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The Consolidated Financial Statements of Oakley Capital Investments Limited (registration number: 40324) were approved by the Board of Directors and authorised for issue on 11 March 2026 and were signed on their behalf by:

Steve Pearce Director
Richard Lightowler Director

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{ "concept": "ifrs-full:PaymentsToAcquireOrRedeemEntitysShares", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00", "unit": "iso4217:GBP" } }, "ixv-134": { "value": "0.0", "decimals": -3, "dimensions": { "concept": "ifrs-full:PaymentsToAcquireOrRedeemEntitysShares", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00", "unit": "iso4217:GBP" } }, "ixv-135": { "value": "3969000.0", "decimals": -3, "dimensions": { "concept": "ifrs-full:DividendsPaidClassifiedAsFinancingActivities", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00", "unit": "iso4217:GBP" } }, "ixv-136": { "value": "7939000.0", "decimals": -3, "dimensions": { "concept": "ifrs-full:DividendsPaidClassifiedAsFinancingActivities", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00", "unit": "iso4217:GBP" } }, "ixv-137": { "value": "224363000.0", "decimals": -3, "dimensions": { "concept": "ifrs-full:ProceedsFromBorrowingsClassifiedAsFinancingActivities", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00", "unit": "iso4217:GBP" } }, "ixv-138": { "value": "174471000.0", "decimals": -3, "dimensions": { "concept": "ifrs-full:ProceedsFromBorrowingsClassifiedAsFinancingActivities", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00", "unit": "iso4217:GBP" } }, "ixv-139": { "value": "107212000.0", "decimals": -3, "dimensions": { "concept": "ifrs-full:RepaymentsOfBorrowingsClassifiedAsFinancingActivities", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00", "unit": "iso4217:GBP" } }, "ixv-140": { "value": "67266000.0", "decimals": -3, "dimensions": { "concept": "ifrs-full:RepaymentsOfBorrowingsClassifiedAsFinancingActivities", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00", "unit": "iso4217:GBP" } }, "ixv-141": { "value": "66033000.0", "decimals": -3, "dimensions": { "concept": "ifrs-full:CashFlowsFromUsedInFinancingActivities", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00", "unit": "iso4217:GBP" } }, "ixv-142": { "value": "99266000.0", "decimals": -3, "dimensions": { "concept": "ifrs-full:CashFlowsFromUsedInFinancingActivities", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00", "unit": "iso4217:GBP" } }, "ixv-143": { "value": "-13167000.0", "decimals": -3, "dimensions": { "concept": "ifrs-full:IncreaseDecreaseInCashAndCashEquivalentsBeforeEffectOfExchangeRateChanges", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00", "unit": "iso4217:GBP" } }, "ixv-144": { "value": "-98378000.0", "decimals": -3, "dimensions": { "concept": "ifrs-full:IncreaseDecreaseInCashAndCashEquivalentsBeforeEffectOfExchangeRateChanges", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00", "unit": "iso4217:GBP" } }, "ixv-145": { "value": "103358000.0", "decimals": -3, "dimensions": { "concept": "ifrs-full:CashAndCashEquivalents", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00", "unit": "iso4217:GBP" } }, "ixv-146": { "value": "207155000.0", "decimals": -3, "dimensions": { "concept": "ifrs-full:CashAndCashEquivalents", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2024-01-01T00:00:00", "unit": "iso4217:GBP" } }, "ixv-147": { "value": "4962000.0", "decimals": -3, "dimensions": { "concept": "ifrs-full:EffectOfExchangeRateChangesOnCashAndCashEquivalents", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00", "unit": "iso4217:GBP" } }, "ixv-148": { "value": "-5419000.0", "decimals": -3, "dimensions": { "concept": "ifrs-full:EffectOfExchangeRateChangesOnCashAndCashEquivalents", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00", "unit": "iso4217:GBP" } }, "ixv-149": { "value": "95153000.0", "decimals": -3, "dimensions": { "concept": "ifrs-full:CashAndCashEquivalents", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2026-01-01T00:00:00", "unit": "iso4217:GBP" } }, "ixv-150": { "value": "103358000.0", "decimals": -3, "dimensions": { "concept": "ifrs-full:CashAndCashEquivalents", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00", "unit": "iso4217:GBP" } }, "ixv-151": { "value": "-57936000.0", "decimals": -3, "dimensions": { "concept": "oci:PurchasesOfInvestmentsClassifiedAsNonCashOperatingActivities", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00", "unit": "iso4217:GBP" } }, "ixv-152": { "value": "-2799000.0", "decimals": -3, "dimensions": { "concept": "oci:PurchasesOfInvestmentsClassifiedAsNonCashOperatingActivities", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00", "unit": "iso4217:GBP" } }, "ixv-153": { "value": "59841000.0", "decimals": -3, "dimensions": { "concept": "oci:DisposalOfInvestmentsClassifiedAsNonCashOperatingActivities", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00", "unit": "iso4217:GBP" } }, "ixv-154": { "value": "2799000.0", "decimals": -3, "dimensions": { "concept": "oci:DisposalOfInvestmentsClassifiedAsNonCashOperatingActivities", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00", "unit": "iso4217:GBP" } }, "ixv-155": { "value": "\n\n
\n
\n \n

1. Reporting entity

\n
\n\n
\n
\n \n

Oakley Capital Investments Limited (the \u2018Company\u2019/\u2018OCI\u2019) is a closed-end investment company incorporated and registered under the laws of\u00a0Bermuda on 28 June 2007. The registered office is in Bermuda, Rosebank Centre, 5th Floor, 11 Bermudiana Road, Pembroke, HM 08 Bermuda.

The defined term \u2018Company\u2019 shall, where the context requires, for the purposes of consolidation, include the Company\u2019s sole and wholly owned subsidiary, OCI Financing (Bermuda) Limited (\u2018OCI Financing\u2019). Both OCI and OCI Financing have the same year-end date, that being 31 December 2025.

On 1 August 2025, the Company\u2019s ordinary shares were admitted to trade on the London Stock Exchange (\u2018LSE\u2019) main market for listed securities as an Official List company. The shares are now listed in the Closed-Ended Investment Funds category of the Official List of the UK Financial Conduct Authority.

The Company invests in the following private equity funds structures (the \u2018Oakley Funds\u2019):

Fund group name

Country of establishment

Limited partnerships included

Fund III

Bermuda

OCPE III Master L.P.

Oakley Capital Private Equity III-A L.P.1

Oakley Capital Private Equity III-B L.P.

Oakley Capital Private Equity III-C L.P.

Fund IV

Luxembourg

Oakley Capital IV Master SCSp

Oakley Capital Private Equity IV-A SCSp1

Oakley Capital Private Equity IV-B SCSp

Oakley Capital Private Equity IV-C SCSp

Fund V

Luxembourg

Oakley Capital V Master SCSp

Oakley Capital V-A SCSp1

Oakley Capital V-B1 SCSp

Oakley Capital V-B2 SCSp

Oakley Capital V-C SCSp

Fund VI

Luxembourg

Oakley Capital VI Aggregator SCSp

Oakley Capital VI-A SCSp1

Oakley Capital VI-B1 SCSp

Oakley Capital VI-B2 SCSp

Oakley Capital VI-C SCSp

Origin I

Luxembourg

Oakley Capital Origin Master SCSp

Oakley Capital Private Equity Origin A SCSp1

Oakley Capital Private Equity Origin B SCSp

Oakley Capital Private Equity Origin C SCSp

Origin II

Luxembourg

Oakley Capital Origin II Aggregator SCSp

Oakley Capital Origin II A SCSp1

Oakley Capital Origin II-B1 SCSp

Oakley Capital Origin II-B2 SCSp

Oakley Capital Origin II-C SCSp

PROfounders Fund III

Luxembourg

Profounders III-A SCSp

Profounders III SCSp1

Touring I

Luxembourg

Oakley Touring Venture Aggregator SCSp

Oakley Touring Venture A SCSp1

Oakley Touring Venture B1 SCSp

Oakley Touring Venture B2 SCSp

Oakley Touring Venture C SCSp

North Sails CV

Luxembourg

Oakley Capital North CV\u00a0SCSp1
  • Denotes the limited partnership in which the Company has made a direct investment.

\u00a0

\n\n
\n ", "dimensions": { "concept": "oci:DisclosureOfReportingEntity", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-156": { "value": "Oakley Capital Investments Limited", "dimensions": { "concept": "ifrs-full:NameOfParentEntity", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-157": { "value": "Oakley Capital Investments Limited", "dimensions": { "concept": "ifrs-full:NameOfUltimateParentOfGroup", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-158": { "value": "Oakley Capital Investments Limited", "dimensions": { "concept": "ifrs-full:NameOfReportingEntityOrOtherMeansOfIdentification", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-159": { "value": "Limited", "dimensions": { "concept": "ifrs-full:LegalFormOfEntity", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-160": { "value": "Bermuda", "dimensions": { "concept": "ifrs-full:DomicileOfEntity", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-161": { "value": "Bermuda", "dimensions": { "concept": "ifrs-full:CountryOfIncorporation", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-162": { "value": "Bermuda", "dimensions": { "concept": "ifrs-full:PrincipalPlaceOfBusiness", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-163": { "value": "Rosebank Centre, 5th Floor, 11 Bermudiana Road, Pembroke, HM 08 Bermuda", "dimensions": { "concept": "ifrs-full:AddressOfRegisteredOfficeOfEntity", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-164": { "value": "\n\n
\n
\n \n

2. Basis of preparation

\n
\n\n
\n
\n \n

The Consolidated Financial Statements have been prepared on a going concern basis and under the historical cost convention, except for certain financial instruments that have been measured at fair value.

The Directors are cautious of the state of the global economy and the local trading environments of its investments but are confident the Company has sufficient cash reserves to meet all liabilities as they fall due for the foreseeable future.

The Board of Directors has assessed if it is appropriate to adopt the going concern basis of accounting in preparing these Consolidated Financial Statements. As part of this assessment, the Board of Directors has considered a wide range of information relating to the present and future conditions, as well as the impact on investment and sale expectations for each of the Oakley Funds, cash flow projections and the longer-term strategy of the Company.

As part of the assessment, the Board of Directors:

  • Assessed liquidity, solvency and capital management. The\u00a0Company considered liquidity risk as the risk that the Company may encounter difficulty in meeting obligations arising from its financial liabilities that are settled by delivering cash or another financial asset, or that such obligations would have to be settled in a manner disadvantageous to the Company. Unfunded commitments to the Funds are irrevocable and may exceed the Company\u2019s cash and cash equivalents. Based on current cash flow projections and barring unforeseen events, the Company expects to be able to meet its obligations as they fall due.

As at 31 December 2025, cash and cash equivalents of the Company amount to \u00a395.2 million. The Company has total unfunded capital commitments of \u00a3992.1 million relating to the Funds which are expected to be called over the next four to five years. Under the Company\u2019s Investment Policy, the Company is permitted to borrow in aggregate up to 50% of Gross Asset Value which would amount to approximately \u00a3730.2 million for the year ended 31\u00a0December 2025. During the year, the Company refinanced its credit arrangements, replacing the existing facility with a new five-year facility totalling \u00a3325.0 million, thereby increasing the Company's flexibility and liquidity. As of 31\u00a0December 2025, the Company had drawn down \u00a3230.8\u00a0million including accrued interest of \u00a31.9\u00a0million. The\u00a0Company has an option to increase the facility by a further \u00a375.0\u00a0million subject to agreement by all parties. The Directors consider the Company to have sufficient resources and liquidity and that it can continue to operate for a period of at least 12 months;

  • Considered the estimates inherent to the valuations of the Funds and the unquoted debt and equity securities. The Company\u2019s approach to valuations was consistent with the prior year\u2019s approach. In addition, key assumptions and estimates relating to the valuation of the unquoted debt instruments were considered. This included assessment of counterparty risk, interest rates and future cash flow projections; and
  • Assessed the operational resilience of the Company\u2019s critical functions, which includes monitoring the performance of the Company\u2019s key service providers.

The Board of Directors considers it appropriate to prepare the Consolidated Financial Statements of the Company on the going concern basis.

2.1 Basis for accounting

The Consolidated Financial Statements have been prepared in accordance with IFRS Accounting Standards (\u2018IFRS\u2019), and the Bermuda Companies Act 1981 (as amended).

2.2 Functional and presentation currency

The Consolidated Financial Statements are presented in GBP, which is the Company\u2019s functional currency.

Transactions and balances

Transactions in currencies other than GBP are recorded at the spot rates of exchange prevailing on the dates of the transactions.

At each reporting date, investments and other monetary assets and liabilities that are denominated in foreign currencies are translated at the closing spot rates prevailing on the reporting date. Non-monetary assets and liabilities that are measured at fair value in foreign currencies are also translated into EUR at the spot exchange rate at the reporting date. Capital drawdowns and proceeds of distributions from the Oakley Funds and foreign currencies and income and expense items denominated in foreign currencies are translated into GBP at the exchange rate on the respective dates of such transactions.

Foreign exchange gains and losses on other monetary assets and liabilities are recognised in net foreign currency gains and losses in the consolidated statement of comprehensive income.

The Company does not isolate unrealised or realised foreign exchange gains and losses arising from changes in the fair value of investments. All such foreign exchange gains and losses are included with the net realised and unrealised gains or losses on investments in the consolidated statement of comprehensive income.

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfBasisOfPreparationOfFinancialStatementsExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-165": { "value": "

The Board of Directors has assessed if it is appropriate to adopt the going concern basis of accounting in preparing these Consolidated Financial Statements. As part of this assessment, the Board of Directors has considered a wide range of information relating to the present and future conditions, as well as the impact on investment and sale expectations for each of the Oakley Funds, cash flow projections and the longer-term strategy of the Company.

As part of the assessment, the Board of Directors:

  • Assessed liquidity, solvency and capital management. The\u00a0Company considered liquidity risk as the risk that the Company may encounter difficulty in meeting obligations arising from its financial liabilities that are settled by delivering cash or another financial asset, or that such obligations would have to be settled in a manner disadvantageous to the Company. Unfunded commitments to the Funds are irrevocable and may exceed the Company\u2019s cash and cash equivalents. Based on current cash flow projections and barring unforeseen events, the Company expects to be able to meet its obligations as they fall due.

As at 31 December 2025, cash and cash equivalents of the Company amount to \u00a395.2 million. The Company has total unfunded capital commitments of \u00a3992.1 million relating to the Funds which are expected to be called over the next four to five years. Under the Company\u2019s Investment Policy, the Company is permitted to borrow in aggregate up to 50% of Gross Asset Value which would amount to approximately \u00a3730.2 million for the year ended 31\u00a0December 2025. During the year, the Company refinanced its credit arrangements, replacing the existing facility with a new five-year facility totalling \u00a3325.0 million, thereby increasing the Company's flexibility and liquidity. As of 31\u00a0December 2025, the Company had drawn down \u00a3230.8\u00a0million including accrued interest of \u00a31.9\u00a0million. The\u00a0Company has an option to increase the facility by a further \u00a375.0\u00a0million subject to agreement by all parties. The Directors consider the Company to have sufficient resources and liquidity and that it can continue to operate for a period of at least 12 months;

  • Considered the estimates inherent to the valuations of the Funds and the unquoted debt and equity securities. The Company\u2019s approach to valuations was consistent with the prior year\u2019s approach. In addition, key assumptions and estimates relating to the valuation of the unquoted debt instruments were considered. This included assessment of counterparty risk, interest rates and future cash flow projections; and
  • Assessed the operational resilience of the Company\u2019s critical functions, which includes monitoring the performance of the Company\u2019s key service providers.

The Board of Directors considers it appropriate to prepare the Consolidated Financial Statements of the Company on the going concern basis.

", "dimensions": { "concept": "ifrs-full:DisclosureOfGoingConcernExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-166": { "value": "

The Board of Directors has assessed if it is appropriate to adopt the going concern basis of accounting in preparing these Consolidated Financial Statements. As part of this assessment, the Board of Directors has considered a wide range of information relating to the present and future conditions, as well as the impact on investment and sale expectations for each of the Oakley Funds, cash flow projections and the longer-term strategy of the Company.

As part of the assessment, the Board of Directors:

  • Assessed liquidity, solvency and capital management. The\u00a0Company considered liquidity risk as the risk that the Company may encounter difficulty in meeting obligations arising from its financial liabilities that are settled by delivering cash or another financial asset, or that such obligations would have to be settled in a manner disadvantageous to the Company. Unfunded commitments to the Funds are irrevocable and may exceed the Company\u2019s cash and cash equivalents. Based on current cash flow projections and barring unforeseen events, the Company expects to be able to meet its obligations as they fall due.

As at 31 December 2025, cash and cash equivalents of the Company amount to \u00a395.2 million. The Company has total unfunded capital commitments of \u00a3992.1 million relating to the Funds which are expected to be called over the next four to five years. Under the Company\u2019s Investment Policy, the Company is permitted to borrow in aggregate up to 50% of Gross Asset Value which would amount to approximately \u00a3730.2 million for the year ended 31\u00a0December 2025. During the year, the Company refinanced its credit arrangements, replacing the existing facility with a new five-year facility totalling \u00a3325.0 million, thereby increasing the Company's flexibility and liquidity. As of 31\u00a0December 2025, the Company had drawn down \u00a3230.8\u00a0million including accrued interest of \u00a31.9\u00a0million. The\u00a0Company has an option to increase the facility by a further \u00a375.0\u00a0million subject to agreement by all parties. The Directors consider the Company to have sufficient resources and liquidity and that it can continue to operate for a period of at least 12 months;

  • Considered the estimates inherent to the valuations of the Funds and the unquoted debt and equity securities. The Company\u2019s approach to valuations was consistent with the prior year\u2019s approach. In addition, key assumptions and estimates relating to the valuation of the unquoted debt instruments were considered. This included assessment of counterparty risk, interest rates and future cash flow projections; and
  • Assessed the operational resilience of the Company\u2019s critical functions, which includes monitoring the performance of the Company\u2019s key service providers.

The Board of Directors considers it appropriate to prepare the Consolidated Financial Statements of the Company on the going concern basis.

", "dimensions": { "concept": "ifrs-full:DescriptionOfUncertaintiesOfEntitysAbilityToContinueAsGoingConcern", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-167": { "value": "

2.1 Basis for accounting

The Consolidated Financial Statements have been prepared in accordance with IFRS Accounting Standards (\u2018IFRS\u2019), and the Bermuda Companies Act 1981 (as amended).

", "dimensions": { "concept": "ifrs-full:StatementOfIFRSCompliance", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-168": { "value": "

2.2 Functional and presentation currency

The Consolidated Financial Statements are presented in GBP, which is the Company\u2019s functional currency.

Transactions and balances

Transactions in currencies other than GBP are recorded at the spot rates of exchange prevailing on the dates of the transactions.

At each reporting date, investments and other monetary assets and liabilities that are denominated in foreign currencies are translated at the closing spot rates prevailing on the reporting date. Non-monetary assets and liabilities that are measured at fair value in foreign currencies are also translated into EUR at the spot exchange rate at the reporting date. Capital drawdowns and proceeds of distributions from the Oakley Funds and foreign currencies and income and expense items denominated in foreign currencies are translated into GBP at the exchange rate on the respective dates of such transactions.

Foreign exchange gains and losses on other monetary assets and liabilities are recognised in net foreign currency gains and losses in the consolidated statement of comprehensive income.

The Company does not isolate unrealised or realised foreign exchange gains and losses arising from changes in the fair value of investments. All such foreign exchange gains and losses are included with the net realised and unrealised gains or losses on investments in the consolidated statement of comprehensive income.

", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFunctionalCurrencyExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-169": { "value": "

2.2 Functional and presentation currency

The Consolidated Financial Statements are presented in GBP, which is the Company\u2019s functional currency.

Transactions and balances

Transactions in currencies other than GBP are recorded at the spot rates of exchange prevailing on the dates of the transactions.

At each reporting date, investments and other monetary assets and liabilities that are denominated in foreign currencies are translated at the closing spot rates prevailing on the reporting date. Non-monetary assets and liabilities that are measured at fair value in foreign currencies are also translated into EUR at the spot exchange rate at the reporting date. Capital drawdowns and proceeds of distributions from the Oakley Funds and foreign currencies and income and expense items denominated in foreign currencies are translated into GBP at the exchange rate on the respective dates of such transactions.

Foreign exchange gains and losses on other monetary assets and liabilities are recognised in net foreign currency gains and losses in the consolidated statement of comprehensive income.

The Company does not isolate unrealised or realised foreign exchange gains and losses arising from changes in the fair value of investments. All such foreign exchange gains and losses are included with the net realised and unrealised gains or losses on investments in the consolidated statement of comprehensive income.

", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForForeignCurrencyTranslationExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-170": { "value": "\n\n
\n
\n \n

3. Segment information

\n
\n\n
\n
\n \n

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker who is responsible for allocating resources and assessing performance of the segments has been identified as the Board. It is considered that the Company\u2019s operations comprise of two operating segments, as described below. For each of them, the Board of Directors receives detailed reports on at least a quarterly basis. The following summary describes the operations in each of the Company\u2019s reportable segments:

  • Fund investments
  • Direct Investments and unquoted debt securities.

Balance sheet and income and expense items which cannot be clearly allocated to one of the segments are shown in the column \u2018Corporate\u2019 in the following tables.

The reportable operating segments derive their revenue primarily by seeking investments to achieve an attractive return in relation to the risk being taken. The return consists of interest, dividends and/or unrealised and realised capital gains.

The financial information provided to the Board of Directors with respect to total assets and liabilities is presented in a manner consistent with the Consolidated Financial Statements. The assessment of the performance of the operating segments is based on measurements consistent with IFRS. With the exception of capital calls payable, liabilities are not considered to be segment liabilities but rather managed at the corporate level.

There have been no transactions between the reportable segments during the financial year 2025 (2024: there were no transactions between the reportable segments).

The segment information for the year ended 31 December 2025 is as follows:

Fund

investments

\u00a3\u2019000

Direct

Investments

and unquoted debt securities

\u00a3\u2019000

Total

operating

segments

\u00a3\u2019000

Corporate

\u00a3\u2019000

Total

\u00a3\u2019000

Net realised gains on financial assets at fair value through profit and loss

31,126

\u2013

31,126

\u2013

31,126

Net change in unrealised gains (losses) on financial assets at fair value through profit and loss

88,506

(45,201)

43,305

\u2013

43,305

Interest income

\u2013

3,860

3,860

1,097

4,957

Net foreign currency gain (losses)

\u2013

\u2013

\u2013

(2,503)

(2,503)

Other income

1,522

\u2013

1,522

\u2013

1,522

Expenses

\u2013

\u2013

\u2013

(10,214)

(10,214)

Interest expense

\u2013

\u2013

\u2013

(9,599)

(9,599)

Profit (loss) for the year

121,154

(41,341)

79,813

(21,219)

58,594

Total assets

1,169,190

192,544

1,361,734

98,682

1,460,416

Total liabilities

\u2013

\u2013

\u2013

(227,550)

(227,550)

Net assets

1,169,190

192,544

1,361,734

(128,868)

1,232,866

Total assets include:

Financial assets at fair value through profit and loss

1,169,190

192,544

1,361,734

\u2013

1,361,734

Cash and Other

\u2013

\u2013

\u2013

98,682

98,682

The segment information for the year ended 31 December 2024 is as follows:

Fund

investments

\u00a3\u2019000

Direct

Investments

and unquoted debt securities

\u00a3\u2019000

Total

operating

segments

\u00a3\u2019000

Corporate

\u00a3\u2019000

Total

\u00a3\u2019000

Net realised gains on financial assets at fair value through profit and loss

(41,966)

\u2013

(41,966)

\u2013

(41,966)

Net change in unrealised gains (losses) on financial assets at fair value through profit and loss

73,130

7,234

80,364

\u2013

80,364

Interest income

\u2013

699

699

3,957

4,656

Net foreign currency gain (losses)

\u2013

\u2013

\u2013

(1,175)

(1,175)

Expenses

\u2013

\u2013

\u2013

(7,887)

(7,887)

Interest expense

\u2013

\u2013

\u2013

(7,136)

(7,136)

Profit (loss) for the year

31,164

7,933

39,097

(12,241)

26,856

Total assets

997,715

231,021

1,228,736

104,092

1,332,828

Total liabilities

\u2013

\u2013

\u2013

(106,872)

(106,872)

Net assets

997,715

231,021

1,228,736

(2,780)

1,225,956

Total assets include:

Financial assets at fair value through profit and loss

997,715

231,021

1,228,736

\u2013

1,228,736

Cash and Other

\u2013

\u2013

\u2013

104,092

104,092

The fund investments and direct debt and equity investments are registered on a worldwide basis across different regions based on the funds\u2019 and Direct Investments\u2019 domicile. The Company does not manage its business on a geographic basis and therefore entity-wide disclosures are provided solely to meet the requirements of IFRS 8. No geographic breakdown is provided for financial assets held as non-current assets.

Income

2025

\u00a3\u2019000

2024

\u00a3\u2019000

Bermuda

23,213

6,764

Foreign countries

UK

(56,796)

(1,758)

Europe

111,429

33,529

Americas

561

3,344

Total

78,407

41,879

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfEntitysReportableSegmentsExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-171": { "value": "

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker who is responsible for allocating resources and assessing performance of the segments has been identified as the Board. It is considered that the Company\u2019s operations comprise of two operating segments, as described below. For each of them, the Board of Directors receives detailed reports on at least a quarterly basis. The following summary describes the operations in each of the Company\u2019s reportable segments:

  • Fund investments
  • Direct Investments and unquoted debt securities.

Balance sheet and income and expense items which cannot be clearly allocated to one of the segments are shown in the column \u2018Corporate\u2019 in the following tables.

The reportable operating segments derive their revenue primarily by seeking investments to achieve an attractive return in relation to the risk being taken. The return consists of interest, dividends and/or unrealised and realised capital gains.

The financial information provided to the Board of Directors with respect to total assets and liabilities is presented in a manner consistent with the Consolidated Financial Statements. The assessment of the performance of the operating segments is based on measurements consistent with IFRS. With the exception of capital calls payable, liabilities are not considered to be segment liabilities but rather managed at the corporate level.

There have been no transactions between the reportable segments during the financial year 2025 (2024: there were no transactions between the reportable segments).

", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForSegmentReportingExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-172": { "value": "\n\n
\n
\n \n

4. Material accounting policies

\n
\n\n
\n
\n \n

The material accounting policies applied in the preparation of these Consolidated Financial Statements are set out below. These policies have been consistently applied to all periods presented, unless otherwise stated.

4.1 Changes in accounting policies and disclosures

(a) New and amended standards adopted by the Company

The following amendment applies for the first time effective 1\u00a0January 2025 but does not have a material effect on the Company\u2019s Consolidated Financial Statements and does not require retrospective adjustments.

  • Lack of Exchangeability (Amendments to IAS 1).

(b) New standards, amendments and interpretations that are not yet effective and might be relevant for the Company

At the date of authorisation of these financial statements, the Company has not applied the following new and revised IFRS Accounting Standards that have been issued but are not yet effective:

  • Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7)
  • Annual Improvements to IFRS Accounting Standards
  • Contracts Referencing Nature-dependent Electricity \u2013 Amendments to IFRS 9 and IFRS 7
  • IFRS 18 Presentation and Disclosure in Financial Statements
  • Sale or Contribution of Assets between an Investor and its Associate or Joint Venture \u2013 Amendments to IFRS 10 and IAS 28.

The Directors of the Company are currently assessing the impact the amendments will have on future reporting periods. It is expected that IFRS 18 will have a material impact on the presentation and disclosure of the OCI consolidated statements. However, the other standards are not expected to have a significant impact.

4.2 Basis for consolidation

The Consolidated Financial Statements have been prepared using uniform accounting policies for like transactions and other events in similar circumstances. The Consolidated Financial Statements include the financial statements of the Company and its wholly owned subsidiary, after the elimination of all significant intercompany balances and transactions.

IFRS 10 exempts investment entities from consolidating controlled investees.

The Company meets the definition of an investment entity, as the following conditions are met:

  • The Company obtains funds from investors and provides investment management services.
  • The business purpose of the Company is to invest into private equity funds and to purchase, hold and dispose of investments directly in portfolio companies with the goal of achieving returns from capital appreciation and investment income.

The Company also has further typical characteristics of an investment entity as defined by IFRS:

  • The performance of these investments is measured and evaluated on a fair value basis.
  • The Company holds multiple investments and has multiple investors.
  • It has investors that are not related parties of the Company.
  • It has ownership interests in the form of equity or similar interests.

An investment entity is still required to consolidate a subsidiary where that subsidiary provides services that relate to the investment entity\u2019s investment activities and the subsidiary does not itself qualify as an investment entity. OCI Financing (Bermuda) Limited is considered a wholly owned subsidiary because it provides financing services to the Company and does not qualify itself as an investment entity under IFRS 10. The Oakley Funds do not provide services that relate to the Company\u2019s investment activities.

The Company therefore measures its investments at fair value through profit and loss in accordance with the investment entity exemption. The Company does not consolidate any of its investments in the Oakley Funds and the Direct Investments.

As of 31 December 2025 the Company\u2019s Limited Partner ownership in the Oakley Funds is:

  • Fund III ownership of 40.7% (2024: 40.7%)
  • Fund IV ownership of 27.4% (2024: 27.4%)
  • Fund V ownership of 28.1% (2024: 28.1%)
  • Fund VI ownership of 10.8% (2024: nil)
  • North Sails Continuation Vehicle ownership of 34.0% (2024: nil)
  • Origin I ownership of 28.2% (2024: 28.2%)
  • Origin II Fund ownership of 24.0% (2024: 24.0%)
  • PROfounders Fund III ownership of 38.8% (2024: 38.8%)
  • Touring I ownership of 39.1% (2024: 42.1%).

4.3 Investments

(a) Classification

The Company classifies its investments based on both the Company\u2019s business model for managing those financial assets and the contractual cash flow characteristics, if any, of the financial assets. The portfolio of financial assets is managed, and performance is evaluated, on a fair value basis. The Company is primarily focused on fair value information and uses that information to assess the assets\u2019 performance and to make decisions. The Company has not taken the option to irrevocably designate any equity securities as fair value through other comprehensive income.

The contractual cash flows of the Company\u2019s debt securities are solely principal and interest, however, these securities are neither held for the purpose of collecting contractual cash flows nor held both for collecting contractual cash flows and for sale. The collection of contractual cash flows is only incidental to achieving the Company\u2019s business model\u2019s objective.

Consequently, the Company classifies its investments in private equity funds, direct equity investments and debt securities as financial assets held at fair value through profit and loss at inception.

(b) Recognition and measurement

Financial assets held at fair value through profit and loss are recognised initially on the trade date, which is the date on which the Company becomes a party to the contractual provisions of the instrument. Financial assets held at fair value through profit and loss are recognised initially at fair value, with transaction costs recognised in profit or loss.

Quoted investments are subsequently carried at fair value. Fair value is measured using the last reported sales price, where the last reported sales price falls within the bid-ask spread. In circumstances where the last reported sales price is not within the bid\u2010ask spread, the Board of Directors, in consultation with Oakley Capital Limited (the \u2018Investment Adviser/Administrative Agent\u2019), will determine the point within the bid-ask spread that is most representative of fair value.

Unquoted investments, including both equities and debt, are subsequently carried in the consolidated balance sheet at fair value. Fair value is determined in accordance with the Company\u2019s investment valuation policy, which is compliant with the fair value guidelines under IFRS 13 and the International Private Equity and Venture Capital (\u2018IPEV\u2019) Valuation Guidelines.

(c) Derecognition

The Company derecognises a financial asset when the contractual rights to the cash flows from the asset expire, or when the Company transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.

Where the Company transfers a financial asset but retains substantially all the risks and rewards of ownership, the financial asset is not derecognised.

Where the Company neither transfers nor retains substantially all the risks and rewards of ownership of the financial asset, the Company assesses whether it has retained control of the asset. If control is retained, the asset continues to be recognised to the extent of the Company\u2019s continuing involvement. If control is not retained, the financial asset is derecognised.

On derecognition of a financial asset, the difference between the carrying amount of the asset (or the carrying amount allocated to the portion of the asset derecognised), and consideration received (including any new asset obtained less any new liability assumed) is recognised in profit or loss.

4.4 Cash and cash equivalents

Cash and cash equivalents include deposits held on call with banks and other short-term deposits. The Company considers all short-term deposits with an original maturity of 90 days or less as equivalent to cash.

4.5 Trade and other receivables

Trade receivables are recognised at fair value less any impairment. Other receivables are measured initially at fair value and are measured subsequently at amortised cost using the effective interest method less any impairment.

4.6 Trade and other payables

Trade and other payables are initially recognised at fair value and are subsequently measured at amortised cost using the effective interest method.

4.7 Interest income

Interest income on unquoted debt securities held at fair value through profit and loss is calculated using the effective interest method. It is accrued on a time-proportionate basis, by reference to the principal outstanding and the effective interest rate applicable, which is the rate that discounts estimated future cash receipts over the expected life of the debt security to its net carrying amount on initial recognition. Interest income is recognised gross of withholding tax, if any. Interest income on unquoted debt securities is recognised as a separate line item in the consolidated statement of comprehensive income and classified within operating activities in the consolidated statement of cash flows.

4.8 Interest expense

Interest expense is recognised as a non-operating expense in the consolidated statement of comprehensive income and is calculated using the effective interest rate method. Accruals are made periodically based on the outstanding principal amount and applicable interest rates over the duration of the outstanding liability. Any material direct costs associated with obtaining financing, such as loan origination fees, are amortized over the term of the related liability.

4.9 Expenses

Expenses are recognised on the accruals basis.

4.10 Share capital

Ordinary shares issued by the Company are recognised based on the proceeds or fair value received or receivable, with the excess of the amount received over their nominal value being credited to the share premium account. Direct issue costs are deducted from equity. Where the Company has repurchased its own ordinary shares, the cost of the repurchased shares is recorded as deduction from equity representing the cancellation of the ordinary shares. No gain or loss on the repurchase of ordinary shares is recognised through the profit or loss.

4.11 Earnings per share

The Company presents basic and diluted earnings per share data for its ordinary shares. Basic earnings per share are calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding during the period. Diluted earnings per share are determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding for the effects of all potentially dilutive ordinary shares.

4.12 Borrowings

Borrowings are recognised as liabilities in the consolidated balance sheet at their fair value, net of directly attributable transaction costs, with subsequent measurement at amortized cost using the effective interest rate. Any material directly attributable transaction costs are capitalized and amortized over the borrowing\u2019s term.

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfMaterialAccountingPolicyInformationExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-173": { "value": "

4.1 Changes in accounting policies and disclosures

(a) New and amended standards adopted by the Company

The following amendment applies for the first time effective 1\u00a0January 2025 but does not have a material effect on the Company\u2019s Consolidated Financial Statements and does not require retrospective adjustments.

  • Lack of Exchangeability (Amendments to IAS 1).

(b) New standards, amendments and interpretations that are not yet effective and might be relevant for the Company

At the date of authorisation of these financial statements, the Company has not applied the following new and revised IFRS Accounting Standards that have been issued but are not yet effective:

  • Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7)
  • Annual Improvements to IFRS Accounting Standards
  • Contracts Referencing Nature-dependent Electricity \u2013 Amendments to IFRS 9 and IFRS 7
  • IFRS 18 Presentation and Disclosure in Financial Statements
  • Sale or Contribution of Assets between an Investor and its Associate or Joint Venture \u2013 Amendments to IFRS 10 and IAS 28.

The Directors of the Company are currently assessing the impact the amendments will have on future reporting periods. It is expected that IFRS 18 will have a material impact on the presentation and disclosure of the OCI consolidated statements. However, the other standards are not expected to have a significant impact.

", "dimensions": { "concept": "ifrs-full:DisclosureOfChangesInAccountingPoliciesExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-174": { "value": "

(a) New and amended standards adopted by the Company

The following amendment applies for the first time effective 1\u00a0January 2025 but does not have a material effect on the Company\u2019s Consolidated Financial Statements and does not require retrospective adjustments.

  • Lack of Exchangeability (Amendments to IAS 1).
", "dimensions": { "concept": "ifrs-full:DescriptionOfInitialApplicationOfStandardsOrInterpretations", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-176": { "value": "

(b) New standards, amendments and interpretations that are not yet effective and might be relevant for the Company

At the date of authorisation of these financial statements, the Company has not applied the following new and revised IFRS Accounting Standards that have been issued but are not yet effective:

  • Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7)
  • Annual Improvements to IFRS Accounting Standards
  • Contracts Referencing Nature-dependent Electricity \u2013 Amendments to IFRS 9 and IFRS 7
  • IFRS 18 Presentation and Disclosure in Financial Statements
  • Sale or Contribution of Assets between an Investor and its Associate or Joint Venture \u2013 Amendments to IFRS 10 and IAS 28.

The Directors of the Company are currently assessing the impact the amendments will have on future reporting periods. It is expected that IFRS 18 will have a material impact on the presentation and disclosure of the OCI consolidated statements. However, the other standards are not expected to have a significant impact.

", "dimensions": { "concept": "ifrs-full:DescriptionOfExpectedImpactOfInitialApplicationOfNewStandardsOrInterpretations", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-178": { "value": "

4.2 Basis for consolidation

The Consolidated Financial Statements have been prepared using uniform accounting policies for like transactions and other events in similar circumstances. The Consolidated Financial Statements include the financial statements of the Company and its wholly owned subsidiary, after the elimination of all significant intercompany balances and transactions.

IFRS 10 exempts investment entities from consolidating controlled investees.

The Company meets the definition of an investment entity, as the following conditions are met:

  • The Company obtains funds from investors and provides investment management services.
  • The business purpose of the Company is to invest into private equity funds and to purchase, hold and dispose of investments directly in portfolio companies with the goal of achieving returns from capital appreciation and investment income.

The Company also has further typical characteristics of an investment entity as defined by IFRS:

  • The performance of these investments is measured and evaluated on a fair value basis.
  • The Company holds multiple investments and has multiple investors.
  • It has investors that are not related parties of the Company.
  • It has ownership interests in the form of equity or similar interests.

An investment entity is still required to consolidate a subsidiary where that subsidiary provides services that relate to the investment entity\u2019s investment activities and the subsidiary does not itself qualify as an investment entity. OCI Financing (Bermuda) Limited is considered a wholly owned subsidiary because it provides financing services to the Company and does not qualify itself as an investment entity under IFRS 10. The Oakley Funds do not provide services that relate to the Company\u2019s investment activities.

The Company therefore measures its investments at fair value through profit and loss in accordance with the investment entity exemption. The Company does not consolidate any of its investments in the Oakley Funds and the Direct Investments.

As of 31 December 2025 the Company\u2019s Limited Partner ownership in the Oakley Funds is:

  • Fund III ownership of 40.7% (2024: 40.7%)
  • Fund IV ownership of 27.4% (2024: 27.4%)
  • Fund V ownership of 28.1% (2024: 28.1%)
  • Fund VI ownership of 10.8% (2024: nil)
  • North Sails Continuation Vehicle ownership of 34.0% (2024: nil)
  • Origin I ownership of 28.2% (2024: 28.2%)
  • Origin II Fund ownership of 24.0% (2024: 24.0%)
  • PROfounders Fund III ownership of 38.8% (2024: 38.8%)
  • Touring I ownership of 39.1% (2024: 42.1%).
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForBusinessCombinationsExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-179": { "value": "

4.2 Basis for consolidation

The Consolidated Financial Statements have been prepared using uniform accounting policies for like transactions and other events in similar circumstances. The Consolidated Financial Statements include the financial statements of the Company and its wholly owned subsidiary, after the elimination of all significant intercompany balances and transactions.

IFRS 10 exempts investment entities from consolidating controlled investees.

The Company meets the definition of an investment entity, as the following conditions are met:

  • The Company obtains funds from investors and provides investment management services.
  • The business purpose of the Company is to invest into private equity funds and to purchase, hold and dispose of investments directly in portfolio companies with the goal of achieving returns from capital appreciation and investment income.

The Company also has further typical characteristics of an investment entity as defined by IFRS:

  • The performance of these investments is measured and evaluated on a fair value basis.
  • The Company holds multiple investments and has multiple investors.
  • It has investors that are not related parties of the Company.
  • It has ownership interests in the form of equity or similar interests.

An investment entity is still required to consolidate a subsidiary where that subsidiary provides services that relate to the investment entity\u2019s investment activities and the subsidiary does not itself qualify as an investment entity. OCI Financing (Bermuda) Limited is considered a wholly owned subsidiary because it provides financing services to the Company and does not qualify itself as an investment entity under IFRS 10. The Oakley Funds do not provide services that relate to the Company\u2019s investment activities.

The Company therefore measures its investments at fair value through profit and loss in accordance with the investment entity exemption. The Company does not consolidate any of its investments in the Oakley Funds and the Direct Investments.

