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RNS Number : 9122G GCP Infrastructure Investments Ltd 04 June 2026
GCP Infrastructure Investments Limited
("GCP Infra" or the "Company")
4 June 2026
LEI 213800W64MNATSIV5Z47
Half-yearly report and financial statements for the period ended 31 March 2026
The Directors of the Company are pleased to announce the Company's half-yearly
results for the period ended 31 March 2026. The half-yearly report and
financial statements can be accessed via the Company's website at
www.gcpinfra.co.uk (http://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
£600.3 million at 31 March 2026.
At a glance
HY24 HY25 HY26
Net assets £m 933.9 871.7 828.9
Profit for the period £m 9.9 0.4 17.0
Dividends for the period p 3.5 3.5 3.5
Total NAV return since IPO % 172.8 178.0 191.9
Aggregate downward revaluations since IPO¹ (annualised) % 0.38 0.46 0.52
Share price p 72.30 71.30 72.60
NAV per share p 107.62 102.28 100.26
Highlights for the period
· Dividends of 3.5 pence per share for the six month period to 31
March 2026 (31 March 2025: 3.5 pence per share), paid in line with the
target(2) of 7.0 pence set for the financial year.
· Total shareholder return(1) for the period of 5.0% (31 March 2025:
(5.3%)) and total shareholder return since IPO¹ of 113.7%. Total NAV
return(1) for the period of 2.4% (31 March 2025: 0.5%) and total NAV return
since IPO(1) of 191.9%.
· Profit for the period of £17.0 million (31 March 2025: £0.4
million). The increase primarily reflects a significant reduction in net
unrealised losses on the portfolio. For further information refer to the
financial review below.
· No new loans advanced during the period, with advances to existing
borrowers totalling £8.7 million in accordance with existing contractual
obligations. For further information refer below.
· Loan repayments of £17.6 million from renewables, PPP/PFI and
supported living projects. Further information is given below.
· Share buybacks of 10.2 million shares during the period, returning
£7.6 million to shareholders.
· Company NAV per ordinary share at 31 March 2026 of 100.26 pence
(31 March 2025: 102.28 pence).
· Third party independent valuation of the Company's partially
inflation‑protected investment portfolio at 31 March 2026 of £850.6 million
(31 March 2025: £902.9 million). The principal value at 31 March 2026 was
£903.4 million.
· Post period end, the Company made further advances, pursuant to
existing contractual obligations, of £0.5 million and received repayments of
£20.5 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 backdrop for the alternative income UK investment company sector has
remained challenged over the period. There remains a continued imbalance of
excess supply over demand from UK public market investors for the sector in
which the Company operates. As a result, the Company's share price has
continued to trade at a discount to the NAV per share.
The Company has responded proactively to these conditions. At the recent
capital markets day, the Company established a clear framework for the
deployment of capital returned from the Company's investment portfolio, driven
by continued accelerated realisations and refinances. As a result of the
Company's capital allocation plan to date, Company-level debt has been
materially reduced and share buybacks have continued, with £7.6 million
returned to shareholders during the period.
In this uncertain macro and political environment, the Company's share price
has been relatively stable, with the annual dividend target representing a
yield of 9.6% based on the share price at the period end. Total shareholder
return for the period was 5.0% with a total shareholder return since IPO¹ of
113.7%. The Company generated total income of £24.2 million and profit for
the period of £17.0 million.
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 and
partially inflation linked portfolio of assets that deliver critical services
which are required for the effective operation of the modern economy, whilst
also generating positive environmental and social impacts.
I would like to thank shareholders for their continued support.
1. APM - for definition and calculation methodology, refer to the APMs section
below.
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 To preserve the capital value of its investments over the long term.
against UK infrastructure projects.
Key performance indicators
The Company has set a dividend target(1) The investment portfolio is exposed to a The Company has generated total NAV return(5) for the period of 2.4% and
191.9% since the Company's IPO in 2010.
of 7.0 pence per share for the financial wide variety of assets in terms of project
year ending 30 September 2026. type and source of underlying cash flow.
3.5p 47 100.26p
Dividends paid for the six month period ended 31 March 2026 Number of investments at 31 March 2026 NAV per share at 31 March 2026
£17.0m 14.6%(3) 0.52%
Profit for the six month period ended 31 March 2026 Size of largest investment as a percentage Aggregate downward revaluations since IPO (annualised)(5)
of total assets
ESG indicators
57% 43% 50%
Portfolio by value contributing to the green economy(2) Portfolio by value that benefits end users within society(4) Board gender and ethnic diversity(6)
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 25% invested in PPP/PFI projects in the
healthcare, education, waste, housing, energy efficiency and justice sectors
and 15% 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
Sector assets % of portfolio
Investments contributing to the green economy
Geothermal 1 project 1%
Solar 52,662 installations 25%
Hydro 14 schemes 2%
Gas peaking 2 plants 1%
Biomass 4 sites 11%
Electric vehicles 250 vehicles 1%
Wind 8 sites 10%
Resource use 1 project 1%
Anaerobic digestion 18 plants 5%
Investments that are integral to society
PPP/PFI 139 assets 28%
Supported living 905 units 15%
Weighted average Partially inflation Principal value
Senior ranking security annualised yield(1) Average life protected of portfolio
52% 8.0% 11 years 49% £903.4m
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 2026.
Introduction
The backdrop for the alternative income UK investment company sector has
remained challenged over the period. Despite the attractive characteristics of
the Company's proposition, including a dividend target(1) that represents a
yield of 9.6% on the share price at the period end, there remains a continued
imbalance of excess supply over demand from UK public market investors for the
sector in which the Company operates. As a result, the Company's share price
has continued to trade at a discount(1) to the NAV per share.
The Company has responded proactively to these conditions. A clear framework
has been established for the deployment of capital returned from the Company's
investment portfolio, driven by accelerated realisations and refinances, with
the aim of addressing the prevailing discount of the share price to net asset
value per share. In the period under review, the Company also repurchased 10.2
million shares.
In February 2026, the Company held its annual Capital Markets Day to set out
the next phase of its capital allocation strategy. It is the intention of the
Board that the accelerated realisation of the Company's assets through
disposals and refinancing will continue.
The macro backdrop during the period has experienced volatility, with a new
war in the Middle East causing significant disruption to global energy markets
and impacting inflation and rates expectations.
The UK political environment has also been volatile, with the UK Government
amending the indexation for legacy renewable subsidies in what is a
retrospective change to these regimes. The removal of carbon price support
("CPS") and mechanisms to 'de-link' the GB electricity price from gas is a
further example of market changes, albeit with limited forecast impact on the
Company's investment portfolio.
Further analysis and commentary on these changes, and the wider infrastructure
market, can be found below.
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 2026, the share price was 72.60
pence, representing a 0.1% increase in share price from the financial year
end. Total shareholder return(1) for the period was 5.0% and total
shareholder return since IPO(1) in 2010 was 113.7%.
In this uncertain macro and political environment, the Company's shares have
been relatively stable and traded at an average discount(1) to NAV of 26.8%
during the period and an average premium(1) of 0.7% since IPO. At 31 March
2026, the share price was 72.60 pence, representing a discount(1) to NAV of
27.6%. On 2 June 2026, this had tightened to 23.3%.
The NAV at 31 March 2026 was 100.26 pence per share. The Company has generated
a NAV total return(1) for the period of 2.4% and a total NAV return since
IPO(1) of 191.9%.
1. APM - for definition and calculation methodology, refer to the APMs section
below.
Capital allocation
The Company's capital allocation policy was restated during the period given
the expectation that the original commitment of the accelerated realisation of
£150 million will shortly be met.
Disposal processes are ongoing, and the Company will publish further details
in due course.
Whilst the Company's market capitalisation remains at a discount(1) to net
asset value, the Company will refinance loans and dispose of investments with
the objective of continuing 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.
The Company's use of capital returned from the investment portfolio will be
determined by a framework. Where the share price of the Company is greater
than a 15% discount(1) to the Company's NAV per share, capital will continue
to be returned to shareholders through buybacks or other means.
