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REG - JPMorgan Claver IT - Final Results

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RNS Number : 9768X  JPMorgan Claverhouse IT PLC  25 March 2026

LONDON STOCK EXCHANGE ANNOUNCEMENT

 

JPMORGAN CLAVERHOUSE INVESTMENT TRUST PLC

 

FINAL RESULTS FOR THE YEAR ENDED 31st DECEMBER 2025

Legal Entity Identifier: 49300NFZYYFSCD52W53

Information disclosed in accordance with the DTR 4.1.3

 

The Directors of JPMorgan Claverhouse Investment Trust plc (the "Company")
announce the Company's results for the year ended 31st December 2025.

Highlights:

·      Net asset value (NAV) total return (with debt at fair value) for
the year ended 31st December 2025 was +27.6%, outperforming the FTSE
All-Share Index (the "Benchmark") total return of +24.0%. Share price total
return for the period was +28.9%.

 

·      Five-year cumulative NAV total return was +74.9% outperforming
the Benchmark's +73.6%; five-year share price cumulative total return
was +69.3%.

 

·      The three best performing sectors in the FTSE All-Share during
2025 were aerospace, defence, banks and insurance. The portfolio benefitted
from being overweight all three of these sectors over the course of the year
and was a key driver of the Company's performance versus the benchmark.

 

·      Four quarterly interim dividends totalling 36.2p per share were
paid for the year ended 31st December 2025, representing a 2.3%
increase over the previous year (35.4p). This marks the 53rd consecutive
year of dividend increases.

 

·      The Company repurchased 1,565,648 shares into Treasury at a
total cost of £12.1 million during the year, helping to narrow the discount
and add value for shareholders, ending the year at a discount of 4.9% from
5.6% in the previous year.

 

·      For the financial year commencing 1st January 2026, the Board
intends to pay the first three quarterly interim dividends at 8.50p per
share (up from 8.40p), with the fourth to be announced in January 2027.

 

·      Since 2015, the dividend has increased by 68.4% (from 21.5p to
36.2p per share), significantly outpacing inflation over the same period.

 

Victoria Stewart, Chair, commented:

"My fellow Board members and I are pleased with the performance of the new
portfolio management team and the total return generated in the 18 months
since the team assumed control of the portfolio. The Board also welcomes their
efforts to refocus the portfolio more towards dividend growth opportunities
and we remain confident this approach will ensure the Company continues to
deliver attractive returns and a growing income for shareholders over the long
term."

 

Anthony Lynch, Katen Patel and Callum Abbot, Portfolio Managers, commented:

"UK equities remain attractively valued…making it one of the few markets
globally that does not look over-valued by historic standards. We therefore
see plenty of scope for attractive future returns, particularly if the
momentum in sectors such as financials and defence can be sustained, or if
earnings growth broadens out across the market. We are confident that the
portfolio is very well-positioned to continue to meet its objective to deliver
capital and income growth to its shareholders in coming years."

 

CHAIR'S STATEMENT

This is my first Annual Report as Chair of your Company and it is my pleasure
to be able to report that the Company has delivered strong returns to
shareholders and outperformed its benchmark, the FTSE All-Share Index, over
the 12 months to 31st December 2025.

Performance and Manager Review

The investment environment for UK stocks was very favourable over the past
year. The Company's benchmark returned +24.0% over the 12 months to end
December 2025, outpacing the S&P500 Index. While domestic economic
activity remained lacklustre, UK equities drew support from several other
sources. The most notable market boost was provided by global investors
rotating away from the US due to concerns about the unpredictable economic
policies of the new administration, US Dollar weakness and a potential AI
investment bubble. Support also came from an increase in mergers and
acquisitions activity (M&A) which gathered momentum in 2025, with both
corporate and private equity investors targeting underpriced UK businesses.
These developments suggested investors were beginning to appreciate the value
on offer in this market.

Against this supportive backdrop, the Company's total return net asset value
(NAV) (with debt at fair value) increased by 27.6%, outperforming its
Benchmark by 3.6 percentage points. Its share price rose 28.9%, leading to a
further narrowing of the share price discount relative to NAV. Relative
performance was enhanced by both sector allocation and stock selection
decisions which are discussed in the Investment Manager's Report on pages 12
to 15 of the 2025 Annual Report, along with details of portfolio changes over
the past year and the Portfolio Managers' assessment of the market outlook.

This pleasing performance enhances the Company's strong longer-term track
record.

As at 31st December 2025, the Company's NAV per share (with debt at fair
value) was 911.0p and the share price was 866.0p. Since the end of the review
period, the NAV per share (with debt at fair value) has decreased to 880.1p
  and the share price has fallen to 836.0p as at 23rd March 2026.

Revenue and Dividends

The Board's dividend policy seeks to increase the total dividend each year
and, taking a run of years together, to increase dividends at a rate close to
or above inflation. Consistent with this policy, the Directors declared a
fourth quarterly interim dividend of 11.00p per share for the year ended 31st
December 2025, paid on 2nd March 2026, which brought the total dividend per
share for the year to 36.2p (2024 total: 35.4p), an increase of 2.3% on the
prior year. I am pleased to report that this is the 53rd successive year in
which the dividend has been raised, a record which only very few investment
trusts have attained.

Following the payment of the fourth interim dividend for 2025, taking a run of
years together, the Company will have paid dividends above inflation over the
past ten years. Since 2015 the dividend has increased from 21.5p per share to
36.2p per share in 2025, an increase of 68.4%. During the same period
inflation has been 39.7%.

Turning to the dividend for the current year, the Board intends to raise the
first three quarterly interim dividends for 2026 to 8.50p per share, from the
8.40p per share dividends paid during each of the first three quarters of the
previous financial year. The fourth quarterly dividend will be announced in
January 2027, in accordance with usual practice.

At the time of writing, UK inflation has now fallen sharply from the 30-year
high seen in October 2022. The Board will continue to monitor the outlook of
dividend income and may continue to draw prudently on revenue reserves, if
necessary, as it has done in 2024 and 2025, to assist the Company in meeting
its dividend policy objectives. Revenue return per share for the 12 months to
31st December 2025 was 33.71p, compared with 30.15p earned in 2024 and the
Company's revenue reserves remain substantial, having been accumulated over
many years. After the payment of the fourth interim dividend for 2025, revenue
reserves will represent 19.39p per share, as at 23rd March  2026.

As I stated in the Half Year Report, your Board is very focused on returning
the Company to a fully covered dividend, over time. Income generated by the
portfolio is the key to achieving this goal. The Board welcomes the Portfolio
Managers' ongoing efforts to enhance income generation by adding more investee
companies with positive dividend growth prospects, as well as maintaining
their focus on businesses already paying high and growing dividends. This
approach, which was adopted in mid-2024 when the new portfolio management team
assumed responsibility for the portfolio, has already begun to narrow the
differential between the Company's revenue return and dividends per share and
this should further improve dividend cover over the next few years. In
addition to revenue reserves, the Company also has other distributable
reserves of £117.1 million and the Board is confident that it can continue to
fulfil the dividend policy.

Discount, Share Repurchases

During the review period, the discount at which the Company's shares traded
relative to its NAV (with debt at fair value) ranged between 3.7% and 7.1% and
averaged 5.5%. The Board believes it is in the best interest of shareholders
to use its repurchase and allotment authorities to manage short-term
imbalances between the supply and demand of the Company's shares, with the
intention of reducing the volatility of the discount or premium, in normal
market conditions. During the reporting period, the Company repurchased a
total of 1,565,648 shares, at a cost of £12.1 million. As at 31st December
2025, the Company's discount (to its cum-income, debt at fair value NAV) was
4.9%, compared to a discount of 5.6% at the end of the previous year.

