Schroder BSC Social Impact
Trust plc (the "Company")
Annual
Results
Continuing to tackle poverty
and inequality while delivering resilient NAV total
returns
The Company's Annual Financial
Report for the year ended 30 June 2024 is being published in hard
copy format and an electronic copy will shortly be available to
download from the Company's website: www.schroders.com/sbsi. Please
click on the following link to view the document: http://www.rns-pdf.londonstockexchange.com/rns/3857J_1-2024-10-23.pdf
Financial highlights
· NAV
per share of 104.13 pence (FY 2023: 104.90 pence)
· NAV
total return per share of +1.5% (FY 2023: +0.8%), delivered against
a challenging macro-economic backdrop
· NAV
total return per share of 10.2% since inception (2.8%
annualised)
· Dividend made up wholly of a 2.94 pence interest distribution
per share for the year, up 28% from the prior year, in line with
our 2-3% dividend guidance
· £8.6
million of capital (10% of NAV as of 30 Jun 2024) was re-committed
into two new investments, increasing portfolio
diversification:
o £3.6
million into Community Energy Together; and
o £5.0
million into Simply Affordable Homes
Impact highlights
· £86
million of capital committed to date to support 194 frontline
organisations, positively impacting 400,000 people since inception,
at least 95% of whom are disadvantaged or vulnerable
· 100%
of investments align with the UN Sustainable Development Goals,
with the majority of the portfolio aimed at reducing poverty and
inequality (SDGs 1 & 10)
Results Presentation
The Portfolio Managers will present
a webinar on the results at 9.00 am today, Thursday 24 October
2024. This is open to all existing and potential shareholders, who
can sign up for the webinar at: https://www.schroders.events/SBSI24
Susannah Nicklin, Chair of Schroder
BSC Social Impact Trust plc, said:
"I am proud that the Company has
again delivered impact in line with its stated mission in the
period, significantly improving the lives of thousands of people at
a time when issues such as deprivation and homelessness are
intensifying. The services of the organisations the Company
finances has never been more crucial, and addressing social issues
is high on the government's agenda.
The year to 30 June 2024 was one of
macro-economic and political turbulence, and the Board and I are
therefore pleased to have seen strong investment income generated
from our holdings, allowing us to announce a dividend in line with
our range of guidance. Capital returned to the fund has also been
quickly redeployed into two new investments. With a growing
pipeline of opportunities available, it is an exciting time to be
investing in the social impact sector."
About Schroder BSC Social Impact Trust
plc
The Company was launched in December
2020, to enable access to high social impact investment
opportunities in private markets - tackling social challenges
across the UK. The Company manages a diversified portfolio across
asset classes, targeting sustainable returns, demonstrable social
impact, and low correlation to traditional public
markets.
About Better Society Capital
Better Society Capital is the UK's
leading social impact investor. Our mission is to grow the amount
of money invested in tackling social issues and inequalities in the
UK. We do this by investing our own capital and helping others
invest for impact too.
Since 2012, we have helped build a
market that has directed more than £10 billion into social purpose
organisations tackling issues from homelessness and mental health,
to childhood obesity and fuel poverty, a more than ten-fold
increase.
Further information about Better
Society Capital can be found at www.bettersocietycapital.com
About Schroders plc
Schroders is a global investment
manager which provides active asset management, wealth management
and investment solutions, with £773.7 billion (€912.6 billion;
$978.1 billion) of assets under management at 30 June 2024. As a UK
listed FTSE100 company, Schroders has a market capitalisation of
circa £6 billion and over 6,000 employees across 38
locations.
Established in 1804, Schroders
remains true to its roots as a family-founded business. The
Schroder family continues to be a significant shareholder, holding
approximately 44% of the issued share capital.
Schroders' success can be attributed
to its diversified business model, spanning different asset
classes, client types and geographies. The company offers
innovative products and solutions through four core business
divisions: Public Markets, Solutions, Wealth Management, and
Schroders Capital, which focuses on private markets, including
private equity, renewable infrastructure investing, private debt
& credit alternatives, and real estate.
Schroders aims to provide excellent
investment performance to clients through active management. This
means directing capital towards resilient businesses with
sustainable business models, consistently with the investment goals
of its clients. Schroders serves a diverse client base that
includes pension schemes, insurance companies, sovereign wealth
funds, endowments, foundations, high net worth individuals, family
offices, as well as end clients through partnerships with
distributors, financial advisers, and online platforms.
For further information, please
contact:
Schroders
|
|
Charlotte Banks/Kirsty Preston
(press)
Natalia de Sousa/Sunny
Chou
(Schroder Investment Management
Limited, Company Secretary)
|
020 7658 6000
020 7658 6000
|
Better Society Capital
|
|
Ian Young, PR & Media
Susanna Hudson, Investor
Engagement
|
iyoung@bettersocietycapital.com
shudson@bettersocietycapital.com
020 3821 5905
|
Winterflood Securities
Limited
|
|
Neil Langford
|
020 3100 0000
|
Chair's Statement
"It
is clear that demand for the services the Company helps to finance
is significant, urgent and unmet. Finding opportunities to spend
more wisely on these issues is at the top of the Government's
agenda."
The Schroder BSC Social Impact Trust
(the "Company" or "Social Impact Trust") delivered a robust
performance in the year, against a challenging macro-economic
and political backdrop. Capital returned from the portfolio was
quickly re-deployed, the dividend increase reflected maturing
investments, and, vitally, the Company continued to invest in
life-changing projects across the UK, significantly improving the
circumstances of thousands of vulnerable people.
Private investment in delivering
impact continues to grow at pace, although opportunities for
investors to direct their capital to organisations supporting
people in the greatest need remain more limited. The Company offers
a unique proposition, allowing investors of all sizes to access
high quality, high impact social investments.
Over its four years of operation,
the Company has demonstrated how impact investing can address
social needs while providing resilient financial returns. As we
move forward, the Board hopes to see the Company grow,
enabling increased investment to reach much-needed social
solutions.
Navigating a period of economic and
political turbulence
After a technical recession in late
2023, the UK economy rebounded in the first half of 2024 with 0.7%
GDP growth January to March followed by a 0.6% increase April to
June. The Consumer Price Index rose by 2% in the period under
review. The Bank of England maintained a 5.25% base rate from
August 2023 until it was reduced to 5% after the period end. With
inflation appearing to be stabilising from the peaks of late 2022
further cuts are anticipated in the coming months.
This was a difficult macro backdrop
for the Company, mitigated to some extent by the portfolio's high
proportion of inflation-linked or correlated assets. Some of the
benefits of this are expected to be reflected in the portfolio
performance in the future after a lagged effect.
The snap election in July also led
to a lack of clarity on policy and general uncertainty,
generating further macro challenges.
The Labour Party came into power in
July 2024, after the period end, and has recently noted the level
of fiscal constraint it faces. However, the Government's policy
priorities, as announced in the King's Speech, align with several
of the Company's areas of focus.
Continuing to tackle poverty,
inequality and homelessness
The constraints on public spending
are particularly worrying in the face of worsening problems for UK
society. The proportion of people experiencing food insecurity and
material deprivation in 2022-23 has increased significantly versus
a few years ago. Homelessness rose by 16% year-on-year at the end
of 2023. The proportion of working-age people reporting long-term
health conditions in the UK has risen to 36%.
It is clear that demand for the
services the Company helps to finance is significant, urgent and
unmet. Finding opportunities to invest more wisely on these issues
is at the top of the Government's agenda.
The Company has again demonstrated
the results its portfolio can achieve in these areas this year. The
portfolio has positively impacted 400,000 people since inception,
provided affordable, decent homes for 35,000 disadvantaged,
vulnerable and lower-income groups and delivered £217 million
(cumulative) savings through improved and more accessible services.
The Company 2024 Impact Report is available at: https://publications.schroders.com/view/683320694/.
New investments this year saw the
Company committing to delivering more affordable homes to deprived
areas, via the Simply Affordable Homes fund ("SAH") (managed by
Savills Investment Management), and supporting UK communities to
help deliver a just transition to net zero, via an investment in a
community renewable energy project.
Better Society Capital's role as
portfolio manager
The Schroder BSC Social Impact Trust
has a portfolio managed by Better Society Capital ("BSC" or the
"Portfolio Manager"), the UK's leading financial institution
dedicated to social impact investing in its home country and an
experienced market-builder.
As part of its wider remit, BSC
supports the growth of the social impact investment market,
building relationships and exploring new ways to work alongside the
investment community. For the Company, this means an extensive
pipeline of investible opportunities, as well as deepening the
capital pool engaged in impact investing.
This year, pre-election, BSC was
highly engaged with policymakers, and the team are optimistic that
these conversations have been fruitful in building awareness of the
value of social impact investing amongst key decision makers. The
Board hopes to see this greater awareness translating into wider
investor interest and opportunities for private capital to play a
helpful role in tackling difficult social challenges and
strengthening communities across the UK.
Resilient financial
performance
For the year ended 30 June 2024, the
Company's NAV total return was 1.5%, leading to a cumulative return
of 10.2% since inception. The largest positive contribution to the
return came from investment income (4.0p per share), partially
offset by valuation losses (1.5p per share) principally due to the
write-down in the Bridges Evergreen Holdings ("BEH") disclosed in
the Interim Report along with a provision made for refinancing a
Charity Bond. Liquidity Assets had a positive contribution to NAV
per share of 0.6p. While financial returns did not meet our
longer-term ambition, largely due to market conditions affecting
the operating and exit environment, we are pleased to have seen the
Portfolio Manager acting quickly and diligently to proactively
safeguard the long-term financial value of the portfolio, while
supporting fund managers and social enterprises to continue
delivering their services.
We are pleased that the Company will
pay out substantially all of its income as a dividend, resulting in
a dividend made up wholly of an interest distribution of 2.94p per
share (2023: 2.30p), another significant year-on-year increase
in line with our guidance range, which was raised last
year.
A more detailed analysis of
performance and additional information on the portfolio is included
in the Portfolio Manager's Report.
Demonstrating and promoting our
unique investor proposition
From inception, we have stated that
the Company offers portfolio diversification, with a differentiated
risk/return profile. The Company has delivered resilient NAV total
returns since its inception on 22 December 2020, in a highly
volatile market, with an annualised NAV total return per share of
2.8%.
Another key differentiator of the
Company is our deep impact focus. We therefore see the introduction
of the Sustainability Disclosure Requirements ("SDR") as a helpful
opportunity to evidence the quality of the Portfolio Manager's
impact-driven investment process. It is the Board's intention that
the Company adopts the "Sustainability Impact" label, given it is
in line with the Company's existing central aims and
objectives*.
Significant work has taken place
with Schroders (the "Manager" or "AIFM"), the Portfolio Manager,
and professional advisers to date to ensure adoption of this label.
We are currently in dialogue with the FCA in relation to amending
the Company's investment policy, adding additional disclosure to
align with SDR guidance. On FCA approval of the proposed new
investment policy, the change will be put to shareholders at an
EGM. Further details are expected to be included in a Circular
containing the Notice of EGM and proposed new investment policy and
objective to be voted on by shareholders.
Investor engagement remains very
important to the Company, which is proactively pursuing
opportunities to reach a broader audience and connect more deeply
with its existing shareholders. The management team has been
focusing on developing our marketing materials and articulating
better what we can offer to investors. The Company has a unique
ability to share its experience in impact investing, provide
reporting support, thematic case studies and much more to its
investors. We would encourage shareholders to take advantage of
these opportunities, and I would be delighted to hear from
investors about what they most value.
Managing the discount
Despite the Company's resilient NAV
and impact performance, and similarly to the majority of UK
investment trusts, its shares continue to trade at a discount to
NAV. The share price total return during the period was -4.8% in
line with broader negative investor sentiment towards UK
alternative equities and during the financial year, the Company
traded at an average discount to NAV of 13.9% and the average
discount across the UK investment trust market was 14.7% and the
Company's share price traded at a 16.7% discount to NAV at the
period end, and as of 22 October 2024, the discount had widened to
19.67%.
The discount to NAV over the
financial year was indicative of negative investor sentiment across
the sector, particularly towards alternative asset classes. In
tackling this, throughout the year, the Board has remained focused
on articulating the Company's unique proposition through
promotional activities combined with the judicious use of share
buybacks.
During the year ended 30 June 2024
the Company bought back 1,575,205 ordinary shares for a total
consideration of £1.4 million. All shares were bought at a
discount to the prevailing NAV and were placed into Treasury for
future re-issue. This has been accretive to the NAV total return
per share in the period by 0.27p per share. While the Board is
reluctant to shrink the size of the Company, we believe the careful
use of buybacks has not only been accretive, but also helped
liquidity and demonstrates our confidence in the
portfolio.
In the Prospectus, published at the
time of the IPO, the Company undertook to provide shareholders with
the opportunity to vote on the Company's continuation should the
Company's shares trade, on average, at a discount in excess of 10%
to NAV for the two-year period ending 31 December 2023 and in any
subsequent two-year period. The average discount for the two-year
period to 31 December 2023 was 6.7%. The current period under
assessment is the two-year period to 31 December 2025. In the
event that a vote was triggered, shareholders would be provided
with the opportunity to vote on whether the Company should continue
in its present form at the AGM in 2026.
Since 30 June 2024 and up to 22
October 2024, a further 496,486 shares have been bought back and
placed in Treasury. At the forthcoming Annual General Meeting
("AGM") the Board will seek to renew the authorities previously
granted by shareholders to issue or buy back shares. We encourage
shareholders to vote in favour of these resolutions which are
described in more detail in the Notice of AGM in the full set of
annual financial statements.
In the longer term, we remain
committed to plans to raise funds through share issuance. This
approach will allow us to capitalise on the attractive pipeline of
high impact investments identified by our Portfolio Manager. By
deploying additional capital, we would also be able to positively
change the lives of more people in the UK.
Online presentation
Our Portfolio Manager will be giving
a presentation at an investor webinar on Thursday 24 October 2024
at 9.00 am (which can be signed up to via the following link:
https://www.schroders.events/SBSI24).
AGM
The AGM will be held on 18 December
2024 at 12.00 pm at the offices of Schroders at 1 London Wall
Place, London, EC2Y 5AU. The Portfolio Manager will give a
presentation following the formal business of the AGM, and
attendees will be able to ask questions in person. The presentation
will be made available on the Company's website following the
meeting. Details of the AGM are set out on in this Annual
Report.