Where the share price is less than a 15% discount(1) to NAV per share, this
return of capital will continue in line with these objectives, but the Company
will also consider new investment opportunities that meet the Company's
investment policy and objectives and are forecast to generate attractive
risk‑adjusted returns.
Investment and disposals
Consistent with the capital allocation policy, the Company made no new
investments during the period to 31 March 2026. The Company advanced £8.7
million to existing borrowers in line with existing contractual agreements.
During the period, borrowers to whom the Company has extended loans have
exchanged contracts for the disposal of £47.5 million of properties that are
leased to registered providers for the provision of supported social housing,
the proceeds of this will be used to repay the Company's loans on completion.
At 2 June 2026, the Company's net debt position was £5.0 million.
Furthermore, since the introduction of the capital allocation policy, the
disposals have reduced the Company's exposure to equity-like interests in the
onshore wind and rooftop solar sectors and materially reduced exposure to the
supported social housing 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.
Financing
The Company has a £150.0 million RCF with AIB Group (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 February 2027.
During the period, net amounts of £7.0 million were drawn down from the RCF
for working capital purposes. At 31 March 2026, the Company had £27.0 million
drawn under the RCF (30 September 2025: £20.0 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 £24.2 million (31 March 2025:
£8.5 million) and profit for the period of £17.0 million (31 March 2025:
£0.4 million). The Company declared and paid dividends of £29.2 million
(31 March 2025: £30.3 million) in line with the dividend target(2) of
7.0 pence per share set out for the year ending 30 September 2026.
The net assets of the Company decreased from £848.7 million (101.40 pence per
share) at 30 September 2025 to £828.9 million (100.26 pence per share) at 31
March 2026, reflecting changes in the valuation of the portfolio during the
period. Further information on valuation movements is given below.
Cash and cash equivalents marginally decreased from £12.0 million at
30 September 2025 to £9.7 million at 31 March 2026.
1. APM - for definition and calculation methodology, refer to the APMs section
below.
Dividends
The Company aims to provide shareholders with regular, sustained, long-term
dividends. For the period to 31 March 2026, the Company paid dividends of 3.5
pence per share.
The Board and the Investment Adviser do not believe there have been any
material changes in the Company's ability to service sustained, long‑term
dividends since the Board established a dividend target(1) of 7.0 pence per
share per annum in 2021.
The Company continues to assess dividend coverage by using several metrics,
most notably, loan interest accrued(2), which considers interest accruing to
the benefit of the Company during the relevant period. In the period to 31
March 2026, dividend cover using this metric, i.e. adjusted earnings cover(2),
was 0.97 times. Earnings cover under IFRS was 0.58 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.
Operational overview
The Company's investment portfolio performed materially in line with
expectations 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.
Curtailment of the Company's investments in onshore wind farms located in
Northern Ireland continued to impact exported generation during the period.
The war in Iran has had a material impact on global energy markets due to the
bombing of oil and gas (including liquified natural gas) production facilities
across the Middle East and the blocking of ships through the Strait of
Hormuz. This has, in turn, impacted electricity and gas prices in the UK
during the period and has the potential to create a positive longer-term
impact for certain assets in the Company's investment portfolio, which may
benefit from higher electricity and gas prices where forward contracts have
not fixed the prices at which electricity and gas are sold.
In accordance with the Investment Adviser's policy, medium-term inflation
forecasts were updated for the OBR Economic and fiscal outlook publications
during the period. The latest OBR update, published in early March, did not
factor in the forecast impacts of the Middle East conflict on UK inflation.
Refer below for further information.
Sustainability
The Company's investments deliver products or services that have inherent
environmental and social benefits. For the year ended 30 September 2025(3),
the Company's renewables portfolio exported 1,434 GWh of green energy, which
is the equivalent power for 531,027 homes. The remainder of the portfolio
provided 1,579 hospital beds, 28,333 school places and 905 supported living
units for people with learning, physical or mental disabilities. Further
information can be found on page 21 of the Company's 2025 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 2026.
Risks
As part of the Company's semi-annual risk assessment, the Board reviewed the
principal risks and uncertainties detailed on pages 68 to 73 of the Company's
2025 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 geopolitical risk has increased.
Refer below for further information.
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 below.
3. Data at 30 June 2025 to facilitate inclusion in the 2025 annual report.
Future market outlook
The UK retains its ambitious plan to decarbonise the electricity grid by 2030
through the Clean Power 2030 plan ("CP30"). Auction Rounds 7 and 7a of the CfD
supported a record capacity of renewables projects, including 8.4 GW of
offshore wind and 6.2 GW of onshore wind, solar PV and tidal projects. Auction
Round 8 has been brought forward and will open in July 2026 and is the pivotal
round to keep the CP30 objectives on track.
The Middle East conflict has, once again, re-emphasised the need to strengthen
the UK's energy security alongside these decarbonisation objectives. It has
also, once again, caused markets to focus on the UK's high energy costs
relative to other developed economies. Balancing energy security,
decarbonisation and price continues to be a challenging juggling act. Policy
and market interventions in the period responded to this challenge. This
included moving the Renewables Obligation budget away from energy bills to
general taxation, rebasing the indexation for the Renewables Obligation and
feed-in-tariff regimes to CPI from RPI, the removal of the CPS and increasing
the Electricity Generator Levy.
What remains certain is that material investment in our energy system is
required, and infrastructure plays a key role in this. The CfD has been
extended to dispatchable power and bioenergy with carbon capture, hydrogen and
carbon removals and will also be made available to generators accredited under
the Renewables Obligation.
This is a bankable contract structure that supports debt investment. Subject
to the capital allocation framework that has been set out, the Company remains
well placed to benefit from investment opportunities in this, and other, areas
of critical UK infrastructure.
Final thoughts
The Company remains committed to progressing in line with the updated
capital allocation policy that has been set out. The framework presented at
the Capital Markets Day provides a clear basis for the Board's decision-making
in response to the evolution of the Company's share price and net asset value.
The Board remains committed to improving the disclosure and transparency of
reporting from which investors benefit. During the period, the Company,
through its Investment Adviser, made available an online investor portal that
provides detailed information about the Company's investments and the assets
that underpin those investments. I am pleased to report that this has received
positive feedback from shareholders, and we welcome anyone that does not have
access to request it by emailing carapace@graviscapital.com.
The persistent material share price discount(1) to the Company's NAV per share
continues to represent an attractive proposition for incoming investors. For
existing investors, the Company and the 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 and
partially inflation-linked portfolio of assets that delivers critical services
which are required for the effective operation of the modern economy whilst
also generating positive environmental and social impacts.
The Board and the Investment Adviser are grateful to shareholders for their
ongoing support of the Company.
Andrew Didham
Chairman
3 June 2026
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 18 and 19 of
the Company's annual report and financial statements for the year ended
30 September 2025.
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 2026, the Company's exposure to non-core projects was c.1.4% 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
discount(1) 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.
Infrastructure sector overview and update
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 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 80 to 81 of the 2025 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 trillion globally.
UK infrastructure sector overview
The UK National Infrastructure Pipeline, updated in response to the
Government's 10-Year Infrastructure Strategy, has identified £30 billion a
year of private sector investment in the energy (excl. oil and gas capex and
decommissioning), waste and wastewater, and housing sectors.
The Investment Adviser assesses the size of the UK infrastructure debt market
at c.£30 billion per annum across new or additional lending, acquisition
financing and refinancing. The Company's addressable universe, based on the
Company's core investment policy and objectives, is estimated at c.£9 billion
per annum.
The UK Government continues to have ambitious plans for infrastructure
development, driven by policy objectives such as the CP30 plan and commitment
to achieve Net Zero by 2050, the need for lower energy costs and increased
energy security, the desire to remain competitive in, and deliver benefits
from, sectors such as digital and artificial intelligence. However, not all
political parties are aligned with these ambitions and the potential for
resulting policy change creates uncertainty and risk for long-term investors.