Since then, the Board has continued to make targeted repurchases, buying a
further 60,054 shares, at a cost of £ 0.5 million, as at 23rd March 2026 and
the discount has slightly widened to 5.0%.Regardless of the effectiveness of
share buybacks in underpinning the share price, the Board recognises that
strong and consistent investment performance is essential to ensure the
Company's shares trade close to NAV over the long term. Good progress was made
in this respect in 2025.

Gearing/Long-Term Borrowing

The Board believes that a moderate level of gearing is an efficient way to
enhance shareholder returns over the long term and is a valuable feature of
the investment company structure. The Company's gearing policy (excluding the
effect of any futures) is to operate within a range of 5% net cash and 20%
geared in normal market conditions. The Portfolio Managers have discretion to
vary the gearing level between 5% net cash and 17.5% geared and their decision
whether and to what extent to utilise gearing is based on bottom-up stock
selection opportunities. The Company ended the review period 5.4% geared,
compared to 7.6% at 31st December 2024. Historically, gearing has averaged
6.0%.

The Company implements gearing through long term fixed rate debt and Contracts
for Difference (CFDs). It holds £30 million of 3.22% private placement notes
maturing in March 2045. The £40 million revolving loan facility with The
Royal Bank of Scotland International Limited, originally due to mature in May
2025, was temporarily reduced to £20 million for a further four months and
now has been fully repaid and not renewed in September 2025, as Contracts for
Difference are now used.

Contracts for Difference are a flexible, low-cost, capital efficient
derivative and thus offer equity exposure without owning the individual
shares. As such, Contracts for Difference provide the investor with leveraged
exposure to the underlying asset. The Board will closely monitor the use and
cost effectiveness of this form of gearing.

Board succession

Your board has continued to evolve over 2025 adding new areas of experience
and expertise and will continue to do so over 2026 as valued members retire.

Tom Smethers was appointed to the Board as a non-executive director in
February 2025. He is currently Chief Financial Officer of Carlsberg Britvic
and brings considerable experience of finance, risk and the consumer
environment. I assumed the Company's Chairmanship at the conclusion of the
Annual General Meeting (AGM) held on 1st May 2025, following the retirement of
former Chairman, David Fletcher. Concurrent with my appointment to this
position, I stepped down as Chair of the Remuneration Committee and I no
longer serve as a member of the Audit Committee, although I attend Audit
Committee meetings by invitation. Joanne Fintzen was unanimously appointed to
succeed me as Chair of the Remuneration Committee and I have been unanimously
appointed by the Board to succeed Jill May as Chair of the Nomination
Committee, with effect from the conclusion of the 2026 AGM.

Looking to the future, the Board is delighted to announce the appointment of
Graham Oldroyd as a non-executive director with effect from the conclusion of
the 2026 AGM. He will assume the roles of Senior Independent Director (SID)
and Chair of the Management Engagement Committee (MEC) following the 2026 AGM.

Jill May, the Board's SID, Chair of Nomination Committee and Chair of MEC,
will step down at the 2026 AGM. I would like to take this opportunity to thank
Jill for her significant contribution to the effective functioning of the
Board during her tenure and wish her all the best for the future. I would also
like to reiterate the Board's thanks to David Fletcher for his many years on
the Board as a non-executive director and latterly for his significant
contribution as Chairman.

Environmental, Social and Governance issues

Financially material Environmental, Social and Governance ('ESG') factors have
been integrated into the Investment Manager's investment process over recent
years and these issues are considered as part of the decision making in
whether to invest in a stock. The Board receives regular ESG updates from the
Investment Manager. See page 21 of the 2025 Annual Report for details on the
development and integration of ESG factors into the Investment Manager's
process.

Outlook

As we began 2026, the  positive market developments which bolstered
UK equities over the past year suggested there were good reasons to be upbeat
about the prospects for the market and the Company, in 2026. The factors that
drove the rotation out of US equities into the UK and other markets in 2025
remained in place. Furthermore, despite the strength of the market over the
past year, UK equity valuations remained attractive, relative to both history
and to other markets. This should help sustain recent investor interest and
M&A activity in this market, as well as provide continued motivation for
companies to re-purchase their own shares, as they have done over the past
year.

My fellow Board members and I are pleased with the performance of the new
portfolio management team and the total return generated in the 18 months
since the team assumed control of the portfolio. The Board also welcomes their
efforts to refocus the portfolio more towards dividend growth opportunities
and we remain confident this approach will ensure the Company continues to
deliver attractive returns and a growing income for shareholders over the long
term.

As investors will be aware, in addition to growing concerns regarding shadow
banking,  there have been significant recent developments in the Middle East
which add a further source of uncertainty for markets. Whilst at the time of
writing, there is still little clarity on the likely duration of disruption,
particularly with respect to energy supply and the eventual impact on
economies, companies and consumers, there is scope for further fall out and
significant disparity between the performance of different markets, sectors
and stocks.

Prior to this uncertainty, the UK economy looked likely to provide a more
conducive backdrop for domestic stock prices this year. There were early signs
of some improvement in consumer and business sentiment once the 2025 budget
was behind us and with inflation well below its late 2022 highs and interest
rates on a downward trajectory, household incomes, domestic demand and
corporate profit margins looked set to strengthen.

Besides a continual focus on the oversight of the portfolio management process
and performance, your board is committed to using all of the investment
company levers, including share buybacks, gearing and a smoothing of the
dividend distribution, to deliver a cost-efficient income strategy for
shareholders. This year investment performance has been strong, buybacks have
helped maintain a stable and slightly narrower share price discount to NAV,
while a switch to using Contracts for Difference rather than debt finance
should reduce the cost of gearing.

Annual General Meeting

The Company's sixty-third Annual General Meeting will be held at 60 Victoria
Embankment, London EC4Y 0JP, on Thursday 7th May 2026, at 12 noon. The
Company's Portfolio Managers, Anthony Lynch, Callum Abbot and Katen Patel,
will give a presentation to shareholders, reviewing the past year and
commenting on the outlook for the current year. The meeting will be followed
by refreshments, providing shareholders with the opportunity to meet the
Directors and the Portfolio Managers. My fellow directors and I look forward
to welcoming as many shareholders as possible to the Annual General Meeting.

Shareholders wishing to follow the Annual General Meeting proceedings without
attending in person can do so via conferencing software. Registration and
access details will be available on the Company's website:
http://www.jpmclaverhouse.co.uk (http://www.jpmclaverhouse.co.uk/) , or by
contacting the Company Secretary at jpmam.investment.trusts@jpmorgan.com.
(file://///EMEA.AD.JPMORGANCHASE.COM/AWM/IM/LDNIMGROUP16/GROUPS/GRPSHARE/SPF/WPDOCS/JPM%20CLAVERHOUSE/Co-Sec/Co-Sec%202026/Report%20&%20Accounts/Annual%20Report/Mark%20Ups/jpmam.investment.trusts@jpmorgan.com.)

