Oakley Capital Investments Ltd Registered · LSE:OCI
Oakley Capital Investments Ltd Registered — Oakley Capital Investments — FY2022 Earnings Presentation
168 slides from Oakley Capital Investments Ltd Registered's earnings presentation, Mar 9, 2023
Slide 1: Oakley Capital Investments Annual Report 2022
Oakley Capital Investments Annual report 2022
Slide 2: In this report
Strategic report Governance Financials Glossary In this report We are investing for long-term growth. We are a Specialist Fund Segment (‘SFS’) listed company, p04 p11 p19 seeking to provide investors with Why invest? Profit Highlights and activity Chair’s statement long-term capital appreciation, gr
Slide 3: At a glance
Strategic report Governance Financials Glossary At a glance Our purpose Our year in numbers Oakley Capital Investments (‘OCI’) exists to provide wider Performance investor access to private equity and the strong investment returns it generates. £1,167m 24% 1% Net Asset Value Total NAV Return Total S
Slide 4: Why invest in OCI? Available to all
Strategic report Governance Financials Glossary Why invest in OCI? Available to all Available Real growth to all Superior private equity returns are Valuable partner typically walled-off from most investors – it’s right there in the name. However, listed private equity gives everyone the opportunity
Slide 5: Why invest in OCI? Real growth
Strategic report Governance Financials Glossary Why invest in OCI? Available to all Real Real growth growth Returns are driven by profit growth in Valuable partner a high-quality portfolio of companies operating in three sectors – Technology, Consumer and Education, and operating primarily in Wester
Slide 6: Why invest in OCI? Valuable partner
Strategic report Governance Financials Glossary Why invest in OCI? Available to all Valuable Real growth partner Oakley Capital’s (‘Oakley’) success Valuable partner is built on proprietary origination – more than 75% of deals are secured uncontested. Central to the ability to repeatedly source and
Slide 7: Key performance indicators
Strategic report Governance Financials Glossary Key performance Indicators OCI During the period, OCI NAV per Share Total NAV Return Total Shareholder KPIs continued to benefit per Share Return from the strong 662pence 24% 1% financial performance 662p 35% 48% Oakley of the underlying 538p KPIs port
Slide 8: Key performance indicators
Strategic report Governance Financials Glossary Key performance Indicators OCI Oakley continued to Invested during Proceeds during Realised gross KPIs originate proprietary period period Money Multiple opportunities for its £271m £244m 4.7x Funds across its three £271m £341m 4.7x Oakley 4.4x focus s
Slide 9: Key performance indicators
Strategic report Governance Financials Glossary Key performance Indicators OCI OCI’s underlying LTM EBITDA growth EV/EBITDA ratio Net debt/EBITDA KPIs portfolio of asset- ratio light, tech-enabled 22% 15.9x 4.3x businesses continued 30% 15.3x 15.9x 4.6x Oakley 4.2x 4.3x to deliver earnings 24% 12.6x
Slide 10: Other metrics
Strategic report Governance Financials Glossary Other metrics The continued growth of the underlying tech-enabled portfolio has delivered a five-year CAGR of 23% for OCI Average entry multiple 2022 13.6x Five-year CAGR 2022 23% 2021 12.5x 2021 19% 13.6x 2020 12.1x 23% 2020 16% Discount to NAV 2022 3
Slide 11: Portfolio activity review
Strategic report Governance Financials Glossary Portfolio activity Key new Key new investments investments New investments on a look-through basis. Key realisations Total invested £271m review & refinancings Our year in 2022 11 Oakley Capital Investments Annual Report 2022
Slide 12: Key new investments
Strategic report Governance Financials Glossary Portfolio activity Key new Key new investments investments New investments on a look-through basis. Key realisations Total invested FEB £271m & refinancings Origin Fund Acquired Vice Golf, the leading digitally-native golf brand. £11m Investment Fund I
Slide 13: Key new investments
Strategic report Governance Financials Glossary Portfolio activity Key new Key new investments investments New investments on a look-through basis. Fund V Key Completed the acquisition of a minority stake in Facile.it, realisations Total invested SEP Italy’s largest online price £271m comparison pla
Slide 14: Key new investments
Strategic report Governance Financials Glossary Portfolio activity Key new Key new investments investments New investments on a look-through basis. Key Fund V realisations Total invested OCT Acquired Phenna Group, the leading TICC (testing, £271m & refinancings inspection, certification and complian
Slide 15: Key realisations and refinancings
Strategic report Governance Financials Glossary Portfolio activity Key realisations Key new investments & refinancings Realisations and refinancings on a look-through basis. Key realisations Total realised £244m review & refinancings Our year in 2022 15 Oakley Capital Investments Annual Report 2022
Slide 16: Key realisations and refinancings
Strategic report Governance Financials Glossary Portfolio activity Key realisations Fund III Key new investments & refinancings Exited its stake in Facile.it, Italy’s largest online price comparison platform. As part of Realisations and refinancings on the transaction, Fund V a look-through basis. r
Slide 17: Key realisations and refinancings
Strategic report Governance Financials Glossary Portfolio activity Key realisations Key new Fund IV investments & refinancings Exited its stake in Contabo, a leading cloud hosting platform used by SMEs. As part of the Realisations and refinancings on transaction, Fund V reinvested a look-through bas
Slide 18: Key realisations and refinancings
Strategic report Governance Financials Glossary Portfolio activity Key realisations Key new investments & refinancings Realisations and refinancings on a look-through basis. Key realisations Total realised £244m & refinancings NOV Origin Fund Partially exited its stake in Seedtag, a leader in contex
Slide 19: Chair's statement
Strategic report Governance Financials Glossary Chair’s statement I’m pleased to report it has been another strong year for OCI and the numbers speak for themselves. A focused portfolio of Oakley Funds with 26 underlying, tech-enabled companies has delivered a 24% total NAV return for OCI. Caroline
Slide 20: Chair's statement
Strategic report Governance Financials Glossary Chair’s statement Dear Shareholder, You don’t need me to remind you that the last 12 months have featured unparalleled sources for your Board and we have sought to achieve this by ensuring the continued integrity of investment valuations, pursuing buy-
Slide 21: Chair's statement
Strategic report Governance Financials Glossary Chair’s statement The integrity of valuations The integrity of valuations is key, particularly during periods of market volatility, and the £271m reassured by these reasonable and consistent portfolio company valuations. While technology stocks globall
Slide 22: Chair's statement
Strategic report Governance Financials Glossary Chair’s statement Europe. OCI’s total outstanding commitments and platforms through the launch of our as at 31 December 2022 were £929 million, second digital annual report, the relaunch which are expected to be deployed over the of our website with im
Slide 23: Chair's statement
Strategic report Governance Financials Glossary Chair’s statement 2.2m Board members, and Oakley partners and employees also continued to acquire shares during the period and together own 13%, In times of economic downturn, private equity offers many advantages for both investors and entrepreneurs.
