REG - Hydrogen Cap Gwth - Half-year Financial Report
13/11/2025 07:00
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RNS Number : 3230H Hydrogen Capital Growth PLC 13 November 2025
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION
Hydrogen Capital Growth Plc
Half-yearly Report 30 June 2025
Investing in clean hydrogen for a climate-positive impact
Company Overview
Hydrogen Capital Growth Plc ("HGEN", the "Company") is the first London-listed
fund investing in clean hydrogen for a positive environmental impact.
The Company was launched in 2021 with an investment objective to deliver an
attractive level of capital growth by investing, directly or indirectly, in a
diversified portfolio of hydrogen and complementary hydrogen focussed assets
whilst integrating core ESG principles into its decision making and ownership
process. The Company is an Article 9 climate impact fund under the Sustainable
Finance Disclosure Regulation.
In July 2025, the Company announced a change of investment adviser to RWC
Asset Management LLP ("Redwheel") and a change of Alternative Investment Fund
Manager ("AIFM") to Global Fund Management Services Limited ("GFM"), along
with a recommendation to shareholders to pursue a managed realisation of the
Company's remaining assets ("Managed Realisation").
Key metrics
At 30 June 2025 At 31 December 2024 % change
Net asset value ("NAV") per Ordinary Share 41.48p 90.39p (54.1)
NAV £53.4m £116.4m (54.1)
Ordinary Share price 27.45p 21.65p 26.8
Market capitalisation £35.4m £27.9m 26.9
Ordinary Share price discount to NAV(1) 33.8% 76.0%
Ongoing charges(1) 2.84% 2.53%
1 These are alternative performance measures
Alternative Performance Measures ("APMs")
The disclosures above are considered to represent the Company's APMs.
Definitions of these APMs and other performance measures used by the Company,
together with how these measures have been calculated, can be found at the end
of this report.
Simon Hogan, Chair of the Company said:
"The period under review and beyond has been highly challenging for the
Company and its portfolio leading to HGEN's significantly changed position
today. The Board, its advisers and more recently, the new investment adviser
have been highly proactive in addressing these challenges and we are
intensively engaged in securing the best outcome for our Shareholders which I
detail in full in my Chair's statement below.
The Company has convened a General Meeting on 1 December 2025 to approve the
managed wind down policy and the Board unanimously recommends that
Shareholders vote in favour of the resolutions to be proposed."
Chair's statement
On behalf of the Board, I set out the fourth Interim Report of the Company,
covering the six-month period to 30 June 2025 and the Company's financial
position at that date.
The period under review and beyond has seen significant change in both the
Company's own position and the sector in which it invests. Whilst during the
first half of 2025, there were reasons to be optimistic with regard to the
Company's portfolio and prospects, it has become an increasingly challenging
environment for our portfolio companies and indeed our own position,
particularly in relation to the Company's cash constraints.
It has been the case for some time that the Company has not been in a position
to provide additional funding or investment to any of its portfolio companies,
and this persisted through the period. Furthermore, the Company's working
capital has become increasingly constrained through general running expenses.
The previously announced deal with Cordiant Capital (to acquire the prior
investment adviser) was expected to have some potential benefit to the Company
through the scale, optionality and support that a larger asset manager can
bring. However, as announced in April 2025, that transaction unfortunately did
not proceed.
As I stated at the time of the Annual Report and Accounts for the year ended
31 December 2024, the Board had begun looking at a range of options for the
Company. The Company subsequently appointed Shore Capital as Financial Adviser
and Broker in May 2025 to assist the Board in exploring a number of options.
These ranged from the sale of one or more investments to a strategic investor;
a similar transaction to that envisaged with Cordiant Capital with another
asset manager; other funds (whether public or private) to co-invest with or
enter into an alternative transaction with the Company; amongst other ideas.
During this time, the Board was also exploring cost-cutting measures with
regard to reducing ongoing running expenses to seek to preserve the Group's
cash which was £1.6m as at 30 June 2025. With the significant majority of the
Company's expenses being the previous investment advisory fee, focus was on
seeking to renegotiate that fee to secure a reduction. Unfortunately, the
Company's proposals to reduce the investment advisory fee, which it believed
would better reflect the current trends for similar fees in the market and
provide more alignment, were not agreed. In addition, from discussions with
other asset managers, an alternative was emerging - the potential to replace
the investment adviser entirely with an asset manager of larger scale and a
more competitive investment advisory fee. The Board has reviewed all service
contracts and renegotiations have taken place or are underway resulting in the
termination of some contracts and reductions in others. The Board continues to
monitor fund expenses closely.
At the same time, Shore Capital together with members of the Board, attended
site visits to a number of portfolio companies. Within a few weeks, visits had
been made to Bramble, Cranfield and HiiROC without the previous investment
adviser present. In addition, I also travelled to Estonia to see Elcogen's new
high volume solid oxide fuel cell and electrolyser plant in Tallinn. What
became very apparent from our visits and direct conversations with these
investee companies and their management teams, was that whilst potential for
these companies remained, they were, in a number of cases, in imminent need of
further funding. Whilst processes were ongoing in relation to potential
funding rounds or the potential sales of part or all of the businesses,
outcomes were looking distinctly uncertain, much more so than had been
previously conveyed to us as a Board.
As the preparations for the net asset value ("NAV") calculation (as at 30 June
2025) progressed, the Board was looking closely at assumptions being used in
the valuation process so that these could better reflect ongoing developments
in certain portfolio companies' positions. It was becoming increasingly clear
to the Board that there was a divergence of views with the previous investment
adviser with regard to the more conservative assumptions we, as a Board, felt
were appropriate in the circumstances. In the Board's view, certain of the
assumptions being proposed, whilst permitted by the relevant IPEV guidelines,
were too optimistic.
July 2025 also marked the fourth anniversary since the Company's IPO and the
first point at which the Company could serve notice on the previous investment
adviser. A review of the existing arrangements uncovered the ability for the
Company to terminate that agreement without needing to pay a sum in lieu of
notice. This provided the Company a viable window of opportunity to effect
change.
Without a reduction in the original investment advisory fee, the Company would
have had a cash runway until early in the fourth quarter of 2025. This,
together with the challenged valuation process outlined above and the
realisation that a sale of an investment or any of the other options were not
going to yield imminent results, meant that the change in investment adviser
was becoming not only compelling, but necessary. Balancing all of these
factors, the Board announced on 30 July 2025, that it had terminated the
existing arrangements with its previous Investment Adviser, HydrogenOne
Capital LLP and Alternative Investment Fund Manager, FundRock Management
Company (Guernsey) Limited, and appointed RWC Asset Management LLP
("Redwheel") as replacement Investment Adviser and Global Fund Management
Services Limited ("GFM") as replacement AIFM, along with the intention to
propose a managed realisation to shareholders. As an established investment
management firm with c.US$21 billion under management, experienced in advising
two London-listed investment trusts with combined net assets in excess of
£1.2 billion, Redwheel brings with it the scale and expertise in both public
and private markets.
Following their appointments, Redwheel and GFM commenced work on establishing
an independent reassessment of the Company's NAV as at 30 June 2025 including
the Board's appointment of an independent valuation agent to provide support
in assessing the value of the Company's investments.