As is normal practice, all voting on the resolutions will be conducted by a
poll. Shareholders viewing the meeting via conferencing software will not be
able to vote on the poll and we therefore encourage all shareholders and
particularly those who cannot physically attend, to exercise their votes in
advance of the meeting by completing and submitting their form of proxy either
by post or electronically. Detailed instructions are included in the Notes to
the Notice of Annual General Meeting on page 95 of the 2025 Annual Report.
Completion of a proxy card and its return will not preclude you from attending
the meeting and voting in person. If your shares are held through a platform,
platform providers often provide shareholders with the ability to receive
company documentation, to vote their shares and to attend general meetings, at
no cost. Please refer to your investment platform for more details or visit
the Association of Investment Companies' ('AIC') website at
http://www.theaic.co.uk/aic/shareholder-voting-consumer-platforms
(http://www.theaic.co.uk/aic/shareholder-voting-consumer-platforms) for
information on which platforms provide these services and how to utilise them.

We would like to ensure we answer all your questions fully, so if you have any
detailed or technical questions, it would be helpful if you could raise them
in advance with the Company Secretary either in writing to 60 Victoria
Embankment, London EC4Y 0JP, via email at jpmam.investment.trusts@jpmorgan.com
 or via the 'Ask a Question' link on the Company's website.

Keeping in touch

During the past year, the Portfolio Managers held regular calls with
shareholders, including webinars and provided portfolio and market updates on
the Company's website. In addition, the Company now delivers email updates
with regular news and views, as well as the latest performance data. If you
have not already signed up to receive these communications and you wish to do
so, please click here or scan the QR code on page 11 of the 2025 Annual
Report.

 

Victoria Stewart

Chair
 
24(th) March 2026

 

INVESTMENT MANAGER'S REPORT

Market review

In 2025, international trade frictions and elevated security tensions were
central drivers for global markets. However, despite this mixed geopolitical
backdrop, 2025 proved to be a strong year for UK equities, with the FTSE
All-Share delivering an impressive +24.0% return.

Domestically, GDP growth remains challenging, with the rate of growth
decelerating sequentially in each quarter, constrained by low consumer and
business confidence as well as persistently stubborn inflation. Public policy
has yet to deliver on the government's promises to boost growth and was also
therefore a drag on the economy. This was reflected in a muted, albeit still
positive, performance from the more domestically orientated medium and smaller
sized companies in the Company's benchmark. However, the UK equity market's
high exposure to sectors such as aerospace, defence, banks and insurance
ensured the delivery of strong returns for investors, with defence companies
benefitting from the prospect of increased defence spending and financial
companies enjoying a healthy yield environment.

In addition, the UK's compelling valuation discount versus other regions
provided some support to returns at a time where investors are becoming
increasingly concerned about stretched valuations in sectors such as US
Technology as well as the broader outlook for the US economy. The FTSE
All-Share began the year on just 11.5x price/earnings versus the MSCI World on
19x. As well as attracting takeover approaches, the UK market's compelling
valuations encouraged UK listed companies to continue repurchasing their stock
via share buy backs at accretive valuations.

Performance

In the 12 months to 31st December 2025, the Company delivered a total return
on net assets (including dividends re-invested, with debt at fair value) of
+27.6%, compared to the Benchmark's return of +24.0%. The total return on
share price was +28.9%, with the discount narrowing to 4.9% (NAV with debt at
fair value).

The three best performing sectors in the FTSE All-Share during 2025 were
aerospace & defence, banks and insurance. The portfolio benefitted from
being overweight all three of these sectors over the course of the year. This
was a key driver of the trust's performance versus the benchmark, more than
offsetting the performance drag from the portfolio's overweight to more
domestically orientated medium and small sized companies, which lagged the
overall index.

In particular, relative performance over the 12-month review period benefitted
from overweight positions in banks such as NatWest and Barclays. Both these
institutions saw their share prices perform well as interest rates remained
higher for longer than the market had previously expected. In addition, a
relatively stable UK economy reduced the need to make provision for credit
risks. These overweight holdings more than offset the negative relative
contribution from our decision to be underweight Lloyds Banking Group and
Standard Chartered within the sector, which we view as less attractively
valued. The portfolio's overweight position in Telecom Plus also detracted.
This is a capital-light, multi-utility company that trades as the 'Utility
Warehouse' and has experienced intensified competition for energy customers
over the year relative to expectations. Investors were also unsettled by a
change in the timing of the company's cost recognition, which pushed the
reporting of some profits into the second-half of the year.

The portfolio's holding in Serco also contributed positively to returns, as
this outsourced services company delivered strong order intake from defence
related contracts across the UK, US and Europe, which now account for the bulk
of its order book. Relative performance also benefited from our decision not
to hold Diageo, which faced ongoing destocking and weak consumer demand in its
North American markets.

Top contributors and detractors to performance vs FTSE All-Share Index

                  Average                                           Average
 Top five stocks  active position  Attribution  Bottom five stocks  active position  Attribution
 Diageo           -1.6%            0.99%        Lloyds Banking      -1.8%            -0.74%
 Natwest          2.6%             0.81%        Telecom Plus        1.4%             -0.58%
 Barclays         1.6%             0.66%        Hilton Food         0.7%             -0.52%
 Serco            1.5%             0.64%        Standard Chartered  -1.0%            -0.43%
 Compass          -1.7%            0.53%        4imprint            1.0%             -0.36%

Source: JPMAM, 12 months to 31st December 2025.

Performance attribution

Year ended 31st December 2025

                                                          %      %
 Contributions to total returns
 Benchmark return                                                24.0%
   Stock & sector selection                               2.9%
   Gearing & cash                                         1.9%
 Investment Manager contribution                                 4.8%
   Cost of debt                                           -0.2%
 Portfolio total return                                          28.6%
   Management fees and other administrative expenses      -0.6%
   Share buyback                                          0.2%
 Sub total                                                       -0.4%
 Return on net assets with debt at par value(A)                  28.2%
 Change in the fair value of the long term debt(1)               -0.6%
 Return on net assets with debt at fair value(A)                 27.6%

 

Source: Morningstar/J.P.Morgan. All figures are on a total return basis

Performance attribution analyses how the Company achieved its recorded
performance relative to its Benchmark.

(1)     Reflects the effect of fair value of the 3.22% £30 million
private placement loan. The fair value has been calculated using discounted
cash flow techniques, using the yield from similar dated gilt plus a margin
based on the five year average for the AA Barclays Sterling Aggregate
Corporate Bond spread. Please refer to Note 18 on page 83  of the 2025 Annual
Report, for fair value details.

(A)     Alternative Performance Measure ('APM').

A list of Alternative Performance Measures, with explanations and calculations
and a glossary of terms are provided on pages 99 to 102 of the 2025 Annual
Report.

Purchases

During the review period, the purchases we made were focused on businesses
where we believe the dividend is not only secure, but also likely to grow over
time. By adding more companies with good dividend growth prospects as well as
maintaining an emphasis on businesses already paying high and growing
dividends, we intend to enhance portfolio income generation over time. For
example, Softcat, the UK's leading IT value-added reseller, was a new addition
to the portfolio during the review period. Technology vendors rely on
businesses such as Softcat to extend their sales reach into the small and
medium-sized business segment allowing Softcat to deliver double digit gross
profit growth every year since its IPO in 2015, as it benefitted from market
share gains in this growing, yet highly fragmented market. Having increased
its basic dividend at a 12% annualised growth rate over the past five years
and paid a special dividend every year since its IPO, we expect this stock to
continue to deliver significant dividend growth in coming years, boosting its
dividend yield from its current level of 2.4%.