As of 31 December 2025 the Company\u2019s Limited Partner ownership in the Oakley Funds is:

  • Fund III ownership of 40.7% (2024: 40.7%)
  • Fund IV ownership of 27.4% (2024: 27.4%)
  • Fund V ownership of 28.1% (2024: 28.1%)
  • Fund VI ownership of 10.8% (2024: nil)
  • North Sails Continuation Vehicle ownership of 34.0% (2024: nil)
  • Origin I ownership of 28.2% (2024: 28.2%)
  • Origin II Fund ownership of 24.0% (2024: 24.0%)
  • PROfounders Fund III ownership of 38.8% (2024: 38.8%)
  • Touring I ownership of 39.1% (2024: 42.1%).
", "dimensions": { "concept": "ifrs-full:DisclosureOfBasisOfConsolidationExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-180": { "value": "

4.3 Investments

(a) Classification

The Company classifies its investments based on both the Company\u2019s business model for managing those financial assets and the contractual cash flow characteristics, if any, of the financial assets. The portfolio of financial assets is managed, and performance is evaluated, on a fair value basis. The Company is primarily focused on fair value information and uses that information to assess the assets\u2019 performance and to make decisions. The Company has not taken the option to irrevocably designate any equity securities as fair value through other comprehensive income.

The contractual cash flows of the Company\u2019s debt securities are solely principal and interest, however, these securities are neither held for the purpose of collecting contractual cash flows nor held both for collecting contractual cash flows and for sale. The collection of contractual cash flows is only incidental to achieving the Company\u2019s business model\u2019s objective.

Consequently, the Company classifies its investments in private equity funds, direct equity investments and debt securities as financial assets held at fair value through profit and loss at inception.

(b) Recognition and measurement

Financial assets held at fair value through profit and loss are recognised initially on the trade date, which is the date on which the Company becomes a party to the contractual provisions of the instrument. Financial assets held at fair value through profit and loss are recognised initially at fair value, with transaction costs recognised in profit or loss.

Quoted investments are subsequently carried at fair value. Fair value is measured using the last reported sales price, where the last reported sales price falls within the bid-ask spread. In circumstances where the last reported sales price is not within the bid\u2010ask spread, the Board of Directors, in consultation with Oakley Capital Limited (the \u2018Investment Adviser/Administrative Agent\u2019), will determine the point within the bid-ask spread that is most representative of fair value.

Unquoted investments, including both equities and debt, are subsequently carried in the consolidated balance sheet at fair value. Fair value is determined in accordance with the Company\u2019s investment valuation policy, which is compliant with the fair value guidelines under IFRS 13 and the International Private Equity and Venture Capital (\u2018IPEV\u2019) Valuation Guidelines.

(c) Derecognition

The Company derecognises a financial asset when the contractual rights to the cash flows from the asset expire, or when the Company transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.

Where the Company transfers a financial asset but retains substantially all the risks and rewards of ownership, the financial asset is not derecognised.

Where the Company neither transfers nor retains substantially all the risks and rewards of ownership of the financial asset, the Company assesses whether it has retained control of the asset. If control is retained, the asset continues to be recognised to the extent of the Company\u2019s continuing involvement. If control is not retained, the financial asset is derecognised.

On derecognition of a financial asset, the difference between the carrying amount of the asset (or the carrying amount allocated to the portion of the asset derecognised), and consideration received (including any new asset obtained less any new liability assumed) is recognised in profit or loss.

4.4 Cash and cash equivalents

Cash and cash equivalents include deposits held on call with banks and other short-term deposits. The Company considers all short-term deposits with an original maturity of 90 days or less as equivalent to cash.

4.5 Trade and other receivables

Trade receivables are recognised at fair value less any impairment. Other receivables are measured initially at fair value and are measured subsequently at amortised cost using the effective interest method less any impairment.

", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialAssetsExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-181": { "value": "

4.3 Investments

(a) Classification

The Company classifies its investments based on both the Company\u2019s business model for managing those financial assets and the contractual cash flow characteristics, if any, of the financial assets. The portfolio of financial assets is managed, and performance is evaluated, on a fair value basis. The Company is primarily focused on fair value information and uses that information to assess the assets\u2019 performance and to make decisions. The Company has not taken the option to irrevocably designate any equity securities as fair value through other comprehensive income.

The contractual cash flows of the Company\u2019s debt securities are solely principal and interest, however, these securities are neither held for the purpose of collecting contractual cash flows nor held both for collecting contractual cash flows and for sale. The collection of contractual cash flows is only incidental to achieving the Company\u2019s business model\u2019s objective.

Consequently, the Company classifies its investments in private equity funds, direct equity investments and debt securities as financial assets held at fair value through profit and loss at inception.

(b) Recognition and measurement

Financial assets held at fair value through profit and loss are recognised initially on the trade date, which is the date on which the Company becomes a party to the contractual provisions of the instrument. Financial assets held at fair value through profit and loss are recognised initially at fair value, with transaction costs recognised in profit or loss.

Quoted investments are subsequently carried at fair value. Fair value is measured using the last reported sales price, where the last reported sales price falls within the bid-ask spread. In circumstances where the last reported sales price is not within the bid\u2010ask spread, the Board of Directors, in consultation with Oakley Capital Limited (the \u2018Investment Adviser/Administrative Agent\u2019), will determine the point within the bid-ask spread that is most representative of fair value.

Unquoted investments, including both equities and debt, are subsequently carried in the consolidated balance sheet at fair value. Fair value is determined in accordance with the Company\u2019s investment valuation policy, which is compliant with the fair value guidelines under IFRS 13 and the International Private Equity and Venture Capital (\u2018IPEV\u2019) Valuation Guidelines.

(c) Derecognition

The Company derecognises a financial asset when the contractual rights to the cash flows from the asset expire, or when the Company transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.

Where the Company transfers a financial asset but retains substantially all the risks and rewards of ownership, the financial asset is not derecognised.

Where the Company neither transfers nor retains substantially all the risks and rewards of ownership of the financial asset, the Company assesses whether it has retained control of the asset. If control is retained, the asset continues to be recognised to the extent of the Company\u2019s continuing involvement. If control is not retained, the financial asset is derecognised.

On derecognition of a financial asset, the difference between the carrying amount of the asset (or the carrying amount allocated to the portion of the asset derecognised), and consideration received (including any new asset obtained less any new liability assumed) is recognised in profit or loss.

", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-182": { "value": "

4.3 Investments

(a) Classification

The Company classifies its investments based on both the Company\u2019s business model for managing those financial assets and the contractual cash flow characteristics, if any, of the financial assets. The portfolio of financial assets is managed, and performance is evaluated, on a fair value basis. The Company is primarily focused on fair value information and uses that information to assess the assets\u2019 performance and to make decisions. The Company has not taken the option to irrevocably designate any equity securities as fair value through other comprehensive income.

The contractual cash flows of the Company\u2019s debt securities are solely principal and interest, however, these securities are neither held for the purpose of collecting contractual cash flows nor held both for collecting contractual cash flows and for sale. The collection of contractual cash flows is only incidental to achieving the Company\u2019s business model\u2019s objective.

Consequently, the Company classifies its investments in private equity funds, direct equity investments and debt securities as financial assets held at fair value through profit and loss at inception.

(b) Recognition and measurement

Financial assets held at fair value through profit and loss are recognised initially on the trade date, which is the date on which the Company becomes a party to the contractual provisions of the instrument. Financial assets held at fair value through profit and loss are recognised initially at fair value, with transaction costs recognised in profit or loss.

Quoted investments are subsequently carried at fair value. Fair value is measured using the last reported sales price, where the last reported sales price falls within the bid-ask spread. In circumstances where the last reported sales price is not within the bid\u2010ask spread, the Board of Directors, in consultation with Oakley Capital Limited (the \u2018Investment Adviser/Administrative Agent\u2019), will determine the point within the bid-ask spread that is most representative of fair value.

Unquoted investments, including both equities and debt, are subsequently carried in the consolidated balance sheet at fair value. Fair value is determined in accordance with the Company\u2019s investment valuation policy, which is compliant with the fair value guidelines under IFRS 13 and the International Private Equity and Venture Capital (\u2018IPEV\u2019) Valuation Guidelines.

(c) Derecognition

The Company derecognises a financial asset when the contractual rights to the cash flows from the asset expire, or when the Company transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.

Where the Company transfers a financial asset but retains substantially all the risks and rewards of ownership, the financial asset is not derecognised.

Where the Company neither transfers nor retains substantially all the risks and rewards of ownership of the financial asset, the Company assesses whether it has retained control of the asset. If control is retained, the asset continues to be recognised to the extent of the Company\u2019s continuing involvement. If control is not retained, the financial asset is derecognised.

On derecognition of a financial asset, the difference between the carrying amount of the asset (or the carrying amount allocated to the portion of the asset derecognised), and consideration received (including any new asset obtained less any new liability assumed) is recognised in profit or loss.

", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialInstrumentsAtFairValueThroughProfitOrLossExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-183": { "value": "

(a) Classification

The Company classifies its investments based on both the Company\u2019s business model for managing those financial assets and the contractual cash flow characteristics, if any, of the financial assets. The portfolio of financial assets is managed, and performance is evaluated, on a fair value basis. The Company is primarily focused on fair value information and uses that information to assess the assets\u2019 performance and to make decisions. The Company has not taken the option to irrevocably designate any equity securities as fair value through other comprehensive income.

The contractual cash flows of the Company\u2019s debt securities are solely principal and interest, however, these securities are neither held for the purpose of collecting contractual cash flows nor held both for collecting contractual cash flows and for sale. The collection of contractual cash flows is only incidental to achieving the Company\u2019s business model\u2019s objective.

Consequently, the Company classifies its investments in private equity funds, direct equity investments and debt securities as financial assets held at fair value through profit and loss at inception.

", "dimensions": { "concept": "oci:DescriptionOfAccountingPolicyForClassification", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-187": { "value": "

(b) Recognition and measurement

Financial assets held at fair value through profit and loss are recognised initially on the trade date, which is the date on which the Company becomes a party to the contractual provisions of the instrument. Financial assets held at fair value through profit and loss are recognised initially at fair value, with transaction costs recognised in profit or loss.

Quoted investments are subsequently carried at fair value. Fair value is measured using the last reported sales price, where the last reported sales price falls within the bid-ask spread. In circumstances where the last reported sales price is not within the bid\u2010ask spread, the Board of Directors, in consultation with Oakley Capital Limited (the \u2018Investment Adviser/Administrative Agent\u2019), will determine the point within the bid-ask spread that is most representative of fair value.

Unquoted investments, including both equities and debt, are subsequently carried in the consolidated balance sheet at fair value. Fair value is determined in accordance with the Company\u2019s investment valuation policy, which is compliant with the fair value guidelines under IFRS 13 and the International Private Equity and Venture Capital (\u2018IPEV\u2019) Valuation Guidelines.

", "dimensions": { "concept": "oci:DescriptionOfAccountingPolicyForRecognitionAndMeasurement", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-191": { "value": "

(c) Derecognition

The Company derecognises a financial asset when the contractual rights to the cash flows from the asset expire, or when the Company transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.

Where the Company transfers a financial asset but retains substantially all the risks and rewards of ownership, the financial asset is not derecognised.

Where the Company neither transfers nor retains substantially all the risks and rewards of ownership of the financial asset, the Company assesses whether it has retained control of the asset. If control is retained, the asset continues to be recognised to the extent of the Company\u2019s continuing involvement. If control is not retained, the financial asset is derecognised.

On derecognition of a financial asset, the difference between the carrying amount of the asset (or the carrying amount allocated to the portion of the asset derecognised), and consideration received (including any new asset obtained less any new liability assumed) is recognised in profit or loss.

", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForDerecognitionOfFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-195": { "value": "

4.4 Cash and cash equivalents

Cash and cash equivalents include deposits held on call with banks and other short-term deposits. The Company considers all short-term deposits with an original maturity of 90 days or less as equivalent to cash.

", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyToDetermineComponentsOfCashAndCashEquivalents", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-197": { "value": "

4.5 Trade and other receivables

Trade receivables are recognised at fair value less any impairment. Other receivables are measured initially at fair value and are measured subsequently at amortised cost using the effective interest method less any impairment.

", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForTradeAndOtherReceivablesExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-199": { "value": "

4.6 Trade and other payables

Trade and other payables are initially recognised at fair value and are subsequently measured at amortised cost using the effective interest method.

", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForTradeAndOtherPayablesExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-200": { "value": "

4.7 Interest income

Interest income on unquoted debt securities held at fair value through profit and loss is calculated using the effective interest method. It is accrued on a time-proportionate basis, by reference to the principal outstanding and the effective interest rate applicable, which is the rate that discounts estimated future cash receipts over the expected life of the debt security to its net carrying amount on initial recognition. Interest income is recognised gross of withholding tax, if any. Interest income on unquoted debt securities is recognised as a separate line item in the consolidated statement of comprehensive income and classified within operating activities in the consolidated statement of cash flows.

4.8 Interest expense

Interest expense is recognised as a non-operating expense in the consolidated statement of comprehensive income and is calculated using the effective interest rate method. Accruals are made periodically based on the outstanding principal amount and applicable interest rates over the duration of the outstanding liability. Any material direct costs associated with obtaining financing, such as loan origination fees, are amortized over the term of the related liability.

", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForInterestIncomeAndExpenseExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-202": { "value": "

4.9 Expenses

Expenses are recognised on the accruals basis.

", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForExpensesExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-203": { "value": "

4.10 Share capital

Ordinary shares issued by the Company are recognised based on the proceeds or fair value received or receivable, with the excess of the amount received over their nominal value being credited to the share premium account. Direct issue costs are deducted from equity. Where the Company has repurchased its own ordinary shares, the cost of the repurchased shares is recorded as deduction from equity representing the cancellation of the ordinary shares. No gain or loss on the repurchase of ordinary shares is recognised through the profit or loss.

", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForIssuedCapitalExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-204": { "value": "

4.11 Earnings per share

The Company presents basic and diluted earnings per share data for its ordinary shares. Basic earnings per share are calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding during the period. Diluted earnings per share are determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding for the effects of all potentially dilutive ordinary shares.

", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForEarningsPerShareExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-205": { "value": "

4.12 Borrowings

Borrowings are recognised as liabilities in the consolidated balance sheet at their fair value, net of directly attributable transaction costs, with subsequent measurement at amortized cost using the effective interest rate. Any material directly attributable transaction costs are capitalized and amortized over the borrowing\u2019s term.

", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForBorrowingsExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-206": { "value": "\n\n
\n
\n \n

5. Critical accounting estimates, assumptions and judgement

\n
\n\n
\n
\n \n

Key accounting judgements and estimates in the application of accounting policies

In preparing the Consolidated Financial Statements, the Directors are required under IFRS to select appropriate accounting policies, apply them consistently and make judgements, estimates and assumptions that are reasonable and prudent. Estimates and assumptions are based on historical experience and the Directors\u2019 expectations of future events and are reviewed on an ongoing basis. Actual results may differ from those estimates. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected.

The key accounting judgements and sources of estimation uncertainty that have the most significant effect on the amounts recognised in the Consolidated Financial Statements are set out below.

Key accounting judgements

(a) Assessment as an investment entity

Under IFRS 10 Consolidated Financial Statements, entities that meet the definition of an investment entity are required to measure investments in controlled entities, associates and joint ventures at fair value through profit or loss rather than consolidating those entities.

However, an investment entity is required to consolidate a subsidiary that is not itself an investment entity where that subsidiary provides services related to the investment entity\u2019s investment activities. The Company wholly owns one subsidiary, OCI Financing (Bermuda) Limited, which is consolidated in the Consolidated Financial Statements.

The Directors have concluded that the Company meets the definition of an investment entity as its strategic objective is to invest in the Oakley Funds and other Direct Investments on behalf of its investors for the purpose of generating returns in the form of investment income and capital appreciation. This assessment is discussed further in Note 4.2.

(b) Assessment of significant influence over investments

In accordance with IAS 28 Investments in Associates and Joint Ventures, an investor holding more than 20% of the voting power of an investee is presumed to have significant influence unless that presumption can be clearly demonstrated otherwise.

The Directors have concluded that, notwithstanding ownership interests in excess of 20% in certain investees, the Company does not exercise significant influence over those entities. This presumption has been rebutted as none of the indicators of significant influence set out in IAS 28 are present, including:

  • the Company does not have representation on the board of directors or any equivalent governing body of the investees, nor does it have the ability to obtain such representation, with the exception of Time Out, where Peter Dubens serves as the Non\u2011Executive Chairman;
  • the Company does not participate in policy-making processes, including decisions relating to dividends or other distributions;
  • there are no material transactions between the Company and the investees other than those arising from the investment relationship or distributions received; and
  • there is no interchange of managerial personnel or provision of essential technical information.

Key sources of estimation uncertainty

Fair value of investments

The fair values assigned to investments classified as financial assets at fair value through profit and loss are based on information available at the reporting date and do not necessarily represent amounts that may ultimately be realised. Due to the inherent uncertainty involved in valuation, these estimated fair values may differ significantly from values that would have been used had a ready market existed, and such differences could be material.

Investments are valued in accordance with relevant IFRS requirements. Estimation uncertainty arises in determining the appropriate valuation methodologies and in assessing the Net Asset Value (\u2018NAV\u2019) of the Oakley Funds, as well as in determining key inputs used in valuation models for unquoted debt and equity securities. These inputs include estimates of future cash flows, earnings forecasts and the selection of appropriate discount rates and valuation multiples.

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfAssetsAndLiabilitiesWithSignificantRiskOfMaterialAdjustmentExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-207": { "value": "\n\n
\n
\n \n

5. Critical accounting estimates, assumptions and judgement

\n
\n\n
\n
\n \n

Key accounting judgements and estimates in the application of accounting policies

In preparing the Consolidated Financial Statements, the Directors are required under IFRS to select appropriate accounting policies, apply them consistently and make judgements, estimates and assumptions that are reasonable and prudent. Estimates and assumptions are based on historical experience and the Directors\u2019 expectations of future events and are reviewed on an ongoing basis. Actual results may differ from those estimates. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected.

The key accounting judgements and sources of estimation uncertainty that have the most significant effect on the amounts recognised in the Consolidated Financial Statements are set out below.

Key accounting judgements

(a) Assessment as an investment entity

Under IFRS 10 Consolidated Financial Statements, entities that meet the definition of an investment entity are required to measure investments in controlled entities, associates and joint ventures at fair value through profit or loss rather than consolidating those entities.

However, an investment entity is required to consolidate a subsidiary that is not itself an investment entity where that subsidiary provides services related to the investment entity\u2019s investment activities. The Company wholly owns one subsidiary, OCI Financing (Bermuda) Limited, which is consolidated in the Consolidated Financial Statements.

The Directors have concluded that the Company meets the definition of an investment entity as its strategic objective is to invest in the Oakley Funds and other Direct Investments on behalf of its investors for the purpose of generating returns in the form of investment income and capital appreciation. This assessment is discussed further in Note 4.2.

(b) Assessment of significant influence over investments

In accordance with IAS 28 Investments in Associates and Joint Ventures, an investor holding more than 20% of the voting power of an investee is presumed to have significant influence unless that presumption can be clearly demonstrated otherwise.

The Directors have concluded that, notwithstanding ownership interests in excess of 20% in certain investees, the Company does not exercise significant influence over those entities. This presumption has been rebutted as none of the indicators of significant influence set out in IAS 28 are present, including:

  • the Company does not have representation on the board of directors or any equivalent governing body of the investees, nor does it have the ability to obtain such representation, with the exception of Time Out, where Peter Dubens serves as the Non\u2011Executive Chairman;
  • the Company does not participate in policy-making processes, including decisions relating to dividends or other distributions;
  • there are no material transactions between the Company and the investees other than those arising from the investment relationship or distributions received; and
  • there is no interchange of managerial personnel or provision of essential technical information.

Key sources of estimation uncertainty

Fair value of investments

The fair values assigned to investments classified as financial assets at fair value through profit and loss are based on information available at the reporting date and do not necessarily represent amounts that may ultimately be realised. Due to the inherent uncertainty involved in valuation, these estimated fair values may differ significantly from values that would have been used had a ready market existed, and such differences could be material.

Investments are valued in accordance with relevant IFRS requirements. Estimation uncertainty arises in determining the appropriate valuation methodologies and in assessing the Net Asset Value (\u2018NAV\u2019) of the Oakley Funds, as well as in determining key inputs used in valuation models for unquoted debt and equity securities. These inputs include estimates of future cash flows, earnings forecasts and the selection of appropriate discount rates and valuation multiples.

