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RNS Number : 8757H Rockwood Strategic PLC 18 November 2025
Rockwood Strategic Plc
("RKW or the "Company")
Interim results for the six months to 30 September 2025
Rockwood Strategic Plc (LSE: RKW) is pleased to announce its unaudited results
for the six months ended 30 September 2025 (the "Period").
Highlights for the period:
· Net Asset Value (NAV) Total Return in the period of 12.5%1 to
279.91p/share which compares to rises in the FTSE Small Cap (ex-ITs) Index of
12.1% and the FTSE AIM All-Share Index of 14.8%. Total Shareholder Return in
the Period was 11.5%1.
· NAV Total Return performance in the year to 30 September 2025 of
10.8% which compares to the FTSE Small Cap (ex-ITs) Index of 2.3% and the FTSE
AIM All-Share Index of 5.8%. The Total Shareholder Return in the same one-year
period was 10.6%1.
· NAV Total Return performance in the three years to 30 September 2025
of 93.9%1 which compares to a rise in the FTSE Small Cap (ex-ITs) Index of
31.2% and a decline in the FTSE AIM All-Share Index of -2.9%. The Total
Shareholder Return in the same three-year period was 99.7%1.
· No. 1 UK Small Companies fund over the last 3 and 5 years by Net
Asset Value Total Return and Total Shareholder Return ('TSR') per the
association of Investment Companies (UK domiciled) to the end of the period.
· New shares issued via our block listing programme at a small premium
to Net Asset Value, growing the share count by 24% and, alongside performance,
growing NAV to £134.8m. NAV has now grown 267% in the last three years,
building scale and widening our practicable investment universe.
· Net cash of £9.8m at the end of the Period (representing 7.3% of
NAV).
· Three new investments were made across a range of industry sectors.
Treatt Plc, an ingredients manufacturer, subsequently received a takeover
offer from a PE backed trade buyer. This was blocked by another trade
competitor who have taken a strategic stake. Tribal Group Plc, provider of
education software & services, rapidly rose 53% post our initial purchase.
We are still building the holding in the third company. A modest 'bridge'
financing was supported at Pennant International Plc.
· One investment was realised: Galliford Try Plc, generating a 48.2%
IRR and 2.4x money multiple. Initially purchased in Q2 2022 our investment
thesis has been delivered over three years via a material valuation re-rating
of the equity and excellent turnaround of the company's operating performance.
· Joined the FTSE All-share index and FTSE Small Companies Index.
1 These are considered to be APMs.
Noel Lamb, Chairman of Rockwood Strategic Plc, commented:
"I am pleased to report another six months of NAV growth in excess of our
target returns. Despite sustained negativity in the U.K., Rockwood Strategic
continues to build support with an exceptional 24% growth in our total shares
issued to new investors. Increased scale has led to inclusion in the FTSE
All-share and FTSE Small Companies Indices and performance has yet again been
externally recognised, as the strategy won Citywire's Investment Trust of the
Year 2025 Award for 'Best UK Smallers' and The 2025 Quoted Data Awards 'Best
for Small Cap'."
Richard Staveley, Fund Manager, Harwood Capital, commented:
"The ingredients to support a sustained recovery in UK small company markets
are gradually emerging. Valuations are attractive. Pension fund selling
appears exhausted. The direction of interest rates is down. In 2025 FTSE 100
shares have on average significantly outperformed US shares, refuting
pessimistic narratives about our domestic market. However, the final
ingredient remains outstanding in our view; government support to reverse
smaller company investor outflows, creating a virtuous circle for UK public
markets. If next week's budget doesn't include any, then a gift will be handed
to the next Chancellor. In any event, we believe our differentiated strategy
will continue to deliver."
The full version of the RKW interim report will be available on its website
shortly at www.rockwoodstrategic.co.uk (http://www.rockwoodstrategic.co.uk)
For further information, please contact:
Rockwood Strategic
Plc
Noel Lamb noellamb@finnebrogue.co.uk
Chairman
Rockwood Asset Management Christopher Hart 020 7640 3200
Investment Manager
Singer Capital Markets Advisory LLP James Maxwell 020 7496 3000
Broker James Fischer
About Rockwood Strategic Plc
Rockwood Strategic plc ("RKW") is an Investment Trust listed on the Main
Market of the London Stock Exchange that invests in a focused portfolio of
smaller UK public companies. The strategy identifies undervalued investment
opportunities, where the potential exists to improve returns and where the
company is benefitting, or will benefit, from operational, strategic or
management changes. These unlock, create or realise value for investors.
Chairman's Statement for the half year to 30 September 2025
I am pleased to report that Rockwood Strategic has delivered another period of
strong NAV per share growth. Indeed, the portfolio overall continues to well
exceed our target 15% Internal Rate of Return (IRR) in each investment over
three to five years. Net Asset Value (NAV) Total Return in the six-month
period increased 12.5% to 279.91p/share. UK stock market returns have been
improving during the last twelve months, although the best gains have been
found in the FTSE 100. There is some catching up to do from smaller companies.
The investments for this strategy are targeted in sub-£250m market
capitalisation businesses, where we believe the market inefficiencies are
greatest. As a result, we are making the most of the opportunity long-term
capital provides in an Investment Trust structure by investing in this
illiquid part of the stock market, often shunned by others who have more
immediate fund liquidity requirements.
I am also delighted that during the period we continued to issue new shares
via our block listing programme at a small premium to Net Asset Value, growing
the shareholder base for the strategy by 24%, increasing our scale and
widening our practical investment universe. The backdrop to this achievement
is worth noting. Overall, the UK market continues to suffer from sustained net
outflows from investors, whilst we continue to grow, due to the attractions of
our differentiated strategy, focused team and best in class returns delivered
by your Investment Manager. The portfolio is concentrated, thus both winners
and losers have a meaningful impact on NAV. We know your Investment Manager
will not get all investments right but given the asymmetric nature of the
prospective return profiles of each individual investment, this Interim period
is a good example of how overall a positive result can be achieved despite
individual stock challenges. The Investment Manager's report provides
shareholders with ample explanation and transparency on the portfolio's latest
developments.
There is no doubt that the UK faces considerable challenges. We are, though,
a large, diverse and entrepreneurial economy that has weathered many a storm.
