For the period ended 31 December 2022 | |||
Revenue | Capital | Total | |
US$’000 | US$’000 | US$’000 | |
Administration fees | 146 | – | 146 |
AIFM fees | 94 | – | 94 |
Legal and professional fees | 693 | – | 693 |
Transaction costs | – | 296 | 296 |
Compliance and regulatory fees | 157 | – | 157 |
Directors' fees | 267 | – | 267 |
Valuation fees | 842 | – | 842 |
Company’s audit and non-audit fees: | |||
– in respect of audit services | 445 | – | 445 |
– in respect of non-audit related services | 207 | – | 207 |
Other operating expenses | 389 | – | 389 |
3,240 | 296 | 3,536 |
For the period ended 31 December 2022 | |
Total | |
US$’000 | |
Ongoing and recurring costs of the Company | 1,508 |
Exceptional costs incurred to finalise the December 2022 valuations and 2022 audit | 1,192 |
Other one-off costs | 836 |
Total | 3,536 |
For the period ended 31 December 2022 | |
Total | |
US$’000 | |
Fees payable to the Company’s Auditor for the audit of the Company’s Financial Statements | 445 |
Fees payable to the Company’s Auditor for other services: | |
Audit-related services | 43 |
Non-audit related services | 446 |
Total | 934 |
For the period ended 31 December 2022 | |||
Revenue | Capital | Total | |
US$’000 | US$’000 | US$’000 | |
Corporation tax | – | – | – |
Tax charge for the period | – | – | – |
Revenue | Capital | Total | |
US$’000 | US$’000 | US$’000 | |
Loss before taxation | (2,283) | (86,501) | (88,784) |
Corporation tax at 19% | (434) | (16,435) | (16,869) |
Effects of: | |||
Non-deductible capital losses | – | 16,244 | 16,244 |
Unutilised losses carried forward | 434 | 191 | 625 |
Total tax charge for the period | – | – | – |
For the period ended 31 December 2022 | ||
Cents per ordinary | Total | |
share | US$’000 | |
Q1 2022 dividend - paid on 24 June 2022 | 0.44 | 508 |
Q2 2022 dividend - paid on 30 September 2022 | 0.44 | 622 |
Q3 2022 dividend - paid on 2 December 2022 | 0.44 | 773 |
Total | 1.32 | 1,903 |
For the period ended 31 December 2022 | ||
Cents per ordinary | Total | |
share | US$’000 | |
Q1 2022 dividend - paid on 24 June 2022 | 0.44 | 508 |
Q2 2022 dividend - paid on 30 September 2022 | 0.44 | 622 |
Q3 2022 dividend - paid on 2 December 2022 | 0.44 | 773 |
Q4 2022 dividend - paid on 23 May 2023 | 1.18 | 2,073 |
Total | 2.50 | 3,976 |
For the period ended 31 December 2022 | |||
Revenue | Capital | Total | |
Loss attributable to the equity holders of the Company (US$’000) | (2,283) | (86,501) | (88,784) |
Weighted average number of ordinary shares in issue (000s) | 115,177 | 115,177 | 115,177 |
Earnings per ordinary share (cents) - basic and diluted | (1.98) | (75.14) | (77.13) |
31 December 2022 | |
US$’000 | |
Philippines | 11,491 |
India | – |
AEIT Holdings | – |
Total investments at FVTPL | 11,491 |
Movements in the period: | |
Acquisition of assets – cash settled | 28,298 |
Acquisition of assets – consideration shares | 30,186 |
Discount rate unwind | 2,833 |
Changes to inflation | 2,789 |
Change in FX | (3,391) |
Estimated termination penalties for RUMS project | (14,071) |
Adjustments to modelling methodology and timing of cash extraction | (12,410) |
Decrease in power prices (WESM) | (9,036) |
Changes to generation profile | (3,328) |
Increase in discount rates | (826) |
Removal of carbon credit revenues (SolarArise) | (2,033) |
Other movements in fair value of investments | (7,520) |
Fair value of Company’s investments as at 31 December 2022 | 11,491 |
Key assumption | Philippines | India | Description | |
Power prices | Forecast WESM 53 prices, are based | Fixed price PPA | All assets in the Indian portfolio have long-term | |