Ambition also needs to be matched with implementation of the practical
enabling conditions for infrastructure investment. For example, recent UK grid
reform focused connections on projects that are 'ready' and 'needed', which
has provided a helpful framework for connection offers. This has not, however,
been accompanied by the grid development needed to deliver on these offers. We
therefore have a situation where connections operate in a legislative
framework that is not always aligned with the grid's ability to deliver on
such connections.
Sector update:
Renewable energy
The Company's portfolio is 57% invested in the renewables sector, with a
valuation at the period end of £481.1 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.
The Company continued to experience high levels of grid curtailment and
constraint for its onshore wind farms in Northern Ireland, with a negative
impact on valuation equal to 0.21 pence per ordinary share in the period.
Outside of this, actuals performance was broadly in line with expectations,
impacting valuation by 0.12 pence per ordinary share. Updated electricity
price forecasts contributed 0.34 pence per share before hedging.
Further detail on valuation movements in the period can be found below.
Several market announcements were made in the period that are relevant to the
Company:
· the Government announced, following a consultation, that the basis
for indexation of the Renewables Obligation buy-out price and feed-in tariffs
would move to CPI (from RPI) from April 2026. This had a 0.53 pence per share
impact on the valuation of the Company's renewable equity investments;
· post period end, the Government announced the removal of the CPS
from 2028, a tax on fossil-fuelled electricity generators that increased the
effective carbon price paid by generators. There is no forecast impact of this
on the Company given that AFRY, the Company's independent power price
forecaster, has assumed the removal of the CPS ahead of 2028, driven by the
desired alignment of the UK and EU carbon markets; and
· in an attempt to de-link the UK's electricity price from gas as the
marginal price setter for the majority of hours in any year, the Government
announced the increase of the Electricity Generator Levy ("EGL") tax rate from
45% to 55%. The Investment Adviser does not forecast any impact on the Company
from this change. Alongside this, the Government announced the intention to
provide the option for low-carbon generators not in receipt of a CfD to bid
for a 'wholesale contract-for-difference'. Whilst the terms of this (strike
price, duration etc.) are still to be determined, and will largely determine
the merits of such option, there is the potential that this provides
generators (including those in the Company's portfolio) with a mechanism to
reduce exposure to volatile wholesale power prices and/or underpin the
investment case for life extension or repowering of such generators.
The Investment Adviser will continue to monitor market developments to assess
the impact of any developments on the Company.
Sector update:
Supported living
The Company's portfolio is 15% invested in the supported living sector, with a
valuation at the period end of £129.9 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.
During the period, two RPs to whom the Company has exposure, Westmoreland and
Bespoke Supported Tenancies, merged to become Portus Supported Housing. The
Investment Adviser considers this consolidation to be a positive development
for both parties and is expected to result in a stronger service provider for
the applicable assets.
During the period, the Company announced that borrowers to whom the Company
has extended loans had exchanged on the sale of a portfolio of supported
social housing properties. On completion, the Company expects the repayment of
£47.5 million of loans that will reduce its exposure to the sector in
accordance with the Company's capital allocation policy. It remains the
Company's objective to further exit the Company's residual portfolio in the
sector, and the Investment Adviser is progressing pipeline discussions to
achieve this.
Sector update:
PPP/PFI
The Company's portfolio is 28% invested in the PPP/PFI sector, with a
valuation at the period end of £239.6 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. The
Government has announced its intention to reintroduce a variant of PFI, most
likely in the healthcare sector, and the Investment Adviser is closely
watching developments in this area.
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. The
Investment Adviser has recently progressed, as part of a consortium with third
parties, through to the invitation to tender of the offshore transmission
Round 13, which may lead to future opportunities for the Company.
Macro-economic update
Geopolitical uncertainty has continued in the period, most notably through the
war in the Middle East. This has had far-reaching consequences on global
supply chains, including energy supply, due to the closure of the Strait of
Hormuz and the bombing of critical infrastructure across the Middle East. Gilt
rates, as a proxy for the risk-free rate of investing, have increased as a
result and the prospect of higher inflation driven principally by energy costs
has delayed, or in some cases reversed, consensus on central bank interest
rates falling in the short term. Whilst the Company is expected to benefit
from higher energy costs and inflation, through increasing the revenue streams
earned by underlying projects (net of any hedging arrangements), this is
likely to be more than offset in valuation terms by the impact of higher
uncertainty and risk-free rates more broadly. The extent of the impact will be
a function of the longevity of the conflict and the time taken, post-conflict,
to rebuild damaged infrastructure and supply chains.
The UK Government continues to have ambitious plans for infrastructure
development and has taken positive steps (planning reform, grid reform, CfD
budgets) to support this. The Investment Adviser is of the view that the UK
remains an attractive place for investment as UK infrastructure projects are
well developed and correctly structured. The UK should be recognised for its
innovation in developing structures to attract capital into sectors such as
dispatchable power and bioenergy with carbon capture and storage, hydrogen,
carbon removals and the application of the regulated asset base ("RAB")
regime to nuclear and Thames Tideway.
Key valuation assumptions
The below table 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. Futures (three years) and AFRY Q1 Central-Low 2026 (2.42) 2.42 Futures (three years) and Aurora Q1 Central 2026
EGL applied to
31 March 2028
Capture prices Asset-specific curve applied to each project Solar 15% wind project-specific assessment or 10% increase (1.49) 2.78 No capture price adjustments
(wind, solar)
Asset life Dependent on planning, lease, technical life Contractual limitations - 2.14 Asset life of 40 years (solar) and 30 years (wind)
(20-30 years)
Corporation tax Long-term corporation tax assumption of 25% from 1 April 2023 Long-term corporation tax assumption of 25% from 1 April 2023 - 0.47 Short-term corporation tax assumption of 25% then drops to 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 - 0.26 OBR long term, 3.0% RPI and 2.5% CPI long term
Investment and portfolio overview
Portfolio summary
At the period end, the Company held exposure to 47 investments with a total
valuation of £850.6 million. All assets are fully operational with no
construction exposure.
Portfolio by sector type
PPP/PFI 28%
Healthcare 10%
Education 7%
Waste (PPP) 4%
Leisure 3%
Housing (PPP) 2%
Energy efficiency 1%
Justice 1%
Renewables 57%
Solar (commercial) 15%
Biomass 11%
Solar (rooftop) 10%
Wind (onshore) 10%
Anaerobic digestion 5%
Hydro 2%
Geothermal 1%
Gas peaking 1%
Electric vehicles 1%
Agriculture/Resource Use 1%
SL 15%
Supported living 15%
Portfolio by income type
PPP/PFI 28%
Unitary charge 23%
Gate fee (contracted) 2%
Electricity (fixed/floor) 1%
Lease income 1%
ROC 1%
Renewables 57%
ROC 20%
Electricity (merchant) 15%
FiT 15%
Electricity (fixed/floor) 3%
RHI 1%
Embedded benefits 1%
Pay per mile 1%
Other 1%
SL 15%
Lease income 15%
Portfolio by annualised yield(1)
>10% 4%
8-10% 33%
<8% 63%
Portfolio by average life (years)
>30 7%
20-30 8%
10-20 16%
5-10 47%
<5 22%
Portfolio by investment type
Equity 5%
Senior 52%
Subordinated 43%
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 Investments(1)
1. PPP/PFI
2. 14.8%
3. Unitary charge
2 Gravis Solar 1
1. Commercial solar
2. 9.2%
3. ROC/PPA/FiT
3 GCP Programme Funding S10
1. Supported living
2. 5.8%
3. Lease
4 GCP Programme Funding S14
1. Biomass
2. 5.7%
3. ROC/RHI/Merchant
5 GCP Bridge Holdings Ltd
1. Various(2)
2. 5.2%
3. ROC/Lease/PPA
6 GCP Biomass 2 Ltd
1. Anaerobic digestion
2. 4.9%
3. ROC/RHI
7 GCP Social Housing 1 Ltd B Notes
1. Supported living
2. 4.4%
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. 3.7%
3. ROC/FiT/Merchant
10 GCP Rooftop Solar Finance Plc
1. Rooftop solar
2. 3.7%
3. FiT
Top ten revenue counterparties % of total portfolio
Ecotricity Limited 9%
Viridian Energy Supply Limited 7%
Portus Supported Housing Limited 7%
Npower Limited 7%
Statkraft Markets GmbH 6%
Gloucestershire County Council 4%
Good Energy Limited 4%
ENGIE Power Limited 4%
Power NI Energy Limited 4%
Smartestenergy Limited 3%
Top ten project service providers % of total portfolio
WPO UK Services Limited 19%
PSH Operations Limited 12%
Pario Ltd 10%
A Shade Greener Maintenance Limited 9%
Solar Maintenance Services Limited 9%
Vestas Celtic Wind Technology Limited 8%
A&A Recycling Services Limited 5%
Cobalt Energy Limited 5%
Grosvenor Facilities Management Limited 5%
Gloucestershire County Council 4%
1. Cardale PFI Investments is secured on a cross-collateralised basis against
18 separate operational PFI projects.
