RNS Number : 7695L
VPC Specialty Lending Invest. PLC
24 April 2024
 

24 April 2024

VPC SPECIALTY LENDING INVESTMENTS PLC

(the "Company" or "Parent Company" with its subsidiaries (together) the "Group")

Annual Report and Audited Financial Statements

For the Year Ended 31 December 2023

 

The Board of Directors (the "Board") of VPC Specialty Lending Investments PLC (ticker: VSL) present the Company's Annual Report and Audited Financial Statements for the period ended 31 December 2023.

 

A copy of the Company's Annual Report is available to view and download from the Company's website, https://vpcspecialtylending.com/documents/. Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into or forms part of this announcement.

 

A copy of the Annual Financial Report will be submitted shortly to the National Storage Mechanism ("NSM") and will be available for inspection at the NSM, which is situated at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism, in accordance with DTR 6.3.5(1A) of the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.

 

All page numbers below refer to the Annual Report on the Company's website.

 

Further information on VPC Specialty Lending Investments PLC is available at https://vpcspecialtylending.com.

 

Enquiries

For further information, please contact:

 

VPC Specialty Lending Investments PLC

Graeme Proudfoot

 

via Jefferies or Winterflood (below)

Victory Park Capital

Gordon Watson

Sora Monachino

via Jefferies or Winterflood (below) info@vpcspecialtylending.com



Jefferies International Limited

Tel: +44 20 7029 8000

Stuart Klein


Gaudi le Roux




Winterflood Securities Limited

Tel: +44 20 3100 0000

Joe Winkley


Neil Morgan

 

Montfort Communications

Matthew Jervois

 

 

 

Tel: +44 (0)7717 857736

vpc@montfort.london

 


Link Company Matters Limited (Company Secretary)

Tel: +44 20 7954 9567

Email: VPC@linkgroup.co.uk



 

LEI: 549300UPEXC5DQB81P34

  

INTRODUCTION TO THE COMPANY AND THE GROUP

VPC Specialty Lending Investments PLC (the "Company" or "VSL") provides asset-backed lending solutions to emerging and established businesses ("Portfolio Companies") with the goal of building long-term, sustainable income generation. VSL focuses on providing capital to vital segments of the economy, which for regulatory and structural reasons are underserved by the traditional banking industry. Among others, these segments include small business lending, working capital products, consumer finance and real estate. VSL offers owners of shares of the Company ("Shareholders") access to a diversified portfolio of opportunistic credit investments originated by non-bank lenders with a focus on the rapidly developing technology-enabled lending sector.

 

The Company's investing activities are undertaken by Victory Park Capital Advisors, LLC (the "Investment Manager" or "VPC"). VPC is an established private capital manager headquartered in the United States ("U.S.") with a global presence. VPC identifies and finances emerging and established businesses globally and seeks to provide the Company with attractive yields on its portfolio of credit investments. VPC offers a differentiated private lending approach by financing Portfolio Companies through asset-backed delayed draw term loans, which is referred to as "Asset Backed Lending," designed to limit downside risk while providing Shareholders with strong income returns. Through rigorous due diligence and credit monitoring by the Investment Manager, the Company generates stable income with significant downside protection.

 

A summary of the principal terms of the Investment Manager's appointment and a statement relating to their continuing appointment can be found on page 113. The investment policy can be found beginning on page 125 of this Annual Report. Founded in 2007 and headquartered in Chicago, VPC is an SEC-registered investment adviser that has been actively involved in the financial services marketplace since 2010.

 

This annual report for the year 2023 includes the results of the Company (also referred to as the "Parent Company") and its consolidated subsidiaries (together the "Group"). The Company (No. 9385218) was admitted to the premium listing segment of the Official List of the Financial Conduct Authority ("FCA") (the "Official List") and to trading on the London Stock Exchange's main market for listed securities (the "Main Market") on 17 March 2015, raising £200 million by completing a placing and offer for subscription (the "Issue"). The Company raised a further £183 million via a C Share issue on 2 October 2015. The C Shares were converted into Ordinary Shares and were admitted to the Official List and to trading on the Main Market on 4 March 2016.

