregate asset
NAV is £5 million or less;

-     the Consultants will receive a performance fee on each disposal
calculated by reference to the value realised as a percentage of the relevant
asset's net asset value ("Asset NAV"), as follows:

i.    2 per cent of the value realised where such value exceeds 90 per cent
of the Asset NAV;

ii.   1.75 per cent of the value realised where such value is between 80 per
cent and 90 per cent of the Asset NAV; and

iii.  1 per cent of the value realised where such value is less than 80 per
cent of the Asset NAV" of between 1 per cent and 2 per cent of the value of
each asset disposed of, depending on the net value realised as a result of the
disposal; and

-     no performance fee payments will be released until a further £15
million of value has been realised through disposals of assets.  In addition,
while 50% of any performance fee in respect of an asset will be paid shortly
after disposal, subject to the value received meeting a hurdle, the balance
will be retained by the Company until the Company no longer has any remaining
assets or payments due to be received on any assets.

The rationale for the Company entering into the Consultancy Agreement is that
it retains the Aquila Capital individuals who were allocated by Aquila Capital
to deliver Aquila Capital's investment advisory services since the Company's
inception.  Alex Betts and Franco Hauri will provide their services to the
Company under the Consultancy Agreement on that basis. This will allow
continuity of knowledge of the complex assets that comprise the portfolio.
Accordingly, as of 10 April 2026, Aquila Capital no longer has an ongoing role
as investment adviser to the Company.

The Board believes that the new investment management arrangements which no
longer require an external AIFM, provide for the continued involvement of key
persons who have been managing the Company's complex assets and who are
incentivised to complete the Company's managed run off, which will enter its
fourth year in June this year.

 

For further information, please contact:

 Miriam Greenwood (Chair) Via Burson Buchanan
 Canaccord Genuity Limited (Corporate Broker)           +44 20 7523 8000

 Edward Gibson-Watt

 Buchanan (Financial PR)                                henry.wilson@bursonbuchanan.com

 Henry Wilson, Helen Tarbet, Nick Croysdill
 Apex Listed Companies Services (UK) Limited (Company   +44 20 3327 9720
 Secretary)

This announcement contains inside information for the purposes of Article 7 of
Regulation (EU) No 596/2014, as it forms part of UK domestic law ("MAR"). Upon
publication of this announcement, the inside information is now considered to
be in the public domain for the purposes of MAR. The person responsible for
arranging the release of this announcement on behalf of the Company is Grace
Goudar of Apex Listed Companies Services (UK) Limited.

The Company's LEI is 213800AJ3TY3OJCQQC53.

This announcement may contain forward‑looking statements. Forward‑looking
statements include, without limitation, statements containing the words
"anticipate", "believe", "intend", "estimate", "project", "forecast", "plan",
"expect", "will", "could", "may", "might", or words of a similar meaning. By
their nature, forward‑looking statements involve risk and uncertainty
because they relate to future events and circumstances, including, without
limitation, the Company's wind‑down and realisation strategies, values and
timing achieved on disposals, future management arrangements and related fees
and costs. Actual outcomes and results may differ materially from any outcomes
or results expressed or implied by such forward‑looking statements. Nothing
in this announcement is intended to be, or to be construed as, a profit
forecast. Forward‑looking statements speak only as of the date of this
announcement and the Company undertakes no obligation to update them except as
required by applicable law or regulation.

 

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