Half-year Report

RNS Number : 5169Z
Downing Renewables & Infrastructure
15 September 2022
 

15 September 2022

 

 

 

Downing Renewables & Infrastructure Trust plc 

("DORE" or "the Company")

 

Interim Report and Accounts

 

Downing Renewables & Infrastructure Trust plc (LSE: DORE) announces its results for the period ended 30 June 2022.

Highlights

 

á     Successfully raised gross proceeds during the period of £52.9 million through a placing, an open offer, an offer for subscription and an intermediaries offer at an issue price of 111.0 pence per ordinary share, exceeding the target size of the issue.

 

á     Deployed £57 million through the completion of four investments.

 

á     Acquired two operational portfolios of hydropower plants, located in central Sweden for £20.1 million. The portfolio consists of c. 12 GWh pa portfolio located in the SE3 electricity pricing zone and a c. 36 GWh pa portfolio located in the SE2 zone.

 

á     Further increased the hydropower platform through the acquisition of two plants located in southern Sweden (the SE4 price zone) for £17 million, increasing forecast annual generation by c.18 GWh p.a.

 

á     Completed the acquisition of an operational 46 MW (108GWh p.a) onshore wind farm located in north-eastern Sweden for £19.8 million.

 

á     Net asset value ("NAV") as at 30 June 2022 of £214 million, equal to 115.9 pence per ordinary share, up 12.4 pence per ordinary share compared to the NAV as at 31 December 2021. Increase driven primarily by accretive acquisitions, increased power prices and inflation.

 

á     NAV total return of 14.1% for the six-month period to 30 June 2022 and 23.2% since IPO.

 

á     Discount rates for hydropower portfolio increased to 7.5% from 7.3%, reflecting increased merchant power revenues.

 

á     Interim dividends per ordinary share of 2.5 pence paid during the period and a further 1.25 pence per ordinary share declared (but not accrued) relating to the three months to June 2022 to be paid in September 2022.

 

á     The Portfolio generated 172 GWh of renewable energy during the period, avoiding 80,942 tonnes of CO2e and powering the equivalent of 59,432 UK homes for a year.

 

á The Company notes the recent announcements made by the European Commission regarding the potential introduction of a cap of EUR180/MWh on energy generated from renewable sources in Europe (not including the UK).  The Company has made a series of investments in hydropower and wind farms in Sweden.   The valuation as at 30 June 2022 included price forecasts that exceeded this level in one market, SE4, for calendar year 2022 only.  If this cap were to be introduced from 30 September 2022, initial analysis indicates that this would impact revenues by less than £150,000 or less than 0.01% of NAV.

   

 

Hugh Little, Chair, Downing Renewables & Infrastructure Trust plc, commented:  

"We are delighted with what we have achieved in the first half of the year, both in terms of the performance of the assets and the quality of the acquisitions completed. In particular we are pleased to have introduced wind power to the portfolio, which further diversifies our energy generation in line with our investment strategy. The market response to our fundraise was very encouraging. We believe we are well-placed to deploy the remaining capital as we continue to review a strong pipeline of potential acquisitions that will drive efficiencies and help deliver a consistent income stream as the portfolio becomes more diversified. We look forward to updating the market to this effect in due course."

Tom Williams, Partner, Head of Energy and Infrastructure at Downing LLP, commented:

"We have continued to grow the portfolio through a series of strong acquisitions, all of which have been accretive to NAV due to operational and capital efficiencies achieved. The assets have performed well overall and have generated strong cash flows, with solar and wind generation ahead of expectations. Diversification is key to ensuring stability of income across the portfolio and we are pleased to be progressing a significant pipeline of opportunities across different technologies and sectors, including wind, hydro, solar and utilities in lower price zone areas in Europe, with a view to deploying the remaining capital raised in June."

Contact details:

Downing LLP - Investment Manager to the Company

 

Tom Williams

 

+44 (0)20 3954 9908

Singer Capital Markets - Joint Corporate Broker

 

Robert Peel, Alaina Wong, Asha Chotai (Investment Banking)

Sam Greatrex, Alan Geeves, James Waterlow, Paul Glover (Sales)

 

+44 (0)20 7496 3000

 

 

Winterflood Securities Limited - Joint Corporate Broker

+44 (0)20 3100 0000

 


Neil Morgan, Verity Wilson (Corporate Finance)

Darren Willis, Andrew Marshall (Sales)


 


TB Cardew - Public relations advisor to the Company

 

Ed Orlebar

Tania Wild

 

+44 (0)20 7930 0777

 

+44 (0)7738 724 630

+44 (0)7425 536 903

DORE@tbcardew.com

 

About Downing Renewables & Infrastructure Trust plc (DORE)

DORE is a closed-end investment trust that aims to provide investors with an attractive and sustainable level of income, with an element of capital growth, by investing in a diversified portfolio of renewable energy and infrastructure assets in the UK and Northern Europe. DORE has been awarded the London Stock Exchange's Green Economy Mark in recognition of its contribution to the global 'Green Economy'.

The Board classifies DORE as a sustainable fund with a core objective of accelerating the transition to net zero through its investments, compiling and operating a diversified portfolio of renewable energy and infrastructure assets to help facilitate the transition to a more sustainable future. The Company believes that this directly contributes to climate change mitigation.

DORE's strategy, which focuses on diversification by geography, technology, revenue and project stage, is designed to increase the stability of revenues and the consistency of income to shareholders. For further details please visit   www.doretrust.com

 

LEI: 2138004JHBJ7RHDYDR62

 

About Downing LLP

Downing LLP is a London-based investment management firm that currently manages c.£1.6 billion of equity invested into businesses across a range of sectors - from renewable energy, care homes and healthcare, to property and technology. Downing has a demonstrable track record in renewables, having made more than 175 investments into solar parks, wind farms and hydroelectric plants since 2010.

For further details please visit www.downing.co.uk



Key Metrics

 


As at or for period ended 30 June 2022

Total Shareholder Return since IPO

16.6% (10.7% annualised)

NAV total return since IPO

23.2% (14.9% annualised)

Net assets

£214.1 million

NAV per share

115.9 pence per share

Share price

111.50 pence per share

Market capitalisation

£205.9 million

GAV

£321.2 million

Dividends per Ordinary share declared to date for FY22

3.75 pence

Environmental Performance

Assets avoided 80,942 tonnes of CO2 and powered the equivalent of 59,432 homes

 

Chairman's Statement

On behalf of the Board, I am pleased to present the Interim report of the Company covering the period from 1 January 2022 to 30 June 2022 (the "Interim Report").

 

Additional Equity Issuance

Following the £137.4 million raised during the Company's first financial year, the Company established a share issuance programme to enable the issuance of up to a further 250 million ordinary shares over a 12-month period. I am pleased to say that despite the challenging capital markets backdrop, the Company exceeded its initial target in respect of the initial issuance under this programme and raised additional gross proceeds of £52.9 million. Through this raise, the Board were delighted to welcome new shareholders to the register, and we would like to thank our shareholders, both existing and new, for their support and look forward to updating on progress in the coming months as we seek to deliver further value for them.

 

An element of the proceeds of the fundraising was immediately used to repay the Group's revolving credit facility ("RCF"), with the remainder earmarked to invest in an attractive pipeline of opportunities and to further diversify the portfolio. The fundraise represented c.35% of the Company's Ordinary Share capital immediately prior to the Issue and as a result, at the reporting date our market capitalisation has exceeded £200 million.

 

Acquisitions

I wrote in the Company's Annual Report about how the Investment Manager had continued to make great progress in deploying the Company's funds in Q1 2022. That progress has continued, and the first six months of the financial year have been busy, with a further £57 million deployed into four new investments. These include the Company's acquisition of a 46 MWp operational wind farm in north-eastern Sweden for £19.8 million and three additional hydropower acquisitions across southern and central Sweden (including a new electricity market - Sweden's SE4 price zone) for a total of £37.2million. 

 

Diversification remains central to our strategy - during the period we have added wind power, an additional technology to our portfolio as well as acquiring our first hydropower assets in Sweden's SE4 pricing zone. Investing in different technologies in different locations reduces our reliance on any given natural resource and provides exposure to assets with different economic lives.

 

The Board was particularly pleased with the acquisition of the hydropower portfolio in Q2 of this year. This Portfolio comprises two hydropower plants located in Sweden's southern SE4 pricing region. The plants were comprehensively renovated between May 2014 and September 2019 and have an aggregate forecast annual production of c.18 GWh p.a. The newly acquired hydropower plants will be fully integrated into the Group's existing hydropower operations. This acquisition will increase the number of hydropower plants to 19 and the total forecast annual production of the Group's hydropower portfolio to c.174 GWh, a c.60% increase since 31 December 2021.

 

Further details on the acquisitions during the period can be found in the Investment Manager's Report.

 

Debt Facilities

To allow flexibility with making new investments, the Company, via wholly owned subsidiaries, entered into two separate loan facility agreements in 2022: a £25 million RCF with Santander and a seven-year EUR 43.5 million debt facility with Skandinaviska Enskilda Banken AB. Further information on these facilities can be found in the Investment ManagerÕs Report.

 

During the period the RCF allowed the Group the flexibility to capitalise on its current investment pipeline. In May 2022 the Group utilised the facility to fund a c.£17 million acquisition of a portfolio of hydropower plants. As mentioned above, the RCF was repaid in full during the period using the proceeds from the recent fundraising.

 

Financial Results

During the period to 30 June 2022 the NAV per ordinary share increased from 103.5 pence at 31 December 2021 to 115.9 pence, an increase of 12% and total return of 14.1% including dividends paid. The NAV total return since IPO has increased over the period to 23.2% when dividends paid of 4.75 pence per ordinary share are included. 

 

The Company made a profit for the period to 30 June 2022 of £23.8 million, resulting in earnings per ordinary share of 17.1 pence.

 

Portfolio Performance

During the period, the Company added an additional 12 assets to the portfolio. This takes the number of operating assets to 3,267. The portfolio produced approximately 172 GWh of clean electricity during the reporting period. 

