TIDMTENT
RNS Number : 5610W
Triple Point Energy Transition PLC
13 December 2023
THIS ANNOUNCEMENT HAS BEEN DETERMINED TO CONTAIN INSIDE
INFORMATION FOR THE PURPOSES OF ARTICLE 7OF THE MARKET ABUSE
REGULATION (EU) NO. 596/2014 (AS IT FORMS PART OF DOMESTIC LAW BY
VIRTUE OF THE EUROPEAN UNION (WITHDRAWL) ACT 2018).
13 December 2023
Triple Point Energy Transition plc
("TENT" or the "Company" or, together with its subsidiaries, the
"Group")
RESULTS FOR THE SIX MONTHSED 30 SEPTEMBER 2023
Diversified strategy and portfolio of niche investments delivers
a fully cash covered dividend
Orderly realisation planned to deliver value to
shareholders.
Triple Point Energy Transition plc (ticker: TENT), the London
Stock Exchange listed investment company focused on building a
portfolio of infrastructure investments in niche areas that support
the energy transition, announces its unaudited results for the six
months ended 30 September 2023.
30 September 31 March 30 September 2022
2023 2023
------------------------------------------- ------------- --------- ------------------
unaudited audited unaudited
------------------------------------------- ------------- --------- ------------------
Net Asset Value ("NAV") GBP95.1m GBP99.4m GBP100.3m
NAV per share 95.09p 99.44p 100.26p
V alu e of the portfolio GBP92.4m GBP90.1m GBP84.1m
Dividend declared per s hare 2.75p 5.50p 2.75p
Capital committed awaiting deployment (1) GBP26.9m GBP44.4m GBP44.9m
(1) Alternative performance measures
Financial Update
The key drivers of the movement in NAV pence per share are
summarised below with further details following:
NAV as at 31 March 2023 (pence per share) 99.44
Dividends paid (2.75)
Valuation adjustments:
- Power prices (1.27)
- Discount rate (3.92)
- Inflation 2.06
- Other (0.53)
Other movement (including actual performance) 2.07
NAV as at 30 September 2023 95.10
Valuation adjustments
The change in valuation for the six month period to 30 September
2023 is primarily attributed to a 90 bps increase in the unlevered
discount rate of the Hydroelectric Portfolio from 5.6% to 6.5%,
coupled with the downward revisions in power price forecasts by
external power market consultants. The 90 bps increase in the
discount rate for the Hydroelectric Portfolio reflects the ongoing
trend of rising interest rates and higher UK long-term gilt yields.
This is partially offset by a higher inflation outlook than was
previously forecast, which positively impacts revenue assumptions
given the inflation-linked nature of the underlying contracts.
The weighted average unlevered discount rate in respect of
investments deployed as at 30 September 2023 has increased to 7.3%
(31 March 2023: 6.6%).
Highlights
-- Resilient cashflow performance, despite fluctuating power
prices, delivering cash dividend cover of 1.0x from a diverse
portfolio focussed on overlooked areas of the energy transition
which offer contractually underpinned revenues.
-- The Company has declared an interim dividend for the period
from 1 July to 30 September 2023 of 1.375 pence per Ordinary Share,
payable on or around 12 January 2024 to holders of Ordinary Shares
on the register on 22 December 2023.
-- Highly diversified strategy, which benefits from significant
inflation protection, with 51% inflation-linked revenues, not
driven by subsidies, offering resilience and predictability of
shareholder returns in a volatile macro environment.
-- Revenue generated was 100% underpinned by contract during the
period, which was delivered through the portfolio's debt
investments, generation subsidy payments and Purchase Price
Agreements ("PPA").
-- The build-out of the BESS Portfolio remains on track, with
the Gerrards Cross project energised and the remaining two BESS
assets continuing to proceed in line with previous updates and set
to become operational in 2024.
-- The Hydroelectric Portfolio experienced lower than forecast
generation (-16%) due to rainfall being lower than anticipated in
the period and short-term unavailability at three of the schemes
due to mechanical breakdowns.
Strategic Update:
-- Despite the Company delivering performance in line with the
goals set out at the time of its initial public offering (" IPO ")
, including in relation to earnings and a fully cash covered
dividend, the Company's share price remains at a c.40% discount to
NAV. Although this is not dis similar to the discounts to NAV
exhibited by many other infrastructure investment trusts, the Board
believes that the discount undermines the Company's ability to
raise further equity and grow to an economically efficient size in
the medium term. There can be no certainty on when market
conditions are likely to improve, and having taken on board
feedback from a number of shareholders, the Board has undertaken a
review of the Group and its prospects, drawing on independent
advice, with a view to determining the future strategic direction
of the Company.
-- Accordingly, the Company has today announced that the Board
ha s determined that an orderly realisation of assets, and return
of associated realised capital, is the most viable option to
maximise shareholder value in the short to medium term. The Board
also remain s open to the possibility of other strategic options.
The separate Stock Exchange announcement issued by the Company
today provides further context and rationale .
-- The Company also announces that it has received an offer in
relation to the sale of the Group's debt facility provided to a
subsidiary of Virmati Energy Ltd (trading as "Field") for the
purposes of building out a portfolio of BESS assets in the UK,
completion of which would allow the Group to deleverage and cancel
its Revolving Credit Facility ("RCF").
-- The Company will therefore be seeking approval from its
shareholders for various proposals to agree to the necessary
changes to effect an orderly disposal of the portfolio.
-- In the light of these plans, the Company will not be making
any further uncommitted investments.
John Robert s, the Company's Chair, commented:
" This period, which has seen continued geo-political and
macroeconomic volatility, has demonstrated the robustness of our
investment strategy, which focusses on niche areas of the energy
transition. 100% of the income was underpinned by contract and this
enabled the Company to pay a fully cash covered dividend in the
period.
Despite our resilient performance, it is disappointing to see
that the Company remains at an entrenched and persistent discount
to NAV and, whilst our situation is not dissimilar to that of many
other infrastructure investment trusts, the Board believes that the
discount undermines the Company's ability to raise further equity
and grow to an economically efficient size in the medium term. The
Board does not believe that market conditions are likely improve in
the near future and, having heard feedback from a number of
shareholders and analysed all options, has concluded that it is in
the best interests of shareholders to move towards an orderly
realisation of assets. "
For further information, please contact:
Triple Point Investment Management LLP
Jonathan Hick
Christophe Arnoult
Chloe Smith +44 (0) 20 7201 8989
PricewaterhouseCoopers LLP (Corporate
Financial Adviser)
Matt Denmark
Nitin Premchandani
Jon Raggett +44 (0) 20 7583 5000
J.P. Morgan Cazenove (Corporate Broker)
William Simmonds
Jérémie Birnbaum +44 (0) 20 3493 8000
Akur Limited (Financial Adviser)
Tom Frost
Anthony Richardson
Siobhan Sergeant +44 (0) 20 7493 3631
Buchanan (Financial PR)
Helen Tarbet
Henry Wilson
Verity Parker +44 (0) 20 7466 5111
LEI: 213800UDP142E67X9X28
Further information on the Company can be found on its website:
http://www.tpenergytransition.com/
NOTES:
The Company is an investment trust which aims to invest in
assets that support the transition to a lower carbon, more
efficient energy system and help the UK achieve Net Zero.
Since its IPO in October 2020, the Company has made the
following investments and commitments:
-- Harvest and Glasshouse : provision of GBP21 million of senior
debt finance to two established combined heat and power ("CHP")
assets, located on the Isle of Wight, supplying heat, electricity
and carbon dioxide to the UK's largest tomato grower, APS Salads
("APS") - March 2021
-- Spark Steam : provision of GBP8 million of senior debt
finance to an established CHP asset in Teesside supplying APS, as
well as a further power purchase agreement through a private wire
arrangement with another food manufacturer - June 2021
-- Hydroelectric Portfolio (1) : acquisition of six operational,
Feed in Tariff ("FiT") accredited, "run of the river" hydroelectric
power projects in Scotland, with total installed capacity of 4.1MW,
for an aggregate consideration of GBP26.6 million (excluding costs)
- November 2021
-- Hydroelectric Portfolio (2) : acquisition of a further three
operational, FiT accredited, "run of the river" hydroelectric power
projects in Scotland, with total installed capacity of 2.5MW, for
an aggregate consideration of GBP19.6 million (excluding costs) -
December 2021
-- BESS Portfolio : commitment to provide a debt facility of
GBP37 million to a subsidiary of Virmati Energy Ltd (trading as
"Field"), for the purposes of building a portfolio of four
geographically diverse Battery Energy Storage System ("BESS")
assets in the UK with a total capacity of 110MW - March 2022
-- Energy Efficient Lighting: funding of c.GBP2.2 million to a
lighting solutions provider to install efficient lighting and
controls at a leading logistics company - March 2023
-- Innova: provision of a GBP5 million short term development
financing facility to Innova Renewables, building out a portfolio
of Solar and BESS assets across the UK - March 2023
-- Energy Efficient Lighting: funding of c.GBP2.3 million to
refinance efficient lighting and controls installed at Places for
People Homes Limited - September 2023
The Investment Manager is Triple Point Investment Management LLP
("Triple Point") which is authorised and regulated by the Financial
Conduct Authority. Triple Point manages private, institutional, and
public capital, and has a proven track record of investment in
Energy Efficiency and decentralised energy projects.
