REG - RM Infrastructure RM SecDirect - RMDC - Half-year Report
01/09/2025 07:02
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RNS Number : 3789X RM Infrastructure Income PLC 01 September 2025
RM INFRASTRUCTURE INCOME PLC
HALF-YEAR REPORT ANNOUNCEMENT
FOR THE SIX MONTHS ENDED 30 JUNE 2025
LEI: 213800RBRIYICC2QC958
HALF-YEAR REVIEW
About us
At a General Meeting held on 20 December 2023, RM Infrastructure Income plc
("RMII" or the "Company") adopted an Investment Objective to facilitate a
managed wind-down of the Company.
The Company aims to conduct an orderly realisation of the assets of the
Company, to be effected in a manner that seeks to achieve a balance between
returning cash to Shareholders promptly and maximising value.
Company highlights (as at 30 June 2025)
0.625p
Dividend (pence per share) *
£60.7m
Net assets
-4.87%
NAV Total Return
£2.3m
Cash at period end
*During the review of the Company's Half Year Report for the six months ended
30 June 2025, it was identified that current year revenue of 1.36p per share
had been erroneously allocated to the Company's accumulated carried forward
revenue reserve as at 31 March 2025. This accounting adjustment resulted in
understating the Company's current year revenue by 1.36p per share for the
month ended 31 March 2025. Accordingly, the Company's actual net revenue for
the month ended 31 March 2025, was 0.26p per share (and not a net loss of
1.10p per share). The Company's subsequent Factsheets have been amended and
are available on the Company's website. The above accounting adjustment does
not impact the Company's Net Asset Value or any other published report.
Portfolio at a glance
Financial information
As at As at
30 June 2025
31 December 2024
Net asset value ("NAV") (£'000)* £60,687 £82,681
NAV per Ordinary Share (pence) 80.00p 84.73p
Ordinary Share price (pence) 70.50p 73.50p
Ordinary Share price discount to NAV(1) -11.87% -13.25%
========= =========
* The fall in the NAV from £82.7 million to £60.7 million
includes the capital return of £17.5 million via the Company's second tender
offer.
Performance summary
Six months ended Six months ended
30 June 2025
30 June 2024
% change(2,4)
% change(3,4)
Total return (%) - Ordinary Share NAV and dividends(1) -4.87% +2.5%
Total return (%) - Ordinary Share price and dividends(1) -3.26% +9.6%
========= =========
1. These are Alternative Performance Measures ("APMs").
2. Total returns for the period to 30 June 2025, including dividend
reinvestment.
3. Total returns for the period to 30 June 2024, including dividend
reinvestment.
4. Source: Bloomberg.
Alternative Performance Measures ("APMs")
The financial information and performance summary data highlighted in the
footnote to the above tables represent are considered to represent the APMs of
the Company. Definitions of these APMs together with how these measures have
been calculated can be found below.
Portfolio (as at 30 June 2025)
Largest 10 loans by drawn amounts across the entire portfolio
Business activity Investment type (Private/Public/Bond) Valuation(†) Percentage of
£'000
NAV (%)
Healthcare Private 14,233 23.5
Healthcare Private 8,714 14.4
Manufacturing Private 8,040 13.2
Healthcare Bond 4,870 8.0
Accommodation Private 4,251 7.0
Energy Efficiency Private 3,655 6.0
Hotel & Leisure Private 2,876 4.7
Energy Efficiency Private 2,839 4.7
Hotel & Leisure Private 2,309 3.8
Energy Efficiency Private 1,286 2.1
--------------- ---------------
Ten largest holdings 53,073 87.4
Other private loan investments Private 1,678 2.8
Wholly owned asset 1,872 3.1
Forward currency contracts 47 0.1
--------------- ---------------
Total holdings 56,670 93.4
Other net current assets 4,017 6.6
--------------- ---------------
Net assets 60,687 100.0
========= =========
† Valuation conducted by external Valuation Agent.
Chair's statement
On behalf of the Board, I am pleased to present RM Infrastructure Income plc's
("RMII" or "the Company") Half-Year Report and Accounts for the first half of
2025 (the "Period").
38.18%
Inception to June 2025 / NAV Total Return
49.23p
Total dividend declared or paid / inception to June 2025
80.00p
NAV June 2025
Introduction
Dear Shareholders,
On behalf of the Board, I am pleased to present RM Infrastructure Income plc's
("RMII" or "the Company") Half-Year Report and Accounts for the first half of
2025 (the "Period"). Shareholders voted at the General Meeting held on 20th
December 2023 the implementation of the Managed Wind-down of the Company and I
am pleased to report timely further progress has been made during the Period.
As of 30 June 2025, the issued share capital of the Company consisted of
75,861,561 Ordinary Shares with voting rights (2024, 117,586,359 Ordinary
Shares), a reduction of circa 35% Year on Year, with 358,639 Ordinary Shares
held separately in Treasury.
After the implementation of the Managed Wind-down, approved in December 2023,
the initial tender was completed during September 2024 with £17.48 million of
capital being returned to Shareholders via the purchase of 19.73 million
shares (16.6% of the Company's issued share capital at time of tender) at the
price of 88.59 pence per share. This price represented a 21.86% premium to the
pre-tender share price.
The second tender offer was announced and completed during the Period. This
second tender was for £17.41 million of capital or 21.62 million shares at a
tender price of 80.52 pence per share. This price represented a 10.68% premium
to the pre-tender share price.
During the Period the Company purchased 89,044 shares at an average price of
72.50 pence per share. This was pursuant to the amendment to the Investment
Management Agreement whereby the shares will be held in treasury and will vest
to the Investment Manager subject to the aggregated net proceeds distributed
to Shareholders in connection with the managed wind down. In total there are
358,639 shares now held in treasury with regards to this incentive scheme.
The Company announced during the Period that it will change the dividend
payment frequency from quarterly to semi annually. This is reflective of the
desire to save on costs and that the overall amount available for dividend
distribution has shrunk materially as the portfolio has reduced in size.
The Net Asset Value ("NAV") % Total Return during the Period has been -4.87%.
The share price % total return has been -3.26%
At the Period end the NAV per Ordinary Share was 80.00 pence, the mid-price on
the share was 70.50 correspondingly the share price to NAV was a 11.87%
discount.