2. GCP Bridge Holdings Ltd 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 nine advances totalling £8.7 million
under existing contractual obligations, £6.6 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
23 repayments totalling £17.6 million, all of which were scheduled
repayments.
Post period end, the Company made further advances, pursuant to existing
contractual obligations, of £0.5 million and received scheduled repayments of
£3.5 million and unscheduled repayments of £17.0 million, giving a net
repayment position of £20.0 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 8.7
Scheduled repayments (17.6)
Unscheduled repayments -
Net investment/(repayment) (8.9)
Sector analysis Investments £m Repayments £m
Anaerobic digestion 1.8 (0.1)
Biomass - (2.2)
Hydro - (0.6)
Onshore wind - (0.9)
Commercial solar - (3.8)
Rooftop solar - (3.2)
PPP/PFI 4.7 (6.1)
Supported living 1.9 -
Gas peaking 0.3 -
Electric vehicles - (0.7)
Investments and repayments post period end £m
New investments -
Further advances 0.5
Scheduled repayments (3.5)
Unscheduled repayments (17.0)
Net investment/(repayment) (20.0)
Sector analysis post period end Investments £m Repayments £m
Anaerobic digestion 0.2 (0.2)
Biomass - -
Hydro - (1.0)
Onshore wind - (17.0)
Commercial solar - -
Rooftop solar 0.3 -
PPP/PFI - (2.1)
Supported living - (0.2)
Gas peaking - -
Electric vehicles - -
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. The Company has set out a clear
framework for the use of capital repaid from the Company's investment
portfolio (whether such repayment is accelerated or the result of natural
amortisation). The Investment Adviser continues to review investment
opportunities and manages its pipeline in light of the prospect of the Company
returning to investing in accordance with the framework that has been set out.
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 68 to 73 of the Company's annual report and financial
statements for the year ended 30 September 2025.
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) (3.87) (1.98) - 1.99 3.98
Hedge sensitivity (pence per share) 0.11 0.05 - (0.05) (0.11)
Net sensitivity (pence per share) (3.76) (1.93) - 1.94 3.87
Inflation
A total of 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) (5.07) (3.92) (2.70) (1.41) - 1.55 3.34 5.25 7.26
Portfolio performance update
The weighted average discount rate used across the Company's portfolio at 31
March 2026 was 8.3% (30 September 2025: 8.2%). At the period end, nil% (30
September 2025: nil%) of the Company's portfolio was exposed to assets at the
construction stage of development. The Company retains Forvis Mazars as its
independent Valuation Agent. Discount rates applied to value the Company's
investment portfolio are independently assessed and set by Forvis Mazars on a
quarterly basis.
The Company's investment portfolio performed materially in line with
expectations during the period.
Curtailment of the Company's investments in onshore wind farms located in
Northern Ireland continued to impact exported generation during the period.
The Investment Adviser has updated its medium-term forecasts for curtailment
during the period following updated consultant advice, impacting NAV by 0.21
pence per ordinary share.
The war in Iran has had material impacts on global energy markets. This has,
in turn, impacted electricity and gas prices in the UK during the period and
has the potential for longer-term impacts. Certain assets in the Company's
investment portfolio will benefit from higher electricity and gas prices where
forward contracts have not fixed the prices at which electricity and gas are
sold. Updates to electricity price forecasts contributed 0.34 pence per
ordinary share during the period before hedging. The Company continues to
manage its exposure to wholesale electricity prices through hedging at an
asset level and Company level.
In accordance with the Investment Adviser's policy, medium-term inflation
forecasts were updated for the OBR Economic and fiscal outlook publications
during the period. This had a net impact of 0.07 pence per ordinary share. The
latest OBR spring update, published in early March, did not factor in the
forecast impacts of the Middle East conflict on UK inflation. Inflation since
the OBR spring update has been higher than forecast and this is expected to
have a positive impact on the valuation.
During the period, the Company progressed the disposal of a portfolio of
supported social housing assets, which exchanged contracts for sale in
January 2026. Three of the Company's loans are partially secured against this
portfolio.
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)
Electricity price forecasts Power price movements in the period 2.8 0.34
Asset-specific revaluations Valuation movements attributable to updated forecasts across the renewables 1.0 0.12
portfolio
Other upward movements Other upward movements across the portfolio 2.0 0.24
Total upward valuation movements 5.8 0.70
PPLN subsidy indexation Government amended indexation of Renewable Obligation buy-out prices and (4.4) (0.53)
feed-in tariffs to CPI from April 2026
Curtailment and constraint levels Updated assessment of curtailment and constraint levels for two (1.7) (0.21)
Northern Irish wind assets
Actuals performance Impact of renewables actual generation lower than forecast (1.0) (0.12)
OBR inflation forecast Inflation movements in the period (0.6) (0.07)
Other downward movements Other downward movements (0.8) (0.10)
Total downward valuation movements (8.5) (1.03)
Interest receipts Net valuation movements attributable to the timing of debt service payments 3.3 0.40
between periods
Net realised losses IFRS net loss on disposal of underlying assets - -
Total other valuation movements 3.3 0.40
Total net valuation movements before hedging 0.6 0.07
Commodity swap - unrealised(1) Derivative financial instrument entered into for the purpose of (1.7) (0.21)
hedging electricity price movements
Commodity swap - realised(1) (0.9) (0.11)
Total net valuation movements after hedging (2.0) (0.25)
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, £35.4 million (31 March 2025: £36.5 million) of loan
interest accrued(1) was generated on the underlying investment portfolio for
the benefit of the Company. During the period, £26.1 million (31 March 2025:
£34.4 million) was received in cash or as 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
2026 2026 2025 2025
£'000 £'000 £'000 £'000
Loan interest received 19,536 24,369
Capitalised amounts settled as part of disposal proceeds - 2,850
Capitalised (planned) 6,217 7,187
Capitalised (unscheduled) 359 2,796
Loan interest capitalised 6,576 9,983
Capitalised amounts subsequently settled as part of repayments (4,686) 4,686 (4,924) 4,924
Adjusted loan interest capitalised¹ 1,890 5,059
Adjusted loan interest received¹ 24,222 32,143
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 2025 2026 2027 2028 2029 2030
Capitalised (planned) 20% 11% 6% 9% 13% 5%
Capitalised (unscheduled) 6% 1% - - 1% -
1. APM - for definition and calculation methodology, refer to the APMs section
below.
Risks and viability
In the period, one of the principal risks included in the Company's 2025
annual report and financial statements has seen its residual risk increase,
with all other principal risks remaining stable.
Category 4: Other risks
Change in residual risk
Risk Impact How the risk is managed over the period
9 Geopolitical Increased
Conflicts, trade disruption, inflation and energy security challenges create Geopolitical instability The Investment Adviser and The world remains turbulent with ongoing wars in Ukraine and the Middle East.
uncertainty
These continue to impact oil prices, inflation, disrupt supply chains and
may disrupt supply the Board actively monitor geopolitical events, engage impact wider economic growth.
and potential volatility for infrastructure and renewable investments.
chains, increase costs, with government stakeholders and review exposure to ensure resilience.