The Redwheel team immediately began work meeting investee companies to obtain
information and fully understand the circumstances of each. Given the urgent
need for funding in certain of these businesses, this also meant joining
detailed negotiations in relation to certain portfolio companies with
fast-evolving situations. The handover information which the Company requested
from the previous investment adviser in early August relating to the Company's
portfolio of investments was unfortunately not forthcoming until early
September. Furthermore, the fast evolving situations within investee companies
created further material valuation uncertainty, particularly against the last
published NAV as at 31 March 2025. It became clear then that the publication
of the NAV as at 30 June 2025 would not then be achievable and as a
consequence the interim report would also be delayed. It was a combination of
these factors which led the Board to announce the temporary suspension to the
listing and trading of the Company's shares on 18 September 2025.
Whilst we are pleased to now be able to apply for the suspension of our shares
to be lifted, we are naturally extremely disappointed with the deterioration
in NAV which has impacted you, our Shareholders. The market for
hydrogen-related technology has weakened significantly over recent months and
the lack of funding available to our portfolio companies has clearly
demonstrated this. In one case (Bramble), we have seen our co-investors no
longer being willing to commit more capital to fund that company and, in
another case, a co-investor seeking to re-write historic investments (with new
security packages) in order to provide funding on terms extremely punitive to
other co-investors, (which was robustly challenged to seek to protect the
Company's interest). More detail on the portfolio companies can be found in
the Investment Adviser's Report.
We have now published the NAV for the period to 30 June 2025, with an
independent valuation having been carried out by the independent valuer we
engaged (a top tier global investment bank), alongside Redwheel's investment
team, before being reviewed by Redwheel's Valuation Committee and our new
AIFM, GFM, for final approval by the Board.
These valuations recognise increased discount rates when compared to
historical valuations. While this is necessary, it is a contributing factor to
the decline in NAV. Discount rates used in the valuations are corroborated by
relevant market data points and the Board's third-party expert opinion to
reflect the current prospects of the Company's assets. The weighted average
portfolio discount rate in March 2025 was 12.2 per cent. As of June 2025, the
weighted average discount rate was 22.9 per cent.
The Company's NAV as at 30 September 2025 has now also been completed (and
published separately) to bring the Company's valuation up to date. The
Company's 30 June 2025 and 30 September 2025 NAVs do reflect the challenged
circumstances some of our portfolio companies have been experiencing. We are
pleased that certain of these which had required funding have now secured the
capital needed.
As you will be aware, a circular to Shareholders was published on 29 October
2025 (the "Circular") with notice to convene a general meeting on 1 December
2025 (the "General Meeting") to seek approval for, inter alia, a change of
investment policy to that of a realisation strategy (the "Proposals"). Focus
will now be on securing as much value for our shareholders as possible through
a managed realisation process if approved by Shareholders.
I must emphasise that the Group's cash position remains challenged at the time
of writing, with cash of £1.1m as at 30 September, which gives working
capital until early in 2026. However, we are pursuing options that could
unlock funding for the Company, and the Board will update on this as and when
appropriate.
As a Board, we are intensively engaged in securing the best outcome for our
Shareholders. The Board considers that the Proposals set out in the Circular
are in the best interests of Shareholders as a whole. Accordingly, the Board
has unanimously recommended that Shareholders vote in favour of the
resolutions to be proposed at the General Meeting.
Simon Hogan
Chair
12 November 2025
Investment objective and policy
Proposed change of investment policy
The Company's current investment objective and policy are set out below,
however the Company is proposing to change this to a managed realisation
policy as further described in the circular to Shareholders published on 29
October 2025, with notice to convene a general meeting of the Company on 1
December 2025 to seek shareholder approval of such change. The Directors and
the Company's largest Shareholder, Ineos Energy, intend to vote in favour of
the relevant resolutions at the General Meeting.
Investment objective
The Company's investment objective is to deliver an attractive level of
capital growth by investing, directly or indirectly, in a diversified
portfolio of hydrogen and complementary hydrogen focussed assets whilst
integrating core ESG principles into its decision making and ownership
process.
Investment policy
The Company will seek to achieve its investment objective through investment
in a diversified portfolio of hydrogen and complementary hydrogen focussed
assets, with an expected focus in developed markets in Europe, North America,
the GCC and Asia Pacific, comprising:
i. assets that produce clean hydrogen;
ii. large scale energy storage assets;
iii. carbon capture, use and storage assets;
iv. hydrogen distribution infrastructure assets;
v. assets involved in hydrogen supply chains, such as electrolysers and
fuel cells; and
vi. businesses that utilise hydrogen applications such as transport, power
generation, feedstock and heat (together "Hydrogen Assets").
The Company intends to implement its investment policy through the acquisition
of hydrogen and complementary hydrogen focussed assets.
Private Hydrogen Assets
The Company invests in unquoted Hydrogen Assets, which may be operational
companies or hydrogen projects (completed or under construction) ("Private
Hydrogen Assets"). Investments are expected to be mainly in the form of
equity, although investments may be made by way of debt and/or convertible
securities. The Company may acquire a mix of controlling and non-controlling
interests in Private Hydrogen Assets, however the Company intends to invest
principally in non-controlling positions (with suitable minority protection
rights to, inter alia, ensure that the Private Hydrogen Assets are operated
and managed in a manner that is consistent with the Company's investment
policy).
Given the time frame required to fully maximise the value of an investment,
the Company expects that investments in Private Hydrogen Assets will be held
for the medium to long term, although short term disposals of assets cannot be
ruled out in exceptional or opportunistic circumstances. The Company intends
to re-invest the proceeds of disposals in accordance with the Company's
investment policy.
The Company observes the following investment restrictions, assessed at the
time of an investment, when making investments in Private Hydrogen Assets:
· no single Private Hydrogen Asset will account for more than 21
per cent. of Gross Asset Value;
· Private Hydrogen Assets located outside developed markets in
Europe, North America, the GCC and Asia Pacific will account for no more than
20 per cent. of Gross Asset Value; and
· at the time of an investment, the aggregate value of the
Company's investments in Private Hydrogen Assets under contract to any single
Offtaker will not exceed 40 per cent. of Gross Asset Value.
The Company will initially acquire Private Hydrogen Assets via HydrogenOne
Capital Growth Investments 1 LP (the 'HydrogenOne Partnership'), a wholly
owned subsidiary undertaking of the Company structured as an English limited
partnership which is controlled by the Company and advised by the Investment
Adviser. The HydrogenOne Partnership's investment policy and restrictions are
the same as the Company's investment policy and restrictions for Private
Hydrogen Assets and cannot be changed without the Company's consent. In due
course, the Company may acquire Private Hydrogen Assets directly or by way of
holdings in special purpose vehicles or intermediate holding entities
(including successor limited partnerships established on substantially the
same terms as the HydrogenOne Partnership) or, if the Company is considered a
'feeder fund' under the Listing Rules, other undertakings advised by the
Investment Adviser and, in such circumstances, the investment policy and
restrictions will also be applied on a look-through basis and such
undertaking(s) will also be managed in accordance with the Company's
investment policy.
Listed Hydrogen Assets
The Company also invests in quoted or traded Hydrogen Assets, which will
predominantly be equity securities but may also be corporate debt and/or other
financial instruments ("Listed Hydrogen Assets"). The Company is free to
invest in Listed Hydrogen Assets in any market or country with a market
capitalisation (at the time of investment) of at least US$100 million. The
Company's approach is to be a long-term investor and will not ordinarily adopt
short-term trading strategies. As the allocation to Private Hydrogen Assets
grows the Listed Hydrogen Assets are expected to include strategic equity
holdings derived from the listing of operational companies within the Private
Hydrogen Assets portfolio over time.