Outlook
The Investment Manager will continue to diligently seek to expeditiously
return capital to Shareholders and currently is on track to have over 50% of
the capital retuned by year end 2025 which was the guidance given to
Shareholders at the outset of the process.
Please do not hesitate to contact me through Singer Capital Markets if any
additional information is required.
Norman Crighton
Chair
29 August 2025
Investment Manager's report
Overview
Income Performance & NAV % Total Return
RM Funds ("RM" or the "Investment Manager") is pleased with the Company's
progress with regards to capital returns to Shareholders. The tenders are on
track to have returned over 50% of the issued share capital as at the date of
the Managed Wind-down's announcement by year end 2025. This quantum is in line
with the guidance provided by RM Funds at the start of the Shareholder's
consultation process held during 2023.
Share Price
The share price has been largely stable with the Company's shares opening the
Period at 73.50 pence and closing the Period at 70.50 pence, delivering a
small negative share price total return of -3.26%. Share price discount to Net
Asset Value has reduced during the Period from circa -14% to circa -12%.
Investment Manager aligned with Shareholder interest
RM Funds owns shares of the Company. Also, as part of the Managed Wind-down
process, Shareholders approved in December 2023 an amendment to the Investment
Management Agreement ("IMA"), such that there is an incentive fee paid to the
Investment Manager if Loans can be realised during 2024 and 2025. Half of this
incentive fee is retained by the Company and used to buy Company shares if
trading at a discount to Net Asset Value. These shares and their proceeds are
then released to the Investment Manager upon the earlier of (1) termination
of the IMA, and (2) notice of the liquidation of the Company, subject to a
schedule relating to a Reference NAV. To date the Company has acquired 358,639
shares under this mechanism of which 89,044 were acquired during the Period.
Market environment
Government bond yields in the front end of the yield curve ended the Period
modestly lower as base rates fell from 4.75% to 4.25% over the Period.
Although base rates remain at an elevated level, this is supportive for
refinancings and helpful when it comes to refinancing cost, affordability and
the availability of credit for those portfolio borrowers who are seeking a
refinance.
Credit spreads have been strong over the Period with the Markit iTraxx Europe
Crossover index opening at 314 and closing the Period materially tighter at
284. There was significant volatility during the first half in credit as the
days after the Liberation Day tariff announcement saw the Markit iTraxx Europe
Crossover index peak at around 430 before trending tighter.
Portfolio Update
As at the Period end, the company was holding 18 investments which is
unchanged over the first half of 2025.
There was an inclusion in the portfolio of Loan ref 62a, which is not a new
position, rather this relates to preference shares regarding Investment Loan
Ref #62 (Trianco) secured by RM Funds for the benefit of the Company for zero
consideration. These preference shares had been held at zero value since they
were negotiated and during the Period, the valuation agent marked these
preference shares at par value following continued strong trading performance
of the underlying company, Trianco. Overall Trianco is performing extremely
well with continued material growth in both sales and profits and over
delivering on the target objectives.
As outlined in the Annual Report as a post Period event for 2024, there was a
material repayment in early February 2025 of the 4th and 5th largest exposures
within the portfolio, secured against five UK-based operational hotels across
two loan facilities (loan references 66 and 67). These loans were originated
in 2019 and had been extended whilst the Investment Manager worked with the
borrower to seek a satisfactory refinancing solution. It was determined that
this would lead to a swifter recovery of capital and an enhanced recovery for
the lenders through a consensual refinancing process rather than an
enforcement process. Through this refinancing, £11.5 million was repaid
versus a year end 2024 mark of circa £12 million. In addition, a further
charge was secured over loan reference 99, another operational hotel with an
existing first charge in place with RMII. In essence, this led to a 96% cash
repayment of the loan versus the year end mark with the outstanding loan
balance novated and now secured against the operational property of loan
reference 99. This remaining part of the recovery process was expected to
occur during 2025; however, this is now likely to be pushed back as external
facade surveys are undertaken prior to the sale of the hotel. The Investment
Manager believes this is a successful outcome as we seek to balance returning
capital to Shareholders in a timely manner versus where the loans are marked
and the opportunity cost of capital.
Voyage care which has been a portfolio holding since 2017 is scheduled to be
divested during the latter part of the second half of 2025.
Finally, a lot of work has been and continues to be undertaken on the
remaining five property backed loans, with their consolidated marks
representing circa 36% of Net Asset Value as at Period end. Whilst overall the
market is challenging for property refinancing and sales, RM is actively
engaged in recovering these outstanding loans during 2026.
Loans Ref 12 & 58. The Company holds both a 1st lien and 2nd lien security
over an operational student accommodation in Glasgow, UK. Initial marketing
was delayed by a requirement to undertake extensive external façade
investigations, which came back clear, RM is now positioning the property for
a sale process which is forecasted to commence in late Q3-25 with completion
likely in H1 2026.
Loans Ref 99 & 66. The Company holds both a 1st lien and 2nd lien security
over an operational UK regional Travelodge hotel. The property is leased to
Travelodge under a long-term inflation-linked lease agreement. Although we
were previously forecasting a sale of the property in 2025, we have had to
conduct extensive external façade surveys, which are on-going. As a result,
and under the guidance of the Company's property broker, we are pausing the
marketing process until this exercise is completed. At present, we are
forecasting to resume said marketing process by end of 2025 / early 2026 with
a target still of being repaid during 2026.
Loan Ref 68. This is the wholly owned Coventry-based student accommodation
property. Trading has been challenging for academic year 2024/25, however, we
are seeing an uptick in bookings for the next academic year of 2025/26. Active
management has been conducted to (1) make the property more energy efficient
(2) make the property more competitive in a challenging Coventry market, and
(3) diversify its clientele base via the application with the council to
enable young-professional (in addition to students) to occupy the premises.
Presently, we are forecasting an exit during the second half of 2026.