Quarterly reviews inform ongoing risk
reduce valuations or
management strategies.
depress returns from energy‑linked assets.
Link to strategy: 1, 2, 3
Key to strategy references
1 - Dividend income
2 - Diversification
3 - Capital preservation
Financial review
During the period, the Company generated income of £24.2 million and a profit
of £17.0 million. The Company's total shareholder return(1) was 5.0% and
total NAV return(1) was 2.4%.
Financial performance
During the period, the Company generated operating income of £24.2 million
(31 March 2025: £8.5 million), including loan interest income of £26.1
million and net valuation gains on investments of £0.6 million (31 March
2025: loan interest income of £34.4 million and net valuation losses on
investments of £25.8 million).
Net losses on derivative financial instruments at period end were £2.6
million (31 March 2025: loss of £0.2 million).
Administration costs of £5.7 million (31 March 2025: £5.7 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 £1.4 million from £2.4 million, reflecting
lower amounts drawn compared to the prior period.
Total profit generated for the period was £17.0 million (31 March 2025:
£0.4 million). The increase from the prior period primarily reflects a
significant reduction in net unrealised losses on the portfolio, partly offset
by lower loan interest income due to asset-specific constraints and higher net
losses on power price hedging arrangements.
Cash generation
The Company received loan principal repayments of £17.6 million and made cash
advances totalling £2.1 million in the period (31 March 2025: £44.4 million
in principal repayments and cash advances totalling £3.1 million).
Furthermore, the Company had net receipts of £7.0 million from its RCF.
Loan interest receipts of £19.5 million were used to pay cash dividends of
£29.2 million (31 March 2025: £24.4 million and £30.3 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 £9.7 million at the period end and does not expect the level of
annual expenses 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 2026. This is in line with the dividend target(2) set out for the
year ending 30 September 2026 of 7.0 pence per share. On an annualised basis,
this represents a yield of 9.6% against the share price at 31 March 2026.
Share price performance
The Company's total shareholder return(1) was 5.0% for the period and 113.7%
since the Company's IPO in 2010. Despite the macro volatility, the Company's
share price has remained relatively stable. The shares have traded at an
average discount(1) to NAV of 26.8% over the period and an average premium(1)
of 0.7% since IPO. The share price at the period end was 72.60 pence per
share, which represents a discount(1) to NAV of 27.6%.
Revolving credit facility
At 31 March 2026, £27.0 million of the £150.0 million RCF was drawn. During
the period, net amounts of £7.0 million were drawn for working capital
purposes. Further details on the Company's RCF can be found in notes 8 and 13.
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.
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
3 June 2026
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 2026 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 2026 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 Company to
cease to continue as a going concern, and the above conclusions are not a
guarantee that 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.
Nicholas Stevens
For and on behalf of KPMG Audit Limited
Chartered Accountants and Recognised Auditors
Jersey
3 June 2026
Unaudited interim condensed statement of comprehensive income
For the period 1 October 2025 to 31 March 2026
Period ended Period ended
31 March 31 March
2026 2025
Notes £'000 £'000
Income
Net gains on financial assets at fair value through profit or loss 3 26,677 8,542
Net losses on derivative financial instruments at fair value through profit or 3 (2,585) (183)
loss
Other income 3 100 166
Total income 24,192 8,525
Expense
Investment advisory fees 12 (3,718) (4,002)
Operating expenses (2,007) (1,709)
Total expenses (5,725) (5,711)
Total operating profit before finance costs 18,467 2,814
Finance costs (1,426) (2,426)
Total profit and comprehensive income for the period 17,041 388
Basic and diluted earnings per share (pence) 6 2.04 0.04
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 2026
(Audited)
As at As at
31 March 30 September
2026 2025
Notes £'000 £'000
Assets
Cash and cash equivalents 9,663 12,039
Other receivables and prepayments 162 168
Financial assets at fair value through profit or loss 11 850,570 858,942
Total assets 860,395 871,149
Liabilities
Other payables and accrued expenses 7 (3,011) (2,911)
Interest bearing loans and borrowings 8 (26,553) (19,299)
Derivative financial instruments at fair value through profit or loss 10 (1,917) (214)
Total liabilities (31,481) (22,424)
Net assets 828,914 848,725
Equity
Share capital 9 8,268 8,370
Share premium 9 814,259 836,414
Capital redemption reserve 101 101
Retained earnings 6,286 3,840
Total equity 828,914 848,725
Ordinary shares in issue (excluding treasury shares) 826,798,733 837,013,433
NAV per ordinary share (pence per share) 100.26 101.40
Signed and authorised for issue on behalf of the Board of Directors.
Andrew Didham
Chairman
3 June 2026
Steven Wilderspin
Director
3 June 2026
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 2025 to 31 March 2026
Capital
Share Share redemption Retained Total
capital premium(1) reserve earnings equity
Notes £'000 £'000 £'000 £'000 £'000
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
At 1 October 2025 8,370 836,414 101 3,840 848,725
Total profit and comprehensive income for the period - - - 17,041 17,041
Share repurchases 9 (102) (7,511) - - (7,613)
Share repurchase costs 9 - (15) - - (15)
Dividends 5 - (14,629) - (14,595) (29,224)
At 31 March 2026 8,268 814,259 101 6,286 828,914
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 2025 to 31 March 2026
Period ended Period ended
31 March 31 March
2026 2025
Notes £'000 £'000
Cash flows from operating activities
Total operating profit before finance costs 18,467 2,814
Adjustments for:
Loan interest income 3 (26,112) (34,352)
Net (gains)/losses on financial assets at fair value through profit or 3 (565) 25,810
loss
Net losses on derivative financial instruments at fair value through 3 2,585 183
profit or loss
Increase in other payables and accrued expenses 90 122
Decrease in other receivables and prepayments 29 7
Total (5,506) (5,416)
Loan interest received 3 19,536 24,369
Purchase of financial assets at fair value through profit or loss 11.7 (2,085) (3,066)
Repayment of financial assets at fair value through profit or loss 11.7 17,598 44,403
Realised losses on repayment of derivative financial instruments at fair value (882) (274)
through profit or loss
Net cash flows generated from operating activities 28,661 60,016
Cash flows from financing activities
Proceeds from revolving credit facility 23,000 8,000
Repayment of revolving credit facility (16,000) (24,000)
Share repurchases (7,613) (11,491)
Share repurchase costs (15) (23)
Dividends paid 5 (29,224) (30,286)
Finance costs paid (1,185) (2,189)
Net cash flows used in financing activities (31,037) (59,989)
(Decrease)/increase in cash and cash equivalents (2,376) 27
Cash and cash equivalents at beginning of the period 12,039 11,755
Cash and cash equivalents at end of the period 9,663 11,782
Net cash flows from operating activities include:
Deposit interest received 3 100 166
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 2025 to 31 March 2026
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 2025 to 31 March 2026 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 2025. The financial statements for
the year ended 30 September 2025 were prepared in accordance with IFRS as
adopted by the EU and audited by KPMG Audit Limited, who issued an unqualified
audit opinion.
The financial information contained in the unaudited interim condensed
financial statements for the period 1 October 2025 to 31 March 2026 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 2025, 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.
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 IFRS 9 will be effective for accounting periods
beginning on or before 1 January 2026 and relate to the settlement of
liabilities through electronic payment systems and the classification of
financial assets with ESG and similar features. The Directors do not
anticipate that the adoption of these amendments will have a material impact
on the financial statements. The Company has elected not to early adopt the
amendments to IFRS 7 and IFRS 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 expenses 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 at present do not
anticipate that it will have a material impact on the financial statements
other than to the presentation of the statement of comprehensive income.
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 the 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 meet the criteria to be classified as held for sale under
IFRS 5.
This judgement considers the Company's position as an investment entity and
whether it is disposing of the entirety of its immediate investments. Current
disposal processes under the Company's capital allocation policy, including
disposals of underlying assets, are expected to result in repayment or
refinancing of loan exposures, rather than a sale of the Company's immediate
investments.
