Source - LSE Regulatory
RNS Number : 2257K
Ecofin Global Utilities Inf Tst PLC
20 December 2022
 
ECOFIN GLOBAL UTILITIES AND INFRASTRUCTURE TRUST PLC (the "Company")

Annual Results Announcement for the year ended 30 September 2022

LEI: 2138005JQTYKU92QOF30

This announcement contains regulated information.

Ecofin Global Utilities and Infrastructure Trust plc (the "Company") is an authorised UK investment trust whose objectives are to achieve a high, secure dividend yield on a portfolio invested primarily in the equities of utility and infrastructure companies in developed countries and long-term growth in the capital value of the portfolio while preserving shareholders' capital in adverse market conditions.

During the year ended 30 September 2022, the Company's net asset value ("NAV") per share increased by 12.5% on a total return basis. The Company's share price increased by 14.0% on a total return basis over the year

Four quarterly dividends were paid during the year totalling 7.20p per share. With effect from the dividend to be paid in February 2023, the quarterly dividend will increase to 1.95p per share (7.80p per share per annum)

The Company is continuing to issue new shares at a premium to NAV in response to investor demand. During the year, 11.2 million shares (net proceeds £25.4 million) were issued and another 575,000 shares (net proceeds £1.2 million) have been issued since the end of September

Summary

As at or year to

30 September 2022

As at or year to

30 September 2021 

Net assets attributable to shareholders (£'000)

233,052

196,547

Net asset value ("NAV") per share1

208.14p

195.11p

Share price (mid-market)

218.00p

198.00p

Premium to NAV1

4.7%

1.5%

Revenue return per share

6.42p

5.98p

Dividends paid per share

7.20p

6.60p

Dividend yield 1,2

3.3%

3.3%

Gearing on net assets 1,3

11.0%

12.5%

Ongoing charges ratio 1,4

1.35%

1.43%

 

1. Please refer to Alternative Performance Measures in the annual report.

2. Dividends paid (annualised) as a percentage of share price.

3. Gearing is the Company's borrowings (including the net amounts due from brokers) less cash divided by net assets attributable to shareholders.

4. The ongoing charges ratio is calculated in accordance with guidance issued by the Association of Investment Companies ("AIC") as the operating costs (annualised) divided by the average NAV (with income) throughout the period.

 

Performance for periods to 30 September 2022 (total returns in £)

1 year

%

3 years

%

5 years

Since admission5

%

Since admission

% per annum

NAV per share 6

12.5

34.6

79.8

92.7

11.5

Share price 6

14.0

55.1

107.6

151.0

16.5

Indices 6,7

 





S&P Global Infrastructure Index

12.7

7.4

27.7

37.5

5.4

MSCI World Utilities Index

15.5

11.3

47.9

55.0

7.6

MSCI World Index

-2.4

28.0

59.7

83.5

10.6

FTSE All-Share Index

-4.1

2.4

11.2

24.3

3.7

FTSE ASX Utilities Index

5.2

28.2

25.8

14.6

2.3

Source: Bloomberg, Ecofin

 

5. The Company was incorporated on 27 June 2016 and its investment activities began on 13 September 2016 when the liquid assets of Ecofin Water & Power Opportunities plc ("EWPO") were transferred to it. The formal inception date for the measurement of the Company's performance is 26 September 2016, the date its shares were listed on the London Stock Exchange.

6. Total return includes dividends paid and reinvested immediately. Please also refer to the Alternative Performance Measures in the Annual Report.

7. The S&P Global Infrastructure Index and MSCI World Utilities Index are the global sector indices deemed the most appropriate for performance comparison purposes. The Company does not have a formal benchmark index. The other indices are provided for general interest.

 

Chairman's Statement

Performance

Your Company performed well in a year of major upheaval in economies and financial markets which saw the onset of war in Ukraine and the emergence of broadly based inflation forcing central banks to raise interest rates aggressively.

The total return on NAV per share was 12.5% for the year to 30 September 2022, including the reinvestment of dividends received, and the share price total return was 14.0%. This significantly outperformed the total return of global equities, measured by the MSCI World Index, which was -2.4% in sterling terms. The MSCI World Utilities Index and the S&P Global Infrastructure Index produced total returns of 15.5% and 12.7% respectively in sterling terms.

The Investment Manager's Report explains how the portfolio was structured to provide good performance against a backdrop of considerable equity market stress. Our mix of regulated business models with inflation pass-throughs, renewables specialists, commodity price sensitive power generators, and transportation infrastructure (principally toll roads and airports) is serving us well.

Since EGL launched just over 6 years ago (to 30 September 2022), the NAV total return has averaged 11.5% per annum and the share price total return 16.5% per annum.

Dividends

Revenue return per share increased by 7.4%, reflecting dividend growth from our portfolio.

To reflect the Company's performance your board has decided to increase the quarterly dividend to 1.95p per share (7.8p per annum), with effect from the dividend to be paid in February 2023.