Overall, income generation of £1.9 million for the Period was materially
lower than the £4.7 million of the first half of 2024 which is reflective of
the significantly smaller portfolio. Further, the remaining loans within the
portfolio are weighted towards Payment in Kind ("PIK"). As RM further
progresses the Managed Wind-down process and the portfolio is reduced in size,
inevitably, the remaining loans will be biased towards workout loans which are
predominantly PIK Loans. It should be noted that, in line with RM's
conservative revenue recognition approach, the majority of the PIK revenue
over H1 has been written down within the Company's balance sheet (circa 66% of
total H1/25 income written down). RM will continue to adopt such approach when
we feel there is a risk regarding the timing and / or quantum recoverability
of PIK income.
Watchlist names
RM Funds remain extremely focused on what is now (post the imminent repayment
of Investment Loan Ref #88) the two largest names within the portfolio that
were the watchlist items at year end; Investment Loans Ref #39 &
Ref#76,76.1 These loans now create higher idiosyncratic risk to the portfolio
given the reduction in portfolio size. They each represent just under 1/3rd of
the invested portfolio NAV after taking into consideration the imminent
repayment of loan reference 88 mentioned above post Period end.
Loan Ref 39. Beinbauer. This business is an auto parts manufacturer in
Germany. Whilst well run with a strong sponsor, performance of the business
has been challenging in FY24. Over H1-2025, the operational performance of the
business has been ahead of budget which is pleasing, however the Investment
Manager remains cautious regarding the outlook for FY25 & FY26, especially
in consideration of the tariff environment and wider geopolitical instability.
The loan is a HoldCo loan structurally subordinated. It has a correspondingly
high yield but had been marked lower to reflect the challenging environment
mentioned above. This mark has remained constant during H1 despite the
improved trading conditions witnessed and is expected to remain as such until
the Investment Manager has further visibility regarding the repayment of said
loan. Finally, the loan was extended during 2024 with repayment scheduled for
H1-2026. RM Funds is actively working with the borrower and sponsor to achieve
a timely successful repayment.
Loan Ref 76. Empowered Brands. Good progress is being made by the new
management team on stabilising the business and working on initiatives that
will deliver EBITDA growth from the current levels. The Investment Manager has
advised the Board that the Company should be allowed to accrue the interest
income as PIK rather than cash pay to give the business enhanced balance sheet
flexibility and this is likely to continue for the remainder of 2025.
In addition to the above, during the Period, Investment Loan Ref #73, a junior
loan secured against a Cambridge (UK) based operational hotel, was marked down
to zero. This a disappointing outcome and results from extremely poor
marketing feedback following an ongoing consensual sale process with the
senior lender and sponsor.
At present, lenders are considering their respective options with no further
actions having been taken by the senior lender, nor the sponsor.
Outlook
Good progress has been made in reducing the invested capital from £101
million to £72 million over circa 18 months since the decision was made to
cease further underwriting and capital allocations to new loans. It is
pleasing to have returned material amounts of capital to Shareholders in a
challenging environment and RM Funds are on track to have returned more than
50% of Shareholder's capital by year end 2025 - the target guided to
Shareholders at the start of the process.
A lot of work has been undertaken so far during 2025 on the remaining loans
secured over real estate assets and these loans are expected to be realised
during 2026.
RM Capital Markets Limited
29 August 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 Chair's Statement and the Investment
Manager's Report in this Half-Year report provide details of the important
events which have occurred during the 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 statement of
Directors' responsibilities, together, constitute the Interim Management
Report for the Company for the six months ended 30 June 2025. 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 Manager's Report.
Principal and emerging risks and uncertainties
The Board has a dynamic risk management register in place to help identify
principal and emerging risks in the business and oversee the effectiveness of
internal controls and processes. The principal and emerging risks and
uncertainties facing the Company are as follows:
· Market risk - rates of inflation (counterparty affordability),
rates of interest
· Liquidity risk - liquidity opportunity and discount control
· Leverage and borrowing risk - the Company's investment policy
involves the use of leverage, which exposes the company to risks associated
with borrowings
· Credit / counterparty risk - counterparty default, borrower
default, loan non-performance and collateral risk
Emerging risks are considered by the Board at its quarterly meetings and by
the Audit and Management Engagement Committee as part of its risk management
and internal control review. Failure to identify emerging risks may cause
reactive actions rather than being proactive and the Company could be forced
to change its structure, objective or strategy and, in worst case, could cause
the Company to become unviable.
A detailed explanation of the principal and emerging risks and uncertainties
to the Company are detailed in the Company's most recent Annual Report for the
year ended 31 December 2024, published on 28 April 2025, which can be found on
the Company's website at
https://rm‑funds.co.uk/rm-infrastructure-income/investor-relations/
(https://rm-funds.co.uk/rm-infrastructure-income-2/investor-relations/) .
Board is of the opinion that these principal and emerging risks are equally
applicable to the remaining six months of the financial year as they were to
the six months being reported on.
Since the publication of the 2024 Annual Report and Accounts, there continues
to be increased risk levels within the global economy. The Investment Manager
believes the key risk factors that have increased during the period are:
Interest rate risk - due to a material increase in the Sterling Overnight
Interest Average ("SONIA") which could make the refinancing of loans due for
repayment over the next two years more challenging for borrowers given the
increased cost of the "risk free" rate. These SONIA rates are predicted to
remain high given the shape of the SONIA curve which currently rises over the
next 12 months. This causes specific risk in two areas: portfolio borrowers
seeking refinancing, as the materially higher funding cost could affect the
interest cover on the loan thus making new funding difficult to obtain. On
portfolio exposures where a borrower is seeking to refinance a third-party
debt ranking senior to RMII, this could also increase the likelihood of any
RMII Mezzanine loan covenants being breached.
Collateral risk - real estate values as evidenced by price performance within
the Real Estate Investment Trust ("REIT") segment have reduced over the
period. Whilst these price falls have not been reflected fully by these REITS
or other real estate indices the Investment Managers believe that the
probability has increased that the realisable market valuations are lower at
the end of the period than the beginning of the period. Given that the RMII
portfolio has extensive security over real estate this could negatively affect
recoveries in any enforcement scenarios.
Availability of credit - the Investment Manager believes that credit is less
available at the end of the period than the start of the period and this will
potentially negatively affect borrowers who are seeking refinance. Given the
RMII portfolio is exposed to loans with a final maturity date this will
increase the refinancing risk.
The Board closely monitors and assesses these continued uncertainties as to
how they could impact and affect the Company's trading position with regards
our investment objective, portfolio and thus our Shareholders and where
appropriate endeavour to mitigate the risk.
