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"2023-01-01T00:00:00/2024-01-01T00:00:00", "unit": "iso4217:EUR" } }, "f6280": { "value": "5991717", "decimals": 0, "dimensions": { "concept": "ccpg:SubscriptionsRelatedToOrdinaryShares", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00", "unit": "iso4217:EUR" } }, "f6281": { "value": "-532471", "decimals": 0, "dimensions": { "concept": "ccpg:RedemptionsArisingFromConversionOfOrdinaryShares", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00", "unit": "iso4217:EUR" } }, "f6282": { "value": "-5955535", "decimals": 0, "dimensions": { "concept": "ccpg:RedemptionsArisingFromConversionOfOrdinaryShares", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00", "unit": "iso4217:EUR" } }, "f6296": { "value": "1. General information
The Company was incorporated on 20 March 2013 and is registered in Jersey as a closed-ended
investment company with registration number 112635. The Company\u2019s Sterling shares and Euro
shares were admitted to the O\ufb03cial List of the UK Listing Authority and admitted to trading on
the Main Market of the London Stock Exchange on 25 June 2013.
The Company\u2019s registered address is IFC1, The Esplanade, St Helier, Jersey, JE1 4BP.", "dimensions": { "concept": "ifrs-full:DisclosureOfGeneralInformationAboutFinancialStatementsExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6304": { "value": "IFC1, The Esplanade, St Helier, Jersey, JE1 4BP.", "dimensions": { "concept": "ifrs-full:AddressOfRegisteredOfficeOfEntity", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6306": { "value": "2. Accounting policies
The principal accounting policies applied in the preparation of these \ufb01nancial statements are set
out below. These policies have been consistently applied to the years presented.
2.1 Basis of preparation
(a) Statement of Compliance
The Annual Financial Report is prepared in accordance with the Disclosure Guidance and
Transparency Rules of the Financial Conduct Authority and with IFRS as adopted by the European
Union which comprise standards and interpretations approved by the International Accounting
Standards Board, and interpretations issued by the International Financial Reporting Standards
Interpretations Committee as approved by the International Accounting Standards Board which
remain in e\ufb00ect. The \ufb01nancial statements give a true and fair view of the Company\u2019s a\ufb00airs and
comply with the requirements of the Companies (Jersey) Law 1991.
(b) Basis of measurement
These \ufb01nancial statements have been prepared on the historical cost basis except for the
revaluation of \ufb01nancial assets held at fair value through pro\ufb01t or loss and ordinary shares that
are held at amortised cost.
(c) Functional and presentational currency
The Company\u2019s functional currency is the Euro, which is the currency of the primary economic
environment in which it operates. The Company\u2019s performance is evaluated and its liquidity is
managed in Euros. Therefore, the Euro is considered the currency that most faithfully represents
the economic e\ufb00ects of the underlying transactions, events and conditions. The \ufb01nancial
statements are presented in Euros, except where otherwise indicated, and are rounded to the
nearest Euro.
(d) Signi\ufb01cant accounting estimates and judgements
The preparation of \ufb01nancial statements in conformity with IFRS requires the Company to make
judgements, estimates and assumptions that a\ufb00ect items reported in the Statement of Financial
Position and Statement of Comprehensive Income and the disclosure of contingent liabilities at
the date of the \ufb01nancial statements. It also requires management to exercise its judgement in
the process of applying the Company\u2019s accounting policies.
Signi\ufb01cant accounting judgements
Classi\ufb01cation of ordinary shares as a \ufb01nancial liability
During the May 2022 AGM, shareholders reapproved a suspension restriction that allows the
Directors, in their sole discretion, to alter or suspend the tender mechanism. This restriction
allows the Directors to respond to sudden changes in market conditions and the macroeconomic
climate more generally. The Directors\u2019 power is limited by clauses in the circular which limit the
circumstances under which such discretion can be exercised only in relation to material and
adverse changes in market conditions and the macroeconomic environment.
The Board believe it is appropriate to classify the ordinary shares as a \ufb01nancial liability under IAS
32 \u2013 Financial Instruments: Presentation (\u201cIAS 32\u201d) rather than equity as their interpretation of
\u2018suspend\u2019 is to delay the facility tenders, not to cancel or avoid them permanently. As such, the
obligation to honour redemption requests is delayed rather than negated and the Company has a
contractual obligation to deliver cash and does not have the unconditional right to avoid paying
such cash.
This position has been further supported by legal correspondence whereby the Company\u2019s legal
counsel has con\ufb01rmed the Directors do not have unfettered ability to cancel a tender under
the facility and could only use their powers in extreme circumstances (e.g., Covid-19 pandemic,
Russia/Ukraine war, etc.) which would not violate the contract between the Directors and the
shareholders in relation to the facility. In the circular, the Company has committed to the tender
mechanism as a key feature and, therefore, if the Directors\u2019 powers are read in the context of the
other representations in the documents, there is an obligation to deliver cash and the Directors
do not have the unconditional right to avoid paying such cash. As such, classi\ufb01cation of the
ordinary shares as a liability is deemed appropriate.
Functional currency
As outlined above in note 2.1(c) the Directors have used their judgement to determine that the
Company\u2019s presentational and functional currency is Euro.
Signi\ufb01cant accounting estimates
Valuation of \ufb01nancial assets
Valuation of \ufb01nancial assets is also considered a signi\ufb01cant estimate and is monitored by the
Board to ensure that judgements, estimates and assumptions made and methodologies applied
are appropriate and in accordance with IFRS 13. The Board believes that it is appropriate to
measure the PECs at the NAV of the investments held in the Investment Vehicle, adjusted for
discount for lack of liquidity if necessary, as the underlying investments held in the Investment
Vehicle are held at fair value. As such the Board applies judgement to determine the liquidity
adjustment necessary in the relevant \ufb01nancial period. Refer to note 2.4(c) for details regarding
fair value estimation of \ufb01nancial assets and note 7 for IFRS 13 disclosures.
(e) Climate change
In preparing the \ufb01nancial statements, the Directors have considered the impact of climate change
on the Company\u2019s \ufb01nancial statements, and in particular in relation to climate change related
issues a\ufb00ecting any of the issuers in which the Investment Vehicle invests, and this is advised to
the Board regularly by the Investment Vehicle Manager. The Directors will continue to monitor the
risks emanating from climate change, including reputational risk, identi\ufb01ed in the Principal Risks
and Uncertainties on page 21, and as set out in the ESG Committee Report on pages 47 to 49.
(f) Standards and amendments to existing standards e\ufb00ective from 1 January 2023
There are no standards, amendments to standards or interpretations that are e\ufb00ective for annual
periods beginning on 1 January 2023 that have a material e\ufb00ect on the \ufb01nancial statements of
the Company.
(g) Standards, amendments and interpretations issued but not yet e\ufb00ective
Standards, amendments and interpretations that become e\ufb00ective in future accounting periods
and have not been adopted by the Company:
\u00a0
Effective for periods
International Financial Reporting Standards (IFRS)
beginning on or after
\u2022
Amendments to IAS 1 - Non-Current Liabilities with Covenants
\u00a0
and Classi\ufb01cation of Liabilities as Current or Non-current
1 January 2024
\u2022
Amendments to IFRS 16 - Lease Liability in a Sale and
\u00a0
Leaseback
1 January 2024
\u2022
Amendments to IAS 7 and IFRS 7 - Supplier Finance
\u00a0
Arrangements
1 January 2024
\n
Under the amendments to IAS 1 Presentation of Financial Statements the classi\ufb01cation of certain
liabilities as current or non-current may change (e.g. convertible debt). In addition, companies
may need to provide new disclosures for liabilities subject to covenants. The Directors believe
that the application of this amendment will not have an impact on the Company\u2019s \ufb01nancial
statements.
IFRS 16 Leases ended sale-and-leaseback transactions as an o\ufb00-balance sheet \ufb01nancing
proposition. The deals themselves are often highly structured and can be material, especially for
seller-lessees, and accounting for them can be complex. Assessing whether a transaction quali\ufb01es
for sale-and-leaseback accounting under IFRS 16 is a key judgement. The Directors believe that the
application of this amendment will not have an impact on the Company\u2019s \ufb01nancial statements.
In response to investors\u2019 calls for more transparency of supplier \ufb01nance arrangements\u2019 impacts
on the \ufb01nancial statements, IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments:
Disclosures was amended. The amendments introduce additional disclosure requirements for
companies that enter into these arrangements. The Directors believe that the application of this
amendment will not have an impact on the Company\u2019s \ufb01nancial statements.
A number of amendments and interpretations to existing standards have been issued, but are not
yet e\ufb00ective, that are not relevant to the Company\u2019s operations. The Directors believe that the
application of these amendments and interpretations will not impact the Company\u2019s \ufb01nancial
statements when they become e\ufb00ective.
2.2 Going concern
The Directors have reviewed the Company\u2019s budget and cash \ufb02ow forecast for the next 12 months
from the date of approval of the \ufb01nancial statements and also considered information regarding
climate-related matters in conjunction with other uncertainties. On the basis of this review, and
after making due enquiries, the Directors have a reasonable expectation that the Company has
adequate resources to continue in operational existence for the period to 27 March 2025, a period
of twelve months from the date of approval of the \ufb01nancial statements, being the period of
assessment covered by the Directors. The Directors are also satis\ufb01ed that no material climate-
related matters or uncertainties exist that cast signi\ufb01cant doubt over the Company\u2019s ability
to continue as a going concern. In making this assessment, the Directors have considered the
impact that Russia\u2019s invasion of Ukraine and the con\ufb02ict in the Middle East may have on the
Company. Accordingly, they continue to adopt the going concern basis in preparing the \ufb01nancial
statements.
2.3 Foreign currency translations
Transactions in foreign currencies are translated to Euro at the foreign exchange rate on the
transaction date. Monetary assets and liabilities denominated in foreign currencies at the
Statement of Financial Position date are translated to Euro at the foreign exchange rate ruling at
that date. Foreign exchange di\ufb00erences arising on translation are recognised in the Statement of
Comprehensive Income.
2.4 Financial instruments
Financial assets
(a) Classi\ufb01cation
The Company classi\ufb01es its investments as \ufb01nancial assets held at fair value through pro\ufb01t or loss.
These \ufb01nancial assets do not possess contractual terms which give rise to cash \ufb02ows on speci\ufb01ed
dates that are solely payments of principal and interest, and therefore these \ufb01nancial assets
default to this classi\ufb01cation. Financial assets also include cash and cash equivalents as well as
other receivables which are measured at amortised cost.
(b) Recognition, measurement and derecognition
Purchases and sales of investments are recognised on the trade date \u2013 the date on which the
Company commits to purchase or sell the investment. Financial assets at fair value through pro\ufb01t
or loss are measured initially and subsequently at fair value. Transaction costs are expensed as
incurred and movements in fair value are recorded in the Statement of Comprehensive Income.
Financial assets are derecognised when the rights to receive cash \ufb02ows from the investments
have expired or the Company has transferred substantially all risks and rewards of ownership.
(c) Fair value estimation
Fair value is the price that would be received to sell an asset or paid to transfer a liability in
an orderly transaction between market participants at the measurement date. The Company
holds PECs issued by the Investment Vehicle. These investments are not listed or quoted on any
securities exchange and are not traded regularly and, on this basis, no active market exists.
(d) Valuation process
The Company relies on the board of the Investment Vehicle making fair value estimates
of an equivalent basis to those that would be made under IFRS. As at 31 December 2023, the
Directors reviewed documentary evidence of the valuation of Investment Vehicle investments
and scrutinised fair value estimates used to gain assurances as to the appropriateness and
robustness of the valuation methodology applied by the Investment Vehicle to its underlying
portfolio assets and hence to the Company investments in the Investment Vehicle. Being satis\ufb01ed
by the appropriateness and robustness of the valuation methodology applied by the Investment
Vehicle, the Directors then incorporated those fair value estimates into the Company\u2019s Statement
of Financial Position without adjustment.
The Directors interviewed representatives of the Investment Vehicle Manager in order to verify
how the PECs are valued and the composition of the NAV of the PECs as of the date of the
Statement of Financial Position.
The Directors are in regular communications with the Investment Vehicle Manager and receive
monthly performance reports from the Investment Vehicle Manager in respect of the Investment
Vehicle and its underlying investments, which are presented to the Directors by the Investment
Vehicle Manager and discussed by these parties.
The Directors consider the impact of general credit conditions on the valuation of both the PECs
and Investment Vehicle portfolio, as well as speci\ufb01c credit events in the European corporate
environment. The Directors also analyse the Investment Vehicle portfolio in terms of both
investment mix and fair value hierarchy.
Financial Liabilities
(a) Classi\ufb01cation
As disclosed in note 2.7, the Company classi\ufb01es its ordinary shares as \ufb01nancial liabilities held at
amortised cost. Financial liabilities also include payables, excluding accruals, which are also held
at amortised cost.
(b) Recognition, measurement and derecognition
Financial liabilities are recognised initially at fair value plus any directly attributable incremental
costs of acquisition or issue and are subsequently carried at amortised cost. Financial liabilities
are derecognised when the obligation speci\ufb01ed in the contract is discharged, cancelled or expires.
Ordinary shares are carried at amortised cost, being the redemption value that an investor can
partially tender their shareholding at, in accordance with the Company\u2019s tender mechanism.
2.5 Operating expenses, placing programme costs and share issue costs
Operating expenses, placing programme costs and share issue costs are recognised on an accruals
basis and are recognised in the Statement of Comprehensive Income.
2.6 Dividends payable
Dividends are recognised as \ufb01nance costs in the Statement of Comprehensive Income on the
record date.
2.7 Ordinary shares
In accordance with IAS 32 \u2013 Financial Instruments: Presentation, the ordinary shares are classi\ufb01ed
as a \ufb01nancial liability rather than equity due to the redemption mechanism of the ordinary shares,
in addition to there being two share classes which have di\ufb00erent characteristics. Refer to note
2.1(d) for detail on signi\ufb01cant accounting judgements regarding the classi\ufb01cation of ordinary
shares as a \ufb01nancial liability and note 12 for detail on the characteristics of the two share classes.
2.8 Management shares
The management shares are non-redeemable and the most subordinate share class. Therefore,
management shares are classi\ufb01ed as equity. Refer to note 11 for further detail.
2.9 Investment revenue
Investment revenue primarily relates to quarterly income distributions received from the Investment
Vehicle based on income returns and capital appreciation from a diversi\ufb01ed portfolio of sub-
investment grade debt instruments. The Company is entitled to receive income distributions every
quarter, which will equate to not less than 75% of the net income of the Company\u2019s investment
in the Investment Vehicle. Investment revenue is recognised in the Statement of Comprehensive
Income when the Company\u2019s right to such income is established.
2.10 Cash and cash equivalents
Cash and cash equivalents include cash in hand and deposits held at call with banks. Cash
equivalents are short-term, highly liquid investments, with original maturities of three months
or less that are readily convertible to known amounts of cash and are subject to an insigni\ufb01cant
risk of changes in value.
2.11 Segmental reporting
The Directors view the operations of the Company as one operating segment, being the investment
business. All signi\ufb01cant operating decisions are based upon analysis of the Company\u2019s investments
as one segment. The \ufb01nancial results from this segment are equivalent to the \ufb01nancial results
of the Company as a whole, which are evaluated regularly by the Board with insight from the
Investment Vehicle Manager.
2.12 Contingent liabilities and provisions
A contingent liability is a possible obligation depending on whether some uncertain future event
occurs; or a present obligation, but payment is not probable or the amount cannot be measured
reliably. A provision is recognised when:
z
the Company has a present legal or constructive obligation as a result of past events;
z
it is probable that an out\ufb02ow of resources will be required to settle the obligation; and
z
the amount has been reliably estimated.
2.13 Taxation
Pro\ufb01ts arising in the Company for the 2023 year of assessment will be subject to Jersey tax at the
standard corporate income tax rate of 0% (2022: 0%).
2.14 Capital risk management
The Board de\ufb01nes capital as \ufb01nancial resources available to the Company. The Company\u2019s
capital as at 31 December 2023 comprises its net assets attributable to shareholders at a total of
\u20ac249,949,328 (2022: \u20ac236,839,070).