 

The assets continue to operate well, with operating profit for the 12 months to June 2022 slightly above expectations.  Generation for the first 6 months of 2022 was ahead of expectations for the wind and solar assets and generation was below forecast for the hydropower assets which were impacted by the exceptionally dry conditions in Sweden. The reduced generation was offset by higher power prices (in part, caused by the lower generation from hydropower generally in Sweden).

 

Dividends and Returns

The Company's third dividend in respect of the period to 31 December 2021 of 1.25 pence per share was announced and paid during the period. In addition to this, the Board was pleased to announce two further interim dividends in respect of the period to 30 June 2022. The first of 1.25 pence per share was paid in June 2022 and the second of 1.25 pence announced and to be paid following the period end.

 

Following the declaration of the latest dividend of 1.25 pence per share on 24 August 2022, for the period to 30 June 2022, the Board is pleased to announce that the Company has successfully met the increased dividend guidance of 5 pence per share for the 12-month period to June 2022, which was announced in the Company's 2021 Interim Report.

 

The NAV reflects the fair market valuation of the Company's portfolio based on a discounted cash flow analysis over the life of each of the Group's assets plus the fair value of other assets and less the Company's liabilities. The assumptions which underpin the valuation are provided by the Investment Manager and the Board has satisfied itself with the calculation methodology and underlying assumptions.

 

Investment Policy

During the period, shareholders approved amendments to the Company's investment policy, including to: (i) increase the geographic and technology investment restrictions until the Company first surpasses a Net Asset Value of £300 million; (ii) increase the limit on short-term borrowings; and (iii) simplify the definition of Gross Asset Value in the Company's investment policy. The new limits are set out on the Company's website and the full investment policy is available in the shareholder circular dated 7 June 2022 and also available on the website.

 

Outlook

The first half of 2022 has been dominated by the ongoing conflict in Ukraine and rising inflation. The Ukraine crisis has forced governments, companies, and citizens across the world to take a hard look at how energy is sourced and utilised. Over recent years renewables have been a key growth sector for investment companies, however, since the crisis began there have been accelerated commitments to renewables and Governments have now realised that the energy transition is not only important for the planet, but also for energy security.  We believe that DORE can play an active part in this.

 

As we emerged from COVID lockdowns, supply chain bottlenecks and higher energy prices as a result of the ongoing conflict in Ukraine have contributed to rising inflation in many markets. This has a modest impact on operating costs for the renewable energy sector which generally has relatively low operating costs and high EBITDA margins. The impact has been considerable on revenues however, particularly in the UK, where the Company has a significant number of operating solar assets.  These installations benefit from long term subsidies which are directly linked to RPI and have experienced significant NAV increases as a result.

 

The Company sees a strong pipeline of opportunities across the core renewable energy sectors (solar, wind and hydropower) in the UK and the Nordic countries. Numerous opportunities are being progressed to expand the portfolio, both through the acquisition of new assets in new jurisdictions as well as also expanding Downing Hydro AB with further bolt-on acquisitions. The Company is well placed to deploy the remainder of the capital raised in June 2022.

 

To increase the Company's diversification, drive efficiencies of scale at the portfolio level, spread the fixed costs over a wider asset base and increase liquidity for current and future shareholders, the Board intends over time to continue increasing the size of the Company through the issue of further shares. Any further such issuances will be priced at a premium to the prevailing net asset value and will also be dependent on demand from investors as well as the availability of pipeline investments.

 

The Board looks forward to bringing shareholders further updates on the excellent progress made to date.

 

Hugh W M Little

Chair

14 September 2022

Downing Renewables & Infrastructure Trust plc

 



 

Portfolio Summary

At the period end the Company owned 180 MWp of hydropower, wind and solar assets with an annual generation of around 373 GWh. The portfolio is diversified across 3,267 individual installations and across five different energy markets.

 

During the period the Group added an additional 59.7 MW of wind and hydropower assets with an additional annual generation of 174 GWh.

 

The Group currently has no exposure to any assets under construction.

 

Portfolio composition by valuation, as at 30 June 2022

 

Technology by GAV

Hydro

39.2%

Solar

41.6%

Wind

7.6%

Cash

11.6%

 

 

 

Geographic Exposure by GAV

Sweden

46.7%

Great Britain

32.2%

Northern Ireland

9.5%

Cash

11.6%

 

 

Power Market Exposure by GAV

Sweden SE2

15.1%

Sweden SE3

24.4%

Sweden SE4

7.2%

Great Britain

32.2%

Northern Ireland

9.5%

Cash

11.6%


Investment

Technology

Date Acquired

Location

Power Market / Subsidy

Installed capacity (MW)

Expected annual generation (GWh)

Ugsi

Hydro

Feb-21

Älvadalen, Sweden

SE3 / n/a

1.8

10

Båthusströmmen

Hydro

Feb-21

Älvadalen, Sweden

SE3 / n/a

3.5

14

Åsteby

Hydro

Feb-21

Torsby, Sweden

SE3 / n/a

0.7

3

Fensbol

Hydro

Feb-21

Torsby, Sweden

SE3 / n/a

3

14

Rödbjörke

Hydro

Feb-21

Torsby, Sweden

SE3 / n/a

3.3

15

Väls

Hydro

Feb-21

Torsby, Sweden

SE3 / n/a

0.8

3

Torsby

Hydro

Feb-21

Torsby, Sweden

SE3 / n/a

3.1

13

Tvärforsen

Hydro

Feb-21

Torsby, Sweden

SE2 / n/a

9.5

37

Sutton Bridge

Ground mount solar

Mar-21

Somerset, England

UK / ROC

6.7

7

Andover Airfield

Ground mount solar

Mar-21

Hampshire, England

UK / ROC

4.3

4

Kingsland Barton

Ground mount solar

Mar-21

Devon, England

UK / ROC

6

6

Bourne Park

Ground mount solar

Mar-21

Dorset, England

UK / ROC

6

6

Laughton Levels

Ground mount solar

Mar-21

East Sussex, England

UK / ROC

8.3

9

Deeside

Ground mount solar

Mar-21

Flintshire, Wales

UK / FiT

3.8

3

Redbridge Farm

Ground mount solar

Mar-21

Dorset, England

UK / ROC

4.3

4

Iwood

Ground mount solar

Mar-21

Somerset, England

UK / ROC

9.6

9

New Rendy

Ground mount solar

Mar-21

Somerset, England

UK / ROC

4.8

5

Redcourt

Ground mount solar

Mar-21

Carmarthenshire, Wales

UK / ROC

3.2

3

Oakfield

Ground mount solar

Mar-21

Hampshire, England

UK / ROC

5

5

Kerriers

Ground mount solar

Mar-21

Cornwall, England

UK / ROC

10

10

RSPCA Llys Nini

Ground mount solar

Mar-21

Swansea, Wales

UK / ROC

0.9

1

Commercial portfolio

Rooftop Solar

Mar-21

Various, England

UK / FiT

0.3

0

Commercial portfolio

Rooftop Solar

Mar-21

Various, England & Wales

UK / ROC

5.2

4

Commercial portfolio

Rooftop Solar

Mar-21

Various, N. Ireland

SEM / NIROC

0.7

1

Bombardier 

Rooftop Solar

Mar-21

Belfast, N. Ireland

SEM / ROC

3.6

3

Residential portfolio

Residential rooftop solar

Mar-21

Various, N. Ireland

SEM / NIROC

13.1

10

Lemmån

Hydro

Jan-22

Älvdalen, Sweden

SE3 / n/a

0.6

3

Ryssa Övre

Hydro

Jan-22

Mora, Sweden

SE3 / n/a

0.7

3

Ryssa Nedre

Hydro

Jan-22

Mora, Sweden

SE3 / n/a

0.6

2

Rots Övre 

Hydro

Jan-22

Älvdalen, Sweden

SE3 / n/a

 0.7

3

Rots Nedre

Hydro

Jan-22

Älvdalen, Sweden

SE3 / n/a

 0.3

1

Gabrielsberget Syd Vind AB

Wind

Jan-22

Aspeå, Sweden

SE2 / n/a

46.0

108

Vallhaga

Hydro

Jan-22

Edsbyn, Sweden

SE2 / n/a

2.1

13

Österforsens Kraftstation

Hydro

Jan-22

Edsbyn, Sweden

SE2 / n/a

1.9

12

Bornforsen 1 

Hydro

Jan-22

Edsbyn, Sweden

SE2 / n/a

0.5

3

Bornforsen 2

Hydro

Jan-22

Edsbyn, Sweden

SE2 / n/a

1.5

9

Fridafors

Hydro

May-22

Fridafors, Sweden

SE4 / n/a

4.4

18

TOTAL AS AT 30 JUNE 2022:

 

179.8

373


Investment Manager's Report

 

Introduction 

 

The first half of 2022 has been busy but rewarding, with the Company making four new investments during the period, spending £57 million. The assets acquired during the period are of a high quality and strengthen the diversification of technology, geography and power market exposure that is central to the aims of the Company. In June the Company launched an equity raise, raising gross proceeds of £53 million.

 

Acquisitions

During the first half of the year, we have continued to grow our portfolio and have made four acquisitions in the wind and hydropower sectors. This comprises a 46 MWp operational wind farm in north-eastern Sweden - the Company's first wind acquisition - and three additional Swedish hydropower portfolios to complement the Company's existing portfolio. The Company further diversified its energy market exposure by making its first investment in the SE4 pricing zone in Sweden. All acquisitions are owned 100% by the Group.

 

Hydro - Downing Hydro AB ("DHAB")

DHAB is the vehicle through which the Group acquires and owns its portfolio of hydropower plants.

 

In January 2022, the Group acquired two operational portfolios of hydropower plants located in central Sweden for £20.1 million. The acquisition comprised of a c. 12 GWh per annum portfolio of hydropower plants and a c. 36 GWh per annum portfolio. These acquisitions were largely funded through a drawdown on the DHAB Swedish hydropower portfolio debt facility signed in November 2021 with Skandinaviska Enskilda Banken AB ("SEB").