The Investment Manager and other key service providers provide periodic
reports to the Board on operational resilience. The Board is satisfied that
the key service providers have the ability to continue their operations
efficiently in a hybrid working environment.
Related party transactions
The Company's Investment Manager, RM Capital Markets Limited is considered a
related party under the Listing Rules. Details of the amounts paid to the
Company's Investment Manager and the Directors during the Period are detailed
in the Notes to the Financial Statement.
Going concern
The Directors, as at the date of this report, are required to consider whether
they have a reasonable expectation that the Company has adequate resources to
continue in operational existence for the foreseeable future. Following the
General Meeting held on 20 December 2023 at which Shareholders unanimously
voted in favour of a change in the Company's Objective and Investment Policy
in order to facilitate a managed wind-down, the process for an orderly
realisation of the Company's assets and a return of capital to Shareholders
has begun. The Company is therefore preparing its financial statements on a
basis other than going concern due to the Company being in a managed
wind-down.
The Board will endeavour to realise all of the Company's investments in a
manner that achieves a balance between maximising the net value received from
those investments and making timely returns to Shareholders.
Whilst the Directors are satisfied that the Company has adequate resources to
continue in operation throughout the winding down period and to meet all
liabilities as they fall due, given the Company is now in managed wind down,
the Directors considered it appropriate to adopt a basis other than going
concern in preparing the financial statements. No material adjustments to
accounting policies or the valuation basis have arisen as a result of ceasing
to apply the going concern basis. All of the balance sheet items have been
recognised on a realisation basis, which is not materially different from the
carrying amount. The Directors have also made appropriate provisions in order
to bring about the orderly wind-down of the Company and its operations.
Statement of Directors' responsibility for the Half-Year Report
The Directors confirm to the best of their knowledge that:
· The condensed set of financial statements contained within
the Half-Year report has been prepared in accordance with IAS 34 Interim
Financial Reporting.
· The Interim Management Report includes a fair review of the
information required by 4.2.7R and 4.2.8R of the FCA's Disclosure Guidance and
Transparency Rules.
Norman Crighton
Chair
29 August 2025
Financial statements
Condensed unaudited statement of comprehensive income
For the six months ended 30 June 2025
Six months ended 30 June 2025 Six months ended 30 June 2024 Year ended 31 December 2024*
Notes Revenue Capital Total Revenue Capital Total Revenue Capital Total
£'000
£'000
£'000
£'000
£'000
£'000
£'000
£'000
£'000
Losses on investments - (3,689) (3,689) - (947) (947) - (2,972) (2,972)
Income 4 1,920 - 1,920 4,965 - 4,965 7,642 824 8,466
Investment Management and Incentive fee 5 (403) - (403) (525) - (525) (1,057) - (1,057)
Other expenses 5 (575) (1,113) (1,688) (902) - (902) (1,138) - (1,138)
--------------- --------------- --------------- --------------- --------------- --------------- --------------- --------------- ---------------
Return before finance costs and taxation 942 (4,802) (3,860) 3,538 (947) 2,591 5,447 (2,148) 3,299
Finance costs - - - - - - - - -
--------------- --------------- --------------- --------------- --------------- --------------- --------------- --------------- ---------------
Return on ordinary activities before taxation 942 (4,802) (3,860) 3,538 (947) 2,591 5,447 (2,148) 3,299
Taxation 6 - - - - - - - - -
--------------- --------------- --------------- --------------- --------------- --------------- --------------- --------------- ---------------
Return on ordinary activities after taxation 942 (4,802) (3,860) 3,538 (947) 2,591 5,447 (2,148) 3,299
--------------- --------------- --------------- --------------- --------------- --------------- --------------- --------------- ---------------
Return per ordinary share (pence) 8 0.97p (4.96p) (3.99p) 3.01p (0.81p) 2.20p 4.84p (1.91p) 2.93p
========= ========= ========= ========= ========= ========= ========= ========= =========
* Audited.
The total column of this statement is the profit and loss account of the
Company. The supplementary revenue and capital columns are prepared under
guidance issued by the Association of Investment Companies (AIC).
A Statement of Comprehensive Income is not required as the Company does not
have any other comprehensive income and the net return on ordinary activities
after taxation is both the profit/(loss) and total comprehensive income for
the period.
The notes form an integral part of these financial statements.
Condensed unaudited statement of financial position
Notes As at As at As at
30 June 2025
30 June 2024
31 December 2024*
£'000
£'000
£'000
Fixed assets
Investments at fair value through profit or loss 3 56,670 84,669 70,098
--------------- --------------- ---------------
Current assets
Cash and cash equivalents 2,306 15,895 8,572
Receivables 3,072 9,023 5,500
--------------- --------------- ---------------
5,378 24,918 14,072
========= ========= =========
Payables: amounts falling due within one year
Payables (1,361) (6,302) (1,489)
--------------- --------------- ---------------
(1,361) (6,302) (1,489)
========= ========= =========
Net current assets 4,017 18,616 12,583
========= ========= =========
Total assets less current liabilities 60,687 103,285 82,681
========= ========= =========
Net assets 60,687 103,285 82,681
========= ========= =========
Capital and reserves: equity
Share capital 7 762 1,175 978
Capital redemption reserve 413 - 197
Share premium - 70,168 -
Special reserve 79,425 44,597 96,950
Capital reserve (21,179) (15,176) (16,377)
Revenue reserve 1,266 2,521 933
--------------- --------------- ---------------
Total Shareholders' funds 60,687 103,285 82,681
========= ========= =========
NAV per share - Ordinary Shares (pence) 9 80.00p 87.84p 84.73p
========= ========= =========
* Audited.
The financial statements of the Company were approved and authorised for issue
by the Board of Directors on 29 August 2025 and signed on their behalf by:
Norman Crighton
Chair
RM Infrastructure Income plc incorporated in England and Wales with registered
number 10449530.
The notes form an integral part of these financial statements.