Share price, share issuance and investor communications

We are pleased that the Company's share price traded at a premium to NAV for much of the year. This enabled EGL to issue a total of 11,230,000 shares, raising £25.4 million. Another 575,000 shares have been issued since the end of the financial year. These share issues, which have all occurred at a premium to NAV, help to reduce cost ratios and improve liquidity in the shares.

Our investment manager, Ecofin, continues to engage with shareholders and promote the Company with asset managers, private wealth managers and retail investors - via regular written portfolio commentaries, sponsored research and, from this year, digital media - in order to inform and broaden our shareholder base.

 

Environmental, social and governance ("ESG") evaluation

Ecofin carefully considers ESG issues in its investment process. This is outlined in more detail on page 7 of the annual report. Ecofin uses its regular meetings with companies to engage with and challenge management teams about their adherence to best practices.

 

Annual general meeting

The Company's annual general meeting will be held on Friday 17 March 2023 at The Clermont, Charing Cross, Strand, London WC2N 5HX at 2.30pm and will include a presentation from the investment manager. The board strongly encourages all shareholders to exercise their votes in respect of the meeting in advance by completing and returning their proxy forms and appoint the chairman of the meeting as proxy with voting instructions. This will ensure votes are registered. In addition, shareholders are encouraged to raise any questions in advance with the Company Secretary via email to cosec@maitlandgroup.com

Outlook

The drivers for EGL's portfolio have been helped this year by the US's very large renewables-supportive climate bill and a redoubling of efforts across Europe to fast-forward the energy transition with plans for significant additional clean power generation and transmission infrastructure. The long term thesis for superior growth in electricity demand - clean electricity demand in particular - and for major investment globally to modernise infrastructure is stronger than ever.

EGL's sectors are capital-intensive and the portfolio cannot escape some sensitivity to interest rates in the short term, especially when rates rise sharply. The portfolio is diversified, however, with companies experiencing different interest rate effects (depending on the proportion of debt at fixed rates and hedging strategies), and Ecofin focuses on companies with business models which include revenues indexed to inflation.

Between 1 October and 14 December, the Company's NAV increased by 5.3% (total return), reflecting the third quarter's earnings season in EGL's investment sectors and greater clarity on energy policy frameworks in Europe. Over the same period the share price declined by 0.3% (total return).

Our investment manager expects portfolio companies to grow faster than the broader markets in the years ahead - when overall growth may be scarce - and that income from investments will continue to increase, probably in line with the 5-7% per annum long term average rate.

 

David Simpson

Chairman

19 December 2022

 

 
Investment Manager's Report

Markets and our sectors

 

Global equity markets had a difficult year adjusting to the end of monetary stimulus in the face of persistent and broadly based price pressures, exacerbated by Russia's war in Ukraine. As central banks committed to rein in inflation and bond yields returned to more normal levels, often by dramatic moves higher, global growth expectations and investor sentiment deteriorated. Geopolitical relations were strained and financial markets were highly volatile.

 

Given the resilience of the US economy, which is not experiencing an energy crisis, the US Federal Reserve was at the forefront of policy rate rises and the US dollar was exceptionally strong against most world currencies, rising 17% and 18% against sterling and the Euro, respectively, during the year.

Supply shortages due to natural gas curtailments from Russia, severe droughts in many regions impacting hydroelectricity output, and nuclear outages in France drove power prices radically higher across Europe; US power price increases were more modest but still significant. By 30 September, EGL's financial year-end, we were seeing a downward trend in power prices in North America and Europe but they remained very elevated by any historical standards and approximately double where they started 2022. This placed energy supply, security and policy at the top of political agendas just about everywhere.

Higher interest rates and risk premia pressured valuations across equity markets, especially for high growth sectors, as economic activity looked set to fade. Corporate earnings estimates for many cyclical or indebted companies were adjusted lower. Over the

12 months to 30 September 2022, the return on global equities, measured by the MSCI World Index, was -19.3% in local currency terms and -2.4% when expressed in sterling terms, due to pronounced weakness from the beginning of 2022.

EGL's portfolio performed relatively well against this uneasy macro and market backdrop. Most companies in the portfolio reported solid earnings and many increased guidance. Higher power prices continued to lift cashflows for companies with open positions or rolling hedges, and renewables developers reported setting higher long-term power prices as buyers sought predictability. The cost advantage for renewables (versus thermal power) only strengthened as the year progressed, and the urgent need for greater energy diversification and independence pointed squarely to a major scale-up of investment in clean energy generation and the facilitating infrastructure.

Government and regulatory measures to fast-track the energy transition were forthcoming including REPowerEU, which sets the EU on course to generate 69% of electricity from renewables by 2030 and to achieve a net-zero electricity system by 2035, and the US's landmark climate legislation, the Inflation Reduction Act, which is clear in its objectives to further enhance energy security and combat climate change, notably through supportive measures for renewable energies and nuclear. These were well received, even if Europe's power utilities' shares were buffeted by debates about price caps and windfall taxes as policymakers sought to deal with the immediate energy affordability emergency.