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfAccountingJudgementsAndEstimatesExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-208": { "value": "\n\n \n \n \n 5. Critical accounting estimates, assumptions and judgement\n \n\n \n \n \n Key accounting judgements and estimates in the application of accounting policiesIn preparing the Consolidated Financial Statements, the Directors are required under IFRS to select appropriate accounting policies, apply them consistently and make judgements, estimates and assumptions that are reasonable and prudent. Estimates and assumptions are based on historical experience and the Directors\u2019 expectations of future events and are reviewed on an ongoing basis. Actual results may differ from those estimates. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected. The key accounting judgements and sources of estimation uncertainty that have the most significant effect on the amounts recognised in the Consolidated Financial Statements are set out below.Key accounting judgements(a) Assessment as an investment entityUnder IFRS 10 Consolidated Financial Statements, entities that meet the definition of an investment entity are required to measure investments in controlled entities, associates and joint ventures at fair value through profit or loss rather than consolidating those entities.However, an investment entity is required to consolidate a subsidiary that is not itself an investment entity where that subsidiary provides services related to the investment entity\u2019s investment activities. The Company wholly owns one subsidiary, OCI Financing (Bermuda) Limited, which is consolidated in the Consolidated Financial Statements.The Directors have concluded that the Company meets the definition of an investment entity as its strategic objective is to invest in the Oakley Funds and other Direct Investments on behalf of its investors for the purpose of generating returns in the form of investment income and capital appreciation. This assessment is discussed further in Note 4.2.(b) Assessment of significant influence over investmentsIn accordance with IAS 28 Investments in Associates and Joint Ventures, an investor holding more than 20% of the voting power of an investee is presumed to have significant influence unless that presumption can be clearly demonstrated otherwise.The Directors have concluded that, notwithstanding ownership interests in excess of 20% in certain investees, the Company does not exercise significant influence over those entities. This presumption has been rebutted as none of the indicators of significant influence set out in IAS 28 are present, including:the Company does not have representation on the board of directors or any equivalent governing body of the investees, nor does it have the ability to obtain such representation, with the exception of Time Out, where Peter Dubens serves as the Non\u2011Executive Chairman;the Company does not participate in policy-making processes, including decisions relating to dividends or other distributions;there are no material transactions between the Company and the investees other than those arising from the investment relationship or distributions received; andthere is no interchange of managerial personnel or provision of essential technical information.Key sources of estimation uncertaintyFair value of investmentsThe fair values assigned to investments classified as financial assets at fair value through profit and loss are based on information available at the reporting date and do not necessarily represent amounts that may ultimately be realised. Due to the inherent uncertainty involved in valuation, these estimated fair values may differ significantly from values that would have been used had a ready market existed, and such differences could be material.Investments are valued in accordance with relevant IFRS requirements. Estimation uncertainty arises in determining the appropriate valuation methodologies and in assessing the Net Asset Value (\u2018NAV\u2019) of the Oakley Funds, as well as in determining key inputs used in valuation models for unquoted debt and equity securities. These inputs include estimates of future cash flows, earnings forecasts and the selection of appropriate discount rates and valuation multiples. \u00a0\n\n \n ", "dimensions": { "concept": "ifrs-full:ExplanationOfAssumptionAboutFutureWithSignificantRiskOfResultingInMaterialAdjustments", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-209": { "value": "\n\n
\n
\n \n

6. Financial risk management

\n
\n\n
\n
\n \n

6.1 Introduction and overview

The Board of Directors, the Company\u2019s Risk Committee (the \u2018Risk Committee\u2019) and the Investment Adviser attribute great importance to professional risk management, proper understanding and negotiation of appropriate terms and conditions and active monitoring, including a thorough analysis of reports and financial statements and ongoing review of investments made. The Company has investment guidelines that set out its overall business strategies, its tolerance for risk and its general risk management philosophy, and has established processes to monitor and control the economic impact of these risks. The Investment Adviser provides the Board of Directors with recommendations as to the Company\u2019s asset allocation and annual investment levels that are consistent with the Company\u2019s objectives. The Risk Committee reviews and agrees policies for managing the risks.

The Company has exposures to the following risks from financial instruments: credit risk, liquidity risk and market risk (including interest rate risk, currency risk and price risk). The Company\u2019s overall risk management process focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Company\u2019s financial performance.

During the year under review, the Risk Committee has continued to identify, assess, monitor and manage risks within the Company, including those that would impact its future performance, solvency, liquidity or reputation. This review includes the monitoring of risk exposure compared with the risk appetite established by the Board.

Key risks and uncertainties of the Company are assessed on a scale, considering their impact and likelihood. The Committee monitors detailed and, wherever possible, quantifiable indicators of the Company\u2019s exposure to risk, segmented into three core categories, summarised in our\u00a0Principal risks and uncertainties section.

6.2 Credit risk

Credit risk exposures predominantly arise from cash deposits with regulated banks and a loan provided to a listed counterparty, Time Out, (<1% of NAV). The majority of the Company\u2019s cash balances were held with Barclays and Royal Bank of Scotland, with a minority also held with HSBC and Butterfield Bank. Barclays and Royal Bank of Scotland are rated A1. HSBC and Butterfield Bank are rated A3 and A2 respectively by Moody\u2019s (2024: Barclays, Royal Bank of Scotland and HSBC were rated A1 and Butterfield Bank was rated A3).

Cash is held with banks of high credit quality. Credit risk of loans granted is monitored by assessing the ability of the counterparty to repay the loan using a forecast. This allows OCI to assess the ability of the investment to generate enough cash to repay its debt.

Furthermore, OCI requires a quarterly trading update. This allows OCI to assess the equity value of the asset and therefore to understand whether the equity value increases (reducing risk of default) or decreases (resulting in higher risk of default)

OCI has a direct loan to Time Out of \u00a37.7 million (2024: \u00a36.8 million) with a maturity date of 30 June 2027. The Investment Adviser continues to monitor the risks arising from this position. As at 31 December 2025, the Loan held was not overdue or impaired.

6.3 Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations arising from its financial liabilities that are settled by delivering cash or another financial asset, or that such obligations will have to be settled in a manner disadvantageous to the Company. The Company, with advice from the Investment Adviser, manages liquidity through reviews of detailed cash flow projections which estimate the timing and quanta of outflows, including capital calls, share buybacks and dividend payments, and inflows from disposals of portfolio companies held within the Oakley Funds which aim to avoid undue risk of illiquidity.

Stress testing is conducted to assess the impact of adverse market conditions on cash flow and liquidity. These exercises, together with the broader liquidity assessment framework, are presented to the Risk Committee and the Board as part of regular reporting.

The unfunded commitments to the Oakley Funds are irrevocable and can exceed cash and cash equivalents available to the Company. Based on current cash flow projections and barring unforeseen events, the Company expects to be able to honour all capital calls by the Oakley Funds. To facilitate the funding of future commitments, as at 31 December the Company had drawn down \u00a3230.8 million, including accrued interest of \u00a31.9 million of the \u00a3325.0 million facility. OCI has an option to increase the facility by a further \u00a375.0 million subject to agreement by all parties. The Board of Directors\u2019 assessment of liquidity risk is further detailed in Note 2.

The majority of the investments held by the Company are in Funds which are unquoted and subject to specific restrictions on transferability and disposal. Consequently, the risk exists that the Company might not be able to readily dispose of its holdings at the time of its choosing and that the price attained on a disposal may be below the amount at which such investments were included in the Company\u2019s consolidated balance sheet.

The Company\u2019s consolidated financial current liabilities are all repayable within three months after the balance sheet date and are carried at amounts which approximate their expected settlement values. Financial liabilities exclude outstanding capital commitments at year end.

6.4 Market risk

Market risk is the risk that changes in market prices, such as equity prices, foreign exchange rates and interest rates, will affect the Company\u2019s income or the value of its holdings of financial instruments. The Company\u2019s sensitivity to these items is set out below.

The following table sets out the concentration of the investment assets and liabilities held by OCI in the Oakley Funds, and the quoted and unquoted equity investments and unquoted debt securities as at the reporting date:

2025 % of net assets

2024 % of net assets

Equity investments
Quoted equity investments

1.2%

5.7%
Oakley Funds

94.8%

81.4%
Unquoted equity investments

13.8%

12.6%

Total equity investments

109.8%

99.7%

Debt securities

Unquoted debt securities

0.6%

0.6%

Total debt securities

0.6%

0.6%

Total investment assets

110.4%

100.3%

OCI primarily invests in the Oakley Funds, which allocate capital across four key market sectors: education, consumer, technology, and business services. As at 31 December 2025, both direct and indirect equity investments demonstrated a diversified allocation, with no single sector exceeding a 40% concentration.

(a) Interest rate risk

2025

2024

Total

\u00a3\u2019000s

Within

one year

\u00a3\u2019000s

More than

one year

\u00a3\u2019000s

Total

\u00a3\u2019000s

Within

one year

\u00a3\u2019000s

More than

one year

\u00a3\u2019000s

Exposure to floating rates

Unquoted debt security

7,742

\u2013

7,742

6,797

833

5,964

Gross borrowings

(230,804)

(1,891)

(228,913)

(105,638)

(105,638)

\u2013

Cash and deposits

95,153

95,153

\u2013

103,358

103,358

\u2013

Net exposures

At year end

(127,909)

93,262

(221,171)

4,517

(1,447)

5,964

Maximum in year

(128,451)

92,720

(221,171)

4,902

(1,014)

5,916

Minimum in year

(127,367)

93,804

(221,171)

4,146

(1,879)

6,025

2025

2024

Total

\u00a3\u2019000s

Exposure to floating interest rates
\u00a3\u2019000s

Fixed interest rates

\u00a3\u2019000s

Total

\u00a3\u2019000s

Exposure to floating interest rates
\u00a3\u2019000s

Fixed interest rates

\u00a3\u2019000s

Maximum in year

(128,451)

(128,451)

\u2013

2,099

2,099

\u2013

Minimum in year

(127,367)

(127,367)

\u2013

4,146

4,146

\u2013

The Company\u2019s debt security carries a floating interest rate of Sterling Overnight Index Average (\u2018SONIA\u2019) (floored at 0%) plus an 8% margin. Due to its floating-rate nature and regular rate resets, the instrument has low exposure to fair value interest rate risk, and changes in SONIA are expected to have a minimal impact on its fair value, except when SONIA approaches the contractual floor.

The impact of an increase in interest rates of 100 basis points on cash and deposits, based on the closing consolidated balance sheet position over a 12-month period, would have been an increase of \u00a31.0 million in profit within the consolidated statement of comprehensive income (2024: \u00a31.40 million). A decrease in interest rates of 100 basis points on cash and deposits would have an equal and opposite effect.

The impact of an increase in interest rates of 100 basis points on borrowings, based on the closing consolidated balance sheet position over a 12-month period, would have been a decrease of \u00a31.6 million in profit within the consolidated statement of comprehensive income (2024: \u00a30.96 million decrease). A decrease in interest rates of 100 basis points on borrowings would have an equal and opposite effect.

In addition, the Company has indirect exposure to interest rate fluctuations through changes to the financial performance and valuation in equity investments in the Oakley Funds as certain portfolio companies have issued debt. Short-term receivables and payables are excluded as, due to their short-term nature, the risks due to fluctuation in the prevailing levels of market interest rates associated with these instruments are not significant.

(b) Currency risk

The Company holds significant assets and liabilities denominated in currencies other than its functional currency, which expose the Company to the risk that the exchange rates of those currencies against the pound will change in a manner which adversely impacts the Company\u2019s net profit and net assets attributable to shareholders. The following sensitivity analysis shows the sensitivity of the Company\u2019s net assets to movements in foreign currency exchange rates, assuming a 10% increase in exchange rates against the pound. A 10% decrease in exchange rates against the pound would have an equal and opposite effect. The sensitivity analysis below is representative of the year as a whole, since the level of exposure changes as the Company\u2019s holdings change through the purchase and realisation of investments.

EUR

USD

GBP

SEK

DKK

NOK

Indirect Investments (GBP \u00a3\u2019000)

784,128

303,243

406,081

282

1,431

581

OCI Share of Fund Facilities (GBP \u00a3\u2019000)

(121,364)

(47,171)

(156,523)

\u2013

\u2013

\u2013

OCI Share of Other Assets and Liabilities (GBP \u00a3\u2019000)

(4,118)

2,620

\u2013

\u2013

\u2013

\u2013

Direct Investments (GBP \u00a3\u2019000)

\u2013

169,596

15,206

\u2013

\u2013

\u2013

Cash (GBP \u00a3\u2019000)

80,213

231

14,709

\u2013

\u2013

\u2013

Borrowings (GBP \u00a3\u2019000)

(200,535)

\u2013

(25,870)

\u2013

\u2013

\u2013

Direct Loans (GBP \u00a3\u2019000)

\u2013

\u2013

7,742

\u2013

\u2013

\u2013

Debtors, Creditors and Other Assets (GBP \u00a3\u2019000)

\u2013

\u2013

2,384

\u2013

\u2013

\u2013

Total exposure (GBP \u00a3\u2019000)

538,324

428,519

263,729

282

1,431

581

Percentage exposure

43.7%

34.8%

21.4%

\u2013

0.1%

\u2013

Impact of 100bps change in FX rate

EUR

USD

GBP

SEK

DKK

NOK

Total exposure (GBP \u00a3\u2019000)

538,324

428,519

263,729

282

1,431

581

Implied FX to GBP

1.1464

1.3467

1.0000

12.3900

8.5630

13.5392

Total exposure local currency (000)

617,135

577,087

263,729

3,494

12,254

7,866

Adjustments to FX rate of 100bps

0.01

0.01

N/A

0.01

0.01

0.01

Adjusted FX rate

1.1579

1.3602

1.0000

12.5139

8.6486

13.6746

Adjusted total exposure (GBP \u00a3\u2019000)

532,978

424,266

263,729

279

1,417

575

Impact on profit or loss (GBP \u00a3\u2019000)

5,346

4,253

\u2013

3

14

6

The Investment Adviser monitors the Company\u2019s currency position on a regular basis and reports the impact of currency movements on the performance of the investment portfolio to the Risk Committee quarterly.

(c) Price risk \u2013 market fluctuations

The Company\u2019s management of price risk, which arises primarily from quoted and unquoted equity instruments, is through the selection of financial assets within specified limits as advised by the Investment Adviser and approved by the Risk Committee.

For quoted equity securities, the market risk variable is deemed to be the market price itself. A 10% change in the price of those investments would have a \u00a31.5 million (2024: \u00a37.0 million) direct impact on the profit and loss in the consolidated statement of comprehensive income and the net assets attributable to shareholders in the consolidated balance sheet. The impact on net assets per ordinary share is \u00a30.01 (2024: \u00a30.04).

For the investment in the Oakley Funds, the market risk is deemed to be the change in fair value. A 10% change in the fair value of those investments would have a \u00a3116.9 million (2024: \u00a399.8 million) direct impact on the profit and loss in the consolidated statement of comprehensive income and the net assets attributable to shareholders in the consolidated balance sheet. The impact on net assets per ordinary share is \u00a30.66 (2024: \u00a30.57).

For the investment in North Sails Group the market risk is deemed to be the change in fair value. A 10% change in the fair value of this investment would have a \u00a317.0 million (2024: \u00a315.4 million) direct impact on the profit and loss in the consolidated statement of comprehensive income and the net assets attributable to shareholders in the consolidated balance sheet. The impact on net assets per ordinary share is \u00a30.10 (2024: \u00a30.09).

The Company is exposed to a variety of market risk factors which may change significantly over time. As a result, measurement of such exposure at any given point in time may be difficult given the complexity and diversity of the investments held by the Oakley Funds.

6.5 Limitations of sensitivity analysis

The sensitivity information included in Notes 6 and 10 demonstrates the estimated impact of a change in a major input assumption while other assumptions remain unchanged. In reality, there are normally significant levels of correlation between the assumptions and other factors.

It should also be noted that these sensitivities are non-linear and larger or smaller impacts should not be interpolated or extrapolated from these results. Furthermore, estimates of sensitivity may become less reliable in unusual market conditions such as instances when risk-free interest rates fall towards zero.

6.6 Capital management

The Company\u2019s capital comprises ordinary shares with \u00a30.01 par value and carrying one vote each. The holders of the shares are entitled to dividends when declared. The Company has no additional restrictions or specific capital requirements on the issuance and repurchase of ordinary shares. The movements of capital are shown in the consolidated statement of changes in equity.

During the year, the Board launched an annual share buyback programme, initially of a minimum of \u00a320.0 million. The 2025 buyback programme was subsequently increased to \u00a350.0 million, reflecting the assessment of current liquidity and the improved prospects for proceeds. Since the start of the year the Company has acquired and cancelled 9.3 million shares for an aggregate \u00a347.7 million as at 31 December 2025.

The Company\u2019s objectives when managing capital are to safeguard the Company\u2019s assets to achieve positive returns. In order to maintain or adjust the capital structure, the Company may issue shares or may return capital to shareholders through the repurchase of shares or by paying dividends. The effects of the issue, the repurchase and the resale of shares are described in\u00a0Note\u00a018.

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfFinancialRiskManagementExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-210": { "value": "

6.2 Credit risk

Credit risk exposures predominantly arise from cash deposits with regulated banks and a loan provided to a listed counterparty, Time Out, (<1% of NAV). The majority of the Company\u2019s cash balances were held with Barclays and Royal Bank of Scotland, with a minority also held with HSBC and Butterfield Bank. Barclays and Royal Bank of Scotland are rated A1. HSBC and Butterfield Bank are rated A3 and A2 respectively by Moody\u2019s (2024: Barclays, Royal Bank of Scotland and HSBC were rated A1 and Butterfield Bank was rated A3).

Cash is held with banks of high credit quality. Credit risk of loans granted is monitored by assessing the ability of the counterparty to repay the loan using a forecast. This allows OCI to assess the ability of the investment to generate enough cash to repay its debt.

Furthermore, OCI requires a quarterly trading update. This allows OCI to assess the equity value of the asset and therefore to understand whether the equity value increases (reducing risk of default) or decreases (resulting in higher risk of default)

OCI has a direct loan to Time Out of \u00a37.7 million (2024: \u00a36.8 million) with a maturity date of 30 June 2027. The Investment Adviser continues to monitor the risks arising from this position. As at 31 December 2025, the Loan held was not overdue or impaired.

", "dimensions": { "concept": "ifrs-full:DisclosureOfCreditRiskExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-211": { "value": "

6.3 Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations arising from its financial liabilities that are settled by delivering cash or another financial asset, or that such obligations will have to be settled in a manner disadvantageous to the Company. The Company, with advice from the Investment Adviser, manages liquidity through reviews of detailed cash flow projections which estimate the timing and quanta of outflows, including capital calls, share buybacks and dividend payments, and inflows from disposals of portfolio companies held within the Oakley Funds which aim to avoid undue risk of illiquidity.

Stress testing is conducted to assess the impact of adverse market conditions on cash flow and liquidity. These exercises, together with the broader liquidity assessment framework, are presented to the Risk Committee and the Board as part of regular reporting.

The unfunded commitments to the Oakley Funds are irrevocable and can exceed cash and cash equivalents available to the Company. Based on current cash flow projections and barring unforeseen events, the Company expects to be able to honour all capital calls by the Oakley Funds. To facilitate the funding of future commitments, as at 31 December the Company had drawn down \u00a3230.8 million, including accrued interest of \u00a31.9 million of the \u00a3325.0 million facility. OCI has an option to increase the facility by a further \u00a375.0 million subject to agreement by all parties. The Board of Directors\u2019 assessment of liquidity risk is further detailed in Note 2.

The majority of the investments held by the Company are in Funds which are unquoted and subject to specific restrictions on transferability and disposal. Consequently, the risk exists that the Company might not be able to readily dispose of its holdings at the time of its choosing and that the price attained on a disposal may be below the amount at which such investments were included in the Company\u2019s consolidated balance sheet.

The Company\u2019s consolidated financial current liabilities are all repayable within three months after the balance sheet date and are carried at amounts which approximate their expected settlement values. Financial liabilities exclude outstanding capital commitments at year end.

", "dimensions": { "concept": "ifrs-full:DisclosureOfLiquidityRiskExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-212": { "value": "

6.4 Market risk

Market risk is the risk that changes in market prices, such as equity prices, foreign exchange rates and interest rates, will affect the Company\u2019s income or the value of its holdings of financial instruments. The Company\u2019s sensitivity to these items is set out below.

The following table sets out the concentration of the investment assets and liabilities held by OCI in the Oakley Funds, and the quoted and unquoted equity investments and unquoted debt securities as at the reporting date:

2025 % of net assets

2024 % of net assets

Equity investments
Quoted equity investments

1.2%

5.7%
Oakley Funds

94.8%

81.4%
Unquoted equity investments

13.8%

12.6%

Total equity investments

109.8%

99.7%

Debt securities

Unquoted debt securities

0.6%

0.6%

Total debt securities

0.6%

0.6%

Total investment assets

110.4%

100.3%

OCI primarily invests in the Oakley Funds, which allocate capital across four key market sectors: education, consumer, technology, and business services. As at 31 December 2025, both direct and indirect equity investments demonstrated a diversified allocation, with no single sector exceeding a 40% concentration.

