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REG - Cordiant Digital Inf - Amendment to Investment Management Agreement

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RNS Number : 7616V  Cordiant Digital Infrastructure Ltd  19 August 2025

LEI: 213800T8RBBWZQ7FTF84

19 August 2025

 

CORDIANT DIGITAL INFRASTRUCTURE LIMITED

 

AMENDMENT TO INVESTMENT MANAGEMENT AGREEMENT

 

The Board of Cordiant Digital Infrastructure Limited (the Company or CORD)
announces that it has agreed with Cordiant Capital Inc (Cordiant Capital or
the Investment Manager) to remove the requirement to reinvest 10% of the
annual management fee in the Company's ordinary shares (Ordinary Shares) under
the investment management agreement (IMA) (the Reinvestment Requirement).

 

Removal of the Reinvestment Requirement recognises the strong existing
alignment between the Investment Manager and the Company and its shareholders
through the high proportion of Ordinary Shares held by the Investment Manager
and its team built up over time (far in excess of the 10% Reinvestment
Requirement), and the fact that the annual management fee is based on the
lower of market capitalisation or net asset value (NAV) of the Company, with
no floor. 1  (#_ftn1) For the year ended 31 March 2025, the Investment Manager
was paid aggregate annual management fees of £6.1 million, representing 0.6%
of the average of the Company's opening and closing net asset value for the
last full financial year.

 

Following the publication of each interim report and annual report, the
Investment Manager is required to apply an amount, in aggregate, equal to 10%
of the annual management fee for the preceding six-month period in the market
purchase of Ordinary Shares or, in the case that the recent average share
price at the time is higher than the last reported NAV per Ordinary Share,
subscription of new Ordinary Shares. Any Ordinary Shares purchased or
subscribed by the Investment Manager pursuant to these arrangements are,
subject to usual exceptions, subject to a lock-up of 12 months from the date
of purchase or subscription.

 

A total of 2,394,292 shares have been purchased by the Investment Manager
through its affiliate Cordiant Digital Infrastructure Management LLP (CDIM)
under the Reinvestment Requirement since IPO. None of the Ordinary Shares
bought under the Reinvestment Requirement have been sold.

 

Cordiant Capital and members of the Digital Infrastructure team currently own
15,393,552 Ordinary Shares in aggregate, representing 2.01% of the entire
issued share capital of the Company, of which Mr Marshall personally owns a
total of 13,265,578 Ordinary Shares.

 

In conjunction with the amendment to the IMA, Cordiant Capital and Mr Marshall
have committed to ensure that the number of shares held in aggregate by
Cordiant Capital and Mr Marshall will never be lower than the minimum amount
that would have been required to be held by the Investment Manager under the
IMA prior to the amendment.

 

For further information, please visit www.cordiantdigitaltrust.com
(http://www.cordiantdigitaltrust.com) or contact:

 

 Cordiant Capital Inc.                                +44 (0)20 3814 5939

 Investment Manager                                   CordiantDigitalTrust@cordiantcap.com

                                                    (mailto:CordiantDigitalTrust@cordiantcap.com)
 Stephen Foss, Managing Director

 Aztec Financial Services (Guernsey) Limited          +44 (0) 1481 74 9700

 Company Secretary and Administrator                  cord@aztecgroup.co.uk (mailto:cord@aztecgroup.co.uk)

 Chris Copperwaite/Laura Dunning

 Investec Bank plc                                    +44 (0) 20 7597 4000

 Joint Corporate Broker

 Tom Skinner (Corporate Broking)

 Lucy Lewis / Denis Flanagan (Corporate Finance)

 Deutsche Numis                                       +44 (0) 20 7260 1000

 Joint Corporate Broker

 Hugh Jonathan / George Shiel

 Celicourt                                            +44 (0)20 7770 6424

 Public Relations Advisor                              CDI@celicourt.uk (mailto:CDI@celicourt.uk)

 Philip Dennis/Ali AlQahtani/Charles Denley-Myerson

 

 

Notes to Editors:

 

About the Company

 

Cordiant Digital Infrastructure Limited (the Company) primarily invests in
the core infrastructure of the digital economy: data centres; fibre-optic
networks; telecommunications and broadcast towers - in Europe and North
America. Further details about the Company can be found on its website
at www.cordiantdigitaltrust.com (http://www.cordiantdigitaltrust.com/) .

 

The Company is a sector-focused specialist owner and operator of Digital
Infrastructure, listed on the London Stock Exchange under the ticker CORD. In
total, the Company has successfully raised £795 million in equity, along with
a €375 million debt package, comprising a €200 million Eurobond and €175
million of committed capex and revolving facilities, deploying capital into
six acquisitions: CRA, Hudson, Emitel, Speed Fibre, Belgian Tower Company and
Datacentre United, which together offer stable, often index-linked income, and
the opportunity for growth, in line with the Company's Buy, Build & Grow
model.

 

 

About the Investment Manager

 

Cordiant Capital Inc (Cordiant) is a specialist global infrastructure and real
assets manager with a sector-led approach to providing growth capital
solutions to promising mid-sized companies in Europe, North America and
selected global markets. Since the firm's relaunch in 2016, Cordiant, a
partner-owned and partner-run firm, has developed a track record of exceeding
mandated investment targets for its clients.

 

Cordiant focuses on the next generation of infrastructure and real assets;
sectors (digital infrastructure, energy transition infrastructure and the
agriculture value chain) characterised by growth tailwinds and technological
dynamism. It also applies a strong sustainability and ESG overlay to its
investment activities.

 

With a mix of managed funds offering both value-add and core strategies in
equity and direct lending, Cordiant's sector investment teams (combining
experienced industry executives with traditional private capital investors)
work with investee companies to develop innovative, tailored financing
solutions backed by a comprehensive understanding of the sector and
demonstrated operating capabilities. In this way, Cordiant aims to provide
value to investors seeking to complement existing infrastructure equity and
infrastructure debt allocations.

 1  (#_ftnref1) The annual management fee with respect to market
capitalisation (if applicable) is calculated on the following basis:

-      1.00% of the average market capitalisation up to £500 million;

-      0.90% of the average market capitalisation between £500 million
and £1 billion; and

-      0.80% of the average market capitalisation in excess of £1
billion.

 

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