 

INVESTMENT OBJECTIVE

The Company's investment objective is to conduct an orderly realisation of the assets of the Company, to be effected in a manner that seeks to achieve a balance between returning cash to Shareholders promptly and maximising value.


INVESTMENT POLICY

The Company's investments will be realised in an orderly manner, that is, with a view to achieving a balance between returning cash to Shareholders promptly and maximising value.

 

Until 30 June 2023, the Company could make new investments directly (in aggregate) up to 5%. of its Gross Assets (at the time of the investment) in consumer loans, SME loans, advances against corporate trade receivables and/or purchases of corporate trade receivables originated by portfolio companies ("Debt Instruments").

 

Following this period, the Company may not make any new investments save that: (a) investments may be made to honour existing documented contractual commitments to existing portfolio companies as a majority of the Company's investments are delayed draw term loans; (b) further investment may be made into the Company's existing investments without redemption rights in order to preserve the value of such investments; and (c) realised cash may be invested in cash or cash equivalents, government or public securities (as defined in the rules of the UK Financial Conduct Authority), money market instruments, bonds, commercial paper or other debt obligations with banks or other counterparties having a "single A" (or equivalent) or higher credit rating as determined by any internationally recognized rating agency selected by the directors of the Company (which may or may not be registered in the European Union) ("Cash Instruments") pending its return to Shareholders in accordance with the Company's investment objective.

Any return of proceeds to the Shareholders will be subject to compliance with existing gearing facilities and hedging arrangements, payment of expenses and reserves for potential liabilities.

 

The Company will continue to comply with the restrictions imposed by the Listing Rules.


FINANCIAL HIGHLIGHTS

SUMMARY HIGHLIGHTS FOR 2023

v February 2023: The Company declared its 20th consecutive dividend of 2.00p for the three-month period to 31 December 2022.

v May 2023: The General Meeting Circular was announced and published to the Company's website, inclusive of two proposals for the managed realisation of the Company's assets.

v June 2023: At the General Meeting, the resolutions put to the meeting, inclusive of two proposals for the Company's managed realisation that were approved by Shareholders. The Company announced that at its Annual General Meeting ("AGM"), all resolutions set out in the Notice of AGM were passed by the requisite majority.

v June 2023: The Company declared its 21st consecutive dividend of 2.00 pence per share for the three-month period to 31 March 2023.

v July 2023: The Company sold 932,968 shares of Bakkt (NYSE: BKKT) for US$1.6 million, including a gain of US$0.1 million.

v August 2023: The Company sold a portion of its remaining equity in Kueski, Inc., for US$0.8 million, including a gain of US$0.7 million. Additionally, the Company received a paydown of US$5.3 million on CFG Partners Holdings, L.P., which was used to reduce the outstanding gearing facility.August 2023: The Company declared its 22nd consecutive dividend of 2.00p per share for the three months to 30 June 2023.

v September 2023: The Company received cash inflows totalling US$14.0 million from the Company's asset backed lending and equity investments. The proceeds were used to partially reduce the outstanding gearing facility.

v November 2023: The Company declared its 23rd consecutive dividend of 2.00p per share for the three months to 30 September 2023.

v December 2023: The Company exited its debt investment in Applied Data Finance, LLC. Additionally, the Company exited majority of the remaining equity investment in VPC Impact Acquisition Holdings (NYSE: BKKT).

SUBSEQUENT EVENTS

v January 2024: The Company exited its debt investments in Elevate Credit, Inc., and Koalafi (formerly known as West Creek Financial, LLC).

v February 2024: The Company declared its 24th consecutive dividend of 2.00p per share for the three months to 31 December 2023.

v March 2024: On 4 March 2024, two of the Company's eCommerce investments, Razor Group ("Razor") and PerchHQ, LLC ("Perch"), closed a transaction in which Razor will acquire Perch in an all-stock deal. This acquisition paves the way for Razor to reach over $1.0 billion in topline revenue in the medium term and adds significant scale to its operations.

v April 2024: On 5 April 2024, the Company held a General Meeting at which shareholders approved the Capital Return Mechanism. On 9 April 2024, the Board decided to make an initial distribution to shareholders of $15 million, equivalent to approximately £11.9 million as at the date of release, through the issue and redemption of B Shares.