There are hundreds of listed small company stocks, often with large overseas
operations, from which to build a concentrated and successful portfolio. It
has been plain to see that economic challenges and difficult market conditions
have characterised the prior three years, the FTSE Aim All-Share index having
fallen 2.9%, yet during this period Rockwood Strategic's NAV per share growth
has been 93.9%. This gives the Board confidence in the strategy's future.
Helping in that regard is Rockwood Strategic's Investment Advisory Group (IAG)
which has a new member, the highly experienced and regarded investor, Mr.
Richard Pease, taking their combined investment experience to over 200 years.
The Board and I would also like to extend our deepest sympathy to the family
of our former Chairman, and subsequently IAG member, Mr. David Potter, who
died earlier this year in South Africa. His many years of Board service and
support given to the Company and Investment Manager are greatly appreciated.
He will be deeply missed by all.
Noel Lamb
Chairman, Rockwood Strategic Plc
17 November 2025
Investment Manager's Report
Introduction
During the 6-month period to 30 September we increased the number of holdings
to twenty-four, alongside adding to a number of existing holdings, as the UK
stock-market provided the opportunity to purchase investments we believe will
at least meet our 15% IRR criteria over the next 3-5 years. Stock specific
risk and returns are the primary factors producing the NAV result for the
period. We have 7 'Core' holdings (target 5-10) and 17 'Springboard /
opportunities' (target 10-25). The top ten holdings accounted for 59% of NAV
and net cash was £9.8m, 7.3% of NAV, at the end of the period.
We continue to identify companies which will benefit from operational,
strategic or management initiatives. The stock market valuations for these
companies are usually depressed as they have fallen out of favour due to
reduced profitability, strategic error or poor management. All of these can be
reversed, typically generating significant shareholder value recovery.
However, the current market backdrop is providing even greater valuation
anomalies; time horizons seem to be shortening and many investment funds are
experiencing outflows and shunning the less liquid parts of the UK stock
market. Our value-based, recovery biased, approach, alongside our engagement
activities with stakeholders and our material shareholdings, is differentiated
and proving to be effective.
Market Commentary
The last six months have been characterised by the introduction of
significantly increased trade tariffs by the US under the Presidency of Trump.
A lack of clarity on the outcome of the resultant negotiations around the
world and its impacts on prices, trade flows and investment decisions have
injected additional uncertainty to the world economy. Britain's manufacturing
exports to the US are modest and, helped possibly by Trump's personal affinity
with our sceptered isle, a relatively inoffensive agreement was concluded
quickly.
Trump's sclerotic wider negotiations and other policy settings included
attacks on the Federal Reserve, the judiciary, political opponents and a wave
of 'executive orders' exercising a use of White Office power unseen for
decades. When combined with fiscal largesse, these have all led to the weakest
performance in the Dollar since 1973. Ironically, this was the year the US
lost the Vietnam war, the Watergate scandal erupted and the first oil crisis
hit. 2025 geo-political events, include the US bombing of Iran, ineffective
negotiations concerning the Ukraine conflict, Israel and Iran bombing Qatar
(for different reasons) and the full might of the Israeli armed forces being
thrown at the destruction of Gaza. French politics has been in turmoil and the
world's authoritarian leaders met, exuding confidence the post-war
multi-lateral system is breaking down. It should not be a surprise that Gold
has been particularly strong, having its best year since 1979.
In the UK, unfortunately, any clarity achieved on tariffs has been overwhelmed
by domestic fiscal anxiety within corporates, individuals and the non-domicile
community over the prospect of increased taxes in the November budget. The
nationalisation of the rail and steel industry continues (the latter by
accident), whilst UK energy costs remain extremely high when compared to most
other G20 countries. Public sector wages have increased by 5.7% in 2025 and
minimum wages grown at a faster pace, pushing other pay-grades up. Inflation
is therefore proving sticky, well above target levels, CPI at 3.8% in August,
the highest in the G7. Fiscal pressures are clear, as Labour's 'growth' agenda
fails to show up in soggy GDP numbers, productivity fails to improve and the
Parliamentary Labour Party is proving unable to enact any meaningful public
spending cuts. This backdrop, set against the increasingly angry national
debate on immigration, is manifesting itself in polling results which imply
structural change in the political landscape and/or party leadership changes
in the near future. The bond markets are sniffing blood as long-term gilts
rise to their highest since 1998. The November budget must raise taxes to meet
the current fiscal rules. How sensibly these are crafted will determine the
outlook for 2026.
Notwithstanding the negativity of the above commentary, interest rates have
been gradually falling, ending the period at 4%. A softening labour market and
some inflation contributors moderating may provide scope for further easing,
but there is no rosy outlook in this regard. With so-called 'risk-free rates'
at current levels, 'growth' assets and related investing styles are under
pressure. 'Value' investing is more hard-wearing, which suits us. The FTSE 100
has performed well this year (and last), the market's cries for help are
becoming more concentrated in UK small company investors, management teams and
advisers. It is confidence in the future that is missing. It is therefore of
no surprise that the drumbeat of recommended public market company takeovers
continues. The Private market attractions of higher compensation, access to
leverage and easier reporting cycles not lost on Boards. Highly attractive
valuations not lost on bidders.
In previous cycles large caps have often led small caps, so some optimism may
be due. Without a doubt low valuations and strong balance sheets alongside
helpful market and listing reforms are not impediments to this occurring.
However, AIM's woes seem more sickly. Stronger constituents are gradually
moving to the main market, and the regulatory arbitrage between the two has
narrowed greatly, undermining the junior market's attractions. The AIM tax
breaks were slashed twelve months ago, de-listings and takeovers have
continued, with new issuance (IPOs) moribund. Maybe it is darkest before the
dawn, but we believe meaningful and immediate government intervention is a
prerequisite and, as yet, nothing has been announced to catalyse a trend
change. Mansion House announcements are yet to manifest in UK small cap
inflows, despite FTSE 100 performance, net outflows continue overall and, not
for the first time, we call upon Government to act by requiring future ISA
investments to be in UK listed assets only. A tax neutral policy, provided by
tax-payers to savers, at their choice, to channel investment into UK
businesses and markets.