The Company observes the following investment restrictions, assessed at the
time of an investment, when making investments in Listed Hydrogen Assets:
· no single Listed Hydrogen Asset will account for more than 3 per
cent. of the Gross Asset Value;
· each Listed Hydrogen Asset must derive at least 50 per cent. of
revenues from hydrogen and/or related technologies; and
· the target allocation to Listed Hydrogen Assets will be
approximately 10 per cent or less of Gross Asset Value, subject to a maximum
allocation of 30 per cent of Gross Asset Value.
Cash
During the initial Private Hydrogen Asset investment period after a capital
raise and/or a realisation of a Private Hydrogen Asset, the Company intends to
hold the relevant net proceeds of such capital raise/realisation in cash (in
accordance with the Company's cash management policy set out below) pending
subsequent investment in Private Hydrogen Assets.
Investment restrictions
The Company, in addition to the investment restrictions set out above, comply
with the following investment restrictions when investing in Hydrogen Assets:
· the Company will not conduct any trading activity which is
significant in the context of the Company as a whole;
· the Company will, at all times, invest and manage its assets
i. in a way which is consistent with its object of spreading investment
risk; and
ii. in accordance with its published investment policy;
· the Company will not invest in other UK listed closed-ended
investment companies; and
· no investments will be made in companies or projects that
generate revenues from the extraction or production of fossil fuels (mining,
drilling or other such extraction of thermal coal, oil or gas deposits).
Compliance with the above restrictions is measured at the time of investment
and non-compliance resulting from changes in the price or value of Hydrogen
Assets following investment will not be considered as a breach of the
investment policy or restrictions.
Borrowing policy
The Company may take on debt for general working capital purposes or to
finance investments and/or acquisitions, provided that at the time of drawing
down (or acquiring) any debt (including limited recourse debt), total debt
will not exceed 25 per cent of the prevailing Gross Asset Value at the time of
drawing down (or acquiring) such debt. For the avoidance of doubt, in
calculating gearing, no account will be taken of any investments in Hydrogen
Assets that are made by the Company by way of a debt investment.
Gearing may be employed at the level of a special purpose vehicle ("SPV") or
any intermediate subsidiary undertaking of the Company (such as the
HydrogenOne Partnership) or, if the Company is considered a 'feeder fund'
under the Listing Rules, other undertakings advised by the Investment Adviser
in which the Company has invested or the Company itself. The limits on debt
shall apply on a consolidated and look-through basis across the Company, the
SPV or any such intermediate holding entities (such as the HydrogenOne
Partnership) or, if the Company is considered a 'feeder fund' under the
Listing Rules, other undertakings advised by the Investment Adviser in which
the Company has invested but intra-group debt will not be counted.
Gearing of one or more Hydrogen Assets in which the Company has a
non-controlling interest will not count towards these borrowing restrictions.
However, in such circumstances, the matter will be brought to the attention of
the Board who will determine the appropriate course of action.
Currency and hedging policy
The Company has the ability to enter into hedging transactions for the purpose
of efficient portfolio management. In particular, the Company may engage in
currency, inflation, interest rates, energy prices and commodity prices
hedging. Any such hedging transactions will not be undertaken for speculative
purposes.
Cash management
The Company may hold cash on deposit and may invest in cash equivalent
investments, which may include short-term investments in money market type
funds ("Cash and Cash Equivalents").
There is no restriction on the amount of Cash and Cash Equivalents that the
Company may hold and there may be times when it is appropriate for the Company
to have a significant Cash and Cash Equivalents position. In particular, the
Company anticipates holding cash to cover the near-term capital requirements
of the Pipeline of Private Hydrogen Assets and in periods of high market
volatility. For the avoidance of doubt, the restrictions set out above in
relation to investing in UK listed closed-ended investment companies do not
apply to money market type funds.
Investment Adviser's report
About the Investment Adviser
In July 2025, the Company announced a change of investment adviser to RWC
Asset Management LLP ("Redwheel") and a change of Alternative Investment Fund
Manager ("AIFM") to Global Fund Management Services Limited ("GFM"), along
with a recommendation to shareholders to pursue a managed realisation of the
Company's remaining assets ("Managed Realisation").
Redwheel is an established investment management firm with c.US$21 billion
under management, and is experienced in advising two London-listed investment
trusts with combined net assets in excess of £1.2 billion. Redwheel is a
global organisation with offices in London, Miami, Singapore and Copenhagen
and global sales and servicing coverage with a focus on active management.
Portfolio
Portfolio summary
The Company holds Private Hydrogen Assets through the Limited Partnership as
detailed below.
Company Country of incorporation Value of investment £'000
Private Hydrogen Assets held by the Limited Partnership at 30 June 2025
Sunfire SE Germany 23,785
Elcogen plc United Kingdom 8,300
HiiROC Limited United Kingdom 7,900
Strohm Holding BV The Netherlands 8,950
Bramble Energy Limited United Kingdom 274
Cranfield Aerospace Solutions Limited United Kingdom 2,750
Swift Hydrogen* United Kingdom 0
Total 51,959
Valuation
An independent third-party valuation agent has carried out fair market
valuations of the Private Hydrogen Assets at 30 June 2025, which have been
reviewed by the Investment Adviser's Valuation Committee and the AIFM, and the
Directors have satisfied themselves as to the methodology used and the
discount rates and key assumptions applied.
Private Hydrogen Assets at 30 June 2025 have been valued using either the
discounted cash flow ('DCF') methodology, recent third party investment, or
net asset values consistent with the International Private Equity and Venture
Capital Valuation ("IPEV") Guidelines.
Valuations are updated for all Private Hydrogen Assets on a quarterly basis
and approved by the AIFM, the Valuation Committee and the Board, and are
audited annually by the Company's auditor, KPMG.
* Swift Hydrogen has been reduced to zero to reflect the
likelihood of any value being recovered.
Hydrogen industry landscape
The outlook for the clean hydrogen sector is mixed. Global hydrogen demand
continues to grow but remains dominated by fossil-derived hydrogen for
traditional applications in the refining and chemical industries.
Despite this, final investment decisions in global clean hydrogen capacity are
set to nearly double in 2025. Global installed electrolyser capacity and green
hydrogen production is on track to more than double, although projections to
2030 have been downgraded. While clean hydrogen offtake agreements continue to
be signed, momentum is slowing. Global policy support for both production and
demand continue to advance, but with implementation challenges.
The EU has led in green hydrogen investment, policy support and offtake
agreements to date. It has set binding clean hydrogen quotas on industry and
transport (supported by regulated targets for aviation and shipping), but
delayed implementation by member states, high costs and other constraints mean
these targets are off track. In July, contracts were signed for the first ten
commercial-scale green hydrogen production projects under the UK government's
flagship support programme. A new UK Hydrogen Strategy expected in autumn
2025, which the government has signalled will define a more focussed role for
hydrogen compared to strategy published four years ago.
Recent developments in international aviation and shipping regulations point
to a growing international demand for lower‑carbon fuels, including clean
hydrogen derivatives in the longer-term, but with natural gas and bio-based
fuels likely to be greater near-term beneficiaries. Taken together, the
landscape and outlook for clean hydrogen is evolving and increasingly nuanced
across geographies and sectors. Post-period, in international aviation and
shipping regulations point to a growing international demand for lower-carbon
fuels, including clean hydrogen derivatives in the longer-term, but with
natural gas and bio-based fuels likely to be greater near-term beneficiaries.