Future sales of immediate investments would be assessed against IFRS 5 when
relevant.
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 the extent of investment activities (refer
to note 11 of the annual report and financial statements for the year ended 30
September 2025).
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
2026 2025
£'000 £'000
Channel Islands 100 166
United Kingdom 24,092 8,359
Total 24,192 8,525
3. Operating income
The table below analyses the Company's operating income for the period per
investment type:
31 March 31 March
2026 2025
£'000 £'000
Interest on cash and cash equivalents 100 166
Other income 100 166
Net changes in fair value of financial assets and derivative financial 24,092 8,359
instruments at fair value through profit or loss
Total 24,192 8,525
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
2026 2026 2025 2025
£'000 £'000 £'000 £'000
Loan interest received 19,536 24,369
Loan interest capitalised 6,576 9,983
Total loan interest income 26,112 34,352
Unrealised gains on financial assets at fair value through profit or loss 15,213 14,149
Unrealised losses on financial assets at fair value through profit or loss (14,648) (37,629)
Total net unrealised gains/(losses) on financial assets at fair value 565 (23,480)
through profit or loss
Realised losses on disposal of financial assets at fair value through - (2,330)(1)
profit or loss
Total net unrealised gains/(losses) on financial assets at fair value 565 (25,810)(1)
through profit or loss
Total net gains on financial assets at fair value through profit or loss 26,677 8,542
Unrealised (losses)/gains on derivative financial instruments at fair (1,703) 91
value through profit or loss
Settlement from derivative financial instruments at fair value (882) (274)
through profit or loss
Net losses on derivative financial instruments at fair value through (2,585) (183)
profit or loss
Net changes in fair value of financial assets and derivative financial 24,092 8,359
instruments at fair value through profit or loss
1. Does not include any contingent consideration.
4. Taxation
Profits arising in the Company for the period 1 October 2025 to 31 March 2026
are subject to tax at the standard rate of 0% (31 March 2025: 0%) in
accordance with the Income Tax (Jersey) Law 1961, as amended.
5. Dividends
Dividends paid for the six month period to 31 March 2026 were 3.50 pence per
share (31 March 2025: 3.50 pence per share) as follows:
Period ended 31 March 2026 Period ended 31 March 2025
Quarter ended Dividend Pence £'000 Pence £'000
Current period dividends
31 March 2026/25(1) Second interim dividend 1.75 - 1.75 -
31 December 2025/24 First interim dividend 1.75 14,595 1.75 15,099
Total 3.50 14,595 3.50 15,099
Prior period dividends
30 September 2025/24 Fourth interim dividend 1.75 14,629 1.75 15,187
30 June 2025/24 Third interim dividend 1.75 - 1.75 -
Total 3.50 14,629 3.50 15,187
Dividends in statement of changes in equity 29,224 30,286
Dividends in cash flow statement 29,224 30,286
1. On 27 April 2026, the Company announced a second interim dividend of 1.75
pence per ordinary share, amounting to £14.3 million which will be paid on or
around 8 June 2026 to ordinary shareholders on the register at 8 May 2026.
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 2026
Basic and diluted earnings per ordinary share 17,041 834,223,876 2.04
Period ended 31 March 2025
Basic and diluted earnings per ordinary share 388 863,607,680 0.04
7. Other payables and accrued expenses
(Audited)
31 March 30 September
2026 2025
£'000 £'000
Investment advisory fees 1,824 1,925
Other payables and accrued expenses 1,187 986
Total 3,011 2,911
8. Interest bearing loans and borrowings
(Audited)
31 March 30 September
2026 2025
£'000 £'000
Revolving credit facility 27,000 20,000
Unamortised arrangement fees (447) (701)
Total 26,553 19,299
The table below analyses movements over the period:
(Audited)
31 March 30 September
2026 2025
£'000 £'000
Opening balance 19,299 55,790
Changes from cash flows
Proceeds from revolving credit facility 23,000 33,000
Repayment of revolving credit facility (16,000) (70,000)
Non-cash changes
Amortisation of loan arrangement fees 254 509
Closing balance 26,553 19,299
On 16 February 2024, the Company entered into a secured RCF of £150.0 million
with AIB Group (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 February 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 2026, the total amount drawn on the RCF was
£27.0 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 value(1) and interest cover(1) 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 2026.
1. APM - for definition and calculation methodology, refer to the APMs section
below.
9. Authorised and issued share capital
(Audited)
31 March 2026 30 September 2025
Number of Number of
Share capital £'000 shares 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 (47,784,236) (478) (16,985,019) (170)
Shares repurchased (10,214,700) (102) (30,799,217) (308)
Total shares repurchased and held in treasury (57,998,936) (580) (47,784,236) (478)
Total ordinary share capital excluding treasury shares 826,798,733 8,268 837,013,433 8,370
Share capital is representative of the nominal amount of the Company's
ordinary shares in issue.
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
2026 2025
Share premium £'000 £'000
Premium on ordinary shares issued and fully paid:
Opening balance 836,414 858,965
Premium on equity shares issued through:
Share repurchases (7,511) (22,505)
Share repurchase costs (15) (46)
Dividends (14,629) -
Total 814,259 836,414
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 2026, the Company's issued share capital comprised 884,797,669
ordinary shares (30 September 2025: 884,797,669), of which 57,998,936 (30
September 2025: 47,784,236) 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 31 March 2025, the Company entered into a 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 electricity/baseload for the purpose of hedging
electricity price market movements, in cases where the Company has stepped
into projects and/or has direct exposure through its investment structure. The
commodity swap agreement expired on 30 September 2025 and was settled in
October 2025 in line with the contractual terms.
On 30 September 2025, the Company entered into two new commodity swap
agreements with Axpo under the ISDA Master Agreement framework for risk
management purposes, which includes full right of set off. The derivative
financial instruments comprise commodity swaps on electricity generation for
the purpose of hedging market movements in electricity prices for two Northern
Irish wind projects. The commodity swap agreement is due to expire on 30
September 2026.
On 1 October 2025, the Company entered into a new commodity swap agreement
with Axpo 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 for three commercial solar
projects. The commodity swap agreement expired on 31 March 2026 and was
settled in April 2026 in line with the contractual terms.
On 31 March 2026, the Company entered into three new commodity swap agreements
with Axpo under the ISDA Master Agreement framework for risk management
purposes, which includes full right of set off. The derivative financial
instrument comprises commodity swap contracts over UK power (baseload
electricity) for the purpose of hedging electricity price market movements, in
cases where the Company has stepped into projects and/or has direct exposure
through its investment structure. The commodity swap agreement is due to
expire on 31 March 2027.
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 2025' 30 September 2025 13,176 MWh 3 MW
Commodity swap - electricity/baseload 'winter 2025/26' 31 March 2026 13,104 MWh 3 MW
Commodity swap - Irish power '12 month 2025/26' 30 September 2026 Variable output Variable output
Commodity swap - PPA hedge '12 month 2026/27' 31 March 2027 7,549 MWh 13 MW
Commodity swap - PPA hedge '12 month 2026/27' 31 March 2027 7,329 MWh 12 MW
Commodity swap - PPA hedge '12 month 2026/27' 31 March 2027 8,241 MWh 14 MW
(Audited)
31 March 30 September
2026 2025
£'000 £'000
Fixed
Summer 2025 (maturity 30 September 2025) £81.9/MWh - 177
Winter 2025/26 (maturity 31 March 2026) £80.8/MWh 180 1,058
12 month 2025/26 (maturity 30 September 2026) £76.5/MWh 5,397 11,406
12 month 2026/27 (maturity 31 March 2027) £63.5/MWh 479 -
12 month 2026/27 (maturity 31 March 2027) £63.5/MWh 523 -
12 month 2026/27 (maturity 31 March 2027) £63.5/MWh 465 -
Floating
Commodity Reference Price Index: summer 2025 Electricity N2EX UK Power Index Day Ahead - (145)
Commodity Reference Price Index: winter 2025/26 Electricity N2EX UK Power Index Day Ahead (213) (1,045)
Commodity Reference Price Index: 12 month 2025/26 SEMOpx Day Ahead (6,880) (11,665)
Commodity Reference Price Index: 12 month 2026/27 GB EPEX IDC RPD HH 30min index price (610) -
Commodity Reference Price Index: 12 month 2026/27 GB EPEX IDC RPD HH 30min index price (666) -
Commodity Reference Price Index: 12 month 2026/27 GB EPEX IDC RPD HH 30min index price (593) -
Fair value (1,917) (214)
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 a LTV(1) of 3.3% (30
September 2025: 2.4%).