The strong performance for EGL's NAV persisted until the final few weeks of the financial year when erratic moves higher in bond yields shook most corners of the financial markets and there was a lurch lower for investment sectors like EGL's which had performed relatively well until then.

Performance summary

EGL's NAV total return for the financial year was 12.5%, reinforcing the track record. Since inception, the NAV has returned a cumulative 92.7%, or 11.5% per annum (total returns including reinvestment of dividends). Sterling's weakness had a materially positive impact on the year's performance adding approximately 9.8 percentage points to the performance, of the investments in their local currency. This factor was most pronounced during the second half of the year when sterling was at its weakest. The use of leverage was mildly positive for the year.

In terms of attribution, regional performance was heavily skewed by currency moves and the US portion of the portfolio provided by far the greatest positive contribution to NAV over the year. The S&P 500 Utilities Index increased by 5.6% over 12 months, and by 27.7% in sterling adjusted terms. While not matching this performance, we generated good returns in the US book with strong contributions from Constellation Energy (America's largest nuclear operator), American Electric Power, Exelon and NextEra.

We did outperform local sector indices by a good margin in Europe. Pan-European utilities were not defensive havens (EuroStoxx Utilities Index -5.5% in sterling terms and FTSE All-Share Utilities Index +5.2% for the 12 months to 30 September 2022) but portfolio returns in the region were positive and significantly better than the sector and broad market indices. The same was true for Continental names over the second half of the year - but not for UK utilities which were severely impacted by UK politics and wavering energy policy. The best pan-European contributors to NAV over 12 months were Drax, RWE, Acciona Energias, Atlantia and Greencoat UK Wind. Enel was a major disappointment as results were sub-par due to exposure to consumer end-markets, its heavy net debt burden and Italian sovereign risk. Veolia and E.ON underperformed owing to their end-consumer exposure.

The 'rest-of-world' segment of the portfolio contains exposure to Hong Kong listed renewables giants China Longyuan and China Suntien Green Power whose shares were weak, together removing 2.4 percentage points from the NAV over 12 months. The Chinese exposure had been reduced in the first part of the year. Australia- listed transportation infrastructure businesses, Spark Infrastructure and Atlas Arteria, were both helpfully the subject of M&A interest.

Another theme which has persisted and been profitable for EGL is M&A in the listed infrastructure space, benefitting portfolio holdings Spark Infrastructure, Atlas Arteria, Atlantia and EDF. We believe this will be an ongoing feature while listed infrastructure valuations trail those for transactions in the private market by a wide margin.

Purchases and sales

During the year, and the second half in particular, purchases were directed primarily to additional North American exposure where there was greater clarity on power demand and policy and visibility on earnings. We established new holdings in clean energy specialists Xcel Energy and Brookfield Renewable Partners and added to NextEra Energy and American Electric Power. In Europe, we sold Pennon and took profits in Drax and Greencoat UK Wind after significant share price strength. With cash arriving in the portfolio from share issuances and to pick up stock on depressed valuations, we started a new position in Vinci, a French multi- national which builds, owns and operates toll roads, airports and other concessions worldwide and provides services for energy and transport infrastructure, and added to SSE, Enel, National Grid and EDF.

Income and gearing

After the very strong rebound in dividend receipts in the previous year, we went into this fiscal year with conservative expectations for the growth in income from investments. In the event, the portfolio delivered another above average rate of increase in income. Long term, we continue to anticipate growth in income from investments closer to 5-7% per annum.

During the year, borrowings averaged 12% of net assets. Gearing was managed carefully considering the volatility in equity markets and the increased cost of borrowings. For much of the year the reported level of gearing overstated exposure as a few holdings were subject to takeovers and could be considered quasi-cash.

Strategy

Markets are in some turbulence, with investors looking for clues about the course for inflationary pressures and whether equity valuations, which have corrected significantly, have priced in the changes in interest rates and economic momentum. The war in Ukraine continues to present major risks too.

Interest rates are rising to combat sharply higher inflation - the same inflation which should benefit companies in EGL's portfolio through direct adjustments in regulatory remuneration rates and/ or higher energy commodity prices. Intervention through price regulation and windfall taxes by governments trying to mitigate the impact of higher power prices on consumers is a risk to higher profits and certainly a source of volatility. We believe investors would value clarity in this area. Most European governments are considering taxation of excess electricity generation profits derived from electricity prices which stand well above those of previous years, which would leave plenty of leeway, in our view, to generate attractive returns.

It merits mention that most portfolio companies continue to deliver strong earnings and confirm forward guidance, outlining any refinancing needs and expected returns on new investments.

Crucially, decarbonisation ambitions in the power sector keep intensifying, with many portfolio companies leading the way, and energy systems are being overhauled as governments prioritise energy security and affordability. In developed markets coal use is being phased out, perhaps a year or two later than previously planned due to the energy crisis, and clean power generation will have to be built at a vastly more accelerated pace. We are entering a growth era for electricity usage - and therefore for a sector which has seen little demand growth for over a decade - and net-zero scenarios require most of the new generation to come from low carbon technologies.