Following its IPO on 19 October 2020, the Company was admitted
to trading on the Premium Segment of the Main Market of the London
Stock Exchange on 28 October 2022. The Company was also awarded the
London Stock Exchange's Green Economy Mark.
CHAIR'S STATEMENT
Introduction
The global investment landscape is in a state of continuous flux
and change . As we navigate through geo -p olitical conflict ,
energy crises and oil price volatility, the importance of a robust
understanding of energy market dynamics has been paramount. By
focusing on contracted revenues, we have demonstrated adaptability
and resilience in the face of market instability. We are pleased to
have maintained a positive cash dividend cover of 1 .0x despite
fluctuating power prices, highlighting the lasting value of
contracted earnings in these times of uncertainty.
Despite these achievements, however, a notable gap continues to
exist between the Company's NAV and its market valuation. The Board
does not believe this accurately reflects the strength of the
Company's investment strategy and performance, but instead is the
result of wider economic volatility weighing on the investment
trust sector as a whole.
The Board is acutely aware of the frustration this must cause
for shareholders and, following feedback from a number of large
shareholders and in collaboration with the Investment Manager, has
been pursuing initiatives aimed at reducing the discount, including
, intensifying our engagement with investors and analysts to
articulate our intrinsic value, and executing our distinct,
contracted, and multifaceted strategy.
Even though considerable effort has been invested into these key
initiatives, we must confront the ongoing challenges arising from
broader economic factors . The sustained discount to NAV and the
resulting lack of liquidity in the Company's shares, continue to
restrict the Company's ability to grow .
Recogni s ing these conditions and committed to protecting our
shareholders' interests, the Board commissioned a third-party
review of the possible approaches to realise value for shareholders
in current market conditions. After careful consideration of the
findings, the Board has concluded that the optimal course of action
is to undertake a n orderly realisation of assets. The change of
strategy will be subject to approval of shareholders in a general
meeting.
Orderly Realisation
Assuming shareholder approval, the Company will be committed to
an orderly realisation of assets, geared towards maximising
shareholder value. The essence of this plan is to conduct a
systematic, phased disposal of the Group's assets , while
maintaining our commitment to transparency and shareholder
communication. We intend to provide regular updates on the progress
of the asset sales, keeping our shareholders informed at every
stage. The process will be underpinned by a robust risk management
strategy .
An announcement regarding the orderly realisation strategy has
been released, separately, today and further details will be set
out in a circular to be sent to Shareholders in Q1 2024, together
with a notice convening the general meeting.
Investment Activity
During the period, following its holistic strategy, the Group
continued to expand its portfolio into areas of the energy
transition, focusing on overlooked technologies with growth
opportunities and attractive risk-adjusted returns.
The Group made a GBP5 million debt investment in Innova
Renewables, part of the Innova group, one of the UK's leading
solar, battery and energy storage systems developers and operators.
The facility, provided to Innova's development arm, is fund ing its
pipeline of UK distribution connected renewable projects, which is
currently over 1.5GW and expected to increase to over 2GW by 2026 .
The facility has a 12-month term and delivers contractual returns
to the Group that are materially higher than the Company's target
return of 7-8% .
During the period, the Group also reduced the size of its BESS
loan commitment to Field, from GBP45.6 million to GBP37.0 million,
following Field's successful equity raise from DIF Capital
Partners.
Lastly, the Group has provided a GBP2.3 million receivables
financing facility for the refinancing of efficient LED lights and
controls at sites owned by , one of the UK's leading social
property enterprises , Places for People . This facility covers 54
sites and provides the Group with a fixed rate of interest from
Places for People , an investment-grade counterparty .
These investments complement the Group 's existing portfolio of
assets which provide stable and predictable cash flows through
long-term contracts. Their alignment with sectors poised for
growth, combined with the security of long-term contracted
revenues, enhances their appeal in the market. Th e strategic
composition of the Group's portfolio not only bolsters its
resilience in fluctuating market conditions , but also ensures it
is well-placed to secure favo u rable returns for shareholders
during the asset disposal.
Financing
The Group, via its wholly owned subsidiary, TENT Holdings
Limited ("TENT Holdings"), has a GBP40 million RCF with TP Leasing
Limited which expires in March 2025. The interest rate charged is a
fixed rate coupon of 6% pa on drawn amounts.
The Group has engaged in conversations with lenders regarding
the replacement or extension of the current RCF. It has become
apparent that renewing the facility could lead to a higher interest
rate, making the utilisation of a RCF less appealing. The proposed
disposal of the Field loan commitment, as noted below, would enable
the Group to deleverage and cancel its RCF, and return capital to
shareholders, as appropriate. Nonetheless, the discussions with
lenders have indicated that, in the event the proposed disposal did
not complete, that the Group would be able to extend its existing
RCF on acceptable terms.
As at 30 September 2023, the RCF drawn balance was GBP2.4
million.
Financial Results
The six months ended 30 September 2023 saw a high level of
market volatility, with gilt and bond yields remaining high,
continued high levels of inflation, and a growing concern around
the depth and length of a possible recession. This has been
reflected in bond markets through inverted yield curves and in the
equity markets through continuing share price weakness.
The Net Asset Value ("NAV") of the Company at 30 September 2023
was GBP95.1 million (31 March 2023: GBP99.4 million) representing a
decrease of 4% since the year end . The decrease in NAV is
predominately driven by the fair value decline of GBP3.7 million
during the six month period. This fair value adjustment is mainly
driven by the increase in the discount rate associated with the
Hydroelectric Portfolio, which has increased by 90 bps during the
period.
During the six months end ed September 2023, the Group received
a dividend of GBP0.9 million from the Hydroelectric P ortfolio,
which is a decrease compared to GBP1.1 million received during the
same period end ed 30 September 2022. The reduction is mainly
attributed to lower rainfall in the corresponding six month period.
As a result of the GBP3.7 million reduction in the fair value of
the portfolio, TENT recorded a loss, for the period, of GBP 1.6
million ( 30 September 2022: profit GBP6.9 million).
Distributions
The c ash dividend cover to 30 September 2023 was 1.0x (30
September 2022: 0.98x). This represents the cash income, net of
expenses and finance costs, for the Company and its wholly owned
subsidiary TENT Holdings Limited.
The Company has declared an interim dividend in respect of the
period from 1 July 2023 to 30 September 2023 of 1.375 pence per
Ordinary share, payable on or around 12 January 2024 to holders of
Ordinary shares on the register on 22 December 2023. The
ex-dividend date will be 21 December 2023.
As stated previously, the Board is targeting total dividends of
5.50 pence per share (2) for the year ending 31 March 2024.
Notes:
(2) The dividend and return targets stated are Pound Sterling
denominated returns targets only and not a profit forecast. There
can be no assurance that these targets will be met, and they should
not be taken as an indication of the Company's expected future
results.
Environmental, Social and Governance ("ESG")
We continue to hold the Investment Manager accountable on
Environmental, Social and Governance matters. Our focus remains on
ensuring that the Investment Manager takes appropriate account of
climate change risk and opportunity as detailed in the disclosure
under the Task Force on Climate related Financial Disclosure
("TCFD") framework provided in the annual report year ending 31
March 2023. We are also reassured that the Investment Manager is
preparing appropriately to respond to new natural capital
disclosure requirements (in the form of the TNFD - Taskforce on
Nature-related Financial Disclosure) and future Sustainability
Disclosure requirements from the FCA (in the form of the SDR -
Sustainable Disclosure Regulation).
Post Balance Sheet
The Company has received an offer in relation to the sale of the
Group's debt facility provided to a subsidiary of Virmati Energy
Ltd (trading as "Field") for the purposes of building out a
portfolio of BESS assets in the UK. The offer, if progressed to
completion, would pay the Group the full carrying value of the
loan. Should this progress to a binding offer and subsequent sale,
this would enable the Group to deleverage and cancel its RCF.
The Company has announced that the Board ha s determined that an
orderly realisation of assets, and return of associated realised
capital, is the most viable option to maximise shareholder value in
the short to medium term. The Company will be seeking approval by
shareholders of various proposals to this effect in Q1 2024.
The Company has declared an interim dividend in respect of the
period from 1 July 2023 to 30 September 2023 of 1.375 pence per
Ordinary share, payable on or around 12 January 2024 to holders of
Ordinary shares on the register on 22 December 2023. The
ex-dividend date will be 21 December 2023.
John Roberts
Chai r
12 December 2023
INVESTMENT MANAGER'S REPORT
Market Review
Our focus during the period was not only on the long-term market
outlook, but also on optimising the value of the Group's assets in
the current economic landscape. The recent volatility in the energy
sector, characterized by fluctuating oil and gas prices due to
geopolitical conflicts and supply chain disruptions, has created a
uniquely difficult set of market conditions. While these have posed
challenges across various sectors, they have also highlighted the
strengths and resilience of the Group's diversified portfolio of
energy transition assets.
In this environment, the strategic investments made by the Group
in niche, high-impact, and high-yield sectors within the renewable
energy landscape become particularly significant. These assets,
with their stability and predictable cash flows through long-term
contracts, will, we believe, be seen as attractive in the current
market.
Portfolio Performance
As at 30 September 2023, the Group had committed capital into 19
different assets spread across combined heat and power ("CHP"),
hydroelectric power, BESS, development finance and LED lighting.
During the period, the Group invested in two new assets; providing
a facility for a UK renewable energy developer, Innova Renewables
Limited, and refinancing a portfolio of LED lighting facilities
owned by a housing association.