Condensed unaudited statement of changes in equity
For the six months ended 30 June 2025
Notes Share Share Capital Special Capital Revenue Total
capital
premium
Redemption
reserve
reserve
reserve
£'000
£'000
£'000
reserve
£'000
£'000
£'000
£'000
Balance as at beginning of the period 978 - 197 96,950 (16,377) 933 82,681
Return on ordinary activities after taxation - - - - (4,802) 942 (3,860)
Buy back of shares 7 - - (65) - - (65)
Return of capital (216) - 216 (17,458) - - (17,458)
Buy back of shares and return of capital costs - - - (2) - - (2)
Share premium cancellation - - - - - - -
Dividends paid 10 - - - - - (609) (609)
--------------- --------------- --------------- --------------- --------------- --------------- ---------------
Balance as at 30 June 2025 762 - 413 79,425 (21,179) 1,266 60,687
========= ========= ========= ========= ========= ========= =========
For the six months ended 30 June 2024
Notes Share Share Capital Special Capital Revenue Total
capital
premium
Redemption
reserve
reserve
reserve
£'000
£'000
£'000
reserve
£'000
£'000
£'000
£'000
Balance as at beginning of the period 1,175 70,168 - 44,597 (14,229) 2,805 104,516
Return on ordinary activities - - - - (947) 3,538 2,591
Buy back of shares 7 - - - - - - -
Shares buy back costs - - - - - - -
Dividends paid 10 - - - - - (3,822) (3,822)
--------------- --------------- --------------- --------------- --------------- --------------- ---------------
Balance as at 30 June 2024 1,175 70,168 - 44,597 (15,176) 2,521 103,285
========= ========= ========= ========= ========= ========= =========
For the year ended 31 December 2024*
Notes Share Share Capital Special Capital Revenue Total
capital
premium
Redemption
reserve
reserve
reserve
£'000
£'000
£'000
reserve
£'000
£'000
£'000
£'000
Balance as at beginning of the year 1,175 70,168 - 44,597 (14,229) 2,805 104,516
Return on ordinary activities - - - - (2,148) 5,447 3,299
Buy back of shares 7 - - - (197) - - (197)
Return of capital (197) - 197 (17,486) - - (17,486)
Buy back of shares and return of capital costs - - - (132) - - (132)
Share premium cancellation - (70,168) - 70,168 - - -
Dividends paid 10 - - - - - (7,319) (7,319)
--------------- --------------- --------------- --------------- --------------- --------------- ---------------
Balance as at 31 December 2024 978 - 197 96,950 (16,377) 933 82,681
========= ========= ========= ========= ========= ========= =========
* Audited.
Distributable reserves as at 30 June 2025 amounted to £80,691,000 (30 June
2024: £47,118,000 and December 2024: £97,883,000) which comprise the revenue
reserve; capital reserve attributable to realised profits; and the special
reserve. The capital reserves attributable to realised profit for the
corresponding period/year ends are in a net loss position.
Share capital represents the nominal value of shares that have been issued.
The share premium includes any premiums received on the issue of share
capital. Any transaction costs associated with the issuing of shares are
deducted from share premium.
The notes form an integral part of these financial statements.
CONDENSED UNAUDITED STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED 30 JUNE 2025
Notes Six months ended Six months ended Year ended
30 June 2025
30 June 2024
31 December 2024*
£'000
£'000
£'000
Operating activities
Return before finance costs and taxation** (3,860) 2,591 3,299
--------------- --------------- ---------------
Adjustments for movements not generating an operating cash flow:
Adjustment for losses on investments 641 1,437 1,047
PIK adjustments to the operating cash flow (1,228) (835) (1,505)
--------------- --------------- ---------------
Adjustments for balance sheet movements:
Decrease/(increase) in receivables 2,428 (1,054) 2,469
(Decrease)/increase in payables (128) 1,126 (3,687)
--------------- --------------- ---------------
Net cash flow (used in)/from operating activities (2,147) 3,265 1,623
========= ========= =========
Investing activities
Private loan repayments/bonds sales proceeds 14,992 9,647 25,416
Private loans issued/bonds purchases (977) (986) (1,124)
--------------- --------------- ---------------
Net cash flow from investing activities 14,015 8,661 24,292
========= ========= =========
Financing activities
Return of capital (17,458) - (17,486)
Buy back of shares 7 (65) - (197)
Buy back of shares and return of capital costs (2) - (132)
Dividends paid 10 (609) (3,822) (7,319)
--------------- --------------- ---------------
Net cash flow used in financing activities (18,134) (3,822) (25,134)
--------------- --------------- ---------------
(Decrease)/increase in cash (6,266) 8,104 781
--------------- --------------- ---------------
Opening balance at beginning of the period/year 8,572 7,791 7,791
--------------- --------------- ---------------
Balance as at the period/year end 2,306 15,895 8,572
========= ========= =========
* Audited.
** Cash inflow from interest on investment holdings was £789,000
(30 June 2024: £2,413,000 and 31 December 2024: £5,326,000).
The notes form an integral part of these financial statements.
Notes to the financial statements
1. General information
RM Infrastructure Income plc (the "Company") was incorporated in England and
Wales on 27 October 2016 with registered number 10449530, as a closed-ended
investment company. The Company commenced its operations on 15 December 2016.
The Company intends to carry on business as an investment trust within the
meaning of Chapter 4 of Part 24 of the Corporation Tax Act 2010.
The Company aims to conduct an orderly realisation of the assets of the
Company, to be effected in a manner that seeks to achieve a balance between
returning cash to Shareholders promptly and maximising value.
The registered office is 4th Floor, 140 Aldersgate Street, London, United
Kingdom, EC1A 4HY
2. Basis of preparation and accounting policies
Statement of compliance
The interim unaudited financial statements have been prepared in accordance
with IAS 34 Interim Financial Reporting and the Disclosure Guidance and
Transparency Rules ("DTRs") of the UK's Financial Conduct Authority. They do
not include all of the information required for full annual financial
statements and should be read in conjunction with the financial statements of
the Company as at and for the year ended 31 December 2024. The financial
statements for the year ended 31 December 2024 have been prepared in
accordance with the UK adopted international accounting standards. The
financial information for the year ended 31 December 2024 in the interim
unaudited financial statements has been extracted from the audited Annual
Report and Accounts.
When presentational guidance set out in the Statement of Recommended Practice
("SORP") for Investment Companies issued by the Association of Investment
Companies ('the AIC') in July 2022 is consistent with the requirements of UK
adopted international accounting standards, the Directors have sought to
prepare the financial statements on a basis compliant with the recommendations
of the SORP.