Renewables development companies report that bottlenecks in the permit approval process are improving, public bodies are swamped with projects requiring interconnection, and that pricing of new power purchase agreements reflects the higher cost of capital. Capital on the scale required for investment in new clean energy generation, transmission infrastructure and grid modernisation requires, and is receiving, government and regulatory support. Decarbonising electricity generation will of course reduce emissions across other areas of the economy too.

Transportation infrastructure (toll road and air) traffic and earnings recovery post-Covid has been stronger than many expected. These businesses are also growing and investing to accomplish vital renewal. This segment of EGL's essential assets investment universe may be less recession-resistant but companies have the benefit of inflation-linkage in their contracts and regulated returns, and we expect the valuations in the listed segment will continue to be attractive to infrastructure capital in private hands.

 

Ecofin Advisors Limited

Investment Manager

 

19 December 2022

 

Principal and emerging risks associated with the Company

The directors have carried out a robust assessment of the principal and emerging risks facing the Company, including those which could threaten its business model, future performance, solvency and liquidity. The specific financial risks associated with foreign currencies, interest rates, market prices, liquidity, credit, valuations and the use of derivatives - which may or may not be material to the Company - are described in note 16 to the Financial Statements set out in the annual report. The board conducts this robust assessment by reviewing a detailed risk matrix on a regular basis. A full analysis of the directors' review of internal controls is set out in the Corporate Governance Statement on pages 28 to 29 of the annual report.

The principal risks facing the Company are summarised below along with, where appropriate, the steps taken by the board to monitor and mitigate such risks.

Performance and market risk

The performance of the Company depends primarily on the investment strategy, asset allocation and stock selection decisions taken by the Investment Manager within the parameters and constraints imposed by the Company's investment policy. The investment policy guidelines can only be materially changed by proposing an ordinary resolution at a General Meeting for shareholders' approval. The Company invests in securities which are listed on recognised stock exchanges so it is regularly exposed to market risk and the value of the Company's portfolio can fluctuate, particularly over the short term, in response to developments in financial markets.

 

The board has put in place limits on the Company's gearing, portfolio concentration, and the use of derivatives which it believes to be appropriate to ensure that the Company's investment portfolio is adequately diversified and to manage risk. The board meets formally at least four times a year with the Investment Manager to review the Company's strategy and performance, the composition of the investment portfolio and the management of risk. The board examines the sources of investment performance, which are described in attribution analyses prepared by the Investment Manager's head of risk for each meeting, volatility measures, liquidity and currency exposure, and the Company's gearing. The Investment Manager's head of risk monitors and helps to manage portfolio risk.

Protracted separation of NAV and share price

While some investors may view the opportunity to purchase a share of the Company at a discount to its NAV as attractive, the volatility of the price of a share and the premium/discount adds to the risks associated with an investment in the Company's shares. The directors review the level of the premium/discount on a regular basis and will use their ability as granted by shareholders to address any sustained or significant discount or premium to NAV, as and when it is appropriate, through the repurchase or issuance of stock. The repurchase of stock will be subject to, but not limited to, market conditions and availability of cash resources.

Income risk

The Company is committed to paying its shareholders regular quarterly dividends and to increasing the level of dividends paid over time. The dividends that the Company can pay depend on the income it receives on its investment portfolio, the extent of its distributable reserves and, to a lesser extent, its level of gearing and accounting policies. Cuts in dividend rates by portfolio companies, a change in the tax treatment of the dividends received by the Company, a significant reduction in the Company's level of gearing or a change to its accounting policies could adversely affect the net income available to pay dividends.

The board monitors the net revenue forecast, including each component revenue and expense line item, prepared by the Administrator for quarterly board meetings. These are discussed in some detail to assess the Investment Manager's level of confidence in the income growth profile of the portfolio and to mitigate any risk of revenue shortfall relative to expectations.

The board applied successfully to cancel the Company's share premium account in November 2016 and the resulting special reserve is available, when the board considers it appropriate, to augment the net revenue available to pay dividends to shareholders.

Liquidity risk

While the Company invests principally in highly liquid securities listed on recognised stock exchanges in developed economies, it also invests to a limited extent in securities traded in emerging markets and in securities which are more thinly traded. As the Company is a closed-end investment company it does not run the risk of having to liquidate investments on unattractive terms to meet redemptions by investors although it is exposed to price risk; that is, that it will be unable to liquidate a position in a thinly traded security at the valuation at which it is carried in the Company's accounts. It is also exposed to a risk that its prime broker, Citigroup Global Markets Limited ("Citigroup"), which provides a flexible borrowing facility, could request that borrowings be repaid with three days' notice. The board reviews the liquidity profile of the Company's portfolio on a regular basis. The Investment Manager's head of risk also keeps the liquidity risk profile of the Company's portfolio under close review. The liquidity analysis regularly shows that, if required, 98% of the portfolio could be liquidated within five business days assuming trades to accomplish this accounted for up to 30% of average daily trading volumes.