Combined Heat and Power:
The companies operating the CHP plants reported operational and
power generation performances in line with forecast on the heat
export side and slightly below forecast on the power export side
due to a temporary power export curtailment at Harvest. As a
lender, rather than an equity investor, the Group is well protected
from performance variance against budget.
During the period, the maintenance contractor completed the
remainder of the engine overhaul at Harvest and Glasshouse ,
meaning that the se assets are fit for operation for the next eight
years.
Gas and electricity prices are normalising slowly but the spread
- the net margin between the costs of generation and the revenues -
remains positive, meaning that the companies that we have lent to
are trading at a profit independently from the sale of heat to the
tomato grower on the sites.
The trading environment for the tomato growing industry has
remained challenging with retailers trying to cap the costs of
production passed down to end customers.
Hydroelectric:
Generation over the period has been mixed, with very low
rainfall in the first quarter followed by strong performances in
the second quarter of the year. At the end of September, the
generation for the first six months of the year was 4,773 MWh,
which is 16% behind the volume forecast.
This is mainly attributable to lower than expected rainfall
during the period but also due to three breakdowns preventing
generation at full capacity on some of the sites , two of which
were resolved at the end of the reporting period . The three events
affected the turbine-generator of three different s it es leading
to a period of unavailability. Two of the events will be covered by
insurance claims as the period of unavailability was longer than
the insurance excess. These breakdowns are not related to the
design or age of the machines and are therefore unlikely to reoccur
on the affected sites or on the rest of the portfolio in the near
future.
We note that the six month period ended 30 September 2023
represents circa one third of forecast annual generation, with the
key generation period being the six month period ending March
2024.
In the period, the Investment Manager completed a review of the
Power Purchase Agreement for the nine sites and decided to take the
opportunity to fix the power purchase price to the end of FY25
.
BESS:
Following the period end, two further BESS assets, at Newport
and Auchteraw, are in the process to accede into the facility
following the debt resizing exercise reference d in the Chair's
statement. These assets are expected to be operational in 2024 as
previously communicated. The Gerrards Cross asset remains under
construction, with all equipment having been delivered and
installed on site during the period. P ost balance sheet the site
was energised , in November , in line with the timescale previously
communicated and is undergoing the contractual testing .
LED:
The GBP1.1m receivable finance facility provided to the logistic
s company for the installation of LEDs at three of their sites is
being repaid on a monthly basis.
During the period, a GBP2.3 million receivables financing
facility was provided to Boxed Light Services Limited ("Boxed").
Boxed installs efficient Light Emitting Diode ("LED") lights and
controls at sites belonging to Places for People, one of the UK's
leading social property enterprises. The facility permitted the
refinancing of an existing portfolio of 54 LED projects.
Development finance :
The Group has lent GBP5 million to Innova Renewables Limited
("Innova"), a developer of renewable energy projects. The debt is
secured against a portfolio of solar and BESS assets across t he UK
in various stages of development ranging from early development
stage up to r eady to b uild . The main covenant is a confirmation
of the Loan to Value percentage, with the value being assigned to
the projects on a pre-agreed scale depending on their development
stage and the project rights owned by the developers. This is
carried out on a quarterly basis. Interest payments are received on
a quarterly basis and principal will be returned as a bullet
payment at the term of the facility in April 2024. The Group's loan
is subordinated to a new and increased lending facility of GBP40
million provided by an entity managed by the Investment
Manager.
Deployed and Committed Portfolio as at 30 September 2023
Gearing
The Group, via its wholly owned subsidiary, TENT Holdings
Limited ("TENT Holdings"), has a GBP40 million RCF with TP Leasing
Limited which expires in March 2025. The interest rate charged is a
fixed rate coupon of 6% pa on drawn amounts. As at 30 September
2023, the Group had drawn GBP2.4 million of the RCF.
The RCF matures in March 2025 and the Group has engaged in
conversations with prospective lenders regarding the replacement or
extension of the current RCF. It has become apparent that renewing
the facility would lead to a higher interest rate, making the
utilisation of a RCF less appealing. The proposed disposal of the
BESS loan commitment, as noted above, would enable the Group to
deleverage, cancel the RCF and return capital to shareholders, as
appropriate. Nonetheless, the discussions with lenders have
indicated that, in the event the proposed disposal did not
complete, that the Group would be able to extend its existing RCF
on acceptable terms.
As at 30 September 2023, the undrawn RCF and group cash balances
totalled GBP 40. 8 million with remaining investment commitments of
GBP 26. 9 million. If the proposed disposal of the Field loan
commitment is complete, the investment commitments will be
zero.
Portfolio Valuation
The Investment Manager is responsible for carrying out the fair
market valuation of the Group's investments. The Company has
engaged Mazars as an external, independent, and qualified valuer to
assess the valuation determined by the Investment Manager.
Portfolio valuations are currently carried out on a quarterly basis
as at 30 June, 30 September, 31 December and 31 March each year
.
For non-market traded investments (being all of the investments
in the current portfolio), the valuation is based on a discounted
cash flow methodology and adjusted in accordance with the
International Private Equity Valuation ("IPEV") Guidelines, where
appropriate, to comply with IFRS 13 and IFRS 10, given the
specialist nature of portfolio investments.
The valuation for each investment in the portfolio is derived
from the application of an appropriate discount rate to reflect the
perceived risk to the investment's future cash flows to give the
present value of those cash flows. The Investment Manager exercises
its judgement in assessing the expected future cash flows from each
investment based on its expected life and the financial model
produced by each project entity. In determining the appropriate
discount rate to apply to a given investment the Investment Manager
considers the relative risks associated with the revenues.
For the six months ended 30 September 2023, the discount rates
for different investments in the portfolio ranged from 6.5 % to 10
% (31 March 2023: 5.6% to 8.3%) and the weighted average portfolio
discount rate was 7.3% (31 March 2023: 6.6%).
The valuation of the portfolio by the Investment Manager and
reviewed and supported by the Directors as at 30 September 2023 was
GBP 92.4 million (31 March 2023: GBP90.1 million).
Valuation movements
Throughout the six month financial period , the economic market
experienc ed ongoing volatility, characteri s ed by a persistent
increase in gilt rates and sustained uncertainty regarding the peak
of UK interest rates.
Despite the increase in UK gilt rates, the CHP Portfolio
valuation has been maintained at par. This is justified by the
underlying trading performance aligning with expectations, and the
on-site customers of the borrowers receiving a cash injection and
balance sheet restructuring less than 12 months ago. The
counterparty risk has somewhat counterbalanced the heightened
fluctuations in the risk-free rate, and the discount rate is in
line with market pricing for investments of this nature.
During the financial period, the Group continued to deploy
committed proceeds into the BESS portfolio, and it is expected that
the remaining commitment will draw before 31 March 2024. The BESS
debt exposure continues to be held at par, which is deemed
reasonable, following the equity injection into the counterparty
during the period.
Debt financing for receivables from the energy-efficient
lighting portfolio has increased during the period, with an
additional deployment of GBP2.3 million to a new counterparty under
similar terms. The robust credit rating of the involved
counterparties imparts stability and is reflected in the
appropriate risk-return ratio, and consequently, the exposure
continues to be valued at near to par.
Given that debt investments are valued at or near par, the fair
value fluctuations observed in the financial period primarily arise
from the equity investment in the Hydroelectric Portfolio. A
detailed breakdown of the movement is provided below for
clarification.
Valuation Movement in the six months ended 30 September 2023
(GBPm)
The opening valuation as at 31 March 2023 was GBP90.1 million.
When considering the in-period cash investments through the
Company's wholly owned subsidiary, the rebased valuation was
GBP96.1 million. Each movement between the valuation at the start
of the financial year and the rebased valuation is considered in
turn below:
Inflation
The Company continues to use a consistent methodology for
inflation assumptions. The methodology adopted for RPI, CPI and
power curve indexation, follows the latest available (November
2023) Office for Budget Responsibility ("OBR") forecast for the 12
months from the September 2023 valuation date. Thereafter, a
long-term 3.25% assumption is made in relation to RPI, dropping to
2.65% in 2031 to reflect the phase out of RPI. In relation to power
curve indexation, a long-term 3.25% assumption is made, dropping to
3.00% as wholesale power prices are not intrinsically linked to
consumer prices. The Company's long-term assumption for CPI remains
at 2.25%. During the period, the Group recognised a valuation
uplift of GBP2.1m in respect of inflation assumptions, which is
mainly driven by the higher than expected OBR forecast for the next
12 months.
Power Prices
The valuation as at 30 September 202 3 applies long-term,
forward looking power prices from a leading third-party consultant.
A blend of the last two quarters' central case forecasts is taken
and applied , which is consistent with prior reporting periods .
Where fixed price arrangements are in place, the financial model
reflects this price for the relevant time and subsequently reverts
to the power price forecast using the methodology described. The
updated power price forecast has decreased the valuation but is
partially mitigated by the recently established Purchase Price
Agreement ("PPA") finali s ed in the last six months . The
valuation movement associated with power prices is a decline of
GBP1.3 million . The power price forecast for the Hydroelectric
Portfolio is underpinned by the Feed-in Tariff export rate.
Discount Rates
The GBP3.9 million reduction in the valuation of the portfolio
is attributable to movement in discount rates. As at 30 September
2023 the weighted average discount rate of the portfolio was 7.3%
(31 March 2023: 6.6%). The increase in the discount rate has been
driven by a combination of a review of discount rates on recently
completed comparable transactions and Mazar's proprietary
information derived from participation in market transactions.