Going concern
Given the Company is now in managed wind down, the Directors considered it
appropriate to adopt a basis other than going concern in preparing the
financial statements. Details of the Directors' assessment of the going
concern status of the Company are given within this Half-Year Report.
Accounting policies
The accounting policies used by the Company in preparing these interim
unaudited financial statements are the same as those applied by the Company in
its financial statements as at and for the year ended 31 December 2024.
3. Investment at fair value through profit or loss
Six months ended Six months ended Year ended
30 June 2025
30 June 2024
31 December 2024
£'000
£'000
£'000
Financial assets held:
Equity investments 1,872 2,966 1,719
Bond investments 4,870 4,350 4,772
Private loan investments 49,881 77,353 63,308
Forward currency contracts 47 - 299
--------------- --------------- ---------------
56,670 84,669 70,098
========= ========= =========
4. Income
Six months ended Six months ended Year ended
30 June 2025
30 June 2024
31 December 2024
£'000
£'000
£'000
Income from investments
Bond and loan interest 1,633 4,577 6,982
Bond and loan - PIK interest 147 147 294
Arrangement fees - 149 154
Other income 140 92 212
--------------- --------------- ---------------
Revenue income 1,920 4,965 7,642
========= ========= =========
Proceeds from Coventry Street insurance claim - - 824
--------------- --------------- ---------------
Capital income - - 824
========= ========= =========
5. Investment management fee and other expenses
Six months ended Six months ended Year ended
30 June 2025
30 June 2024
31 December 2024
£'000
£'000
£'000
Expenses charged to revenue:
Investment management fees 338 525 860
Incentive fee 65 - 197
--------------- --------------- ---------------
Investment Management and Incentive fees 403 525 1,057
========= ========= =========
Other administration charges 575 902 1,138
--------------- --------------- ---------------
Total revenue expenses 978 1,427 2,195
========= ========= =========
The Investment Manager is appointed under a contract subject to 12 months'
notice. Pursuant to the amended Investment Manager Agreement ("IMA") following
the Company being put into managed wind-down status, the Investment Manager is
entitled to a management fee calculated at the rate of 0.875 per cent. of NAV
per annum (payable monthly in arrears) subject to a minimum fee of £33,300
payable monthly in arrears, subject to renegotiation with the Board, until the
earlier of:
· the Company's liquidation;
· the value of the Company's portfolio (excluding cash and
other liquid assets) being less than or equal to £35 million; or
· 31 December 2026.
Additionally, an incentive fee will be accrued from 20 December 2023, being
the date the Company entered managed wind-down, on any loan that is repaid or
sold at or above the NAV as at that date, save for those loans where the
capital is used to repay any leverage or held as a cash balance for future
commitments, of 1.375 per cent. on loans repaid or sold from now until 31
December 2024 and 1.125 per cent. on loans repaid during 2025.
To incentivise the Investment Manager to continue to work on the tail of the
portfolio, the Incentive Fee will be subject to the following escrow and
payment mechanism: (i) 50 per cent. of the fee will be paid in cash to the
Investment Manager at the end of each month when a loan is repaid or sold and
(ii) the remaining 50 per cent. will, so long as the Shares trade at a
discount to the latest published NAV, be used by the Company to buy back
Shares on the market, and otherwise held by the Company in escrow.
The newly acquired Shares purchased as a result of the payment of the
Incentive Fee under (ii) above will be held by the Company in treasury until
the Company is liquidated, and, together with cash amounts held in escrow will
vest to the Investment Manager in the following proportions depending on the
amount of aggregated net proceeds distributed to Shareholders:
· 100 per cent. at or above the Reference NAV; or
· 90 per cent. at or greater than 99 per cent. and less than
100 per cent. of the Reference NAV; or
· 80 per cent. at or greater than 98 per cent. and less than 99
per cent. of the Reference NAV; or
· 70 per cent. at or greater than 97 per cent. and less than 98
per cent. of the Reference NAV; or
· 60 per cent. at or greater than 96 per cent. and less than 97
per cent. of the Reference NAV; or
· 50 per cent. at or greater than 95 per cent. and less than 96
per cent. of the Reference NAV; or
· 40 per cent. at or greater than 94 per cent. and less than 95
per cent. of the Reference NAV; or
· 30 per cent. at or greater than 93 per cent. and less than 94
per cent. of the Reference NAV; or
· 20 per cent. at or greater than 92 per cent. and less than 93
per cent. of the Reference NAV; or
· 10 per cent. at or greater than 91 per cent. and less than 92
per cent. of the Reference NAV; or
· 0 per cent. below 91 per cent. of the Reference NAV.
Any shares held in treasury which vest to the Investment Manager will be
transferred to it to settle the Company's obligation to pay the remaining part
of the Incentive Fee. The Board notes that for companies with a premium
listing, the Investment Associations preference is for no more than 10 per
cent. of their shares to be held in treasury but, given the special use of
treasury shares in this case, believe the use of treasury shares in this
manner is in the best interests of the Company. To the extent that the number
of treasury shares to be transferred to the Investment Manager would otherwise
be equal to or greater than 20 per cent. of the Company's issued share capital
at the time, the Company will deliver such number of treasury Shares as
represents one Share less than 20 per cent of the Company's issued share
capital and instead shall pay the Investment Manager upon the liquidation of
the Company an amount equal to the number of undelivered Shares multiplied by
the amount distributed upon every Share in the liquidation, with such
liability to be paid pro rata alongside all other distributions
to Shareholders.
If the Shares are trading at a premium to the prevailing NAV, the remaining 50
per cent. of the fee under (ii) above will be held in escrow in liquid funds
by the Company. Any dividends paid or declared in respect of the Shares
acquired under (ii), together with any capital distributions made to
Shareholders, will be held by the Company in escrow until the incentive vests
as set out above.
The incentive fee for the period ended 30 June 2025 amounted to £130,000. Of
this, £65,000 was paid in cash and £65,000 was used to buy back a total of
89,044 shares which is being held in treasury.
After the period end on 13 August 2025, 2,183 shares were purchased at the
price of 67.50p to be held in treasury in settlement for £1,500 of Investment
Manager's Incentive Fee.