Cyber security risk

The threat of cyber-attack, in all guises, is regarded as at least as important as more traditional physical threats to business continuity and security. The Company's third-party service providers (including Ecofin, BNP Paribas, Maitland, Citibank, Computershare and BDO LLP) have confirmed the policies and procedures they have in place and their commitment to alert the board to any breaches. The Investment Manager has procedures in place to maintain the best practices in the fight against cybercrime. TortoiseEcofin has a cyber security insurance policy in place.

 

Environmental, social and governance ("ESG") considerations

ESG considerations and policies have become some of the most critical issues confronting companies and their shareholders and can have a significant impact on the business models, sustainability and even viability of individual companies. These sustainability issues are a key area of focus for the board, and the board maintains a regular oversight of the Investment Manager in this area.

ESG factor analysis is undertaken on all portfolio holdings and prospective investments by the Investment Manager, a specialist investor in sustainable infrastructure and the energy transition. In a rapidly changing environment surrounding sustainability and ESG, Ecofin works to determine the best practices to incorporate into investment criteria and to make reporting available to the market. As a long-standing specialist in the Company's sectors, Ecofin actively engages with portfolio companies and investments in an effort to drive continuous improvement in their sustainability practices and metrics. The board regularly reviews the way ESG considerations are integrated into the decision making process by the Investment Manager to mitigate risk at the stock selection and portfolio levels.

Operational risks

Disruption to, or failure of, the Investment Manager's dealing system, the Depositary's or Custodian's records or BNP Paribas' accounting systems may prevent accurate reporting and monitoring of the Company's financial position. The risk of fraud or other control failures or weakness within these service providers could result in losses to the Company.

In common with most other investment trusts, the Company has no executive directors, executive management or employees. The Company delegates key operational tasks to third-party service providers which are specialists in their fields: the management of the investment portfolio to the Investment Manager, Ecofin Advisors Limited; the preparation and maintenance of the financial statements and maintenance of its records to the Administrator and Company Secretary, BNP Paribas Securities Services S.C.A and Maitland Administration Services Limited, respectively; the worldwide custody of the assets to Citigroup; and the safekeeping and oversight services to Citibank UK Limited ("Citibank") as Depositary. The board reviews the performance of these third-party service providers and their risk control procedures on a regular basis as well as the terms on which they provide services to the Company.

Legal, regulatory and compliance risks

To qualify as an investment trust, the Company must comply with Section 1158 of the Corporation Tax Act 2010 ('Section 1158').

Details of the Company's approval are given under Status on page 21 of the annual report. Were the Company to breach Section 1158, it may lose investment trust status and, consequently, gains within the Company's portfolio would be subject to capital gains tax. The Section 1158 qualification criteria are continually monitored by the Administrator and the results reported to the board regularly. The Company must also comply with the provisions of the Companies Act 2006 and, since its shares are listed on the London Stock Exchange, the FCA Listing Rules, Market Abuse Regulation ('MAR'), Disclosure Guidance and Transparency ('DTRs'), and, as an investment trust, the Alternative Investment Fund Managers Directive ('AIFMD'). A breach of the Companies Act could result in the Company and/or directors being fined or the subject of criminal proceedings. Breach of the FCA Listing Rules or DTRs could result in the Company's shares being suspended from listing, which in turn would breach Section 1158. The board relies on the services of its Company Secretary, the Investment Manager and its professional advisers to ensure compliance with the Companies Act 2006, the FCA Listing Rules, DTRs, MAR and AIFMD.

 

Other risks

In the opinion of the directors, an investment in the shares of the Company entails a greater than average degree of risk, in the context of the investment trust industry, because the Company employs gearing, as explained on page 15 of the annual report. In addition to the risks borne by the Company described above, investors in the shares of the Company are exposed to risks due to the investment policy (described on page 14 of the annual report\age) of the Company. These are risks that cannot be mitigated without changing the investment policy.

Gearing and capital structure

The Board has authorised the Investment Manager to utilise gearing, in the form of borrowings under the Company's prime brokerage facility, although the gearing is not structural in nature and can be reduced at any time. Whilst the use of gearing will enhance the NAV per share when the value of the Company's assets is rising, it will have the opposite effect when the underlying asset value is falling. In the event that the prime brokerage facility were to be renegotiated or terminated, the Company might not be able to finance its borrowings on as favourable terms.

Non-OECD or emerging markets

The Company's policy on diversification, noted on page 14 of the annual report, permits the Investment Manager to invest up to 10% of its investments, measured at the time of acquisition, in the securities of companies incorporated in countries which are not members of the OECD - such as emerging markets - and quoted on stock exchanges in such countries. Investment in emerging markets may involve a higher degree of risk and expose the Company to, among other things, less well developed legal and corporate governance systems, a greater threat of unilateral government action with respect to regulation and taxation, and a higher risk of political, social and economic instability than an investment in developed, OECD markets. These risks are mitigated through diversification and fundamental analysis.