 

The first portfolio comprises five hydropower plants located on three different rivers in central Sweden.  The sites benefit from a long operational history and are located in the county of Dalarna, which is in the attractive SE3 price area.

 

The second of the two new portfolios include four run-of-river hydropower plants situated on a single river in central Sweden. The sites also benefit from a long operational history and were refurbished between 2010 and 2013. The hydropower plants are located in and around the Swedish town Edsbyn in the SE2 pricing zone.

 

In May 2022, the Company acquired, through DHAB, a 100% interest in an additional portfolio of operational run-of-river hydropower plants in Sweden for a total consideration of approximately £17 million. The acquisition was funded by drawing down on DORE's £25 million RCF. This was subsequently repaid in full using part of the net proceeds of the capital raise.

 

The portfolio acquired in May 2022 comprises two hydropower plants located in Sweden's southern SE4 pricing region. The plants were comprehensively renovated between May 2014 and September 2019 and have an aggregate forecast annual production of c.18 GWh p.a.

 

The newly acquired hydropower plants will be fully integrated into DORE's existing hydropower operational organisation. This acquisition increased the number of DHAB hydropower plants to 19 and the total forecast annual production of the hydropower portfolio to c.174 GWh, a c.60% increase since 31 December 2021.

 

The acquisition in May 2022 represented DORE's first assets to be located in the attractive southern SE4 pricing region, which has the highest wholesale power prices in Sweden, benefitting from export cables to continental Europe. The acquisitions in a new price zone further supports DORE's strategy of focusing on diversification by geography, technology, revenue and project stage, designed to increase the stability of revenues and the consistency of income to shareholders.

 

The acquisitions were accretive to NAV due to operational and capital efficiencies as a result of the integration of the assets into the Company's platform, and also the more attractive pricing available for individual sites or small portfolios when compared to larger facilities. The net present value gained from the acquisitions was £5.7 million.

 

A framework agreement is in place with Axpo (a leading Swiss energy company) which allows DHAB to lock in prices. DHAB has hedged positions in line with DORE's risk management strategy. The hydropower assets do not attract material government subsidy payments.

 

Wind - Gabriel Project

On 2 February 2022 the Group completed its first onshore wind investment. The Company acquired an operational 46 MW onshore wind project located in Nordmaling, north-eastern Sweden for approximately £19.8 million.

 

The project has been operational for c. 10 years and comprises 20 turbines with an expected total annual production of 108 GWh. Gabriel has a short-term offtake agreement with Centrica.

 

Portfolio Performance

 

In the 12 months to June 2022 the operating profit was 1.4% ahead of budget. Budgets are agreed upon acquisition and updated annually thereafter and are in line with the investment case and subsequent valuation models respectively. Portfolio generation for the 12-month period was 4.7% under expectations, driven by the exceptionally dry conditions seen across Sweden during the first half of 2022.

 

For the period of operations between 1 January 2022 and 30 June 2022, generation was ahead of expectations for the wind and solar assets but lower than expected in the hydropower portfolio due to exceptionally dry conditions, leading to an overall shortfall of c.8% against expectation.

 

The hydropower portfolio maintained good levels of efficiency and performance was driven by the weaker than expected spring flood as well as an unusually dry summer in Sweden . The dry weather has now abated and waterflows have returned to normal. In addition, reservoir reserves are back to expected levels with 70% of capacity being utilised, ahead of the wetter autumn period. 

 

Cash flow from the assets remain strong, supported by transitional and transaction costs remaining below budgeted levels.  The benefits of the Company's strategy of meaningful diversification by technology type and location is clearly evident in the variations in generation against budget that has been experienced in the last 12 months (and which will probably continue in the future).

 

We have set out a graph in the full set of Interim Report and Accounts showing how the portfolio has performed relative to forecast to show how each of the different technologies complement one another at times of varying resource availability.

 

Portfolio and Asset Management

 

Downing has invested significantly in an in-house asset management team capable of providing a full scope service to a wide range of generation and storage technologies. Established in 2019, the team totals 21 and includes expertise across power markets, engineering, data analytics, finance and commercial management.

 

Health and Safety  

Following investment into Gabriel, a 46MW wind site in northern Sweden, the Asset Manager is developing an ice safety framework to ensure Health and Safety management policies remain fit for purpose. During the winter months, ice will gather on turbine blades presenting a risk of ice throw. To mitigate this risk, the Asset Manager is currently investigating the option of a heated blading system. Analysis is also underway to establish the most effective way to monitor ice accumulation.

 

Optimisation

During the period, the Asset Manager continued to develop and implement performance and proprietary data optimisation strategies , the latter enhancing Downing's data driven approach to asset management. 

 

Work has continued to further develop Green Power Monitor (GPM) integration across the portfolio, including integration at the Gabriel wind farm . This system allows us to monitor performance and weather conditions in real time.

 

The Asset Manager has also introduced a new Energy production forecasting tool, Meteo for Energy, designed to optimise the scheduling of maintenance and onsite works across the Ground Mount solar portfolio.  The service is a 6-day production forecast that combines satellite forecasts and meteorological models adjusted to the conditions of each site. This will shortly be integrated into the O&M's operating processes to optimise energy output during maintenance.

 

A n inverter optimisation and upgrade plan is currently underway with the manufacturer of several inverters in the ground mount solar portfolio.

 

Both the ground mount and commercial solar portfolios have now achieved compliance with the new accelerated loss of mains requirements, using the available funding from National Grid ESO. 

 

Several new and optimised contracts were placed during the period. With the acquisition of several new hydropower assets during the period, the Asset Manager has incorporated these new sites into the optimised O&M contracts strategy.  

 

Ongoing active power price management ensures that performance optimisations can deliver a strong financial performance for the portfolio. 

 

Financing and Capital Structure

The Group continues to adopt a prudent approach to leverage, with the aim that each asset will be financed appropriately for the nature of its underlying cashflows and their expected volatility. Long-term debt may be used where appropriate at the SPV level to facilitate acquisitions, refinancing, capital expenditure or construction of assets.

 

Total long-term structural debt will not exceed 50% of the prevailing Gross Asset Value at the time of drawing down (or acquiring) such debt. At 30 June 2022, including project level financing, the Group's leverage stood at 33%. In addition, the Company and/or its subsidiaries may also make use of short-term debt, such as a revolving credit facility, to assist with the acquisition of suitable opportunities as and when they become available. Short term debt may be up to 20% of GAV following changes to the investment policy approved in the period.

 

Revolving Credit Facility

As previously announced in the Company's 2021 Annual Report, the Group entered into a loan agreement through its main subsidiary DORE Hold Co Limited for a £25 million RCF with Santander. During the period, the Group utilised £17.3 million of this facility to help facilitate the acquisition of two hydropower plants located in Sweden's southern SE4 pricing region.

 

Following the capital raise in June 2022, as was intended, the Group utilised an element of the proceeds to repay the outstanding RCF balance. As at the date of this report, there is no balance owing on the RCF.

 

Foreign Exchange

The Group's assets in Sweden earn revenues in EUR and incur some operational costs in SEK. Assets in the UK operate entirely in sterling.

 

The Group, together with its foreign exchange advisor, has developed and implemented its foreign exchange risk management policy in line with the June 2022 Prospectus. The policy targets hedging the short to medium-term distributions (up to five years) from the portfolio of assets, that are not denominated in GBP on a 'linear reducing basis', whereby a high proportion of expected distributions in year one are hedged and the proportion of expected distributions that are hedged reduces in a linear fashion over the following four years. This is a rolling programme and each year further hedges are expected to be put in place to maintain the profile.

 

In total, 69% of the Group's forecast EUR dividend receipts from SPVs out to March 2026 were hedged as at the reporting date, meaning only a small portion of these future distributions are subject to the volatility of the spot prices.

 

Power markets and exposure

Through its portfolio companies, the Group adopts a medium to long-term hedging policy for its generation assets, providing an extra degree of certainty over the cash flows over the hedged periods. The fixed price generation position for the portfolio as of 30 June 2022 is set out in the full set of Interim Report and Accounts, showing the impact of the combination of subsidy and fixed income from power sales. The hedging positions are continuously reviewed to ensure an appropriate position is maintained and new hedges are taken out as appropriate.

The invasion of Ukraine continues to have a major impact on power prices throughout Europe and the UK as European gas supply is dominated by Russia. The UK gas and UK power markets are likely to remain volatile if the uncertainty about the Russian gas supply continues. The Company has taken steps to reduce its exposure to this volatility, due its high level of fixed pricing over the short to medium term.

United Kingdom

The crisis in Ukraine dominated the European and UK energy markets in H1 of 2022. UK power and gas spot prices and forward prices for the front seasons (summer and winter 2022) surged at the beginning of March 2022 amid spiraling supply fears.

 

Gas forward prices for Summer 2022 tripled when compared to the price levels at the beginning of Q2. Forward prices for Summer and Winter 2022 eased off from these record high levels, as the initial fears of an imminent Russian gas supply disruption seemed to be less founded. Forward prices at the back end of the forward curve (Summer 2023 - Winter 2025) increased, which indicates that markets believe gas supply issues may dominate the market for a number of years.

 

Nordics

During Q1 2022, forward prices in the southern zones of Sweden benefitted from record high power prices in continental Europe, due to their cross-border capacities with the continent. However, the central and northern zones did not see as much benefit from these high forward prices, mainly due to the lack of sufficient transmission capacity with the southern zones. Consequently, forward power prices of the southern regions traded at significant premiums to the system forward power prices , whereas the forward power prices of the northern regions traded at significant discounts. SE3 traded around the system price , as it is located between the southern and northern regions.

 

The volatility in wind generation added to the volatility in the spot market , which was amplified by cold spells and low hydrology levels throughout the first quarter of 2022 . Forward system power prices continued to increase in the second half of 2022 on the back of power price increases in continental Europe. The spot market continued to remain very volatile , driven by weather and news from the gas market about supply from Russian pipelines and LNG.