Slide 24: Business model: who we are
Strategic report Governance Financials Glossary Business model OCI’s Investment Oakley Capital Investments (‘OCI’) Who we are Adviser is Oakley Provides liquid access to a portfolio Capital, a pan- of high-quality private companies and market-leading returns by European private investing in the Fund
Slide 25: Oakley Capital Investments
Strategic report Governance Financials Glossary Business model Oakley Capital Investments Who we are OCI offers shareholders consistent long-term returns by providing exposure to private equity investments, where value is typically created through market growth, M&A and performance improvements. Oak
Slide 26: The Oakley Capital difference
Strategic report Governance Financials Glossary Business model The Oakley Capital difference Who we are Deal origination Value creation Oakley’s success is built on its Oakley’s Investment Team Oakley network of entrepreneurs, many works closely with founders and Capital of whom it has backed on mul
Slide 27: Strong focus on three sectors with underlying growth drivers
Strategic report Governance Financials Glossary Business model Strong focus on three sectors with Who we are underlying growth drivers Oakley Technology Consumer Education Capital Business migration Consumer shift to online Growing global demand for Investments to the cloud Several regions and secto
Slide 28: Oakley's unique deal-sourcing network
Strategic report Governance Financials Glossary Business model Oakley’s unique deal-sourcing network Who we are Oakley Business founder network Navigating complexity Capital Investments Oakley’s business founder network Successful track record of navigating provides privileged access to off-market c
Slide 29: Proven value creation strategies
Strategic report Governance Financials Glossary Business model Proven value creation strategies Who we are Oakley Buy-and-build Business Performance Talent transformation improvement acquisition Capital Investments Oakley Capital Buy-and-build Oakley provides the expertise and resources to help port
Slide 30: Proven value creation strategies
Strategic report Governance Financials Glossary Business model Proven value creation strategies Who we are Oakley Buy-and-build Business Performance Talent transformation improvement acquisition Capital Investments Oakley Capital Business transformation Oakley works with management teams to leverage
Slide 31: Proven value creation strategies
Strategic report Governance Financials Glossary Business model Proven value creation strategies Who we are Oakley Buy-and-build Business Performance Talent transformation improvement acquisition Capital Investments Oakley Capital Performance improvement Oakley helps businesses reach their potential
Slide 32: Proven value creation strategies
Strategic report Governance Financials Glossary Business model Proven value creation strategies Who we are Oakley Buy-and-build Business Performance Talent transformation improvement acquisition Capital Investments Oakley Capital Talent acquisition A key asset in any business is human capital, and O
Slide 33: A strong, tech-enabled portfolio
Strategic report Governance Financials Glossary Portfolio overview A strong, tech-enabled portfolio The Oakley Funds invest primarily in unquoted, Total Portfolio pan-European businesses across three sectors: £1,213.8m Technology, Consumer and Education. (Total Portfolio 2021: £921.6 million) Techno
Slide 34: A strong, tech-enabled portfolio
Strategic report Governance Financials Glossary Portfolio overview A strong, tech-enabled portfolio The Oakley Funds invest primarily in unquoted, Total Portfolio pan-European businesses across three sectors: £1,213.8m Technology, Consumer and Education. (Total Portfolio 2021: £921.6 million) Techno
Slide 35: A strong, tech-enabled portfolio
Strategic report Governance Financials Glossary Portfolio overview A strong, tech-enabled portfolio The Oakley Funds invest primarily in unquoted, Total Portfolio pan-European businesses across three sectors: £1,213.8m Technology, Consumer and Education. (Total Portfolio 2021: £921.6 million) Techno
Slide 36: The largest contributors to NAV growth in our portfolio
Strategic report Governance Financials Glossary Portfolio overview The largest contributors to NAV growth in our portfolio Education Technology Student intake growth of 19% Sold at a 105% premium to the versus the prior year previous carrying value IU Group continued to perform well in 2022 In the p
Slide 37: The largest contributors to NAV growth in our portfolio
Strategic report Governance Financials Glossary Portfolio overview The largest contributors to NAV growth in our portfolio Technology Oakley agrees strategic combination of Grupo Primavera with software provider Cegid Fund III increased its stake in Grupo Primavera and rolled over its equity into Ce
Slide 38: TechInsights: a key partner to the semiconductor industry
Strategic report Governance Financials Glossary Technology Sector Case study TechInsights is a content information platform for the semiconductor market providing unique insights through reverse engineering. The $600 billion semiconductor industry is growing as money pours into creating the computer
Slide 39: Investment Adviser's report
Strategic report Governance Financials Glossary Investment Adviser’s report In this environment, Oakley remains focused on what we can control, without being complacent. This includes focusing on the sectors we know best, being careful how much we pay for our businesses and applying our proven value
Slide 40: Investment Adviser's report
Strategic report Governance Financials Glossary Investment Adviser’s report Without doubt, this is a tough macro- Private equity in a downturn: economic environment for many businesses reasons to be cheerful and investors. As they look back to the COVID Private equity cannot escape this reality. pan
Slide 41: Investment Adviser's report
Strategic report Governance Financials Glossary Investment Adviser’s report Tailwinds vs. headwinds Diversification builds resilience We believe that these long-term tailwinds will All our new platform deals are with founder- compensate for any short-term macro led businesses, reinforcing Oakley’s r
Slide 42: Investment Adviser's report
Strategic report Governance Financials Glossary Investment Adviser’s report professionalisation and business transformation processes we have applied to our portfolio companies. Stand-out stories during the period include IU Group, which At such an reached the important milestone of 100,000 paying s
Slide 43: Investment Adviser's report: outlook
Strategic report Governance Financials Glossary Investment Adviser’s report together with our quarterly revaluation of the held in London, we debated EDI initiatives entire portfolio will provide additional with our portfolio companies, as we look to reassurance about the integrity of our increase d
Slide 44: Oakley Capital PROfounders Fund III
Strategic report Governance Financials Glossary Oakley Capital PROfounders Fund III OCI announced its commitment to Oakley Capital PROfounders Fund III in December 2022. Oakley Capital PROfounders Fund First investments III is part of the Oakley Capital Scaleup Finance family of funds, and focuses o