Board changes
Mike Balfour has served on the Board
since the Company's IPO, and having completed four years in post,
will step down from the Board at the conclusion of this year's AGM.
I would like to thank him on behalf of the Board and all of the
Company's stakeholders for his unfailing dedication and
meticulousness as Chairman of the Audit and Risk Committee and for
his wisdom as a Board member. He will be missed.
We are delighted to have appointed
Ranjan Ramparia to the Board on 16 October 2024. This followed
a thorough search process undertaken by Sapphire Partners Limited,
a specialist recruitment firm. Ms Ramparia is a qualified Chartered
Accountant and experienced business professional with a background
in corporate finance and investment management. On behalf of all
the directors, I welcome Ranjan to the Board. She will succeed
Mike Balfour as Chair of the Audit and Risk Committee.
Outlook - a pivotal moment for
social impact investment in the UK
Several factors give me confidence
in the outlook for the UK social impact investment market over the
next year, and for the Company. Firstly, the UK continues to
grapple with structural challenges, such as homelessness, an ageing
population and pressures on the health system, as well as a
restricted government budget. We believe that the Company's
investments are therefore extremely valuable, allowing capital to
be deployed to organisations delivering essential,
government-mandated services while at the same time delivering
significant financial and social savings.
Secondly, the General Election in
July 2024 represented the most significant political shift for the
UK since Brexit. While it is early days, we believe this represents
a significant opportunity to bring communities together and build
partnerships between public sector bodies, private organisations
and the people of the UK. The Schroder BSC Social Impact Trust can
play an important role in this mission, evidencing how innovative
solutions implemented and financed well can benefit everyone
involved.
And finally, at the same time the
operating environment for social enterprises shows early signs of
improvement. While we remain cautious, inflation looks to be
easing, and the latest Social Enterprise Barometer report,
published August 2024, shows a growing number of social enterprises
increasing their reserves compared to a year ago.
While uncertainty continues, the
Company remains committed to its goals of delivering high quality
impact and stable financial returns to shareholders with low
correlation to traditional quoted markets. We have an attractive
pipeline of investment opportunities available to us and look
forward to the year ahead as we continue to provide significant
social impact for vulnerable and disadvantaged people across the
UK. Our biggest opportunity lies in effectively engaging with a
wider pool of investors and I hope this report will encourage you
to be in touch and learn more.
* For more information on the
labelling regime please see FCA policy statement via this link
here:
https://www.fca.org.uk/publication/policy/ps23-16.pdf.
Susannah Nicklin
Chair
23 October 2024
Portfolio Manager's
Report
Market developments
In the twelve months to 30 June
2024, we have seen a return to stability in interest rates, with
the Bank of England base rate remaining constant at 5.25% during
the period, inflation decreasing to the 2% target and emerging
signs of an economic rebound.
However, lagged and long-term
effects of the market disruptions of the previous 18 months
continue to impact the operating environment of companies in the
UK, while we see a continued increase in the number of people
affected by issues like poverty, deprivation1 and
homelessness2, with negative repercussions on long term
health3.
The year was also marked by
political uncertainty, with the impending election in the UK
leading to lack of clarity on the outlook for the policy
environment.
While a new Labour government came
into power in July 2024, after the period end, the backdrop of a
constrained fiscal environment and pressures on public spending
remains, at a time when the need to address social issues continues
to be as urgent as ever.
In this market environment, we have
continued to manage the Company's portfolio to address and mitigate
the emerging risks, as well as act on areas of
opportunity.
Looking first at risk management,
while our portfolio includes seasoned companies with decades of
experience in delivering UK social impact solutions, these
organisations are not immune to broader market disruptions. We have
been working across our portfolio to help organisations and funds
adapt to the operating environment and new opportunity
set.
On financial returns, we have aimed
to build a portfolio with a degree of inflation correlation. While
we have previously caveated that some of these correlations would
be partial and/or lagged, we have seen the benefit of higher
interest rates reflected in the increased income from the floating
rate loans; this will be passed on to investors as increased
dividend income. From the last quarter of the financial year ending
30 June 24, we have also started to see increased income in
the High Impact Housing portfolio, reflecting increases in the
Local Housing Allowance effective as of April 2024.
Looking at opportunities, against a
challenging exit environment, we have seen several successful exits
and refinancings within the portfolio, which we detail further in
the report. At the portfolio level, we have re-committed £8.6m of
capital during the year (representing 10% of NAV) into new
investments, increasing the diversification of our portfolio with a
new renewable energy investment contributing to the theme we call
'Just Transition to Net Zero' and growing our High Impact Housing
portfolio. We have also seen capital recycling within the
underlying funds. Where capital is returned from successful exits
and refinancings, we often work with our fund managers to have the
proceeds returned to the Company, pending re-deployment into
High Impact Investments, mitigating fee and cash drag for the
Company's investors.
We continue to see high and growing
demand for social impact investments, as evidenced by the growing
need in the UK alongside constrained public spending. The Impact
Investing Institute's market sizing report4 published on
16 September 2024 estimated that the UK impact investing market had
grown at a compound annual growth rate of 10.1% between the
beginning of 2021 and end of 2023, to £76.8bn assets under
management, significantly outpacing the broader UK asset management
sector, which had an annual growth rate between -2% and 0% over the
same period. Using a narrower definition of the market, Better
Society Capital's market sizing exercise estimated that the UK
social impact investing market grew by a compound annual rate of
15% between the end of 2020 to the end of 2023, to
£10bn.
We are also seeing an expanding and
maturing pipeline of investment opportunities, primarily in private
markets that are difficult for many investors to access. We believe
the Company remains well positioned to offer investors access to a
mature portfolio of high-quality impact investments within this
expanding opportunity set, as evidenced by our ability to
efficiently recycle capital repaid in the last year.
Performance update
The Net Asset Value (NAV) total
return per share for the twelve-month period to 30 June 2024 was
1.5%. Overall, the Company's total NAV reduced slightly from
£88.75m to £86.46m over the period due to distributions to
shareholders via a dividend payment (£1.93m) and share buy-backs
(£1.41m) reducing the number of shares in issue from 84.60m to
83.02m, offset by the net return of £1.05m during the year under
review.
The Company's NAV per share declined
from 104.90p to 104.13p - including the 2.30p dividend payment -
with a full performance bridge in the chart in the full set of
annual financial statements.
In the twelve months to 30 June 2024
the Company recorded gross revenue of £3.49m (2023: £2.77m) and net
revenue after fees, costs and expenses of £2.65m (2023: £1.97m),
providing a net revenue return per share of 3.16 pence (2023: 2.32
pence). The Company recorded losses on the fair value of
investments of £0.83m, recognised an impairment provision of £0.41m
and recorded capitalised expenses of £0.36m, resulting in a total
gross return of £2.24m, and a total net return of £1.05m, or 1.25
pence per share.
The Company will pay a dividend made
up wholly of an interest distribution of 2.94p per share (2023:
2.30p) on 20 December 2024, which represents a dividend yield of
2.82% based on the net asset value at 30 June 2024. This is in line
with our guided dividend range of 2-3% yield on net asset value
p.a.
The key drivers of financial
performance in the twelve-month period to 30 June 2024
were:
• A
mix of income and capital gains in the Social Outcomes Contracts
portfolio driven by strong performance of the underlying projects,
with Bridges Social Outcomes Fund II contributing 0.56p to NAV
per share;
• A
ramp-up of returns in the High Impact Housing portfolio, in
particular valuation gains in the Real Lettings Property Fund,
contributing 0.55p to NAV per share, driven by the increases in the
Local Housing Allowance (LHA) effective from 1 April 2024 (with an
expected 13% uplift in annual rental income) and uplifts in the
value of its property portfolio;
• BEH
had a negative 1.00p contribution to NAV per share, due to a
capital loss on the disposal of AgilityEco, relative to the
previously recorded book value of the investment, as disclosed in
the Interim Report. The full year loss was slightly lower than the
(1.10)p per share disclosed in the Interim Report, thanks to
dividend income and continued performance of the remaining
investments.
The Social Impact performance of the
portfolio was reported in the Company's third Impact Report
published in July 2024. The report highlighted that since launch,
the Company's investments have reached 400,000 people, 95% of whom
are from disadvantaged, vulnerable or underserved backgrounds;
generated £217m in social outcomes and savings; and funded 35,000
affordable, decent homes.
Portfolio exits and new
investments
The Company's capital is fully
committed to High Impact Investments (drawn or pending drawdowns).
The Portfolio Manager continuously monitors a pipeline of
additional High Impact Investments to allow efficient recycling of
capital that is returned to the Company via distributions,
scheduled maturities or early exits, and in anticipation of new
capital raises should the share price discount be
closed.
During the period under review,
£5.9m (7% of NAV) of capital was returned largely through the
Charity Bank Co-investment portfolio, as scheduled maturities
alongside the early repayment of the remaining £2.4m balance of the
Sue Ryder loan, as well as capital returned by the Bridges Social
Outcomes Fund II (£1.9m).
We have made two new
commitments:
•
£3.6m to Community Energy Together Limited ("CETL") (fully drawn at
commitment in December 2023): a community renewable energy project
company, contributing to a 'Just Transition to Net Zero';
and
•
£5.0m to SAH (managed by Savills Investment Management) (first
drawdown after period end): SAH aims to deliver affordable homes
across the UK, with a focus on areas with high local authority
waiting lists and areas ranked within the lowest 40% in the Index
of Multiple Deprivation. SAH will invest in and manage a
diversified portfolio of affordable housing, comprising both
affordable and social-rent homes as well as shared-ownership homes,
generating government-backed and inflation-linked income
streams.
Portfolio cash flows and balance
sheet
During the period, net drawdowns for
High Impact Investments were £0.62m, comprising new deployment of
capital of £6.47m, and capital repayments of £5.85m (£3.12m of
which are recallable distributions):
•
In Debt and Equity
for Social Enterprises:
- BEH exited
AgilityEco via a sale to M Group Service, delivering a 3.4
times money multiple return on the original BEH investment (2.7
times since investment by the Company); the proceeds from the exit
will be reinvested in other high impact opportunities; post period
end, the fund made a recallable distribution to investors, pending
re-investment by BEH;
- £3.6m was
deployed into the Company's new investment in CETL;
- In the
Charity Bank Co-investment portfolio, we have received an early
repayment of the Sue Ryder £2.64m loan, and a £1.02m drawdown for
the Abbeyfield York loan;
- The
Community Investment Fund made a recallable distribution of £1.22m
following the refinancing of the Resilient Energy Forest of Dean
loan, and a drawdown of £0.64m for new investments, including a new
loan to Social adVentures for the purchase of a detached family
home in Salford Greater Manchester, which has opened a new
children's home for three children aged 8 to 18 years;
•
In High Impact Housing, £0.86m was drawn by Social and Sustainable Housing LP and
£0.08m by Man GPM RI Community Housing Fund, deployed towards
delivering more affordable and social housing in the UK.
•
Within Social Outcomes
Contracts, further investment was made into
new and existing projects for the delivery of public services in
areas such as homelessness and healthcare.
1 Institute for Fiscal Studies, March 2024
2 The Guardian, Apr 2024
3 Office for National Statistics, July 2023
4 https://www.impactinvest.org.uk/resources/publications/the-uk-impact-investing-market-size-scope-and-potential/
Portfolio allocation
A diversified asset allocation
delivering local UK social impact
The Company delivers its investment
objective through allocating to best-in-class social impact
managers in private markets - with proven track records delivering
high quality financial returns alongside measurable social impact
for more disadvantaged groups in the UK. Investments that are
committed but not yet drawn by private market funds are held in
listed Liquidity Assets investments to mitigate cash drag during
longer drawdown periods.
As of 30 June 2024, total
commitments (drawn and undrawn) to High Impact Investments amounted
to 104% of NAV, while the drawn portion of the commitments was at
90% of NAV ("invested as % of NAV"). Capital awaiting deployment
into High Impact Investments is currently held in Liquidity Assets
(including investment funds and money market funds earning interest
in line with base rates) (11% of NAV).
While current undrawn commitments
exceed the amounts held in Liquidity Assets, this is mainly a
reflection of the long drawdown periods of some of our commitments
(in particular in housing), and when matched against expected
capital repayments, we are maintaining appropriate cover for
expected drawdowns.
Providing access to a seasoned high
impact portfolio
The Company has built a seasoned
high impact portfolio that would be difficult for shareholders to
access directly - through a combination of a seed portfolio and
secondary investments from Better Society Capital, the Portfolio
Manager, as well as its relationships and knowledge of the sector.
This provides a greater allocation to more mature assets that will
help drive future financial and impact performance. The Portfolio
Manager's broader portfolio relationships offer additional fee
benefits to Company shareholders - with 43% of the Company's
portfolio with no or discounted management fees - from
co-investments or fee discounts that the Portfolio Manager has
negotiated, often through their role as initial cornerstone
investor in funds.
Targeting inflation resilient
returns
The Company aims to deliver an asset
allocation that is resilient through periods of rising prices
through targeting two-thirds of its asset allocation to assets that
will benefit from inflation. These assets are:
•
Property and renewables - with a mix of long dated inflation linked
leases, shorter property leases where value is more driven by
property prices, and smaller investments in community renewables in
our Debt and Equity for Social Enterprises asset class; we also
hold renewables investments in our Liquidity Assets
portfolio.
•
Mezzanine and equity investments - where the value is driven by
government contracts that have historically moved with
inflation.
•
Floating rate instruments which benefit from increases in the base
rate (currently base rates are higher than inflation, and are
expected to decrease).
As of 30 June 2024, the Company had
committed 66% of its capital to inflation sensitive assets. The
remaining capital committed to high impact investments was
allocated to fixed income securities such as charity bonds and
social outcomes contracts; the Company aims to minimise the
duration of these fixed income assets, to allow reinvestment over
time into the prevailing interest rate environment. Including the
investments in Liquidity Assets, the Company's invested amount in
assets that are linked or correlated with inflation is 67% of its
capital.