The Company\u2019s objectives when managing capital are to:
z
safeguard the Company\u2019s ability to continue as a going concern;
z
provide returns for shareholders; and
z
maintain an optimal capital structure to minimise the cost of capital.
The Board monitors the capital adequacy of the Company on an ongoing basis and the Company\u2019s
objectives regarding capital management have been met.
Under the Code of Practice for Alternative Investment Funds and AIF Services Business, the
Company, as a self-managed AIF is required to have an initial capital of at least \u20ac300,000. If the
NAV of the Company falls below \u20ac75 million, it will trigger the requirement for the Directors to
convene an extraordinary general meeting to propose an ordinary resolution that the Company
continues its business as a closed-ended investment company. Except for the aforementioned,
the Company has no other internally or externally imposed capital requirements.", "dimensions": { "concept": "ifrs-full:DisclosureOfMaterialAccountingPolicyInformationExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6311": { "value": "2.1 Basis of preparation
(a) Statement of Compliance
The Annual Financial Report is prepared in accordance with the Disclosure Guidance and
Transparency Rules of the Financial Conduct Authority and with IFRS as adopted by the European
Union which comprise standards and interpretations approved by the International Accounting
Standards Board, and interpretations issued by the International Financial Reporting Standards
Interpretations Committee as approved by the International Accounting Standards Board which
remain in e\ufb00ect. The \ufb01nancial statements give a true and fair view of the Company\u2019s a\ufb00airs and
comply with the requirements of the Companies (Jersey) Law 1991.
(b) Basis of measurement
These \ufb01nancial statements have been prepared on the historical cost basis except for the
revaluation of \ufb01nancial assets held at fair value through pro\ufb01t or loss and ordinary shares that
are held at amortised cost.
(c) Functional and presentational currency
The Company\u2019s functional currency is the Euro, which is the currency of the primary economic
environment in which it operates. The Company\u2019s performance is evaluated and its liquidity is
managed in Euros. Therefore, the Euro is considered the currency that most faithfully represents
the economic e\ufb00ects of the underlying transactions, events and conditions. The \ufb01nancial
statements are presented in Euros, except where otherwise indicated, and are rounded to the
nearest Euro.
(d) Signi\ufb01cant accounting estimates and judgements
The preparation of \ufb01nancial statements in conformity with IFRS requires the Company to make
judgements, estimates and assumptions that a\ufb00ect items reported in the Statement of Financial
Position and Statement of Comprehensive Income and the disclosure of contingent liabilities at
the date of the \ufb01nancial statements. It also requires management to exercise its judgement in
the process of applying the Company\u2019s accounting policies.
Signi\ufb01cant accounting judgements
Classi\ufb01cation of ordinary shares as a \ufb01nancial liability
During the May 2022 AGM, shareholders reapproved a suspension restriction that allows the
Directors, in their sole discretion, to alter or suspend the tender mechanism. This restriction
allows the Directors to respond to sudden changes in market conditions and the macroeconomic
climate more generally. The Directors\u2019 power is limited by clauses in the circular which limit the
circumstances under which such discretion can be exercised only in relation to material and
adverse changes in market conditions and the macroeconomic environment.
The Board believe it is appropriate to classify the ordinary shares as a \ufb01nancial liability under IAS
32 \u2013 Financial Instruments: Presentation (\u201cIAS 32\u201d) rather than equity as their interpretation of
\u2018suspend\u2019 is to delay the facility tenders, not to cancel or avoid them permanently. As such, the
obligation to honour redemption requests is delayed rather than negated and the Company has a
contractual obligation to deliver cash and does not have the unconditional right to avoid paying
such cash.
This position has been further supported by legal correspondence whereby the Company\u2019s legal
counsel has con\ufb01rmed the Directors do not have unfettered ability to cancel a tender under
the facility and could only use their powers in extreme circumstances (e.g., Covid-19 pandemic,
Russia/Ukraine war, etc.) which would not violate the contract between the Directors and the
shareholders in relation to the facility. In the circular, the Company has committed to the tender
mechanism as a key feature and, therefore, if the Directors\u2019 powers are read in the context of the
other representations in the documents, there is an obligation to deliver cash and the Directors
do not have the unconditional right to avoid paying such cash. As such, classi\ufb01cation of the
ordinary shares as a liability is deemed appropriate.
Functional currency
As outlined above in note 2.1(c) the Directors have used their judgement to determine that the
Company\u2019s presentational and functional currency is Euro.
Signi\ufb01cant accounting estimates
Valuation of \ufb01nancial assets
Valuation of \ufb01nancial assets is also considered a signi\ufb01cant estimate and is monitored by the
Board to ensure that judgements, estimates and assumptions made and methodologies applied
are appropriate and in accordance with IFRS 13. The Board believes that it is appropriate to
measure the PECs at the NAV of the investments held in the Investment Vehicle, adjusted for
discount for lack of liquidity if necessary, as the underlying investments held in the Investment
Vehicle are held at fair value. As such the Board applies judgement to determine the liquidity
adjustment necessary in the relevant \ufb01nancial period. Refer to note 2.4(c) for details regarding
fair value estimation of \ufb01nancial assets and note 7 for IFRS 13 disclosures.
(e) Climate change
In preparing the \ufb01nancial statements, the Directors have considered the impact of climate change
on the Company\u2019s \ufb01nancial statements, and in particular in relation to climate change related
issues a\ufb00ecting any of the issuers in which the Investment Vehicle invests, and this is advised to
the Board regularly by the Investment Vehicle Manager. The Directors will continue to monitor the
risks emanating from climate change, including reputational risk, identi\ufb01ed in the Principal Risks
and Uncertainties on page 21, and as set out in the ESG Committee Report on pages 47 to 49.
(f) Standards and amendments to existing standards e\ufb00ective from 1 January 2023
There are no standards, amendments to standards or interpretations that are e\ufb00ective for annual
periods beginning on 1 January 2023 that have a material e\ufb00ect on the \ufb01nancial statements of
the Company.
(g) Standards, amendments and interpretations issued but not yet e\ufb00ective
Standards, amendments and interpretations that become e\ufb00ective in future accounting periods
and have not been adopted by the Company:
\u00a0
Effective for periods
International Financial Reporting Standards (IFRS)
beginning on or after
\u2022
Amendments to IAS 1 - Non-Current Liabilities with Covenants
\u00a0
and Classi\ufb01cation of Liabilities as Current or Non-current
1 January 2024
\u2022
Amendments to IFRS 16 - Lease Liability in a Sale and
\u00a0
Leaseback
1 January 2024
\u2022
Amendments to IAS 7 and IFRS 7 - Supplier Finance
\u00a0
Arrangements
1 January 2024
\n
Under the amendments to IAS 1 Presentation of Financial Statements the classi\ufb01cation of certain
liabilities as current or non-current may change (e.g. convertible debt). In addition, companies
may need to provide new disclosures for liabilities subject to covenants. The Directors believe
that the application of this amendment will not have an impact on the Company\u2019s \ufb01nancial
statements.
IFRS 16 Leases ended sale-and-leaseback transactions as an o\ufb00-balance sheet \ufb01nancing
proposition. The deals themselves are often highly structured and can be material, especially for
seller-lessees, and accounting for them can be complex. Assessing whether a transaction quali\ufb01es
for sale-and-leaseback accounting under IFRS 16 is a key judgement. The Directors believe that the
application of this amendment will not have an impact on the Company\u2019s \ufb01nancial statements.
In response to investors\u2019 calls for more transparency of supplier \ufb01nance arrangements\u2019 impacts
on the \ufb01nancial statements, IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments:
Disclosures was amended. The amendments introduce additional disclosure requirements for
companies that enter into these arrangements. The Directors believe that the application of this
amendment will not have an impact on the Company\u2019s \ufb01nancial statements.
A number of amendments and interpretations to existing standards have been issued, but are not
yet e\ufb00ective, that are not relevant to the Company\u2019s operations. The Directors believe that the
application of these amendments and interpretations will not impact the Company\u2019s \ufb01nancial
statements when they become e\ufb00ective. ", "dimensions": { "concept": "ifrs-full:DisclosureOfBasisOfPreparationOfFinancialStatementsExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6314": { "value": "(a) Statement of Compliance
The Annual Financial Report is prepared in accordance with the Disclosure Guidance and
Transparency Rules of the Financial Conduct Authority and with IFRS as adopted by the European
Union which comprise standards and interpretations approved by the International Accounting
Standards Board, and interpretations issued by the International Financial Reporting Standards
Interpretations Committee as approved by the International Accounting Standards Board which
remain in e\ufb00ect. The \ufb01nancial statements give a true and fair view of the Company\u2019s a\ufb00airs and
comply with the requirements of the Companies (Jersey) Law 1991.", "dimensions": { "concept": "ifrs-full:StatementOfIFRSCompliance", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6329": { "value": "(c) Functional and presentational currency
The Company\u2019s functional currency is the Euro, which is the currency of the primary economic
environment in which it operates. The Company\u2019s performance is evaluated and its liquidity is
managed in Euros. Therefore, the Euro is considered the currency that most faithfully represents
the economic e\ufb00ects of the underlying transactions, events and conditions. The \ufb01nancial
statements are presented in Euros, except where otherwise indicated, and are rounded to the
nearest Euro.Functional currency
As outlined above in note 2.1(c) the Directors have used their judgement to determine that the
Company\u2019s presentational and functional currency is Euro.", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFunctionalCurrencyExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6339": { "value": "(d) Signi\ufb01cant accounting estimates and judgements
The preparation of \ufb01nancial statements in conformity with IFRS requires the Company to make
judgements, estimates and assumptions that a\ufb00ect items reported in the Statement of Financial
Position and Statement of Comprehensive Income and the disclosure of contingent liabilities at
the date of the \ufb01nancial statements. It also requires management to exercise its judgement in
the process of applying the Company\u2019s accounting policies.
Signi\ufb01cant accounting judgements
Classi\ufb01cation of ordinary shares as a \ufb01nancial liability
During the May 2022 AGM, shareholders reapproved a suspension restriction that allows the
Directors, in their sole discretion, to alter or suspend the tender mechanism. This restriction
allows the Directors to respond to sudden changes in market conditions and the macroeconomic
climate more generally. The Directors\u2019 power is limited by clauses in the circular which limit the
circumstances under which such discretion can be exercised only in relation to material and
adverse changes in market conditions and the macroeconomic environment.
The Board believe it is appropriate to classify the ordinary shares as a \ufb01nancial liability under IAS
32 \u2013 Financial Instruments: Presentation (\u201cIAS 32\u201d) rather than equity as their interpretation of
\u2018suspend\u2019 is to delay the facility tenders, not to cancel or avoid them permanently. As such, the
obligation to honour redemption requests is delayed rather than negated and the Company has a
contractual obligation to deliver cash and does not have the unconditional right to avoid paying
such cash.
This position has been further supported by legal correspondence whereby the Company\u2019s legal
counsel has con\ufb01rmed the Directors do not have unfettered ability to cancel a tender under
the facility and could only use their powers in extreme circumstances (e.g., Covid-19 pandemic,
Russia/Ukraine war, etc.) which would not violate the contract between the Directors and the
shareholders in relation to the facility. In the circular, the Company has committed to the tender
mechanism as a key feature and, therefore, if the Directors\u2019 powers are read in the context of the
other representations in the documents, there is an obligation to deliver cash and the Directors
do not have the unconditional right to avoid paying such cash. As such, classi\ufb01cation of the
ordinary shares as a liability is deemed appropriate.
Functional currency
As outlined above in note 2.1(c) the Directors have used their judgement to determine that the
Company\u2019s presentational and functional currency is Euro.
Signi\ufb01cant accounting estimates
Valuation of \ufb01nancial assets
Valuation of \ufb01nancial assets is also considered a signi\ufb01cant estimate and is monitored by the
Board to ensure that judgements, estimates and assumptions made and methodologies applied
are appropriate and in accordance with IFRS 13. The Board believes that it is appropriate to
measure the PECs at the NAV of the investments held in the Investment Vehicle, adjusted for
discount for lack of liquidity if necessary, as the underlying investments held in the Investment
Vehicle are held at fair value. As such the Board applies judgement to determine the liquidity
adjustment necessary in the relevant \ufb01nancial period. Refer to note 2.4(c) for details regarding
fair value estimation of \ufb01nancial assets and note 7 for IFRS 13 disclosures.
(e) Climate change
In preparing the \ufb01nancial statements, the Directors have considered the impact of climate change
on the Company\u2019s \ufb01nancial statements, and in particular in relation to climate change related
issues a\ufb00ecting any of the issuers in which the Investment Vehicle invests, and this is advised to
the Board regularly by the Investment Vehicle Manager. The Directors will continue to monitor the
risks emanating from climate change, including reputational risk, identi\ufb01ed in the Principal Risks
and Uncertainties on page 21, and as set out in the ESG Committee Report on pages 47 to 49.", "dimensions": { "concept": "ifrs-full:DisclosureOfAccountingJudgementsAndEstimatesExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6509": { "value": "2.2 Going concern
The Directors have reviewed the Company\u2019s budget and cash \ufb02ow forecast for the next 12 months
from the date of approval of the \ufb01nancial statements and also considered information regarding
climate-related matters in conjunction with other uncertainties. On the basis of this review, and
after making due enquiries, the Directors have a reasonable expectation that the Company has
adequate resources to continue in operational existence for the period to 27 March 2025, a period
of twelve months from the date of approval of the \ufb01nancial statements, being the period of
assessment covered by the Directors. The Directors are also satis\ufb01ed that no material climate-
related matters or uncertainties exist that cast signi\ufb01cant doubt over the Company\u2019s ability
to continue as a going concern. In making this assessment, the Directors have considered the
impact that Russia\u2019s invasion of Ukraine and the con\ufb02ict in the Middle East may have on the
Company. Accordingly, they continue to adopt the going concern basis in preparing the \ufb01nancial
statements.", "dimensions": { "concept": "ifrs-full:DisclosureOfGoingConcernExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6545": { "value": "2.3 Foreign currency translations
Transactions in foreign currencies are translated to Euro at the foreign exchange rate on the
transaction date. Monetary assets and liabilities denominated in foreign currencies at the
Statement of Financial Position date are translated to Euro at the foreign exchange rate ruling at
that date. Foreign exchange di\ufb00erences arising on translation are recognised in the Statement of
Comprehensive Income.", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForForeignCurrencyTranslationExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6554": { "value": "2.4 Financial instruments
Financial assets
(a) Classi\ufb01cation
The Company classi\ufb01es its investments as \ufb01nancial assets held at fair value through pro\ufb01t or loss.
These \ufb01nancial assets do not possess contractual terms which give rise to cash \ufb02ows on speci\ufb01ed
dates that are solely payments of principal and interest, and therefore these \ufb01nancial assets
default to this classi\ufb01cation. Financial assets also include cash and cash equivalents as well as
other receivables which are measured at amortised cost.
(b) Recognition, measurement and derecognition
Purchases and sales of investments are recognised on the trade date \u2013 the date on which the
Company commits to purchase or sell the investment. Financial assets at fair value through pro\ufb01t
or loss are measured initially and subsequently at fair value. Transaction costs are expensed as
incurred and movements in fair value are recorded in the Statement of Comprehensive Income.
Financial assets are derecognised when the rights to receive cash \ufb02ows from the investments
have expired or the Company has transferred substantially all risks and rewards of ownership.
(c) Fair value estimation
Fair value is the price that would be received to sell an asset or paid to transfer a liability in
an orderly transaction between market participants at the measurement date. The Company
holds PECs issued by the Investment Vehicle. These investments are not listed or quoted on any
securities exchange and are not traded regularly and, on this basis, no active market exists.
(d) Valuation process
The Company relies on the board of the Investment Vehicle making fair value estimates
of an equivalent basis to those that would be made under IFRS. As at 31 December 2023, the
Directors reviewed documentary evidence of the valuation of Investment Vehicle investments
and scrutinised fair value estimates used to gain assurances as to the appropriateness and
robustness of the valuation methodology applied by the Investment Vehicle to its underlying
portfolio assets and hence to the Company investments in the Investment Vehicle. Being satis\ufb01ed
by the appropriateness and robustness of the valuation methodology applied by the Investment
Vehicle, the Directors then incorporated those fair value estimates into the Company\u2019s Statement
of Financial Position without adjustment.