Slide 45: Seedtag: building advertising solutions for a cookieless future
Strategic report Governance Financials Glossary Technology sector Case study Seedtag creates contextual, pro-privacy advertising solutions for global brands. This is increasingly important as cookies, once the backbone of online advertising, are phased out, under pressure from tighter regulation. Wi
Slide 46: Oakley Funds overview
Strategic report Governance Financials Glossary Oakley Funds overview Total realised gross returns of 4.0x and 67% average realised gross IRR across Oakley Funds all Funds since Oakley’s inception. Oakley Fund V Oakley Fund II Fund size: €2,851m3 Fund size: €524m Funds overview Proceeds in 20221 OCI
Slide 47: Oakley Fund V
Strategic report Governance Financials Glossary Oakley Funds overview Oakley Fund V Fund size: €2,851m Oakley Fund V OCI commitment Vintage: 2022 €800m Oakley Origin Fund Fund V launched in 2022 and held its final close post year-end. Fund size: €458m The Fund targets investments in mid-market compa
Slide 48: Oakley Origin Fund
Strategic report Governance Financials Glossary Oakley Funds overview Oakley Fund V Fund size: €2,851m Oakley Origin Fund OCI commitment Vintage: 2021 €129m Oakley Origin Fund The Origin Fund is Oakley’s first vehicle focused on investing in Fund size: €458m lower mid-market companies, building on t
Slide 49: Oakley Fund IV
Strategic report Governance Financials Glossary Oakley Funds overview Oakley Fund V Fund size: €2,851m Oakley Fund IV OCI commitment Vintage: 2019 €400m Oakley Origin Fund Fund IV targets investments in mid-market companies with Fund size: €458m enterprise values in the range of €100 million to €400
Slide 50: Oakley Fund III
Strategic report Governance Financials Glossary Oakley Funds overview Oakley Fund V Oakley Fund III Fund size: €2,851m OCI commitment 5x Vintage: 2016 €326m Realised gross Money Multiple Oakley Origin Fund The Fund’s investment period closed in 2019, however, Fund size: €458m it continued to explore
Slide 51: Oakley Fund II
Strategic report Governance Financials Glossary Oakley Funds overview Oakley Fund V Oakley Fund II Fund size: €2,851m OCI commitment 3.1x Vintage: 2013 €190m Realised gross Money Multiple Oakley Origin Fund Fund II was Oakley’s second fund and is now in the latter Fund size: €458m stages of its real
Slide 52: Oakley Fund I
Strategic report Governance Financials Glossary Oakley Funds overview Oakley Fund V Oakley Fund I Fund size: €2,851m OCI commitment 2.9x Vintage: 2013 €202m Realised gross Money Multiple Oakley Origin Fund Oakley’s first Fund closed in 2009 and now has Fund size: €458m one remaining investment, Time
Slide 53: Oakley Capital PROfounders III
Strategic report Governance Financials Glossary Oakley Funds overview Oakley Fund V Fund size: €2,851m Oakley Capital PROfounders III OCI commitment Vintage: 2022 €30m Oakley Origin Fund PROfounders III launched in 2022 and is currently being Fund size: €458m raised with the final close expected to
Slide 54: OCI NAV overview
Strategic report Governance Financials Glossary OCI NAV overview OCI’s NAV grew from £961 million to £1,167 million, 662 pence per share. A Total NAV per share return of 24% since 31 December 2021. Oakley Fund Investments Direct Investments Cash and Other Oakley Fund Investments made up 75% Direct I
Slide 55: Proceeds and investments
Strategic report Governance Financials Glossary OCI NAV overview Proceeds Investments OCI’s look-through share of proceeds from exits and During the year, Oakley continued to originate refinancings during the year amounted to £244 million, proprietary opportunities for its Funds across consisting of
Slide 56: Movement in NAV
Strategic report Governance Financials Glossary OCI NAV overview Movement in NAV Increase in NAV during the year driven by unrealised gains of £191 million Movement in investments Movement in NAV (£m) Portfolio companies £223m Net earnings in 2022 Net earnings 1,200 191.4 1.2 (6.5) (8.0) 1,150 (8.9)
Slide 57: Movement in the value of investments
Strategic report Governance Financials Glossary OCI NAV overview Movement in NAV Increase in NAV during the year driven by unrealised gains of £191 million Movement in investments Movement in the value of investments (£m) £214m Portfolio companies Realised and unrealised gains/(losses) Realised and
Slide 58: Ten largest movements in gains and losses
Strategic report Governance Financials Glossary OCI NAV overview Movement in NAV Increase in NAV during the year driven by unrealised gains of £191 million Movement in investments The below chart summarises the ten largest movements in realised and unrealised gains/(losses) of the portfolio companie
Slide 59: Funding profile of Oakley Funds
Strategic report Governance Financials Glossary OCI NAV overview Funding profile of Oakley Funds In the year, OCI announced a commitment of Additional considerations: €800 million (£709 million) to Fund V. OCI’s • Uncalled commitments: Oakley Funds are Typical cashflow profile for investors in multi
Slide 60: Funding profile of Oakley Funds
Strategic report Governance Financials Glossary OCI NAV overview Funding profile of Oakley Funds The chart below represents OCI’s available sources to fund its unfunded Capital calls will be funded mainly through cash and available debt, commitments. OCI’s total unfunded commitments amounted to £929
Slide 61: Overview of OCI's underlying investments
Strategic report Governance Financials Glossary OCI NAV overview Overview of OCI’s underlying investments Sector Region Year of investment Residual cost £m Fair value £m Fund V Contabo Technology Germany 2022 £34.5 £34.5 Facile Consumer Italy 2022 £45.4 £45.6 Phenna Technology United Kingdom 2022 £7
Slide 62: Overview of OCI's underlying investments continued
Strategic report Governance Financials Glossary OCI NAV overview Overview of OCI’s underlying investments continued Sector Region Year of investment Residual cost £m Fair value £m Fund III atHome Consumer Italy 2020 £0.0 £8.6 Schülerhilfe Education Germany 2017 £31.0 £58.9 IU Group Education Germany
Slide 63: Overview of OCI's underlying investments continued
Strategic report Governance Financials Glossary OCI NAV overview Overview of OCI’s underlying investments continued Sector Region Year of investment Residual cost £m Fair value £m Origin Fund 7NXT Consumer Germany 2020 £5.3 £8.9 ECOMMERCE ONE Technology Germany 2021 £6.0 £6.8 ACE Education Education
Slide 64: Overview of OCI's underlying investments continued
Strategic report Governance Financials Glossary OCI NAV overview Overview of OCI’s underlying investments continued Sector Region Year of investment Residual cost £m Fair value £m Direct Investments Time Out Consumer United Kingdom £25.3 Fund I Loan n/a Bermuda £7.6 North Sails Loan Consumer USA £77
Slide 65: Technology sector: investing across digital markets