To date the Company has
underperformed its CPI+2% aim, with double digit inflation levels
not being reflected in portfolio returns given lease caps,
increases in discount rates, falls in real value of house prices
and lags in inflation feeding through into new contracts. We
expect to see future returns now benefiting as the lagged impact of
higher inflation and interest rate reductions feed across the
portfolio.
Targeting low correlation to
mainstream markets
The Company's asset allocation aims
to achieve low correlation to mainstream markets by backing
business models that are underpinned by government expenditure and
have been historically resilient through economic cycles. As of 30
June 2024, 71% of the committed portfolio (55% invested) is
underpinned by government backed revenue streams. These revenue
streams are themselves diversified across policy areas, such as
housing, clean energy and fuel poverty, education, and addressing
inequalities/levelling up. This diversification reduces exposure to
individual policy risk, such as the risk that government or
budgetary changes would significantly reduce or withdraw payments.
The Company targets areas with a track record of delivering impact
for more disadvantaged groups and generating savings for the public
purse which provides additional revenue resilience. In the twelve
months to 30 June 2024, the Company's share price had a negative
correlation with the FTSE All Share Index of (0.76) (compared to
(0.61) in the previous year), and since Company IPO, the share
price had a negative correlation of (0.78) with the market
index.
In a challenging period for
financial markets since the IPO in December 2020 the Company's
portfolio performance has shown resilience, delivering a NAV Total
Return per share of 10.2% (2.8% annualised).
Recent events
The Company recently won its
category at the Best ESG Investment Fund: Impact (private markets)
at the ESG Investing Awards 2024. The Judges commented that
"their clear
report card approach following IMP principles was impressive. Easy
to digest a huge amount of information in their impact report. We
particularly liked their reporting of impact metrics including the
financials. This was backed by clear intentionality and
approach." The Company was also
shortlisted for the Best Impact Fund at the Sustainable Investment
Awards in September 2024. The Company has won four awards since its
launch. Judges have cited its unique offering of a diversified
portfolio delivering deep social impact for more disadvantaged
groups across the UK. We are pleased that the Company's
contribution is being recognised as playing a key role in the
evolution of sustainable investing.
In October 2024 Better Society
Capital completed an equity investment into Resonance Limited
("Resonance"), the parent company of the manager of the Real
Lettings Property Fund in the Company's portfolio, to accelerate
Resonance's growth. The Portfolio Manager now holds 5.2% of the
capital of Resonance by way of non-voting shares.
This does not form a part of the Company's
investment portfolio.
Outlook
The start of the Company's new
financial year was marked by the UK election, bringing the Labour
Party into power. A common thread remains that social issues
requiring intervention are growing, while public spending remains
under pressure.
We welcome the new government's
indications of their intention to work in partnership with private
capital to address the UK's most urgent issues:
•
Several public sector investment partnership opportunities are
emerging with opportunities to create social impact. For example,
the Government is launching a National Wealth Fund5
capitalised with £7.3bn and a remit to invest in new and growing
industries, targeting £3 of private investment for every £1 of
public investment. Great British Energy6, a publicly
owned national energy company, is also being created, capitalised
with £8.3bn to catalyse up to £60bn of private investment,
including funding to ensure communities own and benefit from clean
power projects.
5Gov.uk: Chancellor Rachel Reeves is taking immediate action to
fix the foundations of our economy
6Gov.uk: Great British Energy founding statement
•
Secondly, broader changes to the public sector landscape are
anticipated. For example, the commitment to deliver 1.5 million
homes7 with incentives for social and affordable
housebuilding alongside the promise of social rent stability. Other
favourable changes to the landscape may follow the pensions
review8 and "Local Growth Plans"9 which all
regional governments with devolution deals will develop.
Finally, during the pre-election
period the new Government was actively considering how to harness
the power of the "impact economy" - social impact private markets,
purpose-driven businesses and philanthropists - to help them
deliver their ambitions once in government10. Across all
areas, the Portfolio Manager, Better Society Capital, is following
developments closely and engaging where suitable to explore social
impact opportunities.
Another important policy development
was the launch of the FCA's SDR labelling regime in July 2024. The
framework signals the regulator's commitment to supporting the
integrity and growth of the impact and wider sustainability
investment markets in the UK. We believe transparent labelling and
disclosure of impact products are essential for the impact
investment market to grow healthily. We believe that our deep
impact focus is strongly aligned with the principles of the
Sustainability Impact label and, as mentioned in the Chair's
statement, will be seeking shareholder approval for changes to our
investment policy to ensure alignment with the principles and
guidance of the labelling regime*.
As markets stabilise and we gain
further clarity on policy, we think the Company is in a unique
position to offer shareholders access to a diversified portfolio of
private investments into organisations delivering high impact
solutions for the most disadvantaged and vulnerable groups in the
UK, while achieving high quality returns with low correlation to
traditional quoted markets.
7Gov.uk: Housing targets increased to get Britain building
again
8Gov.uk: Chancellor vows 'big bang on growth' to boost
investment and savings
9Gov.uk: Deputy Prime Minister kickstarts new devolution
revolution to boost local power
10https://www.cityam.com/labour-must-partner-with-businesses-in-the-impact-economy/
*For more information on the
labelling regime please see FCA policy statement via this link
here: https://www.fca.org.uk/publication/policy/ps23-16.pdf
Portfolio developments
The Company invests primarily in
three asset classes that were selected to give a diversified set of
opportunities with low correlation, both with one another and with
mainstream financial developments across all three in the year
under review.
Debt and Equity for Social Enterprises
Lending and some preference shares
to typically large and well-established charities and social
enterprises to help fund expansion projects to scale operations and
impact including:
-
Health and Social Care
-
Community Facilities and Services
-
Fuel Poverty
High Impact Housing
Investment to increase the number of
safe, secure and genuinely affordable homes for more disadvantaged
groups, diversified across:
-
Transitional Supported Housing
-
General Needs Social and Affordable Housing
-
Specialist Supported Housing
Social Outcome Contracts
Outcomes Contracts, where private
capital enables a consortium of expert charities and social
enterprises to deliver outcomes for Government commissioned
contracts across:
-
Family Therapy and Children's Services
-
Homelessness
-
Adult Health and Social Care
High Impact Portfolio*
|
|
|
Date
of
|
Value
at
|
|
Undrawn
|
Contribution to SBSI
|
|
|
|
|
|
|
Company
|
30 June
2024
|
Value
as
|
commitment
|
total
return (last 12
|
TVPI11
|
DPI11
|
Value
|
High Impact Portfolio
|
Vintage
|
investment
|
(£)**
|
% of
NAV
|
(£)
|
months)
(pps)
|
|
|
IRR***
|
|
Charity
Bond Portfolio
|
2013-2022
|
2020
|
14,521,294
|
17%
|
0
|
0.34
|
1.12
|
0.29
|
|
|
Bridges
Evergreen Holdings
|
2016
|
2020
|
11,482,341
|
13%
|
0
|
(1.00)
|
1.23
|
0.13
|
|
|
Community
Investment Fund
|
2014
|
2022
|
4,916,495
|
6%
|
577,621
|
0.21
|
1.25
|
0.29
|
|
|
Charity
Bank Co-Investment Facility
|
2019-2022
|
2020
|
3,779,085
|
4%
|
0
|
0.45
|
1.13
|
0.59
|
5.3%
|
|
Community
Together Energy Limited
|
2023
|
2023
|
3,699,762
|
4%
|
0
|
0.20
|
1.04
|
0.02
|
|
|
Triodos
Bank UK Bond Issue
|
2020
|
2020
|
2,516,712
|
3%
|
0
|
0.12
|
1.14
|
0.13
|
|
|
Total
|
|
|
40,915,690
|
47%
|
577,621
|
0.32
|
1.15
|
0.27
|
|
|
UK
Affordable Housing Fund
|
2018
|
2020
|
10,371,849
|
12%
|
0
|
0.34
|
1.08
|
0.04
|
|
|
Social and
Sustainable Housing
|
2019
|
2020
|
9,494,109
|
11%
|
494,664
|
0.38
|
1.05
|
0.04
|
|
|
Man GPM RI
Community Housing Fund
|
2021
|
2021
|
8,168,443
|
9%
|
1,993,815
|
(0.00)
|
1.03
|
0.01
|
|
|
Resonance
Real Lettings Property Fund
|
2013
|
2020
|
5,779,341
|
7%
|
0
|
0.55
|
1.26
|
0.27
|
3.4%
|
|
Simply
Affordable Homes
|
2024
|
2024
|
0
|
0%
|
5,000,000
|
0.00
|
0.00
|
0.00
|
|
|
Total
|
|
|
33,813,742
|
39%
|
7,488,478
|
1.27
|
1.09
|
0.07
|
|
|
Bridges
Social Outcomes Fund II
|
2018
|
2020
|
2,721,686
|
3%
|
4,108,037
|
0.56
|
1.26
|
0.63
|
High
single
|
|
Total
|
|
|
2,721,686
|
3%
|
4,108,037
|
0.56
|
1.26
|
0.63
|
digit****
|
Total
|
|
|
|
77,451,118
|
90%
|
12,174,137
|
2.15
|
1.13
|
0.21
|
4.8%
|
Asset class: Debt and Equity for Social
Enterprises
Many impact-led social enterprises
need capital to grow and increase their impact, as well as to
satisfy their existing working capital requirements. The Company's
portfolio is designed to include a diversified set of investments,
including charity bonds, asset-backed lending and portfolios of
secured loans, and funds that invest in established social
enterprises via mezzanine debt and/or equity. The underlying
charities and social enterprises deliver interventions to support
the most disadvantaged or vulnerable members of society, in areas
such as health and social care, and often benefit from government
backed revenue streams.
As of 30 June 2024, the value of
investments in this asset class was £40.9 million (47% of 30 June
2024 NAV). The Company has committed £41.5 million (48% of NAV) to
investments in this asset class, £0.58 million (1% of NAV) of which
remains undrawn at the year end.
BEH run by Bridges Fund Management,
is a long-term capital vehicle that makes equity investments into
highly impactful businesses. Post period end, the fund was
converted from an evergreen to a closed ended structure, to be
re-named as the Bridges Inclusive Growth Fund. The fund will
continue its strategy of providing patient, flexible capital to
impact-led businesses that deliver measurable social outcomes for
vulnerable groups in the UK.
As of 30 June 2024, the Company's
investment was valued at £11.5m (13% of NAV) and was 100% drawn,
funding investments into the Ethical Housing Company & New
Reflexions (following the AgilityEco exit earlier in the year).
BEH's financial performance was below target driven by valuation
losses following the AgilityEco exit, resulting in a 1p decline in
the Company's NAV per share in the period. While the write-down was
disappointing, the sale of the AgilityEco investment delivered a
3.4x money multiple and 40% gross IRR over the holding period by
Bridges, and proceeds from the disposal have been distributed to
investors post period end, to be recallable for re-investment into
new impactful investments.
BEH's impact performance remains
strong: the portfolio provides a range of essential services
including 98 affordable homes provided to 222 people moving from
poor-quality accommodation or insecure tenancy agreements, of whom
59% were homeless or at risk of homelessness when applying, and
19,439 days of quality care, education and therapy in the year for
young people with complex needs.
The Charity Bond Portfolio managed
by Rathbones supports larger UK charities seeking to raise capital
via the public and private bond markets, providing an alternative
source of funding to bank finance. As of 30 June 2024, the
Company's investment was valued at £14.5 million (17% of NAV).
The portfolio is invested in nine bonds (both listed and unlisted)
issued by charities and social enterprises through the Allia
C&C and Triodos Crowdfunding platforms, predominantly
delivering care and housing services with government revenue. The
portfolio delivered a 4.38% yield for the period delivering a 0.34p
contribution to Company NAV per share. One bond in the portfolio,
for Thera Trust, agreed a new repayment schedule due to cash flow
challenges, and as a result we have taken a partial provision
against the holding which adjusted it to 0.5p per share, and
reduced the Company's NAV by 0.4 pence per share - the charity has
continued to pay the coupon on its bonds as due. Other bonds in the
portfolio continue to perform to plan. Impact performance across
the Charity Bond Portfolio companies in the year included over
10,000 affordable homes provided, intensive support including care,
education, training, employability and housing provision to more
than 3,200 people with health conditions or special educational
needs, as well as 10,000 rural properties connected with
broadband.
The Community Investment Fund (CIF)
managed by Social and Sustainable Capital provides secured loans to
charities and social enterprises focused on community renewable
energy, social housing, and family support in the community. A high
proportion of revenue comes from government mandated sources. As of
30 June 2024, the Company's investment was valued at £4.9 million
(6% of NAV). During the period the Fund contributed 0.21p to
Company NAV per share from income and capital gains. Impact
performance in the period included 1,004 people reached by 11
social organisations providing essential services, including
housing, care and training.
The Charity Bank Co-investment
Portfolio comprises three secured loans with a total value as of 30
June 2024 of £3.8 million (4% of NAV), following the loan repayment
from Sue Ryder in the period. Working with Charity Bank, the
portfolio invests in low loan to value ratio (average 39%) loans to
housing and care providers Abbeyfield South Downs, Uxbridge United
Welfare Trust and Abbeyfield York. All loans are priced at a margin
over the Bank of England base rate and delivered a 0.45p
contribution to Company NAV per share over the period under review.
Impact performance in the year includes the provision of 89 units
of accommodation for the elderly at social rents.
CETL is a community renewable energy
project company, contributing to a 'Just Transition to Net Zero'.
The investment is in the form of a junior loan of £3.6 million,
alongside Better Society Capital and Power to Change. The Loan has
a five-year term and targets an internal rate of return of 8.2%
(fixed coupon of 7% p.a. and additional rolled up interest paid at
exit). The investment is strongly aligned with the Company's
investment thesis, delivering positive social outcomes for
communities alongside a good risk adjusted financial return. CETL
is a partnership of five community organisations that have acquired
seven cross-collateralised solar farm assets across the UK. These
solar farms benefit from government backed subsidies
(Feed-in-Tariffs and Renewables Obligation Certificate schemes) and
the assets are funded on a cross-collateralised basis for
scale and risk-sharing. As of 30 June 2024, the Company's
investment was valued at £3.7 million (4% of NAV) and was 100%
drawn. During the period, the investment contributed 0.20p to
Company NAV per share. On impact, CETL is forecast to generate
total community benefit funds in the region of £20m over the
assets' lifetime of 20-25 years.