The Directors interviewed representatives of the Investment Vehicle Manager in order to verify
how the PECs are valued and the composition of the NAV of the PECs as of the date of the
Statement of Financial Position.
The Directors are in regular communications with the Investment Vehicle Manager and receive
monthly performance reports from the Investment Vehicle Manager in respect of the Investment
Vehicle and its underlying investments, which are presented to the Directors by the Investment
Vehicle Manager and discussed by these parties.
The Directors consider the impact of general credit conditions on the valuation of both the PECs
and Investment Vehicle portfolio, as well as speci\ufb01c credit events in the European corporate
environment. The Directors also analyse the Investment Vehicle portfolio in terms of both
investment mix and fair value hierarchy.
Financial Liabilities
(a) Classi\ufb01cation
As disclosed in note 2.7, the Company classi\ufb01es its ordinary shares as \ufb01nancial liabilities held at
amortised cost. Financial liabilities also include payables, excluding accruals, which are also held
at amortised cost.
(b) Recognition, measurement and derecognition
Financial liabilities are recognised initially at fair value plus any directly attributable incremental
costs of acquisition or issue and are subsequently carried at amortised cost. Financial liabilities
are derecognised when the obligation speci\ufb01ed in the contract is discharged, cancelled or expires.
Ordinary shares are carried at amortised cost, being the redemption value that an investor can
partially tender their shareholding at, in accordance with the Company\u2019s tender mechanism.", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6557": { "value": "Financial assets
(a) Classi\ufb01cation
The Company classi\ufb01es its investments as \ufb01nancial assets held at fair value through pro\ufb01t or loss.
These \ufb01nancial assets do not possess contractual terms which give rise to cash \ufb02ows on speci\ufb01ed
dates that are solely payments of principal and interest, and therefore these \ufb01nancial assets
default to this classi\ufb01cation. Financial assets also include cash and cash equivalents as well as
other receivables which are measured at amortised cost.
(b) Recognition, measurement and derecognition
Purchases and sales of investments are recognised on the trade date \u2013 the date on which the
Company commits to purchase or sell the investment. Financial assets at fair value through pro\ufb01t
or loss are measured initially and subsequently at fair value. Transaction costs are expensed as
incurred and movements in fair value are recorded in the Statement of Comprehensive Income.
Financial assets are derecognised when the rights to receive cash \ufb02ows from the investments
have expired or the Company has transferred substantially all risks and rewards of ownership.
(c) Fair value estimation
Fair value is the price that would be received to sell an asset or paid to transfer a liability in
an orderly transaction between market participants at the measurement date. The Company
holds PECs issued by the Investment Vehicle. These investments are not listed or quoted on any
securities exchange and are not traded regularly and, on this basis, no active market exists.
(d) Valuation process
The Company relies on the board of the Investment Vehicle making fair value estimates
of an equivalent basis to those that would be made under IFRS. As at 31 December 2023, the
Directors reviewed documentary evidence of the valuation of Investment Vehicle investments
and scrutinised fair value estimates used to gain assurances as to the appropriateness and
robustness of the valuation methodology applied by the Investment Vehicle to its underlying
portfolio assets and hence to the Company investments in the Investment Vehicle. Being satis\ufb01ed
by the appropriateness and robustness of the valuation methodology applied by the Investment
Vehicle, the Directors then incorporated those fair value estimates into the Company\u2019s Statement
of Financial Position without adjustment.
The Directors interviewed representatives of the Investment Vehicle Manager in order to verify
how the PECs are valued and the composition of the NAV of the PECs as of the date of the
Statement of Financial Position.
The Directors are in regular communications with the Investment Vehicle Manager and receive
monthly performance reports from the Investment Vehicle Manager in respect of the Investment
Vehicle and its underlying investments, which are presented to the Directors by the Investment
Vehicle Manager and discussed by these parties.
The Directors consider the impact of general credit conditions on the valuation of both the PECs
and Investment Vehicle portfolio, as well as speci\ufb01c credit events in the European corporate
environment. The Directors also analyse the Investment Vehicle portfolio in terms of both
investment mix and fair value hierarchy.", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialAssetsExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6566": { "value": "(b) Recognition, measurement and derecognition
Purchases and sales of investments are recognised on the trade date \u2013 the date on which the
Company commits to purchase or sell the investment. Financial assets at fair value through pro\ufb01t
or loss are measured initially and subsequently at fair value. Transaction costs are expensed as
incurred and movements in fair value are recorded in the Statement of Comprehensive Income.
Financial assets are derecognised when the rights to receive cash \ufb02ows from the investments
have expired or the Company has transferred substantially all risks and rewards of ownership.(b) Recognition, measurement and derecognition
Financial liabilities are recognised initially at fair value plus any directly attributable incremental
costs of acquisition or issue and are subsequently carried at amortised cost. Financial liabilities
are derecognised when the obligation speci\ufb01ed in the contract is discharged, cancelled or expires.
Ordinary shares are carried at amortised cost, being the redemption value that an investor can
partially tender their shareholding at, in accordance with the Company\u2019s tender mechanism.", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForDerecognitionOfFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6627": { "value": "Financial Liabilities
(a) Classi\ufb01cation
As disclosed in note 2.7, the Company classi\ufb01es its ordinary shares as \ufb01nancial liabilities held at
amortised cost. Financial liabilities also include payables, excluding accruals, which are also held
at amortised cost.
(b) Recognition, measurement and derecognition
Financial liabilities are recognised initially at fair value plus any directly attributable incremental
costs of acquisition or issue and are subsequently carried at amortised cost. Financial liabilities
are derecognised when the obligation speci\ufb01ed in the contract is discharged, cancelled or expires.
Ordinary shares are carried at amortised cost, being the redemption value that an investor can
partially tender their shareholding at, in accordance with the Company\u2019s tender mechanism.", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialLiabilitiesExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6645": { "value": "2.5 Operating expenses, placing programme costs and share issue costs
Operating expenses, placing programme costs and share issue costs are recognised on an accruals
basis and are recognised in the Statement of Comprehensive Income.", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForExpensesExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6651": { "value": "2.6 Dividends payable
Dividends are recognised as \ufb01nance costs in the Statement of Comprehensive Income on the
record date. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForDividendsExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6657": { "value": "2.7 Ordinary shares
In accordance with IAS 32 \u2013 Financial Instruments: Presentation, the ordinary shares are classi\ufb01ed
as a \ufb01nancial liability rather than equity due to the redemption mechanism of the ordinary shares,
in addition to there being two share classes which have di\ufb00erent characteristics. Refer to note
2.1(d) for detail on signi\ufb01cant accounting judgements regarding the classi\ufb01cation of ordinary
shares as a \ufb01nancial liability and note 12 for detail on the characteristics of the two share classes.", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForIssuedCapitalExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6669": { "value": "2.9 Investment revenue
Investment revenue primarily relates to quarterly income distributions received from the Investment
Vehicle based on income returns and capital appreciation from a diversi\ufb01ed portfolio of sub-
investment grade debt instruments. The Company is entitled to receive income distributions every
quarter, which will equate to not less than 75% of the net income of the Company\u2019s investment
in the Investment Vehicle. Investment revenue is recognised in the Statement of Comprehensive
Income when the Company\u2019s right to such income is established.", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForInvestmentsOtherThanInvestmentsAccountedForUsingEquityMethodExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6703": { "value": "2.10 Cash and cash equivalents
Cash and cash equivalents include cash in hand and deposits held at call with banks. Cash
equivalents are short-term, highly liquid investments, with original maturities of three months
or less that are readily convertible to known amounts of cash and are subject to an insigni\ufb01cant
risk of changes in value.", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyToDetermineComponentsOfCashAndCashEquivalents", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6711": { "value": "2.11 Segmental reporting
The Directors view the operations of the Company as one operating segment, being the investment
business. All signi\ufb01cant operating decisions are based upon analysis of the Company\u2019s investments
as one segment. The \ufb01nancial results from this segment are equivalent to the \ufb01nancial results
of the Company as a whole, which are evaluated regularly by the Board with insight from the
Investment Vehicle Manager.", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForSegmentReportingExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6720": { "value": "2.12 Contingent liabilities and provisions
A contingent liability is a possible obligation depending on whether some uncertain future event
occurs; or a present obligation, but payment is not probable or the amount cannot be measured
reliably. A provision is recognised when:
z
the Company has a present legal or constructive obligation as a result of past events;
z
it is probable that an out\ufb02ow of resources will be required to settle the obligation; and
z
the amount has been reliably estimated.", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForContingentLiabilitiesAndContingentAssetsExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6721": { "value": "2.12 Contingent liabilities and provisions
A contingent liability is a possible obligation depending on whether some uncertain future event
occurs; or a present obligation, but payment is not probable or the amount cannot be measured
reliably. A provision is recognised when:
z
the Company has a present legal or constructive obligation as a result of past events;
z
it is probable that an out\ufb02ow of resources will be required to settle the obligation; and
z
the amount has been reliably estimated.", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForProvisionsExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6736": { "value": "2.13 Taxation
Pro\ufb01ts arising in the Company for the 2023 year of assessment will be subject to Jersey tax at the
standard corporate income tax rate of 0% (2022: 0%). ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForIncomeTaxExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6742": { "value": "2.14 Capital risk management
The Board de\ufb01nes capital as \ufb01nancial resources available to the Company. The Company\u2019s
capital as at 31 December 2023 comprises its net assets attributable to shareholders at a total of
\u20ac249,949,328 (2022: \u20ac236,839,070).
The Company\u2019s objectives when managing capital are to:
z
safeguard the Company\u2019s ability to continue as a going concern;
z
provide returns for shareholders; and
z
maintain an optimal capital structure to minimise the cost of capital.
The Board monitors the capital adequacy of the Company on an ongoing basis and the Company\u2019s
objectives regarding capital management have been met.
Under the Code of Practice for Alternative Investment Funds and AIF Services Business, the
Company, as a self-managed AIF is required to have an initial capital of at least \u20ac300,000. If the
NAV of the Company falls below \u20ac75 million, it will trigger the requirement for the Directors to
convene an extraordinary general meeting to propose an ordinary resolution that the Company
continues its business as a closed-ended investment company. Except for the aforementioned,
the Company has no other internally or externally imposed capital requirements. ", "dimensions": { "concept": "ifrs-full:DisclosureOfObjectivesPoliciesAndProcessesForManagingCapitalExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6777": { "value": "3. Tender fee revenue
The tender price pursuant to the Company\u2019s tender mechanism is calculated based on the NAV
per share (calculated as at the \ufb01nal business day in each quarter up until, and including, the
March 2022 tender and thereafter (i) as at the \ufb01nal business day of the month of September 2022;
or (ii) as at the \ufb01nal business day of the month of March 2023, or such other date as the Directors
in their absolute discretion may determine from time to time) minus 1.0% of the reference price
(the reference price being \u00a31.00 per Sterling share and \u20ac1.00 per Euro share), which is retained
by the Company. The Company recognises retained redemption proceeds of 1% as tender fee
revenue.
During the year ended 31 December 2023, 11,026,640 Sterling shares and 7,979,914 Euro shares
(2022: 18,457,960 Sterling shares and 9,678,734 Euro shares) were tendered by shareholders which
generated tender fee revenue of \u20ac206,590 (2022: \u20ac335,621). Refer to note 12 for further details on
the tender mechanism.", "dimensions": { "concept": "ifrs-full:DisclosureOfRevenueExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6793": { "value": "4. Operating expenses
\u00a0
Year ended
Year ended
\u00a0
31 December
31 December
\u00a0
2023
2022
\u00a0
\u20ac
\u20ac
Directors\u2019 fees (see note 6)
321,113
313,968
Administration fees
248,313
246,133
Professional fees
147,758
404,433
Advisor fees
133,760
167,910
Audit fees
91,184
84,543
Registrar fees
65,349
67,503
Regulatory fees
52,524
53,675
Corporate broker fees
60,199
54,752
Marketing fees
69,396
70,278
Trustee fees
11,039
11,879
Non-audit fees paid to the Auditor
14,603
12,442
Sundry expenses
221,707
213,773
Total operating expenses
1,436,945
1,701,289
\n
Non-audit fees paid to the Auditor
Non-audit fees paid to the Auditor relate to interim review services.
Advisor fees
CVC Credit Partners Investment Services Management Limited (the \u201cCorporate Services Manager\u201d)
provided the services of Mr Justin Atkinson to assist with the marketing and promotion of the
Company\u2019s shares (the \u201cAdvisor fees\u201d). The agreement was terminated e\ufb00ective 31 August 2023.
The Corporate Services Manager recharged the Company for Mr Atkinson\u2019s costs until termination.
During 2023, Cadarn Capital Ltd were engaged to provide distribution and investor relations
services to the Company.
Trustee fees
Trustee fees relate to fees paid to the trustee of the Trust which facilitates the conversion of
treasury shares as further described in note 12. As the Trust was not engaged to convert treasury
shares during the year ended 31 December 2023, the Trust did not earn any commission fee income
for providing such services and only received trustee fees. ", "dimensions": { "concept": "ifrs-full:DisclosureOfOtherOperatingIncomeExpenseExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6794": { "value": "4. Operating expenses
\u00a0
Year ended
Year ended
\u00a0
31 December
31 December
\u00a0
2023
2022
\u00a0
\u20ac
\u20ac
Directors\u2019 fees (see note 6)
321,113
313,968
Administration fees
248,313
246,133
Professional fees
147,758
404,433
Advisor fees
133,760
167,910
Audit fees
91,184
84,543
Registrar fees
65,349
67,503
Regulatory fees
52,524
53,675
Corporate broker fees
60,199
54,752
Marketing fees
69,396
70,278
Trustee fees
11,039
11,879
Non-audit fees paid to the Auditor
14,603
12,442
Sundry expenses
221,707
213,773
Total operating expenses
1,436,945
1,701,289
\n
Non-audit fees paid to the Auditor
Non-audit fees paid to the Auditor relate to interim review services.
Advisor fees
CVC Credit Partners Investment Services Management Limited (the \u201cCorporate Services Manager\u201d)
provided the services of Mr Justin Atkinson to assist with the marketing and promotion of the
Company\u2019s shares (the \u201cAdvisor fees\u201d). The agreement was terminated e\ufb00ective 31 August 2023.
The Corporate Services Manager recharged the Company for Mr Atkinson\u2019s costs until termination.
During 2023, Cadarn Capital Ltd were engaged to provide distribution and investor relations
services to the Company.
Trustee fees
Trustee fees relate to fees paid to the trustee of the Trust which facilitates the conversion of
treasury shares as further described in note 12. As the Trust was not engaged to convert treasury
shares during the year ended 31 December 2023, the Trust did not earn any commission fee income
for providing such services and only received trustee fees. ", "dimensions": { "concept": "ifrs-full:DisclosureOfOtherOperatingExpenseExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6914": { "value": "Non-audit fees paid to the Auditor Non-audit fees paid to the Auditor relate to interim review services.", "dimensions": { "concept": "ifrs-full:DisclosureOfAuditorsRemunerationExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6943": { "value": "5. Finance costs
Dividends paid
Refer to note 12 for further information on dividends paid.", "dimensions": { "concept": "ifrs-full:DisclosureOfFinanceCostExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f6949": { "value": "6. Directors\u2019 fees and interests
Annual Director fees are detailed in the Directors\u2019 Remuneration Report.
Refer to note 4 for details of total Directors\u2019 fees for the years ended 31 December 2023 and
31 December 2022 and the Directors\u2019 Remuneration Report for details on fees due to each Director.
Directors\u2019 fees are paid gross of any taxes. Expenses incurred by the Directors are included within
sundry expenses in note 4.
No pension contributions were paid or are payable in respect of any of the Directors.
Richard Bol\u00e9at acts as the enforcer of the Trust, refer to note 15 for further details.
Directors held the following shares in the Company:
\u00a0
Number of
Sterling shares held
\u00a0
Number of
\u00a0
\u00a0 \u00a0
Euro shares held
\u00a0
\u00a0
As at
As at
As at
As at
\u00a0
31 December
31 December
31 December
31 December
Director
2023
2022
2023
2022
Richard Bol\u00e9at
30,000
30,000
16,590
-
Philip Braun
-
n/a
-
n/a
Stephanie Carbonneil
36,763
22,200
-
-
Esther Gilbert
12,153
7,273
-
-
Robert Kirkby
8,977
n/a
-
n/a
Vanessa Neill
22,585
11,780
-
-
Mark Tucker
1
50,000
50,000
-
-
\n
1
Retired from the Board on 31 December 2023.