Other
This refers to the other valuation movements in the six months
ended 30 September 2023 which has decreased the valuations by
GBP0.5 million. The decrease in valuation was a result of lower
profitability of the Hydroelectric Portfolio during the six month
period, following lower rainfall and a period of unavailability at
three sites caused by a mechanical breakdown. Two of the three
breakdowns had been resolved at the end of the reporting
period.
Investment Commitments
As at 30 September 2023, the Company has an outstanding
investment commitment in relation to the BESS Portfolio which has a
total capacity of 110 MW.
The committed investment into the BESS Portfolio totals GBP37.0
million, via a fixed rate debt facility, of which
GBP10.1 million has been drawn at 30 September 2023, and GBP26.9
million remains committed and is scheduled to be drawn before 31
March 2024.
BESS asset Battery hour Location Size in MW Deployment/
duration Committed
1(st) BESS One hour North of England 20 MW Deployed
asset
------------- ----------------- ----------- ------------
2(nd) BESS Two hours Scotland 50 MW Committed
asset
------------- ----------------- ----------- ------------
3(rd) BESS Two hours Wales 20 MW Committed
asset
------------- ----------------- ----------- ------------
4(th) BESS One hour South-East 20 MW Deployed
asset England
------------- ----------------- ----------- ------------
Fully Invested Portfolio Valuation
The valuation of the portfolio on a fully invested basis can be
derived by adding the valuation of the underlying investment
portfolio held in TENT Holdings at 30 September 2023 to the
expected outstanding commitments, as follows:
GBP'm
---------------------------------------- -----
Portfolio valuation as at 30 September
2023 94.0
Future investment commitments at cost 26.9
------------------------------------------ -----
Portfolio valuation once fully invested 120.9
------------------------------------------ -----
If the proposed disposal of the Field loan is completed, the
portfolio valuations to 30 September 2023 would be GBP83.9
million.
Key Sensitivities
The following chart illustrates the sensitivity of the Company's
NAV per share to changes in key input assumptions (with labels
indicating the impact on the NAV in pence per share of the
sensitivities). The total portfolio is affected by changes in the
discount rate, whereas the other sensitivities pertain only to the
Hydroelectric Portfolio.
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.
Financial Review
The Company applies IFRS 10 and qualifies as an investment
entity. IFRS 10 requires that investment entities measure
investments, including subsidiaries that are themselves investment
entities, at fair value except for subsidiaries that provide
investment services which are required to be consolidated.
The Company's single, direct subsidiary, TENT Holdings, is the
ultimate holding company for all the Company's investments.
It is, itself, an investment entity and is therefore measured at
fair value.
NAV
The Company's NAV as well as the valuation of the investment
portfolio are calculated quarterly. Valuations are provided by the
Investment Manager and are subject to review by Mazars.
The NAV is reviewed and approved by the Board. All variables
relating to the performance of the underlying assets are reviewed
and incorporated in the process of identifying relevant drivers of
the discounted cash flow valuation.
NAV Bridge for the six months ended 30 September 2023
Operating Results
During the six month period to 30 September 2023, the Company
NAV declined by 4% and the Company reported a loss of GBP1.6
million, primarily due to a GBP3.7 million reduction in the fair
value of the investment portfolio.
Operating Expense and Ongoing Charges
The operating expenses for the six months ended 30 September
2023 amounted to GBP 1.0 million (30 September 2022: GBP0.9
million). The Company's annualised ongoing charges ratio ("OCR")
for the period is 2.09 % (30 September 2022: 1.89%). The increase
in OCR is due to the decrease in NAV and an increase in underlying
expenditure during the period relating to audit and professional
fees.
Cash Dividend Cover(1)
The Company measures dividend cover on a look-through basis to
include the income and operating expenses of TENT Holdings, which
is its wholly owned subsidiary. Summarised below are the cash
income, cash expenses and finance costs incurred by the Company and
TENT Holdings in the six months ended 30 September 2023.
Six months ended
30 September 2023
(1)
Consolidated operating cash income GBP3.82m
Consolidated operating cash expenses and finance GBP1.00m
costs (2)
-------------------------------------------------- ------------------
Net operating Cashflows GBP2.82m
Dividends paid per Statement of Changes in Equity GBP2.75m
Cash Dividend Cover 1.0x
(1) Alternative performance measure
(2) Finance cost includes RCF related expenditure
The Company's dividends paid in the six months ended 30
September 2023 of GBP2.75 million (2.750 pence per share) are
covered by cash flows generated in the portfolio net of expenses
and finance costs at Company and direct subsidiary level.
Sustainability and the approach to Environmental, Social and
Governance
Triple Point, as Investment Manager provides a responsible and
sustainable approach to investment management.
Sustainability Disclosures
A disclosure for the Company in line with the European Union's
Sustainable Financial Disclosure Regulation ("SFDR") requirements
for Article 6 and Article 8 is publicly available on our website
https://www.tpenergytransition.com/.
TENT reports against the Task Force on Climate-related Financial
Disclosure (TCFD) framework on an annual basis. The most recent
report is available in the Company's annual report for the year
ending 31 March 2023. Although not required to publish these
disclosures, we believe it is important to provide transparency on
our sustainability approach wherever possible.
TENT's approach and alignment to sustainable practices
To demonstrate alignment to the energy transition, TENT tracks
asset selection against the UK Climate Change Committee ("CCC") 6th
carbon budget balanced pathway. Avoided carbon and renewable energy
generated are reported annually to further support this
position.
Asset type* TENT universe alignment UK CCC balanced pathway
alignment
CHP Portfolio Onsite energy generation Improved efficiency
& efficient consumption
------------------------------ ----------------------------
Hydroelectric Distributed energy generation Low carbon & decentralised
Portfolio
------------------------------ ----------------------------
BESS Portfolio Energy storage & distribution A more flexible electricity
system
------------------------------ ----------------------------
Lighting solutions Onsite energy generation Improved efficiency
& efficient consumption
------------------------------ ----------------------------
* Based on current portfolio asset exposure
Operational quality through ESG analysis and asset
optimisation
Operational ESG risks and opportunities associated with each
asset continue to be assessed and monitored using a combination of
in-house expertise and materiality-based sustainability frameworks.
Where weaker behaviours may be identified, these results feed into
asset optimisation activity, where the Investment Manager will look
to use its investor influence to improve behaviours and outcomes
(for example improving the avoided carbon, improving health &
safety approaches and outcomes, improving community relations,
identifying opportunities to benefit a just transition). Strong
portfolio asset management is also expected to further increase the
quality of the data available to evidence the outcomes of the
assets in relation to the energy efficiency and transition theme
and engagement work. Energy transition outcomes (such as avoided
carbon) are reported annually, in addition to asset specific
outcomes including alignment to the Sustainable Development
Goals.
Climate analysis
Possible impacts of climate change on the investments are
considered through scenario analysis in order to quantify the
possible physical and financial impacts on an asset and establish a
sensible path of mitigation.
The Investment Manager reports the outcomes of this analysis
annually. This includes a review of relevant legislation and
possible transitional impacts, alongside physical impact analysis.
The most recent details are available in the report against the
TCFD provided in the annual report for the year ending 31 March
2023.
Conclusion
As we reflect on the progress of the Company to date, it is
evident that the Company has achieved the objectives set out during
its IPO, investing in a high quality, diversified portfolio of
assets in niche areas of the energy transition that provide a blend
of risk and returns characteristics. The focus on long term
contracted income has enabled the Company to pay a covered dividend
since being fully deployed and in the most recent full year results
to 31 March 2023, the Group exceeded the NAV return targets
indicated at IPO. Despite achieving these objectives, the
prevailing market conditions following increases to interest rates
and the small size of the Company have impacted the Company's share
price and in particular the liquidity in respect of the Company's
shares.
Should shareholders vote in favour of the proposed orderly
realisation of assets, we believe the high-quality assets in the
portfolio are likely to deliver significantly higher value for
shareholders than the current share price.
Jonathan Hick
TENT Fund Manager
Triple Point Investment Management LLP
12 December 2023
PRINCIPAL RISKS AND UNCERTAINTIES
The principal risks and uncertainties for the Company continue
to be those outlined on pages 77-81 of the Annual Report for the
year ended 31 March 2023 and the Board expects those to remain
valid for the remainder of the year.
There have been a number of changes to the risk profile since
the publication of the Annual Report, which are captured below.
-- The valuation of investments is subject to uncertainties -
the volati l ity in the discount rate create d increased
uncertainty in the Q1 FY24 ; and whilst recent market commentary
indicates some stabilisation in discount rates, the proposal to
conduct an orderly realisation of assets may counter the impact on
valuations. As such we have raised the likelihood from moderate, to
moderate-to-high, although the risk remains within Board Risk
Appetite .
-- Counterparties' ability to make contractual payments - we
have increased the likelihood from moderate to moderate-to-high, as
a consequence of an adverse change in our counterparties aged
debtor profile. Although current payment obligations are up to
date, we continue to monitor aged debtor and cash profiles of key
counterparties. Recognising the timeframe for which the next
payment obligation is due (summer 2024), it is considered prudent
to adjust the likelihood. This remains outside of Board Risk
Appetite.
-- Target returns not met - we have increased the likelihood of
this occurring from moderate, to moderate- to-high, as a result of
the likely increased cost in debt on maturity/extension of the
current RCF facility which would have a direct impact on returns.