The Company's investment in a
private bond issued by Triodos Bank UK Ltd was valued as of 30 June
2024 at £2.5 million (3% of NAV). Triodos Bank is a leading lender
to sustainability and social impact focused organisations. This
includes social housing, healthcare, education, renewable energy,
arts and culture, and community projects. The bond issue enables
Triodos Bank to continue to grow its loan book and contribute to
the resilience and growth of charities and social enterprises.
Triodos Bank UK remains well capitalised and with good liquidity
(Equity Ratio of 22.4% and a total capital ratio of 23.0% as of 31
December 2023). The bond contributed 0.12p to Company NAV per
share. The impact performance included 135 housing projects
financed in year.
Asset class: High Impact Housing
The portfolio is invested in
affordable and social housing, which is intended to address the
housing needs of a wide spectrum of people, who are often those on
the lowest incomes and the most vulnerable. We invest across a
range of asset types, from long-term inflation-linked lease
contracts with high-quality counterparties to shorter leases to
address specific issues, such as homelessness or the housing needs
of survivors of domestic abuse. Counterparties include Registered
Providers of social housing (such as housing associations) and
charities with long-standing track records, deep expertise in
addressing specific issues, and strong local relationships with
authorities and beneficiaries.
In addressing these needs, we seek
to deliver returns that are often supported by the
government-backed housing benefit system. This has led to a lower
historical correlation to mainstream markets and insulation from
the sharper price movements in the private housing market. The
portfolio has a diversified exposure to rental streams and is
experiencing a mix of increases in the current
environment.
The UK Affordable Housing and the
Man GPM RI Community Housing funds have mainly seen rents increase
driven by index-linked leases (capped at 7% for social rent for the
fiscal year from April 2023 to April 2024). This cap was removed in
April 2024, and the funds will benefit from rent increases of 7.7%
until April 2025. The Social and Sustainable Housing (SASH)
portfolio is primarily "Exempt Accommodation" for high need groups
which has seen rents increasing in line with inflation. The Real
Lettings Portfolio is primarily Local Housing Allowance income,
which has been increased by an average of 13% across the fund's
portfolio, following several years of being frozen. Furthermore, we
note some of the challenges being experienced by listed Social
Property REITs - often linked to the short operating
history and limited delivery experience of property counterparties.
We are not seeing any comparable issues in our High Impact Housing
investments - with 100% of rent due by June 2024
collected.
As of 30 June 2024, the value of
investments in this asset class is £33.8 million (39% of 30 June
2024 NAV). The Company has committed £41.3 million (48% of NAV) to
investments in this asset class, £7.5 million (9% of NAV) of which
remains undrawn at the year end, including £5 million committed to
Simply Affordable Homes.
The UK Affordable Housing Fund,
managed by CBRE Investment Management, aims to increase the supply
of sustainable and affordable homes in the UK for people unable to
purchase or rent in the open market. The fund targets a total
return greater than 6% (with an annual target income distribution
yield of 4% from income producing assets) net of all costs over the
long term. The Company's investment is fully deployed and valued at
£10.4 million (12% of NAV). The fund contributed 0.34p to Company
NAV per share growth due to a greater proportion of assets becoming
income producing, as well as property valuations increasing through
rent review uplifts. In terms of impact performance as of Q2 2024,
the Fund has so far delivered over 2,500 homes, potentially housing
over 8,500 people.
The Real Lettings Property Fund,
managed by Resonance Impact Investments Limited, provides high
quality accommodation and support for people previously homeless or
at risk of homelessness, in its 259 homes across London. The fund
leases the properties to experienced housing partners (Notting Hill
Genesis, Capital Letter and St. Mungo's) who manage the tenancies
and support tenants, helping them access support services and
become part of local communities. The fund has an overall target
return of 6% and a 3.5% annual cash yield. Following the uplift of
LHA rates to match the lowest 30% of private rents as of 1 April
2024, the fund's annual rental income is expected to increase by
13%. As of 30 June, the Company's investment was valued at £5.8
million (7% of NAV). During the period the fund contributed 0.55p
to Company NAV per share from rental income and capital gains. On
impact performance, as of the end of June 2024, 630 people (358
adults and 272 children) were being housed by the fund.
Furthermore, research by Alma Economics commissioned by BSC
estimated that the fund generated £12.1m of public value in 202312,
through reduced costs of public services, temporary accommodation
and through improved tenant well-being.
The Man GPM RI Community Housing
Fund aims to help address the UK's housing crisis through the
provision of new affordable rental and shared ownership homes. The
fund has a target of 70% of homes to be affordable and delivered in
mixed-tenure communities, and is currently on track to achieve 90%
of its homes being affordable. These homes will be predominantly
leased to local housing associations to deliver customer and asset
management services. The fund seeks to achieve returns driven by
long-term inflation-linked income streams, with a stabilised yield
of 5% from income producing assets. During the period, the fund
drew down £0.72 million and as of 30 June 2024 the Company's
investment was valued at £8.2 million (9% of NAV). The fund had a
net breakeven contribution to Company NAV per share performance in
the period, mainly due to income and capital gains from stabilised
assets in the portfolio being offset by higher costs due to
developer insolvencies. The fund is now substantially committed,
which is ahead of schedule - 3 years since the fund's first close
in April 2021 versus the forecast investment period of five years.
On impact performance, 318 homes have been completed as of December
2023, with an estimated 1,242 people housed to date.
The Social and Sustainable Housing
LP (SASH), managed by Social and Sustainable Capital, provides
investment to high-performing social sector organisations with
local knowledge and networks, and a strong track record of managing
transitional supported housing for vulnerable individuals. They may
include survivors of domestic violence, children leaving the care
system, ex-offenders, asylum seekers, people with complex mental
health issues and people with addiction issues. SASH makes flexible
secured loans which participate in changes in property prices and
rental incomes - generated from government-backed rental payments
with a target net return of 6%. During the period, the fund drew
down £0.86 million and as of 30 June 2024, the Company's
investment was valued at £9.5 million (11% of NAV). The fund
contributed 0.38p to Company NAV per share growth during the period
with the fund still in its investment period and deployment on
track. On impact performance the fund has supported 888 adults and
236 children in the year into housing while contributing more
consistent and higher quality service provision.
Simply Affordable Homes (SAH),
managed by Savills Investment Management, seeks to deliver
affordable homes across the UK, by using its established strategic
partnerships with high quality housing associations, developers,
and housebuilders, through a mix of acquiring existing stock and
delivering new build homes. The fund will invest in and manage a
diversified portfolio of affordable housing, comprising both
affordable and social-rent homes as well as shared-ownership homes,
generating government-backed and inflation-linked income streams.
The fund aims to deliver strong impact in line with the Company's
Impact Thesis and Theory of Change: properties will be affordable
rented (20% or higher discount to market rates), social-rent or
shared ownership homes, with a focus on areas with high local
authority waiting lists and delivering high quality well-built
sustainable homes. Furthermore, the fund operates under enhanced
governance frameworks and a sustainable investment strategy,
targeting high environmental standards and progressing towards Net
Zero Carbon by 2040. As a new commitment in the period, the
fund had its first drawdown post period end, with the fund still in
its investment period.
Asset class: Social Outcomes Contracts
Social outcomes contracts (SOCs) aim
to help the government achieve better life outcomes for vulnerable
people and better value for public funds. They are public sector
contracts designed to overcome challenges in the way that public
services have traditionally been managed. The providers of these
services are being paid for achieving specified and measurable
outcomes rather than prescribed inputs. Investment is used to cover
the upfront costs incurred to deliver the service, which ultimately
produces the desired social outcomes. We look to invest in a pool
of outcomes contracts that is diversified across central and local
government commissioners and different policy areas. As of 30 June
2024, the value of investments in this asset class was £2.7 million
(3% of NAV). The Company received distributions of £1.9 million
during the year. Following these distributions, the Company's
remaining exposure to assets in this asset class is £6.8 million
(8% of NAV), of which £4.1 million (5% of NAV) is undrawn at
year end. Bridges Social Outcomes Fund II, managed by Bridges Fund
Management and Bridges Outcomes Partnerships, invests in social
outcomes contracts, receiving payments when outcomes are delivered
and thereby ensuring that payment is aligned with measurable
improvements in the lives of participants. The fund has a
mid-single digit return target. During the period, the fund drew
down a further £0.22 million. The fund contributed 0.56p to Company
NAV per share performance during the period with overall
achievement of outcomes and outcomes payments running in line with
plan. So far, the fund has supported 30,233 people across
homelessness prevention, education, employment and family care
services, achieving £87 million outcomes payments to
date.
Liquidity Assets
The Company manages its committed
but uncalled capital through Liquidity Assets, which aim to provide
sufficient liquidity to meet impact investment commitments while
earning commensurate returns. This allocation can be held as cash
or invested in money market funds, bond funds, real assets
investment trusts and other liquidity investments that align with
the Company's liquidity requirements, meet high sustainability
standards and comply with the Company's investment policy. As of 30
June 2024, the Company held £9.5 million in Liquidity Assets, with
one redemption in the period (highlighted in grey), as detailed in
the table below.
*Totals may not sum due to
rounding.
Our Liquidity Assets portfolio,
representing 11% of NAV, contributed 0.55p per share to the
Company's total NAV during the period. The positive performance was
achieved by robust dividend and interest income from underlying
investments, as the portfolio benefited from overweighting floating
rate credit. During the financial year, partial withdrawals from
the portfolio were made to fund High Impact portfolio
drawdowns.
The existing portfolio at year end
continues to reflect a focus on generating positive real returns by
capturing spreads over cash returns through dividends from
investments with strong sustainability credentials. As interest
rate cuts approach and the economic cycle matures, the existing
portfolio continues to maintain flexibility through diversified
duration exposures while managing immediate liquidity needs through
money market funds and cash.
Hermina Popa, Jeremy Rogers
Better Society Capital
23 October
2024
Principal and emerging risks and
uncertainties
The Board, through its delegation to
the Audit and Risk Committee, is responsible for the Company's
system of risk management and internal control and for reviewing
its effectiveness. The Board has adopted a detailed matrix of
principal risks affecting the Company's business as an investment
trust and has established associated policies and processes
designed to manage and, where possible, mitigate those risks, which
are monitored by the Audit and Risk Committee on an ongoing basis.
This system assists the Board in determining the nature and extent
of the risks it is willing to take in achieving the Company's
strategic objectives. Both principal and emerging risks and the
monitoring system are subject to robust assessment at least
annually.
Risk assessment and internal
controls review by the Board
Risk assessment includes
consideration of the scope and quality of the systems of internal
control operating within key service providers, and ensures regular
communication of the results of monitoring by such providers to the
Audit and Risk Committee, including the incidence of significant
control failings or weaknesses that have been identified at any
time and the extent to which they have resulted in unforeseen
outcomes or contingencies that may have a material impact on the
Company's performance or condition. The internal control
environment of the Manager, Portfolio Manager, depositary and the
registrar are tested annually by independent external auditors. The
reports are reviewed by the Audit and Risk Committee.
During the year, the Board discussed
and monitored a number of risks which could potentially impact the
Company's ability to meet its strategic objectives. The Board
received updates from the Manager, Portfolio Manager, Company
Secretary and other service providers on emerging risks that could
affect the Company, where appropriate.
Although the Board believes that it
has a robust framework of internal control in place this can
provide only reasonable, and not absolute, assurance against
material financial misstatement or loss and is designed to manage,
not eliminate, risk. Actions taken by the Board and, where
appropriate, its Committees, to manage and mitigate the Company's
principal and emerging risks and uncertainties are set out in the
table below. Both the principal and emerging risks and
uncertainties and the monitoring system are subject to robust
assessment at least annually. The most recent assessment took place
in October 2024. The Committee concluded that the Company's risk
management and internal control systems remain effective with no
significant control failings or weaknesses identified.
The "Change" column on the right
highlights the Audit and Risk Committee's assessment of any
increases or decreases in risk during the year after mitigation and
management. The arrows show the risks as increased or decreased,
and sideway arrows show risks as stable.
Risk
|
Mitigation and management
|
Change
|
Strategic risk
Investment objective is out of line
with the requirements of investors or demand for the shares is not
as great as the supply leading to a persistently large
discount.
|
The appropriateness of the Company's
investment remit is regularly reviewed and the success of the
Company in meeting its stated objectives is monitored.
Market feedback and share price
information is monitored with regular communication with the
Company's broker.
The Board actively supports
continued marketing and promotional activities. Such activities are
the result of a collaboration of the Board and the Company's
Manager as well as the Portfolio Manager. A target list of
potential shareholders is monitored and updated.
The Board monitors the Company's
share price relative to its NAV and will buy back shares when the
Company trades at a discount. Commensurately, the Board will issue
shares when it trades as a premium to NAV.
|
áâ
|
Continuity risk
If in the two-year period ending on
31 December 2023, and in any two-year period following such date,
the Company's ordinary shares have traded, on average, at
a discount in excess of 10% to Net Asset Value per Share, the
directors will propose an ordinary resolution at the Company's next
annual general meeting that the Company continues its business as
presently constituted (the "Continuation Resolution").
The current period under assessment
is the two-year period to 31 December 2025. In the event that a
vote was triggered shareholders would be provided with the
opportunity to vote on whether the Company should continue in its
present form at the AGM in 2026.
|
The Portfolio Manager has extensive
experience and a track record in accurately timing the exits
of private equity investments. The Board will regularly monitor the
position to ensure that any alternative proposals to be made to
shareholders, which will add value to investors, are put forward at
an appropriate time.
The Board is in regular contact with
BSC and Schroders and would make a judgement ahead of the vote on
the best course to be navigated.
If the Continuation Resolution is
not passed, the directors will put forward proposals for the
reconstruction or reorganisation of the Company, bearing in mind
the liquidity of the Company's investments, as soon as reasonably
practicable following the date on which the Continuation Resolution
is not passed.
|
ã
|
Investment management
risks
Poor investment performance against
objective.
|
The Board monitors investment
performance, investment risk and portfolio activity at each
quarterly meeting.