Details of Director share purchases after the Statement of Financial Position date can be found
in note 16.", "dimensions": { "concept": "ifrs-full:DisclosureOfInformationAboutKeyManagementPersonnelExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f7087": { "value": "7. Financial assets held at fair value through pro\ufb01t or loss
31 December
31 December
2023
2022
\u20ac
\u20ac
PECs - Unquoted investment
248,600,415
234,969,326
The PECs are valued taking into consideration a range of factors including the audited NAV of
the Investment Vehicle as well as available \ufb01nancial and trading information of the Investment
Vehicle and of its underlying portfolio; the price of recent transactions of PECs redeemed and
advice received from the Investment Vehicle Manager; and such other factors as the Directors,
in their sole discretion, deem relevant in considering a positive or negative adjustment to the
valuation.
\n\n
Refer below for the reconciliation of PECs from 1 January 2022 to 31 December 2023:
Sterling PECs
Euro PECs
As at 1 January 2022
142,063,595.26
118,672,886.93
Subscriptions
-
-
Monthly conversions
4,137,739.77
(5,210,131.43)
Contractual tenders
(18,535,216.00)
(9,528,482.00)
As at 31 December 2022
127,666,119.03 103,934,273.50
Subscriptions
-
-
Monthly conversions
436,782.21
(546,555.97)
Contractual tenders
(11,030,305.00)
(7,811,398.00)
As at 31 December 2023
117,072,596.24
95,576,319.53
\n
Fair value hierarchy
\n
IFRS 13 requires an analysis of investments valued at fair value based on the reliability and
\n
signi\ufb01cance of information used to measure their fair value.
\n
The Company categorises its \ufb01nancial assets and \ufb01nancial liabilities according to the following
\n
fair value hierarchy detailed in IFRS 13, that re\ufb02ects the signi\ufb01cance of the inputs used in
\n
determining their fair values:
\n
Level 1:
Quoted market price (unadjusted) in an active market for an identical instrument.
\n
Level 2:
Valuation techniques based on observable inputs, either directly (i.e., as prices) or
\n
indirectly (i.e., derived from prices). This category includes instruments valued using: quoted
\n
market prices in active markets for similar instruments; quoted prices for identical or similar
\n
instruments in markets that are considered less than active; or other valuation techniques where
\n
all signi\ufb01cant inputs are directly or indirectly observable from market data.
\n
Level 3:
Valuation techniques using signi\ufb01cant unobservable inputs. This category includes all
\n
instruments where the valuation technique includes inputs not based on observable data and
\n
the unobservable variable inputs have a signi\ufb01cant e\ufb00ect on the instrument\u2019s valuation. This
\n
category includes instruments that are valued based on quoted prices for similar instruments
\n
where signi\ufb01cant unobservable adjustments or assumptions are required to re\ufb02ect di\ufb00erences
\n
between the instruments.
Level 1
Level 2
Level 3
Total
As at 31 December 2023
\u20ac
\u20ac
\u20ac
\u20ac
Financial assets
Financial assets held at fair value
through profit or loss
-
-
248,600,415
248,600,415
Financial liabilities
Ordinary shares
1
227,650,626
-
-
227,650,626
\n
1
\n
As disclosed in note 2.7, the Company classi\ufb01es its ordinary shares as \ufb01nancial liabilities held at amortised cost. For
\n
disclosure purposes only, ordinary shares have been disclosed at fair value using the quoted price in accordance with
\n
IFRS 13.
\n
\n
Level 1
Level 2
Level 3
Total
As at 31 December 2022
\u20ac
\u20ac
\u20ac
\u20ac
Financial assets
Financial assets held at fair value
through profit or loss
-
-
234,969,326
234,969,326
Financial liabilities
Ordinary shares
1
220,750,561
-
-
220,750,561
\n
1
\n
As disclosed in note 2.7, the Company classi\ufb01es its ordinary shares as \ufb01nancial liabilities held at amortised cost. For
\n
disclosure purposes only, ordinary shares have been disclosed at fair value using the quoted price in accordance with
\n
IFRS 13.
\n
The \ufb01nancial assets held at fair value through pro\ufb01t or loss is the Company\u2019s unquoted investment
\n
in the PECs and is assessed on an ongoing basis by the Board. The valuation of the PECs is detailed
\n
above. The valuation process for the investments held by the Investment Vehicle is detailed in the
\n
\u2018Investment Vehicle portfolio\u2019 section in Useful Information for Shareholders.
\n
Due to the short-term nature of the payables, their carrying amount is considered to be the same
\n
as their fair value.
\n
The carrying amount of cash and cash equivalents is considered to be the same as their fair value.
\n
Level 3 reconciliation
\n
The following table shows a reconciliation of all movements in the fair value of \ufb01nancial assets
\n
held at fair value through pro\ufb01t or loss categorised within Level 3.
\u20ac
Balance as at 1 January 2023
234,969,326
Subscriptions arising from conversion
533,224
Redemption proceeds arising from conversion
(532,471)
Redemption proceeds arising from tenders
(21,223,747)
Net gain on financial assets held at fair value through profit or loss
31,912,591
Foreign exchange gain on financial assets held at fair value through profit or
loss
2,941,492
Balance as at 31 December 2023
248,600,415
Net gain on financial assets held at fair value through profit or loss for the
year ended 31 December 2023
31,912,591
\n
During 2023, there were no reclassi\ufb01cations between levels of the fair value hierarchy.
\n
\n
\n
\u20ac
Balance as at 1 January 2022
309,706,971
Subscriptions arising from conversion
5,991,716
Redemption proceeds arising from conversion
(5,955,535)
Redemption proceeds arising from tenders
(32,741,193)
Net loss on financial assets held at fair value through profit or loss
(33,535,183)
Foreign exchange loss on financial assets held at fair value through profit or loss
(8,497,450)
Balance as at 31 December 2022
234,969,326
Net loss on financial assets held at fair value through profit or loss for the
year ended 31 December 2022
(33,535,183)
\n
During 2022, there were no reclassi\ufb01cations between levels of the fair value hierarchy.
\n
Quantitative information of signi\ufb01cant unobservable inputs \u2013 Level 3 \u2013 PECs
31 December
2023
Valuation
Description
\u20ac
technique
Unobservable input
Input used
PECs
248,600,415
Adjusted NAV
Discount for lack of liquidity
0%
31 December
2022
Valuation
Description
\u20ac
technique
Unobservable input
Input used
PECs
234,969,326
Adjusted NAV
Discount for lack of liquidity
0%
\n
The Board believes that it is appropriate to measure the PECs at the NAV of the investments held
\n
in the Investment Vehicle, adjusted for discount for lack of liquidity if necessary, as the underlying
\n
investments held in the Investment Vehicle are held at fair value. The Board has concluded that
\n
no adjustment was necessary for the year ended 31 December 2023 (2022: none), given that the
\n
PECs have not been redeemed at a price below the NAV during current and prior periods.
\n
The NAV of the Investment Vehicle attributable to each PEC unit is \u20ac1.0280 (2022: \u20ac1.0131).
\n
\n
Sensitivity analysis to signi\ufb01cant changes in unobservable inputs within Level 3
hierarchy \u2013 Level 3 \u2013 PECs
The signi\ufb01cant unobservable inputs used in the fair value measurement categorised within Level
3 of the fair value hierarchy together with a quantitative sensitivity analysis are shown below:
As at 31 December 2023
Effect on fair value
Description
Input
Sensitivity used
\u20ac
Discount of lack of
PECs
liquidity
3%
(7,458,012)
As at 31 December 2022
Effect on fair value
Description
Input
Sensitivity used
\u20ac
Discount of lack of
PECs
liquidity
3%
(7,049,080)
The sensitivity applied in the analysis above re\ufb02ects the possible impact of the worst case scenario
in the 0-3% (2022: 0-3%) range that is applicable to the discount for lack of liquidity. This level
of change is considered to be possible based on observation of current market conditions and
historical trends that do not suggest the possibility of a more than 3% decline in the redemption
value when compared to the NAV. Refer to note 2.4 for valuation methodology of PECs.", "dimensions": { "concept": "ifrs-full:DisclosureOfFinancialInstrumentsAtFairValueThroughProfitOrLossExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f7706": { "value": "8. Financial risk management
The main risks arising from the Company\u2019s \ufb01nancial instruments are credit risk, liquidity risk,
market risk, interest rate risk, valuation risk and foreign currency risk.
8.1 Credit risk
Credit risk is the risk that a counterparty to a \ufb01nancial instrument will fail to discharge an
obligation or commitment that it has entered into with the Company. The Board has in place
monitoring procedures in respect of counterparty risk which is reviewed on an ongoing basis.
The Company\u2019s credit risk is attributable to its \ufb01nancial assets at fair value through pro\ufb01t or loss,
\ufb01nancial assets receivable and cash and cash equivalents.
In the opinion of the Board, the carrying amounts of \ufb01nancial assets best represent the maximum
credit risk exposure to the Company. The Company\u2019s \ufb01nancial assets exposed to credit risk
amounted to the following:
31 December
31 December
2023
2022
\u20ac
\u20ac
Financial assets held at fair value through profit or loss
248,600,415
234,969,326
Cash and cash equivalents
1,435,723
2,196,695
Total assets
250,036,138
237,166,021
The Company is indirectly exposed to credit risks associated with the investments held by the
Investment Vehicle. These credit risks include (among others): (i) the possibility that earnings of
an underlying issuer may be insu\ufb03cient to meet its debt service obligations; (ii) an underlying
issuer\u2019s assets declining in value; (iii) the declining creditworthiness of the Investment Vehicle\u2019s
\ufb01nancial counterparties; and (iv) the declining creditworthiness, default and potential for
insolvency of issuers during periods of rising interest rates and/or economic downturn. An
economic downturn and/or rising interest rates could severely disrupt the leveraged \ufb01nance
market and adversely a\ufb00ect the value of the Investment Vehicle\u2019s investments and the ability
of issuers to repay principal and interest. In turn, this may adversely a\ufb00ect the performance of
the Investment Vehicle and, by extension, the Company\u2019s business, \ufb01nancial condition, results of
operations, NAV and/or the market prices of the ordinary shares.
The Board discusses the creditworthiness of the Investment Vehicle\u2019s underlying portfolio
constituents and banking counterparties (e.g., banks, money market funds and the issuers of
the debt securities) with CVC Credit Partners on a periodic basis.
The Investment Vehicle\u2019s investment portfolio exposure categorised according to the credit rating
of the issuers, is: BB 9%, B 63%, CCC 18% and not rated 10% (31 December 2022: BB 6%, B 65%,
CCC 19% and not rated 10% ). Cash and cash equivalents exposure is with institutions rated A+
100% (31 December 2022: A+ 100%). Derivative \ufb01nancial instruments market value exposure is
with institutions rated A+ 38% and A- 62% (31 December 2022: A+ 100%).
Cash amounts are placed with BNP Paribas S.A., Jersey Branch and Santander Financial Services
plc, Jersey Branch. BNP Paribas S.A., Jersey Branch, is a wholly owned subsidiary of BNP Paribas
Securities Services S.A. which is publicly traded and a constituent of the S&P 500 Index with a
long-standing credit rating of A+ (2022: A+) from Standard & Poor\u2019s. Santander Financial Services
plc, Jersey Branch, is a wholly owned subsidiary of Santander International with a long-term
credit rating of A1 (2022: A1) from Moody\u2019s.
There is no expected credit loss on cash and cash equivalents.
8.2 Liquidity risk
Liquidity risk is the risk that the Company will encounter di\ufb03culties in realising assets or otherwise
raising funds to meet \ufb01nancial commitments. Given that the PECs issued by the Investment
Vehicle and held by the Company are not traded on a stock exchange, the Company relies on
the periodic redemption mechanism provided by the Investment Vehicle in order to realise its
investments in the Investment Vehicle, and on mechanisms operating in accordance with their
contracted terms. The Company does not have any control over the redemption mechanism
operated by the Investment Vehicle.
Refer to Principal Risks and Uncertainties on pages 18 to 21 and note 12 for detail regarding the
option available to ordinary shareholders to tender their shares, and the applicable restrictions
around that tender mechanism.
The Company may redeem PECs in accordance with its contracted rights. However, if the
Investment Vehicle receives applications to redeem Investment Vehicle interests in respect of
any redemption date and it determines (in its sole judgement) that there is insu\ufb03cient liquidity
to make redemptions without prejudicing existing investors in the Investment Vehicle, then the
Investment Vehicle is entitled to suspend or scale down the redemption requests on a pro rata
basis so as to only carry out redemptions that will not prejudice remaining investors.
\n\n
As such, in circumstances where the Company wishes to redeem part or all of its holdings in the
\n
Investment Vehicle, it may not be able to achieve this on a single redemption date. This may also
\n
result in restrictions on the Company\u2019s ability to complete or to conduct the tender mechanism.
\n
In certain circumstances, whether prior to or following a NAV determination date, (being the
\n
Investment Vehicle valuation date), the Investment Vehicle directors may, at their discretion,
\n
suspend all calculations, payments and redemptions of the outstanding Investment Vehicle
\n
interests (including the Company\u2019s Investment Vehicle interests).
\n
In the event of a material adverse event occurring in relation to the Investment Vehicle or the
\n
market in which it operates generally, the ability of the Company to realise its investment and
\n
prevent the possibility of further losses could, therefore, be limited by its restricted ability to realise
\n
its investment in the Investment Vehicle. This delay could materially a\ufb00ect the value of the PECs
\n
and the timing of when the Company is able to realise its investments in the Investment Vehicle,
\n
which may adversely a\ufb00ect the Company\u2019s business, \ufb01nancial condition, results of operations,
\n
NAV and/or the market prices of the ordinary shares.
\n
The table below shows the worst case scenario of the residual contractual maturity of the
\n
Company\u2019s \ufb01nancial liabilities and the best case scenario for the \ufb01nancial assets:
Less than 1 year
1 to 5 years
Total
31 December 2023
\u20ac
\u20ac
\u20ac
Financial assets
Financial assets held at fair value through
profit or loss
1
134,236,322
114,364,093
248,600,415
Cash and cash equivalents
1,435,723
-
1,435,723
Total undiscounted financial assets
135,672,045
114,364,093
250,036,138
Financial liabilities
Payables
(144,968)
-
(144,968)
Ordinary shares
2
(62,487,332)
(187,461,996)
(249,949,328)
Total undiscounted financial liabilities
(62,632,300)
(187,461,996)
(250,094,296)
\n
1
\n
The Company has classi\ufb01ed \ufb01nancial assets held at fair value through pro\ufb01t or loss into maturity bands based on the
\n
annual maximum redeemable PECs set by the Investment Vehicle Manager at 50% (2022: 50%) after the expected income
\n
distribution which amounted to \u20ac19,872,228 (2022: \u20ac14,862,427).
\n
2
\n
The Company has classi\ufb01ed the ordinary shares into maturity bands based on the approved limits of the shares redeemable
\n
by the shareholders with the maximum annual limit set at 25% (2022: 25%). Details of the Company\u2019s \ufb01nancial liabilities
\n
in relation to the ordinary shares, which are carried at amortised cost, are set out in note 12. The ordinary shares above
\n
include the lifetime decrease in net assets attributable to the Sterling and Euro shares.
\n
\n
Less than 1 year
1 to 5 years
Total
31 December 2022
\u20ac
\u20ac
\u20ac
Financial assets
Financial assets held at fair value through
profit or loss
1
124,915,876
110,053,450
234,969,326
Cash and cash equivalents
2,196,695
-
2,196,695
Total undiscounted financial assets
127,112,571
110,053,450
237,166,021
Financial liabilities
Payables
(377,325)
-
(377,325)
Ordinary shares
2
(59,209,767)
(177,629,303)
(236,839,070)
Total undiscounted financial liabilities
(59,587,092)
(177,629,303)
(237,216,395)
1
The Company has classi\ufb01ed \ufb01nancial assets held at fair value through pro\ufb01t or loss into maturity bands based on the
annual maximum redeemable PECs set by the Investment Vehicle Manager at 50% (2022: 50%) after the expected income
distribution which amounted to \u20ac19,872,228 (2022: \u20ac14,862,427).