Strategic report Governance Financials Glossary Technology sector Technology sector Consumer sector Education sector Investing across digital Oakley has built a Total % of OCI Nav successful track record in backing technology-led businesses. markets 31% Oakley’s first investments were in TMT, demons
Slide 66: Contabo: creating a global SME leader
Strategic report Governance Financials Glossary Technology sector Case study Contabo is a leading cloud hosting platform provider servicing clients across four continents. Within the hosting sector, the business operates in an attractive and sustainable Creating a global SME niche and has a loyal, t
Slide 67: Our technology investment portfolio
Strategic report Governance Financials Glossary Technology sector Our technology investment portfolio Cegid Phenna WebPros TechInsights Cegid is a European leader in One of the fastest growing TICC The WebPros Group comprises TechInsights is the authoritative enterprise management software groups gl
Slide 68: Our technology investment portfolio
Strategic report Governance Financials Glossary Technology sector Our technology investment portfolio Contabo Seedtag Daisy A leading cloud infrastructure A leader in contextual advertising in The UK’s number one independent provider offering hosting services EMEA and Latin America. provider of conv
Slide 69: Our technology investment portfolio
Strategic report Governance Financials Glossary Technology sector Our technology investment portfolio vLex ECOMMERCE ONE A cloud-based legal information A leading provider of e-commerce subscription platform. software in the DACH region. Since acquisition in September 2022, In the context of a diffi
Slide 70: Technology ESG initiatives
Strategic report Governance Financials Glossary Technology sector Technology ESG initiatives Focusing on social considerations and governance makes Oakley’s technology businesses more resilient and more attractive places to work, in turn making them more valuable. Contabo Seedtag Cegid Cutting carbo
Slide 71: Consumer sector: distinctive brands loved by consumers
Strategic report Governance Financials Glossary Consumer sector Technology sector Consumer sector Education sector Distinctive brands loved by Oakley has a long track Total % of OCI Nav consumers record of investing in online and offline brands in the Consumer sector. 38% creating Since inception, O
Slide 72: Vice Golf: a premium, digital-first golf brand
Strategic report Governance Financials Glossary Consumer sector Case study Oakley partners with the founders of digitally-native golf brand Vice Golf. In 2022, Oakley’s Origin Fund invested in Vice Golf, the leading digitally-native golf brand, selling premium golf balls at significantly lower price
Slide 73: Our consumer investment portfolio
Strategic report Governance Financials Glossary Consumer sector Our consumer investment portfolio North Sails idealista Time Out Facile North Sails comprises a portfolio The leading online real estate A trusted global brand that inspires Italy’s leading online destination for of market-leading marin
Slide 74: Our consumer investment portfolio
Strategic report Governance Financials Glossary Consumer sector Our consumer investment portfolio Dexters Iconic BrandCo WindStar Medical Vice Golf London’s leading independent Leading consumer brands, Alessi Germany’s leading over-the-counter The leading digitally-native golf chartered surveyors an
Slide 75: Our consumer investment portfolio
Strategic report Governance Financials Glossary Consumer sector Our consumer investment portfolio 7NXT atHome Wishcard Technologies Group Germany’s market leader in online A digital group comprising a Based in Germany, Wishcard fitness subscription programmes portfolio of leading real estate and Tec
Slide 76: Consumer ESG initiatives
Strategic report Governance Financials Glossary Consumer sector Consumer ESG initiatives Consumer products present one of the most tangible opportunities to drive change from an ESG perspective. North Sails Dexters Alessi An Ocean Positive brand Extraordinary opportunities for development Creating v
Slide 77: Education sector: taking us forward with great confidence
Strategic report Governance Financials Glossary Education sector Technology sector Consumer sector Education sector First class opportunities Education is a core Total % of OCI Nav taking us sector, with six investments ranging from online forward 35% tertiary education and after-school tutoring to
Slide 78: ACE Education: building a success story
Strategic report Governance Financials Glossary Education sector Case study ACE Education is a leading European higher education platform, providing courses in sports management, design, fashion and hospitality to almost 7,000 success students across 32 campuses in France Building a and Spain. Deman
Slide 79: Our education investment portfolio
Strategic report Governance Financials Glossary Education sector Our education investment portfolio IU Group Schülerhilfe Ocean Technologies Group The largest and fastest-growing The leading provider of after- The leading provider of maritime university group in Germany. school tutoring across Germa
Slide 80: Our education investment portfolio
Strategic report Governance Financials Glossary Education sector Our education investment portfolio Bright Stars ACE Education Affinitas Education A leading independent group A leading higher education platform Building a global K12 schools group. of premium nurseries, providing focused on sports ma
Slide 81: Education ESG initiatives
Strategic report Governance Financials Glossary Education sector Education ESG initiatives As a values-led responsible investor, Oakley takes a long-term, sensitive approach to investing in education. Bright Stars IU Group ACE Education Evaluating impacts and reducing waste Breaking down barriers to
Slide 82: Letter from Oakley's Head of Sustainability
Strategic report Governance Financials Glossary Letter from Oakley’s Head of Sustainability At Oakley, being a responsible investor means integrating Environmental, Social and Governance (ESG) themes into our strategy and that of our portfolio companies, to reduce risk and create long-term, sustaina
Slide 83: Letter from Oakley's Head of Sustainability
Strategic report Governance Financials Glossary Letter from Oakley’s Head of Sustainability With the full support of the OCI Board, we practice, joined our portfolio companies in have made significant strides in embedding developing full fledged firm-level initiatives ESG into how we invest, how we
Slide 84: Letter from Oakley's Head of Sustainability
Strategic report Governance Financials Glossary Letter from Oakley’s Head of Sustainability And lastly, cyber security and data privacy. some, this is the first time they have actively Looking ahead Cyber security is just as important to us as a engaged on ESG. Therefore, Oakley works The past few y
Slide 85: ESG priorities
Strategic report Governance Financials Glossary ESG priorities ESG at Oakley is set out as a proprietary framework to integrate Diversity, good business Energy & Equality & practices, future-proof investments climate change Inclusion and provide transparency to stakeholders. Product design & life cy
Slide 86: Responsible investment process