RETURN SUMMARY AS AT 31 DECEMBER 2023

 

31 December 2023

31 December 2022

Inception to Date NAV (Cum Income) Return

47.44%

56.91%

Inception to Date Total Shareholder Return

29.79%

38.69%

Net Asset Value ("NAV" per Ordinary Share

80.91p

98.19p

Ordinary Share Price

66.20p

83.10p

Discount to NAV

18.18%

15.37%

NAV (Cum Income) Return

-9.45%

-6.97%

Total Shareholder Return (based on share price)1

-10.71%

-1.19%

Dividends per Ordinary Share2

8.00p

8.00p

Total Net Return

-£25.83 million

-£22.11 million

Revenue Return

+£25.62 million

+£28.02 million

 

1     Net of issue costs.

2     Dividends declared which relate to the period.

 

TOP TEN POSITIONS

The table below provides a summary of the top ten exposures of the Group, net of gearing, as at 31 December 2023 by both asset backed lending and equity investment. The summary includes a look-through of the Group's investments in VPC Synthesis, L.P. and VPC Offshore Unleveraged Private Debt Fund Feeder, L.P. to illustrate the exposure to underlying Portfolio Companies as it is a requirement of the investment policy (set out on page 3 to consider the application of the restrictions in this policy on a look-through basis.

 

ASSET BACKED LENDING INVESTMENT

COUNTRY

EXPOSURE (£)

 

Deinde Group, LLC

United States

38,087,857

 

Razor Group GMBH

Germany

21,602,947

 

Perch HQ, LLC

United States

19,069,470

 

FinAccel Pte Ltd

Singapore

17,642,647

 

Heyday Technologies, Inc.

United States

13,017,276

 

Elevate Credit, Inc.

United States

9,376,011

 

Counsel Financial Holdings, LLC

United States

8,486,624

 

Juvo Solutions, LLC

United States

8,747,121

 

Dave, Inc.

United States

3,769,775

 

Moonshot Brands Inc.

Latin America

3,593,763

 

 

 

EQUITY INVESTMENT

 

 

COUNTRY

 

 

EXPOSURE (£)

WeFox Holding AG

Switzerland

19,917,885

Caribbean Financial Group Holdings, L.P.

Latin America

11,339,755

L&F Acquisition Holding Fund, L.P.

United States

5,737,743

Sunbit, Inc.

United States

3,456,842

FinAccel Pte Ltd

Singapore

3,194,149

Keller Lenker, LLC

United States

2,602,177

West Creek Financial, Inc.

United States

2,545,402

VPC Impact Acquisition Holdings

United States

2,380,476

Pattern Brands

United States

2,012,320

Calumet Capital

United States

1,982,177

 

CHAIRMAN'S STATEMENT

The Company faced multiple challenges during 2023. With inflation remaining high in many advanced economies, a major theme throughout the year was the continued tightening of monetary policy through the raising of interest rates, which constrained spending by business and consumers. This made for a difficult environment for the Company's equity portfolio, which continued to experience setbacks. Additionally, the eCommerce industry experienced various challenges in 2023, including competition growth, supply-chain interruptions, and increased regulations. The Company's eCommerce portfolio was negatively affected by these industry changes, which also detracted from the Company's performance.

 

A further challenge was the stubbornly wide discount to net asset value ("NAV") at which the Company's shares traded. In its review of 2023, the Association of Investment Companies ("AIC") reported that, on average, UK investment trusts traded at a double-digit discount to NAV for the entire year - the first time that this has happened since 2008.[1] Discounts have been especially steep for investment trusts that invest in illiquid assets. Although discounts have narrowed from their widest point of October 2023, they remain in the double digits. The high discount is one of the reasons the Directors recommended the

managed wind-down, which shareholders approved in June.

 

Despite the unfavourable and uncertain environment, the Company's core asset-backed lending business continued to perform well in 2023. This component of the portfolio benefitted from rising short-term interest rates for most of the year because most of its loans have variable rates. Meanwhile, the negative unrealised capital returns from the equity portfolio were driven by three main factors: (i) depressed revenues and margin; (ii) marking the equity investments to current exit values; and (iii) reflecting the impact of terms of mergers within the portfolio as of year-end and reflecting the general downward trend in comparable multiples. Here, we should note that Victory Park Capital Advisors, LLC (the "Investment Manager" or "VPC") have a stated policy of taking a rigorous and conservative approach to valuations. For more information on this, see the Investment Manager's Report.