2
The Company has classi\ufb01ed the ordinary shares into maturity bands based on the approved limits of the shares redeemable
by the shareholders with the maximum annual limit set at 25% (2022: 25%). Details of the Company\u2019s \ufb01nancial liabilities
in relation to the ordinary shares, which are carried at amortised cost, are set out in note 12. The ordinary shares above
include the lifetime decrease in net assets attributable to the Sterling and Euro shares.
In the ordinary course of business, the Directors expect the Company\u2019s tender mechanism to be
funded by redemptions from the Investment Vehicle, excepting cumulative tenders received in an
amount equal to or less than \u00a3100,000 which may initially, at the discretion of the Directors, be
funded from the Company\u2019s working capital.
8.3 Market risk
Market risk is the risk that the Company\u2019s performance will be adversely a\ufb00ected by changes in
the markets in which it invests. The Company holds a single investment in the form of PECs in the
Investment Vehicle which is the main driver of the Company\u2019s performance.
At the Investment Vehicle level, performance is driven by the portfolio of the Investment Vehicle
and therefore consideration of the market risks to which the Company is exposed should be taken.
The Investment Vehicle is required to hold at least 60% of its gross assets in companies domiciled
in, or with material operations in, Western Europe. As such, the Company and the Investment
Vehicle could be particularly exposed to any deterioration in the current geopolitical and European
economic climate.
In addition, the Investment Vehicle does not have any restrictions on the amount of investments
it can make in a single industry. As such, any signi\ufb01cant event which a\ufb00ects a speci\ufb01c industry in
which the Investment Vehicle has signi\ufb01cant exposure could materially and adversely a\ufb00ect the
performance of the Investment Vehicle and, by extension, the Company\u2019s ordinary shares.
In order to avoid excessive concentrations of risk, the Investment Vehicle\u2019s private placement
memorandum includes speci\ufb01c guidelines on maintaining a diversi\ufb01ed portfolio. These guidelines
are detailed in the \u2018investment limits\u2019 and \u2018borrowing limits\u2019 sections on the Company\u2019s website:
ig.cvc.com/overview/investment-policy/. The Board receives from third-party service providers
the results of investment and borrowing restriction monitoring exercises performed over the
investment portfolio. During the years ended 31 December 2023 and 31 December 2022, the
Company complied with all investment and borrowing limits.
Continued or recurring market deterioration may materially adversely a\ufb00ect the ability of an
issuer whose debt obligations form part of the Investment Vehicle portfolio to service its debts or
re\ufb01nance its outstanding debt. Further, such \ufb01nancial market disruptions may have a negative
e\ufb00ect on the valuations of the Investment Vehicle investments (and, by extension, on the NAV
and/or the market price of the Company\u2019s ordinary shares), and on liquidity events involving
such Investment Vehicle investments. In the future, non-performing assets in the Investment
Vehicle\u2019s portfolio may cause the value of the Investment Vehicle\u2019s portfolio to decrease (and,
by extension, the NAV and/or the market price of the Company\u2019s ordinary shares to decrease).
Adverse economic conditions may also decrease the value of any security obtained in relation
to any of the Investment Vehicle investments. The Board receives frequent presentations and
reporting at Board meetings from CVC Credit Partners which allows it to monitor the performance
of the Investment Vehicle\u2019s investment portfolio.
Refer below for sensitivity analysis on the Statement of Comprehensive Income and NAV of
the Company if the fair value of the PECs at the year-end increased or decreased by 5% (2022:
5%). This level of change is considered to be possible based on observation of current market
conditions.
31 December 2023
Increase by
Decrease by
Current value
Total
5%
5%
Sterling PECs (Euro equivalent)
\u20ac150,351,877
\u20ac7,517,594
\u20ac(7,517,594)
Euro PECs
\u20ac98,248,538
\u20ac4,912,427
\u20ac(4,912,427)
Financial assets held at fair value through
profit or loss
\u20ac248,600,415
\u20ac12,430,021
\u20ac(12,430,021)
Sterling PECs
\u00a3130,344,064
\u00a36,517,203
\u00a3(6,517,203)
31 December 2022
Current value
Total
Increase by 5%
Decrease by 5%
Sterling PECs (Euro equivalent)
\u20ac140,626,211
\u20ac7,031,311
\u20ac(7,031,311)
Euro PECs
\u20ac94,343,115
\u20ac4,717,156
\u20ac(4,717,156)
Financial assets held at fair value through
profit or loss
\u20ac234,969,326
\u20ac11,748,466
\u20ac(11,748,466)
Sterling PECs
\u00a3124,503,064
\u00a36,225,153
\u00a3(6,225,153)
The above calculations are based on the investment valuation at the Statement of Financial
Position date and may not be re\ufb02ective of future market conditions.
\n\n
8.4 Interest rate risk
\n
Interest rate movements a\ufb00ect the fair value of investments in \ufb01xed interest rate securities and
\n
\ufb02oating rate loans and on the level of income receivable on \ufb02oating rate loans and cash deposits.
\n
The Company invests in PECs which are non-interest bearing and therefore the majority of the
\n
Company\u2019s interest rate exposure arises indirectly in the fair value of the underlying Investment
\n
Vehicle portfolio which is largely invested in the debt securities of companies domiciled in, or with
\n
material operations in, Western Europe.
\n
As at 31 December 2023, the Investment Vehicle portfolio contained interest bearing \ufb01nancial
\n
assets at fair value through pro\ufb01t or loss of \u20ac626.7 million (2022: \u20ac587.2 million) and \ufb01nancial
\n
liabilities at fair value through pro\ufb01t or loss of \u20acnil (2022: \u20ac nil). Most of these investments in
\n
debt securities carry variable interest rates and have various maturity dates. Interest rate risk on
\n
\ufb01xed interest instruments is considered to be part of market risk on fair value and is monitored
\n
by the Board on a monthly basis. In addition, as at 31 December 2023, the Company was exposed
\n
to interest rate risk arising on the Investment Vehicle\u2019s derivative \ufb01nancial instruments of
\n
\u20ac2.5 million (2022: \u20ac13.6 million), receivables and payables on unsettled trades of \u20ac14.9 million
\n
(2022: \u20ac4.8 million) and \u20ac13.5 million (2022: \u20ac20.1 million), respectively, and loans and borrowings
\n
of \u20ac155.0 million (2022: \u20ac158.1 million).
\n
The Company is also exposed to changes in interest rates on cash and cash equivalents held
\n
directly of \u20ac1,435,723 (2022: \u20ac2,196,695). The Board considers this risk to be immaterial to the
\n
Company.
\n
8.5 Valuation risk
\n
Valuation risk is the risk that the valuation of the Company\u2019s investments in the Investment
\n
Vehicle PECs, and accordingly the periodic calculation of the NAV of the Company\u2019s Sterling
\n
and Euro shares, does not re\ufb02ect the true value of the Company\u2019s proportionate interest in the
\n
Investment Vehicle\u2019s underlying investment portfolio.
\n
The Investment Vehicle\u2019s portfolio may at any given time include securities or other \ufb01nancial
\n
instruments or obligations which are very thinly traded, for which no ready market exists or which
\n
are restricted as to their transferability under applicable securities laws. These investments may
\n
be extremely di\ufb03cult to value accurately.
\n
Further, because of overall size or concentration in particular markets of positions held by the
\n
Investment Vehicle, the value of its investments at which they can be liquidated may di\ufb00er,
\n
sometimes signi\ufb01cantly, from their carrying values. Third-party pricing information may not be
\n
available for certain positions held by the Investment Vehicle and therefore investments held by
\n
the Investment Vehicle may be valued based on valuation techniques using unobservable inputs.
\n
In light of the foregoing, there is a risk that an Investment Vehicle interest holder, such as the
\n
Company, which redeems all or part of its investment while the Investment Vehicle holds such
\n
investments, could be paid an amount less than it would otherwise be paid if the actual value of
\n
the Investment Vehicle\u2019s investment was higher than the value designated for that investment
\n
by the Investment Vehicle. Similarly, there is a risk that a redeeming Investment Vehicle interest
\n
holder might, in e\ufb00ect, be overpaid at the time of the applicable redemption if the actual value
\n
of the Investment Vehicle\u2019s investment was lower than the value designated for that investment
\n
by the Investment Vehicle, in which case the value of the Investment Vehicle interests to the
\n
remaining Investment Vehicle interest holders would be reduced.
\n
The Board of the Investment Vehicle monitors and reviews the PEC valuation process frequently
\n
and the Board of the Company monitors and reviews the Company\u2019s NAV production process
\n
regularly.
\n
Refer to note 7 for sensitivity analysis to signi\ufb01cant changes in unobservable inputs within Level
3 hierarchy of the Company\u2019s investments and underlying investments held by the Investment
Vehicle.
8.6 Foreign currency risk
Foreign currency risk is the risk that the values of the Company\u2019s assets and liabilities are adversely
a\ufb00ected by changes in the values of foreign currencies by reference to the Company\u2019s functional
currency. The functional currency of the Company and the Investment Vehicle is the Euro.
At the Company level, the Sterling and Euro share classes invest into Sterling and Euro PECs,
respectively, and therefore there is no material foreign currency risk at the Company level. The
Company only has exposure to material foreign currency movements at the Investment Vehicle
level.
At the Investment Vehicle level, certain assets are typically denominated in other currencies. The
Investment Vehicle is subject to immaterial foreign currency exchange risks and the value of its
assets may be a\ufb00ected by \ufb02uctuations in foreign currency exchange rates. This may, in turn, result
in \ufb02uctuations in the value of the Sterling and Euro PECs which would result in similar variances
within the NAV per share of the Sterling shares and Euro shares the issued by the Company, and
so in variations between the market prices of Sterling shares and the Euro shares.
The Investment Vehicle uses a third-party professional foreign exchange manager, who regularly
updates the Board, to seek to fully hedge the foreign currency exposures to which it is exposed.
However, it may not be possible for the Investment Vehicle to hedge against a particular change
or event at an acceptable price or at all. In addition, there can be no assurance that any attempt
to hedge against a particular change or event would be successful, and any such hedging
failure could materially and adversely a\ufb00ect the performance of the Investment Vehicle and, by
extension, the Company\u2019s business, \ufb01nancial condition, results of operations, NAV and/or the
market prices of the ordinary shares.
Subscription monies for Sterling shares issued by the Company have been used to fund subscriptions
for Sterling-denominated PECs and such monies may then be converted to Euro by the Investment
Vehicle for operating purposes. The holders of Sterling shares will therefore be subject to the
foreign currency \ufb02uctuations between Sterling and Euro. Although the Investment Vehicle has in
place a hedging programme, there is no guarantee that any such hedging arrangements will be
successful. In addition, the costs and any bene\ufb01t of hedging such foreign currency exposure will
be allocated solely to the Sterling-denominated PECs (and, as a consequence, indirectly impacts
the Company\u2019s Sterling Shares).
The below information regarding the foreign currency risk for the Investment Vehicle has been
included for informational purposes only.
The following table indicates the currencies to which the Investment Vehicle had signi\ufb01cant
exposure as at 31 December 2023 on its \ufb01nancial assets and liabilities. The analysis calculates the
total e\ufb00ect of a reasonably possible movement of the currency rate against the EUR on the net
assets attributable to PEC holders with all other variables held constant and includes the impact
of the hedging programme undertaken by the Investment Vehicle.
Effect on net assets attributable to PEC
holders and on the change in net assets
attributable to PEC holders from operations
Change in
31 December 2023
31 December 2022
Currency
currency rate
\u20ac\u2019000
\u20ac\u2019000
GBP
10%
153
142
USD
10%
125
197
An equivalent decrease in each of the aforementioned currencies against the EUR would have
resulted in an equivalent but opposite impact.", "dimensions": { "concept": "ifrs-full:DisclosureOfFinancialRiskManagementExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f7711": { "value": "8.1 Credit risk
Credit risk is the risk that a counterparty to a \ufb01nancial instrument will fail to discharge an
obligation or commitment that it has entered into with the Company. The Board has in place
monitoring procedures in respect of counterparty risk which is reviewed on an ongoing basis.
The Company\u2019s credit risk is attributable to its \ufb01nancial assets at fair value through pro\ufb01t or loss,
\ufb01nancial assets receivable and cash and cash equivalents.
In the opinion of the Board, the carrying amounts of \ufb01nancial assets best represent the maximum
credit risk exposure to the Company. The Company\u2019s \ufb01nancial assets exposed to credit risk
amounted to the following:
31 December
31 December
2023
2022
\u20ac
\u20ac
Financial assets held at fair value through profit or loss
248,600,415
234,969,326
Cash and cash equivalents
1,435,723
2,196,695
Total assets
250,036,138
237,166,021
The Company is indirectly exposed to credit risks associated with the investments held by the
Investment Vehicle. These credit risks include (among others): (i) the possibility that earnings of
an underlying issuer may be insu\ufb03cient to meet its debt service obligations; (ii) an underlying
issuer\u2019s assets declining in value; (iii) the declining creditworthiness of the Investment Vehicle\u2019s
\ufb01nancial counterparties; and (iv) the declining creditworthiness, default and potential for
insolvency of issuers during periods of rising interest rates and/or economic downturn. An
economic downturn and/or rising interest rates could severely disrupt the leveraged \ufb01nance
market and adversely a\ufb00ect the value of the Investment Vehicle\u2019s investments and the ability
of issuers to repay principal and interest. In turn, this may adversely a\ufb00ect the performance of
the Investment Vehicle and, by extension, the Company\u2019s business, \ufb01nancial condition, results of
operations, NAV and/or the market prices of the ordinary shares.
The Board discusses the creditworthiness of the Investment Vehicle\u2019s underlying portfolio
constituents and banking counterparties (e.g., banks, money market funds and the issuers of
the debt securities) with CVC Credit Partners on a periodic basis.
The Investment Vehicle\u2019s investment portfolio exposure categorised according to the credit rating
of the issuers, is: BB 9%, B 63%, CCC 18% and not rated 10% (31 December 2022: BB 6%, B 65%,
CCC 19% and not rated 10% ). Cash and cash equivalents exposure is with institutions rated A+
100% (31 December 2022: A+ 100%). Derivative \ufb01nancial instruments market value exposure is
with institutions rated A+ 38% and A- 62% (31 December 2022: A+ 100%).
Cash amounts are placed with BNP Paribas S.A., Jersey Branch and Santander Financial Services
plc, Jersey Branch. BNP Paribas S.A., Jersey Branch, is a wholly owned subsidiary of BNP Paribas
Securities Services S.A. which is publicly traded and a constituent of the S&P 500 Index with a
long-standing credit rating of A+ (2022: A+) from Standard & Poor\u2019s. Santander Financial Services
plc, Jersey Branch, is a wholly owned subsidiary of Santander International with a long-term
credit rating of A1 (2022: A1) from Moody\u2019s.
There is no expected credit loss on cash and cash equivalents.", "dimensions": { "concept": "ifrs-full:DisclosureOfCreditRiskExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f7811": { "value": "There is no expected credit loss on cash and cash equivalents.", "dimensions": { "concept": "ifrs-full:DisclosureOfAllowanceForCreditLossesExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f7813": { "value": "8.2 Liquidity risk
Liquidity risk is the risk that the Company will encounter di\ufb03culties in realising assets or otherwise
raising funds to meet \ufb01nancial commitments. Given that the PECs issued by the Investment
Vehicle and held by the Company are not traded on a stock exchange, the Company relies on
the periodic redemption mechanism provided by the Investment Vehicle in order to realise its
investments in the Investment Vehicle, and on mechanisms operating in accordance with their
contracted terms. The Company does not have any control over the redemption mechanism
operated by the Investment Vehicle.
Refer to Principal Risks and Uncertainties on pages 18 to 21 and note 12 for detail regarding the
option available to ordinary shareholders to tender their shares, and the applicable restrictions
around that tender mechanism.
