31 January 2023, 07:00

Source - LSE Regulatory

RNS Number : 3253O

abrdn Private Equity Opp Trst plc

31 January 2023

abrdn Private Equity Opportunities Trust plc

Legal Entity Identifier (LEI): 2138004MK7VPTZ99EV13

ANNUAL FINANCIAL REPORT FOR THE YEAR ENDED 30 SEPTEMBER 2022

FINANCIAL HIGHLIGHTS

	As at	As at
	30 September	30 September
	2022	2021
Net Asset Value Total Return^*+	14.1%	37.9%
Share Price Total Return^*+	-15.1%	60.6%
FTSE All - Share Index Total Return	-4.0%	27.9%
Net Assets	£1,158.1m	£1,036.0m
Share Price	410.0p	498.0p
Expense Ratio^*+	1.06%	1.10%

^* Considered to be an Alternative Performance Measure.
⁺ A Key Performance Indicator by which the performance of the Manager is measured by the Board.

HIGHLIGHTS TO 30 SEPTEMBER 2022

· NAV Performance - APEO has shown strong annual Net Asset Value ("NAV") growth in spite of the difficult backdrop in both the global economy and financial markets. NAV total return ("NAV TR") for the year to 30 September 2022 was 14.1% versus -4.0% for the FTSE All-Share Index. The valuation of the underlying portfolio increased by 10.5% during the period (excluding FX).

· Share Price Performance - The deterioration in public market sentiment during the year led to share price pressures across the sector during 2022. In that context, APEO's share price total return was -15.1% during the year to 30 September 2022 and therefore underperformed the -4.0% total return from the FTSE All-Share, APEO's comparator index.

· Investment Activity - APEO made twelve new primary investments, nine new direct co-investments and two new secondary investments during the year. Direct co-investment has continued to grow as a proportion of the portfolio and has now reached a portfolio of 22 underlying companies and 19.1% of NAV.

· Realisations - The portfolio generated record levels of realisations (distributions and secondary sales) during the year under review, with distributions of £210.2 million (30 September 2021: £197.6 million). In addition, APEO received an additional £15.7 million (2021: £1.1 million) from proceeds from secondary sales relating to two fund positions.

· Outstanding Commitments - Outstanding commitments at the year-end amounted to £678.9 million (2021: £557.1 million). The overcommitment ratio of 42.8% at year-end (2021: 32.5%) was at the lower end of APEO's target range (30-75%).

· Balance Sheet - APEO had cash and cash equivalents of £30.3 million (2021: £29.7 million) at year-end. APEO also had £138.0 million remaining undrawn on its £200.0 million revolving credit facility at 30 September 2022 (2021: £200.0 million undrawn). Following year-end, the revolving credit facility was increased to £300.0 million in size and extended in duration by a year (to December 2025).

TEN YEAR FINANCIAL RECORD

	2013	2014	2015	2016	2017	2018	2019	2020	2021	2022
Per share data
NAV (diluted) (p) ^	243.4	257.4	281.6	346.4	389.6	430.2	461.9	501.0	673.8	753.2
Share price (p)	198.0	230.0	214.0	267.3	341.5	345.5	352.0	320.0	498.0	410.0
Discount to diluted^{^} NAV per Share (%)^*+	(18.6)	(10.6)	(24.0)	(22.8)	(12.3)	(19.7)	(23.8)	(36.1)	(26.1)	(45.6)
Dividend per Share (p)	5.00	5.00	5.25	5.40	12.00	12.40	12.80	13.20	13.60	14.40
Expense Ratio^*+1 (%)	0.99	0.96	0.98	0.99	1.14²	1.10	1.09	1.10	1.10	1.06
Returns data
NAV Total Return^*+ (%)	9.1	7.7	11.9	24.8	14.9	13.3	10.5	11.7	37.9	14.1
Total Shareholder Return^*+ (%)	23.4	19.1	(4.0)	27.9	31.9	5.8	5.7	(4.6)	60.6	(15.1)
Portfolio data
Net Assets (£m)	401.2	409.1	438.7	532.6	599.0	661.4	710.1	770.3	1,036.0	1,158.1
Top 10 Managers as a % of net assets³	68.4	65.0	65.2	65.0	58.9	63.6	67.9	67.8	62.9	65.1
Top 10 investments as a % net assets	51.7	52.9	48.6	45.9	47.7	48.4	53.9	48.3	40.3	35.6
Source: The Manager & Refinitiv
1 For further information on the calculation of the expense ratio, as well as the ongoing charges of the Company, please refer to the Alternative Performance Measures. 2The incentive fee arrangement ended on 30 September 2016. Following the end of the incentive fee period, a single management fee of 0.95% per annum of the NAV of the Company replaced the previous management and incentive fees. 3 The top 10 managers as a % of net assets do not strictly represent the current core private equity managers of the APEO portfolio.
* Considered to be an Alternative Performance Measure. + A Key Performance Indication by which the performance of the Manager is measured by the Board. ^ There are no diluting elements to the net asset value per equity share calculation in 2022.

An introduction to abrdn Private Equity Opportunities Trust plc (the "Company" or "APEO")

- A diversified portfolio of private equity funds and co-investments principally focused on the European mid-market.

- APEO partners with some of the leading private equity firms in Europe, through funds and co-investments. Our 12 core European private equity relationships represent around 59% of portfolio NAV.

- Through funds and co-investments, these private equity firms then invest into market-leading private companies, some of which are household names, but many of which are not widely known.

- This approach, developed over 21 years, has created a portfolio that provides underlying exposure to over 650 underlying private companies via funds and co-investments, well-balanced across sectors and vintages.

	% Exposure as at
Sector		30 September 2022
Information technology		20
Healthcare		20
Industrials		18
Consumer discretionary		14
Consumer staples		12
Financials		11
Materials		4
Energy		1

Based on the latest available information from underlying managers. Figures represent % of total value of underlying private company exposure. This excludes any underlying funds and co-investments held through the Company portfolio.

Our Pillars - The key pillars that have guided our business for more than 21 years and differentiate us in our industry

Access - APEO gives investors access to high quality private equity managers and private companies

Private equity can be a challenging asset class to access and navigate.

Our long-term market presence and local networks provide us with insights and relationships that, we believe, unlock some of the best opportunities for investment in private equity funds and co-investments, alongside our core private equity managers. We work hard to find and foster these relationships so we become strong and reliable partners to these core managers. This enables us to build and maintain a diversified and high quality portfolio of underlying private companies.

As an investment trust listed on the London Stock Exchange, APEO offers shareholders an opportunity to invest in these private equity funds and co-investments for as little as the price of one share. As APEO's shares are listed on the London Stock Exchange, they provide daily tradable access to an asset class which is normally relatively illiquid.

Expertise - The Investment Management team has specialist knowledge in European markets

The Investment Manager has a large and well established team of investment professionals. They have managed APEO for over 21 years, since its inception, and have generated consistent performance over that time.

The European private equity market is a complex investment arena, with multiple strategies and managers to choose from, not to mention the different cultural and technical nuances across the various countries. The Investment Manager's specialist expertise is a key asset in navigating these complexities and honing in on the best private equity managers, funds and co-investments for our shareholders.

Alongside our European focus, we also have exposure to the North American market through our European managers and selectively through North American focused funds.

Geography of the Underlying Portfolio as at 30 September 2022

	Exposure %
North America	23
United Kingdom	17
Nordics	14
France	13
Germany	12
Benelux	9
Spain	3
Italy	3
Switzerland	1

Geographic exposure is defined as the geographic region where underlying portfolio companies are headquartered.

In addition to the above, 4% of underlying portfolio companies are based in European countries not separately disclosed above, while 1% are based in countries outside of Europe, excluding North America.

APEO has no Russian, Ukrainian or Belarussian headquartered companies. These three countries make up less than 1% of the underlying company revenues

Focus - the APEO portfolio is focused on one of the most established and consistently performing parts of the growing private markets universe

Our objective is to build and manage a carefully selected and continually evolving portfolio of the best private equity funds and co-investments available in the European market. We do this by partnering with 12 core European private equity manager relationships, a selective approach in a market where there are thousands of private equity managers to choose from.

Diversification is a well-recognised means of managing investment risk and we achieve that through a portfolio of around 50 "active" private equity fund investments, that in turn have exposure to over 650 underlying portfolio companies. But we also believe it is important to have conviction and to concentrate our firepower. We do this by selecting and focusing our capital with a group of a dozen or so core buyout managers and partnering with them through primary commitments to their funds, providing liquidity to their investors through secondary transactions and making direct co-investments alongside them in private companies.

Consistency - APEO has a history and track record of more than 20 years

We take a rigorous and disciplined approach to investment analysis that delivers consistent long term investment returns across market cycles.

Private equity is often perceived to be a risky business, but our historic track record proves that steady NAV performance and consistent growth are possible. What's more, stability does not have to translate into reduced returns; our NAV has grown over ten times since launch.

STRATEGIC REPORT

INVESTMENT STRATEGY

Investment Objective

The Company's investment objective is to achieve long-term total returns through holding a diversified portfolio of private equity funds and direct investments into private companies alongside private equity managers ("co-investments"), a majority of which will have a European focus.

Investment Policy

The Company: (i) commits to private equity funds on a primary basis; (ii) acquires private equity fund interests in the secondary market; and (iii) makes direct investments into private companies via co-investments. Its policy is to maintain a broadly diversified portfolio by country, industry sector, maturity and number of underlying investments.

The objective is for the portfolio to comprise around 50 ''active'' private equity fund investments; this excludes funds that have recently been raised, but have not yet started investing, and funds that are close to or being wound up. The Company may also invest up to 20% of its assets in co-investments.

The Company may also hold direct private equity investments or quoted securities as a result of distributions in specie from its portfolio of fund investments. The Company's policy is normally to dispose of such assets where they are held on an unrestricted basis.

To maximise the proportion of invested assets, the Company follows an over-commitment strategy by making commitments which exceed its uninvested capital. In making such commitments, the Manager, together with the Board, will take into account the uninvested capital, the value and timing of expected and projected cashflows to and from the portfolio and, from time to time, may use borrowings to meet drawdowns. The Board has agreed that the over-commitment ratio should sit within the range of 30% to 75% over the long-term.

The Company's maximum borrowing capacity, defined in its articles of association, is an amount equal to the aggregate of the amount paid up on the issued share capital of the Company and the amount standing to the credit of the reserves of the Company. However, it is expected that borrowings would not normally exceed 30% of the Company's net assets at the time of drawdown.

The Company's non-sterling currency exposure is principally to the euro and US dollar. The Company does not seek to hedge this exposure into sterling, although any borrowings in euros and other currencies in which the Company is invested would have such a hedging effect.

Cash held pending investment is invested in short-dated government bonds, money-market instruments, bank deposits or other similar investments. Cash held pending investment may also be invested in other listed investment companies or trusts. The Company will not invest more than 15% of its total assets in such listed equities.

The investment limits described above are all measured at the time of investment.

Portfolio Construction Approach

Investments made by APEO are typically with or alongside private equity firms with whom the Manager has an established relationship of more than 10 years.

As at 30 September 2022, APEO directly held 75 separate fund investments (2021: 64) comprising of primary and secondary fund interests, as well as 22 co-investments (2021: 13).

Through its portfolio of directly held investments, the Company indirectly has exposure to a diverse range of underlying private companies, as well as additional underlying fund of fund and co-investment interests. At 30 September 2022, APEO's underlying portfolio included exposure to 655 separate underlying private companies (2021: 578), 41 underlying fund investments (2021: 36) and 9 underlying co-investments (2021: 9).

APEO predominantly invests in European mid-market companies. Around 76% (2021: 79%) of the total value of underlying private company exposure is invested in European domiciled operating companies and the Board expects this to remain the case over the longer term, with a weighting towards North Western Europe. This has been APEO's

geographic focus since its inception in 2001 and where it has a strong, long-term track record. However, APEO also selectively seeks exposure to North American mid-market companies, as a means to access emerging growth or investment trends that cannot be fully captured by investing in Europe alone.

APEO has a well-balanced portfolio in terms of non-cyclical and cyclical exposure. Currently the largest single sector exposure represents 20% of the total value of underlying private company exposure¹ (2021: 21%) and it is expected that no single sector will be more than 30% of the portfolio over the longer term. Over time, the Manager anticipates a continuation of the recent shift toward sectors that are experiencing long-term growth (such as Technology and Healthcare) at the expense of more cyclical sectors, such as Industrial and Consumer Discretionary.

Environmental, Social and Governance ("ESG") is a strategic priority for the Board and the Manager. APEO aims to be an active, long-term responsible investor and ESG is a fundamental component of APEO's investment process. Further detail on the Manager's approach to ESG is set out below.

¹ Excludes underlying fund and co-investments indirectly held through the Company portfolio.

CHAIR'S STATEMENT

Introduction

In my first year as Chair, I am delighted to present APEO's Annual Report & Accounts for the financial year to 30 September 2022, a year in which the portfolio has delivered a resilient NAV performance in the face of a challenging backdrop in both the global economy and financial markets. This performance is credited to our focused Investment Strategy, the capabilities of our Investment Manager, and an active Board.

2022 has been a year of some key milestones for APEO. Most notably, following shareholder approval at the AGM in early March, the Company changed its name from Standard Life Private Equity Trust plc to abrdn Private Equity Opportunities Trust plc to align itself with the Manager's rebrand. And, on the back of a sustained period of growth for shareholders, APEO was rewarded with a promotion to the FTSE 250 Index for the first time in its history.

Of course, I remain mindful that the macroeconomic environment and financial markets have changed materially in 2022, culminating in higher borrowing rates and inflationary price pressures. This will invariably result in a tougher period for both corporate earnings and the valuation environment in private equity. That said, APEO has held a focused and consistent strategy for over 21 years, and we continue to take comfort from the quality and diversified nature of the existing and evolving portfolio.

Investment Performance & Discount

The deterioration in public market sentiment during the year, including private equity investment trusts, led to share price pressures across the sector during 2022. Disappointingly, APEO's share price total return was -15.1% during the year to 30 September 2022 and therefore underperformed the -4.0% total return from the FTSE All-Share, APEO's comparator index, during the same period.

In contrast, APEO's NAV performance remained strong during the year, with NAV per share total return of 14.1%, outperforming the FTSE All-Share Index. This resilient NAV performance is testament to APEO's investment and relationship strategy, which has remained focused on partnering with a relatively small cohort of high-quality private equity firms, predominately in the European mid-market.

As a result of the contrast between the share price and NAV performance during the year, the share price discount to NAV at 30 September 2022 widened to 45.6%. The discount ranged between 11.2% and 46.7% during the year, and averaged 28.0%, which was slightly narrower than the 29.9% average of its close peer group.

The Board does not have a stated discount control policy. That said, the Board and Manager monitor the discount on a regular basis to ensure that APEO is not an outlier when compared to other investment companies with a similar investment approach and shareholder structure. The Board has bought back its own shares in the past and is seeking shareholder approval to do so again, as we keep this matter under active and careful consideration. Suffice to say there is always a balance to consider in terms of buying-back shares on an accretive discount and preserving cash liquidity for investment purposes. The Board is also cognisant of APEO's relatively concentrated shareholder register and, when considering buybacks, we are mindful of liquidity in the Company's shares, which we believe is a key long-term focus of our shareholders.

Commitments, Investments & Distributions

The 12 months ended 30 September 2022 was an active year for investment, continuing the momentum seen in 2021. APEO made commitments totalling £340.3 million (2021: £307.1 million). In line with our investment policy, these commitments were well across twelve new primary commitments (£257.2 million), two new secondary investments (£17.1 million), nine new direct co-investments (£65.7 million), and one follow-on investment in an existing co-investment. Of particular note is the fact that direct co-investment has continued to grow as a proportion of the portfolio and has now reached a portfolio of 22 underlying companies and 19.1% of portfolio NAV (2021: 13 underlying companies and 10.5% of portfolio NAV). Outstanding commitments at the year end amounted to £678.9 million (2021: £557.1 million).

APEO received £210.2 million of distributions (2021: £197.6 million) from underlying investments during the year, another annual record for APEO, exceeding the previous year's record total. The realised return from the ongoing investment operations of APEO's core portfolio equated to 2.2 times cost (2021: 2.8 times cost). In addition, APEO received an additional £15.7 million (2021: £1.1 million) from proceeds from secondary sales relating to two fund positions, meaning that APEO received a total of £225.9 million cash proceeds during the financial year (2021: £198.7 million). The Manager focused on reinvesting distributions into new investment opportunities during the year, amounting to total drawdowns of £253.6 million (2021: £184.2 million).

Dividends

Liquidity and Bank Facility

At the year end, APEO had cash and cash equivalents of £30.3 million (2021: £29.7 million). APEO also had £138.0 million remaining undrawn (2021: £200.0 million undrawn) on its £200.0 million revolving credit facility at 30 September 2022.

Following the year-end, the revolving credit facility was increased to £300.0 million and the maturity extended by a year to December 2025. The larger facility, provided by RBS International, Société Générale and State Street Bank International, will provide APEO with additional capacity for new investments in the months and years ahead.

Environmental, Social & Governance ("ESG")

The Board continues to believe that integrating ESG best practice into APEO's investment process will help to generate stronger, more sustainable returns for shareholders over the long term. Accordingly, the Board monitors the Manager's commitment to ESG factors closely and encourages it to stay close to the latest market developments in this area. The majority of our portfolio is managed by third-party managers and the Board takes comfort from the Manager's policy to invest only with private equity firms who the Manager believes are ESG market leaders or have a strong cultural commitment to improve their ESG credentials.

The Board has encouraged the Manager to continue to raise ESG standards across the industry and to publicise the work that it has done in this area. For further detail of the Manager's approach to ESG, including an ESG case study, is set out below.

Investment Manager

Each year, the Board, through the Management Engagement Committee, considers whether the continued appointment of the Manager is in the best interests of shareholders as a whole. Following its most recent review, the Board considers that the Manager continues to have suitably qualified personnel and robust operational processes to deliver APEO's investment objective over the long term for shareholders.

Board

Christina McComb retired from the Board following the conclusion of the AGM in March 2022. Christina served on the Board since 2013, the last 3 years as Chair. On behalf of the Board, I would like to thank Christina for her considerable contribution to APEO and wish her well in her future endeavours.

AGM and Manager's Presentation

The Board intends to hold APEO's AGM at the Balmoral Hotel, 1 Princes Street, Edinburgh, EH2 2EQ at 12:30 pm on 22 March 2023. The meeting will include a presentation by the Manager and will be followed by lunch. This is a good opportunity for shareholders to meet the Board and the Manager and the Board encourages you to attend. The Notice of the Meeting is contained in the Annual Report.

Outlook

The broader financial markets and the outlook for the global economy have shifted materially during the year, with the developed economies of the world moving from a Covid-recovery phase in late 2021 to a much more challenging environment in 2022. Both the Board and the Manager expect this tough environment to persist in the short to medium term, which will continue to have an impact on the performance of APEO as inflationary pressures persist in the underlying portfolio companies and private equity valuations continue to experience headwinds.

I have always viewed private equity as a long-term asset class where new investment decisions are often made with a five-year time horizon in mind. Whilst the immediate road ahead appears more uncertain, the governance model of private equity has proved many times in the past, most notably during the global financial crisis of 2008-09, that it facilitates nimble and active ownership and allows underlying businesses to adapt more quickly to changing market circumstances. Periods of market dislocation have previously offered up new and different opportunities for investment, which private equity firms have proved adept at generating and completing.

A key lesson from past crises is to ensure that you have ample balance sheet capacity to take advantage of these attractive new investment opportunities, particularly given distributions from private equity funds tend to slow down during these periods of dislocation. In that context, I'd again highlight that, following the financial year end, APEO increased the size of its revolving credit facility to £300.0 million.

With so much new capital having flowed into private equity in recent years and some recent dramatic shifts in the shape of investor portfolios, it is inevitable that investors will look to re-balance their asset allocations and portfolio weightings over the coming quarters, which in turn is beginning to fuel activity in the secondary market - APEO is well placed to take advantage of opportunities in this part of the market.

APEO has invested for over 21 years, emerging in the aftermath of the dot-com bubble, through the global financial crisis and the Covid-19 pandemic. Our strategy has historically worked through the cycle. I believe that the quality and diversification of the existing portfolio, and its strong balance sheet, will help to position APEO well during these challenging market conditions and will allow APEO to continue to generate attractive long-term returns to shareholders in the coming years.

Alan Devine

Chair,
30 January 2023

PRINCIPAL RISKS & UNCERTAINITIES

The Board and Audit Committee carry out a regular and robust review of the risk environment in which APEO operates. The Board also identifies emerging risks such as a material change in the geopolitical or macroeconomic environment, or developments in climate change from an investor attitude or regulatory expectation, which might affect the APEO's underlying investments.

During the financial year, the outlook for the global economy changed. The world's developed economies moved from a Covid-19 recovery state to a much more challenging environment as geopolitical uncertainty impacted equity markets and inflation impacted the margins of underlying portfolio companies. Private equity valuations experienced high levels of pressure.