 

Dividends

The Board has declared to pay the Company's fifth interim dividend of 1.25 pence per share, equivalent to £1.7 million, in respect of the three months to 30 June 2022. This will bring total dividends paid in respect of the first half of the financial year to 2.5 pence per share. The fifth interim dividend is not reflected in the accounts to 30 June 2022.

 

In the Interim Report to June 2021, the Company announced that it was increasing its dividend guidance to target 5 pence per share for the 12 months to June 2022. Following the declaration of the recent dividend, the Company has now achieved that target.

 

The Company has chosen to designate part of each interim dividend as an interest distribution for UK tax purposes. Shareholders in receipt of such a dividend will be treated for UK tax purposes as though they have received a payment of interest in respect of the interest distribution element of this dividend. This will result in a reduction in the corporation tax payable by the Company.

 

Dividends paid and declared to date are as follows:

 

For the Period

Dividend Paid

No. of Shares

Total Dividend (pence per share)

IPO Target

Interest Element (pence per share)

Dividend Element (pence per share)

June 2021

September 2021

    122,500,000

1.00

1.00

0.50

0.50

September 2021

December 2021

    137,008,487

1.25

1.00

0.81

0.44

December 2021

March 2022

    137,008,487

1.25

1.00

0.83

0.42

March 2022

June 2022

    137,008,487

1.25

1.25

0.81

0.44

June 2022

September 2022

184,622,487

1.25

1.25

0.75

0.50

Total

 


6.00

5.50

3.70

2.30

 

The Company intends to pay dividends on a quarterly basis, with dividends typically declared in respect of the quarterly periods ending March, June, September and December. Payment of the relevant dividend declared is expected be made within three months of the relevant quarter end.

 

The June 2022 dividend is as per the stated target and will be paid in accordance with the timetable below:

 

Approved:

24 August 2022

Ex-dividend Date:

1 September 2022

Record Date:

2 September 2022

Payment Date:

30 September 2022

 



 

Valuation of the portfolio

Net asset value

The Company's NAV increased during the period from £141.8 million to £214.1 million. On a pence per share basis, it increased by 12.4 pence from 103.5 pence per share to 115.9 pence per share as at 30 June 2022. The NAV increase was driven by additional fundraising, operational performance, inflation and increases in long term power price forecasts.

The bridge below shows the movement in NAV during the period, with each step explained further below.

 


Movement in NAV (£'m)

Opening NAV (31-Dec-21)

141.8

Dividends

(3.4)

Management fee

(0.8)

Other costs and charges

(0.8)

Performance

2.6

Power Curve

16.5

Inflation

7.5

FX

(1.5)

Discount Rate

(2.2)

Acquisitions

7.9

Other

(5.6)

Fundraising

51.9

Closing (30-Jun-22)

214.1

 

Opening

Represents the audited NAV at 31 December 2021.

 

Dividends

Distributions paid by the Company in the period.

 

Management Fee

Fees charged to the Company by the Investment Manager.

 

Other costs and charges

Charges incurred by the Company, and its immediate subsidiary DORE Hold Co, in its normal operations. No transaction costs are included.

 

Performance

Represents the balance sheet variance at the portfolio company level representing higher cashflows than anticipated in the short term.

 

Power Prices

The Group uses long-term, forward-looking power price forecasts from third party consultants for the purposes of asset valuations. In both the UK and Sweden, an equal blend is taken from the most recent central case forecasts from two leading consultants. In Sweden, the market forecasts are blended with Nordpool forward pricing for the first 3 years.  Where fixed price arrangements are in place, the financial model will reflect this price for the relevant time frame. The impact of our short-term power hedging strategy is also included in this step.

 

Inflation

Since IPO, the Group has used a near-term annual inflation forecast of 2.25% until December 2023, and a medium-term forecast of 2.75% rising to 3.0% from 2024 for the purposes of UK asset valuations. From 2030 onwards, this forecast reduces to 2.25% because of the RPI reform announced by the UK Government in 2021.

 

Given the rapid increases in inflation throughout 2022, we use an increased annual assumption of 7.8% for 2022 only.

 

Models are updated quarterly to reflect actual inflation to date.

 

For the Swedish asset valuations, the group uses a near-term inflation forecast for 2022 of 4.0% and for 2023 and beyond, a long-term inflation forecast of 2.0% which is reflective of the Swedish central bank's target inflation rate.

 

Foreign Exchange

The impact of foreign exchange movements on foreign cash balances and on underlying investment valuations.

 

Other

Reflects changes to operational contracts (such as insurance), the cost of debt in the future, and other minor changes .

 

Key Valuation Assumptions

Asset life

Where land is leased from an external landlord, the operational life assumed for the purposes of the asset valuations is valued at the earlier of planning or lease expiry.

 

Where a project has an indefinite life, the land it is located on is owned and there are no constraints regarding planning, asset valuations are based on a perpetual life. This is the basis for the valuation of the hydropower assets.

 

The asset life assumed for each of the ground mounted solar sites was set taking into consideration the length of the respective planning consent and term of leasing agreement in place at the time of acquisition. On a capacity-weighted basis this results in an average asset life of close to 25 years. There is an ongoing process underway to extend planning and lease terms to allow the assets to operate for longer than initially expected. This project is expected to increase the weighted useful life of the ground mount portfolio to 27.8 years. The extension to asset life assumptions to this level would, if implemented on 30 June 2022, result in a valuation gain of approximately £1.2m.

 

Discount Rates

Discount rates used for the purpose of the valuation process are representative of the Investment Manager's and the Board's assessment of the rate of return in the market for assets with similar characteristics and risk profile. The discount rate of Downing Hydro AB has been increased by 0.2%, due to increased merchant power revenues as a result of the increases in the most recent power price forecasts. There has been no change to the discount rates used on the solar and wind assets.

 

Discount rates in use across the portfolio range from 5.5% to 7.5%. The increased discount rates applied to the hydropower portfolio have been offset by the introduction of the unlevered wind farm at the lower discount rate of 6%, resulting in a largely unchanged weighted average discount rate of 7.2%.

 

Foreign Exchange

Cashflows from assets that are generated in a non-sterling currency are converted in each period they are earned using the actual hedges in place, with the residual amounts converted at the relevant exchange rate.

The relevant exchange rate is taken from a forward curve provided by the Company's foreign exchange advisors for ten years, at which point the exchange rate is held constant due to the impracticalities of hedging currency further into the future.

 

Portfolio Valuation sensitivities

The NAV of the Company is comprised of the sum of the discounted value of future cash flows of the underlying investments in solar and hydropower assets (being the portfolio valuation), the cash balances of the Company and its holding Company and the other assets and liabilities of the Group.

The portfolio valuation is the largest component of the NAV and the key sensitivities to this valuation are considered to be discount rate and the principal assumptions used in respect of future revenues and costs.

 

A broad range of assumptions are used in the Company's valuation models. These assumptions are based on long-term forecasts and are generally not affected by short-term fluctuations in inputs, whether economic or technical.

 

The Investment Manager exercises its judgement and uses its experience in assessing the expected future cash flows from each investment.

 

The impact of changes in the key drivers of the valuation are set out in the full Interim Report and Accounts.

 

Discount Rate

The weighted average discount rate of the portfolio at 30 June 2022 was 7.2%.

 

The Investment Manager considers a variance of plus or minus 0.5% is to be a reasonable range of alternative assumptions for discount rates.

 

Energy Yield

For the solar assets, our underlying assumption set assumes the so called P50 level of electricity output based on reports by technical advisors. The P50 output is the estimated annual amount of electricity generation that has a 50% probability of being exceeded and a 50% probability of being underachieved.

 

For hydropower assets, the expected annual average production is applied to the valuation, similar to the P50 assumption applied to solar and wind assets. Given the long operational record of the hydropower assets, the annual production forecast is derived from historic datasets and validated by technical advisors.

 

The Energy Yield sensitivities uses a variance of plus or minus 5% applied to the generation for each year of the asset life.

 

Power Prices

The power price sensitivity assumes a 10% increase or decrease in power prices relative to the base case for each year of the asset life.

 

While power markets can experience volatility in excess of +/-10% on a short-term basis, the sensitivity is intended to provide insight into the effect on the NAV of persistently higher or lower power prices over the whole life of the portfolio, which is a more severe downside scenario.

Inflation

The Company's i nflation assumptions are set out above.  A long-term inflation sensitivity of plus and minus 0.5% is presented below.

 

Foreign Exchange

The Company's foreign exchange policy is set out above. A sensitivity of plus and minus 10% is applied to any non-hedged cashflows derived from non-sterling assets for each year of the asset life. The Company will also try to ensure sufficient near-term distributions from any non-sterling investments are hedged.

 

Outlook

 

The outlook for the Company is encouraging. The existing assets continue to operate well and four new acquisitions have been made in 2022, including the Company's first wind farm.  The Investment Manager is progressing a significant pipeline of opportunities across technologies and sectors including wind, solar, hydropower and utilities and continues to work to finalise a series of investments that would see the balance of the capital raised in June 2022 deployed. The main geographical focus of the opportunities in progress is the Nordic region and the UK, with certain further opportunities across Northern Europe.

 

Following Russia's invasion of Ukraine, many European governments have shifted their focus to expanding renewable energy production. As a result of this, the Investment Manager is seeing both an increase in new build assets coming to market and also an increase in operational assets available for sale as asset owners recycle capital for further investments in their development pipelines.  The Investment Manager is confident that these trends will continue to increase the pipeline of potential investment opportunities available to the Company .

 

 



Principal Risks and Uncertainties

For the remaining six months of the year to 31 December 2022

 

The Chairman's Statement and the Investment Manager's Report in this Interim Report provide details of the important events which have occurred during the period and their impact on the financial statements. The outlook for the Company for the remaining six months of the year ending 31 December 2022 is discussed in the Chairman's Statement and the Investment Manager's Report.