The Company may redeem PECs in accordance with its contracted rights. However, if the
Investment Vehicle receives applications to redeem Investment Vehicle interests in respect of
any redemption date and it determines (in its sole judgement) that there is insu\ufb03cient liquidity
to make redemptions without prejudicing existing investors in the Investment Vehicle, then the
Investment Vehicle is entitled to suspend or scale down the redemption requests on a pro rata
basis so as to only carry out redemptions that will not prejudice remaining investors.
\n
\n\n
As such, in circumstances where the Company wishes to redeem part or all of its holdings in the
\n
Investment Vehicle, it may not be able to achieve this on a single redemption date. This may also
\n
result in restrictions on the Company\u2019s ability to complete or to conduct the tender mechanism.
\n
In certain circumstances, whether prior to or following a NAV determination date, (being the
\n
Investment Vehicle valuation date), the Investment Vehicle directors may, at their discretion,
\n
suspend all calculations, payments and redemptions of the outstanding Investment Vehicle
\n
interests (including the Company\u2019s Investment Vehicle interests).
\n
In the event of a material adverse event occurring in relation to the Investment Vehicle or the
\n
market in which it operates generally, the ability of the Company to realise its investment and
\n
prevent the possibility of further losses could, therefore, be limited by its restricted ability to realise
\n
its investment in the Investment Vehicle. This delay could materially a\ufb00ect the value of the PECs
\n
and the timing of when the Company is able to realise its investments in the Investment Vehicle,
\n
which may adversely a\ufb00ect the Company\u2019s business, \ufb01nancial condition, results of operations,
\n
NAV and/or the market prices of the ordinary shares.
\n
The table below shows the worst case scenario of the residual contractual maturity of the
\n
Company\u2019s \ufb01nancial liabilities and the best case scenario for the \ufb01nancial assets:
Less than 1 year
1 to 5 years
Total
31 December 2023
\u20ac
\u20ac
\u20ac
Financial assets
Financial assets held at fair value through
profit or loss
1
134,236,322
114,364,093
248,600,415
Cash and cash equivalents
1,435,723
-
1,435,723
Total undiscounted financial assets
135,672,045
114,364,093
250,036,138
Financial liabilities
Payables
(144,968)
-
(144,968)
Ordinary shares
2
(62,487,332)
(187,461,996)
(249,949,328)
Total undiscounted financial liabilities
(62,632,300)
(187,461,996)
(250,094,296)
\n
1
\n
The Company has classi\ufb01ed \ufb01nancial assets held at fair value through pro\ufb01t or loss into maturity bands based on the
\n
annual maximum redeemable PECs set by the Investment Vehicle Manager at 50% (2022: 50%) after the expected income
\n
distribution which amounted to \u20ac19,872,228 (2022: \u20ac14,862,427).
\n
2
\n
The Company has classi\ufb01ed the ordinary shares into maturity bands based on the approved limits of the shares redeemable
\n
by the shareholders with the maximum annual limit set at 25% (2022: 25%). Details of the Company\u2019s \ufb01nancial liabilities
\n
in relation to the ordinary shares, which are carried at amortised cost, are set out in note 12. The ordinary shares above
\n
include the lifetime decrease in net assets attributable to the Sterling and Euro shares.
\n
\n
Less than 1 year
1 to 5 years
Total
31 December 2022
\u20ac
\u20ac
\u20ac
Financial assets
Financial assets held at fair value through
profit or loss
1
124,915,876
110,053,450
234,969,326
Cash and cash equivalents
2,196,695
-
2,196,695
Total undiscounted financial assets
127,112,571
110,053,450
237,166,021
Financial liabilities
Payables
(377,325)
-
(377,325)
Ordinary shares
2
(59,209,767)
(177,629,303)
(236,839,070)
Total undiscounted financial liabilities
(59,587,092)
(177,629,303)
(237,216,395)
1
The Company has classi\ufb01ed \ufb01nancial assets held at fair value through pro\ufb01t or loss into maturity bands based on the
annual maximum redeemable PECs set by the Investment Vehicle Manager at 50% (2022: 50%) after the expected income
distribution which amounted to \u20ac19,872,228 (2022: \u20ac14,862,427).
2
The Company has classi\ufb01ed the ordinary shares into maturity bands based on the approved limits of the shares redeemable
by the shareholders with the maximum annual limit set at 25% (2022: 25%). Details of the Company\u2019s \ufb01nancial liabilities
in relation to the ordinary shares, which are carried at amortised cost, are set out in note 12. The ordinary shares above
include the lifetime decrease in net assets attributable to the Sterling and Euro shares.
In the ordinary course of business, the Directors expect the Company\u2019s tender mechanism to be
funded by redemptions from the Investment Vehicle, excepting cumulative tenders received in an
amount equal to or less than \u00a3100,000 which may initially, at the discretion of the Directors, be
funded from the Company\u2019s working capital.", "dimensions": { "concept": "ifrs-full:DisclosureOfLiquidityRiskExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f8098": { "value": "8.3 Market risk
Market risk is the risk that the Company\u2019s performance will be adversely a\ufb00ected by changes in
the markets in which it invests. The Company holds a single investment in the form of PECs in the
Investment Vehicle which is the main driver of the Company\u2019s performance.
At the Investment Vehicle level, performance is driven by the portfolio of the Investment Vehicle
and therefore consideration of the market risks to which the Company is exposed should be taken.
The Investment Vehicle is required to hold at least 60% of its gross assets in companies domiciled
in, or with material operations in, Western Europe. As such, the Company and the Investment
Vehicle could be particularly exposed to any deterioration in the current geopolitical and European
economic climate.
In addition, the Investment Vehicle does not have any restrictions on the amount of investments
it can make in a single industry. As such, any signi\ufb01cant event which a\ufb00ects a speci\ufb01c industry in
which the Investment Vehicle has signi\ufb01cant exposure could materially and adversely a\ufb00ect the
performance of the Investment Vehicle and, by extension, the Company\u2019s ordinary shares.
In order to avoid excessive concentrations of risk, the Investment Vehicle\u2019s private placement
memorandum includes speci\ufb01c guidelines on maintaining a diversi\ufb01ed portfolio. These guidelines
are detailed in the \u2018investment limits\u2019 and \u2018borrowing limits\u2019 sections on the Company\u2019s website:
ig.cvc.com/overview/investment-policy/. The Board receives from third-party service providers
the results of investment and borrowing restriction monitoring exercises performed over the
investment portfolio. During the years ended 31 December 2023 and 31 December 2022, the
Company complied with all investment and borrowing limits.
Continued or recurring market deterioration may materially adversely a\ufb00ect the ability of an
issuer whose debt obligations form part of the Investment Vehicle portfolio to service its debts or
re\ufb01nance its outstanding debt. Further, such \ufb01nancial market disruptions may have a negative
e\ufb00ect on the valuations of the Investment Vehicle investments (and, by extension, on the NAV
and/or the market price of the Company\u2019s ordinary shares), and on liquidity events involving
such Investment Vehicle investments. In the future, non-performing assets in the Investment
Vehicle\u2019s portfolio may cause the value of the Investment Vehicle\u2019s portfolio to decrease (and,
by extension, the NAV and/or the market price of the Company\u2019s ordinary shares to decrease).
Adverse economic conditions may also decrease the value of any security obtained in relation
to any of the Investment Vehicle investments. The Board receives frequent presentations and
reporting at Board meetings from CVC Credit Partners which allows it to monitor the performance
of the Investment Vehicle\u2019s investment portfolio.
Refer below for sensitivity analysis on the Statement of Comprehensive Income and NAV of
the Company if the fair value of the PECs at the year-end increased or decreased by 5% (2022:
5%). This level of change is considered to be possible based on observation of current market
conditions.
31 December 2023
Increase by
Decrease by
Current value
Total
5%
5%
Sterling PECs (Euro equivalent)
\u20ac150,351,877
\u20ac7,517,594
\u20ac(7,517,594)
Euro PECs
\u20ac98,248,538
\u20ac4,912,427
\u20ac(4,912,427)
Financial assets held at fair value through
profit or loss
\u20ac248,600,415
\u20ac12,430,021
\u20ac(12,430,021)
Sterling PECs
\u00a3130,344,064
\u00a36,517,203
\u00a3(6,517,203)
31 December 2022
Current value
Total
Increase by 5%
Decrease by 5%
Sterling PECs (Euro equivalent)
\u20ac140,626,211
\u20ac7,031,311
\u20ac(7,031,311)
Euro PECs
\u20ac94,343,115
\u20ac4,717,156
\u20ac(4,717,156)
Financial assets held at fair value through
profit or loss
\u20ac234,969,326
\u20ac11,748,466
\u20ac(11,748,466)
Sterling PECs
\u00a3124,503,064
\u00a36,225,153
\u00a3(6,225,153)
The above calculations are based on the investment valuation at the Statement of Financial
Position date and may not be re\ufb02ective of future market conditions.", "dimensions": { "concept": "ifrs-full:DisclosureOfMarketRiskExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f8363": { "value": "8.6 Foreign currency risk
Foreign currency risk is the risk that the values of the Company\u2019s assets and liabilities are adversely
a\ufb00ected by changes in the values of foreign currencies by reference to the Company\u2019s functional
currency. The functional currency of the Company and the Investment Vehicle is the Euro.
At the Company level, the Sterling and Euro share classes invest into Sterling and Euro PECs,
respectively, and therefore there is no material foreign currency risk at the Company level. The
Company only has exposure to material foreign currency movements at the Investment Vehicle
level.
At the Investment Vehicle level, certain assets are typically denominated in other currencies. The
Investment Vehicle is subject to immaterial foreign currency exchange risks and the value of its
assets may be a\ufb00ected by \ufb02uctuations in foreign currency exchange rates. This may, in turn, result
in \ufb02uctuations in the value of the Sterling and Euro PECs which would result in similar variances
within the NAV per share of the Sterling shares and Euro shares the issued by the Company, and
so in variations between the market prices of Sterling shares and the Euro shares.
The Investment Vehicle uses a third-party professional foreign exchange manager, who regularly
updates the Board, to seek to fully hedge the foreign currency exposures to which it is exposed.
However, it may not be possible for the Investment Vehicle to hedge against a particular change
or event at an acceptable price or at all. In addition, there can be no assurance that any attempt
to hedge against a particular change or event would be successful, and any such hedging
failure could materially and adversely a\ufb00ect the performance of the Investment Vehicle and, by
extension, the Company\u2019s business, \ufb01nancial condition, results of operations, NAV and/or the
market prices of the ordinary shares.
Subscription monies for Sterling shares issued by the Company have been used to fund subscriptions
for Sterling-denominated PECs and such monies may then be converted to Euro by the Investment
Vehicle for operating purposes. The holders of Sterling shares will therefore be subject to the
foreign currency \ufb02uctuations between Sterling and Euro. Although the Investment Vehicle has in
place a hedging programme, there is no guarantee that any such hedging arrangements will be
successful. In addition, the costs and any bene\ufb01t of hedging such foreign currency exposure will
be allocated solely to the Sterling-denominated PECs (and, as a consequence, indirectly impacts
the Company\u2019s Sterling Shares).
The below information regarding the foreign currency risk for the Investment Vehicle has been
included for informational purposes only.
The following table indicates the currencies to which the Investment Vehicle had signi\ufb01cant
exposure as at 31 December 2023 on its \ufb01nancial assets and liabilities. The analysis calculates the
total e\ufb00ect of a reasonably possible movement of the currency rate against the EUR on the net
assets attributable to PEC holders with all other variables held constant and includes the impact
of the hedging programme undertaken by the Investment Vehicle.
Effect on net assets attributable to PEC
holders and on the change in net assets
attributable to PEC holders from operations
Change in
31 December 2023
31 December 2022
Currency
currency rate
\u20ac\u2019000
\u20ac\u2019000
GBP
10%
153
142
USD
10%
125
197
An equivalent decrease in each of the aforementioned currencies against the EUR would have
resulted in an equivalent but opposite impact. ", "dimensions": { "concept": "ifrs-full:DisclosureOfEffectOfChangesInForeignExchangeRatesExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f8482": { "value": "9. Payables
31 December
31 December
2023
2022
\u20ac
\u20ac
Advisor fees
-
148,314
Audit fees
41,379
49,089
Administration fees
21,576
21,833
Other payables
82,013
158,089
Total payables
144,968
377,325
", "dimensions": { "concept": "ifrs-full:DisclosureOfTradeAndOtherPayablesExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f8539": { "value": "10. Contingent liabilities and commitments As at 31 December 2023, the Company had no contingent liabilities or commitments (2022: nil).", "dimensions": { "concept": "ifrs-full:DisclosureOfCommitmentsAndContingentLiabilitiesExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f8540": { "value": "10. Contingent liabilities and commitments As at 31 December 2023, the Company had no contingent liabilities or commitments (2022: nil).", "dimensions": { "concept": "ifrs-full:DisclosureOfCommitmentsExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f8541": { "value": "10. Contingent liabilities and commitments As at 31 December 2023, the Company had no contingent liabilities or commitments (2022: nil).", "dimensions": { "concept": "ifrs-full:DisclosureOfContingentLiabilitiesExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f8547": { "value": "11. Stated capital
Number of
Number of
shares
Stated capital
shares
Stated capital
31 December
31 December
31 December
31 December
2023
2023
2022
2022
\u20ac
\u20ac
Management shares
2
-
2
-
Management shares
Management shares are non-redeemable, have no par value and no voting rights, and also no
pro\ufb01t allocated to them in the earnings per share calculation.
12. Ordinary shares
The Company has two classes of ordinary shares, being Sterling shares and Euro shares.
Each Sterling share holds 1.17 voting rights and each Euro share holds 1 voting right. Each share
has no par value.
Number of
Stated capital
Number of
Stated capital
shares
31 December
shares
31 December
31 December
2023
31 December
2022
2023
\u20ac
2022
\u20ac
Sterling shares
118,916,157
151,390,416
129,518,607
161,549,578
Euro shares
96,553,753
98,295,010
105,076,336
106,767,222
Total
215,469,910
1
249,685,426
2
234,594,943
1
268,316,800
2
1
Excludes 247,533,235 (2022: 236,506,595) Sterling shares and 52,747,703 (2022: 44,767,789) Euro shares held as treasury
shares.
1,2
Excludes \u20ac263,902 (2022: (\u20ac31,477,730)) relating to the increase (2022: decrease) since inception in net assets
attributable to shareholders from operations.
31 December
31 December
2023
2022
Total
Total
Share movements
\u20ac
\u20ac
Opening balance
268,316,800
310,121,014
Issue of ordinary shares
-
-
Subscriptions arising from conversion of ordinary shares
533,224
5,991,717
Redemption payments arising from conversion of ordinary shares
(532,471)
(5,955,535)
Redemption payments arising from tenders of ordinary shares
(21,593,903)
(33,198,148)
Foreign currency exchange gain on ordinary shares
2,961,776
(8,642,248)
Closing balance
249,685,426
268,316,800
As at 31 December 2023, the Company had 366,449,392 (inclusive of 247,533,235 treasury shares)
(2022: 366,025,202 (inclusive of 236,506,595 treasury shares)) Sterling shares in issue and
149,301,456 (inclusive of 52,747,703 treasury shares) (2022: 149,844,125 (inclusive of 44,767,789
treasury shares)) Euro shares.
Share conversions
Until 1 June 2022, at the \ufb01rst Business Day of each month (each \ufb01rst Business Day of the relevant
month being a \u201cConversion Calculation Date\u201d), shareholders could convert shares of any class
into shares of any other class (of which shares were in issue at the relevant time) by giving not
less than 10 Business Days\u2019 notice to the Company in advance of such Conversion Calculation
Date.
With e\ufb00ect from 1 July 2022, at the \ufb01rst Business Days of January and July of each year (each
\ufb01rst Business Day of January or July of each year being a \u201cShare Conversion Calculation Date\u201d),
shareholders can convert shares of any class into shares of any other class (of which shares are
in issue at the relevant time) by giving not less than 10 business days\u2019 notice to the Company in
advance of such Share Conversion Calculation Date, either through submission of the relevant
instruction mechanism (for shareholders holding shares in uncerti\ufb01cated form) or through
submission of a share conversion notice and the return of the relevant share certi\ufb01cate to the
Company\u2019s registrars. This mechanism is subject to regulatory considerations.