The Board has also discussed the potential impact of climate change with the Manager. APEO is committed to being an active, long-term responsible investor and ESG is a fundamental component of its investment process. The Manager commits APEO's capital with private equity managers who demonstrate strong adherence to ESG principles and processes or have a cultural commitment to improve their ESG credentials. Focus on climate change is part of that assessment. The private equity industry is still relatively early in its response to climate change and the Manager is focused on engaging with its portfolio of private equity managers to help promote further positive change.

The Board is aware that there are a number of risks which, if realised, could have a material adverse effect on APEO

and its financial condition, performance and prospects. The Board monitors APEO's principal and emerging risks

regularly, alongside the Manager, and the operating and control environment in which APEO operates.

The Board considers its risk appetite in relation to each principal risk and monitors this on an ongoing basis. Where a risk is approaching or is outside the tolerance level, the Board will take action to manage the risk. Currently, the Board considers the risks to be managed within acceptable levels.

The principal risks faced by APEO relate to the Company's investment activities and these are set out below.

Risk	Definition	Tolerance	Mitigation / Update
Market (increased)	a) Pricing risk APEO is at risk of the economic cycle impacting listed financial markets and hence potentially affecting the pricing of underlying investments and timing of exits. b) Currency risk APEO has a material proportion of its investments and cash balances in currencies other than sterling and is therefore sensitive to movements in foreign exchange rates.	Medium	a) The decline in publicly-listed equities during the year has put pressure on private equity valuations. Investments in APEO's portfolio are generally subject to private equity guidelines such as IPEV with respect of valuations. Private equity market deal activity has declined in 2022 and this expected to continue into 2023. This will likely extend the timing of some investment exits and distributions. Subsequent to the year end, APEO increased the size of its revolving credit facility to £300.0 million to help mitigate this risk. Inflation and interest rate rises have the potential to impact both the valuations of the existing underlying portfolio and the pricing of new investments in the future. Pricing risk is mitigated by APEO having a diversified portfolio of fund investments and co-investments. b) The Manager monitors APEO's exposure to foreign currencies and reports to the Board on a regular basis. It is not the APEO's policy to hedge foreign currency risk. APEO's non-sterling currency exposure is primarily to the euro and the US dollar. During the year ended 30 September 2022, sterling depreciated by 2.1% relative to the euro (2021: appreciated 5.5%) and depreciated by 17.2% relative to the US dollar (2021: appreciated 4.3%). This movement in the euro and the US dollar had a net positive impact on the net assets of APEO.
Liquidity (Unchanged)	The risk that APEO is unable to meet short-term financial demands.	Low	APEO manages its liquid investments to ensure that sufficient cash is available to meet contractual commitments and also seeks to have cash available to meet other short-term needs. Additional short-term flexibility is achieved through the use of the revolving multi-currency loan facility, which was extended to £300.0 million shortly after the financial year end. APEO had cash and cash equivalents of £30.3 million (2021: £29.7 million) as at 30 September 2022.
Over-commitment (Unchanged)	The risk that APEO is unable to settle outstanding commitments to fund investments.	Medium	APEO makes commitments to private equity funds, which are typically drawn over three to five years. Hence APEO will tolerate a degree of over-commitment risk in order to deliver long-term investment performance. In order to mitigate this risk, the Manager ensures that APEO has appropriate levels of resources, whether through resources available for investment or the revolving credit facility, relative to the levels of overcommitment. The Manager will also forecast and assess the maturity of the underlying portfolio to determine likely levels of distributions in the near term. The Manager will also track the over-commitment ratio and ensure that it sits within the range, agreed with the Board, of 30% to 75% over the long term. At 30 September 2022 APEO had £678.9 million (2021: £557.1 million) of outstanding commitments, with £69.9 million (2021: £46.7 million) expected not to be drawn. The over-commitment ratio was 42.8% (2021: 32.5%).
Credit (Unchanged)	The exposure to loss from failure of a counterparty to deliver securities or cash for acquisitions or disposals of investments or to repay deposits.	Low	APEO places funds with authorised deposit takers from time to time and, therefore, is potentially at risk from the failure of such an institution. APEO's cash is held by BNP Paribas Securities Services S.A., which is rated 'A+' by S&P Global Ratings. The credit quality of the counterparties is kept under regular review. Should the credit quality or the financial position of these financial institutions deteriorate significantly, the Manager would move cash balances to other institutions.
Investment selection (Unchanged)	The risk that the Manager makes decisions to invest in funds and/or co-investments that are not accretive to APEO's NAV over the long term.	Medium	The Manager undertakes detailed due diligence prior to investing in, or divesting, any fund or co-investment. It has an experienced team which monitors market activity closely. APEO's management team has long-established relationships with the third party fund managers in the Company's portfolio which have been built up over many years. ESG factors are integrated into the investment selection process and the Board and the Manager believes that will improve investment decision making and help to generate stronger, more sustainable returns.
Operational (Unchanged)	The risk of loss or a missed opportunity resulting from a regulatory failure or a failure relating to people, processes or systems.	Low	The Manager's business continuity plans, and approach to cyber security risk, are reviewed on an ongoing basis alongside those of APEO's key service providers. The Board has received reports from its key service providers setting out their existing business continuity framework. Having considered these arrangements, the Board is confident that a good level of service will be maintained in the event of an interruption to business operations or other major event, including another global pandemic.

APEO's financial risk management objectives and policies are contained in note 18 to the financial statements.

Review of performance

An outline of the performance, market background, investment activity and portfolio during the year under review and the performance over the longer term, as well as the investment outlook, are provided in the Highlights, Chair's Statement, and Investment Manager's Review. Details of APEO's investment portfolio, the ten largest investments and the top ten underlying private company investments are shown below.

STAKEHOLDER ENGAGEMENT AND RESPONSIBLE MANAGEMENT

Section 172 Statement

The Board is required to describe how the Directors have discharged their duties and responsibilities over the course of the financial year following the guidelines set out in the UK under section 172 (1) of the Companies Act 2006 (the "s172 Statement"). This Statement provides an explanation of how the Directors have promoted the success of APEO for the benefit of its shareholders as a whole, taking into account the likely long-term consequences of decisions, the need to foster relationships with all stakeholders and the impact of APEO's operations on the environment.

Stakeholders

APEO is an investment trust and is externally managed, has no employees, and is overseen by an independent non-executive board of directors. The Board makes decisions to promote the success of APEO for the benefit of the shareholders as a whole, with the ultimate aim of delivering its investment objective to achieve long-term total returns.

The Directors set APEO's investment mandate, monitor the performance of all service providers (including the Manager), and are responsible for reviewing strategy on a regular basis. All this is done with the aim of preserving and enhancing shareholder value over the longer term.

The following section discusses how the actions taken by the Board work towards ensuring that the interests of all stakeholders are appropriately considered. In line with the FRC Guidance, this statement focuses on stakeholders that are considered key to APEO's business and does not therefore cover every one of APEO's stakeholders.

Shareholders

The Board is committed to maintaining open channels of communication and to engaging with shareholders. The Board seeks shareholder feedback in order to ensure that decisions are taken with the views of shareholders in mind. These shareholder communications include:

Annual General Meeting

The AGM provides an opportunity for the Directors to engage with shareholders, answer their questions and meet them informally. At the AGM there is typically a presentation on APEO's performance and the future outlook as well as an opportunity to ask questions of the Manager and Board. The next AGM will take place on 22 March 2023 in Edinburgh and the Board encourages shareholders to attend the AGM, and for those unable to attend, to lodge their votes by proxy on all of the resolutions put forward. For more information on how to lodge proxy votes in advance of the AGM, please see the Annual Report.

Shareholder Meetings

Unlike trading companies, shareholders in investment companies often meet representatives of the Manager rather than members of the Board. Feedback from the Manager's meetings with shareholders is provided to the Board at every meeting. The Chair, Senior Independent Director and other members of the Board are also available to meet with shareholders to understand their views at any time during the year.

Publications

APEO publishes a full annual report each year that contains a strategic report, governance section, financial statements and additional information. The report is available online and in paper format. APEO also produces a half-yearly report each year. The purpose of these reports is to provide shareholders with a clear understanding of APEO's activities, portfolio, financial position and performance. The Manager also publishes a Monthly Factsheet, and a Monthly Net Asset Value Statement. The purpose of these publications is to keep shareholders abreast of APEO's developments.

Investor Relations and Website

APEO subscribes to the Manager's Investor Relations programme. APEO's website contains a range of information and includes a full monthly portfolio listing of APEO's investments as well as podcasts and presentations by the Manager. Details of financial results, the investment process and Manager together with APEO announcements and contact details can be found at: abrdnpeot.co.uk.

Keeping in Touch

The Board encourages shareholder feedback and invites shareholders to write to the Board at its registered office. The Board has also set up an email account to encourage shareholders to write directly to the Board. Shareholders are invited to email any feedback or questions to the Board at APEOT.Board@abrdn.com. Any questions received will be replied to by either the Manager or Board via the Company Secretary.

The Manager

The Manager's performance is critical for APEO to achieve its investment objective and the Board maintains a close and constructive working relationship with the Manager. The Board meets the Manager at formal Board meetings five times per year and more regularly as necessary. The Board Members also keep in touch with the Manager informally throughout the year and receive reports and updates as appropriate. During the year, the Management Engagement Committee, on behalf of the Board, reviewed the continued appointment of Manager, and the terms of the Management Agreement, and believes that the continued appointment of the Manager is in the best interests of shareholders.

Suppliers

As an investment trust, APEO has outsourced its entire operations to third party suppliers. The Board is responsible for selecting the most appropriate outsourced service providers and, alongside the Investment Manager, monitors their services to ensure a constructive working relationship. The Board, through the Investment Manager, maintains regular contact with its key suppliers, namely the Company Secretary, the Administrator, the Registrar, the Depositary and the Broker, and receives regular reporting from them. The Board, via the Management Engagement Committee, ensures that the arrangements with service providers are reviewed at least annually. The aim is to ensure that contractual arrangements remain in line with best practice, services being offered meet the requirements and needs of APEO and performance is in line with the expectations of the Board, Manager, and other relevant stakeholders. The Audit Committee considers the internal controls at these service providers to ensure they are fit for purpose.

Debt Providers

On behalf of the Board, the Manager maintains a positive working relationship with RBS International, Société Générale and State Street Bank International, the providers of APEO's multi-currency revolving credit facility, and provides regular updates on business activity and compliance with its loan covenants.

Investee Funds and Companies

Responsibility for actively monitoring the activities of investment managers, funds and companies, which make up APEO's portfolio, has been delegated by the Board to the Manager.

On behalf of the Board and its stakeholders, the Manager invests in a carefully selected range of private equity managers, built from years of established relationships and proprietary research. The Manager assesses all investment opportunities and participates on the advisory boards of some investments.

The Board is responsible for overseeing the work of the Manager and this is not limited solely to the investment performance of the investments. The Board also has regard for environmental (including climate change), social and governance matters that subsist within the portfolio companies. Please see the Manager's approach to ESG below for more details.

Principal Decisions

Pursuant to the Board's aim of promoting APEO's long-term success, the following principal decisions were taken during the year:

- The Investment Manager's Review below details the key investment decisions taken during the year. In the opinion of the Board, the performance of the investment portfolio is the key factor in determining the long-term success of APEO. Accordingly, at each Board meeting the Directors discuss performance in detail with the Investment Manager. As explained in more detail below, during the year the Management Engagement Committee decided that the continuing appointment of the Manager was in the best interests of shareholders.

- During the year, the Board agreed to increase APEO's syndicated multi-currency revolving credit facility from £200.0 million to £300.0 million. The facility, which is provided by RBS International, Société Générale and State Street Bank International, was extended in October 2022, subsequent to the year end. The Board decided to extend the facility in light of the strong pipeline of investment opportunities in primary funds, secondaries and co-investments believing that an extended loan facility would allow the Manager to take advantage of emerging investment opportunities.

- The level of dividend to be paid to shareholders was carefully assessed during the financial year. The Board is pleased to have paid three quarterly dividends of 3.6 pence per share and to have announced a fourth quarterly dividend payment of 3.6 pence per share making a total dividend for the year to 30 September 2022 to 14.4 pence per share. This represents a dividend yield of 3.5%, based on the APEO Share Price at 30 September 2022, and is an increase of 5.9% on the 13.6 pence per share paid for the year to 30 September 2021.

- Following the Manager's sale of the Standard Life brand the Phoenix Group in May 2021, the Board agreed to recommend to shareholders that the Company change its name to abrdn Private Equity Opportunities Trust plc. Shareholders overwhelmingly voted in favour of the name change at the AGM in March 2022. The Board believes that the proposed name change aligns APEO with the Manager's new brand and comes at an exciting time in APEO's development.

- As reported in the Annual Report to 30 September 2021, the Board appointed Alan Devine as Chair on 22 March 2022, following Christina McComb's retirement from the Board. The Board agreed that Alan Devine is an experienced Board Member, having served as Senior Independent Director since 2019 and, has a breadth of experience in debt markets and private equity backed business.

Board Diversity Policy

The Board's statement on diversity is set out in the Statement of Corporate Governance in the Annual Report.

At 30 September 2022, there were three male and two female Directors on the Board.

Modern Slavery Act

Being a company that does not offer goods and services to customers and has no turnover, the Board considers that APEO is not within the scope of the Modern Slavery Act 2015. APEO is therefore not required to make a slavery and human trafficking statement. In any event, the Board considers APEO's supply chains, dealing predominantly with professional advisers and service providers in the financial services industry, to be low risk in relation to this matter.

Streamlined Energy and Carbon Reporting ("SECR") Statement: Greenhouse Gas Emissions and Energy Consumption Disclosure

APEO has no employees, premises or operations either as a producer or provider of goods and services. Therefore, it is not required to disclose energy and carbon information as there are zero emissions associated or attributed to the Company and no underlying global energy consumption.

Viability Statement

The Board has decided that five years is an appropriate period over which to consider its viability. The Board considers this to be an appropriate period for an investment trust company with a portfolio of private equity investments and the financial position of the Company.

In determining this time period the Directors considered the nature of APEO's commitments and it's associated cash flows. Generally the private equity funds and co-investments in which APEO invests call monies over a five year period, whilst they are making investments, and these drawdowns should be offset by the more mature funds and co-investments, which are realising their investments and distributing cash back to APEO. The Manager presents the Board with a comprehensive review of APEO's detailed cash flow model on a regular basis, including projections for up to five years ahead depending on the expected life of the commitments. This analysis takes account of the most up to date information provided by the underlying managers, together with the Manager's current expectations in terms of market activity and performance.

The Directors have also carried out an assessment of the principal risks as noted above and discussed in note 18 to the financial statements that are facing APEO over the period of the review. These include those that would threaten its business model, future performance, solvency or liquidity such as over-commitment, liquidity and market risks. When considering the risks, the Board reviewed the impact of stress testing on the portfolio, including multiple downside scenarios which modelled a reduction in forecast distributions from 50% to 100% in an extreme downside case and the impact this would have on liquidity and deployment. Under an extreme downside scenario which involved i) a 100% reduction in forecast distributions over a 12 months period; ii) all underlying General Partner debt facilities being drawn simultaneously; and iii) a 25% reduction in portfolio valuations spread over a period of 12 months, a significant adjustment to planned deployment would be required to maintain sufficient liquid resources over the financial year to 30 September 2023 and over the period through to January 2024. From January 2024 onwards, the implied resumption of forecast distribution activity then provides sufficient liquidity in this extreme downside scenario.

By having a portfolio of predominantly fund investments, diversified by manager, vintage year, sector and geography; by assessing market and economic risks as decisions are made on new commitments; and by monitoring APEO's cash flows together with the Manager, the Directors believe APEO is able to withstand economic cycles. The Directors are also aware of APEO's indirect exposure to ongoing risks through underlying funds.

These are continually assessed by the Manager monitoring the underlying managers themselves and by participation on a number of fund advisory boards.

Based on the results of this analysis, and the ongoing ability to adjust the portfolio, the Directors have a reasonable expectation that APEO will be able to continue in operation and meet its liabilities as they fall due over the five year period following the date of this report.

Future Strategy

The Board intends to maintain the strategic policies set out in the Strategic Report for the year ending 30 September 2023 as it is believes that these are in the best interests of shareholders.

Long-Term Investment

The Manager's investment process seeks to outperform its comparator index over the longer term. The Board has in place the necessary procedures and processes to continue to promote APEO's long-term success. The Board will continue to monitor, evaluate and seek to improve these processes as APEO continues to grow over time, to ensure that the investment proposition is delivered to shareholders and other stakeholders in line with their expectations.

On behalf of the Board

Alan Devine

Chair
30 January 2023

INVESTMENT MANAGER'S REVIEW

INTRODUCTION TO THE MANAGER - HOW WE INVEST

In order to achieve the investment objective, maintain a balanced portfolio and take advantage of opportunities as they arise, APEO invests in three types of private equity investment:

1. Primary Investment

APEO commits to investing in a new private equity fund. The committed capital will generally be drawn over a three to five year period as investments in underlying private companies are made. Proceeds are then returned to APEO when the underlying companies are sold, typically over a four to five year holding period.

Primary investment has been the core focus of APEO's Investment Objective since its inception in 2001. Primary investments can provide APEO with:

• consistent exposure to leading private equity managers;

• underlying portfolio diversification;

• a steady, predictable cashflow profile; and

• help drive APEO's dealflow in secondaries and co-investments.

2. Secondary Investment

APEO acquires a single fund interest or a portfolio of fund interests from another investor, with the prior approval of the private equity managers of the target funds. APEO pays the seller a cash amount for the interests and takes on any outstanding commitments to the target funds.

Typically this would occur at a point where the target funds have already invested the majority of its capital. The price paid in this type of transaction will reflect the age profile of the funds, the quality of the managers and the quality of the underlying portfolios. Secondaries allow the Manager to gain exposure to funds of new or existing managers a later stage in a fund's life.

Therefore they typically have a shorter investment duration than a primary investment. Secondaries are opportunistic in nature and their availability is dependent on multiple market and deal-specific factors.

3. Co-investment

APEO makes direct investments into private companies alongside other private equity managers. APEO's strategy is to invest alongside private equity managers with which abrdn Private Equity has made a primary investment.

Co-investment was introduced to the Investment Objective in 2019. The Manager is seeking to build a diversified portfolio of around 30 co-investments in order to mitigate concentration risk.

INVESTMENT MANAGER'S REVIEW

Summary of the Year

The portfolio has shown strong performance during the financial year, in spite of headwinds in the broader financial markets and the uncertain global economic backdrop. APEO's 21-year-old strategy of partnering with a small group of top performing private equity firms, focusing on underlying businesses in the mid-market (enterprise values between £100 million and £1 billion) and targeting diversification across a range of resilient sectors continues to position it well. This has been reflected in continued strong trading in the underlying portfolio and robust realisation activity, helping APEO to deliver a NAV TR of 14.1% during period, an outperformance of 18.1% to the FTSE All-Share, which declined by -4.0%.

A large part of this performance relates to the record realisation activity that APEO has seen during the year. The Company received £210.2 million of distributions from underlying funds during the year (2021: £197.6 million), exceeding the record total seen in the prior year. These realisations came at an average uplift of 20% when compared with the unrealised valuation two quarters prior, therefore driving valuation increases. Notable exits in the portfolio were General Life (European fertility clinic group), Benvic (European developer and producer of thermoplastic solutions) and Sbanken (Norwegian online bank).

The portfolio of private companies continues to perform well, with the top 50 largest underlying portfolio companies by value showing average revenue and EBITDA growth of 23% and 24% respectively in the twelve months to 30 September 2022.

That has helped drive the resilient valuation performance in the unrealised book, in spite of declining listed market comparable multiples. We are particularly pleased about progress in APEO's co-investment portfolio, which has seen a valuation uplift of 51.8% on a constant currency basis during the year. The co-investment portfolio now stands at 22 underlying companies and 19.1% of NAV, close to our target of 25%.

The impact of listed equity market declines seen in 2022 has been most apparent in the publicly listed company exposures APEO has. As a reminder, the Company is not a long-term holder of listed shares but saw strong IPO activity in the portfolio in 2021, with successful listings including Moonpig (UK-based online gifting business), Dr Martens (leading consumer footwear brand) and Inpost (self-service lockers for ecommerce consumers). Listed companies equated to 12.4% of the portfolio at the beginning of the financial year. Through a combination of realisations and a decline in the aggregate value of this cohort over twelve months to 30 September 2022, listed companies now equate to 5.4%of the portfolio.

The war in Ukraine had a minimal direct impact on APEO during the year. The Company has no Russian, Belarussian or Ukrainian headquartered businesses in its portfolio of 655 separate underlying companies. In addition, through discussions with the private equity managers in APEO's portfolio, we estimate that revenues from these countries accounted for less than 1% of aggregate underlying portfolio company revenues at the start of the financial year, and have declined further since then. That said, the indirect impacts are materialising in the portfolio, mainly through the war exacerbating already elevated energy and raw materials pricing, impacting upon the margins of many of APEO's underlying businesses.