This moves the risk to 'outside' of Board Risk Appetite. The Board
intends to repay and cancel the RCF, as noted above.
-- Supply chain - we have amended the likelihood from moderate,
to low-to-moderate due to key material/stocks now being held on
site or within the EU supply chain. The overall risks profile is
low and within Board Risk Appetite. Consequently, this is no longer
considered to be a principal risk or uncertainty.
-- Ability to raise debt on acceptable terms - the likelihood has moved from low-to-moderate, to moderate-to-high as a result of changes in SONIA rates since year end reporting. This has a direct correlation to the above risk regarding target returns not being met. This risk is currently outside of Board Risk Appetite. The successful repayment and cancellation of the RCF, as per the Board's intention will mitigate this risk.
In light of the announcement made to move towards an orderly
realisation of assets, the risk of 'ability to raise additional
equity' no longer feature s as a material risk or uncertainty. This
would remain as a principal risk if the Board had not decided to
proceed with an orderly realisation of assets.
Emerging risks
The emerging risks identified on page 82 of the Annual Report
for the year ended 31 March 2023, continue to be closely
monitored.
At that time, the Board continued to consider Climate Change as
an emerging risk, given the continued uncertainty which exists on
the severity of physical climate change and the scale and nature of
political action to counter it.
Climate change continues to be actively managed, monitored and
reported to the Board. The Investment Manager undertakes horizon
scanning activities to identify applicable legislative change, that
may impact the strategic direction or future reporting.
The ' Sustainability and the approach to Environmental, Social
and Governance' section above provides more information.
DIRECTORS' RESPONSIBILITY STATEMENT
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, labilities, financial position and profit or
loss of the Company. T he operating and financial review 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 10 .
The Directors, all of whom are independent and non-executive,
are:
-- Dr John Roberts (Chair)
-- Rosemary Boot (Senior Independent Director)
-- Sonia McCorquodale
-- Dr Anthony White
Shareholder information is as disclosed on the Triple Point
Energy Transition plc website.
Approval
This Directors' responsibilities statement was approved by the
Board of Directors and signed on its behalf by:
John Roberts
Chair
12 December 2023
Interim Condensed Statement of Comprehensive Income
For the six months ended 30 September 2023 (unaudited)
For the six months For the six months
ended ended
30 September 2023 30 September 2022
Unaudited Unaudited
Note Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Investment income 3 3,1 23 - 3,1 23 2,793 - 2,793
Unrealised (lo ss)
/gain from revaluation
of investments at
the period end 8 - ( 3,679) ( 3,679) - 5,016 5,016
( 3,679
Investment return 3,1 23 ) (556) 2,793 5,016 7,809
------- -------- -------- -------- ------- -------
Investment management
fees 333 111 444 326 109 435
Other expenses 58 8 1 0 598 482 10 492
9 21 12 1 1,042 808 119 927
(Loss)/profit before ( 3,800
taxation 2,2 02 ) (1,598) 1,985 4,897 6,882
------- -------- -------- -------- ------- -------
Taxation 4 - - - - - -
( L oss) /profit ( 3,800
after taxation 2,2 02 ) (1,598) 1,985 4,897 6,882
------- -------- -------- -------- ------- -------
Other comprehensive
income - - - - - -
Total comprehensive ( 3,800
( L oss) /income 2,2 02 ) (1,598) 1,985 4,897 6,882
------- -------- -------- -------- ------- -------
Basic & diluted
( loss)/ earnings 2.2 0 ( 3.80p
per share 5 p ) (1.60p) 1.99p 4.90p 6.88p
------- -------- -------- -------- ------- -------
The total column of this statement is the Income Statement of
the Company prepared in accordance with International Financial
Reporting Standards (IFRS) as adopted by the UK. The supplementary
revenue return and capital columns have been prepared in accordance
with the Association of Investment Companies Statement of
Recommended Practice (AIC SORP).
Interim Condensed Statement o f Financial Position
As at 30 September 202 3 (unaudited)
As at 30 September As at 31 March
2023 2023
Unaudited Audited
Note GBP'000 GBP'000
Non-current assets
Investments at fair value through
profit or loss 8 92,447 90,060
------------------ ------------------
Current assets
Trade and other receivables 8 42 374
Cash and cash equivalents 2,359 9,257
3,2 01 9,631
------------------ ------------------
Total assets 95,648 99,691
------------------ ------------------
Current liabilities
Trade and other payables (54 7 ) (242)
( 547 ) ( 242 )
------------------ ------------------
Net assets 95,101 99,449
================== ==================
Equity attributable to equity
holders
Share capital 9 1,000 1,000
Share premium 13 13
Special distributable reserve 90,287 91,037
Capital reserve 3,293 7,093
Revenue reserve 5 08 306
Total equity 95,101 99,449
================== ==================
Shareholders' funds
Net asset value per Ordinary Share 7 95.09 p 9 9.44 p
The statements were approved by the Directors and authorised for
issue on 12 December 2023 and are
signed on behalf of the Board by:
Dr John Roberts
Chair
Company registration number: 12693305
Interim Condensed Statement of Changes in Equity
For the six months ended 30 September 2023 (unaudited)
Special
Issued Share Distributable Capital Revenue
Capital Premium Reserve Reserve Reserve Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
As at 1 April
2023 1,000 13 91,037 7,093 306 99,449
-------- -------- -------------- -------- -------- -------
Distributions
to / Contributions
from owners
Dividends paid - - (750) - (2,000) (2,750)
-------- -------- -------------- -------- -------- -------
Sub-total - - (750) - (2,000) (2,750)
-------- -------- -------------- -------- -------- -------
Total comprehensive
(loss)/ income ( 3,800
for the period - - - ) 2,2 02 (1,598)
-------- -------- -------------- -------- -------- -------
As at 30 September
2023 1,000 13 90,287 3,293 5 08 95,101
======== ======== ============== ======== ======== =======
For the six months ended 30 September 2022 (unaudited)
Special
Issued Share Distributable Capital Revenue
Capital Premium Reserve Reserve Reserve Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
As at 1 April
2022 1,000 13 91,444 3,319 361 96,137
-------- -------- -------------- -------- -------- -------
Distributions
to / Contributions
from owners
Dividends paid - - (1,254) - (1,496) (2,750)
-------- -------- -------------- -------- -------- -------
Sub-total - - (1,254) - (1,496) (2,750)
-------- -------- -------------- -------- -------- -------
Total comprehensive
income for the
period - - - 4,897 1,985 6,882
As at 30 September
2022 1,000 13 90,190 8,216 850 100,269
======== ======== ============== ======== ======== =======
The Company's distributable reserves consist of the Special
distributable reserve, Capital reserve attributable to realised
gains and Revenue reserve. There have been no realised gains or
losses at the reporting date.
Interim Condensed Statement of Cash Flows
For the six months ended 30 September 2023
For the six For the six
months ended months ended
30 September 30 September
2023 (Unaudited) 2022 (Unaudited)
Note GBP'000 GBP'000
Cash flows from operating activities
(Loss)/p rofit before taxation (1,598) 6,882
Loss /(gain) arising on the revaluation
of investments at the period end 8 3,679 (5,016)
Cash flow s from operations 2, 081 1,866
Interest income (2, 190 ) (1,644)
Interest received 1,337 1,640
Dividend income (9 3 3) (1,148)
Dividend received 9 3 3 1,148
D ecrease /(increase) in receivables 32 (9)
Increase in payables 306 5
Net cash flows from operating activities 1,566 1,858
----------------- ---------------------------------
Cash flows from investing activities
Purchase of financial assets at
fair value through profit or loss 8 (8,499) (1,469)
Loan Principal repaid 2,785 565
Net cash flows (used in) investing
activities (5,71 4 ) (904)
----------------- ---------------------------------
Cash flows from financing activities
Dividends paid (2,750) (2,750)
Net cash flows from financing activities (2,750) (2,750)
----------------- ---------------------------------
Net (decrease) in cash and cash
equivalents (6,898) (1,796)
Reconciliation of net cash flow
to movements in cash and cash equivalents
Cash and cash equivalents at beginning
of period 9,257 17,144
Net (decrease) in cash and cash
equivalents (6,898) (1,796)
----------------- ---------------------------------
Cash and cash equivalents at end
of the period 2,359 15,348
================= =================================
Notes to the Interim Financial Statements
For the six months ended 30 September 2023
1. General Information
The Company is incorporated and domiciled in the United Kingdom
and registered in England and Wales under number 12693305 pursuant
to the Act. The address of its registered office, which is also its
principal place of business, is 1 King William Street, London EC4N
7AF.
On 28 October 2022, the ordinary shares of the Company were
admitted to the premium listing segment of the Official List of the
Financial Conduct Authority and were admitted to the Premium
Segment of the Main Market of the London Stock Exchange. Prior to
which, with effect from IPO, the Company's ordinary shares traded
on the Specialist Fund Segment of the Main Market of the London
Stock Exchange.
The financial statements comprise only the results of the
Company, as its investment in TENT Holdings is included at fair
value through profit or loss as detailed in the key accounting
policies below.
The Company has appointed Triple Point Investment Management LLP
as its Investment Manager (the "Investment Manager") pursuant to
the Investment Management Agreement dated 25 August 2020. The
Investment Manager is registered in England and Wales under number
OC321250 pursuant to the Act. The Investment Manager is regulated
by the FCA, number 456597.