 

As described in the Company's Annual Report as at 31 December 2021, the Company's principal risks and uncertainties include the following:

 

á     Exposure to wholesale electricity prices and risk to hedging power prices

á     Exposure to the transactional effects of foreign exchange

á     Non-compliance with the investment trust eligibility conditions

á     Construction risk

á     Reliance on third-party service providers

á     Lack of availability of suitable renewable energy projects

á     Conflicts of interest

á     Risks relating to the technical performance of assets

á     Counterparties' ability to make contractual payments

á     Risks associated with Cyber Security

 

The Board believes that these risks are unchanged in respect of the remaining six months of the year to 31 December 2022.

 

Further information in relation to these principal risks and uncertainties may be found on pages 59 to 64 of the Company's annual financial statements as at 31 December 2021. These inherent risks associated with investments in renewable energy projects could result in a material adverse effect on the Company's performance and value of ordinary shares.

 

Risks including emerging risks are mitigated and managed by the Board through continual review, policy setting and regular reviews of the Company's risk matrix by the Audit Committee to ensure that procedures are in place with the intention of minimising the impact of the above-mentioned risks.

 

The Board carried out a formal review of the risk matrix at the Audit Committee meeting held on 2 March 2022 and again on 14 September 22. The Board relies on periodic reports provided by the Investment Manager and Administrator regarding risks that the Company faces. When required, experts will be employed to gather information, including tax advisers, legal advisers, and environmental advisers.



 

Responsibility Statement of the Directors

In respect of the financial statements

 

The Directors confirm that to the best of their knowledge this condensed set of financial statements which have been prepared in accordance with IAS 34 as adopted by the UK, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company. The operating and financial review in the full set of the of the Interim Report and Accounts includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8 of the Disclosure Guidance and Transparency Rules of the United Kingdom's Financial Conduct Authority namely: an indication of important events that have occurred during the period and their impact on the condensed financial statements and a description of the principal risks and uncertainties for the remaining six months of the financial year; and material related party transactions in the period as disclosed in Note 18.

 

The Directors, all of whom are independent and non-executive, are:

 

á     Hugh W M Little

á     Jo De Montgros

á     Ashley Paxton

 

Approval

This Directors' responsibilities statement was approved by the Board of Directors and signed on its behalf by:

 

Hugh W M Little (Chair)

14 September 2022

 

 

Condensed Statement of Comprehensive Income

For the six-month period ended 30 June 2022 (unaudited)

 

 

For the six-month period ended 30 June 2022 (unaudited)

For the Period from 8 October 2020 to 30 June 2021 (unaudited)

 

 

 

 

Notes

Revenue

£'000s

Capital

£'000s

Total

£'000s

Revenue

£'000s

Capital

£'000s

Total

£'000s


 







Income

 







Return on investment

4

3,497

21,408

24,905

2,073

1,811

3,884

Total income

 

3,497

21,408

24,905

2,073

1,811

3,884

 

Expenses

 

 

 

 

 

 

 

Investment management fees

3

(739)

-

(739)

(643)

-

(643)

Directors' fees

 

(63)

-

(63)

(83)

-

(83)

Other expenses

5

(335)

-

(335)

(390)

-

(390)

Total expenses

 

(1,137)

-

(1,137)

(1,116)

-

(1,116)

 

 

 

 

 

 

 

 

Profit before taxation

 

2,360

21,408

23,768

957

1,811

2,768


 

 

 

 

 

 

 

Taxation          

6

-

-

-

-

-

-

Profit after taxation

 

2,360

21,408

23,768

957

1,811

2,768

Profit and total comprehensive income attributable to:

 



 

 

 

 

Equity holders of the Company

 

2,360

21,408

23,768

957

1,811

2,768


 

 

 

 

 

 

 

Earnings per share - Basic & diluted (pence)

7

1.70

15.39

17.09

1.02

1.94

2.96

 

The total column of this statement is the Statement of Comprehensive Income of the Company prepared in accordance with International Financial Reporting Standards (IFRS) as adopted. The supplementary revenue return and capital columns have been prepared in accordance with the Association of Investment Companies Statement of Recommended Practice (AIC SORP).

Condensed Statement of Financial Position

As at 30 June 2022 (unaudited)


 

Notes

As at 30 June 2022

(unaudited)

£'000s

As at 31 December 2021 (audited)

£'000

Non-current assets

 



Investments at fair value through profit and loss

8

178,413

131,508


 

178,413

131,508

Current assets

 



Trade and other receivables

9

870

280

Cash and cash equivalents

13

36,675

11,254


 

37,545

11,534

 

 



Total assets

 

215,958

143,042

 

 



Current liabilities

Trade and other payables

(1,903)

 

(1,201)

 

 

(1,903)

(1,201)

 

 



Total liabilities

 

(1,903)

(1,201)

 

 



 

 



Net assets

 

214,055

141,841


 



Capital and reserves

 



Called up share capital

11

1,846

1,370

Share Premium

 

65,878

14,506

Special distributable reserve

 

117,156

118,435

Revenue reserve

 

440

203

Capital reserve

 

28,735

7,327

 

Shareholders’  funds

 

214,055

141,841

 

 

 

 

 

Net asset value per ordinary share (pence)

12

115.9

            103.5

 

The unaudited condensed financial statements of Downing Renewables & Infrastructure Trust plc were approved by the Board of Directors and authorised for issue on 14 September 2022 and are signed on behalf of the Board by:

 

Hugh W M Little

Chair

 

Company registration number 12938740



Statement of Changes in Equity

For the six-month period ended 30 June 2022 (unaudited)

 

Notes

Share Capital

Share Premium

Capital Reserve

Revenue Reserve

Special Distributable Reserve

Total

 

 

 

£'000s

£'000s

£'000s

£'000s

£'000s

£'000s

Balance at the start of the period

 

1,370

14,506

7,327

203

118,435

141,841

Gross proceeds from share issue

11

476

52,375

-

-

-

52,851

Share issue costs

11

-

(1,003)

-

-

22

(981)

Dividends

16

-

-

-

(2,123)

(1,301)

(3,424)

Total comprehensive income for the period


-

-

21,408

2,360

-

23,768

Net assets attributable to shareholders at 30 June 2022


1,846

65,878

28,735

440

117,156

214,055

 

 

 

 

 

 

 

 

 

 

 

 

 



 

For the Period from 8 October 2020 to 30 June 2021 (unaudited)

 

Notes

Share Capital

Share Premium

 

Capital Reserve

Revenue Reserve

Special Distributable Reserve

Total

 

 

 

£'000s

£'000s

£'000s

£'000s

£'000s

£'000s

Balance at the start of the period

 

-

-

-

-

-

-

Gross proceeds from share issue

11

1,225

121,275

            -

            -

122,500

Bonus shares

 

-

(52)

            -

            -

-

(52)

Share issue costs

 

-

-

            -

            -

(2,450)

(2,450)

Transfer to special distributable reserve

 

-

(121,223)

-

-

121,223

-

Total comprehensive income for the period

 

-

 

-

 

1,811

 

957

 

-

 

2,768

 

Net assets attributable to shareholders at 30 June 2021


1,225

-

1,811

957

118,773

122,766

 

 

The Company's distributable reserves consist of the Special distributable reserve, Capital reserve attributable to unrealised gains and Revenue reserve. There have been no realised gains or losses at the reporting date.



 

Statement of Cash Flows

For the six-month period ended 30 June 2022 (unaudited)

 

 

Notes

For the six-month period ended 30 June 2022 (unaudited)

£'000s

For the Period from 8 October 2020 to 30 June 2021

(unaudited)

£'000s

 


 

 

Cash flows from operating activities

 

 

 

Profit before taxation

 

23,768

2,768

 

 

 

 

Adjusted for:

 

 

 

Interest income

4

(3,497)

(2,073)

Unrealised gains on investments at fair value

8

(21,408)

(1,811)

Increase in receivables

 

(590)

(206)

Increase in payables

 

702

907

Net cash outflows from operating activities

 

(1,025)

(415)


 

 

 

Cash flows from investing activities

 

 

 

Purchase of investments

8

(22,000)

(102,481)

Net cash outflows from investing activities

 

(22,000)

(102,481)

 

 

 

 

Cash flows from financing activities

 

 

 

Gross proceeds of share issue

11

52,851

122,500

Bonus shares

 

-

(52)

Dividends

16

(3,424)

-

Share issue costs

11

(981)

(2,450)

Net cash flows from financing activities

 

48,446

119,998


 

 

 

Increase in cash and cash equivalents

 

25,421

17,102

Cash and cash equivalents at the start of the period

 

11,254

-

Cash and cash equivalents at the end of the period

13

36,675

17,102


 

 

 

 



 



 

Notes to the Financial Statements

For the six-month period ended 30 June 2022 (unaudited)

1.   General Information

 

The Company is registered in England and Wales under number 12938740 pursuant to the Companies Act 2006 and its registered office Beaufort House, 51 New North Road, Exeter, England, EX4 4EP.

 

The Company was incorporated on 8 October 2020 and is a Public Limited Company and the ultimate controlling party of the group. The Company's ordinary shares were first admitted to the premium segment of the Financial Conduct Authority's Official List and to trading on the Main Market of the London Stock Exchange under the ticker DORE on 10 December 2020.

 

The interim condensed unaudited financial statements of the Company (the 'interim financial statements') are for the period from 1 January 2022 to 30 June 2022 and comprise only the results of the Company, as all of its subsidiaries are measured at fair value in line with IFRS 10 as disclosed in Note 2.

 

The Company's objective is to generate an attractive total return for investors comprising stable dividend income and capital preservation, with the opportunity for capital growth through the acquiring and realising value from a diverse portfolio of renewable energy infrastructure projects.

 

The Company currently makes its investments through its principal holding company and single subsidiary, DORE Hold Co Limited ('Hold Co'), and intermediate holding companies which are directly owned by Hold Co. The Company controls the Investment Policy of each of Hold Co and its intermediate holding companies in order to ensure that each will act in a manner consistent with the Investment Policy of the Company.