The AIFM and Portfolio Manager are
subject to an annual review of their suitability as conducted
by the Management Engagement Committee, alongside an annual
presentation by the AIFM's Risk and internal audit
functions.
The Portfolio Manager has extensive
experience in selecting private Social Impact Investments and has a
robust investment process.
The Portfolio Manager makes
investments according to a tested and robust process and based
on the goal of achieving the target return. A pipeline of
opportunities is vetted and reviewed, and significant care is
taken in selecting high-quality investments. The Portfolio Manager
receives regular management information and engages regularly with
investees to monitor and ensure performance to plan.
If performance is unsatisfactory
over a prolonged period the Board will seek to replace the AIFM
and/or the Portfolio Manager.
Whilst the stated investment return
objective has yet to be met, it remains the ambition of the Board,
the Manager, and the Portfolio Manager to achieve this.
|
ã
|
Poor social impact performance
against objective.
|
The Board reviews impact and
publishes an annual impact report.
The AIFM and Portfolio Manager are
subject to an annual review of their suitability as conducted by
the Management Engagement
Committee.
The Portfolio Manager has extensive
experience in selecting private social impact investments and has a
robust investment process which ensures that the anticipated
positive impact of investee companies is realistic and
achievable.
The Portfolio Manager undertakes
robust investment analysis on the context of proposals, impact
outcomes, financial drivers, and associated risks. The Portfolio
Manager receives regular management information and engages
regularly with investees to monitor and ensure performance to
plan.
If performance is unsatisfactory
over a prolonged period the Board will seek to replace the AIFM
and/or the Portfolio Manager.
|
áâ
|
Liquidity risk
Liquidity risks which include those
risks resulting from holding private equity investments as well as
not being able to participate in follow-on fund-raises through lack
of available capital which could result in dilution of an
investment as well as risks relating to investment commitments and
capital calls.
|
The Portfolio Manager is experienced
in managing social impact investments and seeks to accurately time
the realisation of Company's investments.
Concentration limits imposed on
single investments to minimise the size of positions.
The Portfolio Manager can sell
Liquidity Assets to meet investment commitments and capital calls.
The Portfolio Manager will monitor and manage cash flows and
expected capital calls.
The Portfolio Manager will seek to
manage cash-flow such that the Company will be able to participate
in follow-on fund-raises where appropriate.
|
áâ
|
Valuation risk
Private equity investments are more
difficult to value than publicly traded securities.
A lack of open market data and
reliance on investee company projections may also make it more
difficult to estimate fair value on a timely basis.
|
Contracts with investee companies
and funds are drafted to include obligations to provide information
to the Portfolio Manager in a timely manner, where
possible.
The Portfolio Manager and AIFM have
extensive track records of valuing privately held
investments.
A valuation policy has been agreed
by the AIFM and Portfolio Manager and includes a robust process for
the valuation of assets, including consideration of the valuations
provided by investee companies and the methodologies they have
used. Any changes to this policy must be approved by the Audit and
Risk Committee.
The Audit and Risk Committee reviews
all valuations of unlisted investments and challenges the
methodologies used by the Portfolio Manager and AIFM. The Audit and
Risk Committee may also appoint an independent party to complete a
valuation of the Company's assets.
Valuation of investments is a focus
for BDO, the external auditor.
|
áâ
|
Cybersecurity risks
Each of the Company's service
providers is at risk of cyber attack, data theft or disruption to
their infrastructure which could have an effect on the services
they provide to the Company.
While the risk of financial loss by
the Company is probably small, the risk of reputational damage and
the risk of loss of control of sensitive information is more
significant, for instance a GDPR breach. Many of the Company's
service providers and the Board often have sensitive information
regarding transactions or pricing and information regarded as
inside information in regulatory terms. Data theft or data
corruption per se is regarded as a lower order risk as relevant
data is held in multiple locations.
|
The Board receives controls reports
from its key service providers which describe the protective
measures they take as well as their business recovery plans. In
addition, the Board receives an annual presentation from the
Manager on cyber risk.
|
áâ
|
Economic, policy, and market
risk
Changes in general economic and
market conditions, such as interest rates, inflation rates,
industry conditions, tax laws, political events and trends can
substantially and adversely affect the value of
investments.
Market risk includes the potential
impact of events which are outside the Company's control, such as
pandemics, civil unrest and wars.
Policy risk includes the potential
negative impact of changes in UK government policies that affect
the business models, revenue streams or have other material
implications for investees.
|
The risk profile of the portfolio is
considered and appropriate strategies to mitigate any negative
impact of substantial changes in markets and government policies
are discussed with the Portfolio Manager.
Policy risk is mitigated by working
with organisations that have been successfully operating for
several decades, navigating different policy environments, and
making investments that benefit from some element of asset backing
and engagement with all major political parties on social impact
investments through the Portfolio Manager.
|
áâ
|
Risk assessment and internal
controls review by the Board
Risk assessment includes
consideration of the scope and quality of the systems of internal
control operating within key service providers and ensures regular
communication of the results of monitoring by such providers to the
Audit and Risk Committee. This includes the incidence of
significant control failings or weaknesses that have been
identified at any time and the extent to which they have resulted
in unforeseen outcomes or contingencies that may have a material
impact on the Company's performance or condition.
No significant control failings or
weaknesses were identified from the Audit and Risk Committee's
ongoing risk assessment which has been in place throughout the
financial year and up to the date of this report. The Board is
satisfied that it has undertaken a detailed review of the risks
facing the Company.
A full analysis of the financial
risks facing the Company is set out in note 20 to the accounts in
the full set of annual financial statements.
Statement of Directors'
Responsibilities
Directors'
responsibilities
The directors are responsible for
preparing the annual report and accounts in accordance with
applicable law and regulations.
Company law requires the directors
to prepare financial statements for each financial period. Under
that law the directors have prepared the financial statements in
accordance with United Kingdom Generally Accepted Accounting
Practice (FRS: 102 The Financial Reporting Standard applicable in
the UK and Republic of Ireland) and applicable law. Under company
law the directors must not approve the financial statements unless
they are satisfied that they give a true and fair view of the state
of affairs of the Company and of the return or loss of the Company
for that period. In preparing these financial statements, the
directors are required to:
- select
suitable accounting policies and then apply them
consistently;
- make
judgements and accounting estimates that are reasonable and
prudent;
- state
whether applicable UK Accounting Standards, comprising FRS 102,
have been followed, subject to any material departures disclosed
and explained in the financial statements;
- prepare a
directors' report, a strategic report and directors' remuneration
report which comply with the requirements of the Companies Act
2006; and
- prepare
the financial statements on a going concern basis unless it is
inappropriate to presume that the Company will continue in
business.
The directors are responsible for
keeping adequate accounting records that are sufficient to show and
explain the Company's transactions and disclose with reasonable
accuracy at any time the financial position of the Company and
enable them to ensure that the financial statements and the
Directors' Remuneration Report comply with the Companies Act 2006.
They are also responsible for safeguarding the assets of the
Company and hence for taking reasonable steps for the prevention
and detection of fraud and other irregularities.
The directors are responsible for
ensuring the annual report and the financial statements are made
available on a website. Financial statements are published on the
Company's website in accordance with legislation in the United
Kingdom governing the preparation and dissemination of financial
statements, which may vary from legislation in other jurisdictions.
The maintenance and integrity of the Company's website is the
responsibility of the Manager. The directors' responsibilities also
extend to the ongoing integrity of the financial statements
contained therein.
Directors' statement
Each of the directors, whose names
and functions are listed in the full set of annual financial
statements, confirm that to the best of their knowledge:
- the
financial statements, which have been prepared in accordance with
United Kingdom Generally Accepted Accounting Practice (United
Kingdom Accounting Standards and applicable law), give a true and
fair view of the assets, liabilities, financial position and net
return of the Company;
- the annual
report and accounts includes a fair review of the development and
performance of the business and the financial position of the
Company, together with a description of the principal risks and
uncertainties that it faces; and
- the annual
report and accounts, taken as a whole, is fair, balanced and
understandable and provides the information necessary for
shareholders to assess the Company's position and performance,
business model and strategy.
On behalf of the Board
Susannah Nicklin
Chair
23 October 2024
Income Statement
for the year ended 30 June
2024
|
|
2024
|
2023
|
|
|
Revenue
|
Capital
|
Total
|
Revenue
|
Capital
|
Total
|
|
Note
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
Losses on investments held at fair
value through profit or loss
|
2
|
-
|
(833)
|
(833)
|
-
|
(1,020)
|
(1,020)
|
Impairment provision on investments
held at amortised cost
|
|
-
|
(413)
|
(413)
|
-
|
-
|
-
|
Income from investments
|
3
|
3,320
|
-
|
3,320
|
2,695
|
-
|
2,695
|
Other interest receivable and
similar income
|
3
|
167
|
-
|
167
|
77
|
-
|
77
|
Gross return/(loss)
|
|
3,487
|
(1,246)
|
2,241
|
2,772
|
(1,020)
|
1,752
|
Investment management
fees
|
4
|
(340)
|
(340)
|
(680)
|
(334)
|
(334)
|
(668)
|
Administrative expenses
|
5
|
(497)
|
-
|
(497)
|
(464)
|
-
|
(464)
|
Transaction costs
|
|
-
|
(15)
|
(15)
|
-
|
-
|
-
|
Net return/(loss) before
taxation
|
|
2,650
|
(1,601)
|
1,049
|
1,974
|
(1,354)
|
620
|
Taxation
|
6
|
-
|
-
|
-
|
-
|
-
|
-
|
Net return/(loss) after
taxation
|
|
2,650
|
(1,601)
|
1,049
|
1,974
|
(1,354)
|
620
|
Return/(loss) per share
(pence)
|
7
|
3.16
|
(1.91)
|
1.25
|
2.32
|
(1.59)
|
0.73
|
The "Total" column of this statement
is the profit and loss account of the Company. The "Revenue" and
"Capital" columns represent supplementary information prepared
under guidance issued by The Association of Investment Companies.
The Company has no other items of other comprehensive income, and
therefore the net return/(loss) after taxation is also the total
comprehensive income for the year.
All revenue and capital items in the
above statement derive from continuing operations. No operations
were acquired or discontinued in the year (2023: none).
The notes in the full set of annual
financial statements form an integral part of these
accounts.
Statement of Changes in
Equity
for the year ended 30 June
2024
|
|
Called-up
|
|
|
|
|
|
|
|
share
|
Share
|
Special
|
Capital
|
Revenue
|
|
|
|
capital
|
premium
|
reserve
|
reserves
|
reserve
|
Total
|
|
Note
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
At 30 June 2022
|
|
853
|
10,571
|
72,993
|
4,373
|
1,126
|
89,916
|
Repurchase of the Company's own
shares into treasury
|
|
-
|
-
|
(674)
|
-
|
-
|
(674)
|
Net (loss)/return after
taxation
|
|
-
|
-
|
-
|
(1,354)
|
1,974
|
620
|
Dividends paid in the
year
|
8
|
-
|
-
|
-
|
-
|
(1,109)
|
(1,109)
|
At 30 June 2023
|
|
853
|
10,571
|
72,319
|
3,019
|
1,991
|
88,753
|
Repurchase of the Company's own
shares into treasury
|
|
-
|
-
|
(1,409)
|
-
|
-
|
(1,409)
|
Net (loss)/return after
taxation
|
|
-
|
-
|
-
|
(1,601)
|
2,650
|
1,049
|
Dividends paid in the
year
|
8
|
-
|
-
|
-
|
-
|
(1,934)
|
(1,934)
|
At 30 June 2024
|
13
|
853
|
10,571
|
70,910
|
1,418
|
2,707
|
86,459
|
The notes in the full set of annual
financial statements form an integral part of these
accounts.
Balance Sheet
at 30 June 2024
|
|
2024
|
2023
|
|
Note
|
£'000
|
£'000
|
Fixed assets
|
|
|
|
Investments held at fair value
through profit or loss
|
9
|
62,321
|
64,199
|
Investments held at amortised
cost
|
9
|
20,532
|
22,583
|
|
|
82,853
|
86,782
|
Current assets
|
|
|
|
Debtors
|
10
|
562
|
401
|
Current asset
investments*
|
|
3,106
|
1,715
|
Cash at bank and in hand*
|
|
514
|
374
|
|
|
4,182
|
2,490
|
Current liabilities
|
|
|
|
Creditors: amounts falling due
within one year
|
11
|
(576)
|
(519)
|
Net current assets
|
|
3,606
|
1,971
|
Total assets less current
liabilities
|
|
86,459
|
88,753
|
Net assets
|
|
86,459
|
88,753
|
|
|
|
|
Capital and reserves
|
|
|
|
Called-up share capital
|
12
|
853
|
853
|
Share premium
|
13
|
10,571
|
10,571
|
Special reserve
|
13
|
70,910
|
72,319
|
Capital reserves
|
13
|
1,418
|
3,019
|
Revenue reserve
|
13
|
2,707
|
1,991
|
Total equity shareholders'
funds
|
|
86,459
|
88,753
|
Net asset value per share
(pence)
|
14
|
104.13
|
104.90
|
*Cash at bank and in hand in the
Balance Sheet has been restated to exclude investments in money
market funds of £1.7m for the year ended 30 June 2023 and disclose
them separately as current asset investments, to conform with those
required by the Companies Act - Statutory format of the Balance
Sheet. There is no impact on other line items in the Balance Sheet
nor on total current assets.
These accounts were approved and
authorised for issue by the Board of Directors on 23 October 2024
and signed on its behalf by:
Susannah Nicklin
Chair
The notes in the full set of annual
financial statements form an integral part of these
accounts.