Strategic report Governance Financials Glossary Responsible investment process The Sustainability Team collaborates Onboarding programme with the Investment Team and provides • ESG onboarding with Oakley team support to company management • Addressing urgent issues identified as part of due diligenc
Slide 87: Our principal risks and uncertainties
Strategic report Governance Financials Glossary Principal risks Our principal risks High and uncertainties Risk management is an integral part of our business and is key to Oakley’s success. We have a robust approach to risk management that risk appetite limit involves ongoing risk assessments, comm
Slide 88: Principal risks
Strategic report Governance Financials Glossary Principal risks Risk tolerance Risk Potential impact Mitigation Positioning 2021 2022 Liquidity risk refers to the potential failure of The Board closely monitors cash flow In 2022, OCI signed a revolving credit facility PR1 OCI to meet its funds commi
Slide 89: Other core risks
Strategic report Governance Financials Glossary Other core risks Risk tolerance Risk Potential impact Mitigation Positioning 2021 2022 This is the risk of OCI’s shareholder return Quarterly reporting of NAV combined with General market sell-offs and widening of OR4 underperfoming against the market
Slide 90: Other core risks
Strategic report Governance Financials Glossary Other core risks Risk tolerance Risk Potential impact Mitigation Positioning 2021 2022 The risk of financial loss, disruption, damage The Management Engagement Committee Cyber security protocols continue to be OR7 to reputation and regulatory sanction
Slide 91: Stakeholder reporting
Strategic report Governance Financials Glossary Stakeholder reporting The Board is committed to Our key stakeholder groups understanding our stakeholders’ views and considering their interests in Board discussions, decision- Shareholders making and reporting. Service Our Oakley providers stakeholder
Slide 92: Stakeholder reporting: Shareholders
Strategic report Governance Financials Glossary Stakeholder reporting Stakeholder group How the Board engages Key topics during the year Considering stakeholder interests Shareholders Capital Markets Day: This annual event Quarterly NAV updates have From Q1 2022, the Company issued quarterly consist
Slide 93: Stakeholder reporting: Oakley Capital and community
Strategic report Governance Financials Glossary Stakeholder reporting Stakeholder group How the Board engages Key topics during the year Considering stakeholder interests Oakley Capital Regular reporting: OCI receives regular The Management Engagement Oakley continued to enhance its risk reporting r
Slide 94: Stakeholder reporting: Service providers
Strategic report Governance Financials Glossary Stakeholder reporting Stakeholder group How the Board engages Key topics during the year Considering stakeholder interests Service providers The Board as a whole, and the The appointment, remuneration At the end of 2021, the Board consolidated its Mana
Slide 95: Governance
Strategic report Governance Financials Glossary 97 Board of Directors 99 Corporate governance statement 109 Committee Reports 122 Remuneration report 125 Directors’ report 130 Investment policy 131 Statement of Directors’ responsibilities 132 Alternative Investment Fund Managers Directive 133 Shareh
Slide 96: Composition of the Board
Strategic report Governance Financials Glossary Composition of the Board A highly skilled No changes were made to the Board during the year and, during the AGM, the The Board is comprised of 40% female and 60% male Directors, and of the five members shareholders resolved to re-elect each of the Boar
Slide 97: Board of Directors
Strategic report Governance Financials Glossary Board of Directors An independent Board with broad and relevant experience to support OCI as it grows. Caroline Foulger Richard Lightowler Fiona Beck Independent Chair Senior Independent Director Independent Non-Executive Director Appointed to the Comp
Slide 98: Board of Directors
Strategic report Governance Financials Glossary Board of Directors Peter Dubens Stewart Porter Non-Executive Director Independent Non-Executive Director Appointed to the Company’s Board in July Appointed to the Company’s Board in 2007, Peter is the founder and Managing September 2018, Stewart has ov
Slide 99: Focus in 2022
Strategic report Governance Financials Glossary Corporate governance statement Focus in 2022 The Board has considered and overseen a number of Strengthened Secured key actions throughout the year in accordance with its Negotiation of Securing the extension the credit facility of the Chair’s term pri
Slide 100: Corporate governance statement
Strategic report Governance Financials Glossary Corporate governance statement Introduction from the Chair The Directors have concluded that the Board The Company voluntarily applies the FCA In this statement, the Company reports on its has an appropriate balance of skills and Listing Rules where ap
Slide 101: Corporate governance statement
Strategic report Governance Financials Glossary Corporate governance statement The Nomination Committee oversees the occasion to submit views in advance of the The AIC Code nomination of Board members, as outlined in meeting. The purpose of the AIC Code is to provide a the Committee’s report. The Bo
Slide 102: Corporate governance statement: Principles A and B
Strategic report Governance Financials Glossary Corporate governance statement Board leadership Principle A Principle B and purpose A successful company is led by an effective The Board should establish the Company’s Board, whose role is to promote the long- purpose, values and strategy, and satisfy
Slide 103: Corporate governance statement: Principles C and D
Strategic report Governance Financials Glossary Corporate governance statement Board leadership Principle C Principle D and purpose The Board should ensure that the necessary In order for the Company to meet its resources are in place for the Company to responsibilities to shareholders and meet its
Slide 104: Corporate governance statement: Principles F and G
Strategic report Governance Financials Glossary Corporate governance statement Board leadership Principle F Principle G and purpose The Chair leads the Board and is responsible The Board should consist of an appropriate for its overall effectiveness in directing the combination of Directors (and, in
Slide 105: Corporate governance statement: Principles H and I
Strategic report Governance Financials Glossary Corporate governance statement Board leadership Principle H Principle I and purpose Non-Executive Directors should have The Board, supported by the Company sufficient time to meet their Board Secretary, should ensure that it has the responsibilities. T
Slide 106: Corporate governance statement: Principles J, K and L
Strategic report Governance Financials Glossary Corporate governance statement Board leadership Principle J Principle K Principle L and purpose Appointments to the Board should be The Board and its committees should have Annual evaluation of the Board should subject to a formal, rigorous and a combi