1. APM - for definition and calculation methodology, refer to the APMs section
below.
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, supported by their low-volatility
characteristics and stable, long-term revenue streams, many of which are
underpinned by public sector counterparties or contracted cash flows.
Macro-economic conditions remain uncertain. UK inflation has moderated from
recent peaks but remains above the Bank of England's 2% target, with CPI
inflation rising to 3.3% in March 2026. The Bank of England has reduced
interest rates over the period, although monetary policy remains data
dependent, with the base rate maintained at 3.75% in April 2026.
Geopolitical tensions continue to present risks to global markets. Ongoing
instability in the Middle East and the war in Ukraine have contributed to
volatility in energy and commodity markets, with higher energy prices
continuing to affect inflation and financial conditions. Wider risks also
remain from supply chain disruption, geopolitical competition, and uncertainty
surrounding international trade policies and tariffs.
Despite these developments, the Board and the Investment Adviser believe the
Company's portfolio remains resilient. To date, geopolitical events have not
resulted in any material operational disruption to the Company's assets or
cash flows, although the indirect impact on inflation, energy pricing,
financing conditions and investor sentiment continues to be monitored closely.
There also remains uncertainty regarding future Government intervention in the
energy market and wider regulatory frameworks, which may affect the extent to
which forecast power prices are realised in practice. The Board and the
Investment Adviser continue to monitor policy developments closely and assess
their potential implications for the Company.
Climate risk
For the fourth 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 2025 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 2026
Change in discount rate 0.50% 0.25% 0.00% (0.25%) (0.50%)
Valuation of financial assets at fair value (£'000) 826,433 838,282 850,570 863,325 876,574
Change in valuation of financial assets at fair value through profit or loss (24,137) (12,289) - 12,755 26,004
(£'000)
At 31 March 2026, the discount rates used in the valuation of financial assets
ranged from 6.83% to 13.98%, with a rate of 25.00% being applied to one
financial asset due to changes in the perceived risk associated with this
project, representing 0.63% of the portfolio.
30 September 2025 (audited)
Change in discount rate 0.50% 0.25% 0.00% (0.25%) (0.50%)
Valuation of financial assets at fair value (£'000) 834,304 846,402 858,942 871,950 885,457
Change in valuation of financial assets at fair value through profit or loss (24,637) (12,540) - (13,009) (26,515)
(£'000)
At 30 September 2025, the discount rates used in the valuation of financial
assets ranged from 6.83% to 13.10%, with a rate of 25.00% being applied to one
financial asset due to changes in the perceived risk associated with the
project, representing 0.63% of the portfolio.
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 2026, the Company had not entered into any interest rate swap
contracts (30 September 2025: 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 RCF 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 £27.0 million (31 March 2025: £41.0
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 2026
Change in interest rates 3.0% 2.0% 1.0% 0.0% (1.0%) (2.0%) (3.0%)
Interest expense (£'000) 1,178 1,043 908 773 638 503 368
Change in interest expense (£'000) 405 270 135 - (135) (270) (405)
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)
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 £860.2 million (30 September 2025:
£871.0 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 the
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 greater.
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 the Board, the public sector generally has both the
ability and willingness to support the obligations of these entities.
Electricity market prices remain volatile and continue to be influenced by
geopolitical developments, fluctuations in gas prices, supply and demand
dynamics, renewable generation levels and ongoing regulatory reform. Recent
instability in the Middle East has contributed to renewed volatility in
global energy markets and uncertainty around future wholesale power prices.
The Company retains exposure to certain electricity suppliers through offtake
arrangements with renewable project borrowers. While the energy crisis after
the Russian invasion of Ukraine led to the failure of a number of suppliers
across the UK market, the Company has not been materially impacted by supplier
failures or related counterparty defaults to date.
The Board and the Investment Adviser continue to monitor counterparty credit
quality, electricity market developments, and potential regulatory changes
that may affect portfolio revenues and operations.
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.
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 2026 £'000 £'000 £'000 £'000 £'000
Financial assets
Cash and cash equivalents 9,663 - - - 9,663
Other receivables and prepayments - - 162 - 162
Financial assets at fair value through profit or loss 5,903 82,450 91,641 1,741,695 1,921,689
Total financial assets 15,566 82,450 91,803 1,741,695 1,931,514
Non derivative financial liabilities
Other payables and accrued expenses - (3,011) - - (3,011)
Interest bearing loans and borrowings (198) (402) (28,517) - (29,117)
Derivative financial instruments at fair value through profit or loss
Inflows - 2,140 2,239 1,468 5,847
Outflows (313) (2,728) (2,854) (1,869) (7,764)
Total financial liabilities (511) (4,001) (29,132) (401) (34,045)
Net exposure 15,055 78,449 62,671 1,741,294 1,897,469
One to Three to Greater than
Less than three twelve twelve
one month months months months Total
30 September 2025 (audited) £'000 £'000 £'000 £'000 £'000
Financial assets
Cash and cash equivalents 12,039 - - - 12,039
Other receivables and prepayments - - 168 - 168
Financial assets at fair value through profit or loss 8,925 42,739 117,725 1,745,418 1,914,807
Total financial assets 20,964 42,739 117,893 1,745,418 1,927,014
Non derivative financial liabilities
Other payables and accrued expenses - (2,911) - - (2,911)
Interest bearing loans and borrowings (179) (352) (1,573) (22,899) (25,003)
Derivative financial assets at fair value through profit or loss
Inflows 32 - 13 - 45
Outflows (24) (55) (180) - (259)
Total financial liabilities (171) (3,318) (1,740) (22,899) (28,128)
Net exposure 20,793 39,421 116,153 1,722,519 1,898,886
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 Axpo 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 SEMOpx and the
GB EPEX IDC RPD HH 30min index price. 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 2026 2025
hierarchy £'000 £'000
Financial assets at fair value through profit or loss
Loan notes Level 3 850,570 858,942
Financial liabilities at fair value through profit or loss
Derivative financial instruments at fair value through profit or loss Level 2 (1,917) (214)
Discount rates between 6.83% and 13.98% (30 September 2025: 6.83% and 13.10%)
were applied to investments categorised as Level 3, with a rate of 25.00% (30
September 2025: 25.00%) applied to one financial asset due to changes in the
perceived risk associated with this one project, representing 0.63% 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
the end of the period:
(Audited)
31 March 30 September
2026 2025
£'000 £'000
Opening balance 858,942 960,023
Purchases of financial assets at fair value through profit or loss 8,661 24,652
Repayments of financial assets at fair value through profit or loss (17,598) (76,182)
Net realised losses on investments at fair value through profit or loss - (2,335)
Unrealised gains on investments at fair value through profit or loss(1) 15,213 13,540
Unrealised losses on investments at fair value through profit or loss (14,648) (60,756)
Closing balance 850,570 858,942
1. Includes principal indexation of £0.2 million (30 September 2025: £0.2
million) applied to certain loans.
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
2026 2025
Purchases £'000 £'000
Purchases of financial assets at fair value through profit or loss (8,661) (13,049)
Loan interest capitalised 6,576 9,983
Purchases of financial assets at fair value through profit or loss in 2,085 3,066
statement of cash flows
31 March 31 March
2026 2025
Repayments £'000 £'000
Repayments of financial assets at fair value through profit or loss 17,598 44,403
Repayments of financial assets at fair value through profit or loss in 17,598 44,403
statement of cash flows
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.