Foreign exchange risk

As noted in the investment policy on page 14 of the annual report, the Company's Financial Statements are prepared in sterling and its shares are denominated in sterling. Many of the Company's investments, however, are denominated in currencies other than sterling and, as a result, the value of the Company's investment portfolio is exposed to fluctuations in exchange rates. Although the Company may hedge non-sterling exposure from time to time, it is not the Company's policy to try to minimise or eliminate foreign exchange risk as over the long term this could restrict the investment returns potentially available to sterling-based investors in international securities. There is a risk that the NAV will be depressed, therefore, if sterling appreciates significantly against foreign currencies.

Political risk

The board has considered the political uncertainties prevailing in the UK and the rest of the world and the risks associated with potential changes to regulations, laws and/or taxes. The board continues to believe that the Company's strategy of investing in an internationally diversified portfolio of companies is the correct model to achieve its investment objectives.

 

On behalf of the Board

Maitland Administration Services Limited

Company Secretary

19 December 2022

 

Management Report and Directors' Responsibilities Statement

Management report

Listed companies are required by the FCA's Disclosure Guidance and Transparency Rules (the "Rules") to include a Management Report in their Financial Statements. This information is included in the Strategic Report on pages 14 to 20 of the annual report  inclusive (together with the sections of the annual report and accounts incorporated by reference) and the Directors' Report on pages 21 to 25 of the annual report. Therefore, a separate Management Report has not been included.

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' Report and the Financial Statements in accordance with applicable law and regulations.

Company law requires the directors to prepare Financial Statements for each financial year. Under that law the directors have elected to prepare the Financial Statements in accordance with United Kingdom Accounting Standards, comprising FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland", and applicable law (United Kingdom Generally Accepted Accounting Practice ("UK GAAP")). 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 profit or loss of the Company for that period.

In preparing those Financial Statements, the directors are required to:

•    select suitable accounting policies and then apply them consistently;

•    make judgements and estimates that are reasonable and prudent;

•    state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the Financial Statements; and

•    prepare the Financial Statements on the 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 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 annual report and accounts is published on the Investment Manager's website https://ecofininvest.com/egl and the directors are responsible for the maintenance and integrity of the corporate and financial information about the Company included on this website. The work carried out by the Auditor does not involve consideration of the maintenance and integrity of this website and, accordingly, the Auditor accepts no responsibility for any changes that may have occurred to the annual report and accounts since it was initially presented on the website.

Directors' confirmation statement

The directors listed on page 13 of the annual report as the persons responsible within the Company hereby confirm that, to the best of their knowledge:

a)     the Financial Statements within the annual report and accounts of which this statement forms a part have been prepared in accordance with applicable accounting standards and give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company; and

b)     the Management Report, which comprises the Chairman's Statement, Investment Manager's Report, Strategic Report (including risk factors) and note 16 to the Financial Statements, includes a fair review of the development and performance of the business and position of the Company, together with the principal risks and uncertainties that it faces.

Having taken advice from the audit committee, the directors consider that 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.

The directors have reached these conclusions through a process which is described in the Report of the Audit Committee on page 33 of the annual report.

 

On behalf of the Board

David Simpson

Chairman

 

19 December 2022

 

Statement of Comprehensive Income

 



Year ended 30 September 2022

Year ended 30 September 2021


Notes

Revenue

£'000

Capital

£'000

Total

£'000

Revenue

£'000

Capital

£'000

Total

£'000

Gains on investments held at fair value through profit or loss


-

16,129

16,129

-

28,742

28,742

Foreign exchange (losses)/gains


-

(3,076)

(3,076)

-

1,115

1,115

Investment income

1

9,835

-

9,835

8,476

1,281

9,757

Investment management fees


(1,089)

(1,089)

(2,178)

(935)

(935)

(1,870)

Administrative expenses


(885)

-

(885)

(780)

-

(780)

Net return before finance costs and taxation


7,861

11,964

19,825

6,761

30,203

36,964

Finance costs


(118)

(118)

(236)

(42)

(42)

(84)

Net return before taxation


7,743

11,846

19,589

6,719

30,161

36,880

Taxation


(1,104)

-

(1,104)

(794)

-

(794)

Net return after taxation


6,639

11,846

18,485

5,925

30,161

36,086

Return per ordinary share (pence)


6.42

11.46

17.88

5.98

30.42

30.42

 

The total column of the Statement of Comprehensive Income is the profit and loss account of the Company.

The revenue and capital columns are supplementary to this and are published under guidance from the AIC.

All revenue and capital returns in the above statement derive from continuing operations. No operations were acquired or discontinued during the year ended 30 September 2022.

The Company has no other comprehensive income and therefore the net return on ordinary activities after taxation is also the total comprehensive income for the year.