Portfolio Performance
The portfolio is concentrated and therefore it should be expected that over
any shorter period, such as a year, a dominant stock or two will drive
performance.
Performance 1 Year 3 Year
(all indices are excluding investment trusts) H1 2025 to 30 Sept to 30 Sept
RKW TSR1 11.5% 10.6% 99.7%
RKW NAV Total Return1 12.5% 10.8% 93.9%
FTSE Small Cap Total Return (SMXX) 12.1% 2.3% 31.2%
FTSE AIM All-Share Total Return (TAXXG) 14.8% 5.8% -2.9%
FTSE All-Share Total Return (ASX) 11.6% 16.2% 50.0%
Source: LSEG and Company as at 30 September 2025
1 These are considered to be APMs.
Performance
There are three aspects driving the period's NAV growth. Firstly, the
portfolio has produced a number of very strong performers. Secondly, five
other top ten holdings have produced above market gains. Finally, we have
weathered some disappointments which require explanation.
Top Performers:
· Vanquis Banking Group rose over 100% as results demonstrated strong
recovery progress, complaint volumes reduced markedly and improved clarity on
motor finance liabilities emerged.
· Capital Limited rose over 70%, recovering under the returning
leadership of Executive Chair Jamie Boyton and benefiting from the recovery in
performance on key mining projects and the laboratories division with a
supportive backdrop for gold and copper mining activity, in which they have a
strong bias.
· Capita Plc rose 68% following results updates which indicated the
long-awaited recovery in performance was on track under the new management and
was noteworthy by its simplified investment case and clear strategic plan and
options for shareholder value creation. We were delighted that CEO Adolfo
Hernandez was able to meet with Rockwood's Investment Advisory Group during
the period.
· Centaur Media, up 54%, very pleasingly announced the sale of The
Lawyer, MiniMBA, and Marketing Week for cash following Harwood's support for
the appointment of Martin Rowland as Executive Chair. With two businesses
remaining, we anticipate a significant return of capital imminently.
· Mercia Asset Management rose 34% as results exceeded expectations.
They are yet to announce much need realisation of their investment portfolio,
which we believe will catalyse the shares further in the next 24 months,
however we were pleased in the meantime to see further buybacks from their
excess cash position, after our engagement with the company.
Large Holding contributors:
· Filtronic, up 19%, announced their largest ever order from Space X
(for ground-stations), issued exceptional results with sales up 120%, profit
upgrades and a range of important orders with Viasat (into their satellites),
Airbus and Leonardo.
· James Fisher & Sons rose 16% with solid results demonstrating
operational progress and significant growth in the underperforming defence
division's orderbook which should be a precursor to upgrades.
· Trifast, up 14%, also delivered improving operating margins despite
facing tough global end-markets in their results.
· Funding Circle, up 14% also announced sharply improving profitability
and exuding confidence in the 2026 sales and profit targets alongside extended
buybacks and a superbly presented Capital Markets Day.
· Restore, up 13%, announced steady progress in profitability and the
benefits of bolt-on acquisitions.
Main underperformers:
· Argentex has been a total write-off. In short there was gross
incompetence by the executive management which were poorly overseen by an
ineffective Board lacking in oversight. Auditors also appeared asleep at the
wheel. The Company, at warp speed, moved from 'positively' framed results, and
substantial net cash, followed by Director's purchases and an audited annual
report (including risk section details of 'stress testing' etc) to a shocking
realisation that position risk management was out of control and the company
was in financial distress. To be clear, the company had always stated they
were an 'agency' FX services, not 'principal', business i.e. a 'broker' not
taking position risk, but mainly credit risk. We turned down a rescue, which
would have compounded our losses as the emergent strategic bidders for the
company appear to have lost millions in the process. We really do think 'the
signs weren't there', but it has reiterated the importance of position sizing
and the risks to us where there is a dominant large shareholder.
· STV, down 30%, was also disappointing. Particularly because the
profit warning which emerged was relatively soon after an ebullient and
confident Capital Markets Day outlining the evolved strategy under the new
CEO. We have acted swiftly and, having engaged with stakeholders, very pleased
to see turnaround veteran Clive Whiley appointed as Chairman. The underlying
broadcast business (including digital) has the potential to be a serious 'cash
cow' if managed effectively, whilst the development of Studios, via attractive
content creation, is the best long-term growth opportunity for the business
and has an impressive recent creative record.
· Pennant fell 25% on a large delayed contract award and the need for
'bridging' finance. We modestly supported this given the deep discount to our
view of fair value, now the company has almost finished converting to a
software business.
· M&C Saatchi, down 13%, downgraded profit expectations primarily
due to their Australian operations. Activities elsewhere were mainly
resilient, which is better than other quoted competitors, who have greater
exposure to advertising markets. With a material net cash balance, we expect
the business to recover and see material value in their specialist
non-advertising activities which make up the bulk of profits. We have engaged
with the Board to commence a buyback.
· Finally, soft updates were also released by Van Elle, and Kooth, both
down 2% and suffering due to their small size, we suspect. Both have
significant strategic value.
Portfolio Highlights and investment activity
The period ended with 24 holdings , of which the top 10 constitute 59% of NAV.
Within 'Other investments' listed in the table below Rockwood owns over 5% of
the shares in 10 holdings.
Shareholding in company Portfolio
Top ten shareholdings £m NAV
(30 September 2025)
Vanquis Banking Group plc 12.3 3.9% 9.1%
RM plc 12.2 15.5% 9.0%
Capita plc 11.3 3.1% 8.4%
Trifast 7.6 7.3% 5.6%
Filtronic 6.9 2.7% 5.1%
Capital Limited 6.3 3.1% 4.7%
Funding Circle 6.2 1.6% 4.6%
Restore 5.9 1.6% 4.4%
M&C Saatchi 5.8 3.3% 4.3%
James Fisher & Sons 5.5 3.1% 4.1%
Other investments (14) 45.0 - 33.4%
Cash and working capital items 9.8 - 7.3%
Total NAV 134.8 100.0%
Interim Portfolio Review
Top 5 Holdings
Vanquis Banking Group Plc: This highly regulated bank (FCA and PRA) is a
'fallen angel' having emerged from the collapse of Provident Financial Plc.