On the new investment side, the 12 months ended 30 September 2022 was another active year for investment. APEO made commitments totalling £340.3 million (2021: £307.1 million), with twelve new primary investments, two secondary investments, nine direct co-investments and one follow-on investment in an existing co-investment. These new fund commitments are aligned with our long-term strategy of backing private equity firms that have a mid-market orientation and have proven expertise within one or more specified sectors. As aforementioned, we are delighted with the strong deployment in co-investments during the year and the good balance in deployment across our key sectors. Whilst secondary deployment in the year was modest relative to primary and co-investment, we are excited by the potential of the two new investments and see a window of strong secondary opportunities emerging as we move into the new financial year.

In terms of cashflows, the aforementioned exit activity has helped drive record levels of distributions. The realised return from the ongoing investment operations of APEO's core portfolio equated to 2.2 times cost (2021: 2.8 times cost). In addition, APEO received an additional £15.7 million (2021: £1.1 million) from proceeds from secondary sales relating to two fund positions, meaning that APEO earned a total of £225.9 million cash proceeds during the financial year (2021: £198.7 million). We have focused on reinvesting distributions into new investment opportunities during the period, and therefore drawdowns during the year totalled £253.6 million (2021: £184.2 million). This figure includes £74.7 million of new co-investment and secondaries, which is deployment directly under the Manager's control. The balance sheet remains in a strong position with cash and cash equivalents of £30.3 million (2021: £29.7 million). APEO also had £138.0 million remaining undrawn on its £200.0 million revolving credit facility at 30 September 2022 (2021: £200.0 million undrawn). We are also delighted that, immediately following the year-end, the revolving credit facility was increased to £300.0 million and the maturity extended by a year to December 2025. The larger facility, provided by RBS International, Société Générale and State Street Bank International, will provide APEO with ample liquidity for new investments in the months and years ahead.

Performance

The NAV TR for the year ended 30 September 2022 was 14.1% versus -4.0% for the FTSE All-Share Index. The valuation of the portfolio at 30 September 2022 increased 10.5% on the prior year on a constant currency basis, with a further increase of 5.1% attributable to FX gains during the year, principally due to the weakness of pound sterling compared to US dollar and the Euro.

The increase in value of the NAV on a per share basis was 79.4p. This was principally made up of unrealised and realised gains and income of 102.4p, partially offset by dividends and costs associated with management fee, administrative and financing of 23.0p.

The unrealised gains in the year are attributable to the strong performance of the underlying portfolio. At 30 September 2022 the top 50 largest underlying portfolio companies by value in APEO exhibited average last twelve months ("LTM") revenue and EBITDA growth of 23% and 24% respectively. Realised gains were derived from full or partial sales of companies during the 12-month period, which were at an average uplift of 20% to the unrealised value two quarters prior.

	Pence per share
NAV as at 1 October 2021	673.8
Net unrealised losses at constant FX on portfolio¹	-5.0
Net realised gains and income from portfolio	74.0
Net unrealised FX gains on portfolio	32.7
Net income from other assets	0.7
Dividends paid	-14.0
Management fee, administrative and finance costs	-9.0
NAV as at 30 September 2022	753.2

¹ Includes the reversal of previously recognised unrealised gains that have realised during the financial year and are therefore included in Net realised gains

and income from portfolio.

Drawdowns

	Amount - £million
Vitruvian IV	11.0
Altor V (including secondary purchase)	10.3
Nordic Capital X	9.7
Cinven 7	9.2
Advent Tech II	8.6
Other	204.9

During the year £253.6 million was invested into existing and new underlying companies. £176.7 million of this figure related to primary fund drawdowns, with the remainder related to co-investment and secondary deployment, which are fully under the control of the Manager and as planned. Secondary and co-investment activity are covered in detail later in the review.

Primary fund drawdowns during the year were mainly used to fund new underlying investments into portfolio companies, with notably large drawdowns relating to the following new portfolio companies:

- CFC Underwriting (Vitruvian IV) - global leader and category innovator in the cyber security insurance market;

- Inovalon (Nordic Capital X) - US-based provider of cloud-based healthcare software and data analytics;

- BioAgilytix (Cinven 7) - global healthcare contract research organisation;

- McAfee (Advent Tech II) - global provider of cyber security protection;

- STARK Group (CVC Fund VII) - distributor of heavy building materials in Northern Europe.

We estimate that APEO had around £113.3 million held on underlying fund credit facilities at 30 September 2022 (30 September 2021: £47.3 million), and we expect that this will all be drawn over the next 12 months.

Realisations

	Amount - £million
Investindustrial Growth	20.2
Altor Fund IV	16.9
Equistone VI (secondary sale)	15.5
Astorg VI	14.2
Permira V	13.0
Other	146.1

£210.2 million of distributions were received from funds during the year, which is a record annual total for APEO. Exit activity was driven by the strong market appetite for high quality private companies in resilient sectors following the global pandemic. Both trade and financial buyers remain active during the period, albeit the demand for IPOs declined significantly in the second half of the year. The headline realised return from the portfolio equated to 2.2 times cost (30 September 2021: 2.8 times cost).

In addition, APEO sold its fund positions in Equistone Fund VI and IK Small Cap Fund III for portfolio management reasons, contributing a further £15.7 million in proceeds and meaning that an aggregate total of £225.9 million was received from distributions and secondary sales during the period.

Outstanding Commitments

As at 30 September	Outstanding Commitments	Outstanding commitments in excess of undrawn loan facility and case resources as a % of portfolio NAV (£million)
2018	33.6	369.3
2019	47.4	450.3
2020	30.9	471.4
2021	32.5	557.1
2022	42.8	678.9

Commitments

APEO made commitments totalling £340.3 million during the year (2021: £307.1 million). These commitments were well diversified, with twelve new primary investments, two secondary investments, nine direct co-investments and one follow-on investment in an existing co-investment. The total outstanding commitments at 30 September 2022

were £678.9 million (30 September 2021: £557.1 million).

The value of outstanding commitments in excess of liquid resources as a percentage of portfolio value increased to 42.8% in the financial year (30 September 2021: 32.5%). This is largely due to the strong investment activity during the year ended 30 September 2022. This figure is at the lower end of our long-term target range of 30-75%. We estimate that £69.9 million of the reported outstanding commitments are unlikely to be drawn down, due to the nature of private equity investing, with private equity funds not always being fully drawn.

Investment Activity

Primary Funds

£257.2 million was committed to twelve new primary funds during the year ended 30 September 2022 (2021: £175.7 million into eight new primary funds). As a reminder, APEO's primary fund strategy is to partner with private equity firms, principally in Europe, that have genuine sector expertise and operational value creation capabilities and have a core mid-market buyout orientation, i.e. focusing on businesses with an enterprise value between £100 million and £1 billion. The firms that APEO has partnered with during period fulfil most, if not all, of this criteria and all are relationships with who the Manager known for many years, often decades.

Investment	£m	Description
Capiton VI	16.9	European lower mid-market fund with a focus in Pharma, MedTech, Industrial Automation and Sustainable Consumption.
Great Hill Equity Partners VIII	14.6	Growth-focused private equity fund based in the United States.
Windrose Health Investors Fund VI	15.1	Mid-market buyout fund based in the United States, that has a specialist focus on the healthcare sector.
PAI VIII	25.1	Pan-European upper mid-market fund focused on Food & Consumer, Business Services, General Industrials and Healthcare.
IK Partnership II	20.8	Pan-European mid-market fund focused on co-control and minority opportunities in Food & Consumer, Business Services, Healthcare and Financial Services.
Hg Saturn 3	25.8	European buyout fund focused on Software and B2B Services.
Advent Global Private Equity X	25.2	Global buyout fund which focuses on attractive niches within business and financial services, healthcare, industrial, retail and technology sectors.
ArchiMed MP 2	25.1	Healthcare specialist fund, focused on European and North American mid-market companies.
Investindustrial Growth III	25.2	Southern European lower mid-market fund focused on niches within the Industrials, Business Services and Consumer & Leisure sectors.
Nordic Capital XI	25.2	Northern European buyout fund, principally focused on the Healthcare, Technology & Payments and Financial Services sectors.
One Peak Growth III	12.9	European growth fund which targets rapidly growing technology and tech-enabled companies.
Latour Capital IV	25.4	French mid-market buyout fund which focuses principally on companies in the Business Services and Industrials sectors.

Case study - primary - Investindustrial

Investindustrial is a leading private equity manager in Southern Europe with excellent networks and a high quality and well-resourced team.

Investment: Investindustrial Growth III

Fund size: €1bn target

APEO's commitment: €30 million

Commitment year: 2022

Geographic focus: Western Europe but with a focus on Southern Europe

Target company size: Lower mid-market

Sectors: Industrials, Healthcare & Services, Consumer and Technology

Investment strategy: Buyout / Growth

Overview

· Founded in 1990, out of an industrial conglomerate owned by the Bonomi family and with more than €11 billion of raised fund capital, Investindustrial is one of Europe's leading private equity managers. The firm is focused on taking majority or control positions in mid-market companies, primarily across the Industrial, Healthcare & Services, Consumer and Technology sectors.

· Investindustrial has a strong Southern European heritage and specialism but today operates globally, with a team of c.160 professionals representing 21 nationalities, based across offices in Switzerland, Spain, United Kingdom, France, United States, Luxembourg, and China.

· The firm covers the entire mid-market across its mid-market and growth investment strategies. The growth strategy is differentiated by its focus on the attractive lower mid-market space and specialism in Southern Europe. It also benefits from the wider Investindustrial platform, with access to the firm's regional offices and dedicated resources across business development (focused on driving international organic and acquisitive growth), capital markets, digitisation and ESG.

APEO's Exposure

· The Manager's relationship with Investindustrial goes back 15 years, with a first commitment to Investindustrial IV in 2008. abrdn has committed to every Investindustrial fund since that time.

· APEO first invested with Investindustrial in 2018 through Growth Fund I and subsequently it committed to Investindustrial VII in 2019.

Previous / current investments

Benvic, GeneraLife, Morgan Motor Company

Secondaries

During the 12 month period, APEO committed £17.2 million into two secondary transactions (2021: £54.5 million into two secondaries).

Investment	£m	Description
Project Concorde	5.1	The acquisition of interests in a French e-commerce business, initially part of a larger portfolio process where the acquisition of the remaining assets did not subsequently complete.
Project Ivy	12.1	The acquisition of interests in three buyout funds managed by American Industrial Partners, Altor and Vitruvian.

Case study - secondary - Project Ivy

Compelling opportunity to acquire exposure to high-quality private equity funds at attractive relative pricing, out of a wider sale process.

Investments: Portfolio of funds managed by Altor, American Industrial Partners and Vitruvian Investment Partners which will provide exposure to ~30 underlying companies

Transaction Date: September 2022

Vintage Years: 2011 - 2019

Fund size: Various

APEO's Secondary Exposure: €11.6 million

Geographic focus: Europe and North America

Target company size: Mid-Market

Sectors: Diversified: including Business Services, Industrials, Financial Services, Consumer Goods and Services

Investment strategy: Buyout

Transaction Overview

· The Seller was looking to manage its eclectic mix of private markets exposure and generate liquidity via a portfolio sale comprising numerous funds and strategies.

· The Manger was able to carve out three specific buyout fund interests from the wider portfolio sale process.

· APEO is an existing investor with all three underlying managers and the Manager had recently undertaken extensive primary diligence on each manager, which provided strong access, portfolio insights and competitive positioning.

Underlying Investments

· Portfolio of three funds with vintages ranging from 2011 to 2019, with the majority of value concentrated in the younger funds but with near-term cash flows expected from the older assets.

· 27 high quality underlying portfolio companies, across a range of geographies and sectors.

· Underlying portfolio likely to grow to around 30 underlying portfolio companies in due course.

Why We Invested

· Unusual deal dynamics - rare opportunity to carve out interests in funds managed by three highly sought-after buyout managers from a larger portfolio sale at attractive relative pricing.

· High conviction in the assets being acquired - the Manager's existing knowledge of the underlying portfolios and confidence in the managers of the funds provided the conviction to pursue and secure this opportunity.

· Strong portfolio fit and diversified profile - all three funds are managed by core APEO managers and the underlying portfolios offer an attractive balance of short-term cash generation and longer-term value growth potential.

Previous / current investments

Altor Funds, Vitruvian Partners, American Industrial Partners

Co-investments

During the 12-month period, APEO invested and committed £66.1 million into nine new co-investments and one follow-on investment in an existing co-investment (2021: £76.9m into ten new co-investments).

As a reminder, co-investments were introduced to APEO's investment objective in 2019 and bring a number of advantages, most notably greater control over portfolio construction and lower associated costs (and therefore higher return potential). Over the longer term the Manager expects co-investments to equate to around 25% of the portfolio.

At 30 September 2022 there were 22 co-investments in APEO's portfolio, equating to 19.1% of NAV. All companies except one are at least on plan. Mademoiselle Desserts, the co-investment behind original plan, was impacted by the global pandemic as the hotel, restaurant and cafe channel is a core end market for the business. However, the company has been performing strongly following the broad reopening of the hospitality sector in Europe and we have strong conviction in its prospects moving forward.

Investment	£m	Description
SportPursuit	4.2	Flash sale e-commerce business which sells clearance stock from leading sports and outdoor brands. The co-investment was made alongside bd-capital Partners.
SuanFarma	6.3	Manufacturer, CDMO and distributor of active pharmaceutical and nutraceutical ingredients. The co-investment was made alongside ArchiMed SaS.
Tropicana	8.6	A portfolio of well-known beverage brands, including Tropicana and Naked. The co-investment was made alongside PAI Partners.
CDL Nuclear Technologies	5.2	Provider of turnkey cardiac PET/PET-CT imaging technology solutions and radioisotope delivery to independent cardiology practices and hospitals in the US. The co-investment was made alongside Excellere Partners.
European Camping Group	6.7	European leader in the premium outdoor vacation accommodation market. The co-investment was made alongside PAI Partners.
NGE	8.9	The leading independent player in the construction and public works sector in France. The co-investment was made alongside Montefiore Investment.
ACT	8.4	The largest specialist intermediary in the environmental certification market globally, headquartered in the Netherlands. The co-investment was made alongside Bridgepoint.
Uvesco	8.3	Leading food retail operator in the North of Spain. The co-investment was made alongside PAI.
CFC	9.0	Tech-led insurance platform, who are a global leader and category innovator in the cyber market. The co-investment was made alongside Vitruvian Partners.
Insightsoftware (follow-on)	0.3	Provider of financial reporting and enterprise performance management (ERM) software. The co-investment was made alongside Hg. The initial commitment to this co-investment was made in 2021.

Case Study - Co-investment- NGE

NGE is a leading French civil works and engineering company involved in the construction and ongoing maintenance across a range of infrastructure projects.

Lead Manager: Montefiore

Investment year: 2021

APEO's investment: €10.5 million

Geographic focus: France / Global

Company size: Large (>€1bn EV)

Sector: Infrastructure Services

Company Overview

· NGE ("Nouvelles Générations d'Entrepreneurs") is the fourth largest infrastructure construction business in France and its growth has consistently outperformed the broader infrastructure market over the past two decades since its founding in 2002

· NGE provides services across 7 areas including railways, water pipes and networks, road, civil engineering, general earthworks, geotechnical solutions and buildings.

· NGE differentiates itself to clients through its broad geographic footprint and flexible business model which allows it to respond quickly to clients' demands with superior quality.

· The majority of NGE's clients are public authorities in France although the business has a significant and growing exposure internationally. Outside of France NGE is present in 14 countries across Europe, Latin America and French speaking Africa. Activity includes larger scale railway projects and also multi-expertise projects.

The Opportunity

· Strong growth in the French public works market forecast over the investment period supported by major projects (e.g. Paris Metro, Paris Olympic Games 2024).

· NGE management have an outstanding reputation and have built a growing, disruptive player in the French market, with an

· entrepreneurial culture that includes widespread employee ownership.

· Investing alongside a high-quality private equity manager in Montefiore, with a strong track record and experience in the

· French civil engineering market.

· Strong ESG focus, with NGE's services delivering improvements and innovations in sustainable infrastructure, specifically

· addressing multiple UN Sustainable Development Goals ("SDGs").

· Several value creation initiatives started in recent years are expected to bear fruit during the investment period. The most

notable initiatives include offering new and more recurring services to grow market share amongst local authority clients.

In addition, continued international expansion by strengthening NGE's position in large scale rail infrastructure projects.

Portfolio Construction

The underlying portfolio consists of over 650 private companies, largely within the European mid-market and spread across different countries, sectors and vintages. At 30 September 2022, only 12 underlying private companies equated to more than 1% of APEO NAV based on the value of underlying private company exposure (2021: 8). The largest single underlying private company exposure is 5.1%, being Action (2021: Action, 4.0%).

Geographic Exposure^{1 2}

We believe that the portfolio is well diversified and that will position APEO well as we move into a more recessionary macroeconomic environment. At 30 September 2022, 76% of underlying private companies, by total value of underlying private company exposure, were headquartered in Europe (2021: 79%). APEO's underlying portfolio remains largely positioned to North Western Europe, with only 6% of underlying private company exposure in Italy and Spain. APEO is well diversified by region across North Western Europe, with exposure of 17% in the UK (2021: 17%). North America has the highest exposure of 23% (2021: 19%) of underlying private company exposure.

1 Based on the latest available information from underlying managers. Figures represent % of total value of underlying private company exposure. This excludes any underlying fund and co-investments held through the Company portfolio. Geographic exposure is defined as the geographic region where underlying portfolio companies are headquartered.

2 In addition to the above, 4% of underlying portfolio companies are based in European countries not separately disclosed above, while 1% are based in countries outside of Europe, excluding North America.

3 APEO has no Russian, Ukrainian or Belarussian headquartered companies. These three countries make up less than 1% of the underlying company revenues.

Sector Exposure¹

At 30 September 2022 Technology and Healthcare represented a combined 40% of the portfolio (30 September 2021: 41%). When combined with Consumer Staples, these more stable, less cyclical sectors equate to 52% of APEO's portfolio (30 September 2021: 53%). It is worth noting that APEO generally invests in Information Technology businesses that are profitable and B2B-focused and therefore has relatively low exposure to higher growth, unprofitable technology businesses that have been particularly out of favour in the public markets during 2022.

The other half of the portfolio is exposed to more cyclical sectors, notably Industrials, Consumer Discretionary and Financials. That said, there are sub-sectors within these areas that provide growth opportunities, such as Fintech, ecommerce and B2B Services, where businesses often have a valuable product or an essential service offering with a strong digital component.

	% Exposure as at
Sector		30 September 2022
Information technology		20
Healthcare		20
Industrials		18
Consumer discretionary		14
Consumer staples		12
Financials		11
Materials		4
Energy		1

Maturity Analysis¹

A large proportion of the portfolio is reaching maturity, with 47% being in vintages of four years and older (30 September 2021: 49%). This should underpin consistent distribution activity moving forward.

Outlook

We are delighted by APEO's performance during the year, but we remain cautious as we look ahead. Higher inflation, interest rate rises and the war in Ukraine have created a high degree of uncertainty and volatility in financial markets, and we do not expect these challenging conditions to abate in the immediate short-term. We also don't think the full impact of high inflation has been felt by economies and underlying companies yet; the first half of 2023 will be instructive in this regard.

Specifically in relation to private equity, we are seeing the levels of dealflow slow down as buyers and sellers attempt to reconcile differing price expectations and current access to debt financing is more difficult than in recent years. That will have implication on cashflows going forward, with less short-term distributions coming in but less money being drawn too. It will also have valuation implications, as private equity investments typically sell at an uplift to carrying value, which helps drive APEO's NAV in normal times. Dealflow will pick up again soon, given the record levels of 'dry powder' in private equity, but we expect that the next twelve months might see a slower pace compared to recent years.

That said, it is worth reiterating that APEO has navigated multiple cycles over a 21-year period and the strategy has remained broadly consistent since its inception in 2001. We take comfort in the quality of the private equity firms that APEO partners with, the broad diversification of the underlying portfolio by sector, geography and maturity, and the Company's strong balance sheet position, which has been further enhanced by the extension of its revolving credit facility from £200.0 million to £300.0 million.

More generally, the governance model of private equity, through majority control and active ownership, provides the opportunity for hands-on value creation and for decisions to be taken more efficiently and effectively in response to changing market circumstances. The private equity firms that APEO partners with today are much more specialised within sectors and sub-sectors, and have deeper value creation toolkits compared to, for example, before the global financial crisis.

Furthermore, market volatility does provide a silver lining around attractive new investment opportunities and we believe that private equity particularly thrives in these periods. Trade and family owners of attractive businesses can often be more willing to sell long-held assets for liquidity or portfolio reasons and entry multiples tend to be lower during these periods. In addition to our selected managers taking advantage of these market circumstances, we also expect interesting opportunities in the secondary investment space to emerge as some investors, that are tackling liquidity issues or the 'denominator effect', look to rebalance their portfolios and sell assets. APEO's balance sheet is in a strong position, and we therefore believe that it is well positioned to take advantage of opportunities through the remainder of 2022 and beyond.