on a blend of two wholesale | fixed price power purchase agreements and | |||
energy price curves as prepared by | therefore market forecasts are not required. The | |||
independent market advisors that | Philippine portfolio generates revenue through | |||
are reputable in these markets. | the sale of power to the grid at the wholesale | |||
electricity market price and is fully exposed to | ||||
volatility in wholesale energy price curves. | ||||
Energy generation | P50 | P50 | Electricity output is based on specifically | |
commissioned yield assessments prepared | ||||
by technical advisors. Each asset’s valuation | ||||
assumes a ‘P50’ level of electricity output, which | ||||
is the estimated annual amount of electricity | ||||
generation that has a 50% probability of being | ||||
exceeded- both in any single year and over | ||||
the long-term- and a 50% probability of being | ||||
underachieved. The P50 provides an expected | ||||
level of generation over the long-term. A | ||||
3-5% ‘haircut’ has been applied to the current | ||||
P50 yields in the models based on historical | ||||
underperformance. | ||||
Discount rate | 12% | 12% for operational assets; | The discount rate used in each DCF model | |
12.5% for construction assets | reflects the current market assessment of the | |||
time value of money and the risks specific to | ||||
each investment. Key inputs to the discount | ||||
rates have been reviewed by PwC, the | ||||
independent valuation expert. | ||||
FX rate | US$1:PHP 55.616 | US$1:INR 82.67 | Underlying valuations are calculated in local | |
currency and converted back to USD at the spot | ||||
rate at the relevant valuation date. | ||||
Inflation | CPI trends downwards to | India CPI forecasts trend | Inflation assumptions used in the model are | |
a long-term inflation rate | downwards in the near term | a blend of a leading market forecaster with | ||
assumption of 3%. The Bangko | to a long-term inflation rate | International Monetary Fund (IMF) CPI forecasts | ||
Sentral ng Pilipinas (central bank | assumption of 4.2%. This is in line | for all invested markets as at 31 December 2022. | ||
of the Philippines) target inflation | with the Reserve Bank of India | |||
range is 2% to 4%. | target inflation range of 2% to 6%. | |||
Capital structure | Philippines: Capital reduction | India: Capital reduction effective | The current structure of each of these | |
effective on 30 June 2023 | on 31 December 2023 | investments is not optimal for cash extraction. | ||
The DCF models assume a degree of capital | ||||
restructuring for each investment to enable | ||||
cash to be extracted more efficiently. Any delay | ||||
to these restructuring plans may delay the | ||||
ability of the Company to extract cash out of its | ||||
underlying investments. |
Impact of sensitivity | |||||
NAV | NAV | ||||
Significant | Fair value | Fair value | per share | per share | |
unobservable input | Relationship to fair value | increase | (decrease) | increase | (decrease) |
Power prices | Power price sensitivities have only been applied to | US$6.8 million | US$(6.5) million | 3.9 cents | (3.7) cents |
investments whose underlying assets are exposed | |||||
to merchant prices (i.e. revenue streams which | |||||
are not tied to a fixed-price PPA). An increase in | |||||
forecasted power prices used for these revenue | |||||
streams would result in an increase in fair value.) | |||||
Sensitivity: +/- 25% | |||||
Renewable energy | An increase in generation would result in an | US$6.5 million | US$(6.6) million | 3.7 cents | (3.8) cents |
generation | increase in fair value. | ||||