Registered in England and Wales as a
public company limited by shares
Company registration number: 12902443
Cash Flow Statement
for the year ended 30 June
2024
|
|
2024
|
2023
|
|
Note
|
£'000
|
£'000
|
Net cash inflow from operating
activities
|
15
|
1,957
|
1,116
|
Investing activities
|
|
|
|
Purchases of investments
|
|
(6,415)
|
(7,833)
|
Sales of investments
|
|
9,306
|
9,279
|
Net cash inflow from investing
activities
|
|
2,891
|
1,446
|
Net cash inflow before
financing
|
|
4,848
|
2,562
|
Financing activities
|
|
|
|
Dividend paid
|
|
(1,934)
|
(1,109)
|
Repurchase of the Company's own
shares into treasury
|
|
(1,383)
|
(674)
|
Net cash outflow from financing
activities
|
|
(3,317)
|
(1,783)
|
Net cash inflow in the
year
|
|
1,531
|
779
|
Cash and cash equivalents at the
beginning of the year
|
|
2,089
|
1,310
|
Net cash inflow in the
year
|
|
1,531
|
779
|
Cash and cash equivalents at the end
of the year
|
|
3,620
|
2,089
|
|
|
|
|
Cash and cash equivalents
comprise:
|
|
|
|
Money market funds
|
|
3,106
|
1,715
|
Cash at bank and in hand
|
|
514
|
374
|
Cash and cash equivalents at the end
of the year
|
|
3,620
|
2,089
|
Included in net cash inflow from
operating activities are dividends received amounting to £1,013,000
(year ended 30 June 2023: £860,000), income from debt securities
amounting to £1,955,000 (year ended 30 June 2023: £1,236,000) and
other interest receivable and similar income amounting to £33,000
(year ended 30 June 2023: £70,000).
The notes in the full set of annual
financial statements form an integral part of these
accounts.
Notes to the Accounts
1. Accounting
policies
(a) Basis of
accounting
Schroder BSC Social Impact Trust plc
("the Company") is registered in England and Wales as a public
company limited by shares. The Company's registered office is 1
London Wall Place, London EC2Y 5AU.
The accounts are prepared in
accordance with the Companies Act 2006, United Kingdom Generally
Accepted Accounting Practice ("UK GAAP"), in particular in
accordance with Financial Reporting Standard (FRS) 102 "The
Financial Reporting Standard applicable in the UK and Republic of
Ireland", and with the Statement of Recommended Practice "Financial
Statements of Investment Trust Companies and Venture Capital
Trusts" (the "SORP") issued by the Association of Investment
Companies in July 2022. All of the Company's operations are of a
continuing nature.
The accounts have been prepared on a
going concern basis under the historical cost convention, as
modified by the revaluation of investments held at fair value. The
Directors believe that the Company has adequate resources to
continue operating until 31 October 2025, which is at least 12
months from the date of approval of these accounts. In forming this
opinion, the Directors have taken into consideration: the controls
and monitoring processes in place; the Company's level of debt,
undrawn commitments and other payables; the low level of operating
expenses, comprising largely variable costs which would reduce pro
rata in the event of a market downturn; the Company's cash flow
forecasts and the liquidity of the Company's investments. In
forming this opinion, the Directors have also considered any
potential impact of climate change, and the risk/impact of elevated
and sustained inflation and interest rates on the viability of the
Company. The Company has additionally performed stress tests which
confirm that a 50% fall in the market prices of the portfolio would
not affect the Board's conclusions in respect of going
concern.
The accounts are presented in
sterling and amounts have been rounded to the nearest
thousand.
The accounting policies applied to
these accounts are consistent with those applied in the accounts
for the year ended 30 June 2023.
Certain judgements, estimates and
assumptions have been required in valuing the Company's investments
and these are detailed in note 19 in the full set of annual
financial statements.
(b) Valuation of
investments
The Company's business is investing
in financial assets with a view to profiting from their total
return in the form of income and capital growth. Investments with a
fixed coupon and redemption amount are valued at amortised cost
less any impairments in accordance with FRS 102. Other financial
assets are managed and their performance evaluated on a fair value
basis, in accordance with a documented investment objective and
information is provided internally on that basis to the Company's
Board of Directors. Upon initial recognition, these investments are
designated by the Company as "held at fair value through profit or
loss", included initially at cost and subsequently at fair value
using the methodology below. This valuation process is consistent
with International Private Equity and Venture Capital Guidelines
issued in December 2022, which are intended to set out current best
practice on the valuation of Private Capital
investments.
(i) Quoted bid
prices for investments traded in active markets.
(ii) The price of a
recent investment, where there is considered to have been no
material change in fair value.
(iii) Where it is felt that a
milestone has been reached or a target achieved, the Company may
use the price of a recent investment adjusted to reflect that
change.
(iv) Investments in funds may
be valued using the NAV per unit with an appropriate discount or
premium applied to arrive at a unit price.
(v) Price earning
multiples, based on comparable businesses.
(vi) Industry benchmarks,
where available.
(vii) Discounted Cash Flow
techniques, where reliable estimates of cash flows are
available.
The above valuation methodologies
are deemed to reflect the impact of climate change risk on the
investments held.
Purchases and sales of quoted
investments are accounted for on a trade date basis. Purchases and
sales of unquoted investments are recognised when the related
contract becomes unconditional.
(c) Accounting for
reserves
Gains and losses on sales of
investments and the management fee or finance costs allocated to
capital, are included in the Income Statement and dealt with in
capital reserves. Increases and decreases in the valuation of
investments held at the year end and impairment losses of
investments, are included in the Income Statement and in capital
reserves within "Investment holding gains and losses".
For shares that are repurchased and
held in treasury, the full cost is charged to the Special
reserve.
(d)
Income
Dividends receivable are included in
revenue on an ex-dividend basis except where, in the opinion of the
Board, the dividend is capital in nature, in which case it is
included in capital.
Income from limited partnerships
will be included in revenue on the income declaration
date.
Income from fixed interest debt
securities is recognised using the effective interest
method.
Deposit interest outstanding at the
year end is calculated and accrued on a time apportionment basis
using market rates of interest.
(e)
Expenses
All expenses are accounted for on an
accruals basis. Expenses are allocated wholly to the revenue column
of the Income Statement with the following exceptions:
- The
management fee is allocated 50% to revenue and 50% to capital in
line with the Board's expected long-term split of revenue and
capital return from the Company's investment portfolio.
- Expenses
incidental to the purchase of an investment are charged to capital.
These expenses are commonly referred to as transaction costs and
comprise brokerage commission and stamp duty. Details of
transaction costs are given in note 9(c) in the full set of annual
financial statements.
The underlying costs incurred by the
Company's investments in collective funds are not included in the
various expense disclosures.
(f) Finance
costs
Finance costs, including any
premiums payable on settlement or redemption and direct issue
costs, are accounted for on an accruals basis using the effective
interest method and in accordance with FRS 102.
Finance costs are allocated 50% to
revenue and 50% to capital in line with the Board's expected
long-term split of revenue and capital return from the Company's
investment portfolio.
(g) Financial
instruments
Cash at bank and in hand comprises
cash held in the bank. Current asset investments comprise
investments in money market funds and highly liquid investments
which are readily convertible to a known amount of cash and are
subject to insignificant risk of changes in value. Other debtors
and creditors do not carry any interest, are short-term in nature
and are accordingly stated at nominal value, with debtors reduced
by appropriate allowances for estimated irrecoverable
amounts.
Bank loans and overdrafts are
initially measured at fair value and subsequently measured at
amortised cost. They are recorded at the proceeds received net of
direct issue costs. The Company had no bank loans or overdrafts at
30 June 2024 (2023: nil).
(h)
Taxation
Taxation on ordinary activities
comprises amounts expected to be received or paid.
Tax relief is allocated to expenses
charged to the capital column of the Income Statement on the
"marginal basis". On this basis, if taxable income is capable of
being entirely offset by revenue expenses, then no tax relief is
transferred to the capital column.
Deferred tax is provided on all
timing differences that have originated but not reversed by the
accounting date.
Deferred tax liabilities are
recognised for all taxable timing differences but deferred tax
assets are only recognised to the extent that it is probable that
taxable profits will be available against which those timing
differences can be utilised.
Deferred tax is measured at the tax
rate which is expected to apply in the periods in which the timing
differences are expected to reverse, based on tax rates that have
been enacted or substantively enacted at the balance sheet date and
is measured on an undiscounted basis.
As the Company continues to meet the
conditions required to retain its status as an Investment Trust,
any capital gains or losses arising on the revaluation or disposal
of investments are exempt.
(i) Value
added tax ("VAT")
Expenses are disclosed inclusive of
the related irrecoverable VAT.
(j) Dividends
payable
In accordance with FRS 102,
dividends payable are included in the accounts in the year in which
they are paid. Part, or all of any dividend declared may be
designated as an "interest distribution", calculated in accordance
with the investment trust income streaming rules and paid without
deduction of any income tax.
2. Losses on investments
held at fair value through profit or loss
|
2024
|
2023
|
|
£'000
|
£'000
|
Losses on sales of investments based
on historic cost
|
(192)
|
(642)
|
Amounts recognised in investment
holding losses in the previous year in respect of investments sold
in the year
|
304
|
537
|
Gains/(losses) on sales of
investments based on the carrying value at the previous balance
sheet date
|
112
|
(105)
|
Net movement in investment holding
losses
|
(945)
|
(915)
|
Losses on investments held at fair
value in the current year through profit and loss
|
(833)
|
(1,020)
|
3. Income from
investments
|
2024
|
2023
|
|
£'000
|
£'000
|
Income from investments
|
|
|
UK dividends
|
854
|
1,133
|
Overseas dividends
|
173
|
163
|
Interest income from debt securities
and other financial assets
|
2,293
|
1,399
|
|
3,320
|
2,695
|
Other interest receivable and
similar income
|
|
|
Deposit interest
|
147
|
37
|
Other income
|
20
|
40
|
|
167
|
77
|
Total income
|
3,487
|
2,772
|
4. Investment management
fees
|
2024
|
2023
|
|
Revenue
|
Capital
|
Total
|
Revenue
|
Capital
|
Total
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
Investment
management fees
|
340
|
340
|
680
|
334
|
334
|
668
|
The bases for calculating the
investment management fees are set out in the Report of the
Directors in the full set of annual financial statements and
details of all amounts payable to the managers are given in note 17
in the full set of annual financial statements.
5. Administrative
expenses
|
2024
|
2023
|
|
£'000
|
£'000
|
Other administrative
expenses
|
292
|
261
|
Directors'
fees1
|
139
|
141
|
Auditor's remuneration for the audit
of the Company's annual accounts2
|
66
|
62
|
|
497
|
464
|
1Full details are given in the remuneration report in the full
set of annual financial statements.
2Includes VAT amounting to £12,000 (2023: £12,000).
6. Taxation
(a) Analysis of tax
charge for the year
|
2024
|
2023
|
|
Revenue
|
Capital
|
Total
|
Revenue
|
Capital
|
Total
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
Taxation
for the year
|
-
|
-
|
-
|
-
|
-
|
-
|
The Company has no corporation tax
liability for the year ended 30 June 2024 (2023: nil).
(b) Factors
affecting tax charge for the year
|
2024
|
2023
|
|
Revenue
|
Capital
|
Total
|
Revenue
|
Capital
|
Total
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
Net return/(loss) before
taxation
|
2,650
|
(1,601)
|
1,049
|
1,974
|
(1,354)
|
620
|
Net return/(loss) before taxation
multiplied by the Company's applicable rate of corporation tax for
the year of 25% (2023: 20.5%)
|
663
|
(400)
|
263
|
405
|
(278)
|
127
|
Effects of:
|
|
|
|
|
|
|
Capital losses on
investments
|
-
|
311
|
311
|
-
|
210
|
210
|
Income not chargeable to corporation
tax
|
(225)
|
-
|
(225)
|
-
|
-
|
-
|
Tax deductible interest
distribution
|
(610)
|
-
|
(610)
|
(405)
|
68
|
(337)
|
Expenses not utilised in the current
period
|
172
|
85
|
257
|
-
|
-
|
-
|
Expenses not deductible for
corporation tax purposes
|
-
|
4
|
4
|
-
|
-
|
-
|
Taxation on ordinary
activities
|
-
|
-
|
-
|
-
|
-
|
-
|
UK Corporation Tax rate has
increased from 19% to 25% with effect from 1 April 2023.
(c) Deferred
taxation
The Company has an unrecognised
deferred tax asset of £590,000 (2023:£330,000) based on a
prospective corporation tax rate of 25% (2023:25%). The main rate
of corporation tax increased to 25% for fiscal years beginning on
or after 1 April 2023.
This deferred tax asset has arisen
due to the cumulative excess of deductible expenses over taxable
income. Given the composition of the Company's portfolio, it is not
likely that this asset will be utilised in the foreseeable future
and therefore no asset has been recognised in the
accounts.
Given the Company's status as an
investment trust company, no provision has been made for deferred
tax on any capital gains or losses arising on the revaluation or
disposal of investments.
7. Return per
share
|
2024
|
2023
|
|
£'000
|
£'000
|
Revenue return
|
2,650
|
1,974
|
Capital loss
|
(1,601)
|
(1,354)
|
Total return
|
1,049
|
620
|
Weighted average number of shares in
issue during the year
|
83,834,790
|
85,132,892
|
Revenue return per share
(pence)
|
3.16
|
2.32
|
Capital loss per share
(pence)
|
(1.91)
|
(1.59)
|
Total return per share
(pence)
|
1.25
|
0.73
|
There are no dilutive instruments,
the return per share is actual return.
8. Dividends
|
2024
|
2023
|
|
£'000
|
£'000
|
2023 interim dividend of 2.30p
(2022: 1.30p) paid out of revenue profits1
|
1,934
|
1,109
|
|
2024
|
2023
|
|
£'000
|
£'000
|
2024 interim dividend of 2.94p
(2023: 2.30p), to be paid out of revenue profits
|
2,439
|
1,9461
|
1The 2023 interim dividend amounted to £1,946,000. However the
amount actually paid was £1,934,000, as shares were repurchased
into treasury after the accounting date but prior to the dividend
record date.
The 2024 interim dividend is made up
wholly of an interest distribution of 2.94p. The 2023 dividend of 2.30p was split between a 2.16p interest
distribution and a 0.14p equity dividend.
The interim dividend amounting to
£2,439,000 (2023: £1,946,000) is the amount used for the basis of
determining whether the Company has satisfied the distribution
requirements of Section 1158 of the Corporation Tax Act 2010. The
revenue available for distribution by way of dividend for the year
is £2,650,000 (2023: £1,974,000).