(a) Interest rate risk

2025

2024

Total

\u00a3\u2019000s

Within

one year

\u00a3\u2019000s

More than

one year

\u00a3\u2019000s

Total

\u00a3\u2019000s

Within

one year

\u00a3\u2019000s

More than

one year

\u00a3\u2019000s

Exposure to floating rates

Unquoted debt security

7,742

\u2013

7,742

6,797

833

5,964

Gross borrowings

(230,804)

(1,891)

(228,913)

(105,638)

(105,638)

\u2013

Cash and deposits

95,153

95,153

\u2013

103,358

103,358

\u2013

Net exposures

At year end

(127,909)

93,262

(221,171)

4,517

(1,447)

5,964

Maximum in year

(128,451)

92,720

(221,171)

4,902

(1,014)

5,916

Minimum in year

(127,367)

93,804

(221,171)

4,146

(1,879)

6,025

2025

2024

Total

\u00a3\u2019000s

Exposure to floating interest rates
\u00a3\u2019000s

Fixed interest rates

\u00a3\u2019000s

Total

\u00a3\u2019000s

Exposure to floating interest rates
\u00a3\u2019000s

Fixed interest rates

\u00a3\u2019000s

Maximum in year

(128,451)

(128,451)

\u2013

2,099

2,099

\u2013

Minimum in year

(127,367)

(127,367)

\u2013

4,146

4,146

\u2013

The Company\u2019s debt security carries a floating interest rate of Sterling Overnight Index Average (\u2018SONIA\u2019) (floored at 0%) plus an 8% margin. Due to its floating-rate nature and regular rate resets, the instrument has low exposure to fair value interest rate risk, and changes in SONIA are expected to have a minimal impact on its fair value, except when SONIA approaches the contractual floor.

The impact of an increase in interest rates of 100 basis points on cash and deposits, based on the closing consolidated balance sheet position over a 12-month period, would have been an increase of \u00a31.0 million in profit within the consolidated statement of comprehensive income (2024: \u00a31.40 million). A decrease in interest rates of 100 basis points on cash and deposits would have an equal and opposite effect.

The impact of an increase in interest rates of 100 basis points on borrowings, based on the closing consolidated balance sheet position over a 12-month period, would have been a decrease of \u00a31.6 million in profit within the consolidated statement of comprehensive income (2024: \u00a30.96 million decrease). A decrease in interest rates of 100 basis points on borrowings would have an equal and opposite effect.

In addition, the Company has indirect exposure to interest rate fluctuations through changes to the financial performance and valuation in equity investments in the Oakley Funds as certain portfolio companies have issued debt. Short-term receivables and payables are excluded as, due to their short-term nature, the risks due to fluctuation in the prevailing levels of market interest rates associated with these instruments are not significant.

(b) Currency risk

The Company holds significant assets and liabilities denominated in currencies other than its functional currency, which expose the Company to the risk that the exchange rates of those currencies against the pound will change in a manner which adversely impacts the Company\u2019s net profit and net assets attributable to shareholders. The following sensitivity analysis shows the sensitivity of the Company\u2019s net assets to movements in foreign currency exchange rates, assuming a 10% increase in exchange rates against the pound. A 10% decrease in exchange rates against the pound would have an equal and opposite effect. The sensitivity analysis below is representative of the year as a whole, since the level of exposure changes as the Company\u2019s holdings change through the purchase and realisation of investments.

EUR

USD

GBP

SEK

DKK

NOK

Indirect Investments (GBP \u00a3\u2019000)

784,128

303,243

406,081

282

1,431

581

OCI Share of Fund Facilities (GBP \u00a3\u2019000)

(121,364)

(47,171)

(156,523)

\u2013

\u2013

\u2013

OCI Share of Other Assets and Liabilities (GBP \u00a3\u2019000)

(4,118)

2,620

\u2013

\u2013

\u2013

\u2013

Direct Investments (GBP \u00a3\u2019000)

\u2013

169,596

15,206

\u2013

\u2013

\u2013

Cash (GBP \u00a3\u2019000)

80,213

231

14,709

\u2013

\u2013

\u2013

Borrowings (GBP \u00a3\u2019000)

(200,535)

\u2013

(25,870)

\u2013

\u2013

\u2013

Direct Loans (GBP \u00a3\u2019000)

\u2013

\u2013

7,742

\u2013

\u2013

\u2013

Debtors, Creditors and Other Assets (GBP \u00a3\u2019000)

\u2013

\u2013

2,384

\u2013

\u2013

\u2013

Total exposure (GBP \u00a3\u2019000)

538,324

428,519

263,729

282

1,431

581

Percentage exposure

43.7%

34.8%

21.4%

\u2013

0.1%

\u2013

Impact of 100bps change in FX rate

EUR

USD

GBP

SEK

DKK

NOK

Total exposure (GBP \u00a3\u2019000)

538,324

428,519

263,729

282

1,431

581

Implied FX to GBP

1.1464

1.3467

1.0000

12.3900

8.5630

13.5392

Total exposure local currency (000)

617,135

577,087

263,729

3,494

12,254

7,866

Adjustments to FX rate of 100bps

0.01

0.01

N/A

0.01

0.01

0.01

Adjusted FX rate

1.1579

1.3602

1.0000

12.5139

8.6486

13.6746

Adjusted total exposure (GBP \u00a3\u2019000)

532,978

424,266

263,729

279

1,417

575

Impact on profit or loss (GBP \u00a3\u2019000)

5,346

4,253

\u2013

3

14

6

The Investment Adviser monitors the Company\u2019s currency position on a regular basis and reports the impact of currency movements on the performance of the investment portfolio to the Risk Committee quarterly.

(c) Price risk \u2013 market fluctuations

The Company\u2019s management of price risk, which arises primarily from quoted and unquoted equity instruments, is through the selection of financial assets within specified limits as advised by the Investment Adviser and approved by the Risk Committee.

For quoted equity securities, the market risk variable is deemed to be the market price itself. A 10% change in the price of those investments would have a \u00a31.5 million (2024: \u00a37.0 million) direct impact on the profit and loss in the consolidated statement of comprehensive income and the net assets attributable to shareholders in the consolidated balance sheet. The impact on net assets per ordinary share is \u00a30.01 (2024: \u00a30.04).

For the investment in the Oakley Funds, the market risk is deemed to be the change in fair value. A 10% change in the fair value of those investments would have a \u00a3116.9 million (2024: \u00a399.8 million) direct impact on the profit and loss in the consolidated statement of comprehensive income and the net assets attributable to shareholders in the consolidated balance sheet. The impact on net assets per ordinary share is \u00a30.66 (2024: \u00a30.57).

For the investment in North Sails Group the market risk is deemed to be the change in fair value. A 10% change in the fair value of this investment would have a \u00a317.0 million (2024: \u00a315.4 million) direct impact on the profit and loss in the consolidated statement of comprehensive income and the net assets attributable to shareholders in the consolidated balance sheet. The impact on net assets per ordinary share is \u00a30.10 (2024: \u00a30.09).

The Company is exposed to a variety of market risk factors which may change significantly over time. As a result, measurement of such exposure at any given point in time may be difficult given the complexity and diversity of the investments held by the Oakley Funds.

", "dimensions": { "concept": "ifrs-full:DisclosureOfMarketRiskExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-222": { "value": "

6.6 Capital management

The Company\u2019s capital comprises ordinary shares with \u00a30.01 par value and carrying one vote each. The holders of the shares are entitled to dividends when declared. The Company has no additional restrictions or specific capital requirements on the issuance and repurchase of ordinary shares. The movements of capital are shown in the consolidated statement of changes in equity.

During the year, the Board launched an annual share buyback programme, initially of a minimum of \u00a320.0 million. The 2025 buyback programme was subsequently increased to \u00a350.0 million, reflecting the assessment of current liquidity and the improved prospects for proceeds. Since the start of the year the Company has acquired and cancelled 9.3 million shares for an aggregate \u00a347.7 million as at 31 December 2025.

The Company\u2019s objectives when managing capital are to safeguard the Company\u2019s assets to achieve positive returns. In order to maintain or adjust the capital structure, the Company may issue shares or may return capital to shareholders through the repurchase of shares or by paying dividends. The effects of the issue, the repurchase and the resale of shares are described in\u00a0Note\u00a018.

", "dimensions": { "concept": "ifrs-full:DisclosureOfObjectivesPoliciesAndProcessesForManagingCapitalExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-223": { "value": "\n\n
\n
\n \n

7. Expenses

\n
\n\n
\n
\n \n

2025

\u00a3\u2019000

2024

\u00a3\u2019000

Operating expenses

1,799

1,018

Legal & professional expenses

1,468

149

Administrator fees

300

280

Recharged expenses

3,693

3,420

Directors\u2019 fees

525

414

Auditor\u2019s remuneration

193

190

Credit facility fees

2,236

2,416

10,214

7,887

Operating expenses

The increase in operating expenses has been driven largely by an increase in admission costs of \u00a30.5 million (2024: nil) due to the costs incurred for primary markets admission fee and increases in consultancy expenses of \u00a30.2 million (2024: \u00a30.0 million).

Legal & professional expenses\u00a0

For the year ended 31 December 2025, the Company incurred legal and professional expenses of \u00a31.5 million (2024: \u00a30.1 million). The increase in these fees is as a result of costs associated with the main market listing in addition to costs in connection with the share buyback issuances.

Administrator fees

Oakley Capital Limited (the \u2018Administrative Agent\u2019) was appointed by the Company to provide administration services at prevailing commercial rates from 1 July 2021.

Administrator fees for the year ended 31 December 2025 totalled \u00a30.3 million (2024: \u00a30.3 million).

Recharged expenses

The Company is recharged by the Administrative Agent for certain services such as compliance, accounting and investor relations provided by the Administrative Agent\u2019s contracted advisers (which includes the Investment Adviser) on behalf of the Company. Such recharges are specifically agreed on an annual basis. For the year ended 31 December 2025, the Administrative Agent recharged \u00a33.7 million (2024: \u00a33.4 million).

Directors\u2019 fees

For the year ended 31 December 2025, the Company paid directors\u2019 fees of \u00a30.5 million (2024: \u00a30.4 million) to the Board members. The members of the Board of Directors are considered to be the only Key Management Personnel. No pension contributions were made in respect of any of the Directors and none of the Directors receive any pension from any portfolio company held by the Oakley Funds (2024: nil).

Auditor\u2019s remuneration

The Company\u2019s Auditor is KPMG Audit Limited (\u2018KPMG\u2019). For the period ended 31 December 2025, the Company incurred \u00a30.2 million in audit fees (2024: \u00a30.2 million) and \u00a30.2 million in non-audit fees for the main market listing working capital requirement and tax advisory services (2024: \u00a30.0 million).

Credit facility fees

For the year ended 31 December 2025, the Company incurred \u00a32.2 million of credit facility fees (2024: \u00a32.4 million) as a result of the Company\u2019s credit arrangements, replacing the existing facility with a new five-year facility totalling \u00a3325.0 million, thereby increasing OCI\u2019s flexibility and liquidity.

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfExpensesByNatureExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-224": { "value": "\n\n
\n
\n \n

7. Expenses

\n
\n\n
\n
\n \n

2025

\u00a3\u2019000

2024

\u00a3\u2019000

Operating expenses

1,799

1,018

Legal & professional expenses

1,468

149

Administrator fees

300

280

Recharged expenses

3,693

3,420

Directors\u2019 fees

525

414

Auditor\u2019s remuneration

193

190

Credit facility fees

2,236

2,416

10,214

7,887

Operating expenses

The increase in operating expenses has been driven largely by an increase in admission costs of \u00a30.5 million (2024: nil) due to the costs incurred for primary markets admission fee and increases in consultancy expenses of \u00a30.2 million (2024: \u00a30.0 million).

Legal & professional expenses\u00a0

For the year ended 31 December 2025, the Company incurred legal and professional expenses of \u00a31.5 million (2024: \u00a30.1 million). The increase in these fees is as a result of costs associated with the main market listing in addition to costs in connection with the share buyback issuances.

Administrator fees

Oakley Capital Limited (the \u2018Administrative Agent\u2019) was appointed by the Company to provide administration services at prevailing commercial rates from 1 July 2021.

Administrator fees for the year ended 31 December 2025 totalled \u00a30.3 million (2024: \u00a30.3 million).

Recharged expenses

The Company is recharged by the Administrative Agent for certain services such as compliance, accounting and investor relations provided by the Administrative Agent\u2019s contracted advisers (which includes the Investment Adviser) on behalf of the Company. Such recharges are specifically agreed on an annual basis. For the year ended 31 December 2025, the Administrative Agent recharged \u00a33.7 million (2024: \u00a33.4 million).

Directors\u2019 fees

For the year ended 31 December 2025, the Company paid directors\u2019 fees of \u00a30.5 million (2024: \u00a30.4 million) to the Board members. The members of the Board of Directors are considered to be the only Key Management Personnel. No pension contributions were made in respect of any of the Directors and none of the Directors receive any pension from any portfolio company held by the Oakley Funds (2024: nil).

Auditor\u2019s remuneration

The Company\u2019s Auditor is KPMG Audit Limited (\u2018KPMG\u2019). For the period ended 31 December 2025, the Company incurred \u00a30.2 million in audit fees (2024: \u00a30.2 million) and \u00a30.2 million in non-audit fees for the main market listing working capital requirement and tax advisory services (2024: \u00a30.0 million).

Credit facility fees

For the year ended 31 December 2025, the Company incurred \u00a32.2 million of credit facility fees (2024: \u00a32.4 million) as a result of the Company\u2019s credit arrangements, replacing the existing facility with a new five-year facility totalling \u00a3325.0 million, thereby increasing OCI\u2019s flexibility and liquidity.

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfExpensesExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-225": { "value": "

2025

\u00a3\u2019000

2024

\u00a3\u2019000

Operating expenses

1,799

1,018

Legal & professional expenses

1,468

149

Administrator fees

300

280

Recharged expenses

3,693

3,420

Directors\u2019 fees

525

414

Auditor\u2019s remuneration

193

190

Credit facility fees

2,236

2,416

10,214

7,887

Auditor\u2019s remuneration

The Company\u2019s Auditor is KPMG Audit Limited (\u2018KPMG\u2019). For the period ended 31 December 2025, the Company incurred \u00a30.2 million in audit fees (2024: \u00a30.2 million) and \u00a30.2 million in non-audit fees for the main market listing working capital requirement and tax advisory services (2024: \u00a30.0 million).

", "dimensions": { "concept": "ifrs-full:DisclosureOfAuditorsRemunerationExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-226": { "value": "

2025

\u00a3\u2019000

2024

\u00a3\u2019000

Operating expenses

1,799

1,018

Legal & professional expenses

1,468

149

Administrator fees

300

280

Recharged expenses

3,693

3,420

Directors\u2019 fees

525

414

Auditor\u2019s remuneration

193

190

Credit facility fees

2,236

2,416

10,214

7,887

Administrator fees

Oakley Capital Limited (the \u2018Administrative Agent\u2019) was appointed by the Company to provide administration services at prevailing commercial rates from 1 July 2021.

Administrator fees for the year ended 31 December 2025 totalled \u00a30.3 million (2024: \u00a30.3 million).

", "dimensions": { "concept": "ifrs-full:DisclosureOfGeneralAndAdministrativeExpenseExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-228": { "value": "

Directors\u2019 fees

For the year ended 31 December 2025, the Company paid directors\u2019 fees of \u00a30.5 million (2024: \u00a30.4 million) to the Board members. The members of the Board of Directors are considered to be the only Key Management Personnel. No pension contributions were made in respect of any of the Directors and none of the Directors receive any pension from any portfolio company held by the Oakley Funds (2024: nil).

", "dimensions": { "concept": "ifrs-full:DisclosureOfInformationAboutKeyManagementPersonnelExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-230": { "value": "\n\n
\n
\n \n

8. Investments

\n
\n\n
\n
\n \n
\n\n
\n

Investments as at 31 December 2025:

2024

fair value

\u00a3\u2019000

Purchases/

capital calls

\u00a3\u2019000

Total sales*/

distributions

\u00a3\u2019000

Realised

gains/

(losses)**

\u00a3\u2019000

Interest

and other

\u00a3\u2019000

Net change

in\u00a0unrealised

gains/

(losses)***

\u00a3\u2019000

2025

fair value

\u00a3\u2019000

Oakley Funds

Fund II1

54,104

2,475

(59,841)

3,262

\u2013

\u2013

\u2013

Fund III

134,377

16,184

(15,141)

41,614

\u2013

(35,712)

141,322

Fund IV

259,786

\u2013

(23,301)

16,630

\u2013

39,853

292,968

Fund V

400,419

\u2013

\u2013

133

\u2013

15,199

415,751

Fund VI

\u2013

49,530

\u2013

(11,883)

\u2013

572

38,219

Origin I

92,205

10,130

(33,273)

(3,025)

\u2013

47,261

113,298

Origin II

4,370

27,558

\u2013

(6,944)

\u2013

12,135

37,119

PROfounders III

5,081

2,817

\u2013

(580)

\u2013

40

7,358

North Sails CV

\u2013

57,936

\u2013

(719)

\u2013

2,757

59,974

Touring I

47,373

16,769

\u2013

(7,362)

\u2013

6,401

63,181

Total Oakley Funds

997,715

183,399

(131,556)

31,126

\u2013

88,506

1,169,190

Quoted equity securities

Time Out

70,083

2,864

\u2013

\u2013

\u2013

(57,741)

15,206

Total quoted equity securities

70,083

2,864

\u2013

\u2013

\u2013

(57,741)

15,206

Unquoted debt securities

Time Out

6,797

\u2013

\u2013

\u2013

945

\u2013

7,742

Total unquoted debt securities

6,797

\u2013

\u2013

\u2013

945

\u2013

7,742

Unquoted ordinary and preferred equity instruments

North Sails Group

154,141

\u2013

\u2013

\u2013

2,915

12,540

169,596

Total unquoted equity instruments

154,141

\u2013

\u2013

\u2013

2,915

12,540

169,596

Total investments

1,228,736

186,263

(131,556)

31,126

3,860

43,305

1,361,734
  • During the year, Fund II exited its stake amounting to \u00a357.9m in North Sails to Oakley\u2019s Continuation Vehicle, North Sails CV. Fund II was subsequently dissolved with the remaining investment, Daisy, being held by Oakley Capital Two Limited, which OCI continues to hold a \u00a32.1 million interest in. This is currently being reported under trade and other receivables on the balance sheet. These transactions were carried out on a non-cash basis.

* Total sales include redemptions, loan repayments (including accrued interest and arrangement fees) and transfers.

** Realised gains/(losses) include realised gains/(losses) on underlying fund portfolio investments sold in the year, and income and expenses of the underlying fund during the year.

*** Unrealised gains/(losses) include FX on the conversion of year-end fund holdings from the Fund\u2019s reporting currency (euros) to GBP, plus inception to date unrealised gains/(losses) on the Fund\u2019s portfolio investments and any change in the Company\u2019s share of fund holdings.

\n
\n
\n\n
\n

Investments as at 31 December 2024:

2023

fair value

\u00a3\u2019000

Purchases/

capital calls

\u00a3\u2019000

Total sales*/

distributions

\u00a3\u2019000

Realised

gains/

(losses)**

\u00a3\u2019000

Interest

and other

\u00a3\u2019000

Net change

in\u00a0unrealised

gains/

(losses)***

\u00a3\u2019000

2024

fair value

\u00a3\u2019000

Oakley Funds

Fund I

733

\u2013

(733)

\u2013

\u2013

\u2013

\u2013

Fund II

53,526

1,288

\u2013

(2,307)

\u2013

1,597

54,104

Fund III

190,627

3,310

(54,561)

(3,299)

\u2013

(1,700)

134,377

Fund IV

317,050

29,328

(95,131)

(4,603)

\u2013

13,142

259,786

Fund V

127,304

244,906

\u2013

(20,515)

\u2013

48,724

400,419

Origin I

59,662

31,271

\u2013

(2,972)

\u2013

4,244

92,205

Origin II

3,322

4,831

\u2013

(5,205)

\u2013

1,422

4,370

PROfounders III

2,570

3,219

\u2013

(729)

\u2013

21

5,081

Touring I

33,094

10,935

\u2013

(2,336)

\u2013

5,680

47,373

Total Oakley Funds

787,888

329,088

(150,425)

(41,966)

\u2013

73,130

997,715

Quoted equity securities

Time Out

68,770

3,770

\u2013

\u2013

\u2013

(2,457)

70,083

Total quoted equity securities

68,770

3,770

\u2013

\u2013

\u2013

(2,457)

70,083

Unquoted debt securities

Time Out

6,098

\u2013

\u2013

\u2013

699

\u2013

6,797

Total unquoted debt securities

6,098

\u2013

\u2013

\u2013

699

\u2013

6,797

Unquoted ordinary and preferred equity instruments

North Sails Group

144,450

\u2013

\u2013

\u2013

\u2013

9,691

154,141

Total unquoted equity instruments

144,450

\u2013

\u2013

\u2013

\u2013

9,691

154,141

Total investments

1,007,206

332,858

(150,425)

(41,966)

699

80,364

1,228,736

* Total sales include redemptions, loan repayments (including accrued interest and arrangement fees) and transfers.