 

2023 HIGHLIGHTS

v Gross revenue return of +13.93% offset by a gross capital unrealised loss of -18.34%;

v NAV total return of -9.45% for the year and +47.44% from inception to date;

v Total Shareholder return of -10.71% for the year and a cumulative return of +29.79% from inception to date;

v Robust performance of the asset-backed loan investments;

v In December 2023 and January 2024, the Company received full repayment of the debt investments in Applied Data Finance, LLC, Elevate Credit, Inc., and Koalafi (formerly known as West Creek Financial, LLC). These three investments returned $38.0 million of gross proceeds to the Company, before required repayments of the Company's gearing facility; and

v A 24th consecutive quarterly dividend of 2.00p per share for the three-month period to December 2023 in February 2024.

 

THE COMPANY'S BUSINESS

As in the previous year, the Company experienced divergent performances from the asset-backed lending and equity portfolios. For the twelve months to the end of December 2023, the NAV per share of the Company decreased by -7.45% on a total return basis. This return consists of a NAV per share reduction from 98.19p to 80.91p, including 8.00p of dividends paid in 2023 (in line with the target dividend of 8.00p per year set out in the IPO Prospectus), which were fully covered by the revenue returns during

the year. During the year, the Company's share price fell from 83.10p to 66.20p.

 

At the year-end, the Company's core asset-backed lending business represented 73.0% (67.0% at 31 December 2022) of the total portfolio. This component of the portfolio has continued to benefit from a secure lending position, targeting minimal capital losses and a high level of income generation that supports regular dividend payments. Most of the Company's asset-backed investments are delayed-draw, floating-rate senior secured loans that may have equity subordination. These investments are secured by underlying collateral, which consists of consumer loans, small business loans, and alternative assets. The weighted average coupon on the Company's asset-backed investments increased from 14.65% as at 31 December 2022 to 16.41% as at 31 December 2023, boosted by the sustained rise in short-term interest rates for most of the year. At the year-end, the expected credit loss ("ECL") reserve was £6.4 million (£16.4 million at 31 December 2022) on all of the Company's debt investments.

 

Although there were significant unrealised losses in the investment portfolio during the year, these occurred as a result of taking account of market information as it arose, in accordance with the Investment Manager's strict valuation methodology. The Investment Manager continues to work with underlying Portfolio Companies (primarily in the FinTech and eCommerce sectors) as they restructure their balance sheets and evaluate strategic combinations to maximise shareholder value. 

 

CAPITAL RETURN TO SHAREHOLDERS

At the General Meeting on 12 June 2023, Shareholders approved the following proposed amendments:

v To the Company's investment policy with a view to realising the Company's assets in an orderly manner that achieves a balance between maximising the value received from investments and making timely returns of cash to the Company's Shareholders; and

v To the investment management agreement between the Company and VPC as a consequence of the modification of the Company's investment policy (the "Investment Policy") so as to better align the interests of the Shareholders and the Investment Manager.

 

Since then, the Investment Manager has been working, and will continue to work, to exit the Company's investments in a manner that maximises Shareholder value in a timely and cost-effective manner.

 

We are also conscious that our Shareholder register features both institutional and retail investors. The Board therefore explored mechanisms for structuring the return of capital so that neither investor group is disadvantaged. The option that the Company decided to pursue is the distribution of capital on a strict pro rata basis. On 15 March 2024, the Company published a Notice of General Meeting for the proposed adoption of a B Share Scheme to facilitate the return of capital to Shareholders. The General Meeting was held on 5 April 2024, and the B Share Scheme was approved by Shareholders.

 

THE COMPANY'S ESG IMPACT

Following the June 2023 General Meeting, the Investment Manager has focused on the realisation of the Company's assets in an orderly manner. The Investment Manager continues to operate under its environmental, social and governance ("ESG") policy and monitors any ESG risks that it identifies and presents them to their Investment Committee for review. The Investment Manager is then responsible for developing an action plan to address these risks as required. In addition, the Investment Manager continues to be a signatory of the United Nations Principles for Responsible Investment, the leading global network for investors committed to integrating ESG considerations into long-term investment decision-making.