9. Fixed assets
(a) Movement in
investments
|
2024
|
2023
|
|
Investments
|
|
|
Investments
|
|
|
|
held at
|
Investments
|
|
held at
|
Investments
|
|
|
fair value
|
held at
|
|
fair value
|
held at
|
|
|
through
|
amortised
|
|
through
|
amortised
|
|
|
profit or
loss
|
cost
|
Total
|
profit or
loss
|
cost
|
Total
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
Opening book cost
|
59,844
|
22,583
|
82,427
|
62,267
|
21,832
|
84,099
|
Opening investment holding
gains
|
4,355
|
-
|
4,355
|
4,733
|
-
|
4,733
|
Opening fair value
|
64,199
|
22,583
|
86,782
|
67,000
|
21,832
|
88,832
|
Purchases at cost
|
5,603
|
1,020
|
6,623
|
7,269
|
980
|
8,249
|
Sales proceeds
|
(6,648)
|
(2,658)
|
(9,306)
|
(9,050)
|
(229)
|
(9,279)
|
Impairment losses on investments
held at amortised cost
|
-
|
(413)
|
(413)
|
-
|
-
|
-
|
Losses on investments held at fair
value through profit or loss
|
(833)
|
-
|
(833)
|
(1,020)
|
-
|
(1,020)
|
Closing fair value
|
62,321
|
20,532
|
82,853
|
64,199
|
22,583
|
86,782
|
Closing book cost
|
58,607
|
20,532
|
79,139
|
59,844
|
22,583
|
82,427
|
Closing investment holding
gains
|
3,714
|
-
|
3,714
|
4,355
|
-
|
4,355
|
Closing fair value
|
62,321
|
20,532
|
82,853
|
64,199
|
22,583
|
86,782
|
The Company received £9,306,000
(2023: £9,279,000) from disposal of investments in the year. The
book cost of these investments when they were purchased was
£9,911,000 (2023: £9,921,000). These investments have been revalued
over time and until they were sold any unrealised gains/losses were
included in the value of the investments.
(b) Unquoted
investments, including investments quoted in inactive
markets
Material revaluations of unquoted
investments during the year ended 30 June 2024
|
Opening
|
|
|
|
Closing
|
|
valuation
|
|
|
|
valuation
|
|
at 30 June
|
|
|
|
at 30 June
|
|
2023
|
Purchases
|
Revaluation
|
Distributions
|
2024
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
Investment
|
|
|
|
|
|
Bridges Evergreen Capital
LP
|
12,750
|
-
|
(1,268)
|
-
|
11,482
|
Resonance Real Lettings Property
Fund LP
|
5,476
|
-
|
303
|
-
|
5,779
|
Bridges Social Outcomes Fund II
LP
|
4,271
|
219
|
134
|
(1,902)
|
2,722
|
Material revaluations of unquoted
investments during the year ended 30 June 2023
|
Opening
|
|
|
|
Closing
|
|
valuation
|
|
|
|
valuation
|
|
at 30 June
|
|
|
|
at 30 June
|
|
2022
|
Purchases
|
Revaluation
|
Distributions
|
2023
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
Investment
|
|
|
|
|
|
Bridges Evergreen Capital
LP
|
14,451
|
-
|
(1,701)
|
-
|
12,750
|
Man GPM RI Community Housing 1
LP
|
5,202
|
2,930
|
397
|
(383)
|
8,146
|
UK Affordable Housing
Fund
|
9,848
|
-
|
351
|
-
|
10,199
|
Material disposals of unquoted
investments during the year
|
2024
|
|
|
Book
|
Sales
|
Realised
|
|
cost
|
proceeds
|
gain/(loss)
|
|
£'000
|
£'000
|
£'000
|
Investment
|
|
|
|
Charity Bank Co Invest Portfolio:
Sue Ryder FRN 04/12/2043
|
2,440
|
2,440
|
-
|
Bridges Social Outcomes Fund II
LP
|
1,902
|
1,902
|
-
|
Community Investment Fund
|
1,220
|
1,220
|
-
|
|
2023
|
|
|
Book
|
Sales
|
Realised
|
|
|
cost
|
proceeds
|
gain/(loss)
|
|
|
£'000
|
£'000
|
£'000
|
|
Investment
|
|
|
|
|
Resonance Real Lettings Property
Fund LP
|
990
|
990
|
-
|
|
(c) Transaction
costs
The following transaction costs,
comprising stamp duty and legal fees, were incurred in the
year:
|
2024
|
2023
|
|
£'000
|
£'000
|
On acquisitions
|
15
|
-
|
10. Current
assets
Debtors
|
2024
|
2023
|
|
£'000
|
£'000
|
Dividends and interest
receivable
|
545
|
382
|
Other debtors
|
17
|
19
|
|
562
|
401
|
The Directors consider that the
carrying amount of debtors approximates to their fair
value.
11. Current
liabilities
Creditors: amounts falling due
within one year
|
2024
|
2023
|
|
£'000
|
£'000
|
Repurchase of the Company's own
shares into treasury awaiting settlement
|
26
|
-
|
Other creditors and
accruals
|
550
|
519
|
|
576
|
519
|
The Directors consider that the
carrying amount of creditors falling due within one year
approximates to their fair
value.
12.
Called-up share capital
|
2024
|
2023
|
|
£'000
|
£'000
|
Ordinary Shares of 1p each,
allotted, called up and fully paid:
|
|
|
Opening balance of 84,604,866 (2023:
85,316,586) shares
|
846
|
853
|
Repurchase of 1,575,205 (2023:
711,720) shares into treasury
|
(16)
|
(7)
|
Subtotal of 83,029,661 (2023:
84,604,866) shares
|
830
|
846
|
2,286,925 (2023: 711,720) shares
held in treasury
|
23
|
7
|
Closing
balance1
|
853
|
853
|
1�Represents 85,316,586 (2023: 85,316,586) shares of 1p each,
including 2,286,925 (2023: 711,720) held in treasury.
During the year, the Company
repurchased 1,575,205 of its own shares, nominal value £15,752 to
hold in treasury, representing 1.86% of the shares outstanding at
the beginning of the year. The total consideration paid for these
shares amounted to £1,409,000. The reason for these purchases was
to seek to manage the volatility of the share price discount to NAV
per share.
13.
Reserves
Year ended 30 June 2024
|
|
|
Capital
reserves
|
|
|
|
|
Gains and
|
Investment
|
|
|
|
|
losses on
|
holding
|
|
|
Share
|
Special
|
sales of
|
gains and
|
Revenue
|
|
premium1
|
reserve2
|
investments3
|
losses4
|
reserve5
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
Opening balance
|
10,571
|
72,319
|
(1,336)
|
4,355
|
1,991
|
Gains on sales of investments based
on the carrying value at the previous balance sheet date
|
-
|
-
|
112
|
-
|
-
|
Net movement in investment holding
losses
|
-
|
-
|
-
|
(945)
|
-
|
Transfer on disposal of
investments
|
-
|
-
|
(304)
|
304
|
-
|
Impairment losses on
investments
|
-
|
-
|
(413)
|
-
|
-
|
Repurchase of the Company's own
shares into treasury
|
-
|
(1,409)
|
-
|
-
|
-
|
Management fees allocated to
capital
|
-
|
-
|
(340)
|
-
|
-
|
Transaction costs
|
-
|
-
|
(15)
|
-
|
-
|
Dividends paid
|
-
|
-
|
-
|
-
|
(1,934)
|
Retained revenue for the
year
|
-
|
-
|
-
|
-
|
2,650
|
Closing balance
|
10,571
|
70,910
|
(2,296)
|
3,714
|
2,707
|
1�Share premium is a non distributable reserve and represents
the amount by which the fair value of the consideration received
from shares issued exceeds the nominal value of shares
issued.
2�This is a distributable capital reserve arising from the
cancellation of the share premium, and may be distributed as
dividends or used to repurchase the Company's own
shares.
3�This is a realised (distributable) capital reserve and may be
distributed as dividends or used to repurchase the Company's own
shares.
4�This is an undistributable reserve which consists of
unrealised gains and losses as a result of revaluations of
investments held as at year end.
5�The revenue reserve may be distributed as dividends or used to
repurchase the Company's own shares.
Year ended 30 June 2023
|
|
|
Capital
reserves
|
|
|
|
|
Gains and
|
Investment
|
|
|
|
|
losses on
|
holding
|
|
|
Share
|
Special
|
sales of
|
gains and
|
Revenue
|
|
premium1
|
reserve2
|
investments3
|
losses4
|
reserve5
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
Opening balance
|
10,571
|
72,993
|
(360)
|
4,733
|
1,126
|
Losses on sales of investments based
on the carrying value at the previous balance sheet date
|
-
|
-
|
(105)
|
-
|
-
|
Net movement in investment holding
losses
|
-
|
-
|
-
|
(915)
|
-
|
Transfer on disposal of
investments
|
-
|
-
|
(537)
|
537
|
-
|
Repurchase of the Company's own
shares into treasury
|
-
|
(674)
|
-
|
-
|
-
|
Management fees allocated to
capital
|
-
|
-
|
(334)
|
-
|
-
|
Dividends paid
|
-
|
-
|
-
|
-
|
(1,109)
|
Retained revenue for the
year
|
-
|
-
|
-
|
-
|
1,974
|
Closing balance
|
10,571
|
72,319
|
(1,336)
|
4,355
|
1,991
|
The Company's Articles of
Association permit dividend distributions out of realised capital
profits. Total distributable reserves as at 30 June 2024 were
£71,321,000 (30 June 2023: £72,974,000).
1�Share premium is a non distributable reserve and represents
the amount by which the fair value of the consideration received
from shares issued exceeds the nominal value of shares
issued.
2�This is a distributable capital reserve arising from the
cancellation of the share premium, and may be distributed as
dividends or used to repurchase the Company's own
shares.
3�This is a realised (distributable) capital reserve and may be
distributed as dividends or used to repurchase the Company's own
shares.
4�This is an undistributable reserve which consists of
unrealised gains and losses as a result of revaluations of
investments held as at year end.
5�The revenue reserve may be distributed as dividends or used to
repurchase the Company's own shares.
14. Net asset value per
share
|
2024
|
2023
|
Net assets attributable to
shareholders (£'000)
|
86,459
|
88,753
|
Shares in issue at the year
end
|
83,029,661
|
84,604,866
|
Net asset value per share
(pence)
|
104.13
|
104.90
|
15. Reconciliation of total
return on ordinary activities before finance costs and taxation to
net cash inflow from operating activities
|
2024
|
2023
|
|
£'000
|
£'000
|
Total return before
taxation
|
1,049
|
620
|
Add capital loss before
taxation
|
1,601
|
1,354
|
Less accumulation
dividends1
|
(208)
|
(416)
|
Increase in accrued
income
|
(163)
|
(189)
|
Decrease/(increase) in other
debtors
|
2
|
(6)
|
Increase in other
creditors
|
31
|
87
|
Management fee and transaction costs
allocated to capital
|
(355)
|
(334)
|
Net cash inflow from operating
activities
|
1,957
|
1,116
|
1Accumulation dividends are capitalised to
investments.
16. Uncalled capital
commitments
At 30 June 2024, the Company had
uncalled capital commitments amounting to £12,174,000 (2023:
£8,749,000) in respect of follow-on investments, which may be drawn
down or called by investee entities, subject to agreed notice
periods.
17. Transactions with the
Manager
Under the terms of the Alternative
Investment Fund Manager Agreement, the Manager is entitled to
receive a management fee. Details of the basis of the calculation
are given in the Directors' Report in the full set of annual
financial statements.
The fee payable to the Manager in
respect of the year ended 30 June 2024 amounted to £624,000 (2023:
£614,000), of which £307,000 (2023: £307,000) was outstanding at
the year end. Any investments in funds managed or advised by the
Manager or any of its associated companies, are excluded from the
assets used for the purpose of the calculation and therefore incur
no fee.
Under the terms of the Investment
Management Agreement, the Manager may reclaim from the Company
certain expenses paid by the Manager on behalf of the Company to
HSBC in connection with accounting and administrative services
provided to the Company. These charges amounted to £79,000 for the
year ended 30 June 2024 (2023: £66,000), of which £66,000 (2023:
same) was outstanding at the year
end.
No Director of the Company served as
a Director of any company within the Schroder Group at any time
during the year, or prior period.
In accordance with the terms of a
discretionary mandate between the Company, Better Society Capital
Limited, Rathbone Investment Management Limited and The Charity
Bank Limited are entitled to receive a management fee for portfolio
management services relating to certain of the Company's
investments.
Details of the basis of the
calculation are given in the Directors' Report in the full set of
annual financial statements. The fee payable to Rathbone in respect
of the year ended 30 June 2024 amounted to £54,000 (2023:
£55,000), of which £13,000 (2023: £13,000) was outstanding at the
year end. The fee payable to The Charity Bank Limited in respect of
the year ended 30 June 2024 amounted to £2,000 (2023: £nil), of
which £nil was outstanding at the year end (2023: same).
18. Related party
transactions
Details of the remuneration payable
to Directors are given in the Directors' Remuneration Report in the
full set of annual financial statements and details of Directors'
shareholdings are given in the Directors' Remuneration Report in
the full set of annual financial statements Details of transactions
with the Managers are given in note 17 above.
During the year ended 30 June 2024,
there has been a smaller related party transaction for the purposes
of the Listing Rules as then in force in relation to the debt
investment in CETL. The Company's debt investment in CETL, valued
at £3.5 million and comprising 4.1% of the Company's investment
portfolio as of 30 June 2024, was made by way of the sale of a £3.6
million direct junior loan to CETL previously owned by the
Portfolio Manager. After the sale, the Portfolio Manager holds a
£2.4 million investment in the same entity through a junior loan,
compared to £6.0 million before the sale.
19. Disclosures regarding
financial instruments measured at fair value
The Company's financial instruments
within the scope of FRS 102 that are held at fair value comprise
certain investments held in its investment portfolio.
FRS 102 requires that financial
instruments held at fair value are categorised into a hierarchy
consisting of the three levels below. A fair value measurement is
categorised in its entirety on the basis of the lowest level input
that is significant to the fair value measurement.
Level 1 - valued using unadjusted
quoted prices in active markets for identical assets.
Level 2 - valued using observable
inputs other than quoted prices included within Level 1.
Level 3 - valued using inputs that
are unobservable.
Details of the Company's policy for
valuing investments are given in note 1(b) in the full set of
annual financial statements. Level 3 investments have been valued
in accordance with note 1(b)(ii) to (vii).