In October 2025, the adoption of hydrogen derivatives in shipping has likely
been negatively impacted through a vote by International Maritime Organization
(IMO) to adopt stricter global rules on greenhouse gas (GHG) emissions.
Appointment post-period end
Redwheel was appointed by the Board of the Company at the end of July to
assist in the process outlined to shareholders in the Chairman's Statement and
described in more detail in the recent Circular. Whilst we were not the
Investment Adviser during the period covered in this Report, since our
appointment we have been working closely with the Board, AIFM, and other
advisers to develop our understanding of the portfolio companies and the
current fair valuation of the Company's holding in each. That work has led to
the NAV figure for 30 June and the period performance highlighted in this
Report. The announced reduction in NAV corresponds to the challenging market
conditions and challenging circumstances several companies are facing,
particularly in their ability to raise additional working capital, and a
fundamental review of valuation assumptions. Redwheel believes that more
conservative assumptions are appropriate.
Performance
NAV per share decreased by 54.1% from 31 December 2024 to 30 June 2025 (90.39p
to 41.48p), with NAV falling from £116.4 million to £53.4 million over the
period.
The share price increased over the same period from 21.65p to 27.45p, an
increase of 26.8%.
Portfolio developments
Sunfire SE
www.sunfire.de
Sunfire SE, the leading German industrial electrolyser producer, of pressure
alkaline ('AEL') and solid oxide electrolysers ('SOEC')
% of NAV 44.5%
Date of investment October 2021
Co-investors Planet First Partners, Lightrock, SMS, Neste, Copenhagen Infrastructure
Partners, Carbon Direct Capital Management, Blue Earth Capital, Amazon Climate
Pledge Fund, GIC
Period updates · Successfully converted legal form to a European Stock Corporation
(Societas Europaea - SE), enhancing corporate governance and establishing
operations as Sunfire SE.
· Secured a €200 million guaranteed financing package to support
scale-up, customer advance payments, and warranty obligations. The five-bank
consortium was led by Commerzbank and included Société Générale, BNP
Paribas, LBBW, and Ostsächsische Sparkasse Dresden, with parallel guarantees
from the German Federal Government and the Free State of Saxony.
· Brought Finland's first industrial-scale green hydrogen plant at
Harjavalta into operation, in partnership with P2X Solutions and Finland's
President Alexander Stubb. Sunfire supplied the 20 MW pressurised alkaline
electrolyser; Module One began production in February, and the site was
inaugurated in March.
· Achieved successful handover of the 10 MW RWE Lingen AEL system
in May following completion of its trial period. The 100 MW RWE Lingen AEL
progressed through final design and procurement toward execution readiness.
· Reinforced scale-up supply chain through partnership with KK Wind
Solutions, which announced a 100 MW class power supply unit tailored to
Sunfire's pressurised alkaline platform.
· Announced a strategic adjustment to production footprint by
relocating manufacturing and after-sales operations from Monthey, Switzerland,
to Germany.
· Karlsruhe Institute of Technology and Sunfire upgraded technology
for carbon-neutral fuel production in the Kopernikus P2X Project, improving
production efficiency for sustainable aviation fuels.
· Entered the Spanish market with a new electrolysis project for
Repsol in Bilbao (10 MW AEL) - with Spain emerging as a leading location for
the production of green hydrogen. The plant is scheduled to go into operation
in 2026. Sunfire has been selected for a 100 MW AEL hydrogen project in Spain
as a result of this.
Contributing factors to valuation The valuation of Sunfire reflects a more measured outlook, particularly from a
combination of market and regulatory factors. Green hydrogen market conditions
remain challenging, with regulatory uncertainty in certain jurisdictions,
while there have also been broader market headwinds. These factors have
necessitated a more conservative approach to valuation than was previously
forecast. This is done by valuing the company using DCF at a higher discount
rate with a weighting to the performance of public market comparables which
also negatively impacts the valuation. Sunfire remains a global leader and our
valuation is supported by the delivery of contracted volumes. Sunfire is well
positioned to benefit from increasing regulatory clarity and reduced
competitive pressure.
Post-period update Sunfire announced a cooperation with Germany's leading defense and technology
company Rheinmetall, which aims to reduce dependence on global fossil fuel
supplies. As a core partner in the "Giga PtX" initiative, Sunfire provides the
hydrogen production unit essential for e-fuel synthesis. The project envisions
hundreds of modular plants across Europe, each producing up to 7,000 tons of
fuel annually.
Elcogen plc
www.elcogen.com
Elcogen, a global leader in solid oxide technology
% of NAV 15.5%
Date of investment May 2022
Co-investors Biofuel OÜ, VNTM Powerfund II, Baker Hughes, HD Hyundai Group
Period updates · Honoured with the Frost & Sullivan 2024 European Enabling
Technology Leadership Award in the European Solid Oxide Electrochemical Cell
Industry.
· Elcogen named on TIME's coveted list of 'World's Top GreenTech
Companies of 2025'.
· Elcogen and partners unveil SYRIUS Project which aims to
transform the steel industry by enabling hydrogen production and circular
energy use within the steelmaking process. Backed by a €10 million grant and
a timeline of less than five years, the project seeks to make a significant
impact on the technology for the decarbonisation of steel.
· Announced that it has secured a €5 million investment from
SmartCap, an Estonian state-owned venture capital fund supporting Estonian
'greentech' companies. This investment will contribute to Elcogen's growth
trajectory and will be instrumental in scaling its operations, production
capacity and business development.
· Casale and Elcogen publicly announced an MoU in May to
collaborate on green ammonia projects including SOEC-based solutions.
Contributing factors to valuation The valuation of Elcogen has been revised downwards to reflect a more
uncertain outlook stemming from a challenging fundraising environment. The
environment makes it difficult to secure growth capital under favourable
terms, creating uncertainty around the pace of operational scaling and
commercialisation activities. These factors have necessitated a valuation
approach incorporating a revised discount rate to reflect the heightened
financial uncertainty and the impact of alternative financing arrangements on
shareholder positions.
Post-period update Post period-end, funding has been secured through convertible loan notes from
two existing shareholders, providing near-term liquidity but introducing
potential dilutive effects on the ownership structure for those shareholders
who do not participate.
After the period end, the company opened ELCO1 manufacturing facility on the
outskirts of Tallinn significantly boosting production capacity.
HiiROC Limited
www.hiiroc.com
HiiROC Thermal Plasma Electrolysis, for low cost, zero CO2 emission Hydrogen
production
% of NAV 14.8%
Date of investment November 2021
Co-investors Melrose Industries (GKN Aerospace), Centrica, Hyundai, Kia, Wintershall Dea,
VNG, CEMEX
Period updates · Successfully delivered the UK's first hydrogen-to-power trial at
Brigg Energy Park in partnership with Centrica and NZTC, proving the technical
and commercial viability of thermal plasma electrolysis-produced hydrogen for
decarbonising peak power generation and setting a new benchmark for the
industry.
· Announced the large demonstration plant at Saltend Chemicals Park
(10 TPD H(2) with carbon offtake): HiiROC as project developer and equipment
supplier; partners include Air Products and Yara (offtake), PX Group
(utilities/O&M) and ABP (site/port); feasibility Q2'25, FEED Q3'25, FID
Q4'25, first unit Q1'26 with build-out through 2027/28.