Slide 107: Corporate governance statement: Principles M, N and O
Strategic report Governance Financials Glossary Corporate governance statement Board leadership Principle M Principle N Principle O and purpose The Board should establish formal and The Board should present a fair, balanced The Board should establish procedures to transparent policies and procedures
Slide 108: Corporate governance statement: Principles P, Q and R
Strategic report Governance Financials Glossary Corporate governance statement Board leadership Principle P Principle Q Principle R and purpose Remuneration policies and practices should A formal and transparent procedure for Directors should exercise independent be designed to support strategy and
Slide 109: Audit Committee report
Strategic report Governance Financials Glossary Audit Committee report Underlying business performance of the Oakley portfolio companies and the methodologies and estimates used in their valuation is a key focus. Richard Lightowler Chair of the Audit Committee Achievements in 2022 Objectives for 202
Slide 110: Audit Committee report
Strategic report Governance Financials Glossary Audit Committee report The Audit Committee Key elements considered by the Audit • commissions an independent, third-party Committee in its consideration of fair values valuation of the debt; and ensures fair, balanced and of Oakley funds are: • conside
Slide 111: Audit Committee report
Strategic report Governance Financials Glossary Audit Committee report During the year, the Audit Committee • assistance with the preparation of Bermuda reviewed and approved the publication of the Economic Substance Declaration (‘ESD’) Quarterly NAV, the Half-year Report and the filings; and divide
Slide 112: Risk Committee report
Strategic report Governance Financials Glossary Risk Committee report Effective identification, management and mitigation of risks is essential to the Company achieving its strategic objectives. Fiona Beck Chair of the Risk Committee Achievements in 2022 Objectives for 2023 • Risk incident report cl
Slide 113: Risk Committee report
Strategic report Governance Financials Glossary Risk Committee report The Risk Committee ensures for pricing elasticity. These factors have • monitor emerging risks with the objective of enabled them to navigate the current market being at the forefront of ESG and regulatory appropriate establishmen
Slide 114: Management Engagement Committee report
Strategic report Governance Financials Glossary Management Engagement Committee report The Committee is focused on quality and value in the services obtained and monitors this by means of oversight of performance, assessments of internal controls and exception reporting. Caroline Foulger Chair of th
Slide 115: Management Engagement Committee report
Strategic report Governance Financials Glossary Management Engagement Committee report The Management Factors assessed by the Committee during Other key service providers the year include: Engagement Committee Although the selection and instruction of key third party service providers remain under t
Slide 116: Nomination Committee report
Strategic report Governance Financials Glossary Nomination Committee report Enhanced Board Effectiveness Review process and continued effective operation of the Board and its committees. Caroline Foulger Chair of the Nomination Committee Achievements in 2022 Objectives for 2023 • Enhanced the Board
Slide 117: Nomination Committee report
Strategic report Governance Financials Glossary Nomination Committee report The Nomination Committee Members of the Committee vote on the election of new candidates, following which ensures continued effective appointment is recommended to the full operation of the Board and The Board Board, and sub
Slide 118: Nomination Committee report
Strategic report Governance Financials Glossary Nomination Committee report Board effectiveness Richard Lightowler. The Nomination Committee and the Board that the Chair At the beginning of 2022, the Nomination Committee further recommended the remains an independent party, and on this Committee con
Slide 119: Governance, Regulatory and Compliance Committee report
Strategic report Governance Financials Glossary Governance, Regulatory and Compliance Committee report The Company welcomes and encourages the benefits that inclusion and diversity can bring to its key service providers and its Board. Stewart Porter Chair of the Governance, Regulatory and Compliance
Slide 120: Governance, Regulatory and Compliance Committee report
Strategic report Governance Financials Glossary Governance, Regulatory and Compliance Committee report The Governance, Regulatory Diversity and inclusion Governance and Compliance Committee The Company continues to welcome and encourage inclusion and diversity across its The Committee considered the
Slide 121: Governance, Regulatory and Compliance Committee report
Strategic report Governance Financials Glossary Governance, Regulatory and Compliance Committee report Bermudan governance and compliance The Committee has also commissioned a arrangements, which confirmed the Company Tax Policy to aid behavioural robustness of its existing practices, and compliance
Slide 122: Remuneration Committee report
Strategic report Governance Financials Glossary Remuneration Committee report The Committee’s objective is to recommend the structure and quantum of director remuneration that promotes independence and objectivity, attracts and retains high-quality, experienced skill sets and is reflective of contri
Slide 123: Remuneration Committee report
Strategic report Governance Financials Glossary Remuneration Committee report The Remuneration Committee As a result of the review the Committee recommended to the Board: provides for unbiased, fair • remuneration continued to be paid on a and appropriate Director fixed fee basis; The Committee remu
Slide 124: Remuneration report
Strategic report Governance Financials Glossary Remuneration report The annual fees for Non-Executive Directors Directors’ interests in shares of the Company who served in the period from 1 January 2022 The Board has put in place a policy whereby each Director is required to buy and hold to 31 Decem
Slide 125: Directors' report
Strategic report Governance Financials Glossary Directors’ report The Directors of Investment management and administration Share issuance and buy-backs No ordinary shares were issued during 2022, the Company The Company is a self-managed Alternative Investment Fund (‘AIF’), and the Board has the ul
Slide 126: Directors' report: share buy-backs
Strategic report Governance Financials Glossary Directors’ report Share buy-backs during the year The Board passed a resolution in March 2022 Buy-back price to increase the Company’s authority to Number of Buy-back price discount to purchase its own shares up to an aggregate Execution date/status sh
Slide 127: Directors' report: dividend policy
Strategic report Governance Financials Glossary Directors’ report Dividend policy and distributions Stewardship and delegation of Capital Markets Day The Board has adopted a dividend policy responsibilities The Board holds an annual Capital Markets which considers the forecast profitability and The
