Trading Update
26/07/2023 07:00
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RNS Number : 1696H Gresham House PLC 26 July 2023
26 July 2023
Gresham House plc
("Gresham House", the "Company" or the "Group")
Trading update
Continued progress in H1: AUM +5% to £8.3bn
Gresham House, the specialist alternative asset manager, is pleased to
announce a trading update for the six-month period to 30 June 2023 1 (#_ftn1)
.
Trading review
Despite the continued challenging economic backdrop, AUM increased by £0.5
billion to £8.3 billion (+5%) in H1, from £7.8 billion (31 December 2022),
ahead of the Group's five-year 'GH25' financial and strategic plan. Adjusted
operating profit and margin are expected to be in line with the Board's
expectations for the six months to 30 June 2023 and the full year to 31
December 2023.
The Group continues to focus on driving long-term and sustainability-focused
returns through organic and acquisitive growth.
Funds raised
During the period, there were several successful fundraises:
· The Sustainable Infrastructure ('BSIF II') strategy secured a
total of £80 million in investment from Bedfordshire Pension Fund and
Staffordshire Pension Fund in H1 2023. This interim close brings total capital
raised for BSIF II and its side-car funds to over £400 million, with a final
close expected by the end of Q3 2023.
· Gresham House Energy Storage Fund plc ('GRID') raised a further
£50 million to support its first international acquisition of a 160 MW of
solar and collocated four-hour battery energy storage system projects in
California.
· Centrica announced a commitment of £65 million into the new
Gresham House Secure Income Renewable Energy & Storage LP ('SIRES').
· The Baronsmead VCTs announced a successful £50 million fundraise
which will be used to target new investment opportunities in the short to
medium term and to continue to support the capital requirements of existing
portfolio companies.
· The Public Equity division has also continued to perform well in
a challenging environment with positive net inflows in the open-ended funds in
the first half of the year.
Recommended Final(2) Cash Offer for Gresham House
On 17 July 2023, the Boards of Gresham House and Seed Bidco Limited ("Bidco"),
a newly incorporated entity formed by funds advised by Searchlight Capital
Partners, L.P. and its affiliates for the purposes of making an offer for
Gresham House, announced that they had reached agreement on the terms of a
recommended final(2) cash offer for the entire issued and to be issued share
capital of Gresham House by Bidco. This proposed acquisition (the
"Acquisition") is expected to become effective in late 2023 or early 2024. The
full announcement can be viewed here (https://greshamhouse.com/ghe-plc-offer/)
.
Tony Dalwood, Chief Executive of Gresham House, said:
"While market conditions in H1 2023 remained challenging, Gresham House
delivered continued growth, with further progress in its GH25 strategy and an
increase in AUM to £8.3bn."
1. Unaudited
2. The financial terms of the acquisition are final and will not be increased,
except that Bidco reserves the right to increase the acquisition price where:
(i) there is an announcement of a possible offer or a firm intention to make
an offer for Gresham House by any third party; or (ii) the Panel on Takeovers
and Mergers otherwise provides its consent.
Ends
For more information contact:
Gresham House plc +44 (0)20 3837 6271
Tony Dalwood, Chief Executive
Kevin Acton, Chief Financial Officer
Houston gh@houston.co.uk (mailto:gh@houston.co.uk)
Alexander Clelland +44 (0)20 4529 0549
Kay Larsen
Kelsey Traynor
Canaccord Genuity Limited - Nominated Adviser and Joint Broker +44 (0)20 7523 8000
Bobbie Hilliam
Harry Pardoe
Jefferies International Limited - Financial Adviser and Joint Broker +44 (0)20 7029 8000
Paul Nicholls
James Umbers
About Gresham House
Gresham House is a specialist alternative asset management group, dedicated to
sustainable investments across a range of strategies, with expertise across
forestry, housing, sustainable infrastructure, renewable energy and battery
storage, public and private equity.
Our origins stretch back to 1857, while our focus is on the future and the
long term. Quoted on the London Stock Exchange (GHE:LN) we actively manage
c.£8.3 billion of assets on behalf of institutions, family offices, charities
and endowments, private individuals, and their advisers. We act responsibly
within a culture of empowerment that encourages individual flair and
entrepreneurial thinking.
As a signatory to the UN-supported Principles for Responsible Investment, we
are committed to operating responsibly and sustainably. We believe taking the
long view in delivering sustainable investment solutions will continue to be a
growing factor in the strength of our market positioning.
www.greshamhouse.com (http://www.greshamhouse.com)
This announcement contains inside information for the purposes of article 7 of
the Market Abuse Regulation (EU) 596/2014 as amended by regulation 11 of the
Market Abuse (Amendment) (EU Exit) Regulations 2019/310. With the publication
of this announcement, this information is now considered to be in the public
domain.
Dealing and Opening Position Disclosure Requirements of the Takeover Code (the
"Code")
Under Rule 8.3(a) of the Code, any person who is interested in 1 per cent. or
more of any class of relevant securities of an offeree company or of any
securities exchange offeror (being any offeror other than an offeror in
respect of which it has been announced that its offer is, or is likely to be,
solely in cash) must make an Opening Position Disclosure following the
commencement of the Offer Period and, if later, following the announcement in
which any securities exchange offeror is first identified.
An Opening Position Disclosure must contain details of the person's interests
and short positions in, and rights to subscribe for, any relevant securities
of each of (i) the offeree company and (ii) any securities exchange
offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a)
applies must be made by no later than 3.30 p.m. (London time) on the 10th
Business Day following the commencement of the Offer Period and, if
appropriate, by no later than 3.30 p.m. (London time) on the 10th Business Day
following the announcement in which any securities exchange offeror is first
identified. Relevant persons who deal in the relevant securities of the
offeree company or of a securities exchange offeror prior to the deadline for
making an Opening Position Disclosure must instead make a Dealing Disclosure.
Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1
per cent. or more of any class of relevant securities of the offeree company
or of any securities exchange offeror must make a Dealing Disclosure if the
person deals in any relevant securities of the offeree company or of any
securities exchange offeror. A Dealing Disclosure must contain details of the
dealing concerned and of the person's interests and short positions in, and
rights to subscribe for, any relevant securities of each of (i) the offeree
company and (ii) any securities exchange offerors, save to the extent that
these details have previously been disclosed under Rule 8. A Dealing
Disclosure by a person to whom Rule 8.3(b) applies must be made by no later
than 3.30 p.m. (London time) on the Business Day following the date of the
relevant dealing.
If two or more persons act together pursuant to an agreement or understanding,
whether formal or informal, to acquire or control an interest in relevant
securities of an offeree company or a securities exchange offeror, they will
be deemed to be a single person for the purpose of Rule 8.3 of the Code.
Opening Position Disclosures must also be made by the offeree company and by
any offeror and Dealing Disclosures must also be made by the offeree company,
by any offeror and by any persons acting in concert with any of them (see
Rules 8.1, 8.2 and 8.4 of the Code).
Details of the offeree and offeror companies in respect of whose relevant
securities Opening Position Disclosures and Dealing Disclosures must be made
can be found in the Disclosure Table on the Panel's website at
www.thetakeoverpanel.org.uk, including details of the number of relevant
securities in issue, when the Offer Period commenced and when any offeror was
first identified. You should contact the Panel's Market Surveillance Unit on
+44 (0)20 7638 0129 if you are in any doubt as to whether you are required to
make an Opening Position Disclosure or a Dealing Disclosure.
In accordance with the Code, normal United Kingdom market practice and Rule
14e-5(b) of the US Exchange Act, Rothschild & Co, Dean Street Advisers,
Evercore, Blackdown Partners, Canaccord and Jefferies and their respective
affiliates may continue to act as exempt principal traders in Gresham House
securities on AIM. These purchases and activities by exempt principal traders
which are required to be made public in the United Kingdom pursuant to the
Code will be reported to a Regulatory Information Service and will be
available on the London Stock Exchange website at www.londonstockexchange.com.
This information will also be publicly disclosed in the United States to the
extent that such information is made public in the United Kingdom.
Forward-looking statements
This announcement contains or may contain certain forward-looking statements.
These statements are often, but not always, made through the use of words or
phrases such as "believe," "anticipate," "could," "may," "would," "should,"
"intend," "plan," "potential," "predict," "will," "expect," "estimate,"
"project," "positioned," "strategy," "outlook", "target" and similar
expressions. These include statements regarding our intentions, beliefs or
current expectations concerning, amongst other things, our results of
operations, financial condition, liquidity, prospects, growth, strategies and
the economic and business circumstances occurring from time to time in the
countries and markets in which Gresham House plc operates.
All such forward-looking statements involve estimates and assumptions that are
subject to risks, uncertainties and other factors that could cause actual
future financial condition, performance and results to differ materially from
the plans, goals, expectations and results expressed in the forward-looking
statements and other financial and/or statistical data within this
communication. Among the key factors that could cause actual results to differ
materially from those projected in the forward-looking statements are
uncertainties related to the following: the failure to realise contemplated
synergies and other benefits from mergers and acquisitions; the effect of
mergers, acquisitions and divestitures on Gresham House plc's operating
results and businesses generally; the impact of adverse domestic or
international legislation and regulation; changes in domestic or international
tax laws and rates; adverse litigation and dispute outcomes and the effect of
such outcomes on Gresham House plc's financial condition; changes or
differences in domestic or international economic or political conditions; the
ability to obtain price increases and the impact of price increases on client
affordability thresholds; adverse decisions by domestic or international
regulatory bodies; the impact of market size reduction and clients
down-trading; translational and transactional foreign exchange rate exposure;
the ability to maintain credit ratings; the ability to develop, produce or
market new alternative products and to do so profitably; the ability to
effectively implement strategic initiatives and actions taken to increase
sales growth; the ability to enhance cash generation and pay dividends and
changes in the market position, businesses, financial condition, results of
operations or prospects of Gresham House plc.
It is believed that the expectations reflected in this announcement are
reasonable but they may be affected by a wide range of variables that could
cause actual results to differ materially from those currently anticipated.
Past performance is no guide to future performance and persons needing advice
should consult an independent financial adviser. The forward-looking
statements in this announcement reflect knowledge and information available at
the date of preparation of this announcement and Gresham House plc undertakes
no obligation to update or revise these forward-looking statements, whether as
a result of new information, future events or otherwise. Readers are cautioned
not to place undue reliance on such forward-looking statements.
No statement in this communication is intended to be, nor should be construed
as, a profit forecast or a profit estimate and no statement in this
communication should be interpreted to mean that earnings per share of Gresham
House plc for the current or any future financial periods would necessarily
match, exceed or be lower than the historical published earnings per share of
Gresham House plc.
No Offer or Solicitation
This announcement is for information purposes only and is not intended to and
does not constitute, or form part of, an offer to sell or an invitation to
purchase any securities or the solicitation of an offer to buy, otherwise
acquire, subscribe for, sell or otherwise dispose of any securities, pursuant
to the Acquisition or otherwise, nor shall there be any purchase, sale,
issuance or exchange of securities or such solicitation in any jurisdiction in
which such offer, solicitation, sale, issuance or exchange would be unlawful
prior to the registration or qualification under the laws of such
jurisdiction. The Acquisition will be made solely by means of the scheme
document or any document by which the Acquisition is made which will contain
the full terms and conditions of the Acquisition, including details of how to
vote in respect of the Acquisition.
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