The Company intends to achieve its Investment Objective by
investing in a diversified portfolio of energy transition
investments mostly in the United Kingdom. The Company, through TENT
Holdings, will invest in a range of energy transition assets which
will contribute, or are already contributing, to energy
transition.
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 historical cost convention, as modified by the revaluation of
financial assets at fair value through profit or loss.
The interim financial statements have also been prepared as far
as 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 rounded to the
nearest thousand, unless otherwise stated. The accounting policies,
significant judgements, and key assumptions are consistent with
those used in the latest audited financial statements to 31 March
202 3 and should be read in conjunction with the Company's annual
audited financial statements for the year ended 31 March 202 3
.
The financial information contained in this Interim Report and
Financial Statements for the six months ended 30 September 2023 and
the comparative information for the year ended 31 March 2023 does
not constitute statutory accounts as defined in sections 435(1) and
(2) of the Companies Act 2006. Statutory Accounts for the year
ended 31 March 2023 have been delivered to the Registrar of
Companies. The Auditor reported on those accounts. Its report was
unqualified and did not contain a statement s498(2) or (3) of the
Companies Act 2006
Basis of Consolidation
The objective of the Company through its wholly owned subsidiary
TENT Holdings Limited is to invest, via individual corporate
entities for equity investments, or through advancing proceeds to
corporate entities for debt investments, in Energy Transition
Assets. TENT Holdings typically will issue equity and will borrow
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 need to be satisfied. 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 TENT Holdings' cash and working capital
balances are included in the fair value of the investment rather
than in the Company's assets and liabilities. TENT Holdings has one
investor which is the Company. However, in substance, TENT Holdings
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 ultimate beneficiary investors.
Going Concern
The Directors have adopted the going concern basis in preparing
the Interim Report for the period to September 2023. In reaching
this conclusion, the Directors have considered the liquidity of the
Company's portfolio of investments as well as its cash position,
income and expenditure commitments, until March 2025.
As at 30 September 2023, the Company had net assets of GBP94.5
million including cash balances of GBP2.4 m illion . The Company's
sole wholly owned subsidiary, TENT Holdings, has a GBP40 million
RCF of which GBP2.4 m illion was drawn at 30 September 2023 and a
GBP0.9 million cash balance which on a Group basis, offer
sufficient cashflow to meet the Company's obligations, including
investment commitment of GBP26.9 million in BESS. The covenants o f
the RCF are limited to gearing and interest cover and the Company
is expecting to comply with these covenants on drawdown and in
future periods. The Company has announced today that it is in
receipt of an offer in relation to the sale of the Field loan
commitment for its carrying value. The transaction would be
expected to conclude in the quarter ending March 2024 and would
enable the Group to deleverage and cancel its RCF .
The Company 's investment portfolio consists of fixed-rate debt
investments, with most of these investments having contractual
maturities between 2031 and 2035. Additionally, the Company owns a
portfolio of Hydroelectric assets, which are fully operational and
have an economic lifespan of over thirty years. As a result, the
Company benefits from long-term contractually underpinned cash
flows and a set of risks that can be identified and assessed. The
loan investments contribute a fixed return, and the Hydroelectric
Portfolio benefits from upward only RPI linked revenue flow under a
UK government scheme. The Hydroelectric Portfolio also benefits
from fixed price PPAs, with institutional counterparties, for the
financial year. Forecast revenues thereafter are subject to
wholesale power prices, the levels of which are based upon
qualified independent forecasts.
The Company 's cash outflows encompass operational expenses,
debt servicing, dividend payments, and costs associated with
funding new assets. These outflows are anticipated to be covered by
the Company 's current cash reserves and cash generated from its
operations. The Company actively monitors its cash obligations on a
regular basis to ensure it maintains adequate liquidity.
In the going concern assessment, the Investment M anager has
performed a downside risk assessment to March 2025 considering a
decrease in income and increase in operating expenditure and
financing costs. Furthermore, an assessment of a break case
scenario has been performed considering further revenue decreases
and a substantial valuation write downs. The assessment performed
has confirmed that both the Company and the Group would remain
viable, fulfilling all obligations, while meeting the covenant
conditions associated with the RCF.
In response to the announcement that the Board intends to hold a
General Meeting in Q1 2024 to seek shareholder approval for matters
associated with the orderly realisation proposal, the Directors
recognise that these conditions indicate the existence of material
uncertainty which may cast significant doubt about the Company's
ability to continue as a going concern. The Directors acknowledge
the recommendation from advisors to pursue an orderly realisation
of assets is currently the most favourable for shareholders,
however the Board does not exclude the possibility of exploring
other strategic options that may arise post-announcement . Due to
the uncertainty surrounding the company's path forward, the
Directors have determined that the financial statements of the
Company should be prepared on a going concern basis until clarity
emerges following the shareholder vote. The financial statements do
not include the adjustments that would result if the Group and the
Company were unable to continue on a going concern basis .
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 Energy Transition
Assets.
The Company has no single major customer. The internal financial
information used by the CODM on a quarterly basis to allocate
resources, assess performance and manage the Company presents the
business as a single segment comprising the portfolio of
investments in Energy Transition Assets.
Seasonal and cyclical variations
The Company's results do not vary significantly during reporting
periods.
3. Investment Income
For the six months ended For the six months ended
30 30
September 2023 (Unaudited) September 2022 (Unaudited)
------------------------------- -------------------------------
Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Interest on cash
deposits 22 - 22 7 - 7
Interest income
from investments 2,1 68 - 2,1 68 1,638 - 1,638
Dividend income
from investments 933 - 933 1,148 - 1,148
3,1 23 - 3,1 23 2,793 - 2,79 3
--------- --------- --------- ------- ------------- -------
4 . Taxation
The tax for the period shown in the statement of Comprehensive
Income is as follows.
For the six months ended For the six months ended
30 September 2023 (Unaudited) 30 September 2022 (Unaudited)
---------------------------------- ----------------------------------
Revenue Capital Total Revenue Capital Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Profit / (Loss) before ( 3,800
taxation 2,2 02 ) (1,598) 1,985 4,897 6,882
---------- ---------- ---------- ---------- ---------- ----------
Corporation tax at
25 %
(2022-19%) 551 ( 950 ) ( 399 ) 377 931 1,308
Effect of:
Tax relief for dividends
designated as interest
distributions ( 547 ) - ( 547 ) (312) - (312)
Dividend income not
taxable ( 233 ) - ( 233 ) (218) - (218)
Capital losses / (gains)
not deductible - 920 920 - (953) (953)
Surrendering of Tax
losses to unconsolidated
subsidiaries 2 29 3 0 2 59 153 22 175
---------- ---------- ---------- ---------- ---------- ----------
UK Corporation Tax - - - - - -
---------- ---------- ---------- ---------- ---------- ----------
5 . Earnings Per Share
For the six months ended For the six months ended
30 September 2023 (Unaudited) 30 September 2022 (Unaudited)
----------------------------------- -----------------------------------
Revenue Capital Total Revenue Capital Total
Profit / (Loss) attributable
to the equity holders
of the Company (GBP'000) 2,202 (3,800) (1,598) 1,985 4,897 6,882
Weighted average
number of Ordinary
Shares in issue ('000) 100,014 100,014 100,014 100,014 100,014 100,014
Profit / (Loss)
per Ordinary Share
- basic and diluted 2.20p (3.80p) (1.60p) 1.98p 4.90p 6.88p
There is no difference between the weighted average Ordinary or
diluted number of Shares.
6 . Dividends
Interim dividends paid during Dividend per Total dividend
the share GBP'000
period ended 30 September 2023 Pence
With respect to the quarter ended
31 March 2023 - paid 14 July 2023 1.375 1,375
With respect to the quarter ended
30 June 2023 - paid 29 September
2023 1.375 1,375
------------- ---------------
2.750 2,750
------------- ---------------
Interim dividends declared after Dividend per Total dividend
30 September 2023 and not accrued share GBP'000
in the period Pence
With respect to the quarter ended
30 September 2023 1.375 1,375
1.375 1,375
------------- ---------------
Interim dividends paid during Dividend per Total dividend
the share GBP'000
period ended 30 September 2022 Pence
With respect to the quarter ended
31 March 2022 - paid 8 July 2022 1.375 1,375
With respect to the quarter ended
30 June 2022 - paid 30 September
2022 1.375 1,375
------------- ---------------
2.750 2,750
------------- ---------------
On 13 December 2023, the Board declared an interim dividend of
1.375 pence per share with respect to the period ended 30 September
2023. The dividend is expected to be paid on or around 12 January
2024 to shareholders on the register on 22 December 2023. The
ex-dividend date is 21 December 2023.
7 . Net assets per Ordinary share
The basic total assets per ordinary share is based on the total
net assets attributable to equity shareholders as at 30 September
2023 of GBP 95. 1 million (31 March 2023: GBP99 . 4 million ) and
ordinary shares of 100 million in issue at 30 September 2023 (31
March 2023: 100 million ).
There is no dilution effect and therefore no difference between
the diluted net assets per ordinary share and the basic total net
assets per ordinary share .
8 . Investments at Fair Value through Profit or Loss
The Company designates its interest in its wholly owned direct
subsidiary as an investment at fair value through profit or
loss.