Sensitivity: +/- 10% |
Impact of sensitivity | |||||
NAV | NAV | ||||
Significant | Fair value | Fair value | per share | per share | |
unobservable input | Relationship to fair value | increase | (decrease) | increase | (decrease) |
Discount rate | A decrease in the discount rate used would result | US$1.4 million | US$(1.3) million | 0.8 cents | (1.1) cents |
in an increase in fair value. | |||||
Sensitivity: -/+ 1% | |||||
Foreign exchange rate | Deflation of the local currencies in which the | US$1.0 million | US$(1.0) million | 0.6 cents | (0.6) cents |
investments are held against the US Dollar would | |||||
result in an increase in fair value. | |||||
Sensitivity: -/+ 10% | |||||
Cost inflation | A decrease in the inflation rate used would result | US$0.6 million | US$(0.6) million | 0.3 cents | (0.3) cents |
in an increase in fair value. | |||||
Sensitivity: -/+ 1% | |||||
Cash extraction | As at 31 December 2022, NISPI, the SolarArise | - | US$(1.2) million | - | (0.7) cents |
holding company and each of the SolarArise SPVs | |||||
has significant negative distributable reserve | |||||
balances, prohibiting the payment of dividends. | |||||
The updated valuations have been updated to | |||||
reflect this but assume that some measures | |||||
to eliminate cash traps within a reasonable | |||||
timeframe are implemented for example, capital | |||||
reductions. The sensitivity assumes that such | |||||
measures to eliminate cash traps are delayed by c. | |||||
12 months at both NISPI and SolarArise. | |||||
Sensitivity: Delay to assumed capital reductions | |||||
+12 months | |||||
RUMS termination | As at 31 December 2022, the least value | US$5.9 million | US$(2.4) million | 3.3 cents | (1.4) cents |
liabilities | destructive option was to abort the RUMS project. | ||||
Advice was sought on the range of liabilities | |||||
that could arise. The potential outcomes ranged | |||||
from a worst case liability of US$14.1 million to a | |||||
mitigated case of US$6.1 million on a 43% basis. | |||||
The sensitivity shows the impact on Company | |||||
value by adopting the ends of these ranges vs. the | |||||
concluded abort estimation of $12.0 million. | |||||
Sensitivity: Third party advisors worst case / | |||||
mitigated case |
31 December 2022 | 31 October 2022 | |
US$’000 | US$’000 | |
VAT receivable | 541 | – |
Prepayments | 92 | – |
Amounts receivable from related parties | – | 66 |
Total | 633 | 66 |
31 December 2022 | 31 October 2022 | |
US$’000 | US$’000 | |
US$ | 109,024 | – |
GBP | 6,742 | – |
Euro | 53 | – |
Total | 115,819 | – |
31 December 2022 | 31 October 2022 | |
US$’000 | US$’000 | |
Trade payables | 350 | – |
Accrued expenses | 2,367 | – |
Amounts payable to related parties | 146 | – |
Total | 2,863 | – |
31 December 2022 | 31 October 2022 | |
US$’000 | US$’000 | |
Opening balance | – | – |
Additions in the period | ||
Onerous contract provision | 38,500 | – |
Amounts utilised in the period | – | – |
Balance at the end of the period | 38,500 | – |
Preference share | |||||
Number of ordinary | Share capital | Share premium | Number of preference | capital | |
Allotted, issued and fully paid: | shares | US$’000 | US$’000 | shares | US$’000 |
At incorporation (6 September 2021) | 1 | – | – | – | – |
Issues of shares (18 October 2021) | 1 | – | – | 50,000 | 66 |
Cancellation of shares (18 October 2021) | (1) | – | – | – | – |
At 31 October 2021 | 1 | – | – | 50,000 | 66 |
Issue of shares at IPO (14 December 2021) | 115,393,127 | 1,154 | 114,239 | – | – |
Cancellation of preference shares (22 March 2022) | – | – | – | (50,000) | (66) |