With material deposits (covered by the FCSS), the business is primarily
focused on a below-prime credit card and vehicle financing with over 1.7m
customers. An evolving Board and highly experienced new management team is
focused on its purpose of helping the nearly 20 million consumers who are
financially stretched to access credit and achieve mid-teens return on net
tangible assets in the process. Their potential financial returns are high
relative to mainstream banks as managing high risk credit comes with higher
returns. Recently they have been negatively impacted by a deluge of complaints
from financially motivated Claims Management Companies. Changes to rules at
the Financial Ombudsman have meant these are now falling fast. This has caused
considerable cost to administer despite a very low uphold rate and is a
welcome relief. Panic about motor vehicle finance compensation liabilities was
misplaced as the recent Supreme Court judgement was positive and the Board has
only had to make a modest provision.
Well capitalised and undergoing a technology improvement plan, our thesis for
recovery targets an investment return well in excess of our target rate, hence
we are running our position despite already having achieved an unrealised
money multiple of 2.4x. On current market expectations, the shares are valued
on a Price to Book ratio of 0.5x to their Financial year 2025.
RM Group Plc (Education market services): To date our money multiple is 1.9x.
However, we are frustrated with the lack of progress with re-focusing the
group. Debt remains elevated, although credit must be given for the company
managing a positive relationship with the banks whilst they stabilised the
business. The International Baccalaureate's and Cambridge Assessment contracts
are turnkey as they provide the basis for transforming these institutions'
ability to provide and enable digital assessments. They also underpin the
likely success of the new "Ava" platform, launched by RM, into which they are
investing heavily, despite the stretched financial position. It is in all
stakeholders interests that the non-core divisions of Resources and Technology
are exited in a swift fashion as the emergent Ava should command a very
high valuation multiple given its unique, highly profitable and arguably world
leading position in 'Edtech' for exam marking. Our 'Sum of the Parts'
valuation analysis has recently been updated to £170m which compares to an
end period market capitalisation of £78m. Disposals are necessary to unlock
this value.
Capita Plc : This former FTSE 100 outsourcer has had a serious fall from grace
in recent years. The business had acquired too many businesses, poorly
integrated them and lost operational control. This resulted in very high
levels of debt, a huge pension fund deficit, accounting errors and
consequently changes to the Board and executive management. After a loss of
significant shareholder value, the extended period of sorting out the
inherited mess has been long and frustrating for many. However, we believe the
business is now emerging from that phase under the new management team. Debt
has been very meaningfully reduced, the pension fund financing resolved and
the group materially simplified after a long disposal programme. However we
expect a 'dowry' is required to exit the final loss-making closed life
contract. The company is targeting 6-8% operating margins. With a range of
catalysts to improve free cash flow generation, we expect a material re-rating
of the shares if financial targets are achieved, as the market capitalisation
of the business finished the period at c.£370m, whilst sales are over
£2.5bn. Further portfolio rationalisation, ideally the timely exit of the
private sector contact center activities, could unlock material value as we
assess the public sector division as worth between £800m-1bn. Historic
emotional baggage still appears to result in very low valuation multiples. The
key catalyst will be higher free cash flow generation. We increased our stake
to 3% during the period.
Trifast Plc (Industrial and consumer fasteners): Subdued demand conditions are
being experienced across the group but results continue to be marginally ahead
of guidance, a noteworthy achievement given the disruption of Tariff policies
to this global business. The operational improvement plan is streamlining
activities, across the group. We have been pleased to see strong reductions of
bloated stock levels, improving the net debt position. EBIT margins are up to
6.7% from 3.3%. We expect an eventual recovery to over 10%, yet are cognizant
end markets remain weak. The group is investing in automation, pricing
discipline and higher-margin mix, focusing on more bespoke engineered
products, solving critical problems for their customers. Operational leverage
is material, and the business is now better diversified across auto,
electronics and general industrial with a focus on higher-growth areas such as
smart infrastructure and medical. Importantly, management are also
implementing a standardised ERP (Enterprise resource planning) system and
improved procurement platform which will provide further efficiencies. Harwood
own c. 15% of the company and have a NED position. On current market
expectations, the shares were valued on a PE of 10x for their financial year
March 2026, at period end.
Filtronic Plc (IT hardware components based on Radio Frequency technology):
Outstanding results reported with sales up 120% powered by the strategic
relationship with SpaceX, the transformation of Filtronic into a UK technology
leader continues at pace. Whilst customer concentration (83% Starlink) is a
major risk, there is no doubting the reward to date in compensation for the
risk. In the meantime, the company is winning key contracts with other Low
Earth Orbiting (LEO) networks, defence businesses and re-investing the
proceeds to develop the next generation of products that all of the above will
eventually need (in volume). The move to a larger manufacturing facility is
under way and will help to improve manufacturing yields and add the capacity
to move to the next level of sales volumes. Industry experts believe
Starlink's growth roadmap, if tied to the Filtronic product suite, will
bolster sales significantly further. We wait, genuinely with excitement, to
see if they can pull it off. Whilst we wait the business is reporting high
levels of profitability, a strong balance sheet and clearly building strategic
value in the global space technology supply chain. The LEO market is still in
its infancy. We commenced buying Filtronic for the strategy in May 2023 at
12p. It closed the period at 118p. On current conservative market expectations
(which expect no sales growth to May '26 and only 15% in '27) the shares are
valued on an EV/Ebitda of 30x for their financial year 2027. This is high, but
undoubtedly reflects a confident market view that material contact wins and
upgrades are on their way. We have realised profits in over half our original
investment to date.
Other investments
Outside the top ten investments there have been a number of developments and
we have been actively engaged with a number of holdings and adding to a range
of investments:
· Kooth has released data supporting their views that the large State
of California mental health contract is performing well. They have, since
period end, renewed their contract with New Jersey. We expect further states
to sign up to this worthwhile and best-in-class solution and a renewal of the
Californian contract. This is clearly not reflected in an EV/Ebitda of 3.3x,
given the business has a profitable UK business and net cash of £15m. We have
increased our stake to 9% of the company.