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 Directors' fees incurred
in the period, which totalled £232,000 (31 March 2025: £245,000), and
Directors' expenses incurred in the period, which totalled £3,700 (31 March
2025: £9,700). This is in line with the Directors' remuneration policy as
disclosed in the 2025 annual report. At 31 March 2026, liabilities in respect
of these services amounted to £114,000 (30 September 2025: £129,000).
At 31 March 2026, the Directors, together with their family members, held the
following shares in the Company:
(Audited)
31 March 2026 30 September 2025
Shares % of total Shares % of total
Director held voting rights held voting rights
Andrew Didham 204,015 0.025 176,414 0.021
Heather Bestwick 20,000 0.002 - -
Steven Wilderspin 15,000 0.002 15,000 0.002
Dawn Crichard 126,885 0.015 94,472 0.011
Alex Yew 100,000 0.012 100,000 0.012
Ian Brown 46,116 0.006 46,116 0.006
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 relations 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'.
The Company entered into a side letter to the existing amended and restated
Investment Advisory Agreement on 18 December 2025, reflecting an arrangement
that the Investment Adviser is required to purchase shares in the secondary
market equivalent to 25% of their quarterly fee. This arrangement is in
respect of eight consecutive quarters from 30 June 2025 to and including the
quarter ending 31 March 2027. Such shares acquired pursuant to this
arrangement may not be sold, transferred or otherwise disposed of by the
Investment Adviser for a period of two years from the date of acquisition,
other than in the limited circumstances expressly permitted under the side
letter.
· On 6 November 2025, the Investment Adviser acquired 662,000
ordinary shares in the secondary market in relation to fees payable for the
quarter ended 30 June 2025 for a consideration of £480,612.
· On 15 and 16 December 2025, the Investment Adviser acquired 400,000
and 265,000 ordinary shares respectively in the secondary market in relation
to fees payable for the quarter ended 30 September 2025 for a consideration of
£479,245.
· On 3 March 2026, the Investment Adviser acquired 618,000 ordinary
shares in the secondary market in relation to fees payable for the quarter
ended 31 December 2025 for a consideration of £469,980.
Under the terms of the Investment Advisory Agreement, the notice period for
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, 1%
of the value of any transactions entered into by the Company (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 £3,718,000 (31 March 2025:
£4,002,000) in respect of investment advisory fees, marketing fees and
transaction management and documentation services, and £9,200 (31 March 2025:
£3,100) in respect of expenses. At 31 March 2026, liabilities in respect of
these services amounted to £1,824,000 (30 September 2025: £1,925,000).
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 2026, the key management personnel of the
Investment Adviser, together with their family members, directly or indirectly
held 934,411 ordinary shares in the Company, equivalent to 0.113% of the
issued share capital (30 September 2025: 932,719 ordinary shares, 0.111% of
the issued share capital).
13. Subsequent events after the reporting date
The following events occurred post period end:
· On 27 April 2026, the Company declared a second interim dividend of
1.75 pence per ordinary share, amounting to £14.3 million, which was paid on
8 June 2026 to ordinary shareholders who were recorded on the register at
close of business on 8 May 2026.
· The Company made two advances totalling £0.5 million. The Company
received repayments totalling £20.5 million in respect of seven investments.
· The Company drew down an amount of £15.0 million and repaid an
aggregate amount of £15.0 million on the RCF, resulting in a total
drawn amount of £27.0 million.
· The Company repurchased a further 13.70 million ordinary shares,
which are held in treasury.
· The Company entered into a new commodity swap agreement with Axpo
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 commenced on 1 April 2026 and will expire on 30
September 2026.
· The Company entered into two new commodity swap agreements with
Axpo under the ISDA Master Agreement framework for risk management purposes,
which includes full right of set-off. The derivative financial instruments
comprise commodity swaps on electricity generation for the purpose of hedging
market movements in electricity prices for two Northern Irish wind projects.
The commodity swap agreement is due to commence on 30 September 2026 and will
expire on 30 September 2027.
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 2025 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 2025.
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 earnings(1) 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
2026 2025
£'000 £'000
Adjusted net earnings per share(2) 3.4 3.3
Dividend per share 3.5 3.5
Times covered 1.0 0.9
Adjusted net earnings per share
The Company's adjusted net earnings(1) divided by the weighted average number
of shares.
31 March 31 March
2026 2025
£'000 £'000
Adjusted net earnings(1) 28,277 28,361
Weighted average number of shares 834,223,876 863,607,680
Adjusted net earnings per share 3.4 3.3
1. APM - refer to relevant APM below for further information.
2. APM - refer to relevant APM above for further information.
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
2026 2025
£'000 £'000
Capitalised (planned) 6,217 7,187
Capitalised (unscheduled) 359 2,796
Loan interest capitalised 6,576 9,983
Capitalised amounts subsequently settled as part of repayments (4,686) (4,924)
Adjusted loan interest capitalised 1,890 5,059
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
2026 2025
£'000 £'000
Loan interest received 19,536 24,369
Capitalised amounts settled as part of final repayment or disposal proceeds - 2,850
Capitalised amounts subsequently settled as part of repayments 4,686 4,924
Adjusted loan interest received 24,222 32,143
Adjusted net earnings
In respect of a period, a measure of the loan interest accrued(1) by the
portfolio less total expenses and finance costs. This metric is used in the
calculation of adjusted earnings cover(2).
31 March 31 March
2026 2025
£'000 £'000
Total profit and comprehensive income 17,041 388
Less: income/gains on financial assets at fair value through profit or loss (26,677) (8,542)
Add: losses on derivative financial instruments at fair value through profit 2,585 183
or loss
Less: other operating income (100) (166)
Add: loan interest accrued(1) 35,428 36,498
Adjusted net earnings 28,277 28,361
1. APM - refer to relevant APM above for further information.
2. APM - refer to relevant APM above for further information.
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, being cumulative historic written-off principal together with
current unrealised negative fair value positions, divided by total capital
invested since IPO and expressed as a time-weighted annual percentage.
31 March 31 March
2026 2025
£'000 £'000
Total aggregate downward revaluations since IPO (154,860) (127,378)
Total invested capital since IPO 1,980,773 1,960,509
Percentage (annualised) 0.52% 0.46%
Average NAV
The average of the six net asset valuations calculated monthly over the
relevant period.
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 2026 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
2026 2025
£'000 £'000
Earnings per share 2.04 0.04
Dividend per share 3.50 3.50
Times covered 0.58 0.01
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 earnings(1).
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.
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.
1. APM - refer to relevant APM above for further information
Glossary of key terms
Adjusted earnings cover
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
Capture price
The actual electricity price achieved by a generator in the market
CfD
Contract-for-difference
CIF Law
Collective Investment Funds (Jersey) Law 1988
Company
GCP Infrastructure Investments Limited
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
CPS
Carbon price support
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 Audit Limited
LBCM
Lloyds Bank Corporate Markets plc
Loan interest accrued
Refer to APMs section above
Loan to value ("LTV")
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 Group (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 Index 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 (http://www.gcpinfra.co.uk)
Directors
Andrew Didham (Chairman)
Heather Bestwick (Senior Independent Director)
Steven Wilderspin
Dawn Crichard
Alex Yew
Ian Brown
Administrator, Company Secretary and registered office of the Company
Apex Financial Services (Alternative Funds) Limited
IFC 5
St Helier
Jersey JE1 1ST
Tel: +44 (0)1534 722787
Adviser on English law
Stephenson Harwood LLP
1 Finsbury Circus
London EC2M 7SH
Adviser 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
Canaccord Genuity Limited
88 Wood Street
London EC2V 7QR
Tel: +44 (0) 20 7523 8000
RBC Capital Markets
100 Bishopsgate
London EC2N 4AA
Independent Auditor
KPMG Audit 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 Limited
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
Robyn MacHugh
Cameron Gardner
RBC Capital Markets +44 (0)20 7653 4000
Matthew Coakes
Elizabeth Evans
Canaccord Genuity Limited +44 (0)20 7523 8000
Edward Gibson-Watt
Stuart Andrews
Elizabeth Halley-Stott
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.
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