Subsequent issue of shares (16 August 2022) | 26,014,349 | 260 | 29,926 | – | – |
Subsequent issue of shares (16 November 2022) | 34,277,228 | 343 | 34,963 | – | – |
Share issue costs | – | – | (3,618) | – | – |
Transfer to special distributable reserve | – | – | (111,992) | – | – |
Closing balance 31 December 2022 | 175,684,705 | 1,757 | 63,518 | – | – |
As at 31 December | |
2022 | |
Total shareholders’ equity (US$'000) | 86,580 |
Number of ordinary shares in issue (000) | 175,685 |
Net asset value per Ordinary Share (cents) | 49.28 |
As at 31 December 2022 | ||||
Financial | Financial | |||
assets at fair | liabilities at | |||
Financial assets at | value through | amortised | ||
amortised cost | profit or loss | cost | Total | |
US$’000 | US$’000 | US$’000 | US$’000 | |
Non-current assets | ||||
Investments at fair value through profit or loss | – | 11,491 | – | 11,491 |
Current assets | ||||
Cash and cash equivalents | 115,819 | – | – | 115,819 |
Total assets | 115,819 | 11,491 | – | 127,310 |
Current liabilities | ||||
Trade and other payables | – | – | (350) | (350) |
Total liabilities | – | – | (350) | (350) |
Net assets | 115,819 | 11,491 | (350) | 126,960 |
Level 1: fair value measurements are those | Level 2: fair value measurements are those | Level 3: fair value measurements are those | |||
derived from quoted prices (unadjusted) in | derived from inputs other than quoted prices | derived from valuation techniques that include | |||
active markets for identical assets or liabilities | included within Level 1 that are observable | inputs to the asset or liability that are not based | |||
for the asset or liability, either directly (i.e. as | on observable market data (unobservable | ||||
prices) or indirectly (i.e. derived from prices) | inputs) |
As at 31 December 2022 | ||||
Level 1 | Level 2 | Level 3 | Total | |
US$’000 | US$’000 | US$’000 | US$’000 | |
Financial assets | ||||
Investments at fair value through profit or loss | – | – | 11,491 | 11,491 |
Total financial assets | – | – | 11,491 | 11,491 |
US$ | GBP | PHP | INR | Other | Total | |
Assets | ||||||
Investments at fair value through | ||||||
profit or loss | – | – | 11,491 | – | – | 11,491 |
Trade and other receivables | – | 633 | – | – | – | 633 |
Cash and cash equivalents | 109,024 | 6,742 | – | – | 53 | 115,819 |
Liabilities | ||||||
Trade and other payables | (593) | (2,270) | – | – | – | (2,863) |
Onerous contract provision | – | – | – | (38,500) | – | (38,500) |
Net assets | 108,431 | 5,105 | 11,491 | (38,500) | 53 | 86,580 |
% of NAV | 125% | 6% | 13% | (43%) | 0% | 100% |
Non-interest | |||
Interest bearing | bearing | Total | |
US$’000 | US$’000 | US$’000 | |
Assets | |||
Cash and cash equivalents | – | 115,819 | 115,819 |
Trade and other receivables | – | 633 | 633 |
Investments at fair value through profit or loss | – | 11,491 | 11,491 |
Total assets | – | 127,943 | 127,943 |
Liabilities | |||
Trade and other payables | – | (2,863) | (2,863) |
Onerous contract provision | (38,500) | (38,500) | |
Total liabilities | – | (41,363) | (41,363) |
Less than 1 year | 1-5 years | More than 5 years | Total | |
US$’000 | US$’000 | US$’000 | US$’000 | |
Assets | ||||
Investments at fair value through profit or loss | – | – | 11,491 | 11,491 |
Cash and cash equivalents | 115,819 | – | – | 115,819 |
Liabilities | ||||
Trade and other payables | (350) | – | – | (350) |
115,469 | – | 11,491 | 126,960 |
Fee based on NAV | |
Up to US$200 million | 0.055% |
Between US&200-400 million | 0.045% |
Between US&400-1,000 million | 0.035% |
Above US$1 billion | 0.025% |
Fee based on NAV | |
Up to US$700 million | 1.3% |