· Facilities by ADF, whilst asset rich (a fleet of c.700 TV/Film
specialist trailers and kit), has had weak internal financial controls and
information which led to poor capital and expectation management. We engaged
with other shareholders which has led to the departure of the Chair, CEO and
CFO and the appointment of two new Directors, including Russell Down, former
CEO of Speedy Hire, as Interim Executive Chair.
· Van Elle is also asset heavy and has frustratingly built a record in
recent years of strategic mis-steps and a lack of progress on targeted
financial returns. The business, however, has a leading position in piling and
foundations in the UK and we are engaged with stakeholders to catalyse a
focus, at pace, on shareholder value delivery. In this vein we have added to
our position, with a stake now of c.12%.
New Investments
Four new investments were made. As two of these are still being purchased (c.
3.2% of NAV combined at end of Period), we plan to update shareholders on
their investment theses at the final results.
These are all investments we believe meet our investment criteria of being
able to deliver 15% IRRs over a time horizon of five years (thereby doubling
in value) which have the opportunity for, or are experiencing, operational,
strategic and management or Board changes which should deliver, unlock or
create shareholder value.
Treat Plc (Ingredients)
Following a period of due diligence we began to build a position in Treatt
Plc, the manufacturer of ingredients primarily for the beverage industry. The
shares have been materially de-rated in recent years having become over-valued
in the phase of zero-interest rates by giving the 'impression' of bond-like
growing returns. The company lost its CEO and is losing its CFO which both
roughly coincide with a material decline in performance of the business. The
new CEO has had a baptism of fire and come from a much larger business and a
number of frailties and areas for investment have been identified. The
facilities themselves are well invested, but operating below capacity, we
established our position below Net Asset Value. This includes freehold
property assets (probably undervalued in the accounts), stock, an almost new
factory full of new plant & machinery and an unleveraged balance sheet.
The company has a long, respected history in flavours with blue-chip clients
and a strong position in citrus based ingredients, which have been hit by high
orange prices and possibly commoditisation. Premium beverages adoption and
innovation in the sector is high, offering the prospects of long-term growth,
however there are currently limited signs that the company is being effective.
Before we were able to complete our targeted stake the company received a
takeover offer from a PE backed competitor. Subsequent to this another
competitor has taken a stake. We are under no illusion that a failed takeover
process will require a 5 year turnaround, probably some pain and definitely a
lower share price in the short term. It is unclear at time of writing how
matters will develop in the short term, however we remain confident,
particularly given external validation from two trade operators, that there is
value in the business and the investment will eventually be a profitable one.
Tribal Group Plc (Education software and services)
This business has a long history of services to the public sector and has been
followed by your manager through its trials and tribulations for over 20
years. What remains after a long period of disposals is a two division
business of which one still probably remains non-core. The company has been on
a journey to convert its rather slow-moving University and Higher Education
clients from an on-premise software/hardware solution, for the purpose of
administering services to its students and staff, to a cloud-based SaaS
offering. This has involved a long investment phase of combining a number of
leading products into a single modular offering which in turn should be of
great benefit to the clients and also drive a higher quality, recurring, high
margin earnings for Tribal. The other division performs inspections amongst
other services. The business was unsuccessfully bid for at 72p in the past and
we were able to build our position at a deep discount to that. It closed the
period on 2.2x Annually Recurring Revenues which management think they can
grow meaningfully over the next few years, whilst similar businesses are
typically valued on 3-5x. Dominant in the UK but with clients across the world
and huge domain knowhow, we expect a re-rating as the final stages of the full
conversion to a SaaS business complete.
Realisations
Galliford Try Plc (Construction services into UK infrastructure)
Galliford Try has now delivered on our original thesis of 2022. This was that
the new management team, under the excellent Bill Hocking, would deliver a
major improvement in the contracting risks undertaken by the business,
alongside improving the operating margins to 'industry' averages of c. 3%. Our
2022 valuation thesis was simple. The shares were trading at a discount to the
cash in the bank. It rarely gets cheaper than that, but worthwhile dwelling on
the fact that there are also more buyers of the shares now than there were
then. The shares have now re-rated meaningfully, but also the operating
performance improvement has been first class. PBT has increased from £8.7m in
full year 2021 to £20.5m, just in the first half of this year. Margin targets
have now been upgraded, the stock also joining the FTSE 250. Whilst
shareholders, we engaged effectively with the company around buybacks and
dividend policy. In summary we have realised an IRR of 48.2%, made a 2.4x
Money Multiple and a £3.3m profit, including a number of juicy dividends
along the journey. We struggle to have conviction in the shares doubling again
from here and historically the next stages of margin improvement tend to carry
more risk of disappointment, so we have cautiously moved on.
Outlook
We believe that the stock market continues to materially undervalue our
portfolio holdings. Identified measures to build profitability should offset,
and in many cases exceed, negative impacts from a challenging external
environment. Robust balance sheets should protect the downside. A wide range
of strategic 'catalysts' have been identified. We have material influence
through our large stakes and have successfully proposed many Directors to the
Boards of our investments helping ensure shareholder value is the focus and
strategies evolve effectively. 'Engagement' activities hopefully added value
to our investments, most notably at STV Group, Facilities by ADF, Centaur
Media, and Mercia Asset Management. We have a number of other initiatives
underway. We continue to identify new investments to deliver on our investment
objectives and our investment pipeline remains strong.
There is no getting around the fact that the outlook for the UK stock market,
AIM, the UK's fiscal outlook and the growth environment are all challenging.
However, our interim results have delivered 12.5% NAV growth. The long-term
data (Dimson & Marsh) indicates c. 8% a year is the average in equities,
c.10% in small caps and we ourselves target investments (gross of fund costs)
that deliver 15% IRRs over rolling 5 year periods. Having achieved 93.9% in
the last three years, we are tracking well ahead of our aims in the face of
the moaning and groaning of UK market participants. We put this down to our
differentiated approach and focus, and we intend to continue delivering for
shareholders, which includes our own significant investment in the fund.
Richard Staveley Investment Manager
17 November 2025
Director's Responsibility Statement
The Directors are responsible for preparing the interim financial statements
in accordance with applicable law and regulations.