For the amount of the Incentive Fee held back, an expense will be accrued when
the Company anticipates its payment as probable. Any payment made will be
treated as a cash-settled share-based payment.
There is no performance fee payable to the Investment Manager.
6. Taxation
Six months ended 30 June 2025 Six months ended 30 June 2024 Year ended 31 December 2024
Revenue Capital Total Revenue Capital Total Revenue Capital Total
£'000
£'000
£'000
£'000
£'000
£'000
£'000
£'000
£'000
Analysis of tax charge/(credit) for the period/year:
Corporation tax - - - - - - - - -
Overseas tax - - - - - - - - -
--------------- --------------- --------------- --------------- --------------- --------------- --------------- --------------- ---------------
Total current tax charge - - - - - - - - -
========= ========= ========= ========= ========= ========= ========= ========= =========
7. Share capital
As at 30 June 2025 As at 30 June 2024 As at 31 December 2024
No. of Shares £'000 No. of Shares £'000 No. of Shares £'000
Allotted, issued & fully paid:
Ordinary Shares of 1p 76,220,200 762 117,586,359 1,175 97,848,021 978
========= ========= ========= ========= ========= =========
At the period end, the Company has 76,220,200 (30 June 2024: 117,586,359; 31
December 2024: 97,848,021) Ordinary Shares in issue of which the total number
with voting rights is 97,578,426 (30 June 2024: 112,948,137; 31 December 2024:
97,578,426) and 358,639 (30 June 2024: 4,638,222; 31 December 2024: 269,595)
Ordinary Shares held in Treasury.
Share movement
The table below sets out the share movement for the six months ended 30 June
2025.
Opening balance Tender offer - Shares issued Shares bought Shares held Shares in issue at
shares redeemed
back into Treasury
in Treasury
30 June 2025
Ordinary Shares 97,848,021 (21,627,821) - (89,044) 89,044 76,220,200
========= ========= ========= ========= ========= =========
The table below sets out the share movement for the six months ended 30 June
2024.
Opening balance Tender offer - Shares issued Shares bought Shares held Shares in issue at
shares redeemed
back into Treasury
in Treasury
30 June 2024
Ordinary Shares 117,586,359 - - - - 117,586,359
========= ========= ========= ========= ========= =========
The table below sets out the share movement for the year ended 31 December
2024.
Opening balance Tender offer - Shares issued Shares bought Shares held Shares in issue at
shares redeemed
back into Treasury
in Treasury
31 December 2024
Ordinary Shares 117,586,359 (19,738,338) - (269,595) 269,595 97,848,021
========= ========= ========= ========= ========= =========
During the period ended 30 June 2025, the Company bought back 89,044 (30 June
2024: nil; 31 December 2024: 269,595) Ordinary Shares for an aggregate cost of
£65,000 (30 June 2024: £nil; 31 December 2024: £197,000). See Note 5 for
more details of this buy back. The Company also returned capital as a result
of a Tender Offer amounting to 21,627,821 (30 June 2024: nil; 31 December
2024: 19,738,338) Ordinary shares for an aggregate cost of £17,459,000 (30
June 2024: nil; 31 December 2024: £17,529,910).
8. Return per ordinary share
Total return per Ordinary Share is based on the loss on ordinary activities
after taxation of £3,860,000 (30 June 2024: loss of £2,591,000; 31 December
2024: gain of £3,299,000).
Based on the weighted average of number of 96,800,479 (30 June 2024:
117,586,359; 31 December 2024: 112,657,232) Ordinary Shares in issue for the
six months ended 30 June 2025, the returns per share were as follows:
Six months ended 30 June 2025 Six months ended 30 June 2024
Revenue Capital Total Revenue Capital Total
Return per ordinary share 0.97p (4.96p) (3.99p) 3.01p (0.81p) 2.20p
========= ========= ========= ========= ========= =========
Year ended 31 December 2024
Revenue Capital Total
Return per ordinary share 4.84p (1.91p) 2.93p
========= ========= =========
9. Net asset value per share
The net asset value per share is based on Company's total Shareholders' funds
of £60,687,000 (30 June 2024: £103,285,000; 31 December 2024: £82,681,000),
and on 75,861,561 (30 June 2024: 117,586,359; 31 December 2024: 97,578,426)
Ordinary Shares in issue at the period/year end.
10. Dividend
On the 27 February 2025, the Directors approved the payment of an interim
dividend for year ended 31 December 2024 to Ordinary Shareholders at the rate
of 0.625 pence per Ordinary Share. The dividend had a record date of 7 March
2025 and was paid on 4 April 2025. The dividend was funded from the Company's
revenue reserve.
As announced with effect from 29 May 2025, the Board has resolved to amend the
Company's dividend payment frequency from a quarterly to a semi-annual basis,
with the first semi-annual interim dividend expected to be declared in
September 2025 in respect of the first half of the financial year ending 31
December 2025.
On 29 August 2025, the Directors approved the payment of an interim dividend
for the semi-annual period ended 30 June 2025, at the rate of 0.625 pence per
Ordinary Share. The dividend will have a record date of 12 September 2025 and
will be payable on 26 September 2025. The dividend will be funded from the
Company's Revenue reserve.
11. Related party transaction
Fees payable to the Investment Manager are shown in the Statement of
Comprehensive Income. As at 30 June 2025 the fee outstanding to the Investment
Manager was £103,000 (30 June 2024: £75,000; 31 December 2024: £122,000).
The Directors had the following shareholdings in the Company, all of which are
beneficially owned.
As at 30 June 2025 As at 30 June 2024 As at
Ordinary shares
Ordinary shares
31 December 2024
Ordinary shares
Norman Crighton 29,982 29,982 29,982
Guy Heald 20,000 20,000 20,000
Marlene Wood 16,638 20,000 16,638
========= ========= =========
12. Classification of financial instruments
IFRS 13 requires the Company to classify its investments in a fair value
hierarchy that reflects the significance of the inputs used in making the
measurements. IFRS 13 establishes a fair value hierarchy that prioritises the
inputs to valuation techniques used to measure fair value. The three levels of
fair value hierarchy under IFRS 13 are as follows:
Level 1
Inputs are quoted prices in active markets for identical assets or liabilities
that the entity can access at the measurement date.