Summary of the Company's valuation is below :
30 September 31 March 2023
2023
(Unaudited) (Audited)
------------- --------------
GBP'000 GBP'000
Brought forward investment at fair
value
through profit or loss 90,060 78,952
Loan advanced to TENT Holdings Limited 8,499 7,964
Shareholding in TENT Holdings Limited - 1,469
Capitalised interest 352 997
Loan principal repaid (2,785) (3,339)
Movement in fair value of investments (3,679) 4,017
Closing investment at fair value
through
profit or loss 92,447 90,060
--------------------------------------- ------------- --------------
Loans advanced to TENT Holdings in the period totalled GBP8.5
million. The advances were made at an interest rate of 7% to enable
TENT Holdings to complete the loan investment in BESS and for new
investments in LEDs and Innova.
The Company owns five shares in TENT Holdings Limited,
representing 100% of issued share capital, allotted for a
consideration of GBP24.8 million. The fair value of the Company's
investments in TENT Holdings on 30 September 2023 is GBP92.4
million (31 March 2023: GBP90.1 million).
Capitalised interest represents interest recognised in the
income statement but not paid. This is instead added to the loan
balance on which interest for future periods is computed. The loan
from the Company to TENT Holdings, which enabled TENT Holdings to
complete investments into Harvest, Glasshouse and Spark Steam,
carry commensurate terms and repayment profiles. All payments from
the borrower and capitalised interest are in accordance and in line
with the contractual repayments with the respective underlying
facility agreements with Harvest, Glasshouse and Spark Steam as
agreed at inception.
Reconciliation of Portfolio Valuation :
30 September 2023 31 March 2023
(Unaudited) (Audited)
------------------ -----------------------------------
GBP'000 GBP'000
Portfolio Valuation 94,046 86,042
Intermediate holding company cash 853 1,982
Intermediate holding company debt
(1) (2,135) 329
Intermediate holding company net
working capital (317) 1,707
Fair Value of Company's investments
at end of period 92,447 90,060
------------------------------------ ------------------ -----------------------------------
(1) At 30 September 2023 GBP2.4 million debt was drawn (31 March
2023: nil). The debt balance represents the drawn balance and the
arrangement fee which are capitalised and expensed to profit or
loss under amortised cost.
Fair Value measurements
The Company accounts for its interest in its wholly owned direct
subsidiary, TENT Holdings, as an investment at fair value through
profit or loss.
IFRS 13 requires disclosure of fair value measurement by level.
The level of fair value hierarchy within the financial assets or
financial liabilities is determined on the basis of the lowest
level input that is significant to the fair value measurement.
Financial assets and financial liabilities are classified in
their
entirety into only one of the following 3 levels:
-- level 1 - quoted prices (unadjusted) in active markets for
identical assets or liabilities;
-- level 2 - inputs other than quoted prices included within
Level 1 that are observable for the assets or
liabilities, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
-- level 3 - inputs for assets or liabilities that are not based
on observable market data (unobservable inputs).
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 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 certain unobservable
inputs. The Company's investments in TENT Holdings are also
considered to be level 3 assets.
As the fair value of the Company's equity and loan investments
in TENT Holdings is ultimately determined by the underlying fair
values of the equity and loan investments, made by TENT Holdings,
the Company's sensitivity analysis of reasonably possible
alternative input assumptions is the same as for those
investments.
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 consider, 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 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
relating to inflation, energy yield and power prices.
The shareholder loan and equity investments in TENT Holdings are
valued as a single asset class 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.
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 7.3% (31 March 23: 6.6%).
An increase or decrease in this rate of 0.5% has the following
effect on valuation.
Discount Rate NAV per -0.5% change Total portfolio +0.5% change NAV per
share impact value share impact
-------------- ------------ --------------- ------------ --------------
Pence GBP'000s GBP'000s GBP'000s Pence
Valuation - September
2023 2.93 95,381 92,447 89,805 (2.64)
Energy yield
The table below shows the sensitivity of the Hydroelectric
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 Hydroelectric
Portfolio is assessed on a "P50" level of electricity generation,
representing the expected level of generation over the long
term.
A change in the forecast energy yield assumptions by plus or
minus 5% has the following effect.
Energy Yield NAV per -5% change Total portfolio +5% change NAV per
share impact value share impact
-------------- ---------- --------------- ---------- --------------
Pence GBP'000s GBP'000s GBP'000s Pence
Valuation - September
2023 (3.03) 89,414 92,447 95,459 3.01
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 applicable to the Hydroelectric
Portfolio down by 10% and up by 10% from the base case assumptions
for each year throughout the operating life of the Hydroelectric
Portfolio.
A change in the forecast electricity price assumptions by plus
or minus 10% has the following effect.
Power Prices NAV per -10% change Total portfolio +10% change NAV per
share impact value share impact
-------------- ----------- --------------- ----------- --------------
Pence GBP'000s GBP'000s GBP'000s Pence
Valuation - September
2023 (2.55) 89,893 92,447 94,914 2.47
Inflation
The Hydroelectric Portfolio's income streams are principally
subsidy based, which is amended each year with inflation and power
prices, which the sensitivity assumes will move with inflation.
Operating expenses relating to the Hydroelectric Portfolio
typically move with inflation, but debt payments on the shareholder
loans are fixed. This results in the portfolio returns and
valuations being positively correlated to inflation. The
methodology adopted for RPI, CPI and power curve indexation follows
the latest available (November 2023) Office for Budget
Responsibility forecast for the 12 months from the September 2023
valuation date. Thereafter, a long-term 3.25% assumption is made in
relation to RPI, dropping to 2.65% in 2031 to reflect the phase out
of RPI. In relation to power curve indexation, a long-term 3.25%
assumption is made, dropping to 3.00% as wholesale power prices are
not intrinsically linked to consumer prices. The Company's
long-term assumption for CPI remains at 2.25%.
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 throughout the operating life of the portfolio.
Inflation NAV per -0.5% change Total portfolio +0.5% change NAV per
share impact value share impact
-------------- ------------ --------------- ------------ --------------
Pence GBP'000s GBP'000s GBP'000s Pence
Valuation - September
2023 (2.09) 90,358 92,447 94,654 2.21
9 . Share Capital
For the six months ended 30 September 2023 (Unaudited)
Allotted, issued and fully paid: Number of shares Nominal value
of shares (GBP)
Ordinary shares of 1 pence each
Opening balance at 1 April 2023 100,014,079 1,000,141
Ordinary Shares issued - -
Closing balance of Ordinary
Shares at
30 September 2023 100,014,079 1,000,141
--------------------------------- ------------------ ------------------------------------
For the six months ended 30 September 2022 (Unaudited)
Allotted, issued and fully paid: Number of shares Nominal value
of shares (GBP)
Ordinary shares of 1 pence each
Opening balance at 1 April 2022 100,014,079 1,000,141
Ordinary Shares issued - -
Closing balance of Ordinary
Shares at
30 September 2022 100,014,079 1,000,141
--------------------------------- ------------------ ------------------------------------
Shareholders are entitled to all dividends paid by the Company
and, on a winding up, provided the Company has satisfied all its
liabilities, the shareholders are entitled to all of the residual
assets of the Company.
1 0 . Related Party Transactions
Directors' Fees
The amounts incurred in respect of Directors' fees during the
period to 30 September 2023 totalled GBP100,000 (30 September 2022:
GBP100,000). These amounts have been fully paid at 30 September
2023. The amounts paid to individual directors during the period
were as follows:
For the six months For the six months
ended 30 September ended 30 September
2023 2022
Dr John Roberts (Chair) GBP37,500 GBP37,500
Rosemary Boot GBP22,500 GBP22,500
Sonia McCorquodale GBP20,000 GBP20,000
Dr Anthony White GBP20,000 GBP20,000
Directors' Expenses
The expenses claimed by the Directors during the period to 30
September 2023 were GBP256 (30 September 2022: GBP190). These
amounts were fully paid at 30 September 2023. The amounts paid to
individual directors during the period were as follows:
For the six months For the six months
ended ended 30 September
30 September 2023 2022
Dr John Roberts (Chair) GBP58 GBP28
Rosemary Boot GBP60 GBP61
Sonia McCorquodale - GBP75
Dr Anthony White GBP138 GBP26
Directors' interests
Details of the direct and indirect interest of the Directors and
their close families in the ordinary share of one pence each in the
Company at 30 September 2023 were as follows:
Number of Shares % of Issued share
Capital
Dr John Roberts (Chair) 40,000 0.04%
Rosemary Boot 40,000 0.04%
Sonia McCorquodale 10,000 0.01%
Dr Anthony White 40,000 0.04%
The Company and Subsidiaries
During the period, the Company advanced loans amounting to
GBP8.5 million to TENT Holdings Limited. These loans were at an
interest rate of 7% and were used by TENT Holdings to invest in
loans to Innova, Field and Boxed.
During the period interest totalling GBP2 . 2 million was earned
on the Company's long-term interest-bearing loan between the
Company and its subsidiary (30 September 2022: GBP1 . 6 million).
At the period end, GBP 0. 7 million was outstanding (31 March 2022:
GBP 0. 3 million ).
The loans from the Company to TENT Holdings are unsecured ; the
underlying loan s from TENT Holdings to the investment portfolio
are secured against the assets of the borrowing companies by a
fixed and floating charge.
On 30 June 2023, TENT Holdings paid a GBP0. 6 million dividend
to the Company. On 29 September 2023, an additional dividend of
GBP0. 3 million was paid by TENT Holdings to the Company. The
dividend s represen t commensurate dividend s received by TENT
Holdings from the Hydroelectric portfolio in the same period.
