REG - Chrysalis Investment - Shareholder Consult & Proposed Revised Inv Policy

Chrysalis InvestmentsAnnouncement

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RNS Number : 2027M  Chrysalis Investments Limited  19 December 2025

The information contained in this announcement is restricted and is not for
publication, release or distribution in the United States of America, any
member state of the European Economic Area (other than to professional
investors in Belgium, Denmark, the Republic of Ireland, Luxembourg, the
Netherlands, Norway and Sweden), Canada, Australia, Japan or the Republic of
South Africa.

 

19 December 2025

Chrysalis Investments Limited ("Chrysalis" or the "Company")

Update on Shareholder Consultation and proposed revised Investment Policy

 

Shareholder Consultation Update

In May 2025, the Board of Chrysalis ("Board") announced its intention to
consult with shareholders on the Company's future capital allocation policy,
ahead of the AGM to be held in March 2026.

The Board appointed Rothschild & Co to conduct an independent investor
consultation (the "Consultation") which covered a range of topics including
the Capital Allocation Policy, structural options, governance / Board
composition, the Investment Adviser and investment strategy. During the third
quarter of 2025, in-depth discussions were held with 24 institutional
investors, representing approximately 60% of issued share capital.

As announced on 4 November 2025, the Consultation indicated there is
widespread agreement that the Company's portfolio includes attractive
investments with significant inherent value. A significant proportion of the
shareholders consulted felt that Chrysalis should continue to be structured
and managed on a basis which affords appropriate scope for these assets to
achieve their full potential over time. However, it is clear that a similar
proportion of shareholders consulted would like the Company to seek an orderly
exit from the underlying investments in a shorter timeframe.

Over the last month, the Board has, together with its advisers, conducted a
detailed consideration of how best to evolve Chrysalis in response to these
divergent shareholder views. A focus of this work has been around the
feasibility of a dual share class as a possible solution providing for the
differing timeframes for asset realisation.

In conjunction with its advisers and taking into consideration the feedback,
the Board has concluded there is insufficient support to proceed with a dual
share class structure. Feedback highlighted concerns regarding the complexity
and governance challenges arising from divergent shareholder objectives.

The Board, however, believes there is sufficient support from shareholders for
Chrysalis to continue to operate on a medium-term horizon if the Investment
Policy of the Company is amended. The overriding objective of the amended
Investment Policy would be to implement an orderly realisation programme for
the portfolio assets in a way that is designed to maximise returns of capital
to shareholders over time, while avoiding forced or value-destructive
disposals.

The amended Investment Policy would not allow for new investments to be made.

Proposal for a Revised Investment Policy

The Board is therefore working towards proposing an amended Investment Policy
to shareholders to be approved by a vote at an Extraordinary General Meeting
("EGM") in February 2026 with the following key components:

·              No new investments will be made.

·              The Company's aim will be to maximise the value
of its existing portfolio and return capital to shareholders over a 3-year
period (from the shareholder vote at the EGM in February 2026 to February
2029). In connection with this, the Board intends to put forward an additional
shareholder resolution at the EGM to amend the articles so that the next
continuation vote would be in 2029 in line with this timetable.

·              Proceeds received from the sales of assets will
be returned to shareholders in an efficient and timely manner, including via
mechanisms such as tender offers at NAV or share buybacks, subject to the
maintenance of a working capital buffer (the "working capital buffer").

·              The Company will seek to liquidate listed
securities received through IPO or asset disposals in a manner and timeframe
considered to be value-maximising for shareholders, having regard to market
conditions.

·              The Company will maintain a prudent working
capital buffer to support existing portfolio assets, including follow-on
investment where appropriate to protect or enhance value, and to meet ongoing
working capital requirements. The level of such buffer will be kept under
regular review by the Board.

The governance arrangements of the Company will be reviewed and amended as
part of this process to align with the revised investment objective and
policy. Further, the Board is working with the Company's Investment Adviser to
revise the Investment Management Agreement in light of the revised Investment
Policy and business plan of the Company. Details of the revisions will be
contained within the Circular to be published in January.

It is expected that a circular will be posted to shareholders in January 2026,
containing further details of the proposed resolutions and the notice
convening the EGM.

 

-ENDS-

 

 For further information, please contact:

 Media                                        +44 (0) 7921 881 800

 Montfort Communications:                     chrysalis@montfort.london (mailto:chrysalis@montfort.london)

 Charlotte McMullen / Imogen Saunders
 Investment Adviser                           +44 (0) 20 7871 5343

 Chrysalis Investment Partners LLP:

 James Simpson
 AIFM                                         +44 (0) 20 7397 5450

 G10 Capital Limited:

 Maria Baldwin
 Deutsche Numis:                              +44 (0) 20 7260 1000

 Nathan Brown / Matt Goss
 Panmure Liberum:                             +44 (0) 20 3100 2222

 Chris Clarke / Darren Vickers
 Rothschild & Co:                             +44 (0) 20 7280 5000

 Alice Squires / Tim Brenton / Ahmed Jibril
 IQEQ Fund Services (Guernsey) Limited:       +44 (0) 1481 231 852

 Aimee Gontier / Elaine Smeja

LEI: 213800F9SQ753JQHSW24

A copy of this announcement will be available on the Company's website at
https://www.chrysalisinvestments.co.uk
(https://www.chrysalisinvestments.co.uk)

 

The information contained in this announcement regarding the Company's
investments has been provided by the relevant underlying portfolio company and
has not been independently verified by the Company. The information contained
herein is unaudited.

 

This announcement is for information purposes only and is not an offer to
invest. All investments are subject to risk. Past performance is no guarantee
of future returns. Prospective investors are advised to seek expert legal,
financial, tax and other professional advice before making any investment
decision. The value of investments may fluctuate. Results achieved in the past
are no guarantee of future results. Neither the content of the Company's
website, nor the content on any website accessible from hyperlinks on its
website for any other website, is incorporated into, or forms part of, this
announcement nor, unless previously published by means of a recognised
information service, should any such content be relied upon in reaching a
decision as to whether or not to acquire, continue to hold, or dispose of,
securities in the Company.

 

The Company is an alternative investment fund ("AIF") for the purposes of the
AIFM Directive and as such is required to have an investment manager which is
duly authorised to undertake the role of an alternative investment fund
manager ("AIFM"). G10 Capital Limited is the AIFM to the Company. Chrysalis
Investment Partners LLP is the investment adviser to G10 Capital Limited.
Chrysalis Investment Partners LLP (FRN: 1009684) is an Appointed
Representative of G10 Capital (FRN: 648953) Limited, which is authorised and
regulated by the Financial Conduct Authority.

 

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