· Maintained strong safety and quality systems: >2,200 days
LTA-free by late spring and LRQA annual audit passed.
Contributing factors to valuation The valuation of HiiROC has been revised downwards to reflect heightened
operational and financial uncertainties stemming from funding challenges and
dilution to HGEN's ownership. The company entered into financing arrangements
during the quarter, resulting in material dilution to existing shareholders.
HGEN's ownership has consequently declined from 5.66% to 3.82% on a fully
diluted basis. These combined factors have necessitated a valuation approach
incorporating significantly higher discount rates and reflect the dilutive
impact of both completed and anticipated financing rounds, alongside ongoing
uncertainty and ability to meet prior growth expectations which require
substantial long-term funding commitments.
Post-period update HiiROC is working on a number of fundraising proposals. Whilst these may
provide capital for continued growth these may also be dilutive to HGEN
ownership.
Strohm Holding B.V
www.strohm.eu
Strohm Holding B.V., a Netherlands-based hydrogen pipeline company
% of NAV 16.7%
Date of investment August & December 2022, November 2023
Co-investors Shell Ventures, Chevron Technology Ventures, Evonik Venture Capital, ING
Corporate Investments, SENCO Hydrogen Capital, Bithynia Investments CV
Period updates · Awarded a contract to supply 33km of its thermoplastic composite
pipe flowline for a gas plant in Saudi Arabia. The project also marks the
first time the company will use its newly offered electrofusion coupler
('EFC'), a completely non-metallic, welded and fully bonded joint that is
corrosion free. The EFC is a cost-effective solution, easier and faster to
install on site than steel connectors.
· Execution in Guyana remained on track and in line with the
client's schedules.
· Launched 'TCP DesignerTM', its new web-based tool developed to
help companies design and engineer thermoplastic composite pipes for their
projects.
· Strohm, and UNITECH Offshore signed a memorandum of understanding
('MoU') to develop and commercialise an integrated system for the
transportation of fluids and gases.
· Broadened regional outlook in Asia via collaboration with
strategic partners.
· Appointed Gerrit Stoelinga, previously with ING, as Chief
Financial Officer as the company gears up for further growth following a
strong increase in revenue in recent years.
Contributing factors to valuation The valuation of Strohm has been revised downwards to reflect changes in the
company's operational outlook arising from delays in the order backlog against
previous assumptions. While the underlying demand environment remains robust,
the timing of order fulfilment has extended beyond previous expectations,
creating delays in revenue recognition and cash flow generation. Despite
delays in Final Investment Decision of key target projects, revenues are
growing and the company is EBITDA positive.
Post period update Post period-end, management has responded by increasing production shifts at
the facility to address the strong order book and accelerate delivery
timelines. These developments have necessitated a valuation approach that
incorporates revised timing assumptions for revenue realisation and reflects
adjustments to discount rates and near-term cash flow projections.
Bramble Energy Limited
www.brambleenergy.com
Bramble Energy is a UK-based fuel cell and portable power solutions company
% of NAV 0.5%
Date of investment February 2022
Co-investors IP Group, BGF, Parkwalk, UCL Technology Fund
Why invested · Pioneering revolutionary fuel cell design and manufacturing
techniques.
· Novel printed circuit board design PCBFC™ - low cost, scalable
and recyclable fuel cell modules.
· Leading global automotive businesses working closely with Bramble
to scale up product offering.
· Developing high-power density, mobility fuel cell systems.
Period updates · Following an unsuccessful fundraising process, FRP were appointed
to run an Accelerated M&A Process.
· Reached a significant milestone in PCBFC™ development achieving
industry leading performance of 7.8kW/L by the end of 2024. With the targets
set, PCBFC™ has achieved over 400% increase in volumetric power density.
Bramble is now moving forward with our targets and will be delivering a new
volumetric density target of 8.5kW/L.
· Partnership with Taiwan-based Tripod Technology Corporation and
Tripod Nanotechnology Corporation, announced the launch of a £1.5m 'POWER
project' - an initiative set to develop Bramble's patented Printed Circuit
Board AEM Electrolyser (PCBEL™) and redefine the economics and scalability
of hydrogen production.
Contributing factors to valuation Bramble has faced an extremely difficult fundraising environment during the
period leading to increased uncertainty of continuing as a going concern. This
has been reflected in the company's valuation as the likelihood of
administration at the period end was significantly higher than previously
forecast. After the period end, the Board of the Company appointed independent
adviser to run an accelerated M&A process (AMA) for sale of the company.
Post-period update The Board of Bramble Energy have determined that Bramble should enter
administration. The full value of HGEN's stake will subsequently be written
down to zero.
Cranfield Aerospace Solutions Limited
www.cranfieldaerospace.com
Cranfield Aerospace Solutions Ltd, a UK hydrogen flight innovator
% of NAV 5.1%
Date of investment March 2022, January 2023, September 2023
Co-investors Safran Ventures, Tawazun Strategic Development Fund, Motus Ventures
Period updates · Selected in the next stage of the UK Civil Aviation Authority's
Hydrogen Challenge.
· Transitioned strategy to focus on the development and
commercialisation of modular, scalable hydrogen electric propulsion systems,
with an emphasis on cargo drones, while maintaining flexibility for
application in other small aircraft and air mobility platforms.
· Scaling up of its simulator business to develop a five-year
supply agreement with a leading events company and secured certification to
export, including to the United States.
· Confirmed participation at the Dubai Airshow in November,
securing a prime exhibition slot to showcase the company's latest technology
to global aerospace and industry leaders.
Contributing factors to valuation The valuation of Cranfield has been revised downwards to reflect the
discontinuation of an existing development program in the sustainable aviation
space and a more uncertain company outlook stemming from a challenging
fundraising environment. The company has encountered difficulties securing
growth capital under favourable terms, creating uncertainty around the pace of
operational scaling and commercialisation activities.
Post-period update Post period-end, funding has been secured through convertible loan notes from
two existing shareholders, providing near-term liquidity but introducing
potential dilutive effects on the ownership structure. Through extensive
negotiations, Redwheel was able to push back on initial proposals which would
have been very punitive to HGEN's interests and secure a more favourable
outcome for HGEN. These factors have necessitated a valuation approach
incorporating a revised discount rate to reflect the heightened financial
uncertainty and the impact of alternative financing arrangements on
shareholder positions.
Net assets
Net assets decreased from £116.4 million at 31 December 2024 to £53.4
million at 30 June 2025. The decrease is principally due to a downgrade in the
value of the Private Hydrogen Assets of £61.5 million.
The net assets of £53.4 million comprise a £52.2 million portfolio value of
investments held via the HydrogenOne Capital Growth Investments (1) LP
("Limited Partnership"), and the Company's cash balances of £1.3 million, and
net liabilities of £0.1 million.
The Limited Partnership's net assets of £52.2 million comprise a £51.9
million portfolio value of investments, cash balances of £0.3 million, and
other net liabilities of £nil.
Cash
At 30 June 2025, the Group had a total cash balance of £1.6 million,
including £1.3 million in the Company's balance sheet and £0.3 million in
the Limited Partnership, which is included in the Company's balance sheet
within 'investments held at fair value through profit or loss'.
Losses for period
The Company's total losses after tax for the period ended 30 June 2025 are
£63.0 million, generating losses of 48.90 pence per Ordinary Share.
In the period to 30 June 2025, losses on investments amounted to £62.5
million.