Slide 128: Directors' report
Strategic report Governance Financials Glossary Directors’ report Financial prospects and position Strategic considerations of the Board as it Viability statement In compliance with Provision 36 of the AIC relates to financial prospects of the Company Based upon this assessment, the Directors Code,
Slide 129: Directors' report
Strategic report Governance Financials Glossary Directors’ report Service providers and significant Disclosure of information to the Auditor agreements Having made enquiries of fellow Directors and The Company engages service providers to key service providers, each of the Directors perform certain
Slide 130: Investment policy
Strategic report Governance Financials Glossary Investment policy The Company invests in the The Company provides its shareholders with Reinvestment access to private equity investments by Oakley Funds. The Funds investing primarily in the Oakley Funds and On any realisation of investments, the Comp
Slide 131: Statement of Directors' responsibilities
Strategic report Governance Financials Glossary Statement of Directors’ responsibilities The Directors are responsible • assess the Company’s ability to continue as Responsibility statement of the Directors a going concern, disclosing, as applicable, in respect of the Annual Report for preparing the
Slide 132: Alternative Investment Fund Managers Directive
Strategic report Governance Financials Glossary Alternative Investment Fund Managers Directive The Alternative Investment Status and legal form Fees, charges and expenses Fund Managers Directive The Company is a self-managed non-UK Alternative Investment Fund (‘AIF’). It is a For details of the fees
Slide 133: Shareholder information
Strategic report Governance Financials Glossary Shareholder information OCI shares can be purchased Share dealing Rights attaching to shares through a stockbroker, Investors wishing to purchase or sell shares in the Company may do so through a The rights attaching to the shares are set out in the by
Slide 134: Consolidated Financial Statements
Strategic report Governance Financials Glossary 135 Independent Auditor’s Report 140 Consolidated statement of comprehensive income 141 Consolidated balance sheet 142 Consolidated statement of changes in equity 143 Consolidated statement of cash flows 144 Notes to the Consolidated Financial Statemen
Slide 135: Independent Auditor's Report
Strategic report Governance Financials Glossary Independent Auditor’s Report To the Shareholders Opinion We have audited the consolidated financial Basis for opinion We conducted our audit in accordance with and Board of statements of Oakley Capital Investments Limited (the “Company”), which compris
Slide 136: Independent Auditor's Report
Strategic report Governance Financials Glossary Independent Auditor’s Report The key audit matter How the matter was addressed in our audit Valuation of the Funds We obtained management’s schedule of investments comprising the fair value of the Company’s investments As discussed in the accounting po
Slide 137: Independent Auditor's Report
Strategic report Governance Financials Glossary Independent Auditor’s Report The key audit matter How the matter was addressed in our audit Valuation of the unquoted debt securities We engaged KPMG valuation specialists to assist in testing the valuation of the unquoted debt securities. In addition
Slide 138: Independent Auditor's Report
Strategic report Governance Financials Glossary Independent Auditor’s Report Other information In preparing the consolidated financial As part of an audit in accordance with ISAs, Management is responsible for the other statements, management is responsible for we exercise professional judgment and
Slide 139: Independent Auditor's Report
Strategic report Governance Financials Glossary Independent Auditor’s Report • Conclude on the appropriateness of We communicate with those charged with The purpose of our audit work and to management’s use of the going concern governance regarding, among other matters, whom we owe our responsibilit
Slide 140: Consolidated statement of comprehensive income
Strategic report Governance Financials Glossary Consolidated Financial Statements Consolidated statement of comprehensive income For the year ended 31 December 2022 2022 2021 Notes £’000 £’000 Income Interest income 13 14,467 10,073 Net realised gains on investments at fair value through profit and
Slide 141: Consolidated balance sheet
Strategic report Governance Financials Glossary Consolidated Financial Statements Consolidated balance sheet As at 31 December 2022 2022 2021 Notes £’000 £’000 Assets Non-current assets Investments 6, 8 1,060,989 798,658 1,060,989 798,658 Current assets Trade and other receivables 11 729 123 Cash an
Slide 142: Consolidated statement of changes in equity
Strategic report Governance Financials Glossary Consolidated Financial Statements Consolidated statement of changes in equity For the year ended 31 December 2022 Total Share Share Retained shareholders’ capital premium earnings equity Notes £’000 £’000 £’000 £’000 Balance at 1 January 2021 1,806 188
Slide 143: Consolidated statement of cash flows
Strategic report Governance Financials Glossary Consolidated Financial Statements Consolidated statement of cash flows For the year ended 31 December 2022 2022 2021 Notes £’000 £’000 Cash flows from operating activities Purchases of investments (243,979) (120,227) Sales of investments 212,320 80,949
Slide 144: Notes to the Consolidated Financial Statements: Reporting entity
Strategic report Governance Financials Glossary Notes to the Consolidated Financial Statements 1. Reporting entity Oakley Capital Investments Limited (the ‘Company’) is a closed-end investment company incorporated under the laws of Bermuda on 28 June 2007. The Company invests in the following privat
Slide 145: Notes to the Consolidated Financial Statements: Basis of preparation
Strategic report Governance Financials Glossary Notes to the Consolidated Financial Statements 2. Basis of preparation unforeseen events, the Company expects to The judgements, assumptions and estimates The Consolidated Financial Statements of the be able to meet its obligations as they fall involve
Slide 146: Notes to the Consolidated Financial Statements: Accounting policies
Strategic report Governance Financials Glossary Notes to the Consolidated Financial Statements 3. Significant accounting policies continued The Company also has further typical 3.3 Investments (b) New standards, amendments and characteristics of an investment entity as (a) Classification interpretat
Slide 147: Notes to the Consolidated Financial Statements: Accounting policies
Strategic report Governance Financials Glossary Notes to the Consolidated Financial Statements 3. Significant accounting policies continued that is created or retained by the Company is 3.7 Interest income Net gains and losses from financial assets recognised as a separate asset or liability. Intere
Slide 148: Notes to the Consolidated Financial Statements: Critical estimates