Such share conversion will be e\ufb00ected on the basis of the ratio of the last reported NAV per share
of the class of shares held (calculated in Euro less the costs of e\ufb00ecting such share conversion
and adjusted to re\ufb02ect the impact of adjusting any currency hedging arrangements and taking
account of any dividends resolved to be paid), to the last reported NAV per share of the class of
shares into which they will be converted (also calculated in Euro, and each as at the relevant
share Conversion Calculation Date) in each case, for the avoidance of doubt, such Net Asset
Value per share shall be calculated inclusive of accrued income.
During the year no (2022: 250,000) Sterling shares were converted into (2022: 318,897) Euro shares
and 542,669 (2022: 5,580,392) Euro shares were converted into 424,190 (2022: 4,352,393) Sterling
shares.
Treasury share convertor mechanism
At the 2016 Annual General Meeting, the Company requested, and received, shareholder approval
to create a mechanism whereby treasury shares held by the Company be converted from one
currency denomination to another in accordance with the procedure set out in the Articles. As
the conversion cannot take place while the treasury shares are held by the Company, it was
proposed that a facility be created so that some or all of the treasury shares be sold to a related
party, who would be willing to facilitate the conversion of the treasury shares from one currency
denomination to another. The treasury share convertor mechanism was put in place to provide
the Company with a means of converting one class into another to meet demand in the market
from time to time.
Accordingly, on 11 September 2017, the Company established the Trust, a business purpose trust
established under Jersey law. The purpose of the Trust is the facilitation of the conversion of
the treasury shares by the incorporation of a company, Conversion SPV Limited (\u201cConversion
Vehicle\u201d), who would purchase treasury shares from the Company, convert them into shares
of the other currency denomination and sell those converted shares back to the Company. The
Chairman of the Company was appointed as the enforcer of the Trust.
The treasury share convertor mechanism was not utilised during the year ended 31 December 2023
(2022: not utilised).
Tender mechanism
The Company has, established a tender mechanism that enables shareholders to tender their
shares in the Company in accordance with a stated contracted mechanism.
The Directors believe that the Company\u2019s tender mechanism provides shareholders with additional
liquidity when compared with other listed closed-ended investment companies. The o\ufb00er of the
Company\u2019s tender mechanism is subject to annual shareholder approval and subject to the terms,
conditions and restrictions as set out in the prospectus.
On 1 February 2024, the Board announced the addition in the March 2024 Tender of an option for
tendering shareholders to tender shares for placing with third party investors as an alternative
to having the shares repurchased by the Company. By participating in the placing, shareholders
have the opportunity to realise their shares and receive the consideration for all successfully
placed shares up to 10 weeks earlier than the consideration payable for shares repurchased by
the Company pursuant to the March 2024 Tender. Such an outcome will depend on the extent to
which Winter\ufb02ood Securities Limited identi\ufb01es investors willing to buy the shares at a price per
share which is equal to or higher than the \ufb02oor price set by the Company (as detailed below).
Shares not placed successfully will be repurchased in the same way as they would be under the
current tender terms and conditions.
\n\n
In consideration of its role in the placing in the March 2024 Tender, the Company will pay
\n
Winter\ufb02ood Securities Limited a commission of 0.5 per cent of the gross proceeds generated by
\n
the placing purchases.
\n
The summary of the placing arrangements incorporated the following:
\n
For the March 2024 Tender:
\n
(i)
Shareholders (other than restricted shareholders) who held shares on the relevant tender
\n
record date may, instead of simply tendering shares for repurchase, elect to have the Shares
\n
be placed by Winter\ufb02ood Securities Limited with placees.
\n
(ii)
The placing price shall be subject to a \ufb02oor price per share of an amount equal to 98% of the
\n
last NAV per share published by the Company before the placing closes on 5 March 2024.
\n
(iii)
The consideration for each successful placing will be paid in accordance with the regular
\n
settlement procedures under the tender terms and conditions (as amended and restated on
\n
1 February 2024).
\n
(iv)
Where placees are not willing to take all shares submitted for a placing, shares tendered for
\n
the placing will be scaled back on a pro rata basis.
\n
(v)
All unplaced shares will be deemed to have been tendered for purchase by the Company at
\n
the tender price and will be repurchased in the same way as they would be under the current
\n
tender terms and conditions.
\n
This section should be read in conjunction with the amended and restated tender terms and
\n
conditions which are available on the Company\u2019s website: CVC Income & Growth \u2013 Proven dynamic
\n
strategy to deliver cash yield & capital gains.
\n
It is important to note that tenders, if made, are contingent upon certain factors including, but
\n
not limited to, the Company\u2019s ability to \ufb01nance tender purchases through submitting redemption
\n
requests to the Investment Vehicle to redeem a pro rata amount of Company Investment Vehicle
\n
interests.
\n
Factors, including restrictions at the Investment Vehicle level on the amount of PECs which can be
\n
redeemed, may mean that su\ufb03cient Company Investment Vehicle interests cannot be redeemed
\n
and, consequently, tender purchases in any given period may be scaled back on a pro rata basis.
\n
In the absence of the availability of the tender mechanism shareholders wishing to realise their
\n
investment in the Company will be required to dispose of their shares on the stock market.
\n
Accordingly, shareholders\u2019 ability to realise their investment at any particular price and/or time
\n
may be dependent on the existence of a liquid market in the shares.
\n
Liquidity risks associated with the tender mechanism are set out in note 8.2.
\n
During the year 11,026,640 (2022: 18,457,960) Sterling shares and 7,979,914 (2022: 9,678,734) Euro
\n
shares were redeemed as part of the tender mechanism and subsequently held by the Company
\n
in the form of treasury shares. Refer to pages 84 to 85 for details. Treasury shares do not carry any
\n
right to attend or vote at any general meeting of the Company. In addition, the tender mechanism
\n
and the voluntary conversion facility are not available in respect of treasury shares.
\n
\n
Ad hoc purchase of shares
In addition to the tender mechanism, the Directors seek annual shareholder approval to grant
them the power to make ad hoc market purchases of shares. If such authority is subsequently
granted, the Directors will have complete discretion as to the timing, price and volume of shares
to be purchased. Shareholders should not place any reliance on the willingness or ability of the
Directors so to act. Refer to note 2.1(d) for detail on signi\ufb01cant accounting judgements regarding
the classi\ufb01cation of ordinary shares as a \ufb01nancial liability.
Dividends
The ordinary shares of each class carry the right to receive all income of the Company attributable
to such class of ordinary share, and to participate in any distribution of such income made
by the Company and within each such class such income shall be divided pari passu among
the shareholders in proportion to the shareholdings of that class. During the years ended
31 December 2023 and 31 December 2022, the Company declared and paid dividends based on
the investment revenue received from the Investment Vehicle during the year.
Refer below for amounts recognised as dividend distributions to ordinary shareholders in the
years ended 31 December 2023 and 31 December 2022.
Ex-dividend
Payment
date
date
\u00a3 equivalent
\u20ac
Sterling - \u00a30.02500 per share
09/02/2023
03/03/2023
3,237,965
3,723,213
Euro - \u20ac0.01750 per share
09/02/2023
03/03/2023
1,838,836
Sterling - \u00a30.01875 per share
11/05/2023
02/06/2023
2,378,198
2,734,599
Euro - \u20ac0.01750 per share
11/05/2023
02/06/2023
1,832,221
Sterling - \u00a30.01875 per share
10/08/2023
01/09/2023
2,386,151
2,743,745
Euro - \u20ac0.01750 per share
10/08/2023
01/09/2023
1,822,724
Sterling - \u00a30.01875 per share
09/11/2023
01/12/2023
2,229,678
2,563,822
Euro - \u20ac0.01750 per share
09/11/2023
01/12/2023
1,689,691
Total for the year ending 31 December 2023
18,948,851
Ex-dividend
Payment
date
date
\u00a3 equivalent
\u20ac
Sterling - \u00a30.0125 per share
03/02/2022
25/02/2022
1,706,768
2,002,342
Euro - \u20ac0.0125 per share
03/02/2022
25/02/2022
1,365,602
Sterling - \u00a30.0125 per share
26/05/2022
17/06/2022
1,672,725
1,962,403
Euro - \u20ac0.0125 per share
26/05/2022
17/06/2022
1,342,697
Sterling - \u00a30.01250 per share
04/08/2022
26/08/2022
1,669,600
1,958,737
Euro - \u20ac0.01250 per share
04/08/2022
26/08/2022
1,346,683
Sterling - \u00a30.01500 per share
03/11/2022
25/11/2022
1,942,779
2,279,224
Euro - \u20ac0.01500 per share
03/11/2022
25/11/2022
1,576,145
Total for the year ending 31 December 2022
13,833,833
Refer to note 16 for details on dividends paid subsequent to the reporting period.
Return per share
31 December
31 December
31 December
31 December
2023
2023
2022
2022
\u00a3 equivalent
\u20ac
\u00a3 equivalent
\u20ac
Sterling shares
Increase/(decrease) in net
assets for the year
15,146,339
17,471,304
(16,857,334)
(19,517,848)
Weighted average number
of ordinary shares
126,472,843
126,472,843
129,518,607
129,518,607
Return per share
0.1198
0.1381
(0.1275)
(0.1440)
Euro shares
Increase/(decrease) in net
assets for the year
-
14,270,328
-
(14,254,567)
Weighted average number
of ordinary shares
-
103,301,329
-
105,076,336
Return per share
-
0.1381
-
(0.1440)
Return per share has been calculated on a weighted average basis.
Refer to note 16 for transactions involving the Company\u2019s Sterling or Euro shares between
1 January 2024 and date of approval of these \ufb01nancial statements.", "dimensions": { "concept": "ifrs-full:DisclosureOfShareCapitalReservesAndOtherEquityInterestExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f8631": { "value": "12. Ordinary shares
The Company has two classes of ordinary shares, being Sterling shares and Euro shares.
Each Sterling share holds 1.17 voting rights and each Euro share holds 1 voting right. Each share
has no par value.
Number of
Stated capital
Number of
Stated capital
shares
31 December
shares
31 December
31 December
2023
31 December
2022
2023
\u20ac
2022
\u20ac
Sterling shares
118,916,157
151,390,416
129,518,607
161,549,578
Euro shares
96,553,753
98,295,010
105,076,336
106,767,222
Total
215,469,910
1
249,685,426
2
234,594,943
1
268,316,800
2
1
Excludes 247,533,235 (2022: 236,506,595) Sterling shares and 52,747,703 (2022: 44,767,789) Euro shares held as treasury
shares.
1,2
Excludes \u20ac263,902 (2022: (\u20ac31,477,730)) relating to the increase (2022: decrease) since inception in net assets
attributable to shareholders from operations.
31 December
31 December
2023
2022
Total
Total
Share movements
\u20ac
\u20ac
Opening balance
268,316,800
310,121,014
Issue of ordinary shares
-
-
Subscriptions arising from conversion of ordinary shares
533,224
5,991,717
Redemption payments arising from conversion of ordinary shares
(532,471)
(5,955,535)
Redemption payments arising from tenders of ordinary shares
(21,593,903)
(33,198,148)
Foreign currency exchange gain on ordinary shares
2,961,776
(8,642,248)
Closing balance
249,685,426
268,316,800
As at 31 December 2023, the Company had 366,449,392 (inclusive of 247,533,235 treasury shares)
(2022: 366,025,202 (inclusive of 236,506,595 treasury shares)) Sterling shares in issue and
149,301,456 (inclusive of 52,747,703 treasury shares) (2022: 149,844,125 (inclusive of 44,767,789
treasury shares)) Euro shares.
Share conversions
Until 1 June 2022, at the \ufb01rst Business Day of each month (each \ufb01rst Business Day of the relevant
month being a \u201cConversion Calculation Date\u201d), shareholders could convert shares of any class
into shares of any other class (of which shares were in issue at the relevant time) by giving not
less than 10 Business Days\u2019 notice to the Company in advance of such Conversion Calculation
Date.
With e\ufb00ect from 1 July 2022, at the \ufb01rst Business Days of January and July of each year (each
\ufb01rst Business Day of January or July of each year being a \u201cShare Conversion Calculation Date\u201d),
shareholders can convert shares of any class into shares of any other class (of which shares are
in issue at the relevant time) by giving not less than 10 business days\u2019 notice to the Company in
advance of such Share Conversion Calculation Date, either through submission of the relevant
instruction mechanism (for shareholders holding shares in uncerti\ufb01cated form) or through
submission of a share conversion notice and the return of the relevant share certi\ufb01cate to the
Company\u2019s registrars. This mechanism is subject to regulatory considerations.
Such share conversion will be e\ufb00ected on the basis of the ratio of the last reported NAV per share
of the class of shares held (calculated in Euro less the costs of e\ufb00ecting such share conversion
and adjusted to re\ufb02ect the impact of adjusting any currency hedging arrangements and taking
account of any dividends resolved to be paid), to the last reported NAV per share of the class of
shares into which they will be converted (also calculated in Euro, and each as at the relevant
share Conversion Calculation Date) in each case, for the avoidance of doubt, such Net Asset
Value per share shall be calculated inclusive of accrued income.
During the year no (2022: 250,000) Sterling shares were converted into (2022: 318,897) Euro shares
and 542,669 (2022: 5,580,392) Euro shares were converted into 424,190 (2022: 4,352,393) Sterling
shares.
Treasury share convertor mechanism
At the 2016 Annual General Meeting, the Company requested, and received, shareholder approval
to create a mechanism whereby treasury shares held by the Company be converted from one
currency denomination to another in accordance with the procedure set out in the Articles. As
the conversion cannot take place while the treasury shares are held by the Company, it was
proposed that a facility be created so that some or all of the treasury shares be sold to a related
party, who would be willing to facilitate the conversion of the treasury shares from one currency
denomination to another. The treasury share convertor mechanism was put in place to provide
the Company with a means of converting one class into another to meet demand in the market
from time to time.
Accordingly, on 11 September 2017, the Company established the Trust, a business purpose trust
established under Jersey law. The purpose of the Trust is the facilitation of the conversion of
the treasury shares by the incorporation of a company, Conversion SPV Limited (\u201cConversion
Vehicle\u201d), who would purchase treasury shares from the Company, convert them into shares
of the other currency denomination and sell those converted shares back to the Company. The
Chairman of the Company was appointed as the enforcer of the Trust.
The treasury share convertor mechanism was not utilised during the year ended 31 December 2023
(2022: not utilised).
Tender mechanism
The Company has, established a tender mechanism that enables shareholders to tender their
shares in the Company in accordance with a stated contracted mechanism.
The Directors believe that the Company\u2019s tender mechanism provides shareholders with additional
liquidity when compared with other listed closed-ended investment companies. The o\ufb00er of the
Company\u2019s tender mechanism is subject to annual shareholder approval and subject to the terms,
conditions and restrictions as set out in the prospectus.
On 1 February 2024, the Board announced the addition in the March 2024 Tender of an option for
tendering shareholders to tender shares for placing with third party investors as an alternative
to having the shares repurchased by the Company. By participating in the placing, shareholders
have the opportunity to realise their shares and receive the consideration for all successfully
placed shares up to 10 weeks earlier than the consideration payable for shares repurchased by
the Company pursuant to the March 2024 Tender. Such an outcome will depend on the extent to
which Winter\ufb02ood Securities Limited identi\ufb01es investors willing to buy the shares at a price per
share which is equal to or higher than the \ufb02oor price set by the Company (as detailed below).
Shares not placed successfully will be repurchased in the same way as they would be under the
current tender terms and conditions.
\n
\n\n
In consideration of its role in the placing in the March 2024 Tender, the Company will pay
\n
Winter\ufb02ood Securities Limited a commission of 0.5 per cent of the gross proceeds generated by
\n
the placing purchases.
\n
The summary of the placing arrangements incorporated the following:
\n
For the March 2024 Tender:
\n
(i)
Shareholders (other than restricted shareholders) who held shares on the relevant tender
\n
record date may, instead of simply tendering shares for repurchase, elect to have the Shares
\n
be placed by Winter\ufb02ood Securities Limited with placees.
\n
(ii)
The placing price shall be subject to a \ufb02oor price per share of an amount equal to 98% of the
\n
last NAV per share published by the Company before the placing closes on 5 March 2024.