 

The Company has appointed Downing LLP as its Investment Manager (the 'Investment Manager') pursuant to the Investment Management Agreement dated 12 November 2020. The Investment Manager is registered in England and Wales under number OC341575 pursuant to the Companies Act 2006. The Investment Manager is regulated by the FCA, number 545025.

2.   Basis of preparation

 

The interim financial statements included in this report have been prepared in accordance with IAS 34 Interim Financial Reporting. The interim financial statements have been prepared under the historical cost convention, as modified by the revaluation of financial assets and financial liabilities at fair value through profit or loss.

 

The interim financial statements have also been prepared as far as is relevant and applicable to the Company in accordance with the Statement of Recommended Practice: Financial Statements of Investment Trust Companies and Venture Capital Trusts ('SORP') issued in April 2021 by the Association of Investment Companies ('AIC').

 

The interim financial statements are presented in sterling, which is the Company's functional currency and are rounded to the nearest thousand, unless otherwise stated. The accounting policies, significant judgements, key assumptions and estimates are consistent with those used in the latest audited financial statements to 31 December 2021 and should be read in conjunction with the Company's annual audited financial statements for the period ended 31 December 2021.

 

These interim financial statements do not include all information and disclosures required in the annual audited financial statements. The interim financial statements are unaudited and do not constitute statutory accounts as defined in section 434(3) of the Companies Act 2006.

 

Basis of Consolidation

The sole objective of the Company and through its subsidiary DORE Hold Co Limited is to own Renewable Energy Infrastructure Projects, via individual corporate entities. Hold Co typically will issue equity and loans to finance its investments.

 

The Directors have concluded that in accordance with IFRS 10, the Company meets the definition of an investment entity having evaluated the criteria that needs to be met. Under IFRS 10, investment entities are required to hold subsidiaries at fair value through profit or loss rather than consolidate them on a line-by-line basis, meaning Hold Co's cash, debt and working capital balances are included in the fair value of the investment rather than in the Company's assets and liabilities. Hold Co has one investor which is the Company. However, in substance, Hold Co is investing the funds of the investors of the Company on its behalf and is effectively performing investment management services on behalf of many unrelated beneficiary investors.

 

Going concern

The Directors, in their consideration of going concern, have reviewed comprehensive cash flow forecasts prepared by the Company's Investment Manager which are based on prudent market data and believe that it is appropriate to prepare the financial statements of the Company on the going concern basis.

 

In arriving at their conclusion that the Company has adequate financial resources, the Directors were mindful that the Group had unrestricted cash of £36.7 million as at 30 June 2022 and an undrawn revolving credit facility ('RCF') (available for investment in new or existing projects and working capital) of £25 million through its main subsidiary DORE Hold Co Limited. The Company's net assets at 30 June 2022 were £214 million and total expenses for the period were £1.1 million, which when annualised, represented approximately 1.2% of average net assets during the period.

 

At the date of approval of this document, based on the aggregate of investments and cash held, the Company has substantial operating expenses cover. The Directors are satisfied that the Company has sufficient resources to continue to operate for the foreseeable future, a period of not less than 12 months from the date of this report. Accordingly, they continue to adopt the going concern basis in preparing these financial statements.

 

Segmental reporting

The Chief Operating Decision Maker (the 'CODM') being the Board of Directors, is of the opinion that the Company is engaged in a single segment of business, being investment in renewable energy infrastructure.

 

The Company has no single major customer. The internal financial information to be used by the CODM on a quarterly basis to allocate resources, assess performance and manage the Company will present the business as a single segment comprising the portfolio of investments in renewable energy infrastructure assets.

 

Seasonal and cyclical variations

The Company's results do not vary significantly during reporting periods.

 

3.   Investment management fees

 

Under the terms of the Investment Management Agreement, the Investment Manager is entitled to a management fee from the Company, which is calculated quarterly in arrears at 0.95% of NAV per annum up to £500 million and 0.85% per annum of NAV in excess of £500 million.

 

During the period, the Company paid £592,953 of management fees relating to prior periods. At the reporting date there were outstanding investment management fees of £1,079,816 accrued. Following the period end, the Company paid a further £694,732 against this accrual to Downing LLP.

 

No performance fee is payable to the Investment Manager under the Investment Management Agreement and there are no provisions that would entitle the Investment Manager to a performance fee in respect of future periods.

 

 

4.   Return on investment

 


 

For the six-month period ended 30 June 2022 (unaudited)

£'000s

For the Period from 8 October 2020 to 30 June 2021 (unaudited)

£'000s

 

Unrealised movement in fair value of investments (Note 8)


21,408

1,811


Interest due on loans to investment


3,497

2,073




24,905

3,884


 

5.   Other expenses

 


 

For the six-month period ended 30 June 2022 (unaudited)

£'000s

For the Period from 8 October 2020 to 30 June 2021 (unaudited)

£'000s

 

Alternative investment fund manager fee


61

57


Auditor fee





-       Statutory audit services


48

14


-       Initial accounts audit


-

85


Company secretarial fee


27

33


Legal fees


20

47


Depositary fee


24

25


Hedging advisory


12

26


Marketing fee


32

20


Broker fee


41

28


Retainer fee


-

28


Other fees


70

27




335

390


 

Total fees payable to BDO for non-audit services during the period were £131,000. Fees paid were for professional fees paid to BDO relating to reporting accountant services received during the Company's most recent share issuance program. These share issue costs were allocated against the Company's capital reserves.

 

6.   Taxation

 

Taxable income during the period was offset by expenses and the tax charge for the period ended 30 June 2022 is £Nil.

 

As described above, the Company is recognised as an ITC for accounting periods and is taxed at the current main rate of 19%. To the extent that there is insufficient group tax relief available to eliminate taxable profits, the Company may make interest distributions to reduce taxable profits to nil.

 

(a)  Analysis of charge in the period


For the six-month period ended 30 June 2022 (unaudited)

For the Period from 8 October 2020 to 30 June 2021 (unaudited)


Revenue

Capital

Total

Revenue

Capital

Total

 

£'000

£'000

£'000

£'000

£'000

£'000

Analysis of tax charge / (credit) in the period:

 

 

 

 



Current tax:

 

 

 

 



UK corporation tax on profits of the period

                    -  

               -  

               -  

                    -  

               -  

               -  

Adjustments in respect of previous periods

                    -  

               -  

               -  

                    -  

               -  

               -  


                    -  

               -  

               -  

                    -  

               -  

               -  








Deferred tax:

 

 

 

 



Origination & reversal of timing differences

                    -  

               -  

               -  

                    -  

               -  

               -  

Adjustments in respect of previous periods

                    -  

               -  

               -  

                    -  

               -  

               -  








Tax charge / (credit) on profit on ordinary activities

                    -  

               -  

               -  

                    -  

               -  

               -  

 

(b) Factors affecting total tax charge for the period

 

The effective UK corporation tax rate applicable to the Company for the period is 19%. The tax charge differs from the charge resulting from applying the standard rate of UK corporation tax for an investment trust company. The differences are explained below.

 


For the six-month period ended 30 June 2022 (unaudited)

For the Period from 8 October 2020 to 30 June 2021 (unaudited)


Revenue

Capital

Total

Revenue

Capital

Total

 

£'000

£'000

£'000

£'000

£'000

£'000

Profit / (Loss) on ordinary activities before tax

2,360

21,408

23,768

             957

        1,811

     2,768








Profit on ordinary activities multiplied by standard rate







of corporation tax in the UK of 19%

448

4,068

4,516

182

344

526








Effect of:

 






Capital profits not taxable

-

(4,068)

(4,068)

                    -  

(344)

(344)

Non-taxable income

-

-

-

                    -  

               -  

               -  

Expenses non deductible

-



-

               -  

-

Interest distributions

(448)

-

(448)

(182)

               -  

(182)

Timing differences

-

-

-

                    -  

               -  

               -  

Group relief

-

-

-

                    -  

               -  

               -  

Excess management expenses

-

-

-

                    -  

               -  

               -  

Total charge / (credit) for the period

-

-

-

                    -  

               -  

               -  

 

HM Revenue & Customs ('HMRC') has granted approval to the Company's status as an investment trust, and it is the Company's intention to continue meeting the conditions required to obtain approval in the foreseeable future. Investment companies which have been approved by HMRC under section 1158 of the Corporation Tax Act 2010, as amended are exempt from tax on capital gains.

 

The March 2021 Budget announced a further increase to the main rate of corporation tax to 25% from 1 April 2023. This rate has been substantively enacted at the balance sheet date.

 

There is no unrecognised deferred tax asset or liability at 30 June 2022.

 

7.   Earnings per share

 


 

For the six-month period ended 30 June 2022

(unaudited)

For the Period from 8 October 2020 to 30 June 2021

(unaudited)


 

Revenue

£'000

Capital

£'000

Total

£'000s

Revenue

£'000

Capital

£'000

Total

£'000s

Revenue and capital profit attributable to equity holders of the Company


3,497

21,408

24,905

957

1,811

2,768

Weighted average number of ordinary shares in issue


139,101

139,101

139,101

93,487

93,487

93,487

Basic and diluted earnings per share (pence)


1.70

15.39

17.09

1.02

1.94

2.96

 

Basic and diluted earnings per share are the same as there are no arrangements which could have a dilutive effect on the Company's ordinary shares.

 

8.   Investments at fair value through profit and loss

 


For the six-month period ended 30 June 2022 (unaudited)

For the Period from 8 October 2020 to 31 December 2021 (audited)

 

 

Total

£'000s

Total

£'000s

Fair value at start of the period

131,508

-

Loan advanced to DORE Hold Co Limited in the period

22,000

113,749

Shares issued by DORE Hold Co limited in the period

-

8,000

Unrealised gain on investments at FVTPL

21,408

7,327

Loan Interest

3,497

2,432

Fair value at end of the period

178,413

131,508

 

The current loan agreement between the Company and DORE Hold Co Limited was increased from £120,000,000 to £200,000,000 during the period. At the reporting date £135,748,641 had been advanced. The rate of interest on the loan is a rate agreed between DORE Hold Co Limited and the Company and has been set at 6% per annum. Interest accrued at the period end and outstanding at the reporting date amounted to £5,929,286. Interest is repayable at the repayment date of 31 December 2030 unless otherwise agreed between the parties to repay earlier.