In summary, we believe that private equity is a long-term asset class, and we expect it to continue to deliver outperformance on both absolute and relative bases. Whilst the road ahead appears to be more challenging in terms of financial markets and the global economy, we take comfort in the private equity governance model, the quality of APEO's current portfolio and its set of core managers, and the opportunity to make attractive new investments during this period of greater uncertainty.

Alan Gauld,

Lead Portfolio Manager

For abrdn Capital Partners LLP

30 January 2023

APPROACH TO ESG

ESG is a fundamental component of the Manager's investment process. We believe that through consideration of ESG factors, we make better informed investment decisions. We strongly believe that the private equity model, with its long-term investment horizon and high degree of shareholder control, is well-suited to add value to its portfolio companies through responsible investment. As such, we integrate ESG factors in all stages of the investment process.

APEO is an indirect investor in private companies and therefore its portfolio of underlying companies is controlled by the private equity managers that APEO partners with. However, through direct engagement and legal negotiations, the Manager of APEO can play an important role in ensuring its private equity manager relationships are focused and committed to implementing ESG improvements at a portfolio company level.

The Manager has been a signatory to the Principles for Responsible Investment ("PRI") since 2007 and was awarded the top PRI rating for Indirect Private Equity in 2021. Our commitment to ESG starts at the top. While in 2021 we hired a dedicated ESG function, the whole investment team takes responsibility to input and implement our ESG agenda. To strengthen our commitment, we introduced ESG objectives in the investment team's annual performance assessment.

The Manager's Investment Committee ("IC") is ultimately accountable for our ESG policies and to ensure that ESG risks and opportunities are adequately flagged and discussed for investment decision making. As ESG has evolved across multiple areas, in mid-2021 we introduced a cross-functional ESG forum, chaired by our Head of ESG, to bring together senior team representatives from Investment, Legal, Operations, Product and Compliance.

The Manager's ESG investment process for primary fund investments is outlined at a high-level below:

The Manager focuses on the integration of ESG principles into the operations of underlying private equity managers. Key facets include culture, governance with senior accountability, full integration into a manager's investment processes and appropriate disclosure to assist investors.

There are different ESG approaches depending on the type of private equity investment:

· Primary investment - Assessment typically includes analysing private equity manager's ESG cultural buy-in, its ESG process, procedures and reporting, its engagement with underlying portfolio companies, its ESG Survey score and an Operational Due Diligence review of the manager and the fund.

· Co-investment - Assessment normally includes a detailed review of the underlying company's ESG due diligence documents, sector and company analysis using RepRisk, a third party ESG database, and leveraging expertise on specific ESG issues, be it via the Manager's central ESG & Stewardship team or a third party expert. The primary ESG assessment of the private equity manager will be taken into account in all cases.

· Secondary investment - Leverages primary investment and/or co-investment processes depending on the transaction characteristics. If the secondary is concentrated in a small number of underlying portfolio companies then it may follow the co-investment process. The primary ESG assessment of the private equity manager will be taken into account where possible.

In summary, the Board and Manager fundamentally believe that integrating ESG into APEO's strategy and investment processes improves the investment decision making and ultimately will help to generate stronger, more sustainable returns for its investors.

ESG Achievements 2022:

· UNPRI - Top Rating achieved in the UN PRI assessment for indirect Private Equity.

· Initiative Climate International - abrdn joined the first of its kind climate initiative for private equity committed to step up climate action across the industry.

Roadmap to Multistakeholders Success

· 2015 - ESG Integration- The Manager begins testing the market with its first ESG survey, for primary funds. ESG considerations begin to feature the Manager's Investment Committee papers and ESG terms in legal negotiations.

· 2019 - Enhanced Side Letters and Products- The Manager develops more advanced ESG requirements in investment side letters. More broadly, it launched its first sustainability themed Fund of Funds.

· 2020 - ESG Team and Targets - Dedicated ESG resources appointed to private markets, with a Head of ESG appointed in March 2021. The Manager starts a dedicated ESG co investment survey and integrates ESG linked performance outcome in investment team's valuation.

· 2021 - SDFR Products and ESG Forum - Enhancement of abrdn's private equity approach to ESG integration to comply with SFDR standards and integrate market developments. Introduced consideration related to Biodiversity and Human Rights. Abrdn launched Article 8 Fund of Funds. abrdn launched private equity multi functional ESG Forum. Introduced a "Good Governance Policy".

· 2022 - Climate and Engagement - abrdn signed up to iC International and ESG Data Convergence Initiative. Defined a Climate Strategy and start drafting reporting according to TCFD for June 2023. More broadly, launched an Article 8+ co-investment product, with 25% commitment to sustainable investment.

Case Study - ESG - ACT

ACT is a leading global provider of market-based environmental solutions.

Lead Manager: Bridgepoint

APEO's investment: €10.0 million

Investment year: 2022

APEO's investment: €10.5 million

Geographic focus: Global

Company size: Large (enterprise value >€1bn)

Sector: Technology/Services

Company Overview

· ACT is the largest specialist intermediary in the environmental certification market globally, offering 80+ products to 5000+ customers across five core markets, with its headquarters in the Netherlands and hubs across Europe, the US and China

· ACT intermediates between sellers of certificates / offsets (e.g. renewable energy producers) and buyers (e.g. businesses with a need to prove compliance with a regulatory standard or offset emissions), leveraging its large network and technical and regulatory know-how to advise companies and trade certificates, often 'making a market' in new areas as a first mover.

Responsible Investment

· Environmental certificates are an increasingly important instrument in successfully managing climate change and are becoming essential for organisations that are required to reduce greenhouse gases from operations.

· ACT sourced ≈168 TWh of renewable energy to help its clients achieve their sustainability goals, equivalent to almost 4% of the US energy consumption as of the 2021/2022 fiscal year.

· Through carbon credit sourcing on behalf of its clients, ACT set aside 48 million metric tons of CO2 to be used for offsetting solutions, equivalent to 4% of the carbon removed annually by the Amazon rainforest

· In supporting its French clients in their energy efficiency initiatives, ACT helped save 1 TWhc of energy, equivalent to the annual energy usage of more than 71,000 households in Europe.

· ACT's activities directly address three of the UN SDGs.

APEO's Investment

· Having made a primary commitment to Bridgepoint Europe VI (which led the investment into ACT), APEO made a co-investment alongside Bridgepoint in ACT in 2022.

· The Manager has had a close relationship with Bridgepoint over many years and has monitored the development of its ESG policies and approach, which are highly rated.

· The fact that environmental solutions and ESG are at the core of what ACT offers its clients was a clear attraction for Bridgepoint (and APEO) in making the investment.

TEN LARGEST INVESTMENTS

at 30 September 2022

1	Action	Since its establishment in 1993, Benelux-based Action has grown into the leading non-food discount retailer in the region with more than 2,100 stores and over 65,000 employees




	Fund Size: €2.5bn Sector: Consumer staples Location: Netherlands Year of Investment: 2020 Private Equity Manager: 3i Group plc Investment: Co-investment Company Website: www.action.nl	3i 2020 Co-investment 1 SCSp	30/09/22	30/9/21
		Value (£'000)	58,695	41,454
		Cost (£'000)	22,630	22,630
5.1% of NAV (30 September 2021: 4.0%)		Commitment (€'000)	26,540	26,540
		Amount Funded	100.0%	100.0%
		Income (£'000)*	-	-

2	Advent International	Invests in attractive niches within business & financial services, healthcare, industrial, retail and technology sectors




	Fund Size: €13.0bn Strategy: Mid to large buyouts Enterprise Value of investments: $200m-$3bn Geography: Global with a focus on Europe and North America Website: www.adventinternational.com	Advent International Global Private Equity VIII	30/09/22	30/9/21
		Value (£'000)	52,171	55,818
		Cost (£'000)	31,652	31,102
4.5% of NAV (30 September 2021: 5.4%)		Commitment (€'000)	45,000	45,000
		Amount Funded	100.0%	95.2%
		Income (£'000)*	-	-

3	CVC Capital Partners	Undertakes medium and large sized buyout transactions across a range of industries and geographies




	Fund Size: €16.4bn Strategy: Mid to large buyouts Enterprise Value of investments: €500m-€5bn Geography: Europe and North America Website: www.cvc.com	CVC Capital Partners VII	30/09/22	30/9/21
		Value (£'000)	44,399	28,902
		Cost (£'000)	24,862	18,601
3.8% of NAV (30 September 2021: 2.8%)		Commitment (€'000)	35,000	35,000
		Amount Funded	84.1%	64.3%
		Income (£'000)*	50	101

4	Hg	Invests in medium sized buyout transactions in the technology and services sectors, primarily in Northern Europe




	Fund Size: £2.5bn Strategy: Mid-market buyouts Enterprise Value of investments: £100m-£500m Geography: Northern Europe Website: www.hgcapital.com	HgCapital 8	30/09/22	30/9/21
		Value (£'000)	42,144	30,769
		Cost (£'000)	12,668	13,083
3.6% of NAV (30 September 2021: 3.4%)		Commitment (€'000)	22,000	22,000
		Amount Funded	79.5%	67.1%
		Income (£'000)*	-	-

5	IK Partner	Invests in growth strategies supporting business transformation. Unique Northern Continental European footprint




	Fund Size: €1.9bn Strategy: Mid-market buyouts Enterprise Value of investments: £100m-£500m Geography: Northern Europe Website: www.ikinvest.com	IK Fund VIII	30/09/22	30/9/21
		Value (£'000)	38,225	35,006
		Cost (£'000)	22,947	28,909
3.3% of NAV (30 September 2021: 3.4%)		Commitment (€'000)	46,000	46,000
		Amount Funded	94.7%	94.7%
		Income (£'000)*	4	391

6	Altor Funds	Focuses on investing in and developing medium-sized companies with a Nordic origin that offer potential for value creation through revenue growth, margin expansion, improved capital management and strategic re-positioning




	Fund Size: €2.1bn Strategy: Mid-market buyouts Enterprise Value of investments: €50m-€500m Geography: Northern Europe Website: www.altor.com	Altor Fund IV	30/09/22	30/9/21
		Value (£'000)	37,158	51,229
		Cost (£'000)	27,886	30,679
3.2% of NAV (30 September 2021: 4.9%)		Commitment (€'000)	55,000	55,000
		Amount Funded	73.2%	69.7%
		Income (£'000)*	847	2,614

7		A diversified secondary transaction comprising large cap buyout funds in Europe and the US




	Fund Size: $125m Strategy: Various Enterprise Value of investments: $500m-$5bn Geography: Europe and North America Website: n/a	Structured Solutions IV Primary Holdings	30/09/22	30/9/21
		Value (£'000)	36,504	28,507
		Cost (£'000)	27,594	28,093
3.2% of NAV (30 September 2021: 2.7%)		Commitment (€'000)	62,500	62,500
		Amount Funded	62.9%	61.5
		Income (£'000)*	-	-

8	Nordic Capital	Invests in medium to large-sized buyout deals in Northern Europe, through five dedicated sector teams, with the ability to invest in healthcare on a global basis




	Fund size: €4.3bn Strategy: Mid to large buyouts Enterprise Value of investments: €200m-€800m Geography: Northern Europe (Global in Healthcare) Website: www.nordiccapital.com	Nordic Capital Fund IX	30/09/22	30/9/21
		Value (£'000)	35,841	43,119
		Cost (£'000)	22,355	21,065
3.1% of NAV (30 September 2021: 4.2%)		Commitment (€'000)	30,000	30,000
		Amount Funded	89.0%	79.3%
		Income (£'000)	-	-

9	Exponent	Target businesses have strong market positions, evidence of historical constraints and are capable of transformation. Companies often have a significant international footprint




	Fund Size: £1.0bn Strategy: Mid-market buyouts Enterprise Value of investments: £75m-£350m Geography: UK Website: www.exponentpe.com	Exponent Private Equity Partners III, LP.	30/09/22	30/9/21
		Value (£'000)	34,963	37,704
		Cost (£'000)	22,749	25,262
3.0% of NAV (30 September 2021: 3.6%)		Commitment (£'000)	28,000	28,000
		Amount Funded	87.5%	87.8%
		Income (£'000)	411	348

10	Towerbrook	Control-oriented private equity investments in mid-market companies in Europe and North America, principally on a proprietary basis and in situations characterized by complexity




	Fund Size: $3.6bn Strategy: Mid-market buyouts Enterprise Value of investments: $200m - $1bn Geography: Europe and North America Website: www.towerbrook.com	TowerBrook Investors IV	30/09/22	30/9/21
		Value (£'000)	31,936	35,816
		Cost (£'000)	16,056	16,947
2.8% of NAV (30 September 2021: 3.6%)		Commitment ($'000)	36,561	36,561
		Amount Funded	61.8%	59.9%
		Income (£'000)	72	456

Notes

Performance information has been prepared by APEO and has not been approved by the General Partners of the funds or any of their Associates.

* Income figures are for the year ended 30 September 2022 and 30 September 2021 respectively.

APEO's position in Action is held through 3i 2020 Co-investment 1 SCSp (formerly known as 3i Venice SCSp, a special purpose vehicle managed by 3i as co-investment lead).

INVESTMENT PORTFOLIO

at 30 September 2022

Vintage	Investment	Number of investments	Outstanding commitments £'000	Cost £'000	Valuation £'000¹	Net multiple²	% of NAV
2020	3i 2020 Co-investment 1 SCSp (Action)^3,4	1	-	22,630	58,695	2.7x	5.1
2016	Advent International Global Private Equity VIII	29	-	31,652	52,171	2.0x	4.5
2017	CVC Capital Partners VII	33	4,887	24,862	44,399	1.8x	3.8
2017	HgCapital 8	11	4,504	12,668	42,144	2.5x	3.6
2016	IK Fund VIII	12	2,150	22,947	38,225	1.8x	3.3
2014	Altor Fund IV	16	12,930	27,886	37,158	1.9x	3.2
2021	Structured Solutions IV Primary Holdings*	50	20,780	27,594	36,504	1.4x	3.2
2018	Nordic Capital Fund IX	14	2,905	22,355	35,841	1.6x	3.1
2015	Exponent Private Equity Partners III, LP.	9	3,511	22,749	34,963	1.9x	3.0
2013	TowerBrook Investors IV	10	12,497	16,056	34,936	2.4x	2.8
2014	CVC VI	22	2,715	14,889	31,927	2.2x	2.8
2019	Advent International Global Private Equity IX	36	2,788	18,401	31,000	1.7x	2.7
2018	Bridgepoint Europe VI	17	5,341	20,118	28,650	1.5x	2.5
2016	Sixth Cinven Fund	15	1,906	16,651	28,151	1.9x	2.4
2018	PAI Europe VII	18	6,978	19,402	24,801	1.4x	2.1
2018	Investindustrial Growth	4	6,283	14,201	22,979	2.4x	2.0
2014	PAI Europe VI	12	1,960	13,745	22,510	2.0x	1.9
2014	Permira V	10	739	11,079	22,334	3.5x	1.9
2019	Altor Fund V	18	19,676	17,845	21,271	1.3x	1.8
2013	Nordic Capital VIII	10	2,745	18,673	20,810	1.6x	1.8
2018	Triton Fund V	17	13,059	13,174	19,887	1.4x	1.7
2015	Bridgepoint Europe V	9	2,551	13,158	19,273	2.1x	1.7
2019	American Industrial Partners VII	12	5,115	12,532	16,875	1.4x	1.5
2020	MPI-COI-NAMSA SLP (NAMSA)³	1	2,614	4,863	16,860	2.9x	1.5
2019	Cinven 7	12	9,277	12,362	15,486	1.2x	1.3
2021	Arbor Co-Investment LP (ACT)³	1	-	8,374	15,345	1.8x	1.3
2020	Vitruvian IV	26	8,734	12,707	15,082	1.2x	1.3
2015	Nordic Capital VII	4	1,599	14,145	15,045	1.4x	1.3
2019	IK IX	12	8,399	13,163	14,590	1.1x	1.3
2019	Vitruvian I CF LP	5	8,349	10,403	14,369	1.3x	1.2
2015	Equistone Partners Europe Fund V	12	2,351	16,301	13,893	1.6x	1.2
2020	Nordic Capital X	16	11,199	10,433	13,499	1.3x	1.2
2019	Investindustrial VII	11	10,636	11,642	13,485	1.2x	1.2
2018	MSouth Equity Partners IV	10	8,330	9,282	12,323	1.3x	1.1
2021	MPI-COI-PROLLENIUM SLP (Undisclosed)^{3, 5}	1	1,448	7,133	12,198	1.7x	1.1
2017	Onex Partners IV LP	8	1,143	10,404	11,222	1.4x	1.0
2019	PAI Strategic Partnerships SCSp	2	204	6,579	10,647	1.6x	0.9
2022	Uvesco Co-invest SCSp (Uvesco)³	1	-	8,451	10,443	1.2x	0.9
2021	ECG Co-invest SLP (European Camping Group)³	1	1,401	5,485	10,355	1.9x	0.9
2021	Hg Isaac Co-Invest LP (Insightsoftware)³	1	174	7,452	10,032	1.3x	0.8
2012	IK Fund VII	4	1,754	9,867	9,991	2.1x	0.8
2016	Astorg VI	5	4,033	205	9,825	1.7x	0.8
2021	Hg Riley Co-Invest LP (Riskalyze)³	1	-	6,836	9,440	1.4x	0.8
2020	Capiton VI	10	9,815	7,522	9,265	1.2x	0.8
2021	IK Co-invest Questel (Questel)³	1	-	8,554	9,222	1.1x	0.8
2021	MI NGE S.L.P. (NGE)³	1	847	8,153	9,102	1.1x	0.8
2020	Vitruvian III	28	1,664	5,001	9,080	2.0x	0.8
2019	Great Hill Partners VII	18	2,402	6,581	8,779	1.6x	0.7
2021	Advent Technology II	10	18,765	8,630	8,479	1.0x	0.7
2020	Hg Saturn 2	6	6,896	5,966	8,362	1.3x	0.7
2021	Eurazeo Payment Luxembourg Fund SCSp (Planet)³	1	1,103	7,798	8,088	1.0x	0.7
2021	Bengal Co-Invest SCSp (Tropicana Brands Group)³	1	2,756	6,198	7,973	1.3x	0.7
2020	Hg Vardos Co-invest L.P. (Visma)³	1	-	4,871	7,893	1.6x	0.7
2020	Hg Genesis 9	12	7,045	5,979	7,630	1.2x	0.7
2021	Excellere Partners Fund IV	3	23,567	7,045	7,308	1.0x	0.6
2015	Capiton V	10	930	6,929	6,500	0.9x	0.6
2012	Equistone Partners Europe Fund IV	7	648	8,762	6,448	2.2x	0.6
2011	Montagu IV	5	663	5,740	6,418	1.8x	0.5
2021	CDL Coinvestment SPV (CDL)³	1	-	5,294	6,292	1.2x	0.5
2021	Latour Co-invest Funecap (Funecap)*³	1	811	4,287	5,879	1.3x	0.5
2020	Triton Smaller Mid-Cap Fund II	8	14,751	6,944	5,788	0.9x	0.5
2021	MPI-COI-SUAN SLP (Suanfarma)³	1	991	5,452	5,587	1.0x	0.5
2021	Capiton VI Wundex Co-Investment (Wundex)3	1	3,263	5,352	5,050	1.0x	0.5
2020	PAI Mid-Market I	5	16,786	4,987	5,339	1.1x	0.5
2021	bd-capital Partners Chase (Sport Pursuit)³	1	-	4,279	5,304	1.2x	0.5
2020	Seidler Equity Partners VII L.P.	4	10,873	4,085	5,167	1.2x	0.4
2020	Hg Mercury 3	8	6,742	4,015	5,148	1.3x	0.4
2022	AV Invest B3*	1	413	4,691	4,841	1.0x	0.4
2019	Alphaone International S.à.r.l. (Mademoiselle Desserts)³	1	1,740	3,522	4,773	1.4x	0.4
2021	VIP SIV I LP (CFC)³	1	5,085	3,915	4,483	1.1x	0.4
2021	WindRose Health Investors Fund VI	4	13,253	4,493	4,461	1.0x	0.4
2012	Advent International Global Private Equity VII	13	834	5,496	4,370	2.1x	0.4
2022	ArchiMed - Med Platform 2	2	22,525	3,642	4,015	1.1x	0.3
2021	IK Partnership II	2	18,562	3,375	3,374	1.0x	0.3
2021	Nordic Capital WH1 Beta, L.P. (Boost.ai)³	1	1,193	2,524	3,070	1.1x	0.3
2001	CVC III*	0	466	4,283	2,258	2.7x	0.2
2013	Bridgepoint Europe IV	5	794	2,920	1,801	1.6x	0.2
2021	ASI Omega Holdco Limited (KD Pharma)³	1	2,832	1,462	1,785	1.2x	0.2
2011	American Industrial Partners V	7	13	1,257	1,715	1.4x	0.1
2008	CVC V*	1	438	4,329	1,161	2.4x	0.1
2006	3i Eurofund V	1	-	11,308	834	2.7x	0.1
2022	Advent International Global Private Equity X	1	25,406	944	756	0.8x	0.1
2021	ArchiMed III	3	12,379	759	540	0.7x	0.0
2019	Gilde Buy-Out Fund IV	1	-	2,262	525	1.2x	0.0
2022	Investindustrial Growth III	0	25,789	521	193	0.4x	0.0
2021	Permira Growth Opportunities II	9	28,845	2,303	121	0.1x	0.0
2007	Industri Kapital 2007 Fund	0	1,523	5,545	68	1.4x	0.0
2009	Capiton IV GmbH & Co. Beteiligungs KG	5	149	241	41	1.1x	0.0
2019	Borromin Capital Fund III L.P.	0	212	808	6	1.6x	0.0
2021	Great Hill Equity Partners VIII	4	17,916	-	-	0.0x	0.0
2022	Hg Saturn 3	1	31,195	157	-	0.0x	0.0
2006	HgCapital 5	0	-	5,642	-	1.7x	0.0
2022	Latour Capital IV*	0	26,327	-	-	0.0x	0.0
2021	Nordic Capital Evolution Fund	4	26,327	-	-	0.0x	0.0
2022	Nordic Capital Fund XI	0	26,327	-	-	0.0x	0.0
2022	One Peak Growth III	4	13,027	133	-	0.0x	0.0
2022	PAI Europe VIII	0	26,237	-	-	0.0x	0.0
	Total investments⁶	735	678,880	846,318	1,192,380		103.0
	Non-portfolio assets less liabilities				(34,328)		(-3.0)
	Total shareholders' funds				1,158,052		100.0

1 All funds are valued by the manager of the relevant fund or co-investment as at 30 September 2022, with the exception of those funds suffixed with an * which were valued as at 30 June 2022 or initial funding amount paid.

2 The net multiple has been calculated by the Manager in sterling on the basis of the total realised and unrealised return for the interest held in each fund and coinvestments. These figures have not been reviewed or approved by the relevant fund or its manager.

3 Co-investment position. The name of the underlying co-investment which is indirectly held by APEO has been included within the bracketed text.

4 Formerly known as 3i Venice SCSp.

5 Due to disclosure restrictions associated with this investment, the underlying Company name cannot be disclosed.

6 The 735 underlying investments represent holdings in 655 separate underlying private companies, 41 underlying fund investments and 9 underlying co-investments.

TOP 30 UNDERLYING PRIVATE COMPANY INVESTMENTS

at 30 September 2022¹

Entity	Description	Fund/Co-investment	Year of Investment¹	% of NAV²
Action	Non-food discount retailer	3i Venice SCSp	2020	5.1%
Access Group	Software solutions	HgCapital 8	2018	2.3%
ACT	Leading global provider of market-based sustainability solutions	Arbor Co-Investment LP/Bridgepoint Europe VI	2021	1.5%
NAMSA	Provider of medical devices	MPI-COI-NAMSA SLP	2020	1.5%
R1 RCM	Healthcare revenue services	TowerBrook Investors IV	2016	1.1%
ECG	European leader in outdoor accommodation market	ECG Co-invest SLP/PAI Europe VII	2021	1.1%
Froneri	Ice cream manufacturer for take home and private label segments	PAI Strategic Partnerships SCSp / PAI Europe VII	2019	1.1%
Uvesco	Leading Spanish regional grocer	Uvesco Co-invest SCSp/PAI Mid- Market I	2022	1.1%
Undisclosed⁴	Medical aesthetics company	MPI-COI-PROLLENIUM SLP	2021	1.1%
Binding Site	Clinical laboratory diagnostics	Nordic Capital VII	2011	1.0%
Insightsoftware	Financial reporting and enterprise performance management software provider	Hg Isaac Co-Invest LP / Hg Saturn 2	2021	1.0%
InfoPro Digital	B2B professional information services	TowerBrook Investors IV	2016	1.0%
Riskalyze	Risk tolerance software	Hg Riley Co-Invest LP/ Hg Mercury 3	2021	0.9%
CFC	Global leader in the cyber insurance market	VIP SIV I LP/Vitruvian IV	2022	0.9%
Trioplast	Manufacturer of polyethylene film	Altor Fund IV	2018	0.9%
CDL	Provides support to the medical profession through advanced diagnostics	CDL Coinvestment SPV/Excellere Partners Fund IV	2021	0.9%
Tropicana	Global portfolio of juice brands	Bengal Co-Invest SCSp/PAI Europe VII	2022	0.9%
Visma	Accounting software and services	Hg Vardos Co-invest L.P. / Hg Saturn 2	2020	0.8%
Planet	Leading provider of integrated payment solutions for hospitality and retail	Eurazeo Payment Luxembourg Fund SCSp/Advent International Global Private Equity IX	2021	0.8%
Mademoiselle Desserts	Dessert and confectionery producer	Alphaone International S.à.r.l. / IK Fund VIII	2018	0.8%
Questel	Intelligence Software	IK Co-invest Questel	2021	0.8%
Groupe NGE	Independant public works concessions group	MI NGE S.L.P.	2021	0.8%
Norican	Metallic parts formation and preparation industry	Altor Fund IV	2015	0.7%
Transcom	Customer management specialist	Altor Fund IV	2015	0.7%
Natus	Medical device solutions provider for the diagnosis and treatment of patients with central nervous and sensory systems disorders	ArchiMed - Med Platform 2	2022	0.7%
Undisclosed⁴	Software provider to automotive collision repairers, parts suppliers and insurers	Advent International Global Private Equity VIII	2017	0.7%
RL360	Specialist international life assurance provider	Vitruvian I CF LP	2019	0.7%
Linxis Group	Industrial equipment for bakery, dairy, pharma and cosmetics manufacturing	IK Fund VIII	2017	0.6%
Infradata	Cybersecurity and secure networking solutions	IK Fund VIII	2019	0.6%
Trustly	Online payment provider	Nordic Capital Fund IX	2018	0.6%
Total				32.8%

1 Based on latest available information. This excludes any underlying fund and co-investments held through the Company portfolio.

2 Year of investment is disclosed as the first year of investment by a portfolio investment.

3 All % of NAV figures are based on gross valuations, before any carry provision.

4 Due to disclosure restrictions associated with our holding in the associated investments, we are unable to name the underlying private company.

LARGEST 10 UNDERLYING PRIVATE COMPANIES

at 30 September 2022^1,2

The below represents the ten largest underlying private companies which are indirectly held through APEO's fund investments and/or co-investments.

1	5.1% of NAV	ACTION Sector: Consumer staples Location: Netherlands Year of Investment: 2020 Private Equity Manager: 3i Group plc Investment: 3i 2020 Co-investment 1 SCSp Company Website: www.action.nl	Since its establishment in 1993, Benelux-based Action has grown into the leading non-food discount retailer in the region with more than 2,100 stores and over 65,000 employees.
2	2.3% of NAV	access Sector: Information technology Location: UK Year of Investment: 2018 Private Equity Manager: HgCapital Investment: HgCapital 8 Company Website: www.theaccessgroup.com	Founded in 1991, the Access Group ("Access") is a leading UK mid market Enterprise Resource Planning business, providing financial management systems and human capital management software, as well as industry specific software solutions. Access' software helps over 75,000 customers across commercial and not for- profit organisations to work efficiently, with expertise across numerous industries.
3	1.5% of NAV	ACT Sector: Industrials Location: Netherlands Year of Investment: 2021 Private Fund Manager: Bridgepoint Capital Investments: Arbor Co-Investment LP/Bridgepoint Europe VI Company Website: www.actcommodities.com	ACT is the leading global provider of market-based sustainability solutions. It is headquartered in the Netherlands but operates from a global platform, and is the largest specialist intermediary in the global environmental certificate sector. ACT acts as an intermediary between corporates seeking to purchase certificates and suppliers with whom it has entrenched relationships. It also provides advisory services, helping clients to navigate this rapidly evolving market and meet their environmental goals.
4	1.5% of NAV	NAMSA Sector: Healthcare Location: United States Year of Investment: 2020 Private Fund Manager: ArchiMed SaS Investment: MPI-COI-NAMSA SLP Company Website: www.namsa.com	NAMSA is the global industry leading Contract Research Organisation ("CRO") for preclinical and clinical medical device companies, and a global market leader in preclinical and biocompatibility testing.
5	1.1% of NAV	R1 RCM Sector: Healthcare Location: USA Year of Investment: 2016 Private Fund Manager: TowerBrook Investors Investment: TowerBrook Investors IV Company Website: www.r1rcm.com	R1 RCM, headquartered in Chicago, provides outsourced revenue cycle management services that help healthcare providers to more efficiently and cost effectively manage their revenue cycles through people, processes and integrated technology and analytics solutions. The company offers a fully outsourced end-to-end-technology enabled solution, which spans the entire revenue cycle from patient registration to collection from patients and third-party payors.
6	1.1% of NAV	European Camping Group Sector: Consumer Discretionary Location: France Year of Investment: 2021 Private Equity Manager: PAI Partners Investments: ECG Co-invest SLP/PAI Europe VII Company Website: www.europeancampinggroup.com	European Camping Group is a leading outdoor accommodation operator in Europe. At acquisition, ECG operated a fleet of 21,000 high-quality holiday lets across over 300 European sites. It operates under a number of strong brands, including Eurocamp and Homair.
7	1.1% of NAV	FRONERI Sector: Consumer Discretionary Location: United Kingdom Year of Investment: 2019 Private Equity Manager: PAI Partners Investments: PAI Strategic Partnerships SCSp/PAI Europe VII Company Website: www.froneri.com	Froneri is a global ice cream manufacturer, and largest pure-play ice-cream manufacturer globally, benefitting from market-leading positioning in both branded and private label ice cream. It was formed as a joint venture between R&R Ice cream plc and Nestlé in 2016.
8	1.1% of NAV	UVESCO ocation: Spain Year of Investment: 2022 Private Equity Manager: PAI Partners Investments: Uvesco Co-Invest SCSp/PAI Mid-Market I Company Website: www.uvesco.es	Uvesco is a leading food retailer in the North of Spain with a growing presence in Madrid. The company follows a differentiated model based on proximity stores and a high-quality offering, including a significant fresh product component that is locally sourced and sold through its network of over 270 stores across six regions.
9	1.1% of NAV	UNDISCLOSED Sector: Healthcare Location: Canada Year of Investment: 2021 Private Equity Manager: ArchiMed SaS Investment: MPI-COI-PROLLENIUM SLP Company Website: restricted	Medical aesthetics company. Due to disclosure restrictions associated with this investment, no further information can be provided.
10	1.0% of NAV	Binding Site Sector: Healthcare Location: United Kingdom Year of Investment: 2011 Private Equity Manager: Nordic Capital Partners Investment: Nordic Capital VII Company Website: www.bindingsite.com	Binding Site provides specialist diagnostic products to clinicians and laboratory professionals worldwide, principally for the diagnosis of blood cancers and immune system disorders. Founded by researchers at the University of Birmingham, Binding Site has continued to build on its strong scientific foundations, supporting research and development within their field and responding to the changing needs of patients, researchers and clinicians for over 25 years.

1 All % of APEO's NAV figures are based on gross valuations, before any carry provision.

2 Based on latest available information. This excludes any underlying fund and co-investments held through the Company portfolio.

DIRECTORS' REPORT

The Directors present their report and the audited financial statements of the Company for the year ended 30 September 2022.

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, performance, business model and strategy.

Results and Dividends

The financial statements for the year ended 30 September 2022 are set out below. Interim dividends of 3.6 pence per Ordinary share were paid in April, July and October 2022. The Board declared, on 14 December 2022, a fourth interim dividend for the year to 30 September 2022 of 3.6 pence per share to be paid on 27 January 2023 to shareholders on the register on 23 December 2022.

Principal Activity and Status

The Company is registered as a public limited company in Scotland under company number SC216638, is an investment company within the meaning of Section 833 of the Companies Act 2006 and carries on business as an investment trust.

The Company has applied for and has been accepted as an investment trust under Sections 1158 and 1159 of the Corporation Tax Act 2010 and Part 2 Chapter 1 of Statutory Instrument 2011/2999. This approval relates to accounting periods commencing on or after 1 October 2012. The Directors are of the opinion that the Company has conducted its affairs so as to be able to retain such approval.

The Company intends to manage its affairs so that its Ordinary shares continue to be a qualifying investment for inclusion in the stocks and shares component of an Individual Savings Account.

Capital Structure and Voting Rights

The Company's issued share capital at 30 September 2022 consisted of 153,746,294 (2021: 153,746,294) Ordinary shares of 0.2 pence each in issue.

Each ordinary shareholder is entitled to one vote on a show of hands and, on a poll, to one vote for every Ordinary share held.

Management Agreement

The Company has appointed abrdn Capital Partners LLP, a wholly owned subsidiary of abrdn, as its alternative investment fund manager ("AIFM") and Manager (the "Manager"). abrdn Capital Partners LLP has been appointed to provide investment management, risk management, administration and company secretarial services, and promotional activities to the Company. abrdn Capital Partners LLP has sub-delegated administrative and secretarial services to abrdn Holdings Limited (previously known as Aberdeen Asset Management PLC) and promotional activities to abrdn.

The management fee, payable quarterly, is calculated as 0.95% per annum of the Company's net asset value at the end of the relative quarter. No fee is payable on any investments in any investment trust, collective investment scheme or any other company or fund managed, operated or advised by the Manager or any other subsidiary of abrdn where there is an entitlement to a fee on that investment.

Further details of the fees payable to the Manager are shown in notes 3 and 4 to the financial statements.

The management agreement is terminable on not less than twelve months' written notice.

External Agencies

The Board has contractually delegated depositary services (which include the custody and safeguarding of the Company's assets) to IQ-EQ Depositary Company (UK) Limited and the share registration services to Equiniti Limited. These contracts were entered into after full and proper consideration by the Board of the quality and cost of services offered in so far as they relate to the affairs of the Company.

Substantial Interests

Information provided to the Company by major shareholders pursuant to the FCA's Disclosure, Guidance and Transparency Rules is published by the Company via a Regulatory Information Service.

The table below sets out the interests in 3% or more of the issued share capital of the Company, of which the Board was aware as at 30 September 2022.

Shareholder	Number of Ordinary shares	% held
Phoenix Group Holdings¹	86,736,912	56.4
Interactive investor	7,609,065	5.0
Hargreaves Lansdown	5,676,406	3.7
Oxfordshire County Council Pension Fund	4,839,784	3.2
Quilter Cheviot Investment Management	4,589,572	3.0

¹ The voting rights of these shares are retained by abrdn.

The Company has not been notified of any changes to these holdings as at the date of this Report.

Relationship Agreement with Standard Life Assurance Limited

The Company's largest shareholder, Phoenix Group Holdings, holds its shares through Standard Life Assurance Limited ("SLAL", which is 100% owned by Phoenix Group Holdings). SLAL has irrevocably undertaken to the Company that, at any time when SLAL and its Associates (meaning any company which is a member of the SLAL group) are entitled to exercise or control 30% or more of the rights to vote at general meetings of the Company, it will not (and will procure that none of its Associates will) seek to nominate directors to the Board of the Company who are not independent of SLAL and its Associates, enter into any transaction or arrangement with the Company which is not conducted at arm's length and on normal commercial terms, take any action that would have the effect of preventing the Company from carrying on an independent business as its main activity or from complying with its obligations under the Listing Rules or propose or procure the proposal of any shareholder resolution which is intended or appears to be intended to circumvent the proper application of the Listing Rules.

Directors

Each of the Directors of the Company as at 30 September 2022, whose biographies are shown on in the Annual Report are considered by the Board to be independent of the Company and the Manager and free of any relationship which could materially interfere with the exercise of their independent judgement on issues of strategy, performance, resources and standards of conduct.

All of the Directors held office throughout the year under review and up to the date of signing the financial statements.

The Directors attended scheduled Board and Committee meetings during the year ended 30 September 2022 as follows (with their eligibility to attend the relevant meetings in brackets):

	Board Meetings	Audit Committee Meetings	Management Engagement and Nomination Committee Meetings
Dugald Agble¹	5 (5)	2 (2)	1 (1)
Alan Devine	5 (5)	2 (2)	1 (1)
Christina McComb¹	3 (3)	1 (1)	1 (1)
Diane Seymour-Williams	5 (5)	2 (2)	1 (1)
Yvonne Stillhart¹	5 (5)	2 (2)	1 (1)
Calum Thomson	5 (5)	2 (2)	1 (1)

¹ Retired from the Board on 22 March 2022..

The Board and Committees meet more frequently when business needs require. There are a number of matters reserved for the Board's approval which include overall strategy, investment policy, borrowings, dividend policy and Board composition.

All of the Directors will retire and, being eligible, will offer themselves for re-election at the Annual General Meeting.

The Board believes that each Director has the requisite high level and range of business, investment and financial experience which enables the Board to provide clear and effective leadership and proper governance of the Company. Each Director remains independent and free from any relationship which could materially interfere with the exercise of their judgement on issues of strategy, performance, resources and standards of conduct. Following the Company's formal annual performance evaluation, the Board concluded that each Director's performance continues to be effective and each Director demonstrates commitment to the role, and their individual performances contribute to the long-term sustainable success of the Company. The Board therefore recommends the re-election, of each of the Directors at the Annual General Meeting. The biographies set out their range of skills and experience as well as length of service and their contribution to the Board during the year.

Board's Policy on Tenure

In normal circumstances, it is the Board's expectation that Directors will not serve beyond the Annual General Meeting following the ninth anniversary of their appointment. However, the Board takes the view that independence of individual Directors is not necessarily compromised by length of tenure on the Board and that continuity and experience can add significantly to the Board's strength. The Board believes that recommendation for re-election should be on an individual basis following a rigorous review which assesses the contribution made by the Director concerned, but also taking into account the need for regular refreshment and diversity.

It is the Board's policy that the Chair of the Board will not normally serve as a Director beyond the Annual General Meeting following the ninth anniversary of his or her appointment to the Board. However, this may be extended in certain circumstances or to facilitate effective succession planning and the development of a diverse Board. In such a situation the reasons for the extension will be fully explained to shareholders and a timetable for the departure of the Chair clearly set out. Alan Devine was appointed to the Board on 28 May 2014, and as Chairman on 22 March 2022, and the Annual General Meeting in March 2023 follows the eighth anniversary of his appointment.

Board Diversity

The Board recognises the importance of having a range of skilled, experienced individuals with appropriate knowledge represented on the Board in order to allow it to fulfil its obligations. The Board also recognises the benefits and is supportive of the principle of diversity in its recruitment of new Board members. The Board will not display any bias for age, gender, race, sexual orientation, religion, ethnic or national origins, or disability in considering the appointment of its Directors. In view of its size, the Board will continue to ensure that all appointments are made on the basis of merit against the specification prepared for each appointment. The Board does not therefore consider it appropriate to set measurable objectives in relation to its diversity.

However, the Board will take account of the diversity targets set out in the FCA's Listing Rules, which are set out below. The Board voluntarily discloses the following information in relation to its diversity.

As an externally managed investment company, the Board employs no executive staff, and therefore does not have a chief executive officer ("CEO") or a chief financial officer ("CFO") both of which are deemed senior board positions by the FCA. Other senior board positions recognised by the FCA are chair of the board and senior independent director ("SID"). In addition, the Board has resolved that the Company's year end date be the most appropriate date for disclosure purposes.

The following information has been provided by each Director. There have been no changes since 30 September 2022.

Number of

Board

members

Percentage

of the Board

Number of

senior

positions on

the Board

Men

Women

40¹

¹ Meets target of at least 40% as set out in LR 9.8.6R (9)(a)(i)..

Number of

Board

members

Percentage

of the Board

Number of

senior

positions on

the Board

White British or other White (including minority-white groups)

Black/African/Caribbean/Black British

20¹

¹ Meets target of at least one individual from a minority background as set out in LR 9.8.6R (9)(a)(i).

The Role of the Chair and Senior Independent Director

Alan Devine is the Chair and Calum Thomson is the Senior Independent Director.

The Chair is responsible for providing effective leadership to the Board, by setting the tone of the Company, demonstrating objective judgement and promoting a culture of openness and debate. The Chair facilitates the effective contribution and encourages active engagement by each Director. In conjunction with the Company Secretary, the Chair ensures that Directors receive accurate, timely and clear information to assist them with effective decision making. The Chair leads and acts upon the results of the formal and rigorous annual Board and Committee evaluation process by recognising strengths and addressing any weaknesses of the Board. He also ensures that the Board engages with major shareholders and that all Directors understand shareholder views.

The Senior Independent Director acts as a sounding board for the Chair and acts as an intermediary for other directors, when necessary. Working closely with the Nomination Committee, the Senior Independent Director takes responsibility for an orderly succession process for the Chair, and leads the annual appraisal of the Chair's performance. The Senior Independent Director is also available to shareholders to discuss any concerns they may have.

Directors' and Officers' Liability Insurance

The Company maintains insurance in respect of directors' and officers' liabilities in relation to their acts on behalf of the Company. The Company's articles of association provide that any director or other officer of the Company is to be indemnified out of the assets of the Company against any liability incurred by him as a director or other officer of the Company to the extent permitted by law.

Management of Conflicts of Interest

The Board has a procedure in place to deal with a situation where a Director has a conflict of interest. As part of this process, each Director discloses other positions held and all other conflict situations that may need to be authorised either in relation to the Director concerned or his or her connected persons. The Board considers each Director's situation and decides whether to approve any conflict or other external positions, taking into consideration what is in the best interests of the Company and whether the Director's ability to act in accordance with his or her wider duties is affected. Each Director is required to notify the Company Secretary of any potential, or actual, conflict situations that will need authorising by the Board. Authorisations given by the Board are reviewed at each Board meeting.

No Director has a service contract with the Company although all Directors are issued with letters of appointment. There were no contracts during, or at the end of the year, in which any Director was interested.

The Company has a policy of conducting its business in an honest and ethical manner. The Company takes a zero-tolerance approach to bribery and corruption and has procedures in place that are proportionate to the Company's circumstances to prevent them. The Manager also adopts a group-wide zero-tolerance approach and has its own detailed policy and procedures in place to prevent bribery and corruption. Copies of the Manager's anti-bribery and corruption policies are available on its website. In relation to the corporate offence of failing to prevent tax evasion, it is the Company's policy to conduct all business in an honest and ethical manner. The Company takes a zero-tolerance approach to facilitation of tax evasion whether under UK law or under the law of any foreign country and is committed to acting professionally, fairly and with integrity in all its business dealings and relationships.

Financial Risk Management

The principal risk and uncertainties facing the Company are set out above. The principal financial risks and the Company's policies for managing these risks are set out in note 18 to the financial statements.

Corporate Governance

The Company is committed to high standards of corporate governance. The Board is accountable to the Company's shareholders for good governance and this statement describes how the Company has applied the principles identified in the UK Corporate Governance Code as published in July 2018 (the "UK Code"), which is available on the Financial Reporting Council's (the "FRC") website: frc.org.uk.

The Board has also considered the principles and provisions of the AIC Code of Corporate Governance as published in February 2019 (the "AIC Code"). The AIC Code addresses the principles and provisions set out in the UK Code, as well as setting out additional provisions on issues that are of specific relevance to the Company. The AIC Code is available on the AIC's website: theaic.co.uk.

The Board considers that reporting against the principles and provisions of the AIC Code, which has been endorsed by the FRC, provides more relevant information to shareholders.

The Board confirms that, during the year, the Company complied with the principles and provisions of the AIC Code and the relevant provisions of the UK Code, except as set out below.

The UK Code includes provisions relating to:

- interaction with the workforce (provisions 2, 5 and 6);

- the role and responsibility of the chief executive (provisions 9 and 14);

- previous experience of the chair of a remuneration committee (provision 32); and

- executive directors' remuneration (provisions 33 and 36 to 40).

The Board considers that these provisions are not relevant to the position of the Company, being an externally managed investment company. In particular, all of the Company's day-to-day management and administrative functions are outsourced to third parties. As a result, the Company has no executive directors, employees or internal operations. The Company has therefore not reported further in respect of these provisions.

The full text of the Company's Corporate Governance Statement can be found on its website.

Board Committees

The Board has appointed a number of Committees, as set out below. Copies of their terms of reference, which clearly define the responsibilities and duties of each Committee, are available on the Company's website, or upon request from the Company.

The performance of the Committees and their terms of reference are reviewed by the Board on an ongoing basis and formally at least annually.

Audit Committee

The Audit Committee is chaired by Calum Thomson who is a Chartered Accountant and has recent and relevant financial experience. The Committee comprises all non-executive Directors. The Chair of the Board is a member of the Audit Committee as the Audit Committee and Board consider that Alan Devine was independent on appointment, and continues to be independent of the Manager. Given the size of the Board, and the continued independence of Alan Devine, the Board believes that it is appropriate for all the independent Directors, including the Chair, to constitute the Audit Committee. The Board is satisfied that the Committee as a whole has competence relevant to the investment trust sector.

The Audit Committee's Report is contained in the Annual Report.

Management Engagement Committee

The Management Engagement Committee comprises the full Board and was chaired by Alan Devine during the financial year. Given the size of the Board, the Board believes that it is appropriate for all the independent Directors to constitute the Management Engagement Committee. Subsequent to the financial year end, Yvonne Stillhart was appointed as Chair of the Management Engagement Committee with effect from 13 December 2022. The main responsibilities of the Committee include:

- monitoring and evaluating the performance of the Manager;

- reviewing at least annually the continued retention of the Manager;

- reviewing, at least annually, the terms of appointment of the Manager including, but not limited to, the level and method of remuneration and the notice period of the Manager; and

- reviewing the performance and remuneration of the other key service providers to the Company.

The Committee met in respect of the year ended 30 September 2022 to review of performance and the terms of appointment of the Manager. Following which, the Committee recommended to the Board that the continuing appointment of the Manager was in the best interests of the shareholders and the Company as a whole.

In reaching this decision, the Committee considered the Company's long-term performance record and concluded that it remained satisfied with the capability of the Manager to deliver satisfactory investment performance, that its processes are thorough and robust and that it employs a well-resourced team of skilled and experienced fund managers. In addition, the Committee is satisfied that the Manager has the secretarial, administrative and promotional skills required for the effective operation and administration of the Company.

Nomination Committee

The Nomination Committee comprises the full Board and was chaired by Alan Devine during the financial year. Given the size of the Board, the Board believes that it is appropriate for all the independent Directors to constitute the Nomination Committee. Subsequent to the financial year end, Diane Seymour-Williams was appointed as Chair of the Nomination Committee with effect from 13 December 2022. The Committee met once during the year to carry out its responsibilities. The main responsibilities of the Committee include:

- regularly reviewing the structure, size and composition (including the skills, knowledge, experience, diversity and gender) of the Board;

- undertaking succession planning, taking into account the challenges and opportunities facing the Company and identifying candidates to fill vacancies;

- recruiting new Directors, undertaking open advertising or engaging external advisers to facilitate the search, as appropriate, with a view to considering candidates from a wide range of backgrounds, on merit, and with due regard for the benefits of diversity on the Board, taking care to ensure that appointees have enough time available to devote to
the position;

- ensuring that new appointees receive a formal letter of appointment and suitable induction and ongoing training;

- arranging for the annual Board and Committee performance evaluations and ensuring that Directors are able to commit the time required to properly discharge their duties;

- making recommendations to the Board as to the position of Chair, Senior Independent Director and Chair of the Nomination, Audit and Management Engagement Committees;

- assessing, on an annual basis, the independence of each Director; and

- approving the re-election of any Director, subject to the UK Code, the AIC Code, or the Articles of Association, at the Annual General Meeting, having due regard to their performance, ability to continue to contribute to the Board in the light of the knowledge, skills and experience required and the need for progressive refreshing of the Board.

Going Concern

The Board has considered its obligation to satisfy itself as to the appropriateness of the adoption of the going concern assumption as a basis for the preparation of the financial statements.

At 30 September 2022, the Company had a £200.0 million (2021: £200.0 million) committed, multi-currency syndicated revolving credit facility, under which £62.0 million (2021: £nil) had been drawn down. The facility is provided by Citi, Société Générale and State Street Bank International. Following the year end, the revolving credit facility was increased to £300.0 million and the maturity extended by a year to December 2025. The larger facility is provided by RBS International, Société Générale and State Street Bank International.

The Directors are mindful of the Principal Risks and Uncertainties disclosed in the Strategic Report, including the difficult conditions in the global economy and financial markets, and they believe that the Company has adequate financial resources to continue its operational existence for a period of not less than 12 months from the date of approval of this Report. They have arrived at this conclusion having reviewed the Company's revolving credit facility, the future cash flow projections, including the impact of stress testing on the portfolio, the ongoing expenses forecasts for the coming year, and taking into account that the Company had net resources available for investment at the year end.

Accordingly, the Directors believe that it is appropriate to continue to adopt the going concern basis in preparing the financial statements.

Accountability and Audit

The respective responsibilities of the Directors and the Independent Auditor in connection with the financial statements appear in the Annual Report.

The Directors confirm that, so far as they are each aware, there is no relevant audit information of which the Company's Independent Auditor was unaware, and that each Director has taken all the steps that they might reasonably be expected to have taken as a Director to make themselves aware of any relevant audit information and to establish that the Company's Independent Auditor was aware of that information.

Independent Auditor

Shareholders approved the re-appointment of BDO LLP as the Company's Independent Auditor at the AG on 22 March 2022 and resolutions to approve its reappointment for the year to 30 September 2023 and to authorise the Directors to determine its remuneration will be proposed at the AGM on 22 March 2023.

Relations with Shareholders

The Board recognises the importance of promoting the Company to prospective investors both for improving liquidity and enhancing the value and rating of the Company's shares. One of the benefits of being managed by abrdn is the ability to subscribe to, and participate in, the promotional programme run by abrdn on behalf of a number of investment trusts under its management. The Company's financial contribution to the programme is matched by abrdn. The Company also supports abrdn's investor relations programme which involves regional roadshows, promotional and public relations campaigns. abrdn's promotional and investor relations teams report to the Board on a quarterly basis giving analysis of the promotional activities as well as updates on the shareholder register and any changes in the make-up of that register.

Shareholders and investors may obtain up to date information on the Company through its website and the Manager's Customer Services Department.

The Board also communicates directly with shareholders and their representative bodies without the involvement of the management group (including the Company Secretary or the Manager) in situations where direct communication is required, and representatives from the Manager and Board meet with major shareholders on at least an annual basis in order to gauge their views, and report back to the Board on these meetings. In addition, the Company Secretary only acts on behalf of
the Board, not the Manager, and there is no filtering of communication.

The Company's Annual General Meeting provides a forum for communication primarily with private shareholders and is attended by the Board. The Manager makes a presentation to the meeting and all shareholders have the opportunity to put questions to both the Board and the Manager at the meeting.

The notice of the Annual General Meeting is sent out at least 20 working days in advance of the meeting. All shareholders have the opportunity to put questions to the Board and Manager at the meeting.

Additional Information

Where not provided elsewhere in the Directors' Report, the following provides the additional information required to be disclosed by Part 15 of the Companies Act 2006.

There are no restrictions on the transfer of Ordinary shares in the Company issued by the Company other than certain restrictions which may from time to time be imposed by law. The Company is not aware of any agreements between shareholders that may result in a transfer of securities and/or voting rights.

The rules governing the appointment of Directors are set out in the Directors' Remuneration Report in the Annual Report. The Company's Articles of Association may only be amended by a special resolution passed at a general meeting of shareholders.

Annual General Meeting

The Notice of the Annual General Meeting, which will be held at 12:30pm at the Balmoral Hotel, 1 Princes Street, Edinburgh, EH2 2EQ, Edinburgh on Wednesday, 22 March 2023, and related notes, may be found in the Annual Report.

Shareholders are encouraged vote on the resolutions proposed in advance of the AGM and submit questions to the Board and the Manager by emailing APEOT.Board@abrdn.com.

Resolutions including the following business will be proposed:

Dividend Policy

As a result of the timing of the payment of the Company's interim dividends, the Company's shareholders are unable to approve a final dividend each year. In line with good corporate governance, the Board therefore proposes to put the Company's dividend policy to shareholders for approval at the Annual General Meeting and on an annual basis thereafter.

The Company's dividend policy is that interim dividends on the Ordinary shares are payable quarterly. Resolution 4 will seek shareholder approval for the dividend policy.

Issue of Ordinary Shares

Resolution 12, which is an ordinary resolution, will, if passed, renew the Directors' authority to allot new Ordinary shares up to 10% of the issued share capital of the Company (excluding treasury shares) as at the date of the passing of the resolution.

Resolution 13, which is a special resolution, will, if passed, renew the Directors' existing authority to allot new Ordinary shares or sell treasury shares for cash without the new Ordinary shares first being offered to existing shareholders in proportion to their existing holdings. This will give the Directors authority to allot Ordinary shares or sell shares from treasury on a non pre-emptive

basis for cash up to an aggregate nominal amount of £30,749.25 (representing 10% of the issued ordinary share capital of the Company (excluding treasury shares) as at 30 January 2023).

New Ordinary shares, issued under this authority, will only be issued at prices representing a premium to the last published net asset value per share.

The authorities being sought under Resolutions 12 and 13 shall expire at the conclusion of the Company's next AGM

in 2024 or, if earlier, on the expiry of 15 months from the date of the passing of the resolutions, unless such authorities are renewed, varied or extended prior to such time. The Directors have no current intention to exercise these authorities and will only do so if they believe it is advantageous and in the best interests of shareholders as a whole.

Purchase of the Company's Ordinary Shares

Resolution 14, which is a special resolution, seeks to renew the Board's authority to make market purchases of the Company's Ordinary shares in accordance with the provisions contained in the Companies Act 2006 and the FCA's Listing Rules. Accordingly, the Company will seek authority to purchase up to a maximum of 14.99% of the issued share capital (excluding treasury shares) at the date of passing of the resolution at a minimum price of 0.2 pence per share (being the nominal value). Under the Listing Rules, the maximum price that may be paid on the exercise of this authority must not exceed the higher of: (i) 105% of the average of the middle market quotations (as derived from the Daily Official List of the London Stock Exchange) for the shares over the five business days immediately preceding the date of purchase; and (ii) the higher of the last independent trade and the highest current independent bid on the trading venue on which the purchase is carried out.

The Board does not intend to use this authority to purchase the Company's Ordinary shares, unless to do so would result in an increase in the net asset value per Ordinary share and would be in the best interests of shareholders. Any Ordinary shares purchased shall either be cancelled or held in treasury. The authority being sought shall expire at the conclusion of the AGM in 2024 or, if earlier, on the expiry of 15 months from the date of the passing of the resolution unless such authority is renewed prior to such time.

Notice of General Meetings

The Companies Act 2006 provides that the minimum notice period for general meetings of listed companies is 21 days, but with an ability for companies to reduce this period to 14 days (other than for annual general meetings) provided that two conditions are met. The first condition is that the company offers a facility, accessible to all shareholders, to appoint a proxy by means of a website. The second condition is that there is an annual resolution of shareholders approving the reduction of the minimum notice period from 21 days to 14 days.

The Board is therefore proposing Resolution 15 as a special resolution to approve 14 days as the minimum period of notice for all general meetings of the Company other than annual general meetings, renewing the authority passed at last year's annual general meeting. The approval would be effective until the end of the Company's next annual general meeting, when it is intended that the approval be renewed.

The Board would consider on a case by case basis whether the use of the flexibility offered by the shorter notice period is merited, taking into account the circumstances, including whether the business of the meeting is time sensitive and it would therefore be to the advantage of the shareholders to call the meeting on shorter notice.

Recommendation

The Board considers that the resolutions to be proposed at the Annual General Meeting are in the best interests of the Company and most likely to promote the success of the Company for the benefit of its members as a whole. Accordingly, the Board recommends that shareholders vote in favour of the resolutions as they intend to do in respect of their own beneficial shareholdings, amounting to 64,457 Ordinary shares, representing 0.04% of the issued share capital.

By order of the Board

abrdn Holdings Limited

Company Secretary

1 George Street

Edinburgh EH2 2LL

30 January 2023

STATEMENT OF DIRECTORS' RESPONSIBILITIES IN RESPECT OF THE ANNUAL REPORT AND THE FINANCIAL STATEMENTS

Directors' Responsibilities

The Directors are responsible for preparing the Annual 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 UK Accounting Standards.

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 for 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 they have been prepared in accordance with applicable UK Accounting Standards, subject to any material departures disclosed and explained in the financial statements;

- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business; and

- prepare a Directors' Report, a Strategic Report and Directors' Remuneration Report which comply with the requirements of the Companies Act 2006.

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 Directors are responsible for ensuring that the annual report and accounts, taken as a whole, are fair, balanced, and understandable and provides the information necessary for shareholders to assess the company's position and performance, business model and strategy.

Website publication

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 Directors. The Directors' responsibility also extends to the ongoing integrity of the financial statements contained therein.

Directors' responsibilities pursuant to DTR4

The Directors confirm to the best of their knowledge:

- the financial statements have been prepared in accordance with applicable accounting standards and give a true and fair view of the assets, liabilities, financial position and profit and loss of the Company; and

- the Annual Report 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 they face.

On behalf of the Board

Alan Devine

Chair
30 January 2023

STATEMENT OF COMPREHENSIVE INCOME

For the year ended 30 September 2022

		For the year ended 30 September 2022			For the year ended 30 September 2021
	Notes	Revenue	Capital	Total	Revenue	Capital	Total
		£'000	£'000	£'000	£'000	£'000	£'000

Total capital gains on investments	9	-	147,940	147,940	-	291,578	291,578
Currency gains / (losees)	14	-	942	942	-	(2,368)	(2,368)
Income	2	9,368	-	9,368	8,968	-	8,968
Investment management fee	3	(1,060)	(9,540)	(10,600)	(884)	(7,959)	(8,843)
Administrative expenses	4	(1,054)	-	(1,054)	(1,020)	-	(1,020)
Profit before finance costs and taxation		7,254	139,342	146,596	7,064	281,251	288,315
Finance costs	5	(318)	(1,907)	(2,225)	(323)	(1,568)	(1,891)
Profit before taxation		6,936	137,435	144,371	6,741	279,683	286,424
Taxation	6	(1,174)	414	(760)	(735)	587	(148)
Profit after taxation		5,762	137,849	143,611	6,006	280,270	286,276
Earnings per share - basic and diluted	8	3.75p	89.66p	93.41p	3.91p	182.29p	186.20p

The Total columns of this statement represents the profit and loss account of the Company.
There are no items of other comprehensive income, therefore this statement is the single statement of comprehensive income of the Company.
All revenue and capital items in the above statement are derived from continuing operations.
No operations were acquired or discontinued in the year.
The dividend which has been recommended based on this Statement of Comprehensive Income is 14.40p (2021: 13.60p) per ordinary share.
The accompanying notes form an integral part of these financial statements.

STATEMENT OF FINANCIAL POSITION

As at 30 September 2022

		As at	As at
		30 September 2022	30 September 2021
	Notes	£'000	£'000
Non-current assets
Investments	9	1,192,380	1,007,843
Current assets
Receivables	10	1,056	1,144
Cash and cash equivalents		30,341	29,714
Total Current assets		31,397	30,858
Creditors: amounts falling due within one year
Payables	11	(3,713)	(2,734)
Revolving credit facility	12	(62,012)	-
Net current (liabilities) / assets		(34,328)	28,124
Total assets less current liabilities		1,158,052	1,035,967

Capital and reserves
Called-up share capital	13	307	307
Share premium account	14	86,485	86,485
Special reserve	14	51,503	51,503
Capital redemption reserve	14	94	94
Capital reserves	14	1,019,663	897,578
Revenue reserve	14	-	-
Total shareholders' funds		1,158,052	1,035,967

Net asset value per equity share	15	753.2p	673.8p

The accompanying notes form an integral part of these financial statements. The Financial Statements of abrdn Private Equity Opportunities Trust plc, registered number SC216638 were approved and authorised for issue by the Board of Directors on 30 January 2023 and were signed on its behalf by Alan Devine, Chair. Alan Devine Chair 30 January 2023

STATEMENT OF CHANGES IN EQUITY

For the year ended 30 September 2022
	Notes	Called-up Share Capital	Share premium account	Special reserve	Capital redemption reserve	Capital reserves	Revenue reserve	Total
		£'000	£'000	£'000	£'000	£'000	£'000	£'000
Balance at 1 October 2021		307	86,485	51,503	94	897,578	-	1,035,967
Profit after taxation		-	-	-	-	137,849	5,762	143,611
Dividends paid	7	-	-	-	-	(15,764)	(5,762)	(21,526)
Balance at 30 September 2022	13,14	307	86,485	51,503	94	1,019,663	-	1,158,052

For the year ended 30 September 2021
	Notes	Called-up share capital	Share premium account	Special reserve	Capital redemption reserve	Capital reserves	Revenue reserve	Total


		£'000	£'000	£'000	£'000	£'000	£'000	£'000
Balance at 1 October 2020		307	86,485	51,503	94	631,904	-	770,293
Profit after taxation		-	-	-	-	280,270	6,006	286,276
Dividends paid	7	-	-	-	-	(14,596)	(6,006)	(20,602)
Balance at 30 September 2021	13,14	307	86,485	51,503	94	897,578	-	1,035,967


The accompanying notes form an integral part of these financial statements.

STATEMENT OF CASH FLOWS


		For the year ended	For the year ended
		30 September 2022	30 September 2021
	Notes	£'000	£'000
Cashflows from operating activities
Profit before taxation		144,371	286,424
Adjusted for:
Finance costs	5	2,225	1,891
Gains on disposal of investments	9	(107,007)	(96,065)
Revaluation of investments	9	(41,433)	(195,839)
Currency gains / (losses)	14	(942)	2,368
Increase / (decrease) in debtors		(6)	60
Increase in creditors		854	1,394
Tax deducted from non-UK income	6	(760)	(148)
Net cash (outflow) / inflow from operating activities		(2,698)	85

Investing activities
Purchase of investments	9	(245,270)	(185,338)
Purchase of secondary investments	9	(8,347)	-
Distributions of capital proceeds received by investments		201,557	187,772
Disposal of quoted investments	9	-	2,193
Receipt of proceeds from disposal of unquoted investments	9	15,714	16,376
Net cash inflow / (outflow) from investing activities		(36,346)	21,003

Financing activities
Revolving credit facility - amounts drawn	12	79,031	-
Revolving credit facility - amounts repaid	12	(17,019)	-
Interest paid and arrangement fees		(1,757)	(1,539)
Ordinary dividends paid	7	(21,526)	(20,602)
Net cash inflow / (outflow) from financing activities		38,729	(20,602)

Net decrease in cash and cash equivalents		(315)	(1,053)

Cash and cash equivalents at the beginning of the year		29,714	33,135
Currency gains / (losses) on cash and cash equivalents		942	(2,368)
Cash and cash equivalents at the end of the year		30,341	29,714


Cash and cash equivalents consist of:
Money-market funds		-	16,414
Cash		30,341	13,300
Cash and cash equivalents		30,341	29,714


Included in profit before taxation is dividends received from investments of £3,964,000 (2021: £3,651,000), interest received from investments of £4,538,000 (2021: £5,305,000) and interest received from cash balances and money market funds of £46,000 (2021: £12,000).
The accompanying notes form an integral part of these financial statements.

NOTES TO THE FINANCIAL STATEMENTS

1. Accounting policies

(a) Basis of Accounting

The financial statements have been prepared in accordance with the Companies Act 2006, Financial Reporting Standard 102 and with the Statement of Recommended Practice 'Financial Statements of Investment Trust Companies and Venture Capital Trusts (the "SORP"), updated in July 2022. They have also been prepared on the assumption that approval as an investment trust will continue to be granted. The financial statements have been prepared on a going concern basis. The Directors believe that this is appropriate for the reasons outlined in the Directors' Report in the Annual Report. The principal accounting policies adopted are set out below. These policies have been applied consistently throughout the current and prior year.

Rounding is applied to the disclosures in these financial statements, where considered relevant.

(b) Revenue, Expenses and Finance Costs

Dividends and income from unquoted investments are included when the right to receipt is established, which is the notice value date. Dividends are accounted for as revenue in the Statement of Comprehensive Income. Interest receivable is dealt with on an accruals basis.

All expenses are accounted for on an accruals basis. Expenses are charged through the revenue account of the Statement of Comprehensive Income except as follows:

• transaction costs incurred on the purchase and disposal of investments are recognised as a capital item in the Statement of Comprehensive Income;

• the Company charges 90% of investment management fees and finance costs to capital, in accordance with the Board's expected long-term split of returns between capital gains and income from the Company's investment portfolio. Bank interest expense has been charged wholly to revenue.

Investments are accounted for at fair value through profit or loss as detailed below. On the date of making a legal commitment to invest in a fund or co-investment, such commitment is recorded and disclosed. When funds are drawn in respect of these commitments, the resulting investment is recognised in the financial statements. The investment is removed when it is realised or when the investment is wound up. Gains and losses arising from changes in fair value are included as a capital item in the Statement of Comprehensive Income and are ultimately recognised in the capital reserves.

Unquoted investments are stated at the directors' estimate of fair value and follow the recommendations of the European Private Equity & Venture Capital Association ("EVCA") and the British Private Equity & Venture Capital Association ("BVCA"). The estimate of fair value is normally the latest valuation placed on an investment by its manager as at the Statement of Financial Position date. The valuation policies used by the manager in undertaking that valuation will generally be in line with the joint publication from the EVCA and the BVCA, 'International Private Equity and Venture Capital Valuation guidelines'. Where formal valuations are not completed as at the Statement of Financial Position date, the last available valuation from the manager is adjusted for any subsequent cash flows occurring between the valuation date and the Statement of Financial Position date. The Company's Manager may further adjust such valuations to reflect any changes in circumstances from the last manager's formal valuation date to arrive at the estimate of fair value.

For listed investments, which were actively traded on recognised stock exchanges, fair value is determined by reference to their quoted bid prices on the relevant exchange as at the close of business on the last trading day of the Company's financial year.

(d) Dividends payable

Dividends are recognised in the period in which they are paid.

(e) Capital and Reserves

Share Premium - The share premium account represents the premium above nominal value received by the Company on issuing shares net of issue costs.

Special Reserve - Court approval was given on 27 September 2001 for 50% of the initial premium arising on the issue of the ordinary share capital to be cancelled and transferred to a special reserve. The reserve is a distributable reserve and may be applied in any manner as a distribution, other than by way of a dividend.

Capital Redemption Reserve - This reserve is used to record the amount equivalent to the nominal value of any of the Company's own shares purchased and cancelled in order to maintain the Company's capital.

Capital Reserve - Gains/(Losses) on Disposal - Represents gains or losses on investments realised in the period that have been recognised in the Statement of Comprehensive Income, in addition to the transfer of any previously recognised unrealised gains or losses on investments within "Capital reserve - revaluation" upon disposal. This reserve also represents other accumulated capital related expenditure such as management fees and finance costs, as well as other currency gains/losses from non-investment activity.

Capital Reserve - Revaluation - Represents increases and decreases in the fair value of investments that have been recognised in the Statement of Comprehensive Income during the period.

Revenue Reserve - The revenue reserve represents accumulated revenue profits retained by the Company that have not currently been distributed to shareholders as a dividend.

The revenue and capital reserves - Gains/(losses) on disposal represent the amount of the Company's reserves distributable by way of dividend.

(f) Taxation

i) Current taxation - Provision for corporation tax is made at the current rate on the excess of taxable income net of any allowable deductions. In line with the recommendations of the SORP, the allocation method used to calculate tax relief on expenses presented against capital in the Statement of Comprehensive Income is the "marginal basis". Under this basis, if taxable income is capable of being offset entirely by expenses presented in the revenue column of the Statement of Comprehensive Income, then no tax relief is transferred to the capital column. Withholding tax suffered on income from overseas investments is taken to the revenue column of the Statement of Comprehensive Income.

ii) Deferred taxation is recognised in respect of all timing differences that have originated but not reversed at the Statement of Financial Position date, where transactions or events that result in an obligation to pay more or a right to pay less tax in future have occurred at the Statement of Financial Position date, measured on an undiscounted basis and based on enacted tax rates. This is subject to deferred tax assets only being recognised if it is considered more likely than not that there will be suitable profits from which the future reversal of the underlying timing differences can be deducted. Timing differences are differences arising between the Company's taxable profits and its results as stated in the financial statements which are capable of reversal in one or more subsequent periods.

Due to the Company's status as an investment trust company, and the intention to continue meeting the conditions required to obtain approval in the foreseeable future, the Company has not provided deferred tax on any capital gains and losses arising on the revaluation or disposal of investments.

(g) Foreign currency translation, functional and presentation currency

Foreign currency translation - Transactions in foreign currencies are converted to sterling at the exchange rate ruling at the date of the transaction. Overseas assets and liabilities are translated at the exchange rate prevailing at the Company's Statement of Financial Position date. Gains or losses on translation of investments held at the year end are accounted for in the Statement of Comprehensive Income through inclusion in total capital gains/losses on investments and is transferred to capital reserves. Gains or losses on the translation of overseas currency balances held at the year end are also accounted for through the Statement of Comprehensive Income and are transferred to capital reserves.

Functional and presentation currency - For the purposes of the financial statements, the results and financial position of the Company is expressed in sterling, which is the functional currency and the presentation currency of the Company.

Rates of exchange to sterling at 30 September were:

	2022	2021
Euro	1.1395	1.1635
US Dollar	1.1163	1.3484
Canadian Dollar	1.5339	1.7082

Transactions in overseas currency are translated at the exchange rate prevailing on the date of transaction.

The Company's investments are made in a number of currencies. However, the Board considers the Company's functional currency to be sterling. In arriving at this conclusion, the Board considers that the shares of the Company are listed on the London Stock Exchange. The Company is regulated in the United Kingdom, principally having its shareholder base in the United Kingdom, pays dividends as well as expenses in sterling.

(h) Cash and Cash Equivalents

Cash comprises bank balances and cash held by the Company. Cash equivalents comprise money-market funds which are used by the Company to provide additional short-term liquidity. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

(i) Debtors

Debtors are recognised initially at transaction price. They are subsequently measured at amortised cost using the effective interest method, less the appropriate allowances for estimated irrecoverable amounts.

(j) Creditors

Creditors are recognised initially at transaction price. They are subsequently stated at amortised cost using the effective interest method.

(k) Revolving Credit Facility

Revolving credit facility drawdowns are recognised initially at cost, being the fair value of the consideration received. They are subsequently stated at amortised cost using the effective interest method.

(l) Segmental Reporting

The Directors are of the opinion that the Company is engaged in a single segment of business activity, being investment business. Consequently, no business segmental analysis is provided.

(m) Judgements and Key Sources of Estimation Uncertainty

The preparation of financial statements requires the Company to make estimates and assumptions and exercise judgements in applying the accounting policies that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses arising during the year. Estimates and judgements are continually evaluated and based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The area where estimates and assumptions have the most significant effect on the amounts recognised in the financial statements is the determination of fair value of unquoted investments, as disclosed in note 1(c).

2. Income

	Year to	Year to
	30 September 2022	30 September 2021
	£'000	£'000
Dividends from investments	4,759	3,651
Income from investments	4,538	5,305
Interest from cash balances and money-market funds	71	12
Total income	9,368	8,968

3. Investment Management Fees

	Year to 30 September 2022			Year to 30 September 2021
	Revenue	Capital	Total	Revenue	Capital	Total
	£'000	£'000	£'000	£'000	£'000	£'000

Investment management fee	1,060	9,540	10,600	884	7,959	8,843

The Manager of the Company is abrdn Capital Partners LLP. In order to comply with the Alternative Investment Fund Managers Directive, the Company appointed abrdn Capital Partners LLP as its Alternative Investment Fund Manager from 1 July 2014.

The investment management fee payable to the Manager is 0.95% per annum of the NAV of the Company. The investment management fee is allocated 90% to the realised capital reserve - gains/(losses) on disposal and 10% to the revenue account. Effective 1 October 2022, the investment management fee will be allocated 95% to the realised capital reserve - gains/(losses) on disposal and 5% to the revenue account. The management agreement between the Company and the Manager is terminable by either party on twelve months written notice.

Investment management fees due to the Manager as at 30 September 2022 amounted to £2,888,000 (30 September 2021: £2,227,000).

4. Administrative Expenses

	Year to	Year to
	30 September 2022	30 September 2021
	£'000	£'000
Directors' fees	269	224
Employers' national insurance	32	26
Secretarial and administration fees	247	222
Marketing fees	243	244
Fees and subscriptions	78	67
Auditor's remuneration	63	45
Depositary fees	59	53
Professional and consultancy fees	49	49
Legal fees	12	2
Other expenses	2	88
Total	1,054	1,020

No non-audit services were provided by the Company auditor, BDO LLP during the year to 30 September 2022.

Irrecoverable VAT has been shown under the relevant expense line.

The administration fee payable to IQ EQ Administration Services (UK) Ltd is adjusted annually in line with the retail prices index. The administration agreement is terminable by the Company on three months' notice.

The secretarial fee payable to abrdn Holdings plc (formerly known as Aberdeen Asset Management plc) is adjusted annually in line with the retail price index. The secretarial agreement is terminable by the Company on six months' notice.

The emoluments paid to the directors during the year can be found in the Directors' Remuneration Report in the Annual Report.

5. Finance Costs

	Year to 30 September 2022			Year to 30 September 2021
	Revenue	Capital	Total	Revenue	Capital	Total
	£'000	£'000	£'000	£'000	£'000	£'000
Revolving credit facility interest expense	107	965	1,072	-	-	-
Revolving credit facility commitment fee	70	634	704	140	1,260	1,400
Revolving credit facility arrangement fee	34	308	342	34	308	342
Bank interest expense	107	-	107	149	-	149
Total	318	1,907	2,225	323	1,568	1,891

6. Taxation

(a)

Analysis of the tax charge throughout the year

						Year to	Year to
						30 September 2022	30 September 2021
						£'000	£'000
	Overseas withholding tax					760	148

		Year to 30 September 2022			Year to 30 September 2021
		Revenue	Capital	Total	Revenue	Capital	Total
		£'000	£'000	£'000	£'000	£'000	£'000

(b)	Factors affecting the total tax charge for the year

	Profit before taxation	6,936	137,435	144,371	6,741	279,683	286,424

	The tax assessed for the year is different from the standard rate of corporation tax in the UK. The differences are explained below.

	Profit multiplied by the effective rate of corporation tax in the UK - 19.0% (2021: 19.0%)	1,318	26,113	27,431	1,281	53,140	54,421
	Non-taxable capital gains on investments ¹	-	(28,109)	(28,109)	-	(55,400)	(55,400)
	Non-taxable currency (gains)/losses	-	(179)	(179)	-	450	450
	Non-taxable income	(904)	-	(904)	(694)	-	(694)
	Overseas withholding tax	760	-	760	148	-	148
	Surplus management expenses and loan relationship deficits not relieved	-	1,761	1,761	-	1,223	1,223

	Total tax charge/(credit) for the year	1,174	(414)	760	735	(587)	148

	1 The Company carries on business as an investment trust company with respect to sections 1158-1159 of the Corporation Tax Act 2010. As such any capital gains are exempt from UK taxation.

(c)	Factors that may affect future tax charges
	At the year end there is a potential deferred tax asset of £5,764,000 (2020: £3,157,000) in relation to excess management expenses carried forward. The deferred tax asset is unrecognised at the year end in line with the Company's stated accounting policy.

	The Corporation Tax main rate for the years 1 April 2020 and 2021 was 19%. A proposed revision to Corporation Tax was introduced in Finance Bill 2021, which retains the main rate at 19% from 1 April 2022, followed by an increase to 25% from 1 April 2023. Deferred taxes at the Statement of Financial Position date have been measured at these enacted rates and reflected in these financial statements.

7. Dividend on Ordinary Shares

	Year to	Year to
	30 September 2022	30 September 2021
	£'000	£'000

Amount recognised as a distribution to equity holders in the year:
2021 third quarterly dividend of 3.40p (2020: 3.30p) per ordinary share paid on 29 October 2021 (2020: paid on 30 October 2020)	5,227	5,074
2021 fourth quarterly dividend of 3.40p per ordinary share (2020: 3.30p) paid on 28 January 2022 (2020: paid on 29 January 2021)	5,227	5,074
2022 first quarterly dividend of 3.60p (2021: 3.40p) per ordinary share paid on 22 April 2022 (2021: paid on 20 April 2021)	5,536	5,227
2022 second quarterly dividend of 3.60p (2021: 3.40p) per ordinary share paid on 29 July 2022 (2021: paid on 27 July 2021)	5,536	5,227
Total	21,526	20,602

Set out below are the total dividends paid and proposed in respect of the financial year, which is the basis on which the requirements of sections 1158-1159 of the Corporation Tax Act 2010 are considered. Of the total profit after taxation for the year of £143,611,000 (2021: £286,276,000), the total revenue and capital profits which are available for distribution by way of a dividend for the year is £102,755,000 (2021: £90,437,000).
	Year to	Year to
	30 September 2022	30 September 2021
	£'000	£'000

2022 first quarterly dividend of 3.60p (2021: 3.40p) per ordinary share paid on 22 April 2022 (2021: paid on 20 April 2021)	5,536	5,227
2022 second quarterly dividend of 3.60p (2021: 3.40p) per ordinary share paid on 29 July 2022 (2021: paid on 27 July 2021)	5,536	5,227
2022 third quarterly dividend of 3.60p (2021: 3.40p) per ordinary share paid on 28 October 2022 (2021: paid on 29 October 2021)	5,536	5,227
Proposed 2022 fourth quarterly dividend of 3.60p per ordinary share (2021: 3.40p per ordinary share) paid on 27 January 2023 (2021: 28 January 2022).	5,536	5,227
Total	22,144	20,908

8. Earnings Per Share - Basic and Diluted

	Year to		Year to
	30 September 2022		30 September 2021
	p	£'000	p	£'000
The net return per ordinary share is based on the following figures:
Revenue net return	3.75	5,762	3.91	6,006
Capital net return	89.66	137,849	182.29	280,270
Total net return	93.41	143,611	186.20	286,276

Weighted average number of ordinary shares in issue:		153,746,294		153,746,294

There are no diluting elements to the earnings per share calculation in 2022 (2021: none).

9. Investments

	Year to 30 September 2022					Year to 30 September 2021
	Quoted		Unquoted			Quoted	Unquoted
	Investments		Investments		Total	Investments	Investments	Total
	£'000		£'000		£'000	£'000	£'000	£'000
Fair value through profit or loss:
Opening market value	-		1,007,843		1,007,843	-	721,650	721,650
Opening investment holding gains	-		(304,629)		(304,629)	-	(108,790)	(108,790)
Opening book cost	-		703,214		703,214	-	612,860	612,860

Movements in the year:
Additions at cost	-		245,270		245,270	2,422	147,656	150,078
Secondary purchases	-		8,347		8,347	-	35,260	35,260
Distribution of capital proceeds	-		(201,806)		(201,806)	-	(187,772)	(187,772)
Disposal of quoted investments	-		-		-	(2,193)	-	(2,193)
Secondary sales	-		(15,714)		(15,714)	-	(1,084)	(1,084)
	-		739,311		739,311	229	606,920	607,149
Gains on disposal of underlying investments	-		107,007		107,007	-	96,294	96,294
Losses on disposal of quoted investments	-		-		-	(229)	-	(229)
Closing book cost	-		846,318		846,318	-	703,214	703,214
Closing investment holding gains	-		346,062		346,062	-	304,629	304,629
Closing market value	-		1,192,380		1,192,380	-	1,007,843	1,007,843



	Year ended 30 September 2022					Year ended 30 September 2021
	£'000		£'000		£'000	£'000	£'000	£'000
Gains/(losses) on investments held at fair value through profit or loss based on historical costs.	-		107,007		107,007	(229)	96,294	96,065
(Gains)/losses recognised as unrealised in previous years in respect of distributed capital proceeds or disposal of investments.	-		(44,999)		(44,999)	-	3,370	3,370
Gains/(losses) on distribution of capital proceeds or disposal of investments based on the carrying value at the previous year end date	-		62,008		62,008	(229)	99,664	99,435
Net movement in unrealised investment gains	-		86,432		86,432	-	192,469	192,469
Total capital gains/(losses) on investments held at fair value through profit or loss	-		148,440		148,440	(229)	292,133	291,904


Transaction costs
During the year expenses were incurred in acquiring or disposing of investments. These have been expensed through capital and are included within capital gains on investments of £147,940,000 (2021: £291,578,000) in the Statement of Comprehensive Income. The total costs were as follows:
		30 September 2022		30 September 2021
		£'000		£'000
Transaction costs		500		326

10. Receivables

	30 September 2022	30 September 2021
	£'000	£'000
Amounts falling due within one year:
Unamortised bank loan arrangement fees	748	1,091
Investments receivable	249	-
Prepayments	34	53
Investments receivable	25	-
Total	1,056	1,144

11. Payables

	30 September 2022	30 September 2021
	£'000	£'000
Amounts falling due within one year:
Management fee	2,888	2,227
Accruals	719	448
Secretarial and administration fee	105	48
Bank interest	1	11
Total	3,713	2,734

12. Revolving Credit Facility

	30 September 2022	30 September 2021
	£'000	£'000
Revolving credit facility	62,012	-

As at 30 September 2022, the Company had a £200.0 million syndicated revolving credit facility provided by Citi, Société Générale and State Street Bank International GmbH, which was to expire in December 2024.

The interest rate on the facility at that time was calculated as the defined reference rate of the currency drawn plus 1.625%, rising to 2.0% depending on the level of facility utilisation. The commitment fee rate payable on non-utilisation was 0.7% per annum.

On 10 October 2022, the Company announced an expansion of the credit facility which increased from £200.0 million to £300.0 million with The Royal Bank of Scotland International Limited joining as a lender and Natwest Markets Plc replacing Citibank Europe plc as Agent in the syndicate of banks providing the revolving credit facility, alongside current providers Société Générale and State Street Bank International GmbH.

The interest rate on the expanded facility is unchanged, whilst the commitment fee rate payable on non-utilisation is now between 0.7% and 0.8% per annum based on the level of facility utilisation.

13. Called-up Share Capital

	30 September 2022	30 September 2021
	£'000	£'000
Issued and fully paid:
Ordinary shares of 0.2p
Opening balance of 153,746,294 (2021: 153,746,294) ordinary shares	307	307
Closing balance of 153,746,294 (2021: 153,746,294) ordinary shares	307	307

The Company may buy back its own shares where it is judged to be beneficial to shareholders, taking into account the discount between the Company's Net Asset Value and the share price, and the supply and demand for the Company's shares in the open market.
No shares were bought back during the year (2021: Nil).

14. Reserves

				Capital reserves
	Share	Special	Capital	Gains/	Revaluation	Revenue
	premium	reserve	redemption	(losses) on		reserve
	account		reserve	disposal
	£'000	£'000	£'000	£'000	£'000	£'000
Opening balances at 1 October 2021	86,485	51,503	94	592,949	304,629	-
Gains on disposal of investments	-	-	-	107,007	-	-
Management fee charged to capital	-	-	-	(9,540)	-	-
Finance costs charged to capital	-	-	-	(1,907)	-	-
Transaction costs	-	-	-	(500)	-	-
Tax relief on management fee and finance costs above	-	-	-	414	-	-
Currency gains / (losses)	-	-	-	1,514	(572)	-
Revaluation of investments	-	-	-	-	41,433	-
Return after taxation	-	-	-	-	-
Dividends during the year	-	-	-	(15,764)	-
Closing balances at 30 September 2022	86,485	51,503	94	674,173	345,490	-

The revenue and capital reserve - gains/(losses) on disposal represent the amounts of the Company's reserve distributable by way of dividend.

15. Net Asset Value Per Equity Share

	30 September 2022	30 September 2021
Basic and diluted:
Ordinary shareholders' funds	£1,158,052,447	£1,035,967,006
Number of ordinary shares in issue	153,746,294	153,746,294
Net asset value per ordinary share	753.2p	673.8p

The net asset value per ordinary share and the ordinary shareholders' funds are calculated in accordance with the Company's articles of association.
There are no diluting elements to the net asset value per equity share calculation in 2022 (2021: none).

16. Commitments and Contingent Liabilities

	30 September 2022	30 September 2021
	£'000	£'000
Outstanding calls on investments	678,880	557,051

This represents commitments made to fund and co-investment interests remaining undrawn.

17. Parent Undertaking, Related Party Transactions and Transactions with the Manager

The ultimate parent undertaking of the Company is Phoenix Group Holdings. The results for the year to 30 September 2022 are incorporated into the group financial statements of Phoenix Group Holdings, which will be available to download from the website www.thephoenixgroup.com.

Standard Life Assurance Limited ("SLAL", which is 100% owned by Phoenix Group Holdings), and the Company have entered into a relationship agreement which provides that, for so long as SLAL and its Associates exercise, or control the exercise, of 30% or more of the voting rights of the Company, SLAL and its Associates, will not seek to enter into any transaction or arrangement with the Company which is not conducted at arm's length and on normal commercial terms, take any action that would have the effect of preventing the Company from carrying on an independent business as its main activity or from complying with its obligations under the Listing Rules or propose or procure the proposal of any shareholder resolution which is intended or appears to be intended to circumvent the proper application of the Listing Rules. During the year ended 30 September 2022, SLAL received dividends from the Company totalling £11,533,000 (2021: £11,539,000).

During the year ended 30 September 2022 the Manager charged management fees totalling £10,600,000 (2021: £8,843,000) to the Company in the normal course of business. The balance of management fees outstanding at 30 September 2022 was £2,888,000 (30 September 2021: £2,227,000).

abrdn Investment Management Limited, which shares the same ultimate parent as the Manager, received fees for the provision of promotional activities of £145,200 (2021: £240,000) during the year. The balance of promotional fees outstanding at 30 September 2022 was a payable of £325,000 (30 September 2021: payable of £180,000).

The Company Secretarial services for the Company are provided by abrdn Holdings plc (formerly known as Aberdeen Asset Management plc), which shares the same ultimate parent as the Manager. During the year ended 30 September 2022, the Company incurred secretarial fees of £70,000 (2021: £71,000). The balance of secretarial fees outstanding at 30 September 2022 was £104,000 (2021: £35,000).

The Company previously invested in liquidity funds managed by abrdn Investments Luxembourg S.A. (formerly known as Aberdeen Standard Investments (Lux)), which share the same ultimate parent as the Manager. During the year ended 30 September 2022, the Company received interest amounting to £2,000 (30 September 2021: £10,000) on sterling denominated positions and £nil on euro denominated positions (30 September 2021: £nil). The Company realised its holding in the liquidity funds in November 2021.

No other related party transactions were undertaken during the year ended 30 September 2022.

18. Risk Management, Financial Assets and Liabilities

Financial Assets and Liabilities

The Company's financial instruments comprise fund and other investments, money-market funds, cash balances, debtors and creditors that arise from its operations. The assets and liabilities are managed with the overall objective of achieving long-term total returns for shareholders.

Summary of Financial Assets and Financial Liabilities by Category

The carrying amounts of the Company's financial assets and financial liabilities, as recognised at the Statement of Financial Position date of the reporting periods under review, are categorised as follows:

	30 September 2022	30 September 2021
	£'000	£'000
Financial assets
Financial assets measured at fair value through profit or loss:
Fixed asset investments	1,192,380	1,007,843
Financial assets measured at amortised cost:
Investments receivable	249	-
Money-market funds, cash and short-term deposits	30,341	29,714
	1,222,970	1,037,557
Non-financial assets
Other receivables	807	1,144
	807	1,144
Financial Liabilities
Measured at amortised cost:
Creditors: amounts falling due within one year:		-
Accruals Revolving credit facility	3,713 62,012	2,734 -
	65,725	2,734

Assets/Liabilities Measured at Amortised Cost

The carrying value of the current assets and liabilities is deemed to be fair value due to the short-term nature of the instruments and/or the instruments bearing interest at the market rates.

Risk Management

The Directors manage investment risk principally through setting an investment policy and by contracting management of the Company's investments to an investment manager under terms which incorporate appropriate duties and restrictions and by monitoring performance in relation to these. The Company's investments are in private equity funds, typically unquoted limited partnerships and co-investments. These are valued by their managers generally in line with the EVCA and the BVCA guidelines, which provide for a fair value basis of valuation. The funds may hold investments that have become quoted or the co-investment may become quoted and these will be valued at the appropriate listed price, subject to any discount for marketability restrictions.

As explained in the Company's investment policy, risk is spread by investing across a range of countries and industrial sectors, thereby reducing excessive exposure to particular areas. The Manager's investment review and monitoring process is used to identify and, where possible, reduce risk of loss of value in the Company's investments.

The Company's investing activities expose it to various types of risk that are associated with the financial instruments and markets in which it invests. The most important types of financial risk to which the Company is exposed are market risk, overcommitment risk, liquidity risk, credit risk and interest rate risk.

The nature and extent of the financial instruments outstanding at the Statement of Financial Position date and the risk management policies employed by the Company are discussed below.

Market Risk

a) Price Risk

The Company is at risk of the economic cycle impacting the listed financial markets and hence potentially affecting the pricing of new underlying investments, the valuation of existing underlying investments and the price and timing of exits. By having a diversified and rolling portfolio of investments the Company is well placed to take advantage of economic cycles.

100% of the Company's investments are held at fair value. The valuation methodology employed by the managers of the unquoted investments may include the application of EBITDA ratios derived from listed companies with similar characteristics. Therefore, the value of the Company's portfolio is indirectly affected by price movements on listed financial exchanges. A 10% increase in the valuation of investments at 30 September 2022 would have increased the net assets attributable to the Company's shareholders and the total return for the year by £119,238,000 (2021: £100,784,000); a 10% change in the opposite direction would have decreased the net assets attributable to the Company's shareholders and the total return for the year by an equivalent amount. Due to the private nature of the underlying companies in which the Company's investments are invested, it is not possible for the Company to pinpoint the effect to the Company's net assets of changes to the EBITDA ratios of listed markets any more accurately.

b) Currency Risk

The Company makes fund and co-investment commitments in currencies other than sterling and, accordingly, a significant proportion of its investments and cash balances are in currencies other than sterling. In addition, the Company's syndicated revolving credit facility is a multi-currency facility. Therefore, the Company's NAV is sensitive to movements in foreign exchange rates.

The Manager monitors the Company's exposure to foreign currencies and reports to the Board on a regular basis. It is not the Company's policy to hedge foreign currency risk. It is expected that the majority of the Company's commitments and investments will be denominated in euros. Accordingly, the majority of the Company's indebtedness will usually be held in that currency. No currency swaps or forwards were used during the year.

The table below sets out the Company's currency exposure.

	30 September 2022		30 September 2021
	Local	Sterling	Local	Sterling
	Currency	Equivalent	Currency	Equivalent
	'000	£'000	'000	£'000
Fixed asset investments:
Euro	1,045,818	917,787	951,223	817,588
Sterling	86,894	86,894	69,213	69,213
US Dollar	209,527	187,698	163,206	121,042

Money-market funds, cash and short-term deposits:
Euro	17,596	15,442	12,243	10,523
Sterling	5,624	5,624	16,523	16,523
US Dollar	10,351	9,273	3,596	2,667
Canadian Dollar	3	2	3	1

Investment receivable
US Dollar	278	249	-	-

Revolving credit facility:
Euro	(53,000)	(46,512)
Sterling	(15,500)	(15,500)

Other debtors and creditors:
Euro	(86)	(75)	(14)	(12)
Sterling	2,817	2,817	(1,537)	(1,537)
US Dollar	(16)	(14)	(55)	(41)

Total		1,158,052		1,035,967


Outstanding commitments:
Euro	525,075	460,794	463,209	398,134
Sterling	13,100	13,100	10,878	10,878
US Dollar	228,826	204,986	199,608	148,039

Total		678,880		557,051

c) Currency Sensitivity

During the year ended 30 September 2022 sterling depreciated by 2.1% relative to the euro (2021: appreciated 5.5%) and depreciated by 17.2% relative to the US dollar (2021: appreciated 4.3%).

To highlight the sensitivity to currency movements, if the value of sterling had weakened against both of the above currencies by 10% compared to the exchange rates at 30 September 2022, the capital gain for the year would have increased by £120,428,000 (2021: £105,752,000); a 10% change in the opposite direction would have decreased the capital gain for the year by £98,532,000 (2021: £86,524,000).

The calculations above are based on the portfolio valuation and cash and revolving credit facility balances as at the respective Statement of Financial Position dates and are not necessarily representative of the year as a whole.

Based on similar assumptions, the amount of outstanding commitments would have increased by £73,976,000 at the year end (2021: £60,686,000), a 10% change in the opposite direction would have decreased the amount of outstanding commitments by £60,525,000 (2021: £49,652,000).

Liquidity Risk

The Company has significant investments in unquoted investments which are relatively illiquid. As a result, the Company may not be able to quickly liquidate its investments at an amount close to their fair value in order to meet its liquidity requirements, including the need to meet outstanding undrawn commitments. The Company manages its liquid investments to ensure sufficient cash is available to meet contractual commitments and also seeks to have cash available to meet other short-term financial needs. Short term flexibility is achieved, where necessary, through the use of the syndicated revolving credit facility. Liquidity risk is monitored by the Manager on an ongoing basis and by the Board on a regular basis. Payables, as disclosed in note 11, all fall due within one year and the revolving credit facility, as described in note 12, has drawn £62,012,000 as at 30 September 2022 (2021: undrawn), with an amount of £137,988,000 (2021: £200,000,000) still available to be drawn.

Credit Risk

Credit risk is the exposure to loss from failure of a counterparty to deliver securities or cash for acquisitions or disposals of investments or to repay deposits. The Company places funds with authorised deposit takers from time to time and, therefore, is potentially at risk from the failure of any such institution. At the year end, the Company's financial assets exposed to credit risk amounted to the following:

	30 September 2022	30 September 2021
	£'000	£'000
Money-market funds, cash and short-term deposits	30,341	29,714
Investment receivable	249	-
	30,590	29,714

The Company's cash is held by BNP Paribas Securities Services S.A., which is rated 'A+' by Standard and Poors. The Company's money-market funds are held in two Aberdeen Standard Investments (Lux) Liquidity funds, rated 'A' by Standard and Poors. Should the credit quality or the financial position of either bank deteriorate significantly, the Manager would move the cash balances to another institution.

The investment receivable relates to distribution proceeds payable to the Company as at 30 September 2022 which were received subsequent to the financial year end and is therefore no longer at risk of default.

Interest Rate Risk

The Company will be affected by interest rate changes as it holds some interest bearing financial assets and liabilities which are shown in the table below, however, the majority of its financial assets are investments in private equity investments which are non-interest bearing. Interest rate movements may affect the level of income receivable on money-market funds and cash deposits and interest payable on the Company's variable rate borrowings. The possible effects on the cash flows that could arise as a result of changes in interest rates are taken into account when making investment and borrowing decisions. Derivative contracts are not used to hedge against any exposure to interest rate risk.

Interest Risk Profile

The interest rate risk profile of the portfolio of financial assets and liabilities at the Statement of Financial Position date

was as follows:

	30 September 2022		30 September 2021
	Weighted average		Weighted average
	interest rate		interest rate
	%	£'000	%	£'000
Floating rate
Financial assets: Money-market funds, cash and short-term deposits	1.06	30,341	(0.24)	29,714
Financial liabilities: Revolving credit facility	0.40	62,012	-	-
Fixed rate
Financial liabilities: Revolving credit facility	1.63	62,012

The weighted average interest rate on the bank balances is based on the interest rate payable, weighted by the total value of the balances. The weighted average period for which interest rates are fixed on the bank balances is 31.0 days (2021: 31.0 days).

The weighted average interest rate on the revolving credit facility is based on the interest rate paid on the individual loan balances, weighted by the duration and value of each individual loan balance outstanding during the financial year.

Interest rate Sensitivity

An increase of 1% in interest rates would have decreased the net assets attributable to the Company's shareholders and decreased the total gain for the year ended 30 September 2022 by £530,000 (2021: £1,000). A decrease of 1% would have increased the net assets attributable to the Company's shareholders and increased the total gain for the year ended 30 September 2022 by £158,000 (2021: £1,000). The calculations are based on the interest paid and received during the year.

19. Fair Value hierarchy

FRS 102 requires an entity to classify fair value measurements using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. The fair value hierarchy has the following classifications:

• Level 1: The unadjusted quoted price in an active market for identical assets or liabilities that the entity can access at the measurement date.

• Level 2: Inputs other than quoted prices included within Level 1 that are observable (i.e., developed using market data) for the asset or liability, either directly or indirectly.

• Level 3: Inputs are unobservable (i.e., for which market data is unavailable) for the asset or liability.

The Company's financial assets and liabilities, measured at fair value in the Statement of Financial Position, are grouped into the following fair value hierarchy at 30 September 2022:

	Level 1	Level 2	Level 3	Total
Financial assets at fair value through profit or loss	£'000	£'000	£'000	£'000
Unquoted investments	-	-	1,192,380	1,192,380
Net fair value	-	-	1,192,380	1,192,380


As at 30 September 2021
	Level 1	Level 2	Level 3	Total
Financial assets at fair value through profit or loss	£'000	£'000	£'000	£'000
Unquoted investments	-	-	1,007,843	1,007,843
Net fair value	-	-	1,007,843	1,007,843

Unquoted Investments

Unquoted investments are stated at the directors' estimate of fair value and follow the recommendations of the EVCA and the BVCA. The estimate of fair value is normally the latest valuation placed on an investment by its manager as at the Statement of Financial Position date. The valuation policies used by the manager in undertaking that valuation will generally be in line with the joint publication from the EVCA and the BVCA, 'International Private Equity and Venture Capital Valuation guidelines'. Fair value can be calculated by the manager of the investment in a number of ways.

In general, the managers with whom the Company invests adopt a valuation approach which applies an appropriate comparable listed company multiple to a private company's earnings or by reference to recent transactions. Where formal valuations are not completed as at the Statement of Financial Position date, the last available valuation from the manager is adjusted for any subsequent cash flows occurring between the valuation date and the Statement of Financial Position date. The Company's Manager may further adjust such valuations to reflect any changes in circumstances from the last manager's formal valuation date to arrive at the estimate of fair value.

ALTERNATIVE PERFORMANCE MEASURES

Alternative performance measures ("APMs") are numerical measures of the Company's current, historical or future performance, financial position or cash flows, other than financial measures defined or specified in the applicable financial framework. The Company's applicable financial framework includes FRS 102 and the AIC SORP.

In selecting these Alternative Performance Measures, the Directors considered the key objectives and expectations of typical investors in an investment trust such as APEO.

Discount

The amount by which the market price per share is lower than the net asset value per share of an investment trust. The discount is normally expressed as a percentage of the net asset value per share.

		As at 30 September 2022	As at 30 September 2021
Share price (p)	a	410.0	498.0
Net Asset Value per share (p)	b	753.2	673.8
Discount (%)	c = (b-a) / b	45.6	26.1

Dividend Yield

The total dividend per ordinary share in respect of the financial year divided by the share price, expressed as a percentage, calculated at the year end date of the Company:

		2022	2021
Dividend per share (p)	a	14.4	13.6
Share price (p)	b	410.0	498.0
Dividend yield (%)	c = a / b	3.5	2.7

NAV Total Return/NAV TR

NAV total return shows how the NAV has performed over a period of time in percentage terms, taking into account both capital returns and dividends paid to shareholders.

This involves reinvesting the net dividend into the NAV at the end of the quarter in which the shares go ex-dividend. Returns are calculated to each quarter end in the year and then the total return for the year is derived from the product of these individual returns.

NAV per share (p) as at 30 September 2021	a	673.8
NAV per share (p) as at 30 September 2022	b	753.2
Price Movement	c = (b - a) / 1	11.8%
Dividend Reinvestment¹	d	2.3%
NAV Total return	e = c + d	14.1%

1 NAV total return assumes investing the dividend in the NAV of the Company on the date on which that dividend goes ex-dividend.

Ongoing Charges Ratio/Expense Ratio

The ongoing charges ratio is calculated as management fees and all other recurring operating expenses that are payable by the Company, excluding the costs of purchasing and selling investments, performance fees, finance costs, taxation, non-recurring costs, and the costs of any share buy-back transactions, expressed as a percentage of the average NAV during the period. The ratio also includes an allocation of the look-through expenses of the Company's underlying investments, excluding performance-related fees.

The ongoing charges ratio has been calculated in accordance with the applicable guidance issued by the Association of Investment Companies ("AIC"), which was last updated in October 2020.

		Year ended 30 September 2022 £'000	Year ended 30 September 2021 £'000
Investment management fee	a	10,600	8,843
Administrative expenses	b	1,054	1,020
Ongoing charges	c = a + b	11,654	9,863
Average net assets	d	1,099,764	899,097
Expense ratio	e = c / d	1.06%	1.10%
Look-through expenses	f	1.67%	1.69%
Ongoing charges ratio	g = e + f	2.73%	2.79%

The look-through expenses represent an allocation of the management fees and other expenses charged by the underlying investments held in the portfolio of the Company. Performance related fees, such as carried interest, are excluded from this figure. This is calculated over a five year historic average, and is recalculated on an annual basis based on the previous calendar year.

Over-commitment Ratio

Outstanding commitments less cash and cash equivalents and the value of undrawn loan facilities divided by portfolio NAV.

		As at 30 September 2022 £000	As at 30 September 2021 £000
Undrawn Commitments	a	678,880	557,051
Less undrawn loan facility	b	(137,988)	(200,000)
Less resources available for investment	c	(30,341)	(29,714)
Net outstanding commitments	d = a - b - c	510,550	327,337
Portfolio NAV	e	1,192,380	1,007,843
Over-commitment ratio	f = d / e	42.8%	32.5%

Share Price Total Return

The theoretical return derived from reinvesting each dividend in additional shares in the Company on the day that the share price goes ex-dividend.

Date		Share price (p)
Share price (p) as at 30 September 2021	a	498.0
Share price (p) as at 30 September 2022	b	410.0
Price Movement	c = (b / a) - 1	-17.7%
Dividend Reinvestment1	d	2.6%
NAV Total return	e = c + d	-15.1%

1 Share price total return assumes reinvesting the dividend in the share price of the Company on the date on which that dividend goes ex-dividend.

The financial information set out above does not constitute the Company's statutory accounts for the years ended 30 September 2022 or 2021 but is derived from those accounts. Statutory accounts for 2021 have been delivered to the registrar of companies, and those for 2022 will be delivered in due course. The auditor has reported on those accounts; their reports were (i) unqualified, (ii) did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying their report and (iii) did not contain a statement under section 498 (2) or (3) of the Companies Act 2006

The statutory accounts for the financial year ended 30 September 2022 have been approved by the Board and audited but will not be filed with the Registrar of Companies until after the Company's Annual General Meeting which will be held at the Balmoral Hotel, Edinburgh at 12:30 on 22 March 2023.

The Annual Report will be posted to shareholders shortly and copies will be available from the Manager or from the Company's website (www.abrdnpeot.co.uk).

For abrdn Private Equity Opportunities Trust plc

abrdn Holdings Limited, Company Secretary

For further information please contact:

Alan Gauld,

Lead Portfolio Manager, abrdn Capital Partners LLP

Tel: 0131 528 4424

William Hemmings

Client Director, Investment Trusts, abrdn

Tel: 020 7463 6223

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Access - APEO gives investors access to high quality private equity managers and private companies

Expertise - The Investment Management team has specialist knowledge in European markets

Investment Objective

INVESTMENT MANAGER'S REVIEW

Case study - primary - Investindustrial

Overview

APEO's Exposure

Previous / current investments

Case study - secondary - Project Ivy

Transaction Overview

Previous / current investments

Case Study - Co-investment- NGE

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