We also increased the portfolio's overweight position in NatWest, which now
represents the portfolio's largest overweight position relative to benchmark.
Notwithstanding a number of small interest cuts in 2025, this bank is a
significant beneficiary of the current higher interest rate environment since
2022 and is well-positioned to earn an attractive spread between the interest
paid on deposits and the rate received on loans. Additionally, we believe that
NatWest's track-record for generating efficiencies is likely to deliver profit
growth at a faster rate than income growth. This in turn is likely to result
in strong dividend growth, which would lift the already high dividend yield of
5.7%.

Sales

We sold out of the portfolio's holdings in two home construction companies,
Barratt Redrow and Taylor Wimpey. The recovery in sales rates has lagged our
expectations and the pressure from build cost inflation has also weighed on
earnings progression. The proceeds of these sales were redeployed into SEGRO
and LondonMetric Property within the Real Estate Investment Trust (REIT
)sector, where we see a similar level of interest rate sensitivity to
housebuilders, but with higher conviction in earnings progression, underpinned
by contractual rental uplifts and new developments and more attractive
dividend yields.

We also significantly reduced our active weights in two information services
businesses, RELX and London Stock Exchange Group, selling out of the latter
entirely. These disposals were motivated by elevated valuations and we
reallocated the capital into more attractively-rated areas of the market. Our
timing proved fortuitous, as the shares of both these businesses have
underperformed since our sales, reflecting market concerns that they could be
'AI losers'. However, we are not convinced of this argument and will continue
to monitor their performance, against the possibility that valuations drop
sufficiently to justify re-purchasing these names.

Portfolio positioning

The portfolio held 63 stocks at the end of December, towards the lower end of
the target range of 60-80 holdings. Nonetheless, we believe this level of
diversification is sufficient to allow us to take full advantage of the
breadth of our investment universe, while also reducing reliance on any one
company to generate a disproportionate portion of our income.

One of the benefits of the investment trust structure is the ability to gear
the portfolio, which has the potential to enhance returns over the medium to
longer term. We achieved our chosen level of gearing on a stock-by-stock
basis, assessing the prospects for potential investments relative to the cost
of that gearing. We believe that economic momentum is improving and with many
valuations continuing to sit near historic lows, we see plenty of
opportunities to invest in high quality, growing businesses at lower than
usual valuation multiples. We are therefore using gearing to increase our
exposure to these opportunities. The portfolio is currently 5.4% geared.

Top over-weight positions vs FTSE All-Share Index

 Top five overweight positions  Active
 Natwest                        +3.0%
 Barclays                       +2.1%
 Serco                          +1.9%
 ICG                            +1.8%
 HSBC                           +1.8%

 

Source: JPMAM, as at 31st December 2025.

As discussed above, the portfolio remains overweight banks, with NatWest,
Barclays and HSBC all featuring among our five largest investments. We have
added to the portfolio's holdings in this sector through the year, primarily
by increasing our holding in NatWest. In addition to the still supportive rate
environment, the valuations of all these companies remain attractive, cost and
capital discipline is good and we expect a further strengthening in returns on
equity, underpinned by lending growth. Together these factors should result in
strong dividend growth from already attractive dividend yields.

We also have a significant overweight holding in Serco. This business has
undergone a material turnaround in recent years and has significantly
reorientated its business towards defence, which now accounts for around 80%
of the company's recent order intake. Despite this, the shares still trade at
a material valuation discount to other businesses with defence exposure.

Finally, we have an overweight holding in ICG, an alternative asset manager
focused on private market investments. ICG has demonstrated a very good track
record for fundraising, attracting investors to recently seeded strategies, as
well as successfully scaling up subsequent vintage tranches of
well-established strategies. With fundraising now more broadly spread across a
greater range of strategies, we are confident that this momentum can be
maintained, as evidenced by the group's continued strong performance despite
the more difficult fundraising environment seen since 2022. Furthermore, ICG's
investors commit capital on a multi-year basis and in our view, the market
currently under-appreciates the duration of associated management fees. We
also see potential for significant operating leverage, which should feed
through to attractive levels of dividend growth from an already high 4.4%
dividend yield.

Market outlook

We are positive about the outlook for the UK market and for the Company's
portfolio holdings. While the UK economy has been stuck in a 'holding pattern'
of below trend growth and sticky inflation for some time, with around 70% of
the FTSE All-Share's earnings being derived from overseas, this is potentially
more of a problem for domestic activity and UK policymakers, than it is for
the UK stock market. The past year is a case in point, when the market
performed very well, with strong earnings growth delivered by certain pockets
of the market, despite the economy's lacklustre performance.

Markets have begun 2026 on uncertain footing, with a revived geopolitical risk
premium shaping sentiment. This year has already seen regime change in
Venezuela, the country with the largest oil reserves globally and war in Iran,
which has disrupted shipping through the Strait of Hormuz, through which c.20%
of global petroleum liquids transit. Beyond geopolitics, markets have focused
on risks in private credit markets, driven by concerns over the impact that
generative and agentic AI may have on the business models of perceived 'AI
losers' such as software companies. The longer-term impacts of these events
and themes could lead to a wide range of outcomes for markets and may throw up
opportunities for stock pickers along the way.

UK equities remain attractively valued on just 13x price to earnings, making
it one of the few markets globally that does not look over-valued by historic
standards and we therefore see plenty of scope for attractive future returns,
particularly if the momentum in sectors such as financials and defence can be
sustained, or if earnings growth broadens out across the market. We are
confident that the portfolio is very well-positioned to continue to meet its
objective to deliver capital and income growth to its shareholders in coming
years.

 

For and on behalf of the Investment Manager

Anthony Lynch

Callum Abbot

Katen Patel

Portfolio Managers
 
24th March  2026

 

PRINCIPAL AND EMERGING RISKS

The Board, through delegation to the Audit Committee, has undertaken a robust
assessment and review of the principal risks facing the Company, together with
a review of any new and emerging risks that may have arisen during the year to
31st December 2025, including those that would threaten its business model,
future performance, solvency or liquidity.

With the assistance of the Manager, the Audit Committee has drawn up a risk
matrix, which identifies the key risks to the Company, as well as emerging
risks. The risk matrix, including emerging risks, are reviewed formally by the
Audit Committee every six months or more regularly as appropriate. During the
year under review, the Audit Committee worked extensively with the Manager to
review and update the risk matrix. At each meeting, the Board considers
emerging risks which it defines as potential trends, sudden events or changing
risks which are characterised by a high degree of uncertainty in terms of
occurrence probability and possible effects on the Company. As the impact of
emerging risks is understood, they may be entered on the Company's risk matrix
and mitigating actions considered as necessary. In assessing the risks and how
they can be mitigated, the Board has given particular attention to those risks
that might threaten the viability of the Company. The principal and emerging
risks facing the Company, how they have changed during the year and how the
Board aims to manage or mitigate these risks are set out below.

At the end of 2026 the Company will be required to adopt Provision 29 of the
Governance Code 2024 requiring the Directors to make an annual declaration
covering the effectiveness of material controls at the year-end date
(31st December). To this end, the Board and Audit Committee has begun working
with the Manager to further review and revise the risk register linking
principal risks to principal controls where relevant.