 

Included in the fair value are cash balances at DORE Hold Co of £9.3 million.

 

The Company owns nine shares in DORE Hold Co Limited that were allotted for a consideration of £8,000,000.

 

Fair value measurements

IFRS 13 'Fair Value Measurement' requires disclosure of fair value measurement by level. The level of fair value hierarchy within the financial assets or financial liabilities ranges from level 1 to level 3 and is determined on the basis of the lowest level input that is significant to the fair value measurement.

 

The fair value of the Company's investments is ultimately determined by the underlying net present values of the SPV ('Special Purpose Vehicle') investments. Due to their nature, they are always expected to be classified as level 3 as the investments are not traded and contain unobservable inputs.

 

The fair value hierarchy consists of the following three levels:

 

á     Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities.

 

á     Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices).

 

á     Level 3 - Inputs for the asset or liability that are not based on observable market data (unobservable inputs).

The following table analyses the Company's assets at 30 June 2022:

 


For the six-month period ended 30 June 2022 (unaudited)

 

Level 1

£'000s

Level 2

£'000s

Level 3

£'000s

Total

£'000s

Investment portfolio summary

 

 

 

 

Unlisted investments at fair value through profit and loss

-

-

178,413

178,413

Total

-

-

178,413

178,413

 


For the Period from 8 October 2020 to 31 December 2021 (audited)

 

Level 1

£'000s

Level 2

£'000s

Level 3

£'000s

Total

£'000s

Investment portfolio summary

 

 

 

 

Unlisted investments at fair value through profit and loss

-

-

131,508

131,508

Total

-

-

131,508

131,508

 

The determination of what constitutes 'observable' requires significant judgement by the Company. Observable data is considered 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 only financial instruments held at fair value are the instruments held by the Group in the SPVs, which are fair valued at each reporting date. The investments have been classified within level 3 as the investments are not traded and contain unobservable inputs. The Company's investments are all considered to be level 3 assets.

 

As the fair value of the Company's equity and loan investments in Hold Co is ultimately determined by the underlying fair values of the SPV investments, the Company's sensitivity analysis of reasonably possible alternative input assumptions is the same as for the Group.

 

There have been no transfers between levels during the period.

 

Valuations are derived using a discounted cashflow methodology in line with IPEV Valuation Guidelines and take into account, inter alia, the following:

i.    due diligence findings where relevant;

ii.    the terms of any material contracts including PPAs;

iii.   asset performance;

iv.   power price forecasts from leading market consultants; and

v.   the economic, taxation or regulatory environment.

The DCF valuation of the Group's investments represents the largest component of GAV and the key sensitivities are considered to be the discount rate used in the DCF valuation and assumptions in relation to inflation, energy yield, foreign exchange and power price.

 

The shareholder loan and equity investments are valued as a single class of financial asset at fair value in accordance with IFRS 13 Fair Value Measurement.

 

Sensitivity

Sensitivity analysis is produced to show the impact of changes in key assumptions adopted to arrive at the valuation. For each of the sensitivities, it is assumed that potential changes occur independently of each other with no effect on any other base case assumption, and that the number of investments in the portfolio remains static throughout the modelled life. Accordingly, the NAV per share impacts shown below assume the issue of further shares to fund these commitments.

 

The analysis below shows the sensitivity of the portfolio value (and its impact on NAV) to changes in key assumptions as follows:

Discount rate

The weighted average valuation discount rate applied to calculate the portfolio valuation is 7.2%.

 

An increase or decrease in this rate by 0.5% points has the following effect on valuation.

Discount rate

NAV per share impact

-0.5% change

Total portfolio Value

+0.5% change

NAV per share impact

 

pence

£'000

£'000

£'000

pence

Directors' valuation - Jun 2022

4.91

9,063

178,413

(8,312)

(4.50)

Directors' valuation - Dec 2021

4.05

5,547

131,508

(5,072)

(3.70)

 

Energy yield

The table below shows the sensitivity of the portfolio valuation to a sustained decrease or increase of energy generation by minus or plus 5% on the valuation, with all other variables held constant. The fair value of the solar investments is based on a 'P50' level of electricity generation for the renewable energy assets, being the expected level of generation over the long term. For hydropower assets, the expected annual average production is applied to the valuation, similar to the P50 assumption applied to solar and wind assets.

 

 A change in the forecast energy yield assumptions by plus or minus 5% has the following effect.

Energy Yield

NAV per share impact

-5% change

Total portfolio Value

+5% change

NAV per share impact

 

pence

£'000

£'000

£'000

pence

Directors' valuation - Jun 2022

(7.46)

(13,779)

178,413

13,867

7.51

Directors' valuation - Dec 2021

(6.36)

(8,718)

131,508

8,750

6.39

 

Power prices

The sensitivity considers a flat 10% movement in power prices for all years, i.e. the effect of adjusting the forecast electricity price assumptions in each of the jurisdictions applicable to the portfolio down by 10% and up by 10% from the base case assumptions for each year throughout the operating life of the portfolio.

 

A change in the forecast electricity price assumptions by plus or minus 10% has the following effect.

Power Prices

NAV per share impact

-10% change

Total portfolio Value

+10% change

NAV per share impact

 

pence

£'000

£'000

£'000

pence

Directors' valuation - Jun 2022

(7.85)

(14,489)

178,413

14,530

7.87

Directors' valuation - Dec 2021

(5.89)

(8,070)

131,508

8,079

5.90

 

Inflation

The projects' income streams are principally a mix of subsidies, which are amended each year with inflation, and power prices, which the sensitivity assumes will move with inflation. The projects' operating expenses typically move with inflation, but debt payments are fixed. This results in the portfolio returns and valuation being positively correlated to inflation. The weighted average long-term inflation assumption across the portfolio is 2.3%.

 

The sensitivity illustrates the effect of a 0.5% decrease and a 0.5% increase from the assumed annual inflation rates in the financial model for each year throughout the operating life of the portfolio.

Inflation

NAV per share impact

-0.5% change

Total portfolio Value

+0.5% change

NAV per share impact

 

pence

£'000

£'000

£'000

pence

Directors' valuation - Jun 2022

(3.40)

(6,279)

178,413

6,744

3.65

Directors' valuation - Dec 2021

(2.12)

(2,899)

131,508

3,108

2.27

 

Foreign exchange

The Company, where appropriate, seeks to manage its exposure to foreign exchange movements, the objective being, ensuring that the Sterling value of known future investment commitments is fixed. The portfolio valuation assumes foreign exchange rates based on the relevant foreign exchange rates against GBP at the reporting date. A change in the foreign exchange rate by plus or minus 10% (Euro against Swedish Krona), has the following effect on the NAV, with all other variables held constant. The effect is shown after the effect of current level of hedging which reduces the impact of foreign exchange movements on the Company's NAV.

 

Foreign Exchange

NAV per share impact

-10% change

Total portfolio Value

+10% change

NAV per share impact

 

pence

£'000

£'000

£'000

pence

Directors' valuation - Jun 2022

(6.08)

(11,230)

178,413

11,141

6.03

Directors' valuation - Dec 2021

(1.55)

(2,130)

131,508

1,728

1.26

 

9.   Trade and other receivables

 


 

30 June 2022

(unaudited)

£'000s

31 December 2021

(audited)

£'000s

 

Prepayments


448

14


VAT


422

266


 


870

280


 

10. Trade and other Payables

 


 

30 June 2022

(unaudited)

£'000s

31 December 2021

(audited)

£'000s

 

 

Accounts Payable


627

51


Accruals


1,276

1,150


 


1,903

1,201


 

 

11. Called up share capital

 

 

 

As at 30 June 2022 (unaudited)

As at 31 December 2021 (audited)

Allotted, issued and fully paid:

 

Number of Shares

Number of Shares

 

 

 

 

Opening Balance at beginning of period


                      137,008,487

                                 -  

Allotted upon Incorporation

 



Ordinary Shares of 1p each


-

                            1

Management Shares


-

                        50,000

Allotted /redeemed following admission to LSE

 



Ordinary Shares issued - IPO


-

             122,499,999

Management Shares redeemed


-

(50,000)

Ordinary Shares issued


47,614,000

14,508,487

Closing Balance of Ordinary Shares at end of period

 

184,622,487

             137,008,487

 

 

On 23 June 2022 the Company announced that gross proceeds of approximately £52.9 million were raised through the issue of 47,614,000 Ordinary Shares at an issue price of 111.0 pence per Ordinary Share. Admission of the Ordinary Shares to the premium segment of the Official List of the Financial Conduct Authority and to trading on the premium segment of the London Stock Exchange's main market occurred on 27 June 2022.

 

12. Net asset value per ordinary share

 

The basic total net assets per ordinary share is based on the net assets attributable to equity shareholders as at 30 June 2022 of £214,054,762 (31 December 2021: £141,841,774) and ordinary shares of 184,622,487 in issue at 30 June 2022 (31 December 2021: 137,008,487).

 

There is no dilution effect and therefore no difference between the diluted total net assets per ordinary share and the basic total net assets per ordinary share.

13. Cash and Cash equivalents

 

At the period end, the Company had cash of £36.7 million. This balance was held by the Royal Bank of Scotland.

14. Unconsolidated subsidiaries, associates and joint ventures

 

The following table shows the subsidiaries that the Group has acquired during the period. As the Company is regarded as an Investment Entity as referred to in note 2, these subsidiaries have not been consolidated in the preparation of the financial statements:

Investment

Place of Business

Ownership Interest as at 30 June 2022

ÄSI Produktion AB

Sweden

100%

AB Rots ÖvreKraftverk

Sweden

100%

EdsbynVattenkraft AB 

Sweden

100%

Gabrielsberget Syd Vind AB

Sweden

100%

Watten i Sverige AB

Sweden

100%


There are no other changes to the unconsolidated subsidiaries or the associates and joint ventures of the Group as disclosed on pages 133 and 134 of the Company's Annual Report for the year ended 31 December 2021.