In preparing these financial statements, the Directors confirm to the best of
their knowledge that:
· the condensed set of financial statements contained within this half
interim financial report have been prepared in accordance with International
Accounting Standard ("IAS") 34 'Interim Financial Reporting' in conformity
with the requirement of the Companies Act 2006 and gives a true and fair view
of the assets, liabilities, financial position and profit of the Company; and
· the Interim Management Report includes a fair review of the
information required by:
(a) DTR 4.2.7R of the Disclosure Guidance and Transparency Rules, being an
indication of important events that have occurred during the first six months
of the financial year and their impact on the condensed set of financial
statements; and a description of the principal risks and uncertainties for the
remaining six months of the year; and
(b) DTR 4.2.8R of the Disclosure Guidance and Transparency Rules, being
related party transactions that have taken place in the first six months of
the current financial year and that have materially affected the financial
position or performance of the Company during that period; and any changes in
the related party transactions that could do so.
The Half Year Report has not been reviewed or audited by the Company's
Auditors.
This Half Year Report contains certain forward-looking statements. These
statements are made by the Directors in good faith based on the information
available to them up to the date of this report and such statements should be
treated with caution due to the inherent uncertainties, including both
economic and business risk factors, underlying any such forward-looking
information.
Website publication
The Directors are responsible for ensuring that the Interim Report and
Financial Statements are made available on a website. The Interim Financial
statements are published on the Company's website in accordance with
legislation in the United Kingdom. The maintenance and integrity of the
Company's website is the responsibility of the Directors. The Directors'
responsibility also extends to the ongoing integrity of the Interim Financial
Statements contained herein.
For and on behalf of the Board.
Noel Lamb
Chairman RKW
17 November 2025
Unaudited Condensed Statement of Comprehensive Income for the six months ended
30 September 2025
Six months to 30 September 2025 Six months to
(Unaudited) 30 September 2024 (Unaudited)
Revenue Capital Total Revenue Capital Total
Notes £'000 £'000 £'000 £'000 £'000 £'000
Income 847 - 847 805 - 805
2
Net gains on investments at fair value - 13,913 13,913 - 16,665 16,665
Total income 847 13,913 14,760 805 16,665 17,470
Administrative expenses
Investment Manager fee (597) - (597) (411) - (411)
Performance fee - (991) (991) - (1,388) (1,388)
Other expenses (380) (120) (500) (373) (69) (442)
Total expenses (977) (1,111) (2,088) (784) (1,457) (2,241)
(Loss)/profit before taxation (130) 12,802 12,672 21 15,208 15,229
Taxation - - - - - -
3
(Loss)/profit for the period (130) 12,802 12,672 21 15,208 15,229
Basic and diluted earnings per ordinary share (pence) (0.30p) 29.45p 29.15p 0.06p 46.71p 46.77p
The total column of the statement is the Statement of Comprehensive Income of
the Company prepared in accordance with International Financial Reporting
Standards ("IFRS") as adopted by the United Kingdom. The supplementary revenue
and capital columns are presented for information purposes as recommended by
the Statement of Recommended Practice ("SORP") issued by the Association of
Investment Companies ("AIC").
There are no recognised gains and losses other than those disclosed in the
Statement of Comprehensive Income.
All items in the above Statement derive from continuing operations. No
operations were acquired or discontinued during the period.
Unaudited Condensed Statement of Financial Position as at 30 September 2025
As at 30 September As at 31 March As at 30 September
2025 2025 2024
(Unaudited) (Audited) (Unaudited)
£'000 £'000 £'000
Notes
Non-current assets
Investments at fair value through profit or loss 5 124,994 95,624 84,019
Current assets
Cash and cash equivalents 10,726 2,561 4,326
Trade and other receivables 287 122 285
11,013 2,683 4,611
Total assets 136,007 98,307 88,630
Current liabilities
Trade and other payables (210) (641) (283)
Performance fee accrued (991) (1,090) (1,388)
Total liabilities (1,201) (1,731) (1,671)
Net current assets 9,812 952 2,940
Net assets 134,806 96,576 86,959
Represented by:
Share capital 2,408 1,941 1,722
Share premium account 67,953 42,862 31,856
Revenue reserve 17,931 18,061 18,384
Capital reserve 35,160 22,358 23,643
Capital redemption reserve 11,354 11,354 11,354
Total equity 134,806 96,576 86,959
Basic and diluted net asset value per ordinary share (pence) 4 279.91p 248.79p 252.55p
The financial statements were approved by the Board of Directors on 17(th)
November 2025 and signed on its behalf by:
Noel
Lamb
Kenneth Lever
Chairman
Director
Company Registered Number: 03813450
Unaudited Condensed Statement of Cash Flows for the six months ended 30
September 2025
Six months to 30 September Year ended 31 March Six months to 30 September
2025 2025 2024
(Unaudited) (Audited) (Unaudited)
£'000 £'000 £'000
Notes
Cash flow from operating activities
Profit for the period 12,672 13,622 15,229
Net gains on investments at fair value (13,913) (15,171) (16,665)
(Increase)/decrease in trade receivable (165) 3 (106)
Increase/(decrease) in trade and other payables (136) 1,112 1,469
Net cash outflow from operating activities (1,542) (434) (73)
Cash flows from investing activities
Purchases of investments (26,236) (37,392) (14,736)
Sales of investments 10,385 16,777 6,749
Net cash outflow from investing activities (15,851) (20,615) (7,987)
Cash flows from financing activities
Gross proceeds of share issue 25,899 19,579 8,190
Share issue costs (341) (527) (362)
Equity dividends paid - (203) (203)
Net cash inflow from financing activities 25,558 18,849 7,625
Increase/(decrease) in cash and cash equivalents 8,165 (2,200) (435)
Reconciliation of net cash flow movements in funds
Cash and cash equivalents at the beginning of the period 2,561 4,761 4,761
Increase/(decrease) in cash and cash equivalents 8,165 (2,200) (435)
Cash and cash equivalents at end of period/year 10,726 2,561 4,326
Purchases of investments has been adjusted by the addition of the outstanding
£417,000 due to Brokers as at 31 March 2025 and, the removal of the
outstanding £23,000 due to Brokers as at 30 September 2025.