These principal risks are listed below:

                                                                                                                                                                                                                                                   Movement
 Principal risk                                                                  Description                                                                      Mitigating Activities                                                            During the Year
 Geopolitical and macro- economic                                                U.S. trade and foreign policy under the second Trump administration adds         The Investment Manager continuously monitors geopolitical developments and       æ
                                                                                 complexity to the geopolitical landscape leading to a higher risk of market      societal issues relevant to its business and the Board regularly interrogates

                                                                                 volatility. These trade and other tensions, particularly in the Middle East,     the Investment Manager regarding its assessment of these risks and how it is     The rise in geopolitical tensions contributed to some volatility and
                                                                                 could cause broad economic disruption.                                           mitigating them through its investment decision making, including gearing. The   uncertainty over the year.
                                                                                                                                                                  Board notes that the Company is a closed-end vehicle and unlike open ended
                                                                                                                                                                  funds has semi-permanent capital and does not have to sell investments at low
                                                                                                                                                                  valuations in volatile markets due to share redemptions.
 Share price discount to NAV                                                     The shares of the Company are traded freely and are therefore subject to the     The Board seeks to narrow the discount by undertaking measured buybacks of the   â
                                                                                 influences of supply and demand and investors' perception to the markets the     Company's shares, taking account of market conditions and having established

                                                                                 Company invests in. The share price is therefore subject to fluctuations and     guidelines and parameters.                                                       The Board continued to use targeted buybacks of the Company's own shares to
                                                                                 like all investment trusts may trade at a discount to the NAV which could lead
                                                                                mitigate market imbalances and manage the discount at which the Company's
                                                                                 to significant buyback activity and a reduction in the size of the Company.      The Company and Manager work with the Corporate Broker to understand demand      shares traded.
                                                                                                                                                                  for the Company's shares and in periods of unusual supply and demand, the
                                                                                                                                                                  buyback policy may be used to mitigate large volume driven swings in share
                                                                                                                                                                  price.
 Cybersecurity                                                                   Threat of cyber-attack, in all its guises such as hacking, malware, ransomware   The Company benefits directly or indirectly from all elements of JPMorgan's      â
                                                                                 etc. is regarded as at least as important as more traditional physical threats   cyber security programme. The Directors scrutinise the Manager's internal

                                                                                 to business continuity and security. In addition to threatening the Company's    controls to assure the Board that the Company's data is appropriately            The Manager's comprehensive cybersecurity measures are currently in effect and
                                                                                 operations, such an attack is likely to raise reputational issues which may      protected and give assurance over monitoring of outsourcers. The controls        were reviewed by the Board over the year.
                                                                                 damage the Company's share price and reduce demand for its shares.               around the physical security of JPMorgan's data centres, security of its
                                                                                                                                                                  networks and security of its trading applications are tested by the
                                                                                                                                                                  independent reporting auditor and reported on every six months against the
                                                                                                                                                                  AAF 01/06 Standard.
 Market factors such as interest rates, inflation and equity market performance  Market factors such as interest rates, inflation and equity market performance   The Board monitors the implementation and results of the investment process      â
                                                                                 may impact the value of investments and the performance of the Company.          and regularly discusses portfolio positioning with the portfolio management

                                                                                                                                                                  team. The Board has set investment restrictions and guidelines, which are        Over the year inflation and interest rates fell. Recent events in the Middle
                                                                                                                                                                  monitored and reported on by the Investment Manager.                             East have introduced uncertainty around forward-looking forecasts.

                                                                                                                                                                  The Board monitors the changing risk landscape and potential threats to the
                                                                                                                                                                  Company with the support of regular reports and ad hoc reports as required,
                                                                                                                                                                  the directors' own experience and external insights gained from industry and
                                                                                                                                                                  shareholder events.
 Strategy and Performance                                                        Inappropriate or poorly executed investment or business strategy, for example    The Board manages these risks by setting its objectives carefully and through    â
                                                                                 asset allocation or the level of gearing, may lead to underperformance against   diversification of Investments. The Company operates various investment

                                                                                 the Company's benchmark index and peer companies, resulting in the Company's     restrictions and guidelines designed to ensure that the mandate given to the     The Company continued to pursue its investment objective in accordance with
                                                                                 shares trading at a widening discount.                                           Investment Manager is properly executed and these guidelines are monitored and   the agreed strategy.
                                                                                                                                                                  reported on by the Manager.

                                                                                The Board monitored the performance of the portfolio over the year under
                                                                                                                                                                  The Board monitors the implementation and results of the investment process      review, noting a stronger period of performance versus benchmark.
                                                                                                                                                                  with the Portfolio Managers, who attend all Board meetings and reviews data
                                                                                                                                                                  which show statistical measures of the Company's risk profile. The Board has
                                                                                                                                                                  delegated powers to the Investment Manager to determine appropriate levels of
                                                                                                                                                                  gearing within a strategic range but the Board monitors the use of gearing
                                                                                                                                                                  closely, even within the delegated range.

                                                                                                                                                                  The Board holds a separate meeting devoted to strategy each year which
                                                                                                                                                                  includes a detailed review of the Company's mandate and the investment
                                                                                                                                                                  environment.
 Legal and Regulatory/ Corporate Governance                                      As an investment trust, the Company's operations are subject to wide ranging     The Company, through the Manager, has procedures to monitor the status of its    â
                                                                                 regulations. The financial services sector continues to experience significant   compliance with all requirements and regulations, including those relevant to

                                                                                 regulatory change at national and international levels and failure to act in     maintaining its Investment Trust status and complying with the Board's duties    The Company continued to comply with all relevant requirements and
                                                                                 accordance with these regulations could cause fines, censure or other losses     under the Companies Act. These include receiving and reviewing information and   regulations.
                                                                                 including taxation or reputational loss. A breach of Company Law or UK           reporting from the Manager and Investment Manager relating to all aspects of
                                                                                 Listing Rules could result in the Company's suspension, underlining the          corporate governance, the Listing Rules as applied to Investment Trust
                                                                                 importance of strong governance and regulatory compliance.                       Companies and the Companies Act. The Depositary (currently The Bank of New
                                                                                                                                                                  York Mellon International Limited) reports regularly on third party service
                                                                                                                                                                  providers and their compliance with expected standards of performance and
                                                                                                                                                                  these reports are reviewed by the Audit Committee.
 Climate change                                                                  The risk or impact of climate change may be higher than currently estimated or   The Board receives ESG reports from the Investment Manager on the portfolio      â
                                                                                 the increase may be more significant than currently planned. This could have     and how financially material ESG considerations have been integrated into

                                                                                 varying impacts on the business models, sustainability and viability of          investment decision making. This should mitigate climate-related risk at the     Whilst the Company is not a sustainable or ESG investment vehicle, review of
                                                                                 individual companies, whole sectors and even asset classes.                      stock selection and portfolio construction level, although the portfolio         financially material ESG factors remains a part of the investment process.
                                                                                                                                                                  remains exposed to wider societal and other changes which may be caused by       Please see page 21 of the 2025 Annual Report for the Manager's Investment
                                                                                                                                                                  climate change.                                                                  Process.