** Realised gains/(losses) include realised gains/(losses) on underlying fund portfolio investments sold in the year, and income and expenses of the underlying fund during the year.

*** Unrealised gains/(losses) include FX on the conversion of year-end fund holdings from the Fund\u2019s reporting currency (euros) to GBP, plus inception to date unrealised gains/(losses) on the Fund\u2019s portfolio investments and any change in the Company\u2019s share of fund holdings.

\n
\n
\n\n
\n \n\n
\n
\n \n

10. Disclosure about fair value of financial instruments

\n
\n\n
\n
\n \n

These fair value measurements are categorised into different levels in the fair value hierarchy based on the inputs to valuation techniques used. The Company classifies financial instruments measured at fair value in the investment portfolio according to the following hierarchy:

  • Level I: Quoted prices (unadjusted) in active markets for identical instruments that the Company can access at the measurement date. Level I investments include quoted equity instruments.
  • Level II: Inputs other than quoted prices included within Level I that are observable for the instrument, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
  • Level III: Inputs that are not based on observable market data. Level III investments include private equity funds, unquoted equity instruments and unquoted debt securities.

The level in the fair value hierarchy within which the fair value measurement is categorised is determined on the basis of the lowest-level input that is significant to the fair value measurement in its entirety. Assessing the significance of a particular input to the fair value measurement in its entirety requires judgement, considering factors specific to the instrument. The determination of what constitutes \u2018observable\u2019 requires significant judgement by the Company.

The Company considers observable data to be market data that is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market.

The following table analyses the Company\u2019s investments measured at fair value as at 31 December 2025 by the level in the fair value hierarchy into which the fair value measurement is categorised:

Level I

\u00a3\u2019000

Level III

\u00a3\u2019000

Total

\u00a3\u2019000

Oakley Funds

\u2013

1,169,190

1,169,190

Quoted equity securities

15,206

\u2013

15,206

Unquoted debt securities

\u2013

7,742

7,742

Unquoted equity instruments

\u2013

169,596

169,596

Total investments measured at fair value

15,206

1,346,528

1,361,734

The following table analyses the Company\u2019s investments measured at fair value as at 31 December 2024 by the level in the fair value hierarchy into which the fair value measurement is categorised:

Level I

\u00a3\u2019000

Level III

\u00a3\u2019000

Total

\u00a3\u2019000

Oakley Funds

\u2013

997,715

997,715

Quoted equity securities

70,083

\u2013

70,083

Unquoted debt securities

\u2013

6,797

6,797

Unquoted equity instruments

\u2013

154,141

154,141

Total investments measured at fair value

70,083

1,158,653

1,228,736

Level I

Quoted equity investment values are based on quoted market prices in active markets and are therefore classified within Level I investments. The Company does not adjust the quoted price for these investments.

Level II

The Company did not hold any Level II investments as at 31 December 2025 or 31 December 2024.

Level III

The Company has determined that Funds and unquoted debt and equity securities fall into Level III due to their lack of observable market data, which necessitates a higher degree of judgement in determining fair value. Funds and unquoted debt and equity securities are measured in accordance with the IPEV Valuation Guidelines with reference to the most appropriate information available at the time of measurement. The Consolidated Financial Statements as at 31 December 2025 include Level III investments in the amount of \u00a31,346.5 million, representing approximately 109.2% of shareholders\u2019 equity (2024: \u00a31,158.7 million; 94.5%).

Oakley Funds

The Company primarily invests in portfolio companies via the Oakley Funds as a limited partner. The Oakley Funds are unquoted equity securities. The Company\u2019s investments in unquoted equity securities are recognised in the consolidated balance sheet at fair value, in accordance with IPEV Valuation Guidelines and IFRS 13, and are considered Level III investments.

The valuation of unquoted fund investments is based on the latest available NAV of the Fund as reported by the corresponding general partner or administrator, provided that the NAV has been appropriately determined using fair value principles in accordance with IFRS 13.

The NAV of an Oakley Fund is calculated after determining the fair value of that Fund\u2019s investment in any portfolio company. The fair value is determined by the Investment Adviser by calculating the Enterprise Value (\u2018EV\u2019) of the portfolio company and then adding excess cash and deducting financial instruments, such as external debt, ranking ahead of the Fund\u2019s highest-ranking instrument in the portfolio company.

A common method of determining the EV is to apply a market-based multiple (e.g. an average multiple based on a selection of comparable quoted companies) to the \u2018maintainable\u2019 earnings or revenues of the portfolio company. This market-based approach presumes that the comparable companies are correctly valued by the market. A discount is sometimes applied to market-based multiples to adjust for points of difference between the comparables and the company being valued.

The Company has concluded that the unlisted closed-ended investment funds in which it invests, but that it does not consolidate, meet the definition of structured entities because:

  • the voting rights in the Oakley Funds are not dominant rights in deciding who controls them because the rights relate to administrative tasks only;
  • each fund\u2019s activities are restricted by its prospectus; and
  • the Oakley Funds have narrow and well-defined objectives to provide investment opportunities to investors.

The Company\u2019s investments in the Oakley Funds are considered to be unconsolidated structured entities. Their nature and purpose are to invest capital on behalf of their limited partners. The Oakley Funds pursue sector-focused strategies, investing in four key sectors: Technology, Education, Consumer and Business Services. The Company commits to a fixed amount of capital, which may be drawn (and returned) over the life of the fund. The Company pays capital calls when due and receives distributions from the Funds once an asset has been sold. During the year, the Company did not provide financial support and has no intention of providing financial or other support to these unconsolidated structured entities.

As at 31 December 2025, the value of the Funds\u2019 investments, other assets and liabilities attributable to the Company based on its respective percentage interest in each Fund was as follows:

Fund III

\u20ac\u2019000

Fund IV

\u20ac\u2019000

Fund V

\u20ac\u2019000

Fund VI

\u20ac\u2019000

Origin I

\u20ac\u2019000

Origin II

\u20ac\u2019000

PROfounders

Fund III

\u20ac\u2019000

North Sails CV

\u20ac\u2019000

Touring I

\u20ac\u2019000

Investments

170,518

396,489

722,969

96,070

155,839

81,006

7,966

66,889

71,294

Loans

\u2013

(56,206)

(180,169)

(67,060)

(18,955)

(50,256)

\u2013

\u2013

\u2013

Estimated performance fee accrued

(13,307)

(28,876)

\u2013

\u2013

(12,134)

\u2013

\u2013

\u2013

\u2013

Other net assets

4,803

24,450

(66,186)

14,804

5,136

11,803

470

1,865

1,139

Total value of the Fund attributable to the Company (\u20ac\u2019000)

162,014

335,857

476,614

43,814

129,886

42,553

8,436

68,754

72,433

Total value of the Fund attributable to the Company (\u00a3\u2019000) at year-end exchange rate

141,322

292,968

415,751

38,219

113,298

37,119

7,358

59,974

63,181

As at 31 December 2024, the value of the Funds\u2019 investments, other assets and liabilities attributable to the Company based on its respective percentage interest in each Fund was as follows:

Fund II

\u20ac\u2019000

Fund III

\u20ac\u2019000

Fund IV

\u20ac\u2019000

Fund V

\u20ac\u2019000

Origin I

\u20ac\u2019000

Origin II

\u20ac\u2019000

PROfounders

Fund III

\u20ac\u2019000

Touring I

\u20ac\u2019000

Investments

67,471

174,185

385,076

668,277

132,739

20,089

5,646

53,746

Loans

\u2013

\u2013

(60,632)

(186,940)

(20,128)

(18,210)

\u2013

\u2013

Estimated performance fee accrued

(1,473)

(17,951)

(16,823)

(11,943)

(5,412)

\u2013

\u2013

(198)

Other net assets

(548)

6,324

6,640

14,991

4,342

3,407

500

3,761

Total value of the Fund attributable to the Company (\u20ac\u2019000)

65,450

162,558

314,261

484,385

111,541

5,286

6,146

57,309

Total value of the Fund attributable to the Company (\u00a3\u2019000) at year-end exchange rate

54,104

134,377

259,786

400,419

92,205

4,370

5,081

47,373

The Company records its investments in the Oakley Funds at the NAV reported by the Funds which it considers to be fair value. The NAV as reported by the Oakley Funds\u2019 general partner or administrator is considered to be the key unobservable input. The Company has the following control procedures in place to evaluate whether the NAV of the underlying Fund investments represents a reliable estimate of fair value and is calculated in a manner consistent with IFRS 13:

  • Thorough initial due diligence processes and the Board of Directors performing ongoing monitoring procedures, primarily discussions with the Investment Adviser
  • Comparison of historical realisations to last reported fair values
  • Review of the quarterly financial statements and the annual audited NAV of the respective Fund.

Unquoted debt securities

The fair value of the Company\u2019s debt security to Time Out is derived from a discounted cash flow calculation based on expected future cash flows to be received, discounted at an appropriate rate. Expected future cash flows include interest received and principal repayment at maturity.

Unquoted ordinary and preferred equity instruments

During the prior year, the Company converted \u00a386 million of its preferred equity position in North Sails Group into ordinary equity. Following the conversion, it continues to hold \u00a360 million in preferred equity, which has continued to attract a coupon rate of 5% during the year.

As at year end, it was deemed appropriate to hold the fair value of the Company\u2019s unquoted preferred equity instrument at par value.

The fair value of the Company\u2019s unquoted ordinary equity instrument was primarily dependent on the financial performance of North Sails Group and the achievement of revenue and EBITDA growth forecasts supporting enterprise valuations of the company. During the year, North Sails achieved revenue and EBITDA growth of 6.5% and 9.7% respectively over the prior year, resulting in an increase to the fair value at year end by \u00a317 million to \u00a3110 million.

The warrant against 2% of the Fund II value in North Sails was transferred over to North Sails CV following Fund II\u2019s liquidation during the year. It is scheduled to mature on 30 June 2026.

The warrant provides the Company with additional exposure to, and potential equity appreciation of, North Sails Group based on their financial performance upon exit. The fair value of the warrants is dependent on the financial performance of North Sails Group. The Company is exposed to counterparty risk from the potential failure of an issuer of warrants to settle its exercised warrants or achieve its expected future earnings. The maximum risk of loss from counterparty risk to the Company is the fair value of the warrant. The Company considers the effects of counterparty risk when determining the fair value of its warrants.

The Company has assessed the overall probability of the warrant being exercised in the future and determined that it is low, given the inherent uncertainty associated with the maturity date. Applying prudent judgment, the Company has concluded that the fair value of the warrant is nil as at 31 December 2025.

Significant unobservable inputs for Level III investments

Oakley Funds

In arriving at the fair value of the unquoted Fund investments, the key input used by the Company is the NAV as provided by the general partner or administrator of the relevant Fund. The Company recognises that the NAVs of the Oakley Funds are highly sensitive to movements in the fair values of the underlying portfolio companies.

The underlying portfolio companies owned by the Oakley Funds may include both quoted and unquoted companies. Quoted portfolio companies are valued based on market prices and no unobservable inputs are used. Unquoted portfolio companies are valued by the Investment Adviser based on a market approach for which significant judgement is applied. Significant unobservable inputs include EBITDA multiples and revenue multiples. The EBITDA and revenue multiple per Fund strategy and the impact of an increase in multiple on the fair value (\u2018FV\u2019) of the unquoted portfolio companies are summarised below:

EBITDA multiples \u2013 Ranges

Impact to FV measurement from increase in multiple

Revenue multiples \u2013 Ranges

Impact to FV measurement from increase in multiple

Private Equity Funds

Small-mid buyout

5.9x\u201317.0x

(2024: 8.5x\u201318.2x)

Higher

(2024: Higher)

2.5x\u201311.9x

(2024: 3.6x\u20134.6x)

Higher

(2024: Higher)

Mid buyout

9.5x\u201326.0x

(2024: 8.6x\u201327.4x)

Higher

(2024: Higher)

0.8x\u20134.9x

(2024: 0.8x\u20132.4x)

Higher

(2024: Higher)

Unquoted debt securities

In arriving at the fair value of the unquoted debt securities, the key inputs used by the Company are future cash flows expected to be received until maturity of the debt securities and the discount factor applied. The discount factor applied is an unobservable input of 8% plus average SONIA considering contractual interest rates charged on debt, risk-free rate and assessment of credit risk.

For the purposes of sensitivity analysis, the Company considers a 2% adjustment to the discount factor applied as reasonable. For the year ending 31 December 2025, a 2% increase to the discount factor would result in a 0.1% movement in net assets attributable to shareholders (2024: 0.1%). A 2% decrease to the discount factor would have an equal and opposite effect. Refer to\u00a0Note 6.4(a).

Unquoted equity investments

The fair value of the Company\u2019s equity investment in North Sails Group was determined using the market approach.

Description

Fair value

Valuation technique

Significant unobservable inputs

Range for unobservable inputs

Sensitivity to change in significant unobservable inputs

Unlisted equity investment

\u00a3169.6m

(2024: \u00a3154.1m)

Sum of the parts based on market approach using comparable trading multiples and comparable precedent transactions

EBITDA multiple2

\u00a0\u00a0

Revenue multiple

10.5x\u201312.6x

(2024: 10.4x\u201312.5x)

1.3x\u20131.9x

(2024:1.3x\u20131.9x)

Increase (decrease) in revenue multiple or EBITDA multiple would result in a higher (lower) estimated fair value measurement. Changing one or more unobservable inputs does not have a significant impact on fair value.

Discounted cash flow method1

 Discount rate

5%\u20139%

(2024: 5%\u20139%)

An increase in the discount rate would result in a lower fair value.\u00a0Changing one or more unobservable inputs does not have a significant impact on fair value.
  • Included in the investment in North Sails Group are unquoted preferred equity instruments held at par value as at 31 December 2025 which approximates fair value which is supported by an independent third-party valuation adviser.
  • Represents a weighted EBITDA multiple for business segments within the North Sails Group, which are valued using EBITDA multiples.

Transfers between levels

There were no transfers between the Levels during the year ended 31 December 2025 (2024: none).

Level I and Level III reconciliation

The changes in investments measured at fair value, for which the Company has used Level I and Level III inputs to determine fair value as at 31 December 2025 and 2024, are as follows:

Level I investments:

Quoted equity securities

2025

\u00a3\u2019000

2024

\u00a3\u2019000

Fair value at beginning of year

70,083

68,770

Purchases

2,864

3,770

Net change in unrealised gains (losses) on investments

(57,741)

(2,457)

Fair value of Level I investments at end of year

15,206

70,083

Level III investments:

Funds

\u00a3\u2019000

Unquoted debt

securities

\u00a3\u2019000

Unquoted equity

instruments

\u00a3\u2019000

Total

\u00a3\u2019000

For the year ended 31 December 2025

Fair value at beginning of year

997,715

6,797

154,141

1,158,653

Purchases

183,399

\u2013

\u2013

183,399

Proceeds on disposals (including interest)

(131,556)

\u2013

\u2013

(131,556)

Realised gain on sale

31,126

\u2013

\u2013

31,126

Interest income and other fee income

\u2013

945

2,915

3,860

Net change in unrealised gains (losses) on investments

88,506

\u2013

12,540

101,046

Fair value at end of year

1,169,190

7,742

169,596

1,346,528

Level III investments:

Funds

\u00a3\u2019000

Unquoted debt

securities

\u00a3\u2019000

Unquoted equity

instruments

\u00a3\u2019000

Total

\u00a3\u2019000

For the year ended 31 December 2024

Fair value at beginning of year

787,888

6,098

144,450

938,436

Purchases

329,088

\u2013

\u2013

329,088

Proceeds on disposals (including interest)

(150,425)

\u2013

\u2013

(150,425)

Realised gain on sale

(41,966)

\u2013

\u2013

(41,966)

Interest income and other fee income

\u2013

699

\u2013

699

Net change in unrealised gains (losses) on investments

73,130

\u2013

9,691

82,821

Fair value at end of year

997,715

6,797

154,141

1,158,653

Other financial instruments

Financial instruments, other than financial instruments at fair value through profit and loss, where carrying values reasonably approximate fair value:

2025

\u00a3\u2019000

2024

\u00a3\u2019000
Cash and cash equivalents

95,153

103,358
Trade and other receivables

3,529

734
Trade and other payables

(1,145)

(1,234)
Borrowings

(226,405)

(105,638)

The carrying amount of the Company\u2019s long-term variable-rate borrowings approximates their fair value at the reporting date, as the interest rate comprises a variable component linked to SONIA and EURIBOR that resets periodically to reflect current market conditions, together with a fixed margin reflecting the Company\u2019s credit risk, which management considers has not changed since the borrowing agreement was entered into in May 2025. The remaining financial instruments are considered to approximate fair value due to their short-term nature, nominal value alignment and limited credit risk.

During the year, the Company entered into a two-year interest rate cap agreement capping Euribor on its credit facility at 3%. The instrument is not designated for hedge accounting, and changes in fair value are recognised in profit or loss. No fair value movements arose during the period.

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-231": { "value": "\n\n
\n
\n \n

8. Investments

\n
\n\n
\n
\n \n
\n\n
\n

Investments as at 31 December 2025:

2024

fair value

\u00a3\u2019000

Purchases/

capital calls

\u00a3\u2019000

Total sales*/

distributions

\u00a3\u2019000

Realised

gains/

(losses)**

\u00a3\u2019000

Interest

and other

\u00a3\u2019000

Net change

in\u00a0unrealised

gains/

(losses)***

\u00a3\u2019000

2025

fair value

\u00a3\u2019000

Oakley Funds

Fund II1

54,104

2,475

(59,841)

3,262

\u2013

\u2013

\u2013

Fund III

134,377

16,184

(15,141)

41,614

\u2013

(35,712)

141,322

Fund IV

259,786

\u2013

(23,301)

16,630

\u2013

39,853

292,968

Fund V

400,419

\u2013

\u2013

133

\u2013

15,199

415,751

Fund VI

\u2013

49,530

\u2013

(11,883)

\u2013

572

38,219

Origin I

92,205

10,130

(33,273)

(3,025)

\u2013

47,261

113,298

Origin II

4,370

27,558

\u2013

(6,944)

\u2013

12,135

37,119

PROfounders III

5,081

2,817

\u2013

(580)

\u2013

40

7,358

North Sails CV

\u2013

57,936

\u2013

(719)

\u2013

2,757

59,974

Touring I

47,373

16,769

\u2013

(7,362)

\u2013

6,401

63,181

Total Oakley Funds

997,715

183,399

(131,556)

31,126

\u2013

88,506

1,169,190

Quoted equity securities

Time Out

70,083

2,864

\u2013

\u2013

\u2013

(57,741)

15,206

Total quoted equity securities

70,083

2,864

\u2013

\u2013

\u2013

(57,741)

15,206

Unquoted debt securities

Time Out

6,797

\u2013

\u2013

\u2013

945

\u2013

7,742

Total unquoted debt securities

6,797

\u2013

\u2013

\u2013

945

\u2013

7,742

Unquoted ordinary and preferred equity instruments

North Sails Group

154,141

\u2013

\u2013

\u2013

2,915

12,540

169,596

Total unquoted equity instruments

154,141

\u2013

\u2013

\u2013

2,915

12,540

169,596

Total investments

1,228,736

186,263

(131,556)

31,126

3,860

43,305

1,361,734
  • During the year, Fund II exited its stake amounting to \u00a357.9m in North Sails to Oakley\u2019s Continuation Vehicle, North Sails CV. Fund II was subsequently dissolved with the remaining investment, Daisy, being held by Oakley Capital Two Limited, which OCI continues to hold a \u00a32.1 million interest in. This is currently being reported under trade and other receivables on the balance sheet. These transactions were carried out on a non-cash basis.

* Total sales include redemptions, loan repayments (including accrued interest and arrangement fees) and transfers.

** Realised gains/(losses) include realised gains/(losses) on underlying fund portfolio investments sold in the year, and income and expenses of the underlying fund during the year.

*** Unrealised gains/(losses) include FX on the conversion of year-end fund holdings from the Fund\u2019s reporting currency (euros) to GBP, plus inception to date unrealised gains/(losses) on the Fund\u2019s portfolio investments and any change in the Company\u2019s share of fund holdings.