Strategic report Governance Financials Glossary Notes to the Consolidated Financial Statements 3. Significant accounting policies continued 4. Critical accounting estimates, Investments held at fair value through profit Foreign exchange gains and losses on other assumptions and judgement and loss ar
Slide 149: Notes: Financial risk management
Strategic report Governance Financials Glossary Notes to the Consolidated Financial Statements 5. Financial risk management monitoring of risk exposure compared with asset, or that such obligations will have to be the risk appetite established by the Board. settled in a manner disadvantageous to the
Slide 150: Notes: Market risk
Strategic report Governance Financials Glossary Notes to the Consolidated Financial Statements 5. Financial risk management continued 5.4 Market risk Market risk is the risk that changes in market prices, such as equity prices, foreign exchange rates and interest rates will affect the Company’s inco
Slide 151: Notes: Financial risk management continued
Strategic report Governance Financials Glossary Notes to the Consolidated Financial Statements 5. Financial risk management continued attributable to shareholders in the consolidated balance sheet. The impact (b) Currency risk on net assets per ordinary share is £0.01 (2021: £0.02). The Company hold
Slide 152: Notes: Investments 2022
Strategic report Governance Financials Glossary Notes to the Consolidated Financial Statements 6. Investments Investments as at 31 December 2022: Net change in unrealised 2021 Purchases/ Total sales/ Realised gains Interest gains 2022 Fair value capital calls distributions* (losses)** and other (los
Slide 153: Notes: Investments 2021
Strategic report Governance Financials Glossary Notes to the Consolidated Financial Statements 6. Investments continued Investments as at 31 December 2021: Net change in unrealised 2020 Purchases/ Total sales/ Realised Interest gains/ 2021 Fair value capital calls distributions* gains/(losses)** and
Slide 154: Notes: Net gains from investments
Strategic report Governance Financials Glossary Notes to the Consolidated Financial Statements 7. Net gains/(losses) from investments at fair value through profit and The determination of what constitutes ‘observable’ requires significant loss judgement by the Company. 2022 2021 The Company consider
Slide 155: Notes: Fair value of financial instruments
Strategic report Governance Financials Glossary Notes to the Consolidated Financial Statements 8. Disclosure about fair value of financial instruments continued Level III The Company has determined that Funds and unquoted debt securities fall into Level III. Funds and unquoted debt securities are me
Slide 156: Notes: Fair value of financial instruments
Strategic report Governance Financials Glossary Notes to the Consolidated Financial Statements 8. Disclosure about fair value of financial instruments continued Unquoted debt securities As at 31 December 2021, the value of the Funds’ investments, other assets The fair values of the Company’s investm
Slide 157: Notes: Fair value of financial instruments
Strategic report Governance Financials Glossary Notes to the Consolidated Financial Statements 8. Disclosure about fair value of financial instruments continued Unquoted debt Transfers between levels Funds securities Total There were no transfers between the Levels during the year ended Level III in
Slide 158: Notes: Segment information
Strategic report Governance Financials Glossary Notes to the Consolidated Financial Statements 9. Segment information The Company has two reportable segments, as described below. For each of them, the Board of Directors receives detailed reports on at least a quarterly basis. The following summary d
Slide 159: Notes: Segment information continued
Strategic report Governance Financials Glossary Notes to the Consolidated Financial Statements 9. Segment information continued The segment information for the year ended 31 December 2021 is as follows: Direct Total Funds investments operating investments and loans segments Corporate Total £’000 £’0
Slide 160: Notes: Cash, receivables and expenses
Strategic report Governance Financials Glossary Notes to the Consolidated Financial Statements 10. Cash and cash equivalents 14. Expenses 2022 2021 2022 2021 £’000 £’000 £’000 £’000 Cash and demand balances at banks 109,848 117,622 Short-term deposits – 45,556 Operating expenses 7,019 3,751 109,848
Slide 161: Notes: Expenses and earnings per share
Strategic report Governance Financials Glossary Notes to the Consolidated Financial Statements 14. Expenses continued 16. Earnings per share The members of the Board of Directors are considered to be Key The earnings per share calculation uses the weighted average number of Management Personnel. No
Slide 162: Notes: Share capital
Strategic report Governance Financials Glossary Notes to the Consolidated Financial Statements 18. Share capital As at 31 December 2022, the Company’s issued and fully paid share capital (a) Authorised and issued capital was 176,418,438 ordinary shares (2021: 178,599,936). The authorised share capit
Slide 163: Notes: Commitments and debt facility
Strategic report Governance Financials Glossary Notes to the Consolidated Financial Statements 20. Commitments 21. Debt facility The Company had the following outstanding capital commitments in euros On 24 June 2022 OCI entered a £100 million multicurrency revolving credit as at period end: facility
Slide 164: Directors and advisers
Strategic report Governance Financials Glossary Directors and advisers Directors Advisers Caroline Foulger Administrative Agent Adviser as to Bermuda Law Chair Oakley Capital Limited Conyers Dill & Pearman Limited 3 Cadogan Gate Clarendon House Richard Lightowler London SW1X 0AS 2 Church Street Seni
Slide 165: Glossary and Alternative Performance Measures
Strategic report Governance Financials Glossary Glossary and Alternative Performance Measures Administrative Agent Oakley Capital Limited (‘OCL’), in respect of the Company. AIF Alternative Investment Fund; as at 31 December 2022, Oakley Capital Investments Limited is a non-EU AIF. Attribution analy
Slide 166: Glossary and Alternative Performance Measures
Strategic report Governance Financials Glossary Glossary and Alternative Performance Measures Fund facilities This includes debt facilities provided by the Company to the Oakley Funds and to the General Partners of the Oakley Funds. Fund I/Oakley Fund I Oakley Capital Private Equity L.P. Fund II/Oak
Slide 167: Glossary and Alternative Performance Measures
Strategic report Governance Financials Glossary Glossary and Alternative Performance Measures Oakley Group Oakley Capital Limited as Investment Adviser and Administrative Agent, Oakley Capital Holdings S.à r.l., the General Partners, the Fund IV and Origin Fund AIFM and any other AIFM and General Pa
Slide 168: Designed and produced by Friend
Strategic report Governance Financials Glossary Designed and produced by Friend www.friendstudio.com 168 Oakley Capital Investments Annual Report 2022
Oakley Capital Investments — FY2022 Earnings Presentation on 6ix