 

Statement of Financial Position

 


Notes

As at

30 September 2022

£'000

As at

30 September 2021

£'000

Non-current assets


 


Equity securities valued at fair value through profit or loss


258,334

220,916

 

Current assets


 


Debtors and prepayments


1,409

1,103

Cash at bank


-

11,251



1,409

12,354

Creditors: amounts falling due within one year


 


Prime brokerage borrowings


(25,613)

(35,873)

Other creditors


(1,078)

(850)



(26,691)

(36,723)

Net current liabilities


(25,282)

(24,369)

Net assets


233,052

196,547

Share capital and reserves


 


Called-up share capital


1,119

1,007

Share premium account


40,801

15,500

Special reserve


116,976

117,730

Capital reserve


74,156

62,310

Revenue reserve


-

-

Total shareholders' funds


233,052

196,547

Net asset value per ordinary share (pence)


208.14

195.11

 

The Financial Statements were approved by the Board of Directors and authorised for issue on 19 December 2022 and were signed on its behalf by:

 

David Simpson

Director

 

Statement of Changes in Equity

 

 



For the year ended 30 September 2022


Notes

Share capital

£'000

Share premium account

£'000

Special reserve 1

£'000

Capital reserve

£'000

Revenue reserve

£'000

Total

£'000

Balance at 1 October 2021


1,007

15,500

117,730

62,310

-

196,547

Return after taxation


-

-

-

11,846

6,639

18,485

Issue of ordinary shares


112

25,301

-

-

-

25,413

Dividends paid

        6

-

-

(754)

-

(6,639)

(7,393)

Balance at 30 September 2022


1,119

40,801

116,976

74,156

-

233,052

 

 



 

For the year ended 30 September 2021


Notes

Share capital

£'000

Share premium account

£'000

Special reserve 1

£'000

Capital reserve

£'000

Revenue reserve

£'000

Total

£'000

Balance at 1 October 2020


950

4,956

118,338

32,149

-

156,393

Return after taxation


-

-

-

30,161

5,925

36,086

Issue of ordinary shares


57

10,544


-

-

10,601

Dividends paid

      

-

-

(608)

-

(5,925)

(6,533)

Balance at 30 September 2021


1,007

15,500

117,730

62,310

-

196,547

 

1. The special reserve may be used, where the Board considers it appropriate, by the Company for the purposes of paying dividends to shareholders and, in particular, smoothing payments of dividends to shareholders.

 

 

Statement of Cash Flows

 


Notes

Year ended

30 September 2022

£'000

Year ended

30 September 2021

£'000

Net return before finance costs and taxation


19,825

36,964

Increase in accrued expenses


228

85

Overseas withholding tax


(786)

(753)

Deposit interest income


(37)

(21)

Dividend income


(9,798)

(8,455)

Foreign exchange losses/(gains)


3,076

(1,115)

Dividends received


9,462

8,227

Deposit interest received


37

21

Interest paid


(236)

(84)

Gains on investments


(16,129)

(28,742)

Increase in other debtors


1

2

Net cash flow from operating activities


5,643

6,129

Investing activities


 


Purchases of investments


(76,989)

(97,893)

Sales of investments


56,277

84,716)

Net cash used in investing activities


(20,712)

(13,177)

Financing activities


 


Movement in prime brokerage borrowings


(10,260)

13,985

Dividends paid


(7,393)

(6,533)

Share issue proceeds


25,413

10,601

Net cash from financing activities


7,760

18,053

(Decrease)/increase in cash


(7,309)

11,005

 

 

Analysis of changes in cash during the year


 


Opening balance


11,251

-

Foreign exchange movement


(3,942)

246

(Decrease)/increase in cash


(7,309)

11,005

Closing balance


-

11,251

 

Notes to the Financial Statements

For the year ended 30 September 2022

 

1. Accounting policies

(a) Basis of preparation

The Financial Statements have been prepared in accordance with the Companies Act 2006, United Kingdom Generally Accepted Accounting Practice ("UK GAAP"), including the Financial Reporting Standard applicable in the U.K. and Republic of Ireland ("FRS 102") and with the Statement of Recommended Practice 'Financial Statements of Investment Trust Companies and Venture Capital Trusts' issued in April 2021. The Financial Statements are prepared in Sterling which is the functional currency of the Company and rounded to the nearest £'000. They have also been prepared on a going concern basis and approval as an investment trust has been granted by HMRC.

 

The Company's assets consist substantially of equity shares in companies listed on recognised stock exchanges and in most circumstances are realisable within a short timescale. The board has set limits for borrowing and regularly reviews actual exposures and cash flow projections. The Company has prime broker borrowings to draw upon, and these borrowings are repayable on demand.

 

Having taken these factors into account as well as the impact of Covid-19 and having assessed the principal risks and other matters set out in the Viability Statement in the annual report the directors believe that, after making enquiries, the Company has adequate resources to continue in operational existence for the foreseeable future and has the ability to meet its financial obligations as they fall due for a period of at least twelve months from the date of approval of this Report. Accordingly, they continue to adopt the going concern basis of accounting in preparing the financial statements.