 

Throughout the realisation process, the Investment Manager continues to ensure ESG considerations remain embedded in its approach. The Investment Manager continues to emphasise the fair, responsible and ethical treatment of Portfolio Companies. In some cases, this may require a degree of flexibility. Although most borrowers intend to repay their asset-backed investments at the stated maturity dates, some have sought renegotiation. In some cases, this best serves the interests of the Company and its Shareholders by increasing the likelihood of recovering the full value of the investments. Accordingly, the Investment Manager extended certain debt maturities over the course of 2023. In addition, throughout the realisation process, the Company continues to have policies and procedures in place to maintain a culture of good governance. These include policies and procedures relating to all aspects of diversity, equity and inclusion.

 

OPERATIONAL RESILIENCE

Over the year, eCommerce companies had to contend with a slower growth environment and the effects of the cost-of-living crisis in many countries. As high interest rates and elevated inflation constrained consumers, companies also had to cope with strained supply chains. These came under further pressure towards the end of the year, with attacks on shipping in the Red Sea and drought affecting transit through the Panama Canal. In this environment, many Portfolio Companies continued to engage in cost-cutting activity and reassess their strategic combinations.

 

Risk management remains a critical function throughout the realisation process. The Investment Manager maintains comprehensive operational processes and procedures that support a culture of compliance and institutional best practices. A team of more than 25 risk and operations professionals proactively assess and monitor Portfolio Companies and related activities on a daily, weekly or monthly basis using proprietary analytic tools. Technology systems and best-in-class service providers are used to supplement internal capabilities. The Investment Manager's expertise and experience in credit and structuring, ability to navigate uncertain market conditions and emphasis on stringent risk management should facilitate a disciplined and orderly realisation of the Company's assets.

 

BOARD COMPOSITION

During 2023, two directors, Elizabeth Passey and Clive Peggram, retired from the Board. Both had served since the Company was established in early 2015. As I commented at the time of the 2023 AGM, my fellow directors and I found Elizabeth and Clive's wise counsel and experience of the Company hugely valuable, and we thank them again for their contributions on our own behalf and on the Company's. The Board has taken the decision to recruit an additional director and the process has started.

 

OUTLOOK

As interest rates remain elevated and geopolitical uncertainty is likely to persist in the months ahead, we draw some encouragement from the resilience that the Company has demonstrated over the past two years. In particular in the core investments in asset-backed securities, the Investment Manager's credit expertise and the implementation of judicious risk-management measures have all helped the Company to weather a challenging period while maintaining a high and stable level of income. The volatility of the unrealised equity portfolio is a challenge, and we are disappointed by its performance. Realising good value will take some time, but we are also concerned that, as the debt portfolio matures, the equity holdings will likely constitute a larger portion of total NAV and consequently impact the overall volatility of the portfolio, a risk the Board will seek to mitigate.

 

With the realisation process now underway, the Board meets regularly to review the liquidity of unrealised holdings and progress towards the Company's revised investment objective. In this, we recognise that flexibility and patience are vital to get value from individual investments and that arrangements may need to be altered to reflect changing circumstances and market conditions, including the greater volatility that might arise from a higher proportion of equities. The Board and the Investment Manager will proceed on a case-by-case and cost-conscious basis. In doing so, we must balance the need to maximise Shareholder value with the time-sensitive requirements of many of our Shareholders. Throughout this process, we will strive to keep Shareholders informed of progress and developments as they arise. We are also mindful that where markets are less conducive to liquidity, the management of risk is crucial.

 

In recent weeks, Shareholders approved the B share scheme for the efficient return of capital to Shareholders and we were pleased to announce the first such distribution. Meantime, your Board and I would like to thank you for your continued support as we work towards the successful realisation of the Company's assets.

 

Graeme Proudfoot

Chair 

23 April 2024

 

INVESTMENT MANAGER'S REPORT

REVIEW OF 2023 PERFORMANCE

Last year was another year of economic uncertainty and geopolitical turmoil with the war in Ukraine, tensions between China and the US, and conflict that erupted once more in the Middle East. Supply chains remained under pressure, and consumers in many countries had to contend with a continued cost-of-living crisis, in large part precipitated by persistently high inflation. In response to inflationary pressures, key central banks continued to raise interest rates. The US Federal Reserve increased the federal funds rate four times over the year, from 4.25%-4.5% to 5.25%-5.5%, although it refrained from further rate hikes after July. This pause in further rate hikes gave rise to hopes that rates might be cut in 2024, although statements from Federal Reserve officials have somewhat dampened optimism.

 

With financing options harder to come by in an environment of higher interest rates, venture capital ("VC") markets have been subdued, and VC investors have been cautious. The excitement over generative artificial intelligence meant that other technology-focused companies struggled to secure funding. Moreover, the collapse of Silicon Valley Bank and the poor post-flotation performance of several high-profile technology companies added to VC investors' wariness. Crunchbase reports that VC funding fell to its lowest level for five years in 2023, with a 38% decline from the previous year. Meanwhile, mergers and

acquisitions ("M&A") fell to their lowest level for a decade.

 

Similar to 2022, VPC's strong performance of its asset-backed lending investments was outweighed by weakness in the equity portion of the portfolio in 2023. By year-end, the Company's asset-backed lending investments represented approximately 73.0% of the total investment portfolio. Here, the Company benefitted from continued increases in short-term interest rates during the year, which underscore the power of variable-rate loans. The remainder of the investment portfolio comprises the Company's equity interests.

 

The Company completed the year with a NAV total return of -9.45%, a gross revenue return of +13.93% and a gross capital return of -18.34%. The Company's revenue return remained in line with expectations, providing a full cash coverage of the 8.00p per share dividend for Shareholders during the year as set out in the IPO Prospectus (the "Target Dividend"). In February 2024, the Company declared its 24th consecutive quarterly dividend payment of 2.00p per share for the three months to 31 December

2023, and the dividend was paid to Shareholders in March 2024.

 

Although capital returns were negative, the FinTech portfolio continued to produce consistently positive revenue returns. Since the agreement to realise the Company's assets at the General Meeting held in June 2023, the Investment Manager has achieved the repayment of several asset-backed FinTech investments. These include the positions in Applied Data Finance, LLC, and, after the year-end, Elevate Credit, Inc., and Koalafi (formerly known as West Creek Financial, LLC). In the FinTech equity portfolio, the reduction in unrealised capital returns generally stemmed from marking these investments to year-end exit values, in light of near-to-medium-term exit opportunities and the depressed VC and M&A environment.

 

For the Company's eCommerce assets, the ongoing depression of revenue growth and margins in the overall industry played a significant role in the adjustment of the fair market value of equity holdings. This arose as consumers came under pressure from the cost-of-living crisis, and companies had to cope with further disruptions to their supply chains. In certain cases, individual portfolio holdings underperformed expectations, leading to additional adjustments. The Investment Manager is actively working to mitigate the risks associated with this sector of the portfolio, including exploring strategic combinations, among other options. Please see the Subsequent Events section below for additional details on specific strategic combinations. VPC continues to work with its eCommerce Portfolio Companies as they strengthen their balance sheets and evaluate additional strategic combinations in an effort to maximise Shareholder value.

 

The Company's positions in legal finance have continued to perform well, and the Investment Manager continues to evaluate exit opportunities for these investments.

 

At the year-end, the Company accrued ECL reserves of £6.4 million (£16.4 million at 31 December 2022). During the year, certain asset-backed lending investment maturities were extended to reflect changes in the circumstances of the particular investment or the prevailing market conditions. In each case, these extensions were made to preserve value for the Shareholders, as disclosed in the General Meeting Circular.

 

During the realisation process, VPC will continue to draw on its longstanding reputation and relationships with management teams, industry professionals and experts to determine the most cost-effective distribution mechanisms for maximizing Shareholder value.

 

INVESTMENTS

During the year, the investment objective of the Company was amended following Shareholder approval at the General Meeting in June 2023. Until 30 June 2023, the Company could make new asset-backed lending investments directly (in aggregate) up to 5.0% of its Gross Assets (at the time of the investment) in consumer loans, small-and-medium-sized business loans, advances against corporate trade receivables and/or purchases of corporate trade receivables originated by Portfolio Companies. During

this period, the Company made new investments of a nominal £3.1 million.