\n
\n
\n\n
\n

Investments as at 31 December 2024:

2023

fair value

\u00a3\u2019000

Purchases/

capital calls

\u00a3\u2019000

Total sales*/

distributions

\u00a3\u2019000

Realised

gains/

(losses)**

\u00a3\u2019000

Interest

and other

\u00a3\u2019000

Net change

in\u00a0unrealised

gains/

(losses)***

\u00a3\u2019000

2024

fair value

\u00a3\u2019000

Oakley Funds

Fund I

733

\u2013

(733)

\u2013

\u2013

\u2013

\u2013

Fund II

53,526

1,288

\u2013

(2,307)

\u2013

1,597

54,104

Fund III

190,627

3,310

(54,561)

(3,299)

\u2013

(1,700)

134,377

Fund IV

317,050

29,328

(95,131)

(4,603)

\u2013

13,142

259,786

Fund V

127,304

244,906

\u2013

(20,515)

\u2013

48,724

400,419

Origin I

59,662

31,271

\u2013

(2,972)

\u2013

4,244

92,205

Origin II

3,322

4,831

\u2013

(5,205)

\u2013

1,422

4,370

PROfounders III

2,570

3,219

\u2013

(729)

\u2013

21

5,081

Touring I

33,094

10,935

\u2013

(2,336)

\u2013

5,680

47,373

Total Oakley Funds

787,888

329,088

(150,425)

(41,966)

\u2013

73,130

997,715

Quoted equity securities

Time Out

68,770

3,770

\u2013

\u2013

\u2013

(2,457)

70,083

Total quoted equity securities

68,770

3,770

\u2013

\u2013

\u2013

(2,457)

70,083

Unquoted debt securities

Time Out

6,098

\u2013

\u2013

\u2013

699

\u2013

6,797

Total unquoted debt securities

6,098

\u2013

\u2013

\u2013

699

\u2013

6,797

Unquoted ordinary and preferred equity instruments

North Sails Group

144,450

\u2013

\u2013

\u2013

\u2013

9,691

154,141

Total unquoted equity instruments

144,450

\u2013

\u2013

\u2013

\u2013

9,691

154,141

Total investments

1,007,206

332,858

(150,425)

(41,966)

699

80,364

1,228,736

* Total sales include redemptions, loan repayments (including accrued interest and arrangement fees) and transfers.

** Realised gains/(losses) include realised gains/(losses) on underlying fund portfolio investments sold in the year, and income and expenses of the underlying fund during the year.

*** Unrealised gains/(losses) include FX on the conversion of year-end fund holdings from the Fund\u2019s reporting currency (euros) to GBP, plus inception to date unrealised gains/(losses) on the Fund\u2019s portfolio investments and any change in the Company\u2019s share of fund holdings.

\n
\n
\n\n
\n \n\n
\n
\n \n

10. Disclosure about fair value of financial instruments

\n
\n\n
\n
\n \n

These fair value measurements are categorised into different levels in the fair value hierarchy based on the inputs to valuation techniques used. The Company classifies financial instruments measured at fair value in the investment portfolio according to the following hierarchy:

  • Level I: Quoted prices (unadjusted) in active markets for identical instruments that the Company can access at the measurement date. Level I investments include quoted equity instruments.
  • Level II: Inputs other than quoted prices included within Level I that are observable for the instrument, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
  • Level III: Inputs that are not based on observable market data. Level III investments include private equity funds, unquoted equity instruments and unquoted debt securities.

The level in the fair value hierarchy within which the fair value measurement is categorised is determined on the basis of the lowest-level input that is significant to the fair value measurement in its entirety. Assessing the significance of a particular input to the fair value measurement in its entirety requires judgement, considering factors specific to the instrument. The determination of what constitutes \u2018observable\u2019 requires significant judgement by the Company.

The Company considers observable data to be market data that is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market.

The following table analyses the Company\u2019s investments measured at fair value as at 31 December 2025 by the level in the fair value hierarchy into which the fair value measurement is categorised:

Level I

\u00a3\u2019000

Level III

\u00a3\u2019000

Total

\u00a3\u2019000

Oakley Funds

\u2013

1,169,190

1,169,190

Quoted equity securities

15,206

\u2013

15,206

Unquoted debt securities

\u2013

7,742

7,742

Unquoted equity instruments

\u2013

169,596

169,596

Total investments measured at fair value

15,206

1,346,528

1,361,734

The following table analyses the Company\u2019s investments measured at fair value as at 31 December 2024 by the level in the fair value hierarchy into which the fair value measurement is categorised:

Level I

\u00a3\u2019000

Level III

\u00a3\u2019000

Total

\u00a3\u2019000

Oakley Funds

\u2013

997,715

997,715

Quoted equity securities

70,083

\u2013

70,083

Unquoted debt securities

\u2013

6,797

6,797

Unquoted equity instruments

\u2013

154,141

154,141

Total investments measured at fair value

70,083

1,158,653

1,228,736

Level I

Quoted equity investment values are based on quoted market prices in active markets and are therefore classified within Level I investments. The Company does not adjust the quoted price for these investments.

Level II

The Company did not hold any Level II investments as at 31 December 2025 or 31 December 2024.

Level III

The Company has determined that Funds and unquoted debt and equity securities fall into Level III due to their lack of observable market data, which necessitates a higher degree of judgement in determining fair value. Funds and unquoted debt and equity securities are measured in accordance with the IPEV Valuation Guidelines with reference to the most appropriate information available at the time of measurement. The Consolidated Financial Statements as at 31 December 2025 include Level III investments in the amount of \u00a31,346.5 million, representing approximately 109.2% of shareholders\u2019 equity (2024: \u00a31,158.7 million; 94.5%).

Oakley Funds

The Company primarily invests in portfolio companies via the Oakley Funds as a limited partner. The Oakley Funds are unquoted equity securities. The Company\u2019s investments in unquoted equity securities are recognised in the consolidated balance sheet at fair value, in accordance with IPEV Valuation Guidelines and IFRS 13, and are considered Level III investments.

The valuation of unquoted fund investments is based on the latest available NAV of the Fund as reported by the corresponding general partner or administrator, provided that the NAV has been appropriately determined using fair value principles in accordance with IFRS 13.

The NAV of an Oakley Fund is calculated after determining the fair value of that Fund\u2019s investment in any portfolio company. The fair value is determined by the Investment Adviser by calculating the Enterprise Value (\u2018EV\u2019) of the portfolio company and then adding excess cash and deducting financial instruments, such as external debt, ranking ahead of the Fund\u2019s highest-ranking instrument in the portfolio company.

A common method of determining the EV is to apply a market-based multiple (e.g. an average multiple based on a selection of comparable quoted companies) to the \u2018maintainable\u2019 earnings or revenues of the portfolio company. This market-based approach presumes that the comparable companies are correctly valued by the market. A discount is sometimes applied to market-based multiples to adjust for points of difference between the comparables and the company being valued.

The Company has concluded that the unlisted closed-ended investment funds in which it invests, but that it does not consolidate, meet the definition of structured entities because:

  • the voting rights in the Oakley Funds are not dominant rights in deciding who controls them because the rights relate to administrative tasks only;
  • each fund\u2019s activities are restricted by its prospectus; and
  • the Oakley Funds have narrow and well-defined objectives to provide investment opportunities to investors.

The Company\u2019s investments in the Oakley Funds are considered to be unconsolidated structured entities. Their nature and purpose are to invest capital on behalf of their limited partners. The Oakley Funds pursue sector-focused strategies, investing in four key sectors: Technology, Education, Consumer and Business Services. The Company commits to a fixed amount of capital, which may be drawn (and returned) over the life of the fund. The Company pays capital calls when due and receives distributions from the Funds once an asset has been sold. During the year, the Company did not provide financial support and has no intention of providing financial or other support to these unconsolidated structured entities.

As at 31 December 2025, the value of the Funds\u2019 investments, other assets and liabilities attributable to the Company based on its respective percentage interest in each Fund was as follows:

Fund III

\u20ac\u2019000

Fund IV

\u20ac\u2019000

Fund V

\u20ac\u2019000

Fund VI

\u20ac\u2019000

Origin I

\u20ac\u2019000

Origin II

\u20ac\u2019000

PROfounders

Fund III

\u20ac\u2019000

North Sails CV

\u20ac\u2019000

Touring I

\u20ac\u2019000

Investments

170,518

396,489

722,969

96,070

155,839

81,006

7,966

66,889

71,294

Loans

\u2013

(56,206)

(180,169)

(67,060)

(18,955)

(50,256)

\u2013

\u2013

\u2013

Estimated performance fee accrued

(13,307)

(28,876)

\u2013

\u2013

(12,134)

\u2013

\u2013

\u2013

\u2013

Other net assets

4,803

24,450

(66,186)

14,804

5,136

11,803

470

1,865

1,139

Total value of the Fund attributable to the Company (\u20ac\u2019000)

162,014

335,857

476,614

43,814

129,886

42,553

8,436

68,754

72,433

Total value of the Fund attributable to the Company (\u00a3\u2019000) at year-end exchange rate

141,322

292,968

415,751

38,219

113,298

37,119

7,358

59,974

63,181

As at 31 December 2024, the value of the Funds\u2019 investments, other assets and liabilities attributable to the Company based on its respective percentage interest in each Fund was as follows:

Fund II

\u20ac\u2019000

Fund III

\u20ac\u2019000

Fund IV

\u20ac\u2019000

Fund V

\u20ac\u2019000

Origin I

\u20ac\u2019000

Origin II

\u20ac\u2019000

PROfounders

Fund III

\u20ac\u2019000

Touring I

\u20ac\u2019000

Investments

67,471

174,185

385,076

668,277

132,739

20,089

5,646

53,746

Loans

\u2013

\u2013

(60,632)

(186,940)

(20,128)

(18,210)

\u2013

\u2013

Estimated performance fee accrued

(1,473)

(17,951)

(16,823)

(11,943)

(5,412)

\u2013

\u2013

(198)

Other net assets

(548)

6,324

6,640

14,991

4,342

3,407

500

3,761

Total value of the Fund attributable to the Company (\u20ac\u2019000)

65,450

162,558

314,261

484,385

111,541

5,286

6,146

57,309

Total value of the Fund attributable to the Company (\u00a3\u2019000) at year-end exchange rate

54,104

134,377

259,786

400,419

92,205

4,370

5,081

47,373

The Company records its investments in the Oakley Funds at the NAV reported by the Funds which it considers to be fair value. The NAV as reported by the Oakley Funds\u2019 general partner or administrator is considered to be the key unobservable input. The Company has the following control procedures in place to evaluate whether the NAV of the underlying Fund investments represents a reliable estimate of fair value and is calculated in a manner consistent with IFRS 13:

  • Thorough initial due diligence processes and the Board of Directors performing ongoing monitoring procedures, primarily discussions with the Investment Adviser
  • Comparison of historical realisations to last reported fair values
  • Review of the quarterly financial statements and the annual audited NAV of the respective Fund.

Unquoted debt securities

The fair value of the Company\u2019s debt security to Time Out is derived from a discounted cash flow calculation based on expected future cash flows to be received, discounted at an appropriate rate. Expected future cash flows include interest received and principal repayment at maturity.

Unquoted ordinary and preferred equity instruments

During the prior year, the Company converted \u00a386 million of its preferred equity position in North Sails Group into ordinary equity. Following the conversion, it continues to hold \u00a360 million in preferred equity, which has continued to attract a coupon rate of 5% during the year.

As at year end, it was deemed appropriate to hold the fair value of the Company\u2019s unquoted preferred equity instrument at par value.

The fair value of the Company\u2019s unquoted ordinary equity instrument was primarily dependent on the financial performance of North Sails Group and the achievement of revenue and EBITDA growth forecasts supporting enterprise valuations of the company. During the year, North Sails achieved revenue and EBITDA growth of 6.5% and 9.7% respectively over the prior year, resulting in an increase to the fair value at year end by \u00a317 million to \u00a3110 million.

The warrant against 2% of the Fund II value in North Sails was transferred over to North Sails CV following Fund II\u2019s liquidation during the year. It is scheduled to mature on 30 June 2026.

The warrant provides the Company with additional exposure to, and potential equity appreciation of, North Sails Group based on their financial performance upon exit. The fair value of the warrants is dependent on the financial performance of North Sails Group. The Company is exposed to counterparty risk from the potential failure of an issuer of warrants to settle its exercised warrants or achieve its expected future earnings. The maximum risk of loss from counterparty risk to the Company is the fair value of the warrant. The Company considers the effects of counterparty risk when determining the fair value of its warrants.

The Company has assessed the overall probability of the warrant being exercised in the future and determined that it is low, given the inherent uncertainty associated with the maturity date. Applying prudent judgment, the Company has concluded that the fair value of the warrant is nil as at 31 December 2025.

Significant unobservable inputs for Level III investments

Oakley Funds

In arriving at the fair value of the unquoted Fund investments, the key input used by the Company is the NAV as provided by the general partner or administrator of the relevant Fund. The Company recognises that the NAVs of the Oakley Funds are highly sensitive to movements in the fair values of the underlying portfolio companies.

The underlying portfolio companies owned by the Oakley Funds may include both quoted and unquoted companies. Quoted portfolio companies are valued based on market prices and no unobservable inputs are used. Unquoted portfolio companies are valued by the Investment Adviser based on a market approach for which significant judgement is applied. Significant unobservable inputs include EBITDA multiples and revenue multiples. The EBITDA and revenue multiple per Fund strategy and the impact of an increase in multiple on the fair value (\u2018FV\u2019) of the unquoted portfolio companies are summarised below:

EBITDA multiples \u2013 Ranges

Impact to FV measurement from increase in multiple

Revenue multiples \u2013 Ranges

Impact to FV measurement from increase in multiple

Private Equity Funds

Small-mid buyout

5.9x\u201317.0x

(2024: 8.5x\u201318.2x)

Higher

(2024: Higher)

2.5x\u201311.9x

(2024: 3.6x\u20134.6x)

Higher

(2024: Higher)

Mid buyout

9.5x\u201326.0x

(2024: 8.6x\u201327.4x)

Higher

(2024: Higher)

0.8x\u20134.9x

(2024: 0.8x\u20132.4x)

Higher

(2024: Higher)

Unquoted debt securities

In arriving at the fair value of the unquoted debt securities, the key inputs used by the Company are future cash flows expected to be received until maturity of the debt securities and the discount factor applied. The discount factor applied is an unobservable input of 8% plus average SONIA considering contractual interest rates charged on debt, risk-free rate and assessment of credit risk.

For the purposes of sensitivity analysis, the Company considers a 2% adjustment to the discount factor applied as reasonable. For the year ending 31 December 2025, a 2% increase to the discount factor would result in a 0.1% movement in net assets attributable to shareholders (2024: 0.1%). A 2% decrease to the discount factor would have an equal and opposite effect. Refer to\u00a0Note 6.4(a).

Unquoted equity investments

The fair value of the Company\u2019s equity investment in North Sails Group was determined using the market approach.

Description

Fair value

Valuation technique

Significant unobservable inputs

Range for unobservable inputs

Sensitivity to change in significant unobservable inputs

Unlisted equity investment

\u00a3169.6m

(2024: \u00a3154.1m)

Sum of the parts based on market approach using comparable trading multiples and comparable precedent transactions

EBITDA multiple2

\u00a0\u00a0

Revenue multiple

10.5x\u201312.6x

(2024: 10.4x\u201312.5x)

1.3x\u20131.9x

(2024:1.3x\u20131.9x)

Increase (decrease) in revenue multiple or EBITDA multiple would result in a higher (lower) estimated fair value measurement. Changing one or more unobservable inputs does not have a significant impact on fair value.

Discounted cash flow method1

 Discount rate

5%\u20139%

(2024: 5%\u20139%)

An increase in the discount rate would result in a lower fair value.\u00a0Changing one or more unobservable inputs does not have a significant impact on fair value.
  • Included in the investment in North Sails Group are unquoted preferred equity instruments held at par value as at 31 December 2025 which approximates fair value which is supported by an independent third-party valuation adviser.
  • Represents a weighted EBITDA multiple for business segments within the North Sails Group, which are valued using EBITDA multiples.

Transfers between levels

There were no transfers between the Levels during the year ended 31 December 2025 (2024: none).

Level I and Level III reconciliation

The changes in investments measured at fair value, for which the Company has used Level I and Level III inputs to determine fair value as at 31 December 2025 and 2024, are as follows:

Level I investments:

Quoted equity securities

2025

\u00a3\u2019000

2024

\u00a3\u2019000

Fair value at beginning of year

70,083

68,770

Purchases

2,864

3,770

Net change in unrealised gains (losses) on investments

(57,741)

(2,457)

Fair value of Level I investments at end of year

15,206

70,083

Level III investments:

Funds

\u00a3\u2019000

Unquoted debt

securities

\u00a3\u2019000

Unquoted equity

instruments

\u00a3\u2019000

Total

\u00a3\u2019000

For the year ended 31 December 2025

Fair value at beginning of year

997,715

6,797

154,141

1,158,653

Purchases

183,399

\u2013

\u2013

183,399

Proceeds on disposals (including interest)

(131,556)

\u2013

\u2013

(131,556)

Realised gain on sale

31,126

\u2013

\u2013

31,126

Interest income and other fee income

\u2013

945

2,915

3,860

Net change in unrealised gains (losses) on investments

88,506

\u2013

12,540

101,046

Fair value at end of year

1,169,190

7,742

169,596

1,346,528

Level III investments:

Funds

\u00a3\u2019000

Unquoted debt

securities

\u00a3\u2019000

Unquoted equity

instruments

\u00a3\u2019000

Total

\u00a3\u2019000

For the year ended 31 December 2024

Fair value at beginning of year

787,888

6,098

144,450

938,436

Purchases

329,088

\u2013

\u2013

329,088

Proceeds on disposals (including interest)

(150,425)

\u2013

\u2013

(150,425)

Realised gain on sale

(41,966)

\u2013

\u2013

(41,966)

Interest income and other fee income

\u2013

699

\u2013

699

Net change in unrealised gains (losses) on investments

73,130

\u2013

9,691

82,821

Fair value at end of year

997,715

6,797

154,141

1,158,653

Other financial instruments

Financial instruments, other than financial instruments at fair value through profit and loss, where carrying values reasonably approximate fair value:

2025

\u00a3\u2019000

2024

\u00a3\u2019000
Cash and cash equivalents

95,153

103,358
Trade and other receivables

3,529

734
Trade and other payables

(1,145)

(1,234)
Borrowings

(226,405)

(105,638)

The carrying amount of the Company\u2019s long-term variable-rate borrowings approximates their fair value at the reporting date, as the interest rate comprises a variable component linked to SONIA and EURIBOR that resets periodically to reflect current market conditions, together with a fixed margin reflecting the Company\u2019s credit risk, which management considers has not changed since the borrowing agreement was entered into in May 2025. The remaining financial instruments are considered to approximate fair value due to their short-term nature, nominal value alignment and limited credit risk.

During the year, the Company entered into a two-year interest rate cap agreement capping Euribor on its credit facility at 3%. The instrument is not designated for hedge accounting, and changes in fair value are recognised in profit or loss. No fair value movements arose during the period.

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfDebtSecuritiesExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-232": { "value": "\n\n
\n
\n \n

8. Investments

\n
\n\n
\n
\n \n
\n\n
\n

Investments as at 31 December 2025:

2024

fair value

\u00a3\u2019000

Purchases/

capital calls

\u00a3\u2019000

Total sales*/

distributions

\u00a3\u2019000

Realised

gains/

(losses)**

\u00a3\u2019000

Interest

and other

\u00a3\u2019000

Net change

in\u00a0unrealised

gains/

(losses)***

\u00a3\u2019000

2025

fair value

\u00a3\u2019000

Oakley Funds

Fund II1

54,104

2,475

(59,841)

3,262

\u2013

\u2013

\u2013

Fund III

134,377

16,184

(15,141)

41,614

\u2013

(35,712)

141,322

Fund IV

259,786

\u2013

(23,301)

16,630

\u2013

39,853

292,968

Fund V

400,419

\u2013

\u2013

133

\u2013

15,199

415,751

Fund VI

\u2013

49,530

\u2013

(11,883)

\u2013

572

38,219

Origin I

92,205

10,130

(33,273)

(3,025)

\u2013

47,261

113,298

Origin II

4,370

27,558

\u2013

(6,944)

\u2013

12,135

37,119

PROfounders III

5,081

2,817

\u2013

(580)

\u2013

40

7,358

North Sails CV

\u2013

57,936

\u2013

(719)

\u2013

2,757

59,974

Touring I

47,373

16,769

\u2013

(7,362)

\u2013

6,401

63,181

Total Oakley Funds

997,715

183,399

(131,556)

31,126

\u2013

88,506

1,169,190

Quoted equity securities

Time Out

70,083

2,864

\u2013

\u2013

\u2013

(57,741)

15,206

Total quoted equity securities

70,083

2,864

\u2013

\u2013

\u2013

(57,741)

15,206

Unquoted debt securities

Time Out

6,797

\u2013

\u2013

\u2013

945

\u2013

7,742

Total unquoted debt securities

6,797

\u2013

\u2013

\u2013

945

\u2013

7,742

Unquoted ordinary and preferred equity instruments

North Sails Group

154,141

\u2013

\u2013

\u2013

2,915

12,540

169,596

Total unquoted equity instruments

154,141

\u2013

\u2013

\u2013

2,915

12,540

169,596

Total investments

1,228,736

186,263

(131,556)

31,126

3,860

43,305

1,361,734
  • During the year, Fund II exited its stake amounting to \u00a357.9m in North Sails to Oakley\u2019s Continuation Vehicle, North Sails CV. Fund II was subsequently dissolved with the remaining investment, Daisy, being held by Oakley Capital Two Limited, which OCI continues to hold a \u00a32.1 million interest in. This is currently being reported under trade and other receivables on the balance sheet. These transactions were carried out on a non-cash basis.