The expenses included in the income statement for the period were £0.6
million, in line with expectations. These comprise previous Investment Adviser
fees and operating expenses. The details on how the previous Investment
Adviser fees were charged are as set out on page 86 of the annual report for
the year ended 31 December 2024.
Ongoing charges
The ratio ("OCR") is an indicator of the costs incurred in the day-to-day
management of the Company.
The OCR at 30 June 2025 was 2.84 per cent (30 June 2024: 2.35 per cent). The
ongoing charges have been calculated, in accordance with AIC guidance, as
annualised ongoing charges (i.e. excluding acquisition costs and other
non-recurring items) divided by the average net asset value in the period. The
OCR has been calculated on the consolidated basis and therefore takes into
consideration the expenses of Limited Partnership as well as the Company.
Environmental, social and governance ("ESG")
As part of the Board's efforts to reduce ongoing costs for the Company, the
Company is not reporting ESG metrics within these interim statements. The
Board is currently reviewing the Company's approach to ESG reporting going
forward in light of the Company's current circumstances and proposed managed
realisation. A decision as to the level of ESG reporting will be taken in due
course ahead of the annual report and accounts.
Outlook
With the work assisting the Board with the valuation process for both 30 June
and 30 September now complete, our focus will be very much on realising value
for shareholders through the considered disposal of assets subject to the
Shareholder approval of the proposed managed realisation strategy. Whilst the
challenges faced by the companies and wider sector are clearly outlined above,
we continue to see the potential for asset sales and we are working hard to
support the Board on achieving the optimal outcome for shareholders. We look
forward to updating you on progress in due course.
RWC Asset Management LLP
12 November 2025
Interim management report
The Directors are required to provide an Interim Management Report in
accordance with the Financial Conduct Authority ("FCA") Disclosure Guidance
and Transparency Rules ("DTR").
The Directors consider that the Chair's Statement and the Investment Adviser's
Report of this Half-yearly Report, provide details of the important events
which have occurred during the six months ended 30 June 2025 ("Period") and
their impact on the financial statements. The following statements on
principal and emerging risks and uncertainties, related party transactions,
going concern and the Directors' Statement of Responsibility, the Chair's
Statement and the Investment Adviser's Report together constitute the Interim
Management Report of the Company for the Period. The outlook for the Company
for the remaining six months of the year ending 31 December 2025 is discussed
in the Chair's Statement and the Investment Adviser's Report.
Details of the Private Hydrogen Assets held at the Period end are provided
above.
Risks and uncertainties
The Company's Annual Report for the year ended 31 December 2024 contains more
detail on the Company's principal risks and uncertainties, including the
Board's ongoing process to identify, and where possible mitigate, emerging
risks (pages 41 to 44). The Annual Report can be found on the Company's
website at www.redwheel.com/uk/ en/institutional/hydrogen-capital-growth-plc/.
The Board is of the opinion that these principal risks are equally applicable
to the remaining six months of the financial year as they were to the six
months being reported on.
Related party transactions
Details of the investment management arrangements were provided in the Annual
Report. There have been no changes to the related party transactions described
in the Annual Report that could have a material effect on the financial
position or performance of the Company.
Going concern
The Directors have considered the going concern position of the Company and
recognise the current financial position of the Company. The Directors
consider that the cash position and outlook mean that there are material
uncertainties that may cast significant doubt on the Company's ability to
continue as a going concern. Amongst factors the Directors have considered are
the planned vote to change the current investment objective to a managed
realisation policy and the continuation vote of the Company due to take place
at the Annual General Meeting ("AGM") in 2026 and the Company's on-going
operational expenses. The Board, together with its advisers are considering a
wide range of options, including the Company's potential to unlock funding
from its existing investments and/ or potential access to debt financing, with
confidential discussions underway with third parties.
Based on the above, the Directors continue to adopt the going concern basis in
preparing these Financial Statements. Accordingly, these Financial Statements
do not include any adjustments to the carrying amount or classification of
assets and liabilities that would result if the Company and Group were unable
to continue as a going concern.
Directors' Responsibility Statement
The Directors confirm to the best of their knowledge that:
· The condensed set of financial statements contained within the
Half-yearly Report has been prepared in accordance with IAS 34 Interim
Financial Reporting and gives a true and fair view of the assets, liabilities,
financial position and profit or loss of the Company and its subsidiary
undertakings;
· The Interim Management Report includes a fair review of the
information required by Disclosure and Transparency Rule 4.2.7R (indication of
important events during the first six months, their impact on the condensed
set of Financial Statements and a description of the principal risks and
uncertainties for the remaining six months of the year); and
· The Interim Financial Report includes a fair review of the
information required by Disclosure and Transparency Rule 4.2.8R (disclosure of
related party transactions and changes therein).
For and on behalf of the Board
Simon Hogan, Chair
12 November 2025
Condensed parent and consolidated statement of comprehensive income
For the six months ended 30 June 2025
Period ended 30 June 2025 Six months ended 30 June 2024
Revenue Capital Total Revenue Capital Total
Notes £'000 £'000 £'000 £'000 £'000 £'000
(Losses)/gains on investments - (62,498) (62,498) - 1,514 1,514
Losses on currency movements - - - - (186) (186)
Gross investment (losses)/ gains - (62,498) (62,498) - 1,328 1,328
Income 53 - 53 86 - 86
Total (losses)/gains 53 (62,498) (62,445) 86 1,328 1,414
Investment Adviser fee 3 (41) - (41) (24) - (24)
Other expenses (513) - (513) (599) (2) (601)
(Loss)/profit before finance costs and taxation (501) (62,498) (62,999) (537) 1,326 789
Finance costs - - - - - -
Operating (loss)/gain before taxation (501) (62,498) (62,999) (537) 1,326 789
Taxation 4 - - - - - -
(Loss)/profit for the period (501) (62,498) (62,999) (537) 1,326 789
Return per Ordinary Share (basic and diluted) 5 (0.39)p (48.51)p (48.90)p (0.42)p 1.03p 0.61p
There is no other comprehensive income and therefore the '(Loss)/profit for
the period' is the total comprehensive income for the period.
The total column of the above statement is the Parent and Consolidated
Statement of Comprehensive Income, including the return per Ordinary Share,
which has been prepared in accordance with IFRS. The supplementary revenue and
capital columns, including the return per Ordinary Share, are prepared under
guidance from the Association of Investment Companies.
All revenue and capital items in the above statement derive from continuing
operations.
The accompanying notes form an integral part of these financial statements.
Condensed parent and consolidated statement of financial position
At 30 June 2025
30 June 2025 31 December 2024
(Unaudited) (Audited)
Notes £'000 £'000
Fixed assets
Investments at fair value through profit or loss 6 52,237 113,729
Current assets
Cash and cash equivalents 1,294 2,833
Trade and other receivables 25 49
Total current assets 1,319 2,882
Total assets 53,556 116,611
Current liabilities
Trade and other payables (116) (172)
Total liabilities (116) (172)
Net assets 53,440 116,439
Equity
Share capital 7 1,288 1,288
Share premium account 124,928 124,928
Capital reserve (67,607) (5,109)
Revenue reserve (5,169) (4,668)
Total equity shareholders' funds 53,440 116,439
Net asset value per share 8 41.48p 90.39p
Approved by the Board of Directors and authorised for issue on 12 November
2025 and signed on their behalf by:
Simon Hogan
Chair
12 November 2025
Hydrogen Capital Growth plc is incorporated in England and Wales with
registration number 13340859.
The accompanying notes form an integral part of these financial statements.
Condensed parent and consolidated statement of changes in equity
For the six months ended 30 June 2025
Share Share Capital Revenue
premium
capital account reserve reserve Total
Six months ended 30 June 2025 (unaudited) £'000 £'000 £'000 £'000 £'000
At 31 December 2024 1,288 124,928 (5,109) (4,668) 116,439
Loss for the period - - (62,498) (501) (62,999)
At 30 June 2025 1,288 124,928 (67,607) (5,169) 53,440
Share Share Capital Revenue
premium
capital account reserve reserve Total
Six months ended 30 June 2024 (unaudited) £'000 £'000 £'000 £'000 £'000
At 31 December 2023 1,288 124,928 9,992 (3,538) 132,670
Profit/(loss) for the period - - 1,326 (537) 789
At 30 June 2024 1,288 124,928 11,318 (4,075) 133,459
The accompanying notes form an integral part of these financial statements
Condensed parent and consolidated statement of cash flows
For the six months ended 30 June 2025
Six months Six months
ended ended
30 June 2025 30 June 2024
(Unaudited) (Unaudited)
£'000 £'000
Operating activities
Dividend income - 1
Interest income 53 85
Management expenses (554) (625)
Foreign exchange losses - (186)
Decrease in trade and other receivables 24 28
Decrease in trade and other payables (56) (33)
Net cash outflow used in operating activities (533) (730)
Investing activities
Purchases of investments (1,098) (3,962)
Sales of investments 92 1,710
Net cash outflow used in investing (1,006) (2,252)
Decrease in cash (1,539) (2,982)
Cash and cash equivalents at start of period 2,833 4,626
Cash and cash equivalents at end of period 1,294 1,644
The accompanying notes form an integral part of these financial statements.
Notes to the financial statements
1. Financial statements
The information contained within the financial statements in this half year
report has not been audited or reviewed by the Company's independent auditor.
The figures and financial information for the year ended 31 December 2024 are
extracted from the latest published financial statements of the Company and do
not constitute statutory financial statements for that year. Those financial
statements have been delivered to the Registrar of Companies and included the
report of the auditor, which was unqualified and did not contain a statement
under either section 498(2) or 498(3) of the Companies Act 2006.
This half year report will be made available to the public at the registered
office of the Company. The report will be available in electronic format on
the Company's website
www.redwheel.com/uk/en/institutional/hydrogen-capital-growth-plc.
2. Accounting policies
(a) Basis of financial statements' preparation
The financial statements have been prepared in accordance with International
Accounting Standard 34 "Interim Financial Reporting" and the accounting
policies set out in the statutory accounts of the Company for the year ended
31 December 2024. Where presentational guidance set out in the Statement of
Recommended Practice (the "SORP") for investment trusts issued by the
Association of Investment Companies in July 2022, is consistent with the
requirements of International Financial Reporting Standards, the financial
statements have been prepared on a basis compliant with the recommendations of
the SORP.
The Directors have considered the going concern position of the Company and
recognise the current financial position of the Company. The Directors
consider that the cash position and outlook mean that there are material
uncertainties that may cast significant doubt on the Company's ability to
continue as a going concern.
The Directors continue to adopt the going concern basis in preparing these
Financial Statements. Accordingly, these Financial Statements do not include
any adjustments to the carrying amount or classification of assets and
liabilities that would result if the Company and Group were unable to continue
as a going concern.
Each of the factors which the Directors have considered in reaching this
conclusion are detailed in the Interim Management Report within this report.
The Company invests in unquoted Hydrogen assets through HydrogenOne Capital
Growth Investments (1) LP* (the "Limited Partnership"), in which the Company
is the sole Limited Partner. The Directors have determined that the Company
and the Limited Partnership both meet the definition of an investment entity
as set out in IFRS 10 "Consolidated Financial Statements". As such, the
Company is required to hold its investment in the Limited Partnership at fair
value and not to consolidate it.
The Company has two wholly owned subsidiaries, Hydrogen Capital Growth (GP)
Limited* (the "General Partner") and Hydrogen Capital Growth Investments (1A)
GP LLP* (the "General Partner 1A"). These each act as general partner to, and
provide investment related services to their respective limited partnerships.
Under IFRS 10, the Company is required to consolidate the accounts of the two
general partners. However, at 30 June 2025, the statements of financial
position of the General Partner and General Partner 1A comprised only share
capital and corresponding assets in the amount of £1 and £10 respectively.
The General Partners had no income, expenditure or cash flows for the period.
Thus, there is no material difference between the results of the Parent and
the results of the Group. As such, the accounts as presented represent both
the Parent, and the Group's financial position, performance and cash flows.
*Entity names stated as at 30 June 2025. Application has been made
subsequent to 30 June 2025 to change these entity names to remove 'One' from
their legal names.
(b) Segmental reporting
The Directors are of the opinion that the Company is engaged in a single
segment of business, being investment into hydrogen focussed investments.
(c) Critical accounting judgements, estimates and assumptions
Investment valuations
The determination of the fair value of the private assets held by the Limited
Partnership is a key estimate in the preparation of the accounts. The
valuations in these accounts have been prepared by an independent valuer, for
consideration by the Board. The valuation process requires estimation using
subjective inputs that are unobservable and for which market details are not
available.
On 30 July 2025, the Company terminated its existing arrangement with the
previous investment adviser, HydrogenOne Capital LLP, and appointed RWC Asset
Management LLP as new investment adviser, with a view to pursuing a managed
realisation of the Company's investments. Following this decision, the board
believed it was appropriate to effect an independent reassessment of the
Company's net asset value calculation and appointed an independent valuation
agent for that purpose.
3. Investment adviser's fee
Six months Six months
ended ended
30 June 2025 30 June 2024
(Unaudited) (Unaudited)
£'000 £'000
Investment adviser's fee 41 24
Details of the Investment Adviser Agreement dated 5 July 2021, between the
Company, Fundrock and the previous investment adviser (HydrogenOne Capital
LLP) are given on page 86 of the annual report for the year ended 31 December
2024.
Under the terms of a Limited Partnership Investment Adviser Agreement dated 5
July 2021, the previous investment adviser was entitled to a fee for
investment advisory services in respect of the private assets held in the
Limited Partnership. Fees payable for this service amounted to £806,000 for
the six months ended 30 June 2025 (six months ended 30 June 2024: £960,000
and year ended 31 December 2024: £1,723,000). These fees were payable by the
Limited Partnership and are thus included in the accounts and net asset value
of the Limited Partnership.
Details of the Carried Interest Partner fees and the General Partner's
priority profit share are given on pages 86 and 87 of the annual report for
the year ended 31 December 2024.
On 30 July 2025, the Company terminated its existing arrangement with the
previous investment adviser, HydrogenOne Capital LLP, and appointed RWC Asset
Management LLP as its new investment adviser. The terms of the new agreement
were detailed in the RNS released on 30 July 2025.
4. Taxation
The Company's effective corporation tax rate is nil, as deductible expenses
and interest distributions exceed taxable income.
5. Return per Ordinary Share
Six months Six months
ended ended
30 June 2025 30 June 2024
(Unaudited) (Unaudited)
£'000 £'000
Revenue loss after taxation (501) (537)
Capital (loss)/profit after taxation (62,498) 1,326
(Loss)/profit after tax (62,999) 789
Number of shares in issue throughout the period 128,819,999 128,819,999
Revenue loss per Ordinary Share (0.39)p (0.42)p
Capital (loss)/profit per Ordinary Share (48.51)p 1.03p
Total return per Ordinary Share (48.90)p 0.61p
There are no diluted returns per Ordinary Share as there are no dilutive or
potentially dilutive instruments in issue.