 

Under the terms agreed for the wind-down, the Investment Manager is not permitted to make any new investments save that: (i) investments may be made to honour existing documented contractual commitments to existing Portfolio Companies (as a majority of the Company's investments are delayed-draw term loans); (ii) further investment may be made into the Company's existing investments without redemption rights in order to preserve the value of such investments; and (iii) realised cash may be invested in cash or cash equivalents, government or public securities (as defined in the rules of the UK Financial Conduct Authority), money market instruments, bonds, commercial paper or other debt obligations with banks or other counterparties having a "single A" (or equivalent) or higher credit rating as determined by any internationally recognised rating agency selected by the Directors of the Company (which may or may not be registered in the European Union) pending its return to Shareholders in accordance with the Company's investment objective. During the second half of the year, the Company made follow-on investments totalling £0.7 million in aggregate and will continue to honour existing documented contractual commitments to Portfolio Companies as they arise.

 

GEARING FACILITY

During the year, the "look-through" gearing ratio decreased as investments were repaid and payments required by the facility provider were made on the Company-level gearing facility. Having started the year at 0.35x, the look-through gearing ratio ended the year at 0.17x, which reflects VPC's conservative approach to liquidity and risk management with the gearing facilities. After the year-end, the non-recourse gearing facility was repaid following the successful exit of Elevate Credit, Inc.

 

As the realisation of the Company's assets progresses, the Company's level of gearing may increase as a result of further drawdowns to honour commitments to funds under existing contractual arrangements or revaluations of the portfolio, as well as the realisation of assets at less than their carrying value. An increased level of gearing would increase Shareholders' exposure to realisation values.

 

ENVIRONMENTAL, SOCIAL AND GOVERNANCE ("ESG") INVESTMENT CONSIDERATIONS

The Investment Manager has a long history of commitment to ESG considerations as part of its investment process and firm-wide operations. VPC believes that integrating ESG principles and prudently identifying and managing ESG-related risks is integral to its investment process.

 

As part of its standard risk management process, VPC actively monitors its Portfolio Companies across all dimensions of risk and performance, including ESG. There is frequent communication with Portfolio Companies, and VPC receives extensive reporting to identify potential issues. Further, the Investment and Risk teams meet with the Investment Committee at least weekly to discuss potential ESG concerns and how to address or remediate them.

 

Concerning any follow-on investments in existing Portfolio Companies or material restructurings of existing investments, VPC will re-evaluate the ESG risks and communicate any potential incremental ESG risks to the formally designated "ESG Officer" and "ESG Coordinator", as well as the Investment Committee, before any such follow-on investment or restructuring.

 

As it relates to the realisation process, the Investment Manager believes that there are minimal ESG implications of exiting an asset-backed lending investment. While ESG considerations may not specifically apply to an exit, the ESG Policy prescribes a process for managing ESG risk throughout the life of an investment. 

 

OUTLOOK

Although interest rates remain at elevated levels, rate cuts may occur in the medium term. The Company's Portfolio Companies are typically high-growth businesses that have historically raised their funding through venture capital or private equity, so a loosening of monetary policy would be positive for improving fundraising opportunities. Much economic and geopolitical uncertainty remains, however, and market expectations may well meet with disappointment as to the timing and extent of any rate cuts.

 

The Investment Manager will take full account of market circumstances in working towards the continued realisation of the Company's assets, along with any situations specific to individual Portfolio Companies. In some cases, providing Portfolio Companies additional time to repay asset-backed lending investments in full will be in the best interests of Portfolio Companies and Shareholders alike. Though maturity dates may be extended on certain investments, VPC and the Company will look for ways to potentially exit the investments before the stated maturity date, where possible. VPC will remain focused on mitigating exogenous credit risks and managing downside protection in the investment portfolio to ensure a timely return of capital to Shareholders and manage an orderly realisation process.

 

Victory Park Capital Advisors, LLC

Investment Manager

23 April 2024



[1] Investment company 2023 review (updated) | The AIC

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