US$700 million to US$2.0 billion | 1.1% |
Over US$2.0 billion | 1.0% |
Ordinary shares held | Ordinary shares held | |
as at date of this | as at 31 December | |
report | 2022 | |
Sue Inglis | 65,000 | 65,000 |
Kirstine Damkjaer | – | – |
Mukesh Rajani | 33,000 | 33,000 |
Clifford Tompsett | 33,000 | 33,000 |
Place of | Registered | Ownership | ||
Name | Category | business | Office* | interest |
AEIT Holdings Limited | Intermediate Holdings | UK | A | 100% |
Negros Island Solar Power Inc. (‘NISPI’) | Project company | Philippines | B | 34% 54 |
SolarArise India Projects Private Ltd (‘SolarArise’) | Intermediate Holdings | India | C | 43% |
Talettutayi Solar Projects Private Limited | Project company | India | D | 43% |
Talettutayi Solar Projects One Private Limited | Project company | India | D | 43% |
Talettutayi Solar Projects Two Private Limited | Project company | India | D | 43% |
Talettutayi Solar Projects Four Private Limited | Project company | India | D | 43% |
Talettutayi Solar Projects Five Private Limited | Project company | India | D | 43% |
Talettutayi Solar Projects Six Private Limited | Project company | India | D | 43% |
Talettutayi Solar Projects Eight Private Limited | Project company | India | D | 43% |
Talettutayi Solar Projects Nine Private Limited | Project company | India | D | 43% |
Talettutayi Solar Projects Ten Private Limited | Project company | India | D | 43% |
31 December 2022 | Page NAV | ||
NAV per share at IPO (14 December 2021) – cents | a | n/a 98.00 | |
NAV per share at 31 December 2022 - cents | b | 87 49.28 | |
55 | |||
Benefits of reinvesting dividends – cents | d | n/a (0.78) | |
Dividends paid in the year - cents | c | 97 1.32 | |
Total return | (b+c+d)÷a)-1 | -49.2% |
As at | |||
31 December 2022 | |||
Page | US$ million | ||
Value of investment portfolio | a | 87 | 11.5 |
Cash and cash equivalents of the Company | b | 87 | 115.8 |
GAV | a + b = c | 127.3 | |
Debt in underlying SPVs 56 | d | n/a | 45.9 |
Adjusted GAV | c + d = e | 173.3 | |
Gearing | (d÷e) | 27% |
As at | |||
31 December 2022 | |||
Page | US$ million | ||
Value of investment portfolio | a | 87 | 11.5 |
Abort liabilities recognised in respect of the RUMS project | b | 21 | (12.0) |
Net operational asset value | a-b | 23.5 |
As at | |||
31 December 2022 | |||
Page | US$ million | ||
Share price (US$ per share) | a | n/a | 1.18 |
Shares in issue at period end | b | 102 | 175,685 |
Market capitalisation | a+b | 207.3 |
Period ended 31 December 2022 | Page | US$ million | |
Reported NAV | |||
Q1 2022 | a | n/a | 106.2 |
Q2 2022 | b | n/a | 115.2 |
Q3 2022 | c | n/a | 142.5 |
Q4 2022 | d | 87 | 86.6 |
Average NAV | (a+b+c+d)/4 = e | 112.7 | |
Total expenses | f | 86 | 3.3 |
less transaction costs | g | 96 | (0.3) |
less non-audit related services | h | 96 | (0.2) |
less other non-recurring expenses | i | n/a | (1.5) |
add realised FX gains | j | 86 | 1.7 |
Annualised expenses | (f+g+h+i+j)/12.5*12 =k | 2.9 | |
Ongoing charges ratio | (k÷e) | 2.50% |
As at | |||
31 December 2022 | |||
Page | US$ million | ||
Fair value of investments | a | 87 | 11.5 |
Net assets of the Company | b | 87 | 86.6 |
Onerous contract provision | c | 102 | 38.5 |
Adjusted net assets of the Company | b+c =d | 125.1 | |
% of sustainable investments | (a÷d) | 9.2% | |
Committed for 57% of SolarArise | e | 109 | 38.5 |
Committed for 99.8% of VSS | f | 109 | 3.1 |
Total commitments | e+f =g | 41.6 | |
% of sustainable investments (including commitments) | (a+g)÷d | 42.4% |
Installed renewable capacity – MW | 132 |
Renewable energy generated – MWh | 85,199 |
CO 2 emissions avoided – tCO 2 e | 62,770 |