                                                                                                                                                                  The Board does consider the threat posed by the direct impact on climate
                                                                                                                                                                  change on the operations of the Manager, Investment Manager and other major
                                                                                                                                                                  service providers. As extreme weather events become more common, the
                                                                                                                                                                  resilience, business continuity planning and the location strategies of the
                                                                                                                                                                  Company's services providers are under greater scrutiny.
 Loss of Investment Team                                                         Loss of key staff by the Investment Manager, such as the Portfolio Managers,     The Board keeps the services of the Manager, Investment Manager and              â
                                                                                 could affect the performance of the Company.                                     third-party service providers under continual review and these are formally

                                                                                                                                                                  reviewed by the Management Engagement Committee. The Board regularly seeks       This risk remains stable. The Portfolio Managers are supported by significant
                                                                                                                                                                  assurances from the Investment Manager that the team is suitably resourced and   resource within the Investment Manager and the recent changes to the
                                                                                                                                                                  appropriately remunerated and incentivised in its role as part of its ongoing    investment team have reinforced the Company's investment capabilities.
                                                                                                                                                                  risk management activities. The Board also considers and reviews the
                                                                                                                                                                  Investment Manager's succession plan for the portfolio management team on an
                                                                                                                                                                  annual basis.
 Operational                                                                     Disruption to, or failure of the accounting, monitoring, communications and      Details of how the Board monitors the services provided by the Manager and its   â
                                                                                 payments systems used by outsourced suppliers to the Company (including the      associates and the key elements designed to provide effective internal control

                                                                                 Manager, Investment Manager, Depository and Custodian) could prevent accurate    are included within the Risk Management and Internal Control section of the      To date, the Manager's operations and controls have proven robust and the
                                                                                 reporting and monitoring of the Company's financial position. The risk of        Corporate Governance report on page 51 of the 2025 Annual Report. The Audit      Board's review process is ongoing. The Company has not been impacted by any
                                                                                 fraud or other control failures within the Manager or other service providers    Committee receives independently audited reports all service providers'          operational issues over the year.
                                                                                 could result in losses to the Company.                                           internal controls, as well as regular reporting from JP Morgan's Compliance
                                                                                                                                                                  function.

                                                                                                                                                                  The Company's management agreement obliges the Manager to report on the
                                                                                                                                                                  detection of fraud relating to the Company's investments and the Company is
                                                                                                                                                                  afforded protection through its various contracts with third party service
                                                                                                                                                                  providers, of which one of the key protections is the Depositary's
                                                                                                                                                                  indemnification for loss or misappropriation of the Company's assets held in
                                                                                                                                                                  custody.

 

EMERGING RISKS:

The Board has considered and kept under review emerging risks, including but
not limited to the impact of armed conflict and heightened geopolitical
tension in the Middle East, technology adoption risk and private credit
systemic risk. The key emerging risks identified are as follows:

Armed conflict and heightened geopolitical tension in the Middle East have
introduced elevated uncertainty for global growth, inflation and risk premia.
The region's role in energy production and transport, combined with the
potential for escalation or supply‑route disruption, creates a wide
distribution of macro-economic outcomes.

Accelerating adoption of artificial intelligence (AI), automation and digital
platforms is reshaping competitive dynamics, productivity and capital
allocation across sectors. While these technologies can expand addressable
markets and improve efficiency, they also create disruption risk, regulatory
uncertainty and execution challenges. Portfolio companies may face margin
pressure and valuation de‑rating if they fail to adapt, while early adopters
may enjoy a transitory advantage that is costly to sustain. The route to
generating revenue from these technologies, alongside the evolution of
standards and guardrails, remains uncertain, clouding earnings visibility and
increasing the risk of mis‑priced growth or stranded assets.

Private credit markets have grown rapidly in recent years, with financing
increasingly provided outside traditional banks through private funds,
business development companies, direct lenders and securitized vehicles. While
this has supported credit availability, it also shifts risk into parts of the
financial system with lighter transparency, variable liquidity management and
fewer backstops. In a stress scenario, correlated losses or funding strains
could spread across these non‑bank channels, amplifying market volatility
and impairing the real economy via tighter credit conditions.

 

TRANSACTIONS WITH THE MANAGER

Details of the management contract are set out in the Directors' Report on
page 40 of the 2025 Annual Report.. The management fee payable to the Manager
for the year was £1,978,000 (2024: £1,838,000) of which £nil (2024: £nil)
was outstanding at the year end.

Included in administration expenses in note 6 on page 77 of the 2025 Annual
Report are safe custody fees amounting to £8,000 (2024: £7,000) payable to
JPMorgan Chase Bank N.A. of which £1,000 (2024: £1,000) was outstanding at
the year end.

The Manager may carry out some of its dealing transactions through group
subsidiaries. These transactions are carried out at arm's length. The
commission payable to JPMorgan Securities Limited for the year was £nil
(2024: £nil) of which £nil (2024: £nil) was outstanding at the year end.

Other capital charges (handling charges) on dealing transactions amounting to
£9000 (2024: £11,000) were payable to JPMorgan Chase Bank N.A. during the
year of which £1,000 (2024: £2,000) was outstanding at the year end.

The Company also invests in the JPMorgan GBP Liquidity Fund, which is managed
by JPMorgan Asset Management (Europe) S.à r.l. At the year end this was
valued at £11.2 million (2024: £8.3 million). Interest amounting to
£343,000 (2024: £583,000) was receivable during the year, of which £nil
(2024: £nil) was outstanding at the year end.

At the year end, total cash of £324,000 (2024: £243,000) was held with
JPMorgan Chase Bank N.A. A net amount of interest of £3,000 (2024: £48,000)
was receivable by the Company during the year from JPMorgan Chase Bank N.A. of
which £nil (2024: £nil) was outstanding at the year end.

Full details of Directors' remuneration and shareholdings can be found on
pages 54 to 57 of the 2025 Annual Report and in note 6 on page 77 of the 2025
Annual Report.

 

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The Directors are responsible for preparing the Annual Report and Financial
Statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each
financial year. Under that law the directors have prepared the financial
statements in accordance with United Kingdom Generally Accepted Accounting
Practice (United Kingdom Accounting Standards, comprising FRS 102 'The
Financial Reporting Standard applicable in the UK and Republic of Ireland' and
applicable law).

Under company law, directors must not approve the financial statements unless
they are satisfied that they give a true and fair view of the state of affairs
of the company and of the profit or loss of the company for that period. In
preparing the financial statements, the directors are required to:

•   select suitable accounting policies and then apply them consistently;

•   state whether applicable United Kingdom Accounting Standards,
comprising FRS 102 have been followed, subject to any material departures
disclosed and explained in the financial statements;

•   make judgements and accounting estimates that are reasonable and
prudent; and

•   prepare the financial statements on the going concern basis unless it
is inappropriate to presume that the company will continue in business.

The Directors are responsible for safeguarding the assets of the company and
hence for taking reasonable steps for the prevention and detection of fraud
and other irregularities.

The Directors are also responsible for keeping adequate accounting records
that are sufficient to show and explain the company's transactions and
disclose with reasonable accuracy at any time the financial position of the
company and enable them to ensure that the financial statements and the
Directors' Remuneration Report comply with the Companies Act 2006.

The Directors are responsible for the maintenance and integrity of the
company's website. Legislation in the United Kingdom governing the preparation
and dissemination of financial statements may differ from legislation in other
jurisdictions.

The Financial Statements are published on the www.jpmclaverhouse.co.uk
(http://www.jpmclaverhouse.co.uk) website, which is maintained by the
Company's Manager. The maintenance and integrity of the website maintained by
the Manager is, so far as it relates to the Company, the responsibility of the
Manager. The work carried out by the Auditor does not involve consideration of
the maintenance and integrity of this website and accordingly, the Auditor
accepts no responsibility for any changes that have occurred to the Financial
Statements since they were initially presented on the website. The financial
statements are prepared in accordance with UK legislation, which may differ
from legislation in other jurisdictions.

The Strategic Report and Directors' Report include a fair review of the
development and performance of the business and the position of the Company
together with a description of the principal risks and uncertainties that the
Company faces.

Under applicable law and regulations the Directors are also responsible for
preparing a Directors' Report and Directors' Remuneration Report that comply
with that law and those regulations.