Level 2
Inputs other than quoted market prices included within Level 1 that are
observable for the asset or liability, either directly or indirectly.
Level 3
Inputs are unobservable for the asset or liability.
The classification of the Company's investments held at fair value through
profit or loss is detailed in the table below:
30 June 2025 30 June 2024
Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total
£'000
£'000
£'000
£'000
£'000
£'000
£'000
£'000
Financial assets:
Financial assets - Private loans and bonds - 4,870 - 4,870 - 4,350 - 4,350
Financial assets - Private loans - - 49,881 49,881 - - 77,353 77,353
Financial assets - Equity investment - - 1,872 1,872 - - 2,966 2,966
Forward contract unrealised gain - 47 - 47 - 190 - 190
--------------- --------------- --------------- --------------- --------------- --------------- --------------- ---------------
Net financial assets - 4,917 51,753 56,670 - 4,540 80,319 84,859
========= ========= ========= ========= ========= ========= ========= =========
* As at 30 June 2025, the net unrealised gain of £47,000 (30 June
2024: £190,000) on forwards is recognised within other creditors in the
Statement of Financial Position.
31 December 2024
Level 1 Level 2 Level 3 Total
£'000
£'000
£'000
£'000
Financial assets:
Financial assets - Bond investments - 4,772 - 4,772
Financial assets - Private loans - - 63,308 63,308
Financial assets - Equity investment - - 1,719 1,719
Forward contract unrealised loss* - 299 - 299
--------------- --------------- --------------- ---------------
Net financial assets - 5,071 65,027 70,098
========= ========= ========= =========
* The forward exchange contract has been presented at net exposure
with the net unrealised gains of £298,810 and have been classified as Level 2
investments.
Investments that trade in markets that are not considered to be active but are
valued based on quoted market prices, dealer quotations or alternative pricing
sources supported by observable inputs are classified within Level 2.
Level 3 holdings are valued using a discounted cash flow analysis and
benchmarked discount/interest rates appropriate to the nature of the
underlying loan and the date of valuation.
There have been no movements between levels during the reporting period. The
Company considers factors that may necessitate the transfers between levels
using the definition of the levels 1, 2 and 3 above.
At the period end, the Company had the following unquoted equity investments.
· Esprit Holdco Limited (Energie Fitness). The Company
participated in a management buyout during 2020 and owns 28% of the business.
The registered office and principal place of business of Energie Fitness is 1
Pitfield Kiln Farm, Milton Keynes, United Kingdom, MK11 3LW. The Investment
Manager valued holdings in Energie Fitness at nil.
· Trent Capital Limited. The Company structured a Loan in 2019,
which also offered equity within Trent Capital Limited. The Company has a 61%
net equity holding within the business which is registered at 17 Walkergate,
Berwick Upon Tweed, Northumberland, TD15 1DJ and the principal business
address is Unit 7 Newton Chambers Way, Thornecliffe Industrial Estate,
Chapeltown, Sheffield, S35 2PH. The Investment Manager valued holdings in
Trent Capital Limited at nil.
· Coventry Student Accommodation 1 Limited ("Coventry", wholly
owned asset). The Company holds an unquoted investment in Coventry. As at 30
June 2025, the Company owns 100% of the business. The registered office and
principal place of business of Coventry is 4th Floor, 140 Aldersgate Street,
London, United Kingdom, EC1A 4HY. The Investment Manager's valuation of the
holdings in Coventry is [£1.9 million as at 31 December 2024, being the
latest value available at the date of this report.]
· RMC Lending Limited ("RMC Lending"). During the year, the
Company acquired 100% of the equity of RMC Lending. The registered office of
RMC Lending is 4th Floor, 7 Castle Street, Edinburgh, Scotland, EH2 3AH, with
registered number SC521046. The equity was purchased for a nominal amount and
the transaction had immaterial effect on the financial statements. The sole
principal activity of RMC Lending to date has comprised direct lending through
sourcing long-term debt finance from third-party providers and making loans to
UK‑based companies, under the terms of the UK Government's Coronavirus
Business interruption Loan Scheme and the Recovery Loan Scheme.
13. Post balance sheet events
There are no other post period end events other than those disclosed in this
report.
14. Status of this report
These financial statements are not the Company's statutory accounts for the
purposes of section 434 of the Companies Act 2006. They are unaudited. The
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
Investment Manager's website (https://rm-funds.co.uk/).
The Half-Year Report was approved by the Board on 29 August 2025.
Other information
Alternative Performance Measures ("APMs")
Discount
The amount, expressed as a percentage, by which the share price is less than
the Net Asset Value per share.
As at 30 June 2025 Per Share
NAV per Ordinary Share (pence) a 80.00
Share price (pence) b 70.50
--------------- ---------------
Discount (b/a)-1 -11.87%
========= =========
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 its Ordinary Shares on the ex-dividend date.
As at 30 June 2025 NAV Share Price
Opening at 1 January 2025 (pence) a 84.73 73.50
Closing at 30 June 2025 (pence) b 80.00 70.50
Dividend adjustment factor c 1.0075 1.0086
Adjusted closing (d = b x c) (pence) d 80.60 71.10
--------------- --------------- ---------------
Total return (d/a)-1 -4.87% -3.26%
========= ========= =========
About RM Infrastructure Income PLC
At a General Meeting held on 20 December 2023, the Company adopted an
investment objective to facilitate a managed wind-down of the Company.
The Company aims to conduct an orderly realisation of the assets of the
Company, to be effected in a manner that seeks to achieve a balance between
returning cash to Shareholders promptly and maximising value.
For more information, please contact James Robson at RM Funds.
About RM Funds
RM Funds is an alternative asset manager. Founded in 2010, with offices in
Edinburgh, and London, the firm manages capital on behalf of institutional
investors, multi-asset allocators, wealth managers and retail investors. RM
Funds focuses on real asset investing across liquid alternatives and private
markets.
RM Funds is a delivery partner to the British Business Bank in connection with
the Coronavirus Business Interruption Loan Scheme. RM Funds is a trading name
of RM Capital Markets Limited.
RM Funds is a signatory to the Principles of Responsible Investment.
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