* Total sales include redemptions, loan repayments (including accrued interest and arrangement fees) and transfers.

** Realised gains/(losses) include realised gains/(losses) on underlying fund portfolio investments sold in the year, and income and expenses of the underlying fund during the year.

*** Unrealised gains/(losses) include FX on the conversion of year-end fund holdings from the Fund\u2019s reporting currency (euros) to GBP, plus inception to date unrealised gains/(losses) on the Fund\u2019s portfolio investments and any change in the Company\u2019s share of fund holdings.

\n
\n
\n\n
\n

Investments as at 31 December 2024:

2023

fair value

\u00a3\u2019000

Purchases/

capital calls

\u00a3\u2019000

Total sales*/

distributions

\u00a3\u2019000

Realised

gains/

(losses)**

\u00a3\u2019000

Interest

and other

\u00a3\u2019000

Net change

in\u00a0unrealised

gains/

(losses)***

\u00a3\u2019000

2024

fair value

\u00a3\u2019000

Oakley Funds

Fund I

733

\u2013

(733)

\u2013

\u2013

\u2013

\u2013

Fund II

53,526

1,288

\u2013

(2,307)

\u2013

1,597

54,104

Fund III

190,627

3,310

(54,561)

(3,299)

\u2013

(1,700)

134,377

Fund IV

317,050

29,328

(95,131)

(4,603)

\u2013

13,142

259,786

Fund V

127,304

244,906

\u2013

(20,515)

\u2013

48,724

400,419

Origin I

59,662

31,271

\u2013

(2,972)

\u2013

4,244

92,205

Origin II

3,322

4,831

\u2013

(5,205)

\u2013

1,422

4,370

PROfounders III

2,570

3,219

\u2013

(729)

\u2013

21

5,081

Touring I

33,094

10,935

\u2013

(2,336)

\u2013

5,680

47,373

Total Oakley Funds

787,888

329,088

(150,425)

(41,966)

\u2013

73,130

997,715

Quoted equity securities

Time Out

68,770

3,770

\u2013

\u2013

\u2013

(2,457)

70,083

Total quoted equity securities

68,770

3,770

\u2013

\u2013

\u2013

(2,457)

70,083

Unquoted debt securities

Time Out

6,098

\u2013

\u2013

\u2013

699

\u2013

6,797

Total unquoted debt securities

6,098

\u2013

\u2013

\u2013

699

\u2013

6,797

Unquoted ordinary and preferred equity instruments

North Sails Group

144,450

\u2013

\u2013

\u2013

\u2013

9,691

154,141

Total unquoted equity instruments

144,450

\u2013

\u2013

\u2013

\u2013

9,691

154,141

Total investments

1,007,206

332,858

(150,425)

(41,966)

699

80,364

1,228,736

* Total sales include redemptions, loan repayments (including accrued interest and arrangement fees) and transfers.

** Realised gains/(losses) include realised gains/(losses) on underlying fund portfolio investments sold in the year, and income and expenses of the underlying fund during the year.

*** Unrealised gains/(losses) include FX on the conversion of year-end fund holdings from the Fund\u2019s reporting currency (euros) to GBP, plus inception to date unrealised gains/(losses) on the Fund\u2019s portfolio investments and any change in the Company\u2019s share of fund holdings.

\n
\n
\n\n
\n \n\n
\n
\n \n

9. Net gains/(losses) from investments at fair value through profit and loss

\n
\n\n
\n
\n \n
\n\n
\n

2025

\u00a3\u2019000

2024

\u00a3\u2019000

Net change in unrealised gains/(losses) on investments at fair value through profit and loss:

Funds

88,506

73,130

Direct Investments

(45,201)

7,234

Total net change in unrealised gains/(losses) on investments at fair value through profit and loss

43,305

80,364

Net realised gains/(losses) on investments at fair value through profit and loss:

Funds

31,126

(41,966)

Total net realised gains/(losses) on investments at fair value through profit and loss

31,126

(41,966)
\n
\n

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfFinancialInstrumentsAtFairValueThroughProfitOrLossExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-236": { "value": "

These fair value measurements are categorised into different levels in the fair value hierarchy based on the inputs to valuation techniques used. The Company classifies financial instruments measured at fair value in the investment portfolio according to the following hierarchy:

  • Level I: Quoted prices (unadjusted) in active markets for identical instruments that the Company can access at the measurement date. Level I investments include quoted equity instruments.
  • Level II: Inputs other than quoted prices included within Level I that are observable for the instrument, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
  • Level III: Inputs that are not based on observable market data. Level III investments include private equity funds, unquoted equity instruments and unquoted debt securities.

The level in the fair value hierarchy within which the fair value measurement is categorised is determined on the basis of the lowest-level input that is significant to the fair value measurement in its entirety. Assessing the significance of a particular input to the fair value measurement in its entirety requires judgement, considering factors specific to the instrument. The determination of what constitutes \u2018observable\u2019 requires significant judgement by the Company.

The Company considers observable data to be market data that is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market.

", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFairValueMeasurementExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-237": { "value": "\n\n
\n
\n \n

11. Cash and cash equivalents

\n
\n\n
\n
\n \n
\n\n
\n

2025

\u00a3\u2019000

2024

\u00a3\u2019000

Cash and demand balances at banks

61,319

64,772

Short-term deposits1

33,834

38,586

95,153

103,358
  • As at 31 December 2025, the Company held short-term deposit accounts with Royal Bank of Scotland and Butterfield, with withdrawal notice periods of 35 and 32 days and corresponding interest rates of 1.70% and 3.45% respectively (2024: 32 and 35 days withdrawal notice periods, and 2.7% and 2.95% interest rates respectively).
\n
\n

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfCashAndCashEquivalentsExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-238": { "value": "\n\n
\n
\n \n

11. Cash and cash equivalents

\n
\n\n
\n
\n \n
\n\n
\n

2025

\u00a3\u2019000

2024

\u00a3\u2019000

Cash and demand balances at banks

61,319

64,772

Short-term deposits1

33,834

38,586

95,153

103,358
  • As at 31 December 2025, the Company held short-term deposit accounts with Royal Bank of Scotland and Butterfield, with withdrawal notice periods of 35 and 32 days and corresponding interest rates of 1.70% and 3.45% respectively (2024: 32 and 35 days withdrawal notice periods, and 2.7% and 2.95% interest rates respectively).
\n
\n

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfCashAndBankBalancesAtCentralBanksExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-239": { "value": "\n\n
\n
\n \n

12. Trade and other receivables

\n
\n\n
\n
\n \n
\n\n
\n

2025

\u00a3\u2019000

2024

\u00a3\u2019000

Prepayments

1,031

424

Amounts due from related parties

307

310

Other assets1

2,191

\u2013

3,529

734
  • During the year, Fund II exited its stake in North Sails to Oakley\u2019s Continuation Vehicle, North Sails CV. Fund II was subsequently dissolved with the remaining investment, Daisy, being held by Oakley Capital Two Limited, which OCI continues to hold a \u00a32.1 million interest in. This is currently being reported under other assets.
\n
\n

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfTradeAndOtherReceivablesExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-240": { "value": "\n\n
\n
\n \n

12. Trade and other receivables

\n
\n\n
\n
\n \n
\n\n
\n

2025

\u00a3\u2019000

2024

\u00a3\u2019000

Prepayments

1,031

424

Amounts due from related parties

307

310

Other assets1

2,191

\u2013

3,529

734
  • During the year, Fund II exited its stake in North Sails to Oakley\u2019s Continuation Vehicle, North Sails CV. Fund II was subsequently dissolved with the remaining investment, Daisy, being held by Oakley Capital Two Limited, which OCI continues to hold a \u00a32.1 million interest in. This is currently being reported under other assets.
\n
\n

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfPrepaymentsAndOtherAssetsExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-241": { "value": "\n\n
\n
\n \n

13. Trade and other payables

\n
\n\n
\n
\n \n
\n\n
\n

2025

\u00a3\u2019000

2024

\u00a3\u2019000

Trade payables

106

44

Other payables

1,039

1,190

1,145

1,234
\n
\n

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfTradeAndOtherPayablesExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-242": { "value": "\n\n
\n
\n \n

14. Interest income

\n
\n\n
\n
\n \n
\n\n
\n

2025

\u00a3\u2019000

2024

\u00a3\u2019000

Finance income on investments carried at amortised cost:

Cash and cash equivalents

1,097

3,957

Interest income on investments designated as at fair value through profit and loss:

Debt securities

945

699

Equity securities

2,915

\u2013

4,957

4,656
\n
\n

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfInterestIncomeExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-243": { "value": "\n\n
\n
\n \n

14. Interest income

\n
\n\n
\n
\n \n
\n\n
\n

2025

\u00a3\u2019000

2024

\u00a3\u2019000

Finance income on investments carried at amortised cost:

Cash and cash equivalents

1,097

3,957

Interest income on investments designated as at fair value through profit and loss:

Debt securities

945

699

Equity securities

2,915

\u2013

4,957

4,656
\n
\n

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfFinanceIncomeExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-244": { "value": "\n\n
\n
\n \n

14. Interest income

\n
\n\n
\n
\n \n
\n\n
\n

2025

\u00a3\u2019000

2024

\u00a3\u2019000

Finance income on investments carried at amortised cost:

Cash and cash equivalents

1,097

3,957

Interest income on investments designated as at fair value through profit and loss:

Debt securities

945

699

Equity securities

2,915

\u2013

4,957

4,656
\n
\n

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfInterestIncomeExpenseExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-245": { "value": "\n\n
\n
\n \n

15. Taxation

\n
\n\n
\n
\n \n
\n\n
\n

During 2023, there were discussions held between the Company and its Bermudian tax advisers regarding the implementation of the Pillar 2 global minimum tax (\u2018GloBE\u2019) rules integrated into the Corporate Income Tax Act 2023 in Bermuda. The legislation introduces a 15% corporate income tax (\u2018CIT\u2019) that would apply starting 1 January 2025 to certain Bermuda Entities that are part of large MNE groups. Following the consultation, the Company is not expected to be within the scope of this 15% CIT as at 31 December 2025.

\n
\n

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfIncomeTaxExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-246": { "value": "\n\n
\n
\n \n

16. Earnings per share

\n
\n\n
\n
\n \n
\n\n
\n

The earnings per share calculation uses the weighted average number of shares in issue during the year. There were no dilutive instruments during the period (2024: nil).

2025

2024

Basic and diluted earnings per share

\u00a30.34

\u00a30.15

Profit for the year (\u2019000)

\u00a358,594

\u00a326,856

Weighted average number of shares in issue (\u2019000)

172,628

176,418

The Company\u2019s diluted earnings per share equals the basic earnings per share.

\n
\n

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfEarningsPerShareExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-247": { "value": "\n\n
\n
\n \n

17. Net Asset Value per share

\n
\n\n
\n
\n \n
\n\n
\n

The Net Asset Value per share calculation uses the number of shares in issue at the end of the year and the values of assets and liabilities as reported in the balance sheet.

2025

2024

Basic and diluted Net Asset Value per share

\u00a37.38

\u00a36.95

Net assets attributable to shareholders (\u2019000)

\u00a31,232,866

\u00a31,225,956

Number of shares in issue at year end (\u2019000)

167,131

176,418
\n
\n

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfNetAssetValueAttributableToUnitholdersExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-248": { "value": "\n\n
\n
\n \n

18. Share capital

\n
\n\n
\n
\n \n

During the year, the Board launched an annual share buyback programme, initially of a minimum of \u00a320.0 million. The 2025 buyback programme was subsequently increased to \u00a350.0 million, reflecting the assessment of current liquidity and the improved prospects for proceeds. Since the start of the year the Company has acquired and cancelled 9.3 million shares for an aggregate \u00a347.7 million as at 31 December 2025.

(a) Authorised and issued capital

The authorised share capital of the Company is 280 million ordinary shares at a par value of \u00a30.01 each. Ordinary shares are listed and traded on the LSE main market for listed securities. Each share confers the right to one vote and shareholders have the right to receive dividends.

As at 31 December 2025, the Company\u2019s issued and fully paid share capital was 167 million ordinary shares (2024: 176 million).

2025

\u2019000

2024

\u2019000

Ordinary shares outstanding at the beginning of the year

176,418

176,418

Ordinary share buybacks

(9,287)

\u2013

Ordinary shares outstanding at the end of the year

167,131

176,418

(b) Share premium

Share premium represents the amount received in excess of the nominal value of ordinary shares.

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfIssuedCapitalExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-249": { "value": "\n\n
\n
\n \n

18. Share capital

\n
\n\n
\n
\n \n

During the year, the Board launched an annual share buyback programme, initially of a minimum of \u00a320.0 million. The 2025 buyback programme was subsequently increased to \u00a350.0 million, reflecting the assessment of current liquidity and the improved prospects for proceeds. Since the start of the year the Company has acquired and cancelled 9.3 million shares for an aggregate \u00a347.7 million as at 31 December 2025.

(a) Authorised and issued capital

The authorised share capital of the Company is 280 million ordinary shares at a par value of \u00a30.01 each. Ordinary shares are listed and traded on the LSE main market for listed securities. Each share confers the right to one vote and shareholders have the right to receive dividends.

As at 31 December 2025, the Company\u2019s issued and fully paid share capital was 167 million ordinary shares (2024: 176 million).

2025

\u2019000

2024

\u2019000

Ordinary shares outstanding at the beginning of the year

176,418

176,418

Ordinary share buybacks

(9,287)

\u2013

Ordinary shares outstanding at the end of the year

167,131

176,418

(b) Share premium

Share premium represents the amount received in excess of the nominal value of ordinary shares.

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfShareCapitalReservesAndOtherEquityInterestExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-250": { "value": "\n\n
\n
\n \n

19. Dividends

\n
\n\n
\n
\n \n
\n\n
\n

On 21 March 2025, the Board of Directors declared a final dividend for 2024 of 2.25 pence per ordinary share, resulting in a dividend of \u00a33.9 million paid on 25 April 2025.

The decision has been taken to cancel future dividends in favour of share buybacks.\u00a0This took\u00a0effect during 2025 and did not affect the declared final dividend in respect of the year ended 31 December 2024.

\n
\n

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfDividendsExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-251": { "value": "\n\n
\n
\n \n

20. Commitments

\n
\n\n
\n
\n \n
\n\n
\n

The Company had the following outstanding capital commitments in euros as at period end:

Committed

amount

\u20ac\u2019000

2025

\u20ac\u2019000

2024

\u20ac\u2019000

Fund I and II

\u00a0\u2013

\u2013

11,7802

Fund III

325,780

27,691

46,587

Fund IV

400,000

90,600

90,600

Fund V

800,000

364,065

364,065

Fund VI

500,000

443,281

\u2013

North Sails CV

66,405

\u2013

\u2013

Origin I

129,300

16,809

28,446

Origin II

190,000

147,250

178,600

PROfounders Fund III

30,000

18,295

21,595

Touring I1

97,900

29,370

40,093

Total outstanding commitments (\u20ac\u2019000)

2,539,385

1,137,361

781,766

Total outstanding commitments (\u00a3\u2019000)

2,215,095

992,115

646,248
  • During the year, Touring I held its final close. Given the strong early performance of the Touring Fund and the opportunity to increase its commitment at the final close, OCI increased its total commitment from $100 million (\u00a374.26 million) to $115 million (\u00a385.40 million).
\n
\n

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfCommitmentsExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-252": { "value": "\n\n
\n
\n \n

20. Commitments

\n
\n\n
\n
\n \n
\n\n
\n

The Company had the following outstanding capital commitments in euros as at period end:

Committed

amount

\u20ac\u2019000

2025

\u20ac\u2019000

2024

\u20ac\u2019000

Fund I and II

\u00a0\u2013

\u2013

11,7802

Fund III

325,780

27,691

46,587

Fund IV

400,000

90,600

90,600

Fund V

800,000

364,065

364,065

Fund VI

500,000

443,281

\u2013

North Sails CV

66,405

\u2013

\u2013

Origin I

129,300

16,809

28,446

Origin II

190,000

147,250

178,600

PROfounders Fund III

30,000

18,295

21,595

Touring I1

97,900

29,370

40,093

Total outstanding commitments (\u20ac\u2019000)

2,539,385

1,137,361

781,766

Total outstanding commitments (\u00a3\u2019000)

2,215,095

992,115

646,248
  • During the year, Touring I held its final close. Given the strong early performance of the Touring Fund and the opportunity to increase its commitment at the final close, OCI increased its total commitment from $100 million (\u00a374.26 million) to $115 million (\u00a385.40 million).
\n
\n

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfCommitmentsAndContingentLiabilitiesExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-253": { "value": "\n\n
\n
\n \n

21. Borrowings

\n
\n\n
\n
\n \n
\n\n
\n

During the current year, the Company refinanced its credit arrangements, replacing the existing facility with a new five-year facility totalling \u00a3325.0 million, thereby increasing OCI\u2019s flexibility and liquidity.

As at 31 December 2025, the Company had drawn \u00a3226.4 million net of directly attributable transaction costs, including accrued interest of \u00a31.9m of the \u00a3325.0 million facility. The Company has the option to increase the facility by a further \u00a375.0 million subject to agreement by all parties. The facility has a term of 60 months from the first utilisation date and is due to be renewed in April 2030.

The movement in borrowings during the year is reconciled below.

Balance at

31 December 2024

\u00a3\u2019000

Drawdowns

\u00a3\u2019000

Repayments

\u00a3\u2019000

Interest

expense*

\u00a3\u2019000

Deduction of transaction costs

\u00a3\u2019000

Foreign

exchange movements

\u00a3\u2019000

Total

\u00a3\u2019000

Borrowings

(104,190)

(224,363)

107,212

\u2013

4,399

(7,572)

(224,514)

Borrowings accrued interest

(1,448)

\u2013

8,499

(8,838)

\u2013

(104)

(1,891)

(105,638)

(224,363)

115,711

(8,838)

4,399

(7,676)

(226,405)

*This expense does not reconcile to the statement of comprehensive income, as it excludes the amortisation of loan arrangement fees.

\n
\n

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfBorrowingsExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-254": { "value": "\n\n
\n
\n \n

22. Related parties

\n
\n\n
\n
\n \n
\n\n
\n

Related parties transactions not disclosed elsewhere in the consolidated financial statement are as follows:

One director of the Company, Peter Dubens, is also a director of the Investment Adviser, an entity which provides services to, and receives compensation from, the Company. The agreements between the Company and these service providers are based on normal commercial terms as disclosed in the 2025 Annual Report.

The Company holds unquoted debt security with Time Out amounting to \u00a37.7 million as at the year end. The terms of the debt are considered to be on a commercial basis.

\n
\n

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfRelatedPartyExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-255": { "value": "\n\n
\n
\n \n

22. Related parties

\n
\n\n
\n
\n \n
\n\n
\n

Related parties transactions not disclosed elsewhere in the consolidated financial statement are as follows:

One director of the Company, Peter Dubens, is also a director of the Investment Adviser, an entity which provides services to, and receives compensation from, the Company. The agreements between the Company and these service providers are based on normal commercial terms as disclosed in the 2025 Annual Report.

The Company holds unquoted debt security with Time Out amounting to \u00a37.7 million as at the year end. The terms of the debt are considered to be on a commercial basis.

\n
\n

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfTransactionsBetweenRelatedPartiesExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "ixv-256": { "value": "\n\n
\n
\n \n

23. Events after balance sheet date

\n
\n\n
\n
\n \n
\n\n
\n

The Board of Directors has evaluated subsequent events from the year end through to 11 March 2026, which is the date the Consolidated Financial Statements were available for issue.

No significant events were identified for disclosure.

\n
\n

\u00a0

\n\n
\n ", "dimensions": { "concept": "ifrs-full:DisclosureOfEventsAfterReportingPeriodExplanatory", "language": "en", "entity": "scheme:213800KW6MZUK12CQ815", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } } } }