TIDMOCI

RNS Number : 1929L

Oakley Capital Investments Limited

09 September 2021

9 September 2021

Oakley Capital Investments Limited

Interim Results for the Six Months ended 30 June 2021

Oakley Capital Investments Limited(1) ("OCI" or the "Company") today announces its interim results for the six months ended 30 June 2021. OCI is a listed investment company providing consistent, long-term returns in excess of the FTSE All-Share Index by investing in the funds managed by Oakley Capital(2) ("Oakley").

The Oakley Funds invest primarily in unquoted, pan-European businesses across three sectors: Technology, Consumer and Education. Oakley creates value and sustainable growth through performance improvement, business transformation and M&A.

Strong earnings growth from a digitally-focused portfolio drives total NAV return of 11%. Net Assets reach GBP804m, with GBP172m cash available for new investments following four new platform deals

INTERIM FINANCIAL HIGHLIGHTS

 
 --   Net Asset Value ("NAV") per share of 445 pence and NAV of GBP804 million 
 --   Total NAV return of 11% since 31 December 2020 (+45 pence) and 26% since 30 June 2020 (+94 
       pence) 
 --   Increase in portfolio valuation was driven 75% by EBITDA growth and 25% by increase in EV/EBITDA 
       multiple 
 --   Total shareholder return of 28% 
 --   The Company invested GBP95 million and its share of proceeds was GBP51 million 
 --   Cash of GBP172 million at 30 June 2021 
 --   Outstanding Oakley Fund commitments of GBP438 million 
 --   Half-year dividend of 2.25 pence per share, to be paid on 14 October 2021 to shareholders 
       on the register on or before 24 September 2021 
 

PORTFOLIO HIGHLIGHTS

 
 --   Average portfolio company year-on-year EBITDA growth of 35% (2020 annual results: 20%) 
 --   Average portfolio company valuation multiple (EV/EBITDA) of 12.3x (2020 annual results: 11.8x) 
 --   Average net debt to EBITDA ratio of 3.5x (2020 annual results: 3.9x) 
 --   14 of 21 portfolio companies met or exceeded their pre-COVID budgets 
 --   7 0 % of portfolio companies delivering their products or services digitally is key performance 
       driver 
 --   In addition to the increase in Time Out's share price (+16 pence NAV per share uplift), the 
       largest drivers of NAV movement were: 
 
 
 -   IU Group (+15 pence) - financial growth driven by increased student intake, which grew 70% 
      year on year 
 -   TechInsights (+6 pence) - strong performance underpinned by a continuing shift to recurring 
      revenues and an expected rebound in the semiconductor industry 
 -   Wishcard Technologies (+5 pence) - voucher sales continue to show robust growth across B2B 
      and online channels 
 -   Foreign Exchange (-14 pence) - 4.3% increase in GBP:EUR had a negative impact on NAV 
 

PROCEEDS

OCI's share of proceeds from divestments, refinancings and repayment of loans amounted to GBP51 million, consisting of:

 
 --   IU Group - GBP29 million from refinancing 
 --   Daisy Group - GBP17 million from full repayment of an OCI loan to portfolio company 
 --   Daisy Group - GBP5 million from the exit of Fund II's stake in the Digital Wholesale Solutions 
       division 
 

INVESTMENTS IN THE PERIOD

OCI made a total look-through investment of GBP95 million which, aside from some minor follow-on investments, was attributable to four new platform deals:

 
 --   idealista (Fund IV) - GBP43 million - Southern Europe's leading property portal 
 --   Dexters (Fund IV) - GBP13 million - London's premier independent chartered surveyors and estate 
       agents 
 --   ICP Education (Fund IV) - GBP27 million - leading independent group of U.K. children's nurseries 
 --   ECOMMERCE ONE (Origin Fund) - GBP6 million - provider of ecommerce software in German-speaking 
       Europe 
 

CASH & COMMITMENTS

 
 --   Balance sheet - O CI has no leverage and had cash on the balance sheet of GBP172 million at 
       30 June 2021, comprising 21% of NAV 
 --   Recent commitments - OCI's total commitment to the Oakley Capital Origin Fund, which closed 
       in January 2021, was EUR129 (GBP111) million 
 --   Outstanding commitments - total Oakley Fund commitments are GBP438 million 
 

INVESTMENTS POST PERIOD

Notable transactions completing after 30 June 2021 include:

 
 --   ACE Education - Fund III exit and Origin follow-on investment: Origin invested alongside Groupe 
       Amaury to benefit from strong growth potential and the commercial and strategic benefits Amaury 
       offers ACE Education, via its strength in the French market 
 --   Ekon - transformational acquisition: Fund III's combination of PRIMAVERA with Ekon creates 
       the largest independent provider of business software in Iberia 
 --   WindStar Medical - first bolt-on acquisition: adding L.A.B. Cosmetics to WindStar's platform 
       wins access to the 'clean beauty' industry where growth is outpacing the wider beauty market 
 --   Ocean Technologies Group - fifth bolt-on deal: acquiring SAAS provider COMPAS continues the 
       transformation of the business into a diversified software platform for the maritime industry 
 --   OCI purchased for cancellation two million ordinary shares at a price of 354 pence per share 
 

OUTLOOK

Robust earnings growth, strong prospects for investments and realisations, and ample dry powder lay the foundations for a successful full year:

 
 --   Earnings growth - the tech-focused portfolio continues to benefit from accelerating megatrends 
       including the shift to online for consumers and businesses, and global demand for quality, 
       accessible education 
 --   Cash - significant 'dry powder' means OCI is well-placed to meet its commitments to the Oakley 
       Funds as they make new investments during a period of significant opportunity 
 --   Activity - strong prospects for investments and realisations thanks to Oakley's proven and 
       repeatable sourcing strategy, rich pipeline and portfolio of highly attractive assets 
 

The Half-Year Report and Accounts are available on the Company's website:

https://oakleycapitalinvestments.com/investor-centre/publications/

A video overview of the six-month performance is also available here:

https://oakleycapitalinvestments.com/videos/

Caroline Foulger, Chair of Oakley Capital Investments Limited, commented:

"OCI's portfolio has sustained its pattern of strong performance in spite of ongoing COVID-related uncertainty. Impressive earnings growth continues to drive NAV growth, helped by the digital focus of the portfolio companies and the products and services they deliver. The Board is pleased to underline that we remain confident in the long-term outlook for the Oakley Funds and their ability to continue generating consistent value for investors."

Peter Dubens, Managing Partner of Oakley Capital Limited, commented:

"During the period, we continued to demonstrate our capacity to originate and execute off-market deals through our network of business founders, laying the foundations for future growth. Looking ahead, our investment pipeline is very encouraging thanks to our track record as partner of choice for ambitious entrepreneurs and management teams, with whom we adopt proven value creation strategies."

- ends -

Results presentation

A live presentation of the results, delivered by Oakley Capital Partner Steven Tredget, will take place at 09:00 BST today, Thursday 9 September 2021. The presentation will available to view via video webcast at the following link: https://www.investis-live.com/oakley-capital/6127a0e2c746d50a00a93918/yelf

A recording will be made available on the Company's website shortly after the meeting.

For further information please contact:

Oakley Capital Limited

+44 20 7766 6900

Steven Tredget, Investor Relations

Greenbrook Communications Limited

+44 20 7952 2000

Alex Jones / Michael Russell

Liberum Capital Limited (Financial Adviser & Broker)

+44 20 3100 2000

Chris Clarke / Darren Vickers / Owen Matthews

Notes:

LEI Number: 213800KW6MZUK12CQ815

(1) About Oakley Capital Investments Limited ("OCI")

OCI is a Specialist Fund Segment ("SFS") traded investment vehicle that aims to provide shareholders with consistent long-term capital growth in excess of the FTSE All-Share Index by providing liquid access to private equity returns through investment in the Oakley Funds.

A video introduction to OCI is available at https://oakleycapitalinvestments.com/videos/

The contents of the OCI website are not incorporated into, and do not form part of, this announcement.

(2) The Oakley Funds

Oakley Capital Private Equity L.P. and its successor funds, Oakley Capital Private Equity II, Oakley Capital Private Equity III, Oakley Capital IV and Oakley Capital Origin Fund are unlisted lower-mid to mid-market private equity funds that aim to provide investors with significant long-term capital appreciation. The investment strategy of the Funds is to focus on buy-out opportunities in industries with the potential for growth, consolidation and performance improvement.

Oakley Capital, the Investment Adviser

Founded in 2002, Oakley Capital Limited has demonstrated the repeated ability to source attractive growth assets at attractive prices. To do this it relies on its sector and regional expertise, its ability to tackle transaction complexity and its deal generating entrepreneur network.

Important information

Specialist Fund Segment securities are not admitted to the Official List of the Financial Conduct Authority. Therefore, the Company has not been required to satisfy the eligibility criteria for admission to listing on the Official List and is not required to comply with the Financial Conduct Authority's Listing Rules.

The Specialist Fund Segment is intended for institutional, professional, professionally advised and knowledgeable investors who understand, or who have been advised of, the potential risk from investing in companies admitted to the Specialist Fund Segment.

This announcement may include "forward-looking statements". These forward-looking statements are statements regarding the Company's objectives, intentions, beliefs or current expectations with respect to, amongst other things, the Company's financial position, business strategy, results of operations, liquidity, prospects and growth. Forward-looking statements are subject to risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Accordingly the Company's actual future financial results, operational performance and achievements may differ materially from those expressed in, or implied by, the statements. Given these uncertainties, prospective investors are cautioned not to place any undue reliance on such forward-looking statements, which speak only as at the date of this announcement. The Company expressly disclaims any obligation or undertaking to update or revise any forward-looking statements contained herein to reflect actual results or any change in the Company's expectations with regard to them or any change in events, conditions or circumstances on which any such statements are based unless required to do so by the Financial Services and Markets Act 2000, the Listing Rules or Prospectus Regulation Rules of the Financial Conduct Authority or other applicable laws, regulations or rules.

CHAIR'S STATEMENT

Digital focus underpins NAV growth and new investments.

It is very pleasing to report that amidst the ongoing disruption caused by COVID-19, OCI has continued to perform strongly during the period, sustaining a pattern of above-average returns. EBITDA growth of 35% across the investment portfolio underpinned a total NAV return per share of 11% in the six-month period (and 26% over 12 months), thanks to the pronounced digital focus of the companies in the portfolio, as well as the active management provided by the Funds' adviser Oakley Capital. OCI has also benefitted from Oakley's ability to continue sourcing promising investment opportunities at attractive valuations, and several new investments were made by the Funds during the period, laying the foundation for future growth.

While some of our underlying companies remain affected by the pandemic, the Board is pleased to see how many businesses continued to perform well, led most notably by IU Group (formerly Career Partner Group). The tech-focused education business was one of the biggest contributors to NAV growth and is now Germany's largest and fastest-growing university, buoyed by increased demand for quality online learning. Another example of strong performance is market-leading property portal idealista, a new platform investment completed early this year which is already reporting robust growth thanks to growing demand across Southern Europe.

There is a common thread running through these stories that also touches so many more Oakley Fund companies: the growth in global internet usage. This is by no means a new megatrend, but it has gained potency during COVID-19 as more businesses and consumers shift to online, driving demand for the services and products that Oakley's portfolio provides. For example, WebPros' webhosting "software-as-a-service" today supports the operations of more than 80 million websites around the world, Grupo Primavera is helping thousands of Iberian SMEs to migrate their IT systems to the cloud. Meanwhile, more and more consumers are logging on to 7NXT's online fitness classes and nutrition plans. The digital focus of the portfolio means that over 75% of revenues are recurring or subscription-based, providing a degree of income certainty.

New investments

We are encouraged to see the same digital focus informing new investments. In addition to idealista, Oakley made three platform investments during the period, including ECOMMERCE ONE whose software supports online sales for merchants across German-speaking Europe. This transaction essentially combines one business introduced through the Oakley Network of entrepreneurs with another company, which demonstrates yet again the Investment Adviser's ability to execute complex transactions in a much sought-after sector by leveraging its connections to source leading opportunities, outside a traditional, often expensive auction process.

Cash and Commitments

A healthy cash balance provides firepower for new investments. At the end of the period, OCI had no debt and cash reserves of GBP172m, amounting to 21% of NAV. The Board believes this puts OCI in a strong position to take advantage of a promising period for fresh investments in existing Oakley Funds and the opportunity to commit to future funds. History shows that, on average, fund vintages that follow a macroeconomic downturn tend to outperform.

Environmental, Social and Governance & sustainability

At OCI we are committed to promoting responsible investing as a way to de-risk investments and support value creation, since research shows that companies with higher ESG scores tend to outperform the wider market. Oakley integrates ESG considerations throughout its investment cycle, from origination to growth and exit. We have been encouraged by Oakley's further investment in its ESG capabilities, this period helping portfolio companies to adopt more sustainable business practices. This is already beginning to bear fruit: two companies, Alessi and North Sails Apparel, have achieved coveted B Corp status. In addition, OCI is developing its own direct Corporate Social Responsibility strategy to roll out in due course.

Transparency in communications

The Board has made it a priority to enhance shareholder communications and boost transparency by further developing our digital communications. Last year we invested in producing our inaugural digital Annual Report, supported by interactive graphics and video. We are incredibly pleased that this has been recognised by industry body the Association of Investment Companies ('AIC') which awarded OCI "Best Report and Accounts 2021 - Alternative". To boost communication and transparency further we have taken the decision to increase the frequency of OCI's NAV reporting to the market by moving to quarterly updates commencing in 2022.

Discount

At OCI we strongly believe that improved, more frequent communications will help shareholders and would-be investors to better understand our underlying investment strategy, our portfolio and the drivers of NAV growth. While OCI's share price currently sits below the NAV per share, we are confident that these measures, together with ongoing share buybacks and repeated performance, will help the price to better reflect the quality and recurring growth of our underlying assets.

Share purchases

The Board is committed to continuing its programme of share buybacks as an essential tool for value creation, while pursuing a careful approach to cash management that balances buybacks with cash inflows, the pace of existing Fund investment and possible future Fund commitments. Post-period end, the Board authorised a buy-back of 2 million shares, which were acquired and cancelled at a price of 354p. It is also pleasing to see sustained share purchases by Board members and Oakley partners during the period, and their combined holding has now reached 11%, ensuring that the interests of the Board and Oakley Capital are aligned with our shareholders. At the same time, the shareholder registry has further diversified, and the top ten shareholders' combined holding has fallen further from 80% in 2018 to 64% as at 30 June 2021. We continue to welcome an increasing number of private investors onto the register, attracted by the liquid access and superior returns that OCI provides.

Dividend

In April, a final dividend of 2.25 pence per share was paid for the period ended 31 December 2020. We are pleased to announce that an interim dividend of 2.25 pence per share will be paid in October 2021.

Outlook

Whilst the global economy has generally rebounded strongly from the depths of COVID-19, the ongoing pandemic continues to cause uncertainty for certain businesses. In this environment, it is reassuring to see that our underlying portfolio companies have continued to perform well, thanks to the digital focus of their business models, and a strong focus on active management, which you can read more about in the Investment Adviser's report. At the same time, Oakley has continued its solid track record in sourcing promising, proprietary investments, thereby avoiding the more expensive deals that bedevil the wider private equity industry, thus laying the foundations for future, sustainable NAV growth. The Board is pleased to underline that we remain confident in the long-term outlook for the Oakley Funds and their ability to continue generating consistent value for investors.

Caroline Foulger

Chair

8 September 2021

INVESTMENT ADVISERS REPORT

Oakley's effective origination strategy means the firm continues to unearth attractive, proprietary investment opportunities.

It is testament to the resilience of private equity that the industry has rebounded so strongly since the depths of the pandemic. Over the past 18 months, deal-making and fundraising have surged to new records, and private equity firms are now sitting on more than $2.2 trillion of so-called "dry powder"1 ready to pour into new investments. That is pushing up valuations, especially in the "hot" sectors that have performed so well during the pandemic, such as technology and business software. This market exuberance inevitably raises investor concerns about the impact it may have on future returns as more money chases fewer deals. The good news is that Oakley's effective origination strategy means the firm continues to unearth attractive, proprietary investment opportunities in sought-after sectors. At the same time, Oakley's portfolio of tech-enabled businesses continues to profit from the exciting megatrends that have accelerated during the pandemic.

Sustaining EBITDA growth

While some companies remain impacted by COVID-19 restrictions, the majority of Oakley's investments performed well during the period. On average, EBITDA across the portfolio grew 35% over the last 12 months, buoyed by growing trends including the shift to online shopping, the migration of business IT to the cloud and the increasing international demand for quality, accessible education. EBITDA growth is also supported by a programme of investment to help portfolio companies realise their full potential. During the period, Oakley continued to enable management teams to recruit key talent, professionalise their business models by enhancing business processes and controls, transform their digital marketing and e-commerce offerings and execute transformational M&A. A strong example of this is Ekon's recent combination with PRIMAVERA to create Iberia's leading independent provider of business software, with a mission to help thousands of SMEs in the region to migrate their IT systems to the cloud. Oakley's focus on sustainability and ESG factors, the screening process pre-investment and through ownership to exit, not only helps mitigate investment risk, but helps build value by de-risking business models for future investors. During the period, North Sails became the second portfolio company to gain coveted B Corp status, underlining the company's commitment to sustainable growth.

Effective origination

Oakley has also continued to benefit from an origination strategy that is proven to uncover the most promising investment deals. The opportunity to invest in ECOMMERCE ONE was introduced to us by a German tech entrepreneur with deep sector expertise who Oakley had previously partnered with on its investment in consumer technology company Wishcard Technologies Group in 2019. The ECOMMERCE ONE deal, completed in June this year, demonstrates the effectiveness of Oakley's entrepreneur network for sourcing proprietary deals as well as leveraging valuable market insights to help assess opportunities. Proactive sector screening is another key part of Oakley's origination strategy. Our investment in children's nursery group ICP Education followed a detailed sector screening exercise that identified attractive and compelling market drivers in early years education. ICP also builds on our significant experience as one of the most active investors in Europe's education sector. Meanwhile, our investment in London estate agents Dexters demonstrates our willingness to embrace complex investment situations, building on our track record and capabilities to unearth pockets of value that can form the foundation for future market leaders. These latest investments have sustained our long-term record: 75% of investments are uncontested deals and 40% are carve-outs.

The case for reinvestments

The growing surplus of capital in the private equity market means there is robust interest in acquiring our businesses when it comes to exit, supporting high valuations. Often, Oakley decides to reinvest in its businesses to ensure investors can continue to benefit from the strong growth of its most promising portfolio companies. In 2019 Oakley reinvested in WebPros, which has continued to generate double-digit earnings growth. In July this year, and immediately after the period end, Origin reinvested in ACE Education alongside France's Groupe Amaury in order to benefit from the growing demand for quality, vocational higher education across Europe. Our collaboration with Amaury also demonstrates Oakley's ability to forge deep strategic partnerships with other like-minded investors that help to expand our networks and capabilities. Our reinvestment in WebPros was made alongside CVC, Europe's largest private equity investor. Meanwhile, our partnership with EQT on idealista builds on our joint collaboration with Facile, Italy's leading price comparison website.

Hybrid working delivers

The disruption caused by the COVID-19 pandemic has forced businesses to completely change the way they work, and private equity is no exception, with key activities including deal-making and fundraising impacted. Last year, Oakley successfully raised the maiden Origin fund, largely completing its investor meetings and due diligence virtually. The benefits of maintaining a flexible approach to hybrid working through a mix of working in the office and at home, sustained by digital communications, are very clear: improved efficiencies, reach and accessibility across the firm. Better collaboration between teams and across offices supports better outcomes in terms of finding new deals and building successful businesses. The success from rolling out our hybrid working model without compromising Oakley's culture has given us the confidence to expand our geographic footprint, even during a pandemic. Oakley's Milan office will open later this year, adding to our existing hubs in London, Munich and Luxembourg, boosting the firm's ability to find new deals, deepen its network and support portfolio companies in an important market for Oakley.

The way ahead

As cash-rich private equity investors explore new strategies to allocate their capital, Oakley remains resolutely focused on its core, proven investment strategy: backing high-growth, attractive private businesses in the European mid-market. Indeed, we believe this strategy will continue to provide promising opportunities as companies remain private for longer, and more founders turn to private equity not just for capital but also to leverage their know-how and support as they seek to grow their businesses post-pandemic. Oakley has a rich pipeline of exciting investment prospects thanks to its strong origination platform. It has the right sector focus and track record, and a well-resourced investment team and operating platform, to help companies grow, generate jobs and wealth, and to sustain strong returns for investors

(1) Source: S&P Global Market Intelligence.

ENVIRONMENTAL, SOCIAL & GOVERNANCE

The Board has endorsed Oakley's policy to advise on the investment of the Company's resources in a responsible manner. In the period, Oakley has focused on the following key areas of ESG, consistent with its belief that investing responsibly protects and creates value:

Cybersecurity

Cybersecurity maturity assessments have been undertaken across the portfolio (with some still ongoing) and bespoke roadmaps for improvement have been developed.

Climate

Oakley has joined initiative Climate International ('iCI') - a private equity action group on climate change, with a collective commitment to understand and reduce carbon emissions of private equity-backed companies and secure sustainable investment performance.

Diversity & Inclusion

D&I Committee and working groups have been formed with a focus on recruitment, culture and training.

OCI NAV OVERVIEW

OCI's NAV grew from GBP728 million to GBP804 million, an increase of 11% since 31 December 2020 to 445 pence per share.

Proceeds during the period(1)

During the period, OCI's share of proceeds from divestments, refinancings and repayment of loans amounted to GBP51 million, consisting of:

-- Realisations - GBP5 million - the exit of Fund II's stake in the Digital Wholesale Solutions division of the Daisy Group;

   --      Refinancings - GBP29 million - the refinancing of IU Group; 
   --      Direct debt repayment - GBP17 million - the full repayment of a loan to the Daisy Group. 

Investments during the period(1)

During the period, OCI made total look-through investments of GBP95 million, of which GBP89 million were platform investments, and GBP6 million were bolt-on and follow-on investments, comprising:

-- Platform investments - GBP89 million - the acquisitions of idealista (Fund IV), Dexters (Fund IV), ICP Education (Fund IV) and ECOMMERCE ONE (Origin Fund);

-- Bolt-on and follow-on investments - GBP6 million - a bolt-on to Grupo Primavera, and further investments into North Sails and Globe-Trotter.

(1) Proceeds and investments are included on a look-through basis.

OUTSTANDING COMMITMENTS OF OCI

Outstanding commitments to the Oakley Funds as at 30 June 2021 were GBP437.8 million, of which GBP212.9 million was to Fund IV and GBP107.7 million to the Origin Fund, both of which are currently in their investment period. Funds I and II are in the realisation phase and Fund III has reached the end of its investment period with future acquisitions limited to bolt-on investments to the current portfolio.

OCI has no leverage and had cash on the balance sheet of GBP171.5 million at 30 June 2021. Cash has decreased from GBP223.1m at 31 December 2020, largely due to two capital calls to finance Fund IV's investments in idealista and ICP Education. Cash represents 21% of total NAV at 30 June 2021 (31% at 31 December 2020).

 
                                                             Outstanding   Outstanding 
                                                               at 30 June    at 30 June 
                                           Total commitment    2021          2021 
Fund                        Fund vintage     (EURm)            (EURm)        (GBPm)      % of NAV 
                            -------------  ----------------  ------------  ------------  -------- 
Oakley Fund I               2007           202.4             2.8           2.4           0 
--------------------------  -------------  ----------------  ------------  ------------  -------- 
Oakley Fund II              2013           190.0             13.3          11.4          1 
--------------------------  -------------  ----------------  ------------  ------------  -------- 
Oakley Fund III             2016           325.8             120.6         103.4         13 
--------------------------  -------------  ----------------  ------------  ------------  -------- 
Oakley Fund IV              2019           400.0             248.0         212.9         27 
--------------------------  -------------  ----------------  ------------  ------------  -------- 
Origin Fund                 2020           129.3             125.4         107.7         13 
--------------------------  -------------  ----------------  ------------  ------------  -------- 
Outstanding commitments                                      510.1         437.8         54 
-----------------------------------------  ----------------  ------------  ------------  -------- 
Cash and cash equivalents                                                  171.5         21 
-----------------------------------------  ----------------  ------------  ------------  -------- 
Net outstanding commitments unfunded 
 by cash resources at the 
 year end                                                                  266.3         33 
-----------------------------------------------------------  ------------  ------------  -------- 
 

OVERVIEW OF OCI'S UNDERLYING INVESTMENTS

OCI's NAV at 30 June 2021 was GBP804 million, a NAV per share of 445 pence.

 
                                                             Year of 
Investments                    Sector      Location           investment  Open cost  Fair value 
 
Fund I 
Time Out                       Consumer    Global            2010         GBP57.9m   GBP32.9m 
                               ----------  ----------------  -----------  ---------  ---------- 
OCI's proportionate allocation of Fund I investments (on                             GBP32.9m 
 a look through basis) 
                                                                          ---------  ---------- 
Other Assets and Liabilities                                                         (GBP3.5m) 
                                                                          ---------  ---------- 
OCI's investment in Fund I                                                           GBP29.4m 
                                                                          ---------  ---------- 
 
Fund II 
North Sails                    Consumer    Global            2014         GBP43.8m   GBP34.3m 
                               ----------  ----------------  -----------  ---------  ---------- 
Daisy                          Technology  UK                2015         GBP8.5m    GBP11.5m 
                               ----------  ----------------  -----------  ---------  ---------- 
OCI's proportionate allocation of Fund II investments                                GBP45.8m 
 (on a look through basis) 
                                                                          ---------  ---------- 
Other Assets and Liabilities                                                         GBP4.0m 
                                                                          ---------  ---------- 
OCI's investment in Fund II                                                          GBP49.8m 
                                                                          ---------  ---------- 
Fund III 
Casa & atHome                  Technology  Italy/Luxembourg  2017         GBP0.0m    GBP8.5m 
                               ----------  ----------------  -----------  ---------  ---------- 
Schülerhilfe              Education   Germany           2017         GBP30.0m   GBP45.9m 
                               ----------  ----------------  -----------  ---------  ---------- 
TechInsights                   Technology  Canada            2017         GBP0.3m    GBP25.8m 
                               ----------  ----------------  -----------  ---------  ---------- 
ACE Education                  Education   France            2017         GBP6.9m    GBP15.8m 
                               ----------  ----------------  -----------  ---------  ---------- 
IU Group                       Education   Germany           2018         GBP0.0m    GBP99.0m 
                               ----------  ----------------  -----------  ---------  ---------- 
Facile                         Technology  Italy             2018         GBP20.0m   GBP40.3m 
                               ----------  ----------------  -----------  ---------  ---------- 
Grupo Primavera                Technology  Spain             2019         GBP22.6m   GBP22.6m 
                               ----------  ----------------  -----------  ---------  ---------- 
Iconic BrandCo                 Consumer    Italy/UK          2019/2020    16.3m      GBP16.3m 
                               ----------  ----------------  -----------  ---------  ---------- 
OCI's proportionate allocation of Fund III investments                               GBP274.4m 
 (on a look through basis) 
                                                                          ---------  ---------- 
Other Assets and Liabilities                                                         (GBP42.1m) 
                                                                          ---------  ---------- 
OCI's investment in Fund III                                                         GBP232.3m 
                                                                          ---------  ---------- 
Fund IV 
Ocean Technologies Group       Education   Norway/UK         2019         GBP20.8m   GBP26.5m 
                               ----------  ----------------  -----------  ---------  ---------- 
Wishcard Technologies Group    Consumer    Germany           2019         GBP15.8m   GBP29.4m 
                               ----------  ----------------  -----------  ---------  ---------- 
Contabo                        Technology  Germany           2019         GBP4.8m    GBP18.4m 
                               ----------  ----------------  -----------  ---------  ---------- 
WebPros                        Technology  Switzerland/USA   2020         GBP43.4m   GBP55.6m 
                               ----------  ----------------  -----------  ---------  ---------- 
Windstar                       Consumer    Germany           2020         GBP29.2m   GBP29.2m 
                               ----------  ----------------  -----------  ---------  ---------- 
idealista                      Technology  Spain             2021         GBP41.5m   GBP41.5m 
                               ----------  ----------------  -----------  ---------  ---------- 
Dexters                        Consumer    UK                2021         GBP13.4m   GBP14.7m 
                               ----------  ----------------  -----------  ---------  ---------- 
ICP Education                  Education   UK                2021         GBP26.9m   GBP26.9m 
                               ----------  ----------------  -----------  ---------  ---------- 
OCI's proportionate allocation of Fund IV investments                                GBP242.2m 
 (on a look through basis) 
                                                                          ---------  ---------- 
Other Assets and Liabilities                                                         (GBP82.7m) 
                                                                          ---------  ---------- 
OCI's investment in Fund IV                                                          GBP159.5m 
                                                                          ---------  ---------- 
 
Origin Fund 
7NXT                           Technology  Germany           2020         GBP10.2m   GBP13.9m 
                               ----------  ----------------  -----------  ---------  ---------- 
ECOMMERCE ONE                  Technology  Germany           2021         GBP5.8m    GBP5.8m 
                               ----------  ----------------  -----------  ---------  ---------- 
OCI's proportionate allocation of Origin Fund investments                            GBP19.7m 
 (on a look through basis) 
                                                                          ---------  ---------- 
Other Assets and Liabilities                                                         (GBP16.1m) 
                                                                          ---------  ---------- 
OCI's investment in Origin Fund                                                      GBP3.6m 
                                                                          ---------  ---------- 
 
Direct investment 
Time Out               Equity  Consumer    Global                                    GBP40.1m 
                       ------  ----------  ----------------  -----------  ---------  ---------- 
North Sails            Debt    Consumer    Global                                    GBP66.6m 
                       ------  ----------  ----------------  -----------  ---------  ---------- 
North Sails Apparel    Debt    Consumer    Global                                    GBP44.3m 
                       ------  ----------  ----------------  -----------  ---------  ---------- 
Fund Facilities        Debt    n/a         n/a                                       GBP6.9m 
                       ------  ----------  ----------------  -----------  ---------  ---------- 
Total direct investments                                                             GBP157.9m 
                                                                          ---------  ---------- 
 
Total OCI investments                                                                GBP632.5m 
                                                                          ---------  ---------- 
Cash, other assets and liabilities                                                   GBP171.9m 
                                                                          ---------  ---------- 
 
Total OCI NAV                                                                        GBP804.4m 
                                                                          ---------  ---------- 
 

Other Assets and Liabilities comprise OCI's share of, primarily, cash, receivables and third-party fund debt facilities.

Direct equity securities

Investor's confidence in Time Out's ability to bounce back from the pandemic was reflected in a significant increase in the share price from 35.5p at 31 December 2020 to 59.5p at 30 June 2021. 2020 was a challenging year for Time Out due to the unprecedented impact of COVID-19, however the measures that the Company has taken to adapt the re-opening of the Time Out Markets and the further strengthening of the balance sheet by successfully completing an equity placing in April, raising GBP17 million, has enabled the performance of the business to improve in 2021.

Direct debt securities

The Company provides debt facilities to certain portfolio companies. These are provided at market interest rates, allowing OCI to generate higher returns than would be earned on cash reserves.

Fund II exited the Digital Wholesale Solutions division of the Daisy Group. A direct loan of GBP17.5 million, including interest was repaid to OCI using part of the proceeds from the realisation. At the period end, loans to the portfolio company North Sails were GBP110.9 million.

The Company also provides an annual revolving credit facility to Fund I which was renewed in June 2021.

SUPPLEMENTARY INFORMATION

DIRECTORS' REPORT

Financial prospects and position

The Board has considered the sustainability and resilience of the Company's business model over the long term, including consideration of the impacts of COVID-19, and has based its assessment of the prospects of the Company on this consideration. This period of assessment of long-term prospects is greater than the period over which the Board has assessed the Company's viability.

The Board considers three years as the most appropriate time period over which to assess the long-term viability of the Company, as required by the AIC Code. This time period has been chosen as a reasonable period over which the Board can reasonably, and with a sufficient degree of likelihood, assess the Company's prospects and over which the existing Oakley Fund commitments will largely be drawn.

The Board has established procedures which provide a reasonable basis to make proper judgments on an ongoing basis as to the principal risks, financial position and prospects of the Company.

Regular reporting to the Risk Committee of the Board provides for ongoing analysis and monitoring against risk appetite. Strategic considerations of the Board as it relates to financial prospects of the Company include:

   --      Use of leverage. The Company has to date chosen not to lever its balance sheet. 

-- Foreign exchange risk hedging. The Company does not hedge its foreign exchange exposure due to the unpredictable timing and quantum of private equity fund capital calls and distributions.

-- Cash management - monitoring of cash flow forecasts enabling the Company to meet ongoing commitments to the Funds.

-- Commitment to future Oakley Fund contributions based on analyses of liquidity forecasts and investment opportunities

-- Utilising, periodically, surplus cash balances to implement share buy-backs for cancellation.

After making enquiries and given the nature of the Company and its investments, the Directors, after due consideration, conclude that the Company will be able to continue for the foreseeable future (being a period of 12 months from the date of this report). Furthermore, the Directors are not aware of any material uncertainty regarding the Company's ability to do so.

In reaching this conclusion, the Directors have assessed the nature of the Company's assets and cash flow forecasts and consider that adverse investment performance should not have a material impact on the Company's ability to meet its liabilities as they fall due. Accordingly, they are satisfied that it is appropriate to adopt a going concern basis in preparing these Consolidated Financial Statements.

Responsibility statement of the Directors in respect of the Annual Report

Each of the Directors, whose names and functions are listed in the Directors and Advisers section of this report, confirms that, to the best of his/her knowledge:

-- the Interim Report includes a fair review of the development and performance of the business and the position of the Company;

-- the consolidated interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting and give a true and fair view of the assets, liabilities, financial position and results of the Company, and are in compliance with the requirements set out in the Bermuda Companies Act 1981 (as amended);

   --      the Interim Report includes a fair review of the information required by: 

a) 4.2.7R of the Disclosure Guidance and Transparency Rules, being an indication of important events that have occurred during the first six months of the current financial year and their impact on the consolidated interim financial statements, and a description of the principal risks and uncertainties for the remaining six months of the year; and

b) 4.2.8R of the Disclosure Guidance and Transparency Rules, being all related party transactions that have taken place in the first six months of the current financial year which have materially affected the financial position or performance of the Company during that period and any changes in the related party transactions described in the Annual Report and accounts that could materially affect the financial position or performance of the Company during the first six months of the current financial year; and

-- the consolidated interim financial statements should be read in conjunction with the latest Annual Report and financial statements which were prepared in accordance with IFRS. These financial statements provide the information necessary to assess the Company's position and performance, business model and strategy, and is fair, balanced and understandable.

On behalf of the Board.

Caroline Foulger

Chair

8 September 2021

Principal Risks and Uncertainties

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

Key risks and uncertainties of the Company are assessed on a scale, considering their impact and likelihood. The Committee monitors detailed and, wherever possible, quantifiable indicators of the Company's exposure to risk, segmented into five core categories, summarised below. During 2021, regular consideration was given to the impact COVID-19 had in each of the five categories of risk.

Principal risks

Financial performance

 
Risks and uncertainties      Impact                      Mitigation 
 
The Company's investment     The main driver             During the period, the Board considered 
 activities expose            of the Company's            the impact of COVID-19 on valuations. Specifically, 
 it to a variety              performance is              this included monitoring the impact on 
 of financial risks           the valuation of            operating and financial performance of 
 that include credit,         the underlying              portfolio companies. Whilst some impact 
 liquidity, interest          portfolio companies         remains, the portfolio has continued to 
 rate, currency               held by the Oakley          benefit from an investment focus on technology-enabled 
 and valuation risk.          Funds as well as            businesses. 
 Further details              its direct investments.     The credit risk of lending to the Oakley 
 are disclosed in             The Audit Committee         Funds or direct debt investments in portfolio 
 Note 5 to the Consolidated   and Risk Committee          companies is considered on a case-by-case 
 Financial Statements.        consider valuation          and aggregate basis by the Board and Risk 
                              methods and estimates       Committee. Direct credit investments continued 
                              used by Oakley              to be reduced during 2021, with North Sails 
                              to value the Funds.         and a loan to Oakley Fund I being the only 
                              This includes monitoring    investments remaining, as part of a continued 
                              the movements in            strategy towards a clear focus on Fund 
                              the valuations              investments. 
                              of the underlying           Strength in GBP has had a negative impact 
                              portfolio on a              on the Company's NAV in 2021. However, 
                              quarterly basis             the Company holds investments in portfolio 
                              and challenges              companies located outside the UK, notably 
                              movements which             Western Europe, which are valued in non-GBP 
                              differ from expectations.   currencies. The Company may hedge the foreign 
                              Material changes            exchange exposure to any non-GBP investments 
                              in valuations have          as deemed appropriate by the Board from 
                              a significant impact        time to time. The Risk Committee considers 
                              on performance.             potential hedging strategies for recommendation 
                                                          to the Board, and has to date recommended 
                                                          not to hedge any currency risk aside from 
                                                          keeping a nominal amount of cash holding 
                                                          in GBP for servicing three years' operating 
                                                          expenses. 
                                                          The Company is indirectly exposed to interest 
                                                          rate risk through the debt facilities held 
                                                          by the Oakley Funds. The fixed interest 
                                                          rate direct debt investments on OCI's balance 
                                                          sheet has a weighted duration of less than 
                                                          one year at any given time, thus not considered 
                                                          a material interest rate or inflation risk. 
                                                          This risk is therefore not currently deemed 
                                                          to be significant given the current low 
                                                          interest rate environment, but is regularly 
                                                          monitored by the Board. 
                             --------------------------  ------------------------------------------------------- 
 
 

Company performance

 
Risks and uncertainties  Impact                      Mitigation 
 
The Risk Committee       The Company considers       Consistent with guidelines and tolerances 
 monitors and manages     the most impactful          set by the Board, the Committee considers 
 a Board-set appetite     drivers of its              potential corrective action within its 
 on Company performance   performance to              control, in the event of tolerances being 
 with a clear focus       be the pipeline             exceeded. 
 on stakeholder           of Fund investments         The availability of investment pipeline, 
 interests as measured    available for investment,   i.e. future Oakley Fund investment opportunities, 
 by share price.          relative to liquid          are considered in tandem with the opportunity 
 Shareholder return,      cash positions,             cost of potential cash drag relative to 
 NAV return, share        and underlying              liquidity risk. Dividend policy and share 
 price discount           portfolio Company           buy-back programmes are also considered 
 to NAV and dividend      performance in              in tandem with liquidity risk. 
 yield are all actively   the Fund investments. 
 monitored and actions    Reputational risk, 
 recommended for          sustainability 
 Board approval           considerations 
 as deemed appropriate.   and dividend policy 
                          are also factored 
                          into performance 
                          management. 
                         --------------------------  -------------------------------------------------- 
 
 

Operational risk

 
Risks and uncertainties 
 Risks and uncertainties    Impact                     Mitigation 
 
(i) Outsourcing             (i) Outsourcing            (i) Outsourcing 
 The Company relies          Significant disruption     Through the Management Engagement Committee, 
 heavily upon the            of service providers       regular reviews of the performance of service 
 services provided           could have adverse         providers (including the Administrative 
 by contracted third-party   impacts on timing          Agent and Investment Adviser) are conducted. 
 advisers. The valuation     and quality of             The performance assessment considers cost, 
 of the underlying           financial reporting        efficiency, internal controls, performance, 
 portfolio companies,        and safeguarding           key person risk and compliance with the 
 cyber security,             of assets.                 terms of arrangements. The results of these 
 data management,                                       reviews are shared with the Board and monitored 
 accounting records                                     by the Risk Committee as part of the appetite. 
 and maintenance                                        From 1 July 2021, Oakley Capital Limited 
 of regulatory and                                      replaced Mayflower Management Services 
 legal requirements,                                    (Bermuda) Limited as the Administrator. 
 depend on the effective                                The Administrator is responsible for the 
 operation of key                                       Company's general administrative requirements 
 service providers.                                     such as the calculation of the net asset 
                                                        value and net asset value per share and 
                                                        maintenance of the Company's accounting 
                                                        records. 
                                                        Oakley Capital Limited is a related party 
                                                        to the Company. Prior to appointment, an 
                                                        independent fairness opinion was obtained 
                                                        and no issues were found with the arrangement. 
                                                        There is a clear segregation of duties 
                                                        between the Administrator and the Investment 
                                                        Adviser functions. 
                            -------------------------  ---------------------------------------------------- 
 
(ii) Governance             (ii) Governance            (ii) Governance 
 The effective               Strong governance          The Company has a clear commitment to 
 operation of the            is recognised as           governance with tone set by the Board. 
 Board, including            a key performance          The Nomination Committee is responsible 
 its composition             measure and is             for selection of Directors and evaluation 
 and skills mix,             embedded in all            of the Board and individual Directors annually. 
 is key to the continued     activities of the          The Company implements strict policies 
 success of the              Company. Good governance   to track, monitor and mitigate conflicts 
 Company and is              has a positive             of interest on both an individual and transactional 
 monitored by the            impact on performance.     basis. All Directors were re-appointed 
 Risk Committee                                         at the AGM of the Company on 26 July 2021. 
 and overseen by                                        The Risk Committee maintains a register 
 the Nomination                                         of potential conflicts of interest for 
 Committee of the                                       appropriate mitigation in the event of 
 Board.                                                 perceived conflicts, and ensures appropriate 
                                                        implementation of necessary protocol when 
                                                        decisions are taken. 
                            -------------------------  ---------------------------------------------------- 
 

Regulatory risk

 
Risks and uncertainties  Impact                  Mitigation 
 
Changes in legislation,  Cost and resourcing     The Governance, Regulatory and Compliance 
 regulation and/or        implications of         Committee tracks and reports on emerging 
 government policy        new and/or changing     regulatory, tax and legal developments potentially 
 could significantly      regulation can          impacting the Company. These are monitored 
 impact the Company's     result in material      within the Company's risk framework. The 
 performance.             impacts to the          Committee receives regular reporting and 
                          Company.                input from the Company's legal counsel (both 
                          Compliance failures     UK and Bermuda), financial adviser, and Oakley's 
                          can further result      internal compliance team. 
                          in penalties, censure 
                          or reputational 
                          damage. 
                         ----------------------  --------------------------------------------------- 
 
 

Liquidity risk

 
Risks and uncertainties    Impact                     Mitigation 
 
As the Company             The ability to             The Company maintains a level of liquidity 
 invests in illiquid        meet ongoing operational   to enable it, based on cash flow projections, 
 private equity             liquidity needs            to meet its capital commitments to the Oakley 
 closed-ended funds         and capital calls          Funds as well as being able to participate 
 and direct private         related to Fund            in any other potential investment opportunities 
 debt and equity            commitments is             within its strategy. Cash flow models are 
 investments, forecasting   of the highest             reviewed at least quarterly to manage cash 
 cash flows is              priority for the           throughout the investment cycle. This enables 
 a key component            Company. The level         the Company to fulfil its commitments as 
 in managing liquidity      of new Fund commitment     they fall due, manage longer-term commitments, 
 risk. These cash           is driven from             actively manage liquid cash resources, and 
 flow forecasts             longer-term future         consider the capacity to commit to future 
 include significant        Fund cash flow             Oakley Funds. 
 estimates as to            projections, which         The Risk Committee actively monitors future 
 timing and quantum         are considered             cash flow forecasts with a focus on understanding 
 of cash inflows            within a range             key assumptions and estimates, and maintenance 
 and outflows.              of probabilities.          of liquidity within established risk tolerances. 
                           -------------------------  -------------------------------------------------- 
 
 

SHAREHOLDER INFORMATION

Financial calendar

The announcement and publication of the Company's results is expected in the months shown below:

 
January    Trading update for 
            the 
            year announced 
March      Final results for 
            the year announced, 
            Annual Report published 
           ------------------------ 
April      Payment of final 
            dividend 
           ------------------------ 
July       Interim trading 
            update announced 
           ------------------------ 
September  Interim results 
            announced, 
            Interim Report 
            published 
           ------------------------ 
October    Payment of interim 
            dividend 
           ------------------------ 
 

Dividend

The final dividend proposed in respect of the period ended 30 June 2021 is 2.25 pence per share.

 
Ex-dividend date         23 September 
 (date from which         2021 
 shares are transferred 
 without dividend) 
Record date (last        24 September 
 date                     2021 
 for registering 
 transfers 
 to receive the 
 dividend) 
                         --------------- 
Dividend payment         14 October 2021 
 date 
                         --------------- 
 

Share dealing

Investors wishing to purchase or sell shares in the Company may do so through a stockbroker, financial adviser, bank or share-dealing platforms.

To purchase this investment, you must have read the Key Information Document ('KID') before the trade can be executed. In accordance with Article 15 of the PRIIPs RTS (2017/653), an updated KID is available on the Company's website at https://oakleycapitalinvestments.com/publication-category/other-publications/

If you are proposing to use Computershare Investor Services PLC to purchase shares, please contact them directly and they will provide you with the KID either by email or post.

You can contact them on +44 370 703 0084.

Important information

Past performance is not a reliable indicator of future results. The value of OCI shares can fall as well as rise and you may get back less than you invested when you decide to sell your shares.

WHY INVEST IN LISTED PRIVATE EQUITY?

Private equity targets investments in privately owned businesses across all sectors, from recognisable household names to companies with significant growth potential. It then seeks to help these companies maximise their value during the holding period. While private equity funds are not accessible to most private investors, one attractive alternative is buying shares in listed investment companies that provide access to these funds and the performance of the private companies they back.

A bigger pond and superior performance

The number of public companies in North America and Europe is decreasing by just over 2% per annum, reflecting a simultaneous decline in IPOs and an increase in delistings and take-private transactions. In contrast, private equity continues to grow in scale and sophistication, with the industry reaching $4.5 trillion in global assets under management at the end of the first half of 2020(1) .This has resulted in the number of private equity-backed companies increasing by over 8% per annum, a trend that looks set to continue as businesses favour access to abundant levels of capital and expertise to drive long-term growth, without the distractions of public ownership(2) .

Global private equity has achieved consistently strong returns throughout the past decade and has continued to outperform during the COVID-19 pandemic, as the asset class's long-term investment horizon is well placed to weather short-term disruption. The sector benefits from portfolio diversity and reduced volatility through exposure to a range of fast-growing companies, often in sectors that are harder to access through public markets. As a result, the global private equity benchmark has consistently outperformed the FTSE All-share index during the past ten years, with both revenue and profit growth consistently superior to listed companies globally.

Democratising access to private equity returns

Due to the investment ticket size and the conventional ten-year term of commitment required, typical private equity fund investors are large institutions such as pension funds, insurance companies or sovereign wealth funds. For most retail investors, private equity funds are unattainable.

Listed private equity offers a solution to these barriers. Private equity investment trusts are publicly listed companies that commit capital to private equity funds. Investors can buy and sell shares as with any public company, reducing the minimum level of investment required to the price of one share. This increases liquidity for the fund, whilst allowing retail investors to benefit from superior returns.

A hands-on approach

Private equity investment isn't solely about access to capital. It also allows high-quality private companies to benefit from private equity managers' operational professionals, who bring deep sector expertise and engage with companies on a daily basis. They may hold seats on boards, enabling them to embed deeply within organisations and directly oversee the enhancement of a company's value.

Management fees reflect the value of this active approach, meaning that they are typically higher than those of a public equity fund. However, the benefits of an engaged, experienced manager are manifested in the Fund's returns. When selecting a manager, therefore, it is important to choose one that has a strong track record.

The Company has been listed since 2007 and provides access to Oakley Capital's proven record of sourcing high-quality, diversified investments; supporting their growth through active management; and selling them at attractive multiples. The companies Oakley backs, typically enjoy a set of key characteristics: market leader in their chosen niche; stable, recurring revenue streams; diversified customer bases; opportunities to expand service proposition; and scope for mergers and acquisitions. The result for shareholders is access to a globally diversified, carefully selected portfolio which provides market-leading returns.

(1) Source: Preqin.

(2) Source: Pitchbook.

FINANCIAL STATEMENTS

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED)

The financial statements and notes to the financial statements are unaudited for the periods to and as at 30 June 2020 and 30 June 2021. All 31 December 2020 balance sheet items and 12 month figures to 31 December 2020 are audited.

 
                                                                6 months ended  6 months ended 
                                                                 30 June 2021    30 June 2020 
                                                         Notes   GBP'000         GBP'000 
Income 
                                                         -----  --------------  -------------- 
Interest income                                                  4,949           5,375 
                                                         -----  --------------  -------------- 
Net realised gains (losses) on investments at 
 fair value through profit and loss                      6, 7    21,926          191,260 
                                                         -----  --------------  -------------- 
Net change in unrealised gains (losses) on investments 
 at fair value through profit and loss                   6, 7    59,458          (189,109) 
                                                         -----  --------------  -------------- 
Net foreign currency gains (losses)                              (3,945)         15,670 
                                                         -----  --------------  -------------- 
Other income                                                     114             147 
                                                         -----  --------------  -------------- 
Total Income                                                     82,502          23,343 
                                                         -----  --------------  -------------- 
 
Expenses                                                 10      (1,960)         (5,475) 
                                                         -----  --------------  -------------- 
 
Profit attributable to equity shareholders/total 
 comprehensive income                                            80,542          17,868 
                                                         -----  --------------  -------------- 
 
Earnings per share 
                                                         -----  --------------  -------------- 
Basic and diluted earnings per share                     11      GBP0.45         GBP0.09 
                                                         -----  --------------  -------------- 
 

CONSOLIDATED BALANCE SHEET (UNAUDITED)

 
                                                 As at                    As at 
                                                  30 June  As at           30 June 
                                                  2021      31 December    2020 
                                          Notes   GBP'000   2020 GBP'000   GBP'000 
Assets 
                                          -----  --------  -------------  -------- 
Non-current assets 
                                          -----  --------  -------------  -------- 
Investments                               6, 7    632,532   505,124        431,139 
                                          -----  --------  -------------  -------- 
                                                  632,532   505,124        431,139 
                                          -----  --------  -------------  -------- 
 
Current assets 
                                          -----  --------  -------------  -------- 
Trade and other receivables                       833       33             150 
                                          -----  --------  -------------  -------- 
Cash and cash equivalents                         171,517   223,090        261,495 
                                          -----  --------  -------------  -------- 
                                                  172,350   223,123        261,645 
                                          -----  --------  -------------  -------- 
Total assets                                      804,882   728,247        692,784 
                                          -----  --------  -------------  -------- 
Liabilities 
                                          -----  --------  -------------  -------- 
Current liabilities 
                                          -----  --------  -------------  -------- 
Trade and other payables                          453       297            892 
                                          -----  --------  -------------  -------- 
Total liabilities                                 453       297            892 
                                          -----  --------  -------------  -------- 
Net assets attributable to shareholders           804,429   727,950        691,892 
                                          -----  --------  -------------  -------- 
Equity 
                                          -----  --------  -------------  -------- 
Share capital                             13      1,806     1,806          1,943 
                                          -----  --------  -------------  -------- 
Share premium                             13      188,144   188,144        222,179 
                                          -----  --------  -------------  -------- 
Retained earnings                                 614,479   538,000        467,770 
                                          -----  --------  -------------  -------- 
Total shareholders' equity                        804,429   727,950        691,892 
                                          -----  --------  -------------  -------- 
Net asset per ordinary share 
                                          -----  --------  -------------  -------- 
Basic and diluted net assets per 
 share                                    12      GBP4.45   GBP4.03        GBP3.56 
                                          -----  --------  -------------  -------- 
Ordinary shares in issue                          180,600   180,600        194,260 
                                          -----  --------  -------------  -------- 
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (UNAUDITED)

 
                                                                                     Total 
                                                                          Retained    shareholders' 
                                            Share capital  Share premium   earnings   equity 
                                             GBP'000        GBP'000        GBP'000    GBP'000 
Balance at 1 January 2020                    1,986          229,728        454,294    686,008 
                                            -------------  -------------  ---------  -------------- 
Profit for the period/total comprehensive 
 income                                     -              -               17,868     17,868 
                                            -------------  -------------  ---------  -------------- 
Ordinary shares repurchased and 
 cancelled                                   (43)           (7,549)       -           (7,592) 
                                            -------------  -------------  ---------  -------------- 
Dividends                                   -              -               (4,392)    (4,392) 
                                            -------------  -------------  ---------  -------------- 
Total transactions with equity 
 shareholders                                (43)           (7,549)        (4,392)    (11,984) 
                                            -------------  -------------  ---------  -------------- 
Balance at 30 June 2020                      1,943          222,179        467,770    691,892 
                                            -------------  -------------  ---------  -------------- 
Profit for the period/total comprehensive 
 income                                     -              -               74,518     74,518 
                                            -------------  -------------  ---------  -------------- 
Ordinary shares repurchased and 
 cancelled                                   (137)          (34,035)      -           (34,172) 
                                            -------------  -------------  ---------  -------------- 
Dividends                                   -              -               (4,288)    (4,288) 
                                            -------------  -------------  ---------  -------------- 
Total transactions with equity 
 shareholders                                (137)          (34,035)       (4,288)    (38,460) 
                                            -------------  -------------  ---------  -------------- 
Balance at 31 December 2020                  1,806          188,144        538,000    727,950 
                                            -------------  -------------  ---------  -------------- 
Profit for the period/total comprehensive 
 income                                     -              -               80,542     80,542 
                                            -------------  -------------  ---------  -------------- 
Ordinary shares repurchased and 
 cancelled                                  -              -              -          - 
                                            -------------  -------------  ---------  -------------- 
Dividends                                   -              -               (4,063)    (4,063) 
                                            -------------  -------------  ---------  -------------- 
Total transactions with equity 
 shareholders                               -              -               (4,063)    (4,063) 
                                            -------------  -------------  ---------  -------------- 
Balance at 30 June 2021                      1,806          188,144        614,479    804,429 
                                            -------------  -------------  ---------  -------------- 
 

CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)

 
                                                              6 months ended  6 months ended 
                                                               30 June 2021    30 June 2020 
                                                       Notes   GBP'000         GBP'000 
Cash flows from operating activities 
                                                       -----  --------------  -------------- 
Purchases of investments                               6       (87,584)        (48,320) 
                                                       -----  --------------  -------------- 
Sales of investments                                   6       42,806          280,948 
                                                       -----  --------------  -------------- 
Accrued interest repayments and other income           6       3,627           4,855 
                                                       -----  --------------  -------------- 
Expenses paid                                                  (2,604)         (18,427) 
                                                       -----  --------------  -------------- 
Bank interest received                                         190             17 
                                                       -----  --------------  -------------- 
Net cash provided by (used in) operating activities            (43,565)        219,073 
                                                       -----  --------------  -------------- 
Cash flows from financing activities 
                                                       -----  --------------  -------------- 
Purchase of ordinary shares                            13     -                (17,722) 
                                                       -----  --------------  -------------- 
Dividends paid                                                 (4,063)         (4,392) 
                                                       -----  --------------  -------------- 
Net cash provided by (used in) financing activities            (4,063)         (22,114) 
                                                       -----  --------------  -------------- 
Net increase in cash and cash equivalents                      (47,628)        196,959 
                                                       -----  --------------  -------------- 
Cash and cash equivalents at beginning of period               223,090         48,866 
                                                       -----  --------------  -------------- 
Net increase (decrease) in cash and cash equivalents           (47,628)        196,959 
                                                       -----  --------------  -------------- 
Effect of foreign exchange rate changes                        (3,945)         15,670 
                                                       -----  --------------  -------------- 
Cash and cash equivalents at end of period                     171,517         261,495 
                                                       -----  --------------  -------------- 
 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

1. Reporting entity

Oakley Capital Investments Limited (the 'Company') is a closed-end investment company incorporated under the laws of Bermuda on 28 June 2007.

The Company invests in the following private equity funds structures (the 'Funds'):

 
Fund Group name    Country of establishment  Limited partnerships included 
Fund I             Bermuda                   Oakley Capital Private Equity L.P.(1) 
                   ------------------------  ----------------------------------------------- 
Fund II            Bermuda                   OCPE II Master L.P. 
                                              Oakley Capital Private Equity II-A L.P.(1) 
                                              Oakley Capital Private Equity II-B L.P. 
                                              Oakley Capital Private Equity II-C L.P. 
                   ------------------------  ----------------------------------------------- 
Fund III           Bermuda                   OCPE III Master L.P. 
                                              Oakley Capital Private Equity III-A L.P.(1) 
                                              Oakley Capital Private Equity III-B L.P. 
                                              Oakley Capital Private Equity III-C L.P. 
                   ------------------------  ----------------------------------------------- 
Fund IV            Luxembourg                Oakley Capital IV Master SCSp 
                                              Oakley Capital Private Equity IV-A SCSp(1) 
                                              Oakley Capital Private Equity IV-B SCSp 
                                              Oakley Capital Private Equity IV-C SCSp 
                   ------------------------  ----------------------------------------------- 
Origin Fund        Luxembourg                Oakley Capital Origin Master SCSp 
                                              Oakley Capital Private Equity Origin A SCSp(1) 
                                              Oakley Capital Private Equity Origin B SCSp 
                                              Oakley Capital Private Equity Origin C SCSp 
                   ------------------------  ----------------------------------------------- 
OCPE Education(2)  Bermuda                   OCPE Education L.P. 
                                              OCPE Education (Feeder) L.P. 
                   ------------------------  ----------------------------------------------- 
 

(1) Denotes the limited partnership in which the Company has made a direct investment.

(2) The Company ceased to invest in OCPE Education on 24 April 2020.

The defined term "Company" shall, where the context requires for the purposes of consolidation, include the Company's sole and wholly owned subsidiary, OCI Financing (Bermuda) Limited ('OCI Financing'). OCI Financing provides financing to NSG Apparel BV, an entity that forms part of the North Sails Group in which Fund II invests.

The Company is listed on the Specialist Fund Segment ('SFS') of the London Stock Exchange ('LSE'), with the ticker symbol "OCI".

2. Basis of preparation

The consolidated interim financial statements of the Company have been prepared on a going concern basis and under the historical cost convention, except for financial instruments at fair value through profit and loss, which are measured at fair value. The consolidated interim financial statements of the Company are unaudited.

COVID-19 continues to cause disruption to economies around the world, however the roll-out of the vaccination programme and adjustment to new ways of working has meant that uncertainty is gradually decreasing. As a result, private equity activity has rebounded strongly during the first six months of 2021 and consequently valuations have increased, particularly in the sectors that have remained resilient, such as technology and business software.

The Board of Directors considers that it is appropriate to adopt the going concern basis of accounting in preparing these consolidated Financial Statements. In reaching this assessment, the Board of Directors has considered a wide range of information relating to the present and future conditions, including the continued impact of COVID-19 on some of the portfolio companies of the Funds, as well as the impact on investment and sale expectations for each of the Funds, cash flow projections and the longer-term strategy of the Company.

As part of the assessment, the Board of Directors:

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

As at 30 June 2021, cash and cash equivalents of the Company amounted to GBP171,517,000. The Company had total unfunded capital and unquoted debt security commitments of GBP439,112,000 relating to the Funds which are expected to be called over the next four to five years. Under the Company's by-laws, the Company is permitted to borrow up to 25% of total shareholders' equity which would amount to approximately GBP201,107,000 for the period ending 30 June 2021. As at 30 June 2021, the Company had not made arrangements to secure any debt facilities. The Directors consider the Company to have sufficient resources and liquidity and can continue to operate for a period of at

least 12 months.

-- Considered the estimates inherent to the valuations of the Funds and the unquoted debt securities. The Company's approach to valuations was consistent with the prior period's approach. In addition, key assumptions and estimates relating to the valuation of the unquoted debt instruments were considered. This included assessment of counterparty risk, interest rates and future cashflow projections.

-- Assessed the operational resilience of the Company's critical functions which includes monitoring the Company's key service providers.

The Board of Directors considers it appropriate to prepare the consolidated interim financial statements of the Company on the going concern basis, including having consideration of the residual impact of COVID-19 on its operations and that of the portfolio companies of the Funds.

The judgements, assumptions and estimates involved in the Company's accounting policies that are considered by the Board of Directors to be the most important to the Company's results and financial condition are the fair valuation of its investments and the assessment that the Company meets the definition of an investment entity.

2.1 Basis for compliance

The consolidated interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting and should be read in conjunction with the latest Annual Report and Financial Statements as at and for the year ended 31 December 2020, which were prepared in accordance with International Financial Reporting Standards ('IFRS'). These consolidated interim financial statements do not include all the information required for a complete set of IFRS financial statements. However, the explanatory notes are included to explain events and transactions that are significant to an understanding of changes in the Company's financial position and performance since the last annual consolidated financial statements.

The consolidated interim financial statements were authorised for issue on 8 September 2021 by the Company's Board of Directors.

2.2 Functional and presentation currency

The consolidated interim financial statements are presented in Pound Sterling ('Pounds'), which is the Company's functional currency.

3. Significant accounting policies

The accounting policies used are consistent with those applied in the latest annual consolidated financial statements. There are no new standards that have been issued or are effective in the period that have an effect on the financial statements. There are some amendments to standards that became effective during the period, however none have an impact on the financial statements.

4. Critical accounting estimates, assumptions, and judgements

The reported results of the Company are sensitive to the accounting policies, assumptions and estimates that underlie the preparation of its consolidated interim financial statements. IFRS require the Board of Directors, in preparing the Company's consolidated interim financial statements, to select suitable accounting policies, apply them consistently and make judgements and estimates that are reasonable and prudent. The Company's estimates and assumptions are based on historical experience and the Board of Directors' expectation of future events and are reviewed periodically. The actual outcome may be materially different from that anticipated. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods.

In preparing the consolidated interim financial statements, significant judgements were made in applying the Company's accounting policies and the key sources of estimation uncertainty were consistent with those applied to the annual consolidated financial statements as at and for the year ended 31 December 2020.

(a) Fair valuation of investments

The fair values assigned to investments held at fair value through profit and loss are based upon available information at the time and do not necessarily represent amounts which might ultimately be realised. Because of the inherent uncertainty of valuation, these estimated fair values may differ significantly from the values that would have been used had a ready market for the investments existed, and those differences could be material.

Investments held at fair value through profit and loss are valued by the Company in accordance with relevant IFRS requirements. Judgement is required in order to determine the appropriate valuation methodology under these standards. Subsequently, judgement is required in assessing the net asset value of the Funds and determining the inputs into the valuation models used for the unquoted debt securities. Inputs include making assessments of future cash flows and determining appropriate discount rates.

(b) Assessment as an investment entity

Entities that meet the definition of an investment entity within IFRS 10 are required to account for investments in controlled entities, as well as investments in associates and joint ventures, at fair value through profit and loss.

The Board of Directors has concluded that the Company meets the definition of an investment entity as its strategic objective is to invest in the Funds on behalf of its investors for the purpose of generating returns in the form of investment income and capital appreciation.

5. Financial risk management

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

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

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

Key risks and uncertainties of the Company are assessed on a scale, considering their impact and likelihood. The Committee monitors detailed and, wherever possible, quantifiable indicators of the Company's exposure to risk, segmented into five core categories. During 2021, regular consideration was given to the impact COVID-19 had in each of the five categories of risk.

6. Investments

Investments as at 30 June 2021:

 
                                                Total                                     Change 
                       31 December  Purchases/   Sales(1)       Realised                   in unrealised 
                        2020 Fair    Capital     /               gains        Interest     gains          30 June 2021 
                        Value        Calls       Distributions   (losses)(2)   and other   (losses)(3)     Fair Value 
                        GBP'000      GBP'000     GBP'000         GBP'000       GBP'000     GBP'000         GBP'000 
Oakley funds 
                       -----------  ----------  --------------  ------------  ----------  --------------  ------------ 
Fund I                  16,149      -           -                (446)                     13,681          29,384 
                       -----------  ----------  --------------  ------------  ----------  --------------  ------------ 
Fund II                 53,210      -           -                834                       (4,200)         49,844 
                       -----------  ----------  --------------  ------------  ----------  --------------  ------------ 
Fund III                217,866     -            (21,998)        25,392                    11,002          232,262 
                       -----------  ----------  --------------  ------------  ----------  --------------  ------------ 
Fund IV                 66,360       76,077     -                (2,319)                   19,381          159,499 
                       -----------  ----------  --------------  ------------  ----------  --------------  ------------ 
Origin                  1,133        645        -                (1,535)                   3,409           3,652 
                       -----------  ----------  --------------  ------------  ----------  --------------  ------------ 
Total Oakley funds      354,718      76,722      (21,998)        21,926       -            43,273          474,641 
                       -----------  ----------  --------------  ------------  ----------  --------------  ------------ 
Quoted equity 
securities 
                       -----------  ----------  --------------  ------------  ----------  --------------  ------------ 
Time Out Group Plc      23,940                  -               -             -            16,185          40,125 
                       -----------  ----------  --------------  ------------  ----------  --------------  ------------ 
Total quoted equity 
 securities             23,940      -           -               -              -           16,185          40,125 
                       -----------  ----------  --------------  ------------  ----------  --------------  ------------ 
Unquoted debt 
securities 
                       -----------  ----------  --------------  ------------  ----------  --------------  ------------ 
Ellisfield (Bermuda) 
 Limited                17,264                   (17,545)       -              281        -               - 
                       -----------  ----------  --------------  ------------  ----------  --------------  ------------ 
Fund I                  6,645        6,862       (6,890)        -              247        -                6,864 
                       -----------  ----------  --------------  ------------  ----------  --------------  ------------ 
NSG Apparel             38,709       4,000                      -              1,630       -               44,339 
                       -----------  ----------  --------------  ------------  ----------  --------------  ------------ 
Oakley NS (Bermuda) 
 LP                     63,848                                  -              2,715      -                66,563 
                       -----------  ----------  --------------  ------------  ----------  --------------  ------------ 
Total unquoted debt 
 securities             126,466      10,862      (24,435)       -              4,873      -                117,766 
                       -----------  ----------  --------------  ------------  ----------  --------------  ------------ 
Total investments       505,124      87,584      (46,433)        21,926        4,873       59,458          632,532 
                       -----------  ----------  --------------  ------------  ----------  --------------  ------------ 
 

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

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

(3) Unrealised gains/(losses) include FX on the conversion of period end fund holdings from the Fund's reporting currency (Euros) to Pounds, plus unrealised gains/(losses) on the Fund's portfolio investments and any change in OCI's share of fund holdings. Changes in Provisional Profit Allocation ('carry') are apportioned across the realised and unrealised gains.

Investments as at 31 December 2020:

 
                                             Total 
                    31 December  Purchases/   sales(1)       Realised                  Change in           31 December 
                     2019 Fair    Capital     /               gains        Interest     Unrealised          2020 
                     Value        Calls       Distributions   (losses)(2)   and other   gains (losses)(3)   Fair Value 
                     GBP'000      GBP'000     GBP'000         GBP'000       GBP'000     GBP'000             GBP'000 
Oakley funds 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
Fund I              33,358       10,906      -               -             -           (28,115)            16,149 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
Fund II             57,182       8,689       (16,993)        10,455        -           (6,123)             53,210 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
Fund III            310,068      -           (186,493)       123,345       -           (29,054)            217,866 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
Fund IV             19,708       32,018      -               -             -           14,634              66,360 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
Origin Fund         -            2,856       -               -             -           (1,723)             1,133 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
Total Oakley funds  420,316      54,469      (203,486)       133,800       -           (50,381)            354,718 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
Direct investment 
 funds 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
OCPE Education 
 (Feeder) 
 LP                 74,984       -           (94,210)        74,736        -           (55,510)            - 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
Total direct 
 investment 
 funds              74,984       -           (94,210)        74,736        -           (55,510)            - 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
Total funds         495,300      54,469      (297,696)       208,536       -           (105,891)           354,718 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
Quoted equity 
securities 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
Time Out Group Plc  38,510       12,625      -               -             -           (27,195)            23,940 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
Total quoted 
 equity 
 securities         38,510       12,625      -               -             -           (27,195)            23,940 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
Unquoted debt 
securities 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
Ellisfield 
 (Bermuda) 
 Limited            15,796       -           -               -             1,468       -                   17,264 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
Fund I              9,435        1,000       (4,432)         -             642         -                   6,645 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
Fund II             4,398        3,333       (7,985)         -             254         -                   - 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
NSG Apparel BV      29,992       6,990       -               -             1,727       -                   38,709 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
Oakley Capital III 
 Limited            731          -           (732)           -             1           -                   - 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
Oakley NS 
 (Bermuda) 
 LP                 43,490       15,066      -               -             5,292       -                   63,848 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
Time Out Group Plc  23,314       2,500       (27,071)        -             1,257       -                   - 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
Total unquoted 
 debt 
 securities         127,156      28,889      (40,220)        -             10,641      -                   126,466 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
Total investments   660,966      95,983      (337,916)       208,536       10,641      (133,086)           505,124 
                    -----------  ----------  --------------  ------------  ----------  ------------------  ----------- 
 

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

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

(3) Unrealised gains/(losses) include FX on the conversion of period end fund holdings from the Fund's reporting currency (Euros) to Pounds, plus unrealised gains/(losses) on the Fund's portfolio investments and any change in OCI's share of fund holdings. Changes in Provisional Profit Allocation ('carry') are apportioned across the realised and unrealised gains.

Investments as at 30 June 2020:

 
                                                Total                                     Change in 
                31 December                      sales(1)       Realised                  Unrealised 
                 2019        Purchases/Capital   /               gains        Interest    gains           30 June 2020 
                 Fair value   Calls              Distributions   (losses)(2)   and other  (losses)(3)      Fair Value 
                 GBP'000      GBP'000            GBP'000         GBP'000       GBP'000    GBP'000          GBP'000 
Oakley Funds 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
Fund I          33,358       10,906             -               -             -           (25,485)        18,779 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
Fund II         57,182       -                  (16,993)        10,455        -           (5,983)         44,661 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
Fund III        310,068      -                  (143,666)       107,690       -           (74,883)        199,209 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
Fund IV         19,708       -                  -               -             -           (2,751)         16,957 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
Total Oakley 
 Funds          420,316      10,906             (160,659)       118,145       -           (109,102)       279,606 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
Co-investment 
Funds 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
OCPE Education 
 (Feeder) 
 LP             74,984       -                  (92,589)        73,115        -           (55,510)        - 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
Total 
 co-investment 
 Funds          74,984       -                  (92,589)        73,115        -           (55,510)        - 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
Total Funds     495,300      10,906             (253,248)       191,260       -           (164,612)        279,606 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
Quoted equity 
securities 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
Time Out Group 
 Plc            38,510       12,625             -               -             -           (24,497)        26,638 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
Total quoted 
 equity 
 securities     38,510       12,625             -               -             -           (24,497)        26,638 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
Unquoted debt 
securities 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
Ellisfield 
 (Bermuda) 
 Limited        15,796       -                  -               -             562         -               16,358 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
Fund I          9,435        1,000              (2,124)         -             326         -               8,637 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
Fund II         4,398        1,983              (2,628)         -             174         -               3,927 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
Fund III        -            -                  -               -             -           -               - 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
NSG Apparel BV  29,992       4,240              -               -             645         -               34,877 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
Oakley Capital 
 III 
 Limited        731          -                  (732)           -             1           -               - 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
Oakley NS 
 (Bermuda) 
 LP             43,490       15,066             -               -             2,540       -               61,096 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
Time Out Group 
 Plc            23,314       2,500              (27,071)        -             1,257       -               - 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
Total unquoted 
 debt 
 securities     127,156      24,789             (32,555)        -             5,505       -               124,895 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
Total 
 investments    660,966      48,320             (285,803)       191,260       5,505       (189,109)       431,139 
                -----------  -----------------  --------------  ------------  ----------  --------------  ------------ 
 

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

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

(3) Unrealised gains/(losses) include FX on the conversion of period end fund holdings from the Fund's reporting currency (Euros) to Pounds, plus unrealised gains/(losses) on the Fund's portfolio investments and any change in OCI's share of fund holdings. Changes in Provisional Profit Allocation ('carry') are apportioned across the realised and unrealised gains.

Quoted equity securities and unquoted debt securities are additional direct investments in certain of the portfolio companies of the Funds.

7. Disclosure about fair value of financial instruments

The Company has adopted IFRS 13 in respect of disclosures about the degree of reliability of fair value measurements. These fair value measurements are categorised into different levels in the fair value hierarchy based on the inputs to valuation techniques used. The Company classifies financial instruments measured at fair value in the investment portfolio according to the following hierarchy:

Level I: Quoted prices (unadjusted) in active markets for identical instruments that the Company can access at the measurement date. Level I investments include quoted equity instruments.

Level II: Inputs other than quoted prices included within Level I that are observable for the instrument, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

Level III: Inputs that are not based on observable market data. Level III investments include private equity funds and unquoted debt securities.

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

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

The following table analyses the Company's investments measured at fair value as of 30 June 2021 by the level in the fair value hierarchy into which the fair value measurement is categorised:

 
                                           Level I   Level III  Total 
                                            GBP'000   GBP'000    GBP'000 
Funds                                      -          474,641    474,641 
                                           --------  ---------  -------- 
Quoted equity securities                    40,125   -           40,125 
                                           --------  ---------  -------- 
Unquoted debt securities                   -          117,766    117,766 
                                           --------  ---------  -------- 
Total investments measured at fair value    40,125    592,407    632,532 
                                           --------  ---------  -------- 
 

The following table analyses the Company's investments measured at fair value as of 31 December 2020 by the level in the fair value hierarchy into which the fair value measurement is categorised:

 
                                           Level I   Level III  Total 
                                            GBP'000   GBP'000    GBP'000 
Funds                                      -         354,718    354,718 
                                           --------  ---------  -------- 
Quoted equity securities                   23,940    -          23,940 
                                           --------  ---------  -------- 
Unquoted debt securities                   -         126,466    126,466 
                                           --------  ---------  -------- 
Total investments measured at fair value   23,490    481,184    505,124 
                                           --------  ---------  -------- 
 

The following table analyses the Company's investments measured at fair value as of 30 June 2020 by the level in the fair value hierarchy into which the fair value measurement is categorised:

 
                                           Level I   Level III  Total 
                                            GBP'000   GBP'000    GBP'000 
Funds                                      -         279,606    279,606 
                                           --------  ---------  -------- 
Quoted equity securities                   26,638    -          26,638 
                                           --------  ---------  -------- 
Unquoted debt securities                   -         124,895    124,895 
                                           --------  ---------  -------- 
Total investments measured at fair value   26,638    404,501    431,139 
                                           --------  ---------  -------- 
 

Level I

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

Level II

The Company did not hold any Level II investments as of 30 June 2021, 31 December 2020, or 30 June 2020.

Level III

The Company has determined that Funds and unquoted debt securities fall into Level III. Funds and unquoted debt securities are measured in accordance with The International Private Equity and Venture Capital Valuation ('IPEV') Guidelines with reference to the most appropriate information available at the time of measurement. The consolidated interim financial statements as of 30 June 2021 include Level III investments in the amount of GBP592,407,000; representing approximately 73.64% of shareholders' equity (31 December 2020: GBP481,184,000; 66.10% and 30 June 2020: GBP404,501,000; 58.46%).

Funds

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

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

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

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

As at 30 June 2021, the value of the Funds' investments, other assets and liabilities attributable to the Company based on its respective percentage interest in each Fund was as follows:

 
                                       Fund I    Fund II   Fund III  Fund IV    Origin 
                                        EUR'000   EUR'000   EUR'000   EUR'000    EUR'000 
Investments                            38,299    53,385    366,559   290,650    23,022 
                                       --------  --------  --------  ---------  -------- 
Debt financing                         (5,625)   (1,087)   (57,419)  (104,664)  (19,079) 
                                       --------  --------  --------  ---------  -------- 
Estimated performance fee payable      -         -         (46,891)  (8,454)    (94) 
                                       --------  --------  --------  ---------  -------- 
Other net assets                       1,558     5,771     8,336     8,297      406 
                                       --------  --------  --------  ---------  -------- 
Total value of the Fund attributable 
 to the Company (EUR'000)              34,233    58,069    270,586   185,829    4,255 
                                       --------  --------  --------  ---------  -------- 
Total value of the Fund attributable 
 to the Company (GBP'000)              29,384    49,844    232,262   159,499    3,652 
                                       --------  --------  --------  ---------  -------- 
 

As at 31 December 2020, the value of the Funds' investments, other assets and liabilities attributable to the Company based on its respective percentage interest in each Fund was as follows:

 
                                       Fund I    Fund II   Fund III  Fund IV   Origin 
                                        EUR'000   EUR'000   EUR'000   EUR'000   EUR'000 
Investments                            21,600    58,723    334,940   168,957   11,530 
                                       --------  --------  --------  --------  -------- 
Debt financing                         (5,199)   (3,684)   (53,907)  (98,373)  (11,756) 
                                       --------  --------  --------  --------  -------- 
Estimated performance fee payable      -         -         (41,135)  (2,041)   - 
                                       --------  --------  --------  --------  -------- 
Other net assets                       1,645     4,420     3,555     5,610     1,493 
                                       --------  --------  --------  --------  -------- 
Total value of the Fund attributable 
 to the Company (EUR'000)              18,046    59,459    243,453   74,153    1,267 
                                       --------  --------  --------  --------  -------- 
Total value of the Fund attributable 
 to the Company (GBP'000)              16,149    53,210    217,866   66,360    1,133 
                                       --------  --------  --------  --------  -------- 
 

As at 30 June 2020, the value of the Funds' investments, other assets and liabilities attributable to the Company based on its respective percentage interest in each Fund was as follows:

 
                                       Fund I    Fund II   Fund III  Fund IV 
                                        EUR'000   EUR'000   EUR'000   EUR'000 
Investments                            23,761    50,043    292,849   110,075 
                                       --------  --------  --------  -------- 
Debt financing                         (6,282)   (5,134)   (48,072)  (98,767) 
                                       --------  --------  --------  -------- 
Estimated performance fee payable      -         -         (29,093)  - 
                                       --------  --------  --------  -------- 
Other net assets                       3,195     4,262     3,637     7,361 
                                       --------  --------  --------  -------- 
Total value of the Fund attributable 
 to the Company (EUR'000)              20,674    49,171    219,321   18,669 
                                       --------  --------  --------  -------- 
Total value of the Fund attributable 
 to the Company (GBP'000)              18,779    44,661    199,209   16,957 
                                       --------  --------  --------  -------- 
 

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

Thorough initial due diligence processes and the Board of Directors performing ongoing monitoring procedures, primarily discussions with the Investment Adviser.

Comparison of historical realisations to last reported fair values.

Review of the quarterly financial statements and the annual audited NAV of the respective Fund.

Unquoted debt securities

The fair values of the Company's investments in unquoted debt securities are derived from a discounted cash flow calculation based on expected future cash flows to be received, discounted at an appropriate rate. Expected future cash flows include interest received and principal repayment at maturity.

Unobservable inputs for Level III investments

Funds

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

The underlying portfolio companies owned by the Funds may include both quoted and unquoted companies. Quoted portfolio companies are valued based on market prices, and no unobservable inputs are used. Unquoted portfolio companies are valued by the Investment Adviser based on a market approach for which significant judgement is applied. Consideration has also been given by the Investment Adviser to the impact of COVID-19 for the valuations at 30 June 2020, 31 December 2020 and 30 June 2021.

For the purposes of sensitivity analysis, the Company considers a 10% adjustment to the fair value of the unquoted portfolio companies of the Funds as reasonable. For the period ending 30 June 2021 a 10% increase to the fair value of the unquoted portfolio companies held by the Funds would result in a 6.8% movement in net assets attributable to shareholders (31 December 2020: 6.1% and 30 June 2020: 5.5%). A 10% decrease to the fair value of the unquoted portfolio companies held by the Funds would have an equal and opposite effect.

Unquoted debt securities

In arriving at the fair value of the unquoted debt securities, the key inputs used by the Company are future cash flows expected to be received until maturity of the debt securities and the discount factor applied. The discount factor applied is an unobservable input and ranges between 6.5% and 10% considering contractual interest rates charged on debt, risk free rate and assessment of credit risk.

For the purposes of sensitivity analysis, the Company considers a 1% adjustment to the discount factor applied as reasonable. For the period ending 30 June 2021 a 1% increase to the discount factor would result in a 0.1% movement in net assets attributable to shareholders (31 December 2020: 0.2% and 30 June 2020: 0.5%). A 1% decrease to the discount factor would have an equal and opposite effect.

Transfers between Levels

There were no transfers between the Levels during the periods ended 30 June 2021, 31 December 2020, or 30 June 2020.

Level I and Level III reconciliation

The changes in investments measured at fair value, for which the Company has used Level I and Level III inputs to determine fair value as of 30 June 2021, 31 December 2020, and 30 June 2020, are as follows:

 
                                              As at                   As at 
                                               30 June  As at          30 June 
                                               2021      31 Dec 2020   2020 
Level I Investments:                           GBP'000   GBP'000       GBP'000 
Quoted equity securities 
                                              --------  ------------  -------- 
Fair value at beginning of period             23,940    38,510        38,510 
                                              --------  ------------  -------- 
Purchases                                     -         12,625        12,625 
                                              --------  ------------  -------- 
Net change in unrealised gains (losses) on 
 investments                                  16,185     (27,195)     (24,497) 
                                              --------  ------------  -------- 
Fair value of Level I investments at end of 
 period                                       40,125    23,940        26,638 
                                              --------  ------------  -------- 
 
 
                                                        Unquoted 
                                             Funds       debt securities  Total 
Level III Investments:                        GBP'000    GBP'000           GBP'000 
For the six months ended 30 June 2021 
                                             ---------  ----------------  --------- 
Fair value at beginning of period             354,718   126,466            481,184 
                                             ---------  ----------------  --------- 
Purchases                                     76,722     10,862           87,584 
                                             ---------  ----------------  --------- 
Proceeds on disposal (including interest)     (21,998)   (24,435)          (46,433) 
                                             ---------  ----------------  --------- 
Realised gain on sale                         21,926    -                  21,926 
                                             ---------  ----------------  --------- 
Interest income and other fee income         -           4,873             4,873 
                                             ---------  ----------------  --------- 
Net change in unrealised gains (losses) on 
 investments                                  43,273    -                  43,273 
                                             ---------  ----------------  --------- 
Fair value at end of period                   474,641   117,766           592,407 
                                             ---------  ----------------  --------- 
 
 
                                                        Unquoted 
                                             Funds       debt securities  Total 
Level III Investments:                        GBP'000    GBP'000           GBP'000 
For the year ended 31 December 2020 
                                             ---------  ----------------  --------- 
Fair value at beginning of year              495,300    127,156           622,456 
                                             ---------  ----------------  --------- 
Purchases                                    54,469     28,889            83,358 
                                             ---------  ----------------  --------- 
Proceeds on disposals (including interest)   (297,696)  (40,220)          (337,916) 
                                             ---------  ----------------  --------- 
Realised gain on sale                        208,536    -                 208,536 
                                             ---------  ----------------  --------- 
Interest income and other fee income         -          10,641            10,641 
                                             ---------  ----------------  --------- 
Net change in unrealised gains (losses) on 
 investments                                 (105,891)  -                 (105,891) 
                                             ---------  ----------------  --------- 
Fair value at end of year                    354,718    126,466           481,184 
                                             ---------  ----------------  --------- 
 
 
                                                        Unquoted 
                                             Funds       debt securities  Total 
Level III Investments:                        GBP'000    GBP'000           GBP'000 
For the six months ended 30 June 2020 
                                             ---------  ----------------  --------- 
Fair value at beginning of period            495,300    127,156           622,456 
                                             ---------  ----------------  --------- 
Purchases                                    10,906     24,789            35,695 
                                             ---------  ----------------  --------- 
Proceeds on disposals (including interest)   (253,248)  (32,555)          (285,803) 
                                             ---------  ----------------  --------- 
Realised gain on sale                        191,260    -                 191,260 
                                             ---------  ----------------  --------- 
Interest income and other fee income         -          5,505             5,505 
                                             ---------  ----------------  --------- 
Net change in unrealised gains (losses) on 
 investments                                 (164,612)  -                 (164,612) 
                                             ---------  ----------------  --------- 
Fair value at end of period                  279,606    124,895           404,501 
                                             ---------  ----------------  --------- 
 

Financial instruments not carried at fair value

Financial instruments, other than financial instruments at fair value through profit and loss, where carrying values are equal to fair values:

 
                              As at 30 June  As at 31 Dec  As at 30 June 
                               2021           2020          2020 
                               GBP'000        GBP'000       GBP'000 
Cash and cash equivalents     171,517        223,090       261,495 
                              -------------  ------------  ------------- 
Trade and other receivables   833            33            150 
                              -------------  ------------  ------------- 
Trade and other payables      (453)          (297)         (892) 
                              -------------  ------------  ------------- 
 

8. Segment information

The Company has two reportable segments, as described below. For each of them, the Board of Directors receives detailed reports on at least a quarterly basis. The following summary describes the operations in each of the Company's reportable segments:

   --      Fund investments 
   --      Direct investments 

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

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

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

There have been no transactions between the reportable segments during the period ended 30 June 2021 and 2020.

The segment information for the six-month period ended 30 June 2021 is as follows:

 
                                      Fund          Direct investments  Total operating 
                                       investments   and loans           segments        Unallocated  Total 
                                       GBP'000       GBP'000             GBP'000          GBP'000      GBP'000 
Net realised gains on financial 
 assets at fair value through 
 profit and loss                       21,926       -                    21,926          -             21,926 
                                      ------------  ------------------  ---------------  -----------  -------- 
Net unrealised gains (losses) on 
 financial assets at fair value 
 through profit and loss               43,273        16,185              59,458          -             59,458 
                                      ------------  ------------------  ---------------  -----------  -------- 
Interest Income                       -              4,759               4,759            190          4,949 
                                      ------------  ------------------  ---------------  -----------  -------- 
Net foreign currency gains (losses)   -             -                   -                 (3,945)      (3,945) 
                                      ------------  ------------------  ---------------  -----------  -------- 
Other Income                          -              114                 114             -             114 
                                      ------------  ------------------  ---------------  -----------  -------- 
Expenses                              -             -                   -                 (1,960)      (1,960) 
                                      ------------  ------------------  ---------------  -----------  -------- 
Profit (loss) for the period           65,199        21,058              86,257           (5,715)      80,542 
                                      ------------  ------------------  ---------------  -----------  -------- 
Total assets                           474,641       157,891             632,532          172,350      804,882 
                                      ------------  ------------------  ---------------  -----------  -------- 
Total liabilities                     -             -                   -                 (453)        (453) 
                                      ------------  ------------------  ---------------  -----------  -------- 
Net assets                             474,641       157,891             632,532          171,897      804,429 
                                      ------------  ------------------  ---------------  -----------  -------- 
Total assets include: 
                                      ------------  ------------------  ---------------  -----------  -------- 
Financial assets at fair value 
 through profit and loss               474,641       157,891             632,532         -             632,532 
                                      ------------  ------------------  ---------------  -----------  -------- 
Cash and others                       -             -                   -                 172,350      172,350 
                                      ------------  ------------------  ---------------  -----------  -------- 
 

The segment information for the year ended 31 December 2020 is as follows:

 
                                      Fund          Direct investments  Total operating 
                                       investments   and loans           segments        Corporate  Total 
                                       GBP'000       GBP'000             GBP'000          GBP'000    GBP'000 
Net realised gains on financial 
 assets at fair value through 
 profit and loss                      208,536        -                   208,536          -          208,536 
                                      ------------  ------------------  ---------------  ---------  ---------- 
Net change in unrealised gains 
 (losses) on financial assets 
 at fair value through profit and 
 loss                                  (105,891)     (27,195)            (133,086)        -          (133,086) 
                                      ------------  ------------------  ---------------  ---------  ---------- 
Interest income                        -             10,251              10,251           215        10,466 
                                      ------------  ------------------  ---------------  ---------  ---------- 
Net foreign currency gains (losses)    -             -                   -                13,700     13,700 
                                      ------------  ------------------  ---------------  ---------  ---------- 
Other income                           -             390                 390              -          390 
                                      ------------  ------------------  ---------------  ---------  ---------- 
Expenses                               (4,044)       (220)               (4,266)          (3,354)    (7,620) 
                                      ------------  ------------------  ---------------  ---------  ---------- 
Profit (loss) for the year             98,601        (16,774)            81,825           10,561     92,386 
                                      ------------  ------------------  ---------------  ---------  ---------- 
Total assets                           354,718       150,406             505,124          223,123    728,247 
                                      ------------  ------------------  ---------------  ---------  ---------- 
Total liabilities                      -             -                   -                (297)      (297) 
                                      ------------  ------------------  ---------------  ---------  ---------- 
Net assets                             354,718       150,406             505,124          222,826    727,950 
                                      ------------  ------------------  ---------------  ---------  ---------- 
Total assets include: 
                                      ------------  ------------------  ---------------  ---------  ---------- 
Financial assets at fair value 
 through profit and loss               354,718       150,406             505,124          -          505,124 
                                      ------------  ------------------  ---------------  ---------  ---------- 
Cash and others                        -             -                   -                223,123    223,123 
                                      ------------  ------------------  ---------------  ---------  ---------- 
 

The segment information for the six-month period ended 30 June 2020 is as follows:

 
                                       Fund          Direct investments  Total operating 
                                        investments   and loans           segments        Unallocated  Total 
                                        GBP'000       GBP'000             GBP'000          GBP'000      GBP'000 
Net realised gains on financial 
 assets at fair value through profit 
 and loss                               191,260      -                    191,260         -             191,260 
                                       ------------  ------------------  ---------------  -----------  ---------- 
Net unrealised gains (losses) on 
 financial assets at fair value 
 through profit and loss                (164,612)     (24,497)            (189,109)       -             (189,109) 
                                       ------------  ------------------  ---------------  -----------  ---------- 
Interest income                        -              5,358               5,358            17           5,375 
                                       ------------  ------------------  ---------------  -----------  ---------- 
Net foreign currency gains (losses)    -             -                   -                 15,670       15,670 
                                       ------------  ------------------  ---------------  -----------  ---------- 
Other income                           -              147                 147             -             147 
                                       ------------  ------------------  ---------------  -----------  ---------- 
Expenses                               -             -                   -                 (5,475)      (5,475) 
                                       ------------  ------------------  ---------------  -----------  ---------- 
Profit (loss) for the period            26,648        (18,992)            7,656            10,212       17,868 
                                       ------------  ------------------  ---------------  -----------  ---------- 
Total assets                            279,606       151,533             431,139          261,645      692,784 
                                       ------------  ------------------  ---------------  -----------  ---------- 
Total liabilities                      -             -                   -                 (892)        (892) 
                                       ------------  ------------------  ---------------  -----------  ---------- 
Net assets                              279,606       151,533             431,139          260,753      691,892 
                                       ------------  ------------------  ---------------  -----------  ---------- 
Total assets include: 
                                       ------------  ------------------  ---------------  -----------  ---------- 
Financial assets at fair value 
 through profit and loss                279,606       151,533             431,139         -             431,139 
                                       ------------  ------------------  ---------------  -----------  ---------- 
Cash and others                        -             -                   -                 261,645      261,645 
                                       ------------  ------------------  ---------------  -----------  ---------- 
 

9. Investment-related fees

Included in Investment related fees are operational and performance fees paid to Oakley Capital Manager Limited (the 'Administrative Agent'). The Administrative Agent has been appointed by the Company to provide operational assistance and services to the Board with respect to the Company's direct investments and generally to administer the assets of the Company, as provided for in the Operational Services Agreement.

a) Operational fees

Prior to 30 June 2020, the Administrative Agent was paid an operational services fee of 2% per annum of the net asset value of certain of the Company's direct investments. During 2019, the operational services fee was calculated by reference to all of the Company's direct investments. With effect from 1 January 2020, operational services fees relating to direct debt investments were eliminated, so that the operational services fee became payable only by reference to the net asset value of the Company's direct equity investments. With effect from 1 July 2020, no further operational services fees are payable by reference to the Company's current direct equity investments.

The operational services fee for the period ended 30 June 2021 were nil (30 June 2020: GBP621,000). There are no amounts outstanding as at 30 June 2021 (31 December 2020: none; 30 June 2020: none).

b) Performance fees

The Administrative Agent is paid a performance fee of 20% of profits (after expenses) from the full or partial realisation on disposal of any direct equity investments subject to an 8% preferred return. With effect from 1 July 2020, no performance fees have been payable by reference to the Company's current direct equity investments.

There were no performance fees for the period ended 30 June 2021 (30 June 2020: GBP3,320,000). There are no amounts outstanding as at 30 June 2021 (31 December 2020: none; 30 June 2020: none).

10. Expenses

 
                                6 months ended  6 months ended 
                                 30 June 2021    30 June 2020 
                                 GBP'000         GBP'000 
Performance fees                -               3,320 
                                --------------  -------------- 
Operational and advisory fees   -               621 
                                --------------  -------------- 
Professional fees               376             664 
                                --------------  -------------- 
Other expenses                  1,583           870 
                                --------------  -------------- 
                                1,960           5,475 
                                --------------  -------------- 
 

11. Earnings per share

The earnings per share calculation uses the weighted average number of shares in issue during the period.

 
                                                       6 months ended  6 months ended 
                                                        30 June 2021    30 June 2020 
Basic and diluted earnings per share                   GBP0.45         GBP0.09 
                                                       --------------  -------------- 
Profit for the period ('000)                           GBP80,542       GBP17,868 
                                                       --------------  -------------- 
Weighted average number of shares outstanding ('000)   180,600         196,797 
                                                       --------------  -------------- 
 

12. Net asset value per share

The net asset value per share calculation uses the number of shares in issue at the end of the period.

 
                                              As at          As at         As at 
                                               30 June 2021   31 Dec 2020   30 June 2020 
Basic and diluted net asset value per share   GBP4.45        GBP4.03       GBP3.56 
                                              -------------  ------------  ------------- 
Net assets attributable to shareholders 
 ('000)                                       GBP804,429     GBP727,950    GBP691,892 
                                              -------------  ------------  ------------- 
Number of shares in issue at period end 
 ('000)                                       180,600        180,600       194,260 
                                              -------------  ------------  ------------- 
 

13. Share capital

The authorised share capital of the Company is 280,000,000 ordinary shares of a par value of GBP0.01 each. Ordinary shares are listed and traded on the SFS of the LSE. Each ordinary share confers the right to one vote and shareholders have the right to receive dividends.

During the six-month period ending 30 June 2021, the Company did not undertake any share purchases.

During the six-month period ending 31 December 2020, the Company purchased the following ordinary shares:

 
                  Number of 
                   ordinary  Purchase price 
                   shares     (GBP'000) 
3 December 2020   6,947,000  18,068 
                  ---------  -------------- 
2 October 2020    3,053,000  7,786 
                  ---------  -------------- 
29 July 2020      3,660,000  8,318 
                  ---------  -------------- 
 

During the six-month period ending 30 June 2020, the Company purchased the following ordinary shares:

 
                Number of 
                 ordinary  Purchase price 
                 shares     (GBP'000) 
18 June 2020    1,340,000  2,775 
                ---------  -------------- 
18 March 2020   3,000,000  4,818 
                ---------  -------------- 
 

The ordinary shares purchased by the Company were cancelled and are available for re-issue.

As at 30 June 2021, the Company's issued and fully paid share capital was 180,599,936 ordinary shares (31 December 2020: 180,599,936 and 30 June 2020: 194,259,936).

 
                                               As at          As at         As at 
                                                30 June 2021   31 Dec 2020   30 June 2020 
                                                '000           '000          '000 
Ordinary shares outstanding at the beginning 
 of the period                                 180,600        198,600       198,600 
                                               -------------  ------------  ------------- 
Ordinary shares purchased                      -              (18,000)      (4,340) 
                                               -------------  ------------  ------------- 
Ordinary shares outstanding at the end 
 of the period                                 180,600        180,600       194,260 
                                               -------------  ------------  ------------- 
 

As set out in "Events after balance sheet date", following the period end on the 29 July 2021 a share buyback was undertaken by the Company. 2,000,000 Shares were repurchased at a gross price of GBP3.54 per share for a net consideration of GBP7,151,000.

14. Commitments

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

 
                                                       Outstanding  Outstanding  Outstanding 
                                                        as at        as at        as at 
                                          Original      30 June      31 Dec       30 June 
                                           Commitment   2021         2020         2020 
                                           '000         '000         '000         '000 
Fund I                                    202,398      2,834        2,834        2,834 
                                          -----------  -----------  -----------  ----------- 
Fund II                                   190,000      13,300       13,300       13,300 
                                          -----------  -----------  -----------  ----------- 
Fund III                                  325,780      120,539      120,539       120,539 
                                          -----------  -----------  -----------  ----------- 
Fund IV                                   400,000      248,000      334,000       370,000 
                                          -----------  -----------  -----------  ----------- 
Origin                                    129,300      125,420      101,850      - 
                                          -----------  -----------  -----------  ----------- 
Total outstanding commitments (EUR'000)   1,247,478    510,093      572,523      506,673 
                                          -----------  -----------  -----------  ----------- 
Total outstanding commitments (GBP'000)   1,070,797    437,848      512,351      460,235 
                                          -----------  -----------  -----------  ----------- 
 

The Company had the following unquoted debt security commitments at period end:

 
                                                       Outstanding  Outstanding  Outstanding 
                                          Original      as at 30     as at 31     as at 30 
                                           Commitment   June 2021    Dec 2020     June 2020 
                                           GBP'000      GBP'000      GBP'000      GBP'000 
Fund I                                    8,000        1,136        5,000        5,000 
                                          -----------  -----------  -----------  ----------- 
Fund II                                   -            -            -            16,217 
                                          -----------  -----------  -----------  ----------- 
Oakley NS (Bermuda) LP1                   54,710       128          128          130 
                                          -----------  -----------  -----------  ----------- 
Total Outstanding Commitments (GBP'000)   62,710       1,264        5,128        21,347 
                                          -----------  -----------  -----------  ----------- 
 

(1) As at 30 June 2021, the original commitment to Oakley NS (Bermuda) LP was GBP33,850,000.

15. Related parties

Related party transactions not disclosed elsewhere in the Consolidated Financial Statements are as follows:

Peter Dubens, a Director of the Company, and his alternate, David Till, are also Directors of the Investment Adviser, an entity which provides services to, and receives compensation from, the Company and is also the sole shareholder of Oakley Capital Manager Limited (the 'Administrative Agent') which is considered a related party to the Company given the direct control this Director has over this entity. Non-investment related fees due to these service providers for the period ended 30 June 2021 were GBP816,000 (30 June 2020: GBP397,000). At 30 June 2021 the Company was owed GBP401,000 by the service providers (31 December 2020: owed GBP96,000 to the service providers; 30 June 2020: owed GBP573,000 to the service providers); the balance comprises fees paid in advance for services not yet rendered of GBP625,000 (31 December 2020: none; 30 June 2020: none) and liabilities of GBP224,000 (31 December: GBP96,000; 30 June 2020: GBP573,000). Investment-related fees are disclosed in Note 9.

The agreements between the Company and these service providers are based on normal commercial terms.

16. Events after balance sheet date

On the 20th July 2021 there were two non-adjusting events which took place. The first was the disposal of ACE Education, an investment within Fund III, with OCI's indirect share of proceeds being GBP15,899,000. The second was the subsequent acquisition by the Origin Fund of ACE Education as a follow-on investment of which OCI's indirect investment amounted to GBP9,637,000.

On the 29th July 2021 a share buyback was undertaken by the Company. 2,000,000 shares were repurchased at a gross price of GBP3.54 per share for a net consideration of GBP7,151,000.

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