Unaudited Condensed Statement of Changes in Equity for the six months ended 30
September 2025 (unaudited)
Ordinary Share Capital Redemption
Share Revenue Capital
Capital Premium Reserve* Reserve Reserve Total
£'000 £'000 £'000 £'000 £'000 £'000
Opening balance as at 1 April 2025 1,941 42,862 18,061 22,358 11,354 96,576
Gross proceeds of share issue 467 25,091 - - - 25,558
Profit and total comprehensive income for the period - - (130) 12,802 - 12,672
As at 30 September 2025 2,408 67,953 17,931 35,160 11,354 134,806
for the six months ended 30 September 2024 (unaudited)
Ordinary Share Capital Redemption
Share Revenue Capital
Capital Premium Reserve* Reserve Reserve Total
£'000 £'000 £'000 £'000 £'000 £'000
Opening balance as at 1 April 2024 1,560 24,347 18,565 8,435 11,354 64,261
Gross proceeds of share issue 162 7,509 - - - 7,671
Profit and total comprehensive income for the period - - 21 15,208 - 15,229
Dividend paid - - (202) - - (202)
As at 30 September 2024 1,722 31,856 18,384 23,643 11,354 86,959
* The revenue reserve can be distributed in the form of dividends.
Notes to the Unaudited Condensed Interim Financial
Statements
Rockwood Strategic Plc (the Company) is a public company incorporated in the
UK and registered in England and Wales (registration number: 03813450).
The Company carries on the business as an investment trust company within the
meaning of Sections 1158/1159 of the Corporation Tax Act 2010.
1. Accounting policies
a) Basis of preparation/statement of compliance
The interim financial information covers the period from 1 April 2025 to 30
September 2025 and have been prepared on a going concern basis, under the
historical cost convention, modified by the valuation of investments at fair
value.
The Company's annual financial statements for the year ended 31 March 2025
were prepared in accordance with UK adopted international accounting standards
and with applicable requirements of England and Wales company law. The
financial statements were also prepared in accordance with the SORP for
investment trust companies issued in July 2022, except to any extent where it
conflicted with IFRS.
The accounting policies used by the Company followed in these half-year
financial statements are consistent with the most recent Annual Report for the
year ended 31 March 2025.
b) Functional and presentation currency
The functional and presentational currency of the Company is Pounds Sterling
and has been determined on the basis of the currency of the Company's share
capital and the currency in which dividends and expenses are paid. The
Financial Statements are presented to the nearest thousand (£'000).
c) Comparative information
The financial information in this Report does not comprise statutory accounts
within the meaning of Section 434 - 436 of the Companies Act 2006. The
financial information contained within this report relates to the following
periods: 1 April 2025 to 30 September 2025 and 1 April 2024 to 30 September
2024 (unaudited and unreviewed by the Company's Auditor); and as at 31 March
2025 (audited) for the Balance Sheet. The comparative figures for the period
30 September 2024 are not the Company's statutory accounts for that financial
year. The Company's statutory accounts are for the year ended 31 March 2025
and were reported on by the Company's Auditor and delivered to the Registrar
of Companies. The report of the Auditor was (i) unqualified, (ii) did not
include a reference to any matters to which the Auditor drew attention by way
of emphasis without qualifying their report, and (iii) did not contain a
statement under section 498 (2) or (3) of the Companies Act 2006.
d) Going concern
In assessing the Company as a going concern, the Directors have considered the
market valuations of the portfolio investments, the current economic outlook
and forecasts for Company costs.
The Company is in a net asset position of £134.8 million (March 2025: £96.6
million, September 2024: £87.0 million) and 100% of the Company's portfolio
of Investments consist listed equities which, should the need arise, can be
liquidated to settle liabilities. The Company's portfolio also consisted of
two other unquoted investments valued at £nil. There are no other contractual
obligations other than those already in existence and which are predictable.
The Company's forecasts and projections, taking into account the current
economic environment and other factors, including reasonably possible changes
in performance, show that the Company is able to operate within its available
working capital and continue to settle all liabilities as they fall due for
the foreseeable future. The Company has consistent, predictable ongoing costs
and major cash outflows, such as for the payment of dividends, are at the full
discretion of the Board.
Therefore, the Directors taking into the consideration the above assessment
are satisfied that the Company's ability to continue as a going concern and
are satisfied that the Company has adequate resources to continue in
operational existence for a period of at least 12 months from the date when
these financial statements were approved.
2. Income
Six months to 30 September Year to 31 March Six months to 30 September
2025 2025 2024
£'000 £'000 £'000
Income from listed investments
Dividends 727 1,062 675
Loan note interest income - 46 45
727 1,108 720
Bank interest 120 191 85
Total income 847 1,299 805
3. Taxation
The Company has an effective tax rate of 0%. The estimated effective tax rate
is 0% as investment gains are exempt from tax owing to the Company's status as
an investment trust and there is expected to be an excess of management
expenses over taxable income and thus there is no charge for corporation tax.
4. Nest Asset Values per ordinary share
As at As at As at
30 September 31 March 30 September
2025 2025 2024
Attributable net assets (£'000) 134,806 96,576 86,959
Number of Ordinary shares in issue 48,161,340 38,817,663 34,432,663
Net asset value per share (pence) 279.91 248.79 252.55
5. Investments at fair value through profit or loss
30 September 2025
Investments Other
in quoted companies unquoted investments
(Level 1) (Level 3) Total
£'000 £'000 £'000
Opening Cost at beginning of period 83,073 773 83,846
Opening unrealised appreciation/(depreciation) at the beginning of the year 12,482 (704) 11,778
Opening fair value at the beginning of the period 95,555 69 95,624
Movements in the period:
Transfer between levels*
Cost at transfer date (3,648) 3,648 -
Unrealised loss on transfer date 3,648 (3,648) -
Purchases at cost 25,842 - 25,842
Sales proceeds (10,258) (127) (10,385)
Realised gain/(loss) on disposal 6,692 (646) 6,046
Change in unrealised appreciation/(depreciation) at the end of the period 7,163 704 7,867
Closing Fair value at the end of the period 124,994 - 124,994
Closing cost at the end of the period 101,701 3,648 105,349
Closing unrealised appreciation/(depreciation) at the end of the period 23,293 (3,648) 19,645
Closing fair value at the end of the period 124,994 - 124,994
* For the six months ended 30 September 2025, there was a transfer from Level
1 to Level 3 of £3,648,000 Argentex group due to its suspension from trading
on AIM.