\n
(iii)
The consideration for each successful placing will be paid in accordance with the regular
\n
settlement procedures under the tender terms and conditions (as amended and restated on
\n
1 February 2024).
\n
(iv)
Where placees are not willing to take all shares submitted for a placing, shares tendered for
\n
the placing will be scaled back on a pro rata basis.
\n
(v)
All unplaced shares will be deemed to have been tendered for purchase by the Company at
\n
the tender price and will be repurchased in the same way as they would be under the current
\n
tender terms and conditions.
\n
This section should be read in conjunction with the amended and restated tender terms and
\n
conditions which are available on the Company\u2019s website: CVC Income & Growth \u2013 Proven dynamic
\n
strategy to deliver cash yield & capital gains.
\n
It is important to note that tenders, if made, are contingent upon certain factors including, but
\n
not limited to, the Company\u2019s ability to \ufb01nance tender purchases through submitting redemption
\n
requests to the Investment Vehicle to redeem a pro rata amount of Company Investment Vehicle
\n
interests.
\n
Factors, including restrictions at the Investment Vehicle level on the amount of PECs which can be
\n
redeemed, may mean that su\ufb03cient Company Investment Vehicle interests cannot be redeemed
\n
and, consequently, tender purchases in any given period may be scaled back on a pro rata basis.
\n
In the absence of the availability of the tender mechanism shareholders wishing to realise their
\n
investment in the Company will be required to dispose of their shares on the stock market.
\n
Accordingly, shareholders\u2019 ability to realise their investment at any particular price and/or time
\n
may be dependent on the existence of a liquid market in the shares.
\n
Liquidity risks associated with the tender mechanism are set out in note 8.2.
\n
During the year 11,026,640 (2022: 18,457,960) Sterling shares and 7,979,914 (2022: 9,678,734) Euro
\n
shares were redeemed as part of the tender mechanism and subsequently held by the Company
\n
in the form of treasury shares. Refer to pages 84 to 85 for details. Treasury shares do not carry any
\n
right to attend or vote at any general meeting of the Company. In addition, the tender mechanism
\n
and the voluntary conversion facility are not available in respect of treasury shares.
\n
\n
Ad hoc purchase of shares
In addition to the tender mechanism, the Directors seek annual shareholder approval to grant
them the power to make ad hoc market purchases of shares. If such authority is subsequently
granted, the Directors will have complete discretion as to the timing, price and volume of shares
to be purchased. Shareholders should not place any reliance on the willingness or ability of the
Directors so to act. Refer to note 2.1(d) for detail on signi\ufb01cant accounting judgements regarding
the classi\ufb01cation of ordinary shares as a \ufb01nancial liability.
Dividends
The ordinary shares of each class carry the right to receive all income of the Company attributable
to such class of ordinary share, and to participate in any distribution of such income made
by the Company and within each such class such income shall be divided pari passu among
the shareholders in proportion to the shareholdings of that class. During the years ended
31 December 2023 and 31 December 2022, the Company declared and paid dividends based on
the investment revenue received from the Investment Vehicle during the year.
Refer below for amounts recognised as dividend distributions to ordinary shareholders in the
years ended 31 December 2023 and 31 December 2022.
Ex-dividend
Payment
date
date
\u00a3 equivalent
\u20ac
Sterling - \u00a30.02500 per share
09/02/2023
03/03/2023
3,237,965
3,723,213
Euro - \u20ac0.01750 per share
09/02/2023
03/03/2023
1,838,836
Sterling - \u00a30.01875 per share
11/05/2023
02/06/2023
2,378,198
2,734,599
Euro - \u20ac0.01750 per share
11/05/2023
02/06/2023
1,832,221
Sterling - \u00a30.01875 per share
10/08/2023
01/09/2023
2,386,151
2,743,745
Euro - \u20ac0.01750 per share
10/08/2023
01/09/2023
1,822,724
Sterling - \u00a30.01875 per share
09/11/2023
01/12/2023
2,229,678
2,563,822
Euro - \u20ac0.01750 per share
09/11/2023
01/12/2023
1,689,691
Total for the year ending 31 December 2023
18,948,851
Ex-dividend
Payment
date
date
\u00a3 equivalent
\u20ac
Sterling - \u00a30.0125 per share
03/02/2022
25/02/2022
1,706,768
2,002,342
Euro - \u20ac0.0125 per share
03/02/2022
25/02/2022
1,365,602
Sterling - \u00a30.0125 per share
26/05/2022
17/06/2022
1,672,725
1,962,403
Euro - \u20ac0.0125 per share
26/05/2022
17/06/2022
1,342,697
Sterling - \u00a30.01250 per share
04/08/2022
26/08/2022
1,669,600
1,958,737
Euro - \u20ac0.01250 per share
04/08/2022
26/08/2022
1,346,683
Sterling - \u00a30.01500 per share
03/11/2022
25/11/2022
1,942,779
2,279,224
Euro - \u20ac0.01500 per share
03/11/2022
25/11/2022
1,576,145
Total for the year ending 31 December 2022
13,833,833
Refer to note 16 for details on dividends paid subsequent to the reporting period.
Return per share
31 December
31 December
31 December
31 December
2023
2023
2022
2022
\u00a3 equivalent
\u20ac
\u00a3 equivalent
\u20ac
Sterling shares
Increase/(decrease) in net
assets for the year
15,146,339
17,471,304
(16,857,334)
(19,517,848)
Weighted average number
of ordinary shares
126,472,843
126,472,843
129,518,607
129,518,607
Return per share
0.1198
0.1381
(0.1275)
(0.1440)
Euro shares
Increase/(decrease) in net
assets for the year
-
14,270,328
-
(14,254,567)
Weighted average number
of ordinary shares
-
103,301,329
-
105,076,336
Return per share
-
0.1381
-
(0.1440)
Return per share has been calculated on a weighted average basis.
Refer to note 16 for transactions involving the Company\u2019s Sterling or Euro shares between
1 January 2024 and date of approval of these \ufb01nancial statements.", "dimensions": { "concept": "ifrs-full:DisclosureOfIssuedCapitalExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f8842": { "value": "Treasury share convertor mechanism
At the 2016 Annual General Meeting, the Company requested, and received, shareholder approval
to create a mechanism whereby treasury shares held by the Company be converted from one
currency denomination to another in accordance with the procedure set out in the Articles. As
the conversion cannot take place while the treasury shares are held by the Company, it was
proposed that a facility be created so that some or all of the treasury shares be sold to a related
party, who would be willing to facilitate the conversion of the treasury shares from one currency
denomination to another. The treasury share convertor mechanism was put in place to provide
the Company with a means of converting one class into another to meet demand in the market
from time to time.
Accordingly, on 11 September 2017, the Company established the Trust, a business purpose trust
established under Jersey law. The purpose of the Trust is the facilitation of the conversion of
the treasury shares by the incorporation of a company, Conversion SPV Limited (\u201cConversion
Vehicle\u201d), who would purchase treasury shares from the Company, convert them into shares
of the other currency denomination and sell those converted shares back to the Company. The
Chairman of the Company was appointed as the enforcer of the Trust.
The treasury share convertor mechanism was not utilised during the year ended 31 December 2023
(2022: not utilised).", "dimensions": { "concept": "ifrs-full:DisclosureOfTreasurySharesExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f8974": { "value": "Dividends
The ordinary shares of each class carry the right to receive all income of the Company attributable
to such class of ordinary share, and to participate in any distribution of such income made
by the Company and within each such class such income shall be divided pari passu among
the shareholders in proportion to the shareholdings of that class. During the years ended
31 December 2023 and 31 December 2022, the Company declared and paid dividends based on
the investment revenue received from the Investment Vehicle during the year.
Refer below for amounts recognised as dividend distributions to ordinary shareholders in the
years ended 31 December 2023 and 31 December 2022.
Ex-dividend
Payment
date
date
\u00a3 equivalent
\u20ac
Sterling - \u00a30.02500 per share
09/02/2023
03/03/2023
3,237,965
3,723,213
Euro - \u20ac0.01750 per share
09/02/2023
03/03/2023
1,838,836
Sterling - \u00a30.01875 per share
11/05/2023
02/06/2023
2,378,198
2,734,599
Euro - \u20ac0.01750 per share
11/05/2023
02/06/2023
1,832,221
Sterling - \u00a30.01875 per share
10/08/2023
01/09/2023
2,386,151
2,743,745
Euro - \u20ac0.01750 per share
10/08/2023
01/09/2023
1,822,724
Sterling - \u00a30.01875 per share
09/11/2023
01/12/2023
2,229,678
2,563,822
Euro - \u20ac0.01750 per share
09/11/2023
01/12/2023
1,689,691
Total for the year ending 31 December 2023
18,948,851
Ex-dividend
Payment
date
date
\u00a3 equivalent
\u20ac
Sterling - \u00a30.0125 per share
03/02/2022
25/02/2022
1,706,768
2,002,342
Euro - \u20ac0.0125 per share
03/02/2022
25/02/2022
1,365,602
Sterling - \u00a30.0125 per share
26/05/2022
17/06/2022
1,672,725
1,962,403
Euro - \u20ac0.0125 per share
26/05/2022
17/06/2022
1,342,697
Sterling - \u00a30.01250 per share
04/08/2022
26/08/2022
1,669,600
1,958,737
Euro - \u20ac0.01250 per share
04/08/2022
26/08/2022
1,346,683
Sterling - \u00a30.01500 per share
03/11/2022
25/11/2022
1,942,779
2,279,224
Euro - \u20ac0.01500 per share
03/11/2022
25/11/2022
1,576,145
Total for the year ending 31 December 2022
13,833,833
Refer to note 16 for details on dividends paid subsequent to the reporting period.", "dimensions": { "concept": "ifrs-full:DisclosureOfDividendsExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f9229": { "value": "Return per share
31 December
31 December
31 December
31 December
2023
2023
2022
2022
\u00a3 equivalent
\u20ac
\u00a3 equivalent
\u20ac
Sterling shares
Increase/(decrease) in net
assets for the year
15,146,339
17,471,304
(16,857,334)
(19,517,848)
Weighted average number
of ordinary shares
126,472,843
126,472,843
129,518,607
129,518,607
Return per share
0.1198
0.1381
(0.1275)
(0.1440)
Euro shares
Increase/(decrease) in net
assets for the year
-
14,270,328
-
(14,254,567)
Weighted average number
of ordinary shares
-
103,301,329
-
105,076,336
Return per share
-
0.1381
-
(0.1440)
Return per share has been calculated on a weighted average basis.
Refer to note 16 for transactions involving the Company\u2019s Sterling or Euro shares between
1 January 2024 and date of approval of these \ufb01nancial statements.", "dimensions": { "concept": "ifrs-full:DisclosureOfEarningsPerShareExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f9511": { "value": "14. Reconciliation of liabilities arising from \ufb01nancing activities
31 December
31 December
2023
2022
\u20ac
\u20ac
Opening Balance
236,839,070
312,415,699
Cash flow movements
Payments from redemption of ordinary shares
(21,593,903)
(33,198,148)
Dividends paid
(18,948,851)
(13,833,833)
Profit/(loss) before finance costs and taxation items
18,801,400
13,558,771
Non-cash flow movements
Proceeds from subscriptions arising from conversion of
ordinary shares
533,224
5,991,717
Proceeds from redemptions arising from conversion of
ordinary shares
(532,471)
(5,955,535)
Foreign currency exchange gain/(loss) on ordinary shares
2,961,776
(8,642,248)
Profit/(loss) before finance costs and taxation items
31,889,083
(33,497,353)
Closing Balance
249,949,328
236,839,070
", "dimensions": { "concept": "ifrs-full:DisclosureOfReconciliationOfLiabilitiesArisingFromFinancingActivitiesExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f9616": { "value": "15. Related party disclosure
The Directors are entitled to remuneration for their services and all Directors hold Sterling shares
in the Company. Refer to note 6 for further detail.
Transactions between the Company, the Trust, the Corporate Services Manager and the Conversion
Vehicle are disclosed in note 4 and 12.
Richard Bol\u00e9at acts as the enforcer of the Trust, a business purpose trust established under Jersey
law and settled by the Company. The role has arisen as a result of the implementation of the
resolution passed at the Company\u2019s Annual General Meeting on 4 April 2016 which authorised the
Company to make arrangements to enable the conversion of treasury shares held by the Company
from time to time from one currency denomination to another. The position is unremunerated
and represents an alignment of interests with those of the Company.
The below information regarding select related party disclosures for the Investment Vehicle has
been included for information purposes only.
As at 31 December 2023, the Investment Vehicle holds debt securities in entities where CVC
Capital Partners also has an interest. These positions were entered into pari passu with third
party investors.", "dimensions": { "concept": "ifrs-full:DisclosureOfRelatedPartyExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f9635": { "value": "16. Material events after the Statement of Financial Position date
Management has evaluated subsequent events for the Company through 27 March 2024, the date
the \ufb01nancial statements were available to be issued and has concluded that the material events
listed below do not require adjustment of the \ufb01nancial statements.
Share conversion
On 26 January 2024, the Company announced the conversion into Sterling shares of Euro shares
based on the NAVs of the Company\u2019s Sterling and Euro Shares as at 31 December 2023 (using
spot currency exchange rates as at 31 December 2023). The Company received eligible conversion
notices from shareholders in respect of 4,687 Sterling shares and 723,284 Euro shares by the
relevant closing date. Accordingly, an application was made for the admission of 566,866 Sterling
shares and 5,980 Euro Shares to the O\ufb03cial List of the UK Listing Authority and the main market
for listed securities of the London Stock Exchange plc. The application became e\ufb00ective and
dealings in the new Sterling shares commenced 31 January 2024.
Dividend declaration and dividend increase
On 30 January 2024, the Company declared a dividend of \u00a30.04125 per Sterling share and \u20ac0.0225
per Euro share payable on 1 March 2024 to shareholders on the register as at 9 February 2024.
These amounts re\ufb02ect an uplift to the previously indicated quarterly dividend of \u00a30.01875 per
Sterling share and \u20ac0.0175 per Euro share announced by the Company on 7 March 2023.
On 5 February 2024, the Company announced that the annual dividend targets were being
increased to \u00a30.0825 per Sterling share and \u20ac0.0725 per Euro share with immediate e\ufb00ect. This
means that the Company\u2019s quarterly dividends will be increased to \u00a30.020625 per Sterling share
and \u20ac0.018125 per Euro share, including the Company\u2019s \ufb01rst quarter 2024 dividends, payable in
the second quarter of 2024.
Addition of placing of shares as part of the March 2024 Tender
On 1 February 2024, the Company announced the addition in the March 2024 Tender of an option
for tendering shareholders to tender shares for placing with third party investors, as an alternative
to having the shares repurchased by the Company. By participating in the placing, shareholders
have the opportunity to realise their shares and receive the consideration for all successfully
placed shares up to 10 weeks earlier than the consideration payable for shares repurchased by the
Company pursuant to the March 2024 Tender.
Director share purchases
On 6 February 2024, Philip Braun purchased 4,579 Sterling shares at a price of \u00a31.084 per share on
the London Stock Exchange.
On 22 February 2024, Esther Gilbert purchased 3,977 Sterling shares at a price of \u00a31.053 per share
on the London Stock Exchange.
Result of semi-annual tender process
On 14 February 2024, the Company announced that it received tender applications for the semi-
annual tender process in respect of the March 2024 Tender. 2,495,798 Sterling shares and 2,251,521
Euro shares were tendered for repurchase by the Company. 50,000 Sterling shares were tendered
for placing with third party investors.
Results of placings in respect of March 2024 Tender
On 6 March 2024, the Company announced that the 50,000 placing shares arising in the March
2024 Tender were not able to be placed by the time of the close of the placing on 5 March 2024.
Accordingly, the 50,000 placing shares will now be deemed to have been tendered for repurchase
by the Company at the tender price pursuant to the tender terms and conditions. ", "dimensions": { "concept": "ifrs-full:DisclosureOfEventsAfterReportingPeriodExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } }, "f9699": { "value": "17. Controlling party In the Directors\u2019 opinion, the Company has no ultimate controlling party.", "dimensions": { "concept": "ifrs-full:DisclosureOfNoncontrollingInterestsExplanatory", "language": "en", "entity": "scheme:213800Z42Y242CIWJ785", "period": "2023-01-01T00:00:00/2024-01-01T00:00:00" } } } }