6. Investments held at fair value through profit or loss
(a) Summary of valuation
30 June 2025 31 December 2024
(Unaudited) (Audited)
£'000 £'000
Listed Hydrogen assets - -
Limited Partnership 52,237 113,729
Closing investments at fair value through profit or loss 52,237 113,729
(b) Reconciliation of movement in the fair value of the Company's underlying
portfolio of investments
Six months Year ended
ended 31 December
30 June 2025 2024
(Unaudited) (Audited)
£'000 £'000
Opening investments at fair value through profit or loss 113,729 128,183
Opening unrealised gain on investments (1,413) (10,606)
Opening cost of investments at fair value through profit or loss 112,316 117,577
Additions at cost - Limited Partnership 1,098 4,959
Disposals at cost - Listed Hydrogen Assets - (7,620)
Disposals at cost - Limited Partnership (92) (2,600)
Cost of investments at fair value through profit or loss 113,322 112,316
Unrealised (losses)/gains on investments - Limited Partnership (61,085) 1,413
Closing investments at fair value through profit or loss 52,237 113,729
(c) (Loss)/gain on investments
Six months Year ended
ended 31 December
30 June 2025 2024
(Unaudited) (Audited)
£'000 £'000
Unrealised gains on investments - Listed Hydrogen Assets - 5,299
Unrealised losses on investments - Limited Partnership (62,498) (14,492)
Realised losses on investments - Listed Hydrogen Assets - (5,680)
Total losses on investments (62,498) (14,873)
(d) Fair value hierarchy
IFRS 13 requires that financial instruments held at fair value are categorised
into a hierarchy comprising the following three levels:
Level 1 - valued using quoted prices in active markets.
Level 2 - valued by reference to valuation techniques using observable inputs
other than quoted market prices included within.
Level 3 - valued by reference to valuation techniques using inputs that are
not based on observable market data.
Categorisation within the hierarchy has been determined on the basis of the
lowest level input that is significant to the fair value measurement of the
relevant asset.
The Company's financial instruments that are held at fair value comprise its
investment portfolio. The valuation policies for the Company's investments
have not changed from those set out in the statutory accounts of the Company
for the year ended 31 December 2024
At 30 June 2025, the Company's investment portfolio was categorised as
follows:
30 June 2025 31 December 2024
(Unaudited) (Audited)
£'000 £'000
Level 1: - -
Level 2: - -
Level 3: Limited Partnership 52,237 113,729
Total 52,237 113,729
There have been no transfers between Levels 1, 2 or 3 during the period
(period ended 30 June 2024 and year ended 31 December 2024: nil).
The Company's and Group's Level 3 investments comprise the investment in the
Limited Partnership. The movement of the Level 3 investment during the period
is as follows:
Six months ended Year ended
30 June 2025 31 December 2024
(Unaudited) (Audited)
£'000 £'000
Opening net asset value 113,729 125,861
Investment in Limited Partnership 1,006 4,959
Distribution from Limited Partnership - (2,600)
Unrealised losses in the period (62,498) (14,491)
Closing net asset value 52,237 113,729
7. Share capital
Called-up share capital during the period was as follows:
Six months Year ended
ended 31 December
30 June 2025 2024
Ordinary shares of 1p each, allotted, called-up and fully paid (Unaudited) (Audited)
Shares of 1p each 1,288 1,288
The number of shares in issue during the period was as follows:
Six months Year ended
ended 31 December
30 June 2025 2024
(Unaudited) (Audited)
Number of shares in issue 128,819,999 128,819,999
There has been no change in share capital during the period (period ended 30
June 2024 and year ended 31 December 2024: nil).
8. Net asset value ("NAV") per Ordinary Share
30 June 2025 31 December 2024
(Unaudited) (Audited)
NAV (£'000) 53,440 116,439
Closing balance of shares in issue 128,819,999 128,819,999
NAV per share 41.48p 90.39p
9. Events after the interim period that have not been reflected in the
financial statements for the interim period
The Directors have evaluated the period since the interim date and have not
noted any other events which have not been reflected in this Half-yearly
Report.
Alternative performance measures ("APMs")
The financial measures below are classified as APMs as defined by the European
Securities and Markets Authority. Under this definition, APMs include a
financial measure of historical performance or financial position, other than
a financial measure defined or specified in the applicable financial reporting
framework. These measures are commonly used by investment companies to assess
values, investment performance and operating costs. Numerical calculations are
given where appropriate.
Discount
The amount by which the share price of an investment trust is lower (discount)
or higher (premium) than the NAV per share. The discount or premium is
expressed as a percentage of the NAV per share. If the shares are trading at a
discount, investors would be paying less than the value attributable to the
shares as calculated in accordance with generally accepted accounting
practice. The discount or premium is expressed as a percentage of the NAV per
share. The discount at the period end was as follows:
Six months Year ended
ended 31 December
30 June 2025 2024
NAV per share a 41.48p 90.39p
Share price b 27.45p 21.65p
Discount (b/a)-1 (33.8%) (76.0%)
Ongoing Charges Ratio ("OCR")
The OCR is calculated in accordance with The Association of Investment
Companies' recommended methodology and represents the annualised management
fee and all other recurring operating expenses excluding any finance costs and
transaction costs, expressed as a percentage of the average net asset values
during the period. The OCR is on a consolidated basis and includes the
expenses of the Limited Partnership as well as the Company.
Six months Year ended
ended 31 December
30 June 2025 2024
Average NAV (£'000) a 94,963 128,293
Annualised expenses (£'000) b 2,698 3,245
Ongoing Charges Ratio (b/a)-1 2.84% 2.53%
Total return
A measure of performance that includes both income and capital returns. This
takes into account capital gains and reinvestment of dividends paid out by the
Company into the Ordinary Shares of the Company on the ex-dividend date.
Six months ended 30 June 2025 (Unaudited) Page Share price (p) NAV (p)
Opening at 1 January 2025 a n/a 21.65 90.39
Closing at 30 June 2025 b 9 27.45 41.48
Total return (b÷a)-1 26.8% (54.1%)
n/a = not applicable.
For further information, please contact:
Redwheel, Investment Adviser Tel: +44 (0) 20 7227 6000
HGENInvestmentTrust@Redwheel.com (mailto:HGENInvestmentTrust@Redwheel.com)
Shore Capital Tel: +44 (0) 20 7601 6128
Financial Adviser and Corporate Broker
Gillian Martin / Anita Ghanekar / Matthew Walton (Corporate Advisory)
Fiona Conroy (Corporate Broking)
Burson Buchanan - Financial Communications Tel: +44 (0) 20 7466 5000
Henry Harrison-Topham / Henry Wilson / HGEN@buchanancomms.co.uk (mailto:HGEN@buchanancomms.co.uk)
Nick Croysdill
This announcement contains inside information for the purposes of Article 7 of
Regulation (EU) No 596/2014, as it forms part of UK domestic law ("MAR"). Upon
publication of this announcement, the inside information is now considered to
be in the public domain for the purposes of MAR. The person responsible for
arranging the release of this announcement on behalf of the Company is Helen
Coyne of Apex Fund Administration Services (UK) Limited, Company Secretary.
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