Each of the directors, whose names and functions are listed on page 38 and 39
of the 2025 Annual Report , confirm that to the best of their knowledge:

•   the Company financial statements, which have been prepared in
accordance with United Kingdom Accounting Standards, comprising FRS 102, give
a true and fair view of the assets, liabilities, financial position and return
of the Company and

•   the Strategic Report and Directors' Report includes a fair review of
the development and performance of the business and the position of the
Company, together with a description of the principal risks and uncertainties
that it faces.

The Board confirms that it is satisfied that the Annual Report and Financial
Statements taken as a whole are fair, balanced and understandable and provide
the information necessary for shareholders to assess the performance, business
model and strategy of the Company.

 

For and on behalf of the Board

Victoria Stewart

Chair
24(th) March 2026

 

 

Statement of Comprehensive Income

                                                                 Year ended                 Year ended

                                                                 31st December 2025         31st December 2024

                                                                 Revenue  Capital  Total    Revenue  Capital  Total
                                                                 £'000    £'000    £'000    £'000    £'000    £'000
 Gains on investments held at fair value through profit or loss  -        94,864   94,864   -        18,022   18,022
 Losses on derivative financial instruments(1)                   -        (640)    (640)    -        -        -
 Foreign currency exchange gains/(losses)                        -        12       12       -        (15)     (15)
 Income from investments                                         19,730   98       19,828   18,745   704      19,449
 Income from derivative financial instruments(1)                 571      -        571      -        -        -
 Other income                                                    346      -        346      631      -        631
 Gross return                                                    20,647   94,334   114,981  19,376   18,711   38,087
 Management fee                                                  (693)    (1,285)  (1,978)  (643)    (1,195)  (1,838)
 Other administrative expenses                                   (766)    -        (766)    (801)    -        (801)
 Net return before finance costs and taxation                    19,188   93,049   112,237  17,932   17,516   35,448
 Finance costs                                                   (520)    (966)    (1,486)  (717)    (1,331)  (2,048)
 Net return before taxation                                      18,668   92,083   110,751  17,215   16,185   33,400
 Taxation                                                        (69)     -        (69)     (7)      -        (7)
 Net return after taxation                                       18,599   92,083   110,682  17,208   16,185   33,393
 Return per ordinary share                                       33.71p   166.87p  200.58p  30.15p   28.36p   58.51p

(1)  These relate to CFDs. Please see page 102 of the 2025 Annual Report for
definition.

All revenue and capital items in the above statement derive from continuing
operations. No operations were acquired or

discontinued in the year.

The 'Total' column of this statement is the profit and loss account of the
Company and the 'Revenue' and 'Capital' columns

represent supplementary information prepared under guidance issued by the
Association of Investment Companies.

'Net return after taxation' represents the return for the year and also Total
Comprehensive Income.

 

Statement of Changes in Equity

For the year ended 31st December

                                                Called up  Share    Capital
                                                share      premium  redemption  Capital      Revenue
                                                capital    account  reserve     reserves(1)  reserve(1)  Total
                                                £'000      £'000    £'000       £'000        £'000       £'000
 At 31st December 2023                          15,037     176,867  6,680       188,588      20,625      407,797
 Repurchase of ordinary shares into Treasury    -          -        -           (11,639)     -           (11,639)
 Proceeds from share forfeiture(2)              -          -        -           168          -           168
 Net return after taxation                      -          -        -           16,185       17,208      33,393
 Dividends paid in the year (note 2)            -          -        -           -            (20,147)    (20,147)
 Forfeiture of unclaimed dividends (note 2)(2)  -          -        -           -            123         123
 At 31st December 2024                          15,037     176,867  6,680       193,302      17,809      409,695
 Repurchase of ordinary shares into Treasury    -          -        -           (12,110)     -           (12,110)
 Net return after taxation                      -          -        -           92,083       18,599      110,682
 Dividends paid in the year (note 2)            -          -        -           -            (19,836)    (19,836)
 At 31st December 2025                          15,037     176,867  6,680       273,275      16,572      488,431

(1)  These reserves form the distributable reserves of the Company and may be
used to fund distributions to investors. Refer to note 17 on page 82 of the
2025 Annual Report for further details of the distributable reserves of the
Company, which may be used to fund distributions to investors.

(2)  During 2024, the Company undertook an Asset Reunification Program to
reunite inactive shareholders with their shares and unclaimed dividends.
Pursuant to the Company's Articles of Association, the Company has exercised
its right to reclaim the shares of shareholders whom the Company, through its
previous Registrar, has been unable to locate for a period of 12 years or
more. These forfeited shares were sold in the open market by the Registrar and
the proceeds, net of costs, were returned to the Company. In addition, any
unclaimed dividends older than 12 years from the date of payment of such
dividends were also forfeited and returned to the Company.

Statement of Financial Position

                                                          At 31st December  At 31st December
                                                          2025              2024
                                                          £'000             £'000
 Non current assets
 Investments held at fair value through profit or loss    505,873           440,797
 Current assets
 Derivative financial instrument assets(1)                465               -
 Debtors                                                  1,122             954
 Cash and cash equivalents                                11,536            8,506
                                                          13,123            9,460
 Current liabilities
 Derivative financial instrument liabilities(1)           (101)             -
 Creditors: amounts falling due within one year           (464)             (10,562)
 Net current assets/(liabilities)                         12,558            (1,102)
 Total assets less current liabilities                    518,431           439,695
 Non current liabilities
 Creditors: amounts falling due after more than one year  (30,000)          (30,000)
 Net assets                                               488,431           409,695
 Capital and reserves
 Called up share capital                                  15,037            15,037
 Share premium account                                    176,867           176,867
 Capital redemption reserve                               6,680             6,680
 Capital reserves                                         273,275           193,302
 Revenue reserve                                          16,572            17,809
 Total shareholders' funds                                488,431           409,695
 Net asset value per ordinary share                       895.0p            729.8p

(1                 ) These relate to CFDs. Please see page
102 of the 2025 Annual Report for definition.

Statement of Cash Flows

                                                                           Year ended     Year ended
                                                                           31st December  31st December
                                                                           2025           2024
                                                                           £'000          £'000
 Cash flows from operating activities
 Net return before finance costs and taxation                              112,237        35,448
 Adjustment for:
   Gains on investments held at fair value through profit or loss          (94,864)       (18,022)
   Losses on derivative financial instruments(1)                           640            -
   Foreign currency exchange (gains)/losses                                (12)           15
   Dividend income                                                         (19,828)       (19,449)
   Income from derivative financial instruments(1)                         (571)          -
   Interest income                                                         (346)          (631)
 Realised gains/(losses) on foreign currency exchange transactions         12             (15)
 (Increase)/decrease in other debtors                                      (5)            5
 Decrease in accrued expenses                                              (31)           (79)
 Net cash outflow from operations before dividends, interest and taxation  (2,768)        (2,728)
 Dividends received                                                        19,588         19,519
 Interest received                                                         346            665
 Overseas withholding tax recovered                                        8              35
 Net cash inflow from operating activities                                 17,174         17,491
 Purchases of investments                                                  (105,789)      (219,594)
 Sales of investments                                                      135,576        236,225
 Settlement of future contracts                                            -              (431)
 Transfer of margin cash from the broker                                   -              432
 Income received from derivative financial instruments(1)                  571            -
 Net settlement of derivative financial instruments(1)                     (1,004)        -
 Net cash inflow from investing activities                                 29,354         16,632
 Dividends paid                                                            (19,836)       (20,147)
 Refund of unclaimed dividends                                             -              123
 Repurchase of ordinary shares into Treasury                               (12,113)       (11,880)
 Proceeds from share forfeiture                                            -              168
 Repayment of bank loan                                                    (10,000)       (25,000)
 Drawdown of bank loan                                                     -              25,000
 Interest paid on bank loans and overdrafts                                (1,495)        (2,177)
 Interest paid on derivative financial instruments(1)                      (54)           -
 Net cash outflow from financing activities                                (43,498)       (33,913)
 Increase in cash and cash equivalents                                     3,030          210
 Cash and cash equivalents at start of year                                8,506          8,296
 Foreign currency exchange movements                                       -              -
 Cash and cash equivalents at end of year                                  11,536         8,506
 Cash and cash equivalents consist of:
 Cash at bank                                                              324            243
 Investment in JPMorgan GBP Liquidity Fund                                 11,212         8,263
 Total                                                                     11,536         8,506

(1)  These relate to CFDs. Please see page 102 of the 2025 Annual Report for
a definition.