The Company's unlisted investments
held at fair value are valued using a variety of techniques
consistent with the recommendations set out in the International
Private Equity and Venture Capital guidelines. Investments in
third-party managed funds were valued by reference to the most
recent net asset value provided by the relevant manager. The
valuation methods adopted by third-party managers include using
comparable company multiples, net asset values, assessment of
comparable company performance and assessment of milestone
achievement at the investee. For certain investments, such as High
Impact Housing, the third-party manager may appoint external
valuers to periodically value the underlying portfolio of assets.
The valuations of third-party managed funds will also be subject to
an annual audit. The valuations of all investments are considered
by the Portfolio Manager and recommended to the AIFM, who in turn
recommends them to the Company. Where it is deemed appropriate, the
Portfolio Manager may recommend an adjusted valuation to the extent
that the adjusted valuation represents the Portfolio Manager's view
of fair value.
At 30 June, the Company's investment
held at fair value, were categorised as follows:
|
2024
|
2023
|
|
£'000
|
£'000
|
Level 1
|
5,928
|
9,342
|
Level 2
|
-
|
-
|
Level 3
|
56,393
|
54,857
|
Total
|
62,321
|
64,199
|
There have been no other transfers
between Levels 1, 2 or 3 during the year (2023: nil).
Movements in fair value measurements
included in Level 3 during the year are as follows:
|
2024
|
2023
|
|
£'000
|
£'000
|
Opening book cost
|
49,908
|
44,693
|
Opening investment holding
gains
|
4,949
|
5,460
|
Opening fair value of Level 3
investments
|
54,857
|
50,153
|
Purchases at cost
|
5,392
|
6,957
|
Sales proceeds
|
(3,193)
|
(1,742)
|
Net losses on investments
|
(663)
|
(511)
|
Closing fair value of Level 3
investments
|
56,393
|
54,857
|
Closing book cost
|
52,107
|
49,908
|
Closing investment holding
gains
|
4,286
|
4,949
|
Closing fair value of Level 3
investments
|
56,393
|
54,857
|
20. Financial instruments'
exposure to risk and risk management policies
The Company's objectives are set out
on the inside front cover of this report. In pursuing these
objectives, the Company is exposed to a variety of financial risks
that could result in a reduction in the Company's net assets or a
reduction in the profits available for dividends.
These financial risks include market
risk (comprising interest rate risk and other price risk),
liquidity risk and credit risk. The Directors' policy for managing
these risks is set out below. The Board coordinates the Company's
risk management policy. The Company has no significant exposure to
foreign exchange risk on monetary items.
The Company's classes of financial
instruments may comprise the following:
-
investments in collective funds, listed and unlisted bonds, debts,
shares of quoted and unquoted companies which are held in
accordance with the Company's investment objective;
- debtors,
creditors, short-term deposit and cash arising directly from its
operations;
- bank loans
used for investment purposes; and
-
derivatives used for efficient portfolio management or currency
hedging.
(a) Market
risk
The fair value or future cash flows
of a financial instrument held by the Company may fluctuate because
of changes in market prices. This market risk comprises two
elements: interest rate risk and other price risk. Information to
enable an evaluation of the nature and extent of these two elements
of market risk is given in parts (i) and (ii) of this note,
together with sensitivity analyses where appropriate. The Board
reviews and agrees policies for managing these risks.
The Manager assesses the exposure to
market risk when making each investment decision and monitors the
overall level of market risk on the whole of the investment
portfolio on an ongoing basis.
(i) Interest
rate risk
Interest rate movements may affect
the level of income receivable on investments carrying a floating
interest rate coupon, cash balances and interest payable on any
loans or overdrafts when interest rates are re-set.
Management of interest rate risk
Liquidity and borrowings are managed
with the aim of increasing returns to shareholders. The Company may
borrow from time to time, but gearing will not exceed 20% of net
asset value at the time of drawing. Gearing is defined as
borrowings less cash, expressed as a percentage of net assets. The
Company has arranged an overdraft facility subject to a limit of £5
million, which expires on 30 November 2024, with HSBC Bank plc but
it has not been utilised during the year or prior year.
Interest rate exposure
The exposure of financial assets and
financial liabilities to floating interest rates, giving cash flow
interest rate risk when rates are re-set, is shown
below:
|
2024
|
2023
|
|
£'000
|
£'000
|
Exposure to floating interest
rates:
|
|
|
Investments carrying a floating
interest rate coupon
|
3,966
|
5,603
|
Current asset investments
|
3,106
|
1,715
|
Cash at bank and in hand
|
514
|
374
|
|
7,586
|
7,692
|
Sterling cash balances at call earn
interest at floating rates based on the Sterling Overnight Interest
Average rates ("SONIA").
The above period end amounts are
broadly representative of the exposure to interest rates during the
year and prior year.
Interest rate sensitivity
The following table illustrates the
sensitivity of the return after taxation for the year and net
assets to a 0.75% (2023: 0.75%) increase or decrease in interest
rates in regards to the Company's monetary financial assets and
financial liabilities. This level of change is considered to be a
reasonable illustration based on observation of current market
conditions. The sensitivity analysis is based on the Company's
monetary financial instruments held at the accounting date with all
other variables held constant.
|
2024
|
2023
|
|
0.75%
|
0.75%
|
0.75%
|
0.75%
|
|
increase
|
decrease
|
increase
|
decrease
|
|
in rate
|
in rate
|
in rate
|
in rate
|
|
£'000
|
£'000
|
£'000
|
£'000
|
Income statement - return after
taxation
|
|
|
|
|
Revenue return
|
57
|
(57)
|
58
|
(58)
|
Capital return
|
-
|
-
|
-
|
-
|
Total return after
taxation
|
57
|
(57)
|
58
|
(58)
|
Net Assets
|
57
|
(57)
|
58
|
(58)
|
(ii) Other price
risk
Other price risk includes changes in
market prices which may affect the value of investments.
Management of other price risk
The Board meets on at least four
occasions each year to consider the asset allocation of the
portfolio and the risk associated with particular industry sectors.
The portfolio management team has responsibility for monitoring the
portfolio, which is selected in accordance with the Company's
investment objective and seeks to ensure that individual stocks
meet an acceptable risk/reward profile. The Board may authorise the
Manager to enter derivative transactions for the purpose of
currency hedging, although non-sterling exposures are expected to
be limited.
Market price risk exposure
The Company's total exposure to
changes in market prices at 30 June comprises the
following:
|
2024
|
2023
|
|
£'000
|
£'000
|
Investments held at fair value
through profit or loss
|
62,321
|
64,199
|
The above data is broadly
representative of the exposure to market price risk during the
year.
Concentration of exposure to market price
risk
An analysis of the Company's
investments is given in the full set of annual financial
statements. This shows a concentration of exposure to the social
housing sector in the United Kingdom.
Market price risk sensitivity
The following table illustrates the
sensitivity of the return after taxation for the year and net
assets to an increase or decrease of 10% in the fair values of the
Company's investments. This level of change is considered to be a
reasonable illustration based on observation of current market
conditions. The sensitivity analysis is based on the Company's
exposure to the underlying investments and includes the impact on
the management fee but assumes that all other variables are held
constant.
|
2024
|
2023
|
|
10%
increase
|
10%
decrease
|
10%
increase
|
10%
decrease
|
|
in fair
value
|
in fair
value
|
in fair
value
|
in fair
value
|
|
£'000
|
£'000
|
£'000
|
£'000
|
Income statement - return after
taxation
|
|
|
|
|
Revenue return
|
(25)
|
25
|
(26)
|
26
|
Capital return
|
6,207
|
(6,207)
|
6,394
|
(6,394)
|
Total return after taxation and net
assets
|
6,182
|
(6,182)
|
6,368
|
(6,368)
|
Percentage change in net asset value
(%)
|
7.2
|
(7.2)
|
7.2
|
(7.2)
|
(b) Liquidity
risk
This is the risk that the Company
will encounter difficulty in meeting its obligations associated
with financial liabilities that are settled by delivering cash or
another financial asset.
Management of the risk
The Portfolio Manager monitors the
cash position to ensure sufficient funds are available to meet the
Company's financial obligations. For this purpose, the Portfolio
Manager may retain up to 20% of net assets in Liquid Assets, other
liquid investments and a reserve of cash. The Company has also
arranged an overdraft facility with HSBC Bank plc.
Liquidity risk exposure
Contractual maturities of financial
liabilities, based on the earliest date on which payment can be
required are as follows:
|
2024
|
2023
|
|
Three
|
|
Three
|
|
|
months
|
|
months
|
|
|
or less
|
Total
|
or less
|
Total
|
|
£'000
|
£'000
|
£'000
|
£'000
|
Creditors: amounts falling due
within one year
|
|
|
|
|
Other creditors and
accruals
|
(576)
|
(576)
|
(519)
|
(519)
|
|
(576)
|
(576)
|
(519)
|
(519)
|
(c) Credit
risk
Credit risk is the risk that the
failure of the counterparty to a transaction to discharge its
obligations under that transaction could result in loss to the
Company.
Credit risk exposure
The Company is exposed to credit
risk principally from debt securities held, off balance sheet
commitments, loans and receivables and cash deposits.
Portfolio dealing
The credit ratings of broker
counterparties are monitored by the AIFM and limits are set on
exposure to any one broker.
Exposure to the Custodian
The custodian of the Company's
assets is HSBC Bank plc which has long-term Credit Ratings of AA-
with Fitch and Aa3 with Moody's.
Any assets held by the custodian
will be held in accounts which are segregated from the custodian's
own trading assets. If the custodian were to become insolvent, the
Company's right of ownership of those investments is clear and they
are therefore protected. However the Company's cash balances are
all deposited with the custodian as banker and held on the
custodian's balance sheet. Accordingly, in accordance with usual
banking practice, the Company will rank as a general creditor to
the custodian in respect of cash balances.
Exposure to debt
securities
The Portfolio Manager's investment
process ensures that potential investments are subject to robust
analysis, appropriate due diligence and approval by an investment
committee. Pre-investment checks are made to prevent breach of the
Company's investment limits, which are designed to ensure a
diversified portfolio to manage risk. Debt securities are subject
to continuous monitoring and quarterly reports are presented to the
Board.
Credit risk exposure
The following amounts shown in the
Balance Sheet, represent the maximum exposure to credit risk at the
year end:
|
2024
|
2023
|
|
Balance
|
Maximum
|
Balance
|
Maximum
|
|
sheet
|
exposure
|
sheet
|
exposure
|
|
£'000
|
£'000
|
£'000
|
£'000
|
Fixed assets
|
|
|
|
|
Investments held at fair value
through profit
|
62,321
|
3,540
|
64,199
|
-
|
Investments held at amortised cost
(debt securities)
|
20,532
|
20,532
|
22,583
|
22,583
|
Current assets
|
|
|
|
|
Debtors
|
562
|
562
|
401
|
401
|
Current asset investments
|
3,106
|
3,106
|
1,715
|
1,715
|
Cash at bank and in hand
|
514
|
514
|
374
|
374
|
|
87,035
|
28,254
|
89,272
|
25,073
|
At 30 June 2024, the Company had an
off-balance sheet credit exposure consisting of uncalled capital
commitments which amounted to £12,174,000 (2023: £8,749,000) in
respect of follow-on investments.
(d) Fair values of
financial assets and financial liabilities
All financial assets and liabilities
are either carried in the balance sheet at fair value, or the
balance sheet amount is a reasonable approximation of fair
value.
21. Capital management
policies and procedures
The Company's capital management
objectives are to ensure that it will be able to continue as a
going concern, and to maximise the income and capital return to its
equity shareholders.
The Company's capital structure
comprises the following:
|
2024
|
2023
|
|
£'000
|
£'000
|
Equity
|
|
|
Called-up share capital
|
853
|
853
|
Reserves
|
85,606
|
87,900
|
Total equity
|
86,459
|
88,753
|
The Board, with the assistance of
the Manager, monitors and reviews the broad structure of the
Company's capital on an ongoing basis. This review will
include:
- the
possible use of gearing, which will take into account the Manager's
views on the market;
- the
potential benefit of repurchasing the Company's own shares for
cancellation or holding in treasury, which will take into account
the share price discount;
- the
opportunity for issue of new shares; and
- the amount
of dividend to be paid, in excess of that which is required to be
distributed.
22. Events after the
accounting date that have not been reflected in the financial
statements
There have been no events we are
aware of since the balance sheet date which either require changes
to be made to the figures included in the financial statements or
to be disclosed by way of note.
23. Status of results
announcement
2024 Financial
Information
The figures and financial
information for 2024 are extracted from the Annual Report and
Financial Statements for the year ended 30th June 2024 and do not
constitute the statutory accounts for that year. The Annual Report
and Financial Statements include the Report of the Independent
Auditors which is unqualified and does not contain a statement
under either section 498(2) or section 498(3) of the Companies Act
2006. The Annual Report and Accounts will be delivered to the
Register of Companies in due course.
2023 Financial
Information
The figures and financial
information for 2023 are extracted from the published Annual Report
and Financial Statements for the year ended 30th June 2023 and do
not constitute the statutory accounts for the year. The Annual
Report and Financial Statements have been delivered to the
Registrar of Companies and included the Report of the Independent
Auditors which was unqualified and did not contain a statement
under either section 498(2) or section 498(3) of the Companies Act
2006.
Neither the contents of the
Company's website nor the contents of any website accessible from
hyperlinks on the Company's website (or any other website) is
incorporated into, or forms part of, this announcement.
23 October 2024
For further information:
Natalia de Sousa or Sunny
Chou
Schroder Investment Management
Limited
E-mail: AMCompanySecretary@Schroders.com
Issued by Schroder Investment
Management Limited. Registration No 1893220 England.
Authorised and regulated by the
Financial Conduct Authority. For regular updates by e-mail
please register online at www.schroders.com for
our alerting service.
ENDS
A copy of the 2024 Annual Report
will shortly be submitted to the FCA's National Storage Mechanism
and will be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
The 2024Annual Report will shortly
be available on the Company's website at www.schroders.com/SBSI
where up-to-date information on the Company,
including daily NAV and share prices, factsheets and portfolio in
formation can also be found.