 

Further detail is included in the Directors' Report (unaudited) in the annual report.

 

 

2. Income

 


Year ended

30 September 2022

£'000

Year ended

30 September 2021

£'000

Income from investments (revenue account)

 


UK dividends

1,254

1,233

Overseas dividends

7,966

6,995

Stock dividends

578

227


9,798

8,455

Other income (revenue account)

 


Deposit interest

37

21

Total income

9,835

8,476

 

During the year to 30 September 2022 the Company received special dividends totalling £416,000 (30 September 2021: £1,281,000), all of which was recognised as capital and is included in the capital column of the Statement of Comprehensive Income.

 

3. Dividends on ordinary shares

 


Year ended

30 September 2022

£'000

Year ended

30 September 2021

£'000

Fourth interim for 2020 of 1.65p (paid 30 November 2020)

-

1,576

First interim for 2021 of 1.65p (paid 26 February 2021)

-

1,633

Second interim for 2021 of 1.65p (paid 28 May 2021)

-

1,662

Third interim for 2021 of 1.65p (paid 31 August 2021)

-

1,662

Fourth interim for 2021 of 1.65p (paid 30 November 2021)

1,666

-

First interim for 2022 of 1.85p (paid 28 February 2022)

1,874

-

Second interim for 2022 of 1.85p (paid 31 May 2022)

1,893

-

Third interim for 2022 of 1.85p (paid 31 August 2022)

1,960

-


7,393

6,533

 

The proposed fourth interim dividend for 2022 has not been included as a liability in these Financial Statements as it was not payable until after the reporting date.

 

Set out below are the total dividends paid and proposed in respect of the financial period, which is the basis on which the requirements of Section 1158-1159 of the Corporation Tax Act 2010 are considered. The revenue available for distribution by way of dividend for the year was £6,639,000 (30 September 2021: £5,925,000).


Year ended

30 September 2022

£'000

Year ended

30 September 2021

£'000

Three interim dividends of 1.85p each (2021: three interim dividends of 1.65p each)

5,727

4,957

Fourth interim dividend 1.85p (2021: 1.65p)

2,082

1,666


7,809

6,623

 

The amount reflected above for the cost of the fourth interim dividend for 2022 is based on 112,543,423 ordinary shares, being the number of ordinary shares in issue on the ex-dividend date 27 October 2022.

 

4. Return per ordinary share

 


Year ended 30 September 2022

Year ended 30 September 2021


£'000

p

£'000

p

Returns are based on the following figures:

 

 



Revenue return

6,639

6.42

5,925

5.98

Capital return

11,846

11.46

30,161

30.42

Total return

18,485

17.88

36,086

36.40

Weighted average number of ordinary shares in issue

 

103,375,349


99,135,779

 

4. NAV per ordinary share

The NAV attributable to the ordinary shares and the NAV per ordinary share at the year-end were as follows:


As at

30 September 2022

As at

30 September 2021

Net asset value attributable (£'000)

233,052

956,547

Number of ordinary shares in issue

111,968,423

100,738,423

Net asset value per share (p)

208.14

195.11

 

5. Related party transactions and transactions with the Investment Manager

Fees payable during the year to the directors and their interests in shares of the Company are considered to be related party transactions and are disclosed within the Directors' Remuneration Report in the annual report. The balance of fees due to directors at the year-end was £nil (30 September 2021: £nil).

 

The Company has an agreement with Ecofin Advisors Limited for the provision of investment management services. Details of fees earned during the year and balances outstanding at the year-end are disclosed in note 3 to the Financial Statements in the annual report.

 

The information contained in this Annual Financial Report Announcement has been prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union ("EU") and as applied in accordance with the provisions of the Companies Act 2006 (the "Act"). These comprise standards and interpretations of the International Accounting Standards ("IAS") and Standing Interpretations Committee as approved by the International Accounting Standards Committee ("IASC") that remain in effect, to the extent that IFRS have been adopted by the EU.  The results for the year ended 30 September 2022 are audited but do not constitute statutory accounts as defined in Section 434 of the Act.  The statutory accounts have not yet been delivered to the Registrar of Companies. Full statutory accounts for the year ended 30 September 2021 included an unqualified audit report and have been filed with the Registrar of Companies.

 



 

The Annual Report and Financial Statements will be posted to shareholders and will shortly be available on the Investment Manager's website (www.ecofininvest.com/egl) or in hard copy format from the Company's Registered Office. A copy of the Annual Report will be submitted to the FCA's National Storage Mechanism and will be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism. The Annual Report will also be available on the Investment Manager's website at www.ecofininvest.com/egl.

 

For further information, please contact:

 

Elspeth Dick, CFA

Ecofin Advisors Limited

Telephone: 020 7451 2929

 

Faith Pengelly

Maitland Administration Services Limited

Company Secretary

01245 398 950

 

19 DECEMBER 2022

 
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