5. Investments at fair value through profit or loss (continued)
All investments held by the Company are designated as "fair value through
profit or loss". As the Company's business is investing in financial assets
with a view to profiting from their return in the form of interest, dividends
or increase in fair value. Listed equities, unquoted equities and fixed income
securities are classified as fair value through profit or loss on initial
recognition. The Company manages and evaluates the performance of these
investments on a fair value basis in accordance with its investment strategy.
Investments are initially recognised at cost, being the fair value of the
consideration.
After initial recognition, investments are measured at fair value, with
movements in fair value of investments and impairment of investments
recognised in the Condensed Statement of Comprehensive Income and allocated to
the capital column. For quoted equity shares fair value is generally
determined by reference to quoted market bid prices or closing prices for SETS
(London Stock Exchange's electronic trading service) stocks.
IFRS 13 requires an entity to classify fair value measurements using a fair
value hierarchy that reflects the significance of the inputs used in making
the measurements. The fair value hierarchy has the following classifications:
Level 1 - valued using quoted prices in active markets for identical
investments.
Level 2 - valued using other significant observable inputs (including
quoted prices for similar investments, interest rates, prepayments, credit
risk, etc). There are no level 2 financial assets (31 March 2025: £nil, 30
September 2024: £nil).
Level 3 - valued using significant unobservable inputs
(including the Company's own assumptions in determining the fair value of
investments).
There are £nil level 3 financial assets (31 March 2025: £69,000, 30
September 2024: £569,000).
Unquoted investments are valued in accordance with the International Private
Equity and Venture Capital Valuation ("IPEV") Guidelines. Their valuation
incorporates all factors that market participants would consider in setting a
price. The primary valuation techniques employed to value the unquoted
investments are earnings multiples, recent transactions and the net asset
basis.
The Company is required to classify fair value measurements using a fair value
hierarchy that reflects the significance of the inputs used in making the
measurements.
30 September 31 March 30 September
2025 2025 2024
£'000 £'000 £'000
Financial assets
Level 1 124,994 95,555 83,450
Level 2 - - -
Level 3 - 69 569
124,994 95,624 84,019
6. Share capital and reserves
30 September
2025
£'000
Allotted, called-up and fully paid:
38,817,663 ordinary shares of 5p each listed at 31 March 2025 1,941
9,343,677 ordinary shares of 5p each issued after the year 467
48,161,340 ordinary shares of 5p each listed at 30 September 2025 2,408
During the period ending 30 September 2025 the Company, 9,343,677 ordinary
shares were issued for total proceeds of £25,899,000 excluding costs.
7. Related party transactions
The related parties of Rockwood Strategic Plc are its Directors, persons
connected with its Directors and its Investment Manager and significant
shareholder Harwood Capital Management Limited ("The Harwood Group") and its
subsidiaries.
The total payable to Harwood is as follows:
As at 30 September As at 31 March
2025 2025
£'000 £'000
Performance fee accrued 991 1,090
Management fee 597 889
Total 1,588 1,979
As at 30 September 2025, the following shareholders of the Company that are
related to Harwood had the following interests in the issued shares of the
Company as follows:
30 September 2025 31 March 2025
Ordinary Shares Ordinary Shares
Harwood Holdco Limited 8,340,000 8,340,000
R Staveley 427,988 311,215
There are no other material related party transactions of which we are aware
in the period ended 30 September 2025.
8. Subsequent Events Share Issues:
The Company issued for cash 1,375,000 ordinary shares of 5 pence each in
October and November 2025 from its block listing facility at an average price
of 284.10 pence per share. at an average price of pence per share.
Glossary / Alternative Performance Measures (APMS)
AIC
The Association of Investment Companies.
Alternative performance Measures (APMs)
APMs are often used to describe the performance of investment companies
although they are not specifically defined under FRS 102. The Directors assess
the Company's performance against a range of criteria which are viewed as
relevant to both the Company and its market sector. APM calculations for the
Company are shown below.
Cash Alternatives/Equivalent
Also known as cash equivalents. A class of investments considered relatively
low-risk because of their high liquidity, meaning they can be quickly
converted into cash.
CTA
Corporation Tax Act 2010.
Discount
The amount by which the market price per share of an investment trust is lower
than the net asset value per share. The discount is normally expressed as a
percentage of the net asset value per share.
Dividend
The portion of company net profits paid out to shareholders.
FCA
Financial Conduct Authority.
LSE
London Stock Exchange.
Market Capitalisation
The total value of a company's equity, calculated by the number of shares
multiplied by their market price.
NAV
NAV stands for net asset value and represents shareholders' funds.
Shareholders' funds are the total value of a company's assets at current
market value less its liabilities.
Ongoing Charges Ratio
A measure, expressed as a percentage of the average daily net asset values
during the year, of the regular, recurring annual costs of running an
investment company. This includes the Investment Management fee and excludes
any variable performance fees.
Ongoing charges is calculated on an annualised basis. This figure excludes any
portfolio transaction costs and may vary from period to period. The
calculation below is in line with AIC guidelines.
Investment management fee 597,000
Administrative expenses 380,000
Less:one off legal and professional fees -
Total 977,000
(a)
Average cum income net asset value
throughout the 118,018,696
period
(b)
Annualised ongoing expenses (c=a/b)*2 (c) 1.66%
Premium
The amount by which the market price per share of an investment trust exceeds
the net asset value per share. The premium is normally expressed as a
percentage of the net asset value per share.
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. This is calculated
for both the Share Price and the Net Asset Value.
NAV Total Return
Six months to 30 September 2025 (unaudited)
NAV 30 September 2025 (a) 279.90
NAV 31 March 2025 (b) 248.79
Dividend reinvested (c) -
Increase in NAV (d=a-b+c) (d) 31.12
Total Return (e=d/b) (e) 12.5%
Share Price Total Return
Share price 30 September 2025 (a) 282.00
Share price 31 March 2025 (b) 253.00
Dividend reinvested (c) -
Increase in share price (d=a-b+c) (d) 29.00
Total Return (e=d/b) (e) 11.5%
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