The AIFM and Investment Manager
The Company and Triple Point Investment Management LLP have
entered into the Investment Management Agreement pursuant to which
the Investment Manager has been given responsibility, subject to
the overall supervision of the Board, for active discretionary
investment management of the Company's Portfolio in accordance with
the
Company's Investment Objective and Policy.
As the entity appointed to be responsible for risk management
and portfolio management, the Investment Manager is the Company's
AIFM. The Investment Manager has full discretion under the
Investment Management Agreement to
make investments in accordance with the Company's Investment Policy from time to time.
This discretion is, however, subject to: (i) the Board's ability
to give instructions to the Investment Manager from time to time;
and (ii) the requirement of the Board to approve certain
investments where the Investment Manager has a conflict of interest
in accordance with the terms of the Investment Management
Agreement.
Under the terms of the Investment Management Agreement, the
Investment Manager is entitled to a fee calculated at the rate
of:
-- 0.9 per cent, per annum of the adjusted NAV in respect of the
Net Asset Value of up to, and including, GBP650 million; and
-- 0.8 per cent, per annum of the adjusted NAV in respect of the
Net Asset Value in excess of GBP650 million.
The management fee is calculated and accrues quarterly and is
invoiced quarterly in arrears. During the six months ended 30
September 2023, management fees of GBP44 3 ,458 were incurred (30
September 2022: GBP434,840) of which GBP 220,308 (30 September
2022: GBP219,122) was payable at the period end.
Investment Manager's Interest in shares of the Company
Pursuant to the Investment Management agreement, whereby the
Investment Manager is required to acquire shares in the company for
a consideration equal to 20% of the value of the management fee
earned, net of taxes, on 23 August 2023 the Investment Manager
purchased, on the secondary market, 79,338 ordinary shares of
GBP0.01 each in the capital of the Company at an average price of
GBP0.599 per share.
In addition, on 17 April 2023 the Investment Manager made a
market purchase of 324,675 shares at GBP0.611 per share.
Details of the interests of the Investment Manager, held by an
entity within the Wider Triple Point Group, in the ordinary shares
of one pence each in the Company as at 30 September 2023 were as
follows:
Number of Shares % of Issued share
Capital
Perihelion One Limited 1,296,170 1.30%
TP Nominees Limited 58,742 0.06%
Perihelion One Limited and TP Nominees are companies within the
Wider Triple Point Group.
Guarantees and other commitments
The Company is the guarantor of the GBP40 million RCF between
its sole wholly owned subsidiary TENT Holdings Limited and TP
Leasing Limited. The RCF was extended on 29 March 2023 by 12 months
and at the balance sheet date 30 September 2023 GBP2.4 million had
been drawn (31 March 2023: nil).
TP Leasing Limited is an established private credit and asset
leasing business which is managed by the Investment Manager and, as
a result, is deemed to be a related party as defined in the Listing
Rules. The RCF is deemed to be a "smaller related party
transaction" for the purposes of LR11.1.10R. Prior to entering into
the Facility Agreement, (i) the RCF was approved by the Directors
and (ii) the Company obtained a fair and reasonable opinion from a
qualified, independent adviser. The Board was satisfied with the
conflict management procedures put in place, including team
segregation within the Investment Manager, and obtaining
independent third-party pricing validation.
TENT Holdings has an investment commitment of GBP37 million, of
which GBP26.9 million remains undrawn, to fund the b uild of a
portfolio of four geographically diverse BESS assets in the UK. The
remaining undrawn balance of GBP26.9 million is forecast to be
deployed by 31 March 2024. The commitment is expected to be funded
via the RCF available to TENT Holdings. The Company has announced
today that it is in receipt of an offer to acquire the Field loan
commitment for its carrying value. The transaction would be
expected to conclude in the quarter ending March 2024 and would
enable the Company to repay and cancel the RCF .
1 1 . Contingent Liabilities
In March 2022, the Company's wholly owned subsidiary, TENT
Holdings Limited entered into a Revolving Credit Facility ("RCF")
agreement for GBP40 million. The Company is a guarantor of this
facility and as at 30 September 2023, the total drawn balance of
the RCF is GBP2.4 million (31 March 2023: Nil).
12. Events after the Reporting period
The Company has received an offer in relation to the sale of the
Group's debt facility provided to a subsidiary of Virmati Energy
Ltd (trading as "Field") for the purposes of building out a
portfolio of BESS assets in the UK. The offer, if progressed to
completion, would pay the Group the full carrying value of the
loan. Should this progress to a binding offer and subsequent sale,
this would enable the Group to deleverage and cancel its Revolving
Credit Facility ("RCF").
The Company has announced that the Board have determined that an
orderly realisation of assets, and return of associated realised
capital, is the most viable option to maximise shareholder value in
the short to medium term. The Company will be seeking approval by
shareholders of various proposals to this effect in Q1 2024.
The Company has declared an interim dividend in respect of the
period from 1 July 2023 to 30 September 2023 of 1.375 pence per
Ordinary share, payable on or around 12 January 2024 to holders of
Ordinary shares on the register on 22 December 2023. The
ex-dividend date will be 21 December 2023.
Glossary
The Act Companies Act 2006
AIC Code The AIC Code of Corporate Governance produced
by the Association of Investment Companies
--------------------------------------------------------
AIFM The alternative investment fund manager of
the Company, Triple Point Investment Management
LLP
--------------------------------------------------------
AIFMD The EU Alternative Investment Fund Managers
Directive 2011/61/EU
--------------------------------------------------------
BESS Battery Energy Storage Systems
--------------------------------------------------------
BESS Portfolio GBP37.0 million debt facility to a subsidiary
of Virmati Energy Ltd (trading as Field), to
fund a portfolio of four Battery Energy Storage
Systems assets in the UK
--------------------------------------------------------
CCC Climate Change Committee
--------------------------------------------------------
CHP Combined heat and power
--------------------------------------------------------
CHP Portfolio A total debt investment of GBP29 million into
Harvest and Glasshouse and Spark Steam
--------------------------------------------------------
The Company Triple Point Energy Transition plc (company
number 12693305)
--------------------------------------------------------
DCF Discounted Cash Flow
--------------------------------------------------------
E nergy Transition A project which falls within the parameters
Asset of the Company's investment policy
--------------------------------------------------------
ESG Environmental, Social and Governance
--------------------------------------------------------
EU European Union
--------------------------------------------------------
FCA Financial Conduct Authority
--------------------------------------------------------
FRC Financial Reporting Council
--------------------------------------------------------
GAV Gross Asset Value
--------------------------------------------------------
Glasshouse Glasshouse Generation Limited
--------------------------------------------------------
GHG Green House Gas
--------------------------------------------------------
Group The Company and any subsidiary undertakings
from time to time
--------------------------------------------------------
Harvest Harvest Generation Services Limited
--------------------------------------------------------
Hydroelectric Portfolio Elementary Energy Limited
Green Highland Allt Ladaidh (1148) Limited
Green Highland Allt Choire A Bhalachain (255)
Limited
Green Highland Allt Phocachain (1015) Limited
Green Highland Allt Luaidhe (228) Limited
Achnacarry Hydro Limited
--------------------------------------------------------
ITC Investment Trust Company
--------------------------------------------------------
Investment Manager Triple Point Investment Management LLP
--------------------------------------------------------
IPO The admission by the Company of 100 million
Ordinary Shares to trading on the Specialist
Fund Segment of the Main Market, which were
the subject of the Company's initial public
offering on 19 October 2020
--------------------------------------------------------
IPO Prospectus The Company's Prospectus for its initial public
offering, published on 25 August 2020
--------------------------------------------------------
kWh Kilowatt-hour
--------------------------------------------------------
LED Light-emitting Diode
--------------------------------------------------------
Listing Rules Financial Conduct Authority Listing Rules
--------------------------------------------------------
MW Megawatt
--------------------------------------------------------
MWh Megawatt-hour
--------------------------------------------------------
NAV The net asset value, as at any date, of the
assets of the Company after deduction of all
liabilities determined in accordance with the
accounting policies adopted by the Company
from time-to-time
--------------------------------------------------------
Net Zero A target of completely negating the amount
of greenhouse gases produced by human activity,
to be achieved by reducing emissions and implementing
methods of absorbing carbon dioxide from the
atmosphere
--------------------------------------------------------
OCR Ongoing charges ratio
--------------------------------------------------------
PPA Power Purchase Agreement
--------------------------------------------------------
PRI Principals for Responsible Investing
--------------------------------------------------------
Project SPV Special Purpose Vehicle in which energy transition
assets are held.
--------------------------------------------------------
RCF Revolving Credit Facility
--------------------------------------------------------
RES Renewable Energy Systems
--------------------------------------------------------
SDG Sustainable Development Goals
--------------------------------------------------------
SFDR Sustainable Finance Disclosure Regulation
--------------------------------------------------------
SONIA Sterling Overnight Index Average
--------------------------------------------------------
SORP Statement of Recommended Practice
--------------------------------------------------------
Spark Steam Spark Steam Limited
--------------------------------------------------------
TCFD Task Force on Climate-related Financial Disclosures.
--------------------------------------------------------
TENT Holdings The wholly owned subsidiary of the Company:
TENT Holdings Limited (company number 12695849)
--------------------------------------------------------
Wider Triple Point Triple Point LLP (company number OC310549)
Group and any subsidiary undertakings from time to
time
--------------------------------------------------------
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