 

15. Contingencies and commitments

 

The Company has no commitments or contingencies.

 

16. Dividends

 


Dividend per share

Total dividend

Interim dividends paid during the period ended 30 June 2022

pence

£'000

With respect to the quarter ended 31 December 2021 - Paid 31 March 2022

1.25

1,713

With respect to the quarter ended 31 March 2022 - Paid 30 June 2022

1.25

1,713

 

2.50

3,426

 


Dividend per share

Total dividend

Interim dividends declared after 30 June 2022 and not accrued in the year

pence

£'000

With respect to the quarter ended 30 June 2022

1.25

2,308

 

1.25

2,308

 

On 24 August 2022, the Board declared an interim dividend of 1.25 pence per share with respect to the period ended 30 June 2022. The Dividend is expected to be paid on or around 30 September 2022 to shareholders on the register on 2 September 2022. The ex-dividend date is 1 September 2022.

 

17. Events after the balance sheet date

 

Dividends

On 24 August 2022, The Board declared an interim dividend of 1.25 pence per share with respect to the period ended 30 June 2022.

 

The Dividend is expected to be paid on or around 30 September 2022 to shareholders on the register on 2 September 2022. The ex-dividend date is 1 September 2022.

 

18. Related party transactions

 

During the period the Company increased its loan to Hold Co by £22 million. Interest totalling £3.5 (31 December 21: £4.98) million was charged on the Company's long-term interest-bearing loan between the Company and its subsidiary. At the period end, £5.9 million (31 December 21: £2.4 million) remained unpaid.

 

The loan to DORE Hold Co Limited is unsecured. As at the balance sheet date, the loan balance stood at £135.7 million.

 

The Investment Manager is owed £113,830 commission in respect of funds raised during the placing, open offer, offer for subscription and intermediaries offer. This amount remained unpaid at the period end.



 

Alternative Performance Measures

 

In reporting financial information, the Company presents alternative performance measures, ('APMs'), which are not defined or specified under the requirements of IFRS. The Company believes that these APMs, which are not considered to be a substitute for or superior to IFRS measures, provide stakeholders with additional helpful information on the performance of the Company. The APMs presented in this report are shown below:

 

Gross Asset Value or GAV

A measure of total asset value including debt held in unconsolidated subsidiaries.

 

As at 30 June 2022

 

Page

£'000





NAV

a

3

                 214,055

Debt held in unconsolidated subsidiaries

b

n/a

                    107,155

Gross Asset Value

a + b

 

                 321,210

 

NAV Total Return

A measure of NAV performance over the reporting period (including dividends paid). NAV total return is shown as a percentage change from the start of the period. It assumes that dividends paid to shareholders are reinvested at NAV at the time the shares are quoted ex-dividend.

 

Period Ended 30 June 2022

 


Page

NAV






NAV at IPO

pence

A

n/a

98.00

NAV at 30 June 2022

pence

b

3

115.9

Reinvestment assumption

pence

c

n/a

0.05

Dividends paid

pence

d

60

4.75

Total NAV Return

 

((b + c + d) / a) -1

 

23.2%

 

Total Shareholder Return

A measure of share price performance over the reporting period (including dividends reinvested). Share price total return is shown as a percentage change from the start of the period. It assumes that dividends paid to shareholders are reinvested in the shares at the time the shares are quoted ex-dividend.

 

Period Ended 30 June 2022

 


Page

Share Price






Issue price at IPO (10 December 2020)

pence

a

n/a

100.00

Closing price at 30 June 2022

pence

b

3

111.50

Benefits of reinvesting dividends

pence

c

n/a

0.37

Dividends paid

pence

d

60

4.75

Total Return

 

((b+c+d)/a)-1

 

16.6%

 

Ongoing Charges

A measure, expressed as a percentage of average net assets, of the regular, recurring annual costs of running the Company per Ordinary Share. This has been calculated and disclosed in accordance with the AIC methodology.

 

Period Ended 30 June 2022

 

Page

£'000





Average NAV

a

n/a

                 182,463

Annualised Expenses

b

n/a

                      2,273

Ongoing charges ratio

b / a

 

1.2%

 

 

 



 

Glossary

 

2016 Paris Agreement

an agreement within the United Nations Framework Convention on Climate Change, dealing with greenhouse-gas-emissions mitigation, adaption, and finance, signed in 2016

AIC

Association of Investment Companies

Asset Manager

INFRAM LLP a company operated by Downing LLP. Downing LLP is the controlling member.

CCGT

Combined Cycle Gas Turbines

Corporate PPA

a PPA with a corporate end-user of electricity rather than with an electricity utility

CO2

Carbon dioxide

CO2e

Carbon dioxide equivalent

COP26

The 2021 United Nations Climate Change Conference

DHAB

Downing Hydro AB

distribution network

low voltage electricity network that carries electricity locally from the substation to the end-user

ESG

environmental, social and governance

FiT

feed-in tariff

GAV

Gross asset value - the aggregate value of the Group's underlying investments, cash and cash equivalents, and third-party borrowings.

GBP

Pounds Sterling

GHG

Greenhouse Gas

Group

the Company and its subsidiaries

GW

Gigawatt

GWh

Gigawatt hours

Investment Manager

Downing LLP (Company No: OC341575)

IPO

Initial Public Offering

KPI

key performance indicator

MW

Megawatt

MWh

Megawatt hour

MWp

Megawatt peak

NAV

Net asset value

NIROC/s

Northern Ireland ROC/s

O&M

operations and maintenance

Ofgem

the Office of Gas and Electricity Markets

Offtaker

a purchaser of electricity and/or ROCs under a PPA

PPA

a power purchase agreement

PPS

Pence per share

RCF

revolving credit facility

Renewable Energy Directive

EU Renewable Energy Directive (2009/28/EC)

RO

Renewables Obligation

ROC/s

renewables obligation certificate/s

SE2

South Sweden

SE3

North Sweden

SEB

Skandinaviska Enskilda Banken AB

SEK

Swedish Kroner

SEM

Single Electricity Market

SFDR

Sustainable Finance Disclosure Regulation

Solar PV

photovoltaic solar

SORP

Statement of recommended practise

SPV

Special purpose vehicle

Sustainable Development Goals

 

Set out in the 2030 Agenda for Sustainable Development,  adopted by all United Nations Member States in 2015

transmission network

high voltage power lines that transport electricity across large distances at volume, from large power stations to the substations upon which the distribution networks connect

 



 

Cautionary Statement

The Chairman's Statement and Investment Manager's Report sections of this report has been prepared solely to provide additional information to shareholders to assess the Company's strategies and the potential for those strategies to succeed. These should not be relied on by any other party or for any other purpose.

 

The Review Section may include statements that are, or may be deemed to be, 'forward-looking statements'. These forward-looking statements can be identified by the use of forward-looking terminology, including the terms 'believes', 'estimates', 'anticipates', 'expects', 'intends', 'may', 'will' or 'should' or, in each case, their negative or other variations or comparable terminology.

 

These forward-looking statements include all matters that are not historical facts. They appear in a number of places throughout this document and include statements regarding the intentions, beliefs or current expectations of the Directors and the Investment Manager concerning, amongst other things, the Investment Objectives and Investment Policy, financing strategies, investment performance, results of operations, financial condition, liquidity, prospects, and distribution policy of the Company and the markets in which it invests.

 

By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Forward-looking statements are not guarantees of future performance. The Company's actual investment performance, results of operations, financial condition, liquidity, distribution policy and the development of its financing strategies may differ materially from the impression created by the forward-looking statements contained in this document.

 

Subject to their legal and regulatory obligations, the Directors and the Investment Manager expressly disclaim any obligations to update or revise any forward-looking statement contained herein to reflect any change in expectations with regard thereto or any change in events, conditions or circumstances on which any statement is based. In addition, the Review Section may include target figures for future financial periods. Any such figures are targets only and are not forecasts.

 

This Interim Report has been prepared for the Company as a whole and therefore gives greater emphasis to those matters which are significant in respect of Downing Renewables & Infrastructure Trust plc and its subsidiary undertakings when viewed as a whole.

Company Information

 

Directors (all non-executive)

Hugh W M Little (Chair)

Joanna de Montgros

Ashley Paxton

Registered Office

Beaufort House

51 New North Road

Exeter

EX4 4EP

AIFM and Administrator

Gallium Fund Solutions Limited

Gallium House

Unit 2

Station Court

Borough Green

Sevenoaks

Kent

TN15 8AD

Investment Manager

Downing LLP

6th Floor

St Magnus House

3 Lower Thames Street

London

EC3R 6HD

Sponsor and Financial Adviser

Singer Capital Markets LLP

One Bartholomew Lane

London

EC2N 2AX

Joint Corporate Broker

Winterflood Securities Limited

Cannon Bridge House

25 Dowgate Hill

London

EC4R 2GA

Company Secretary

Link Company Matters Limited

Beaufort House

51 New North Road

Exeter

EX4 4EP

Solicitors to the Company

Gowling WLG (UK) LLP

4 More London Riverside

London

SE1 2AU

Registrar

Link Group

10th Floor
Central Square
29 Wellington Street
Leeds LS1 4DL
email:
enquiries@linkgroup.co.uk

Depositary

Gallium P E Depositary Limited

Gallium House

Unit 2

Station Court

Borough Green

Sevenoaks

Kent

TN15 8AD

Auditor

BDO LLP

55 Baker Street

London

W1U 7EU

 

National Storage Mechanism

A copy of the Half-Yearly Report will be submitted shortly to the National Storage Mechanism ("NSM") and will be available for inspection at the NSM, which is situated at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism .

 

Legal Entity Identifier: 2138004JHBJ7RHDYDR62  


[1] These are alternative performance measures.

[2] Total returns in sterling, including dividend reinvested.

[3] Based on NAV at IPO of £0.98/Share

[4] A measure of total asset value including debt held in unconsolidated subsidiaries.

 

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