Notes to the Financial Statements

For the year ended 31st December 2025.

1.  Significant accounting policies

The Company is a listed public limited company incorporated in England and
Wales. The registered office is detailed on page l06 of the 2025 Annual
Report.

(a)   Basis of accounting

The financial statements are prepared under the historical cost convention,
modified to include fixed asset investments at fair value, in accordance with
the Companies Act 2006, United Kingdom Generally Accepted Accounting Practice
('UK GAAP'), including FRS 102 'The Financial Reporting Standard applicable in
the UK and Republic of Ireland' and with the Statement of Recommended Practice
'Financial Statements of Investment Trust Companies and Venture Capital
Trusts' (the 'SORP') issued by the Association of Investment Companies in July
2022.

All of the Company's operations are of a continuing nature.

The financial statements have been prepared on a going concern basis. In
making their assessment, the Directors have reviewed income and expense
projections, the liquidity of the investment portfolio and considered the
impact of stressed conditions on the portfolio liquidity and income. In
addition, the Directors have also considered the measures in place with key
service providers, including the Manager, to maintain operational resilience.
The Directors consider that the Company has adequate financial resources to
enable it to continue in operational existence for at least 12 months. The
disclosures on going concern on page 48 of the Directors' Report in the 2025
Annual Report form part of these financial statements.

The policies applied in these financial statements are consistent with those
applied in the preceding year with the addition of accounting policies in
respect of Contracts for Difference (CFDs).

2.     Dividends

(a)   Dividends paid and declared

                                                         2025           2024
                                                         Pence  £'000   Pence  £'000
 Dividends paid
 Fourth quarterly dividend in respect of prior year      10.65  5,940   10.50  6,059
 First quarterly dividend                                8.40   4,641   8.25   4,721
 Second quarterly dividend                               8.40   4,641   8.25   4,704
 Third quarterly dividend                                8.40   4,614   8.25   4,663
 Total dividends paid in the year                        35.85  19,836  35.25  20,147
 Forfeiture of unclaimed dividends over 12 years old(1)                 n/a    (123)
 Net dividends paid                                      35.85  19,836  35.25  20,024
 Dividends declared
 Fourth quarterly dividend declared                      11.00  6,003   10.65  5,949

(1)  During 2024, the Company undertook an Asset Reunification Program to
reunite inactive shareholders with their shares and unclaimed dividends.
Pursuant to the Company's Articles of Association, the Company has exercised
its right to reclaim the shares of shareholders whom the Company, through its
previous Registrar, has been unable to locate for a period of 12 years or
more. These forfeited shares were sold in the open market by the Registrar and
the proceeds, net of costs, were returned to the Company. In addition, any
unclaimed dividends older than 12 years from the date of payment of such
dividends were also forfeited and returned to the Company.

All dividends paid and declared in the period have been funded from the
Revenue Reserve.

The fourth quarterly dividend proposed in respect of the year ended 31st
December 2024 amounted to £5,949,000. However, the amount paid amounted to
£5,940,000 due to ordinary shares bought back after the balance sheet date
but prior to the record date.

A fourth quarterly dividend of 11.00p has been declared and was paid on 2nd
March 2026 for the financial year ended 31st December 2025.

In accordance with the accounting policy of the Company, this dividend will be
reflected in the financial statements for the year ending 31st December 2026.

(b)  Dividends for the purposes of Section 1158 of the Corporation Tax Act
2010 ('Section 1158')

The requirements of Section 1158 are considered on the basis of dividends
declared in respect of the financial year, shown below.

The revenue available for distribution by way of dividend for the year is
£18,599,000 (2024: £17,208,000). Brought forward revenue reserves amounting
to £17,809,000 (2024: £20,625,000) have been utilised in order to finance
the dividend in respect of the year.

                                            2025           2024
                                            Pence  £'000   Pence  £'000
 First quarterly dividend paid              8.40   4,641   8.25   4,721
 Second quarterly dividend paid             8.40   4,641   8.25   4,704
 Third quarterly dividend paid              8.40   4,614   8.25   4,663
 Fourth quarterly dividend paid             11.00  6,003   10.65  5,949
 Total dividends for Section 1158 purposes  36.20  19,899  35.40  20,037

The revenue reserve after payment of the fourth dividend will amount to
£10,569,000 (2024: £11,860,000).

3.     Return per ordinary share

                                                                      2025        2024
                                                                      £'000       £'000
 Revenue return                                                       18,599      17,208
 Capital return                                                       92,083      16,185
 Total return                                                         110,682     33,393
 Weighted average number of ordinary shares in issue during the year  55,181,670  57,065,999
 Revenue return per ordinary share                                    33.71p      30.15p
 Capital return per ordinary share                                    166.87p     28.36p
 Total return per ordinary share                                      200.58p     58.51p

The total return per ordinary share represents both basic and diluted return
per share as the Company has no dilutive shares.

4.     Net asset value per ordinary share

The net asset value per ordinary share and the net asset value attributable to
the ordinary shares at the year end follow. These were calculated using
54,570,718 (2024: 56,136,366) ordinary shares in issue at the year end
(excluding Treasury shares).

                                                        2025                  2024

                                                        Net asset value       Net asset value

                                                        attributable          attributable

                                                        £'000      pence      £'000      pence
 Net asset value - debt at par value                    488,431    895.0      409,695    729.8
 £30 million 3.22% private placement loan March 2045:
     Add: amortised cost                                30,000     55.0       30,000     53.4
     Less: fair value                                   (21,273)   (39.0)     (20,906)   (37.2)
 Net asset value - debt at fair value                   497,158    911.0      418,789    746.0

 

 

JPMORGAN FUNDS LIMITED

24(th) March 2026

For further information, please contact:

Anmol Dhillon

For and on behalf of

JPMorgan Funds Limited

Telephone: 0800 20 40 20 or or +44 1268 44 44 70

 

Neither the contents of the Company's website nor the contents of any website
accessible from hyperlinks on the Company's website (or any other website) is
incorporated into, or forms part of, this announcement.

ENDS

A copy of the the 2025 Annual Report will be submitted to the National Storage
Mechanism and will shortly be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism)

 

The 2025 Annual Report will also shortly be available on the Company's website
at www.jpmclaverhouse.co.uk (http://www.jpmclaverhouse.co.uk/)  where up to
date information on the Company, including daily NAV and share prices,
factsheets and portfolio information can also be found.

 

Stay Informed

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and views, as well as performance updates, you can sign up and 'keep in the
know', by opting in here:  https://tinyurl.com/JCHSign-Up
(https://tinyurl.com/JCHSign-Up)

 

 

 

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