PRINCESS PRIVATE EQUITY HOLDING LIMITED
INTERIM REPORT 2020
For the period from 1 January 2020 to 30 June 2020
PRINCESS PRIVATE EQUITY HOLDING LIMITED
Princess Private Equity Holding Limited
Princess Private Equity Holding Limited ("Princess" or the "Company") is an investment holding company domiciled in Guernsey that mainly invests in private companies in the middle and upper middle market. Princess is a direct investor with a small legacy fund portfolio that is in run off. The
Company is managed by Partners Group AG. Princess aims to provide shareholders with long-term capital growth as well as an attractive dividend yield. The shares are traded on the Main Market of the London Stock Exchange.
This document is not intended to be an investment advertisement or sales instrument; it constitutes neither an offer nor an attempt to solicit offers for the product described herein. This report was prepared using financial information contained in the Company's books and records as of the reporting date. This information is believed to be accurate but has not been audited, reviewed or approved by any third party. This report describes past performance, which may not be indicative of future results. The Company does not accept any liability for actions taken on the basis of the information provided. Please consult the constituent documents for a more complete description of the terms.
Cover image is for illustrative purposes only.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
Key figures
In EUR | 31 December 2019 | 30 June 2020 |
Total fund size | 868'679'647 | 828'869'291 |
NAV per share | 12.56 | 11.99 |
Total dividend per share | 0.58 | 0.00 |
Share price | 10.90 | 9.50 |
Discount | -13.2% | -20.7% |
Cash and cash equivalents | 22'571'655 | 34'296'324 |
Credit line used | 47'500'000 | 0 |
Value of investments | 921'350'988 | 811'354'079 |
Unfunded commitments | 79'631'152 | 68'718'378 |
Investment level | 106.1% | 97.9% |
Net current assets | -52'671'341 | 17'515'211 |
Past performance is not indicative of future results. There is no assurance that similar investments will be made nor that similar results will be achieved.
Investment level: as per reporting date, calculated as value of investments divided by total fund size.
Net current assets: as per reporting date, calculated based on net asset value less total investments at fair value through profit or loss.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
Table of contents
1 | 5 | |
2 | 9 | |
3 | Portfolio composition | 12 |
4 | Portfolio overview | 15 |
5 | Structural overview | 18 |
6 | 19 | |
7 | Unaudited consolidated financial statements | 20 |
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
1. Investment Manager's report
NAV decrease in the first half of 2020
Against the volatile backdrop of the COVID-19 pandemic, the net asset value ("NAV") of Princess Private Equity Holding Limited ("Princess" or "the Company") closed at EUR 11.99 per share on 30 June 2020, representing an NAV total return of -4.6% for the first half of 2020, compared to -5.8% for the MSCI World. Portfolio developments (-2.8%) were the main driver for the NAV decline during the first half of the year, while the impact of currency movements was also negative (-0.5%).
NAV performance was mainly attributable to movements in the valuation multiples of comparable companies used to value Princess' portfolio companies. Consequently, NAV total return for the first quarter was -14.8%, reflecting the correction observed in public markets during March. NAV performance then partially recovered in the second quarter (+11.9%) as public markets rallied. Share price total return over the first half of the year was -12.8%, with share price lagging the recovery in NAV.
During the first half of the year, Partners Group focused its resources on supporting Princess' portfolio companies and their employees, ensuring companies maintained sufficient liquidity and implementing short-term cost reduction measures where necessary. These actions were effective in preserving value in the portfolio during this challenging period.
In order to ensure the welfare of portfolio company employ- ees, Partners Group set up an Employee Support Fund, funded by the firm, its partners and employees to provide financial support to those employees who had been heavily affected by the crisis.
Within the portfolio, sectors such as healthcare, technology, business services and consumer staples provided resilience despite the imposition of lockdown restrictions. The largest positive contributors to performance over the first half of the year were Princess' investments in PCI Pharma Services and Hearthside Food Solutions.
- PCI PHARMA SERVICES
PCI Pharma Services, a US-based provider of outsourced pharmaceutical services, was written up on the back of an increase in EBITDA, as well as positive valuation multiple development, driven by market comparables. During the COVID-19 crisis, PCI has proven itself as an essential provider in the pharma supply chain, capable of responding with a high degree of flexibility to urgent client demands and fast- evolving projects.
NAV PERFORMANCE (SINCE INCEPTION)*
* As per reporting date. The Princess performance is calculated on a total return basis.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
- HEARTHSIDE FOOD SOLUTIONS
Hearthside Food Solutions, a US-based contract manufacturer of consumer-packaged goods such as nutrition bars, frozen breakfast items, salad kits and fresh sandwiches, has been amongst the largest contributors to the performance in the reporting period driven by the general market recovery and supported by increased sales volumes in refrigerated, frozen and shelf-stable products. In the current COVID-19 situation, Hearthside Food Solutions has been performing above ex- pectations, while the company is also focusing on cost reductions and growing the top line through volume and margin expansion.
Other sectors were more heavily affected by COVID-19. Within education services, schools and childcare centers were forced to close due to government lockdowns to contain the spread of the pandemic. While the education sector faces short-term challenges, Partners Group believes that the long-term investment case remains intact and continues to support Princess' portfolio companies in the face of these immediate challenges. Within Princess' portfolio, education companies contributed negatively to performance during the first half of 2020.
- PERMOTIO INTERNATIONAL LEARNING
Permotio is an investment vehicle formed to create a leading international private schools group through a "buy and build" strategy. The company owns and operates a diversified platform of 46 schools across the Americas, Europe, the Middle East and Asia. Permotio temporarily closed all 46 schools in line with guidance from local governments. Despite the school closures, the financial impact to date has been relatively limited. Tuition fees are paid in advance and the schools have been able to meet their contractual commitments through "distance learning" via a digital solution and, if necessary, changes in holiday schedule. Permotio plans to re-open the majority of its schools for the start of the academic year, subject to local restrictions.
- KINDERCARE EDUCATION
KinderCare Education, the largest for-profit provider of early childhood education and care services in the US, was negatively revalued over the course of the first half of 2020. KinderCare operates approximately 1'500 centers nationwide. Following the COVID-19 outbreak, the company faced operational and financial disruptions in March and April due to the closure of many of its centers, additional withdrawals by parents and stay-home orders. To mitigate the financial im- pact, KinderCare implemented a range of cost and liquidity
management measures. In June, Princess provided EUR 2.9 million of additional capital to KinderCare. The capital infusion supports the company's expected liquidity requirements for the remainder of 2020. With stay-at-home orders being lif- ted, KinderCare will re-open its remaining centers on a state- by-state basis, strictly adhering to all necessary regulations and guidelines. Approximately 1'400 centers were open as at the end of June. The long-term outlook for the business remains positive with utilization rates expected to increase as states re-open and families return to the workforce.
Investment activity (first six months)
Investment activity
Princess invested a total of EUR 48.8 million during the first half of 2020. Three new investments were completed in the first quarter of 2020 before the onset of the COVID-19 crisis led to processes being put on hold. In addition, Princess made several add-on investments in existing portfolio companies to finance ongoing M&A (Ammega) or to provide additional liquidity to support companies during government-imposed lockdowns (KinderCare Education).
- EYECARE PARTNERS
In February, Princess invested EUR 13.8 million in EyeCare Partners, the largest vertically integrated medical vision services provider in the US. EyeCare Partners has an extensive network of full-scope medical optometry and ophthalmology practices in 521 locations across 15 states in the US. The company offers patients end-to-end services covering medical optometry, ophthalmology and sub-specialties and vision correction products. The non-discretionary nature of vision services drives stable and recurring revenue and provides recession-resistant characteristics. Following the acquisition, Partners Group will work closely with EyeCare Partners to support its M&A activity to enter new markets, expand market reach and scale up in existing markets.
- ERESEARCH TECHNOLOGY
In January, Princess invested EUR 11.2 million in eResearch Technology alongside lead investors Astorg and Nordic Capital. eResearch Technology is a provider of integrated online software application services that enable the pharma- ceutical, biotechnology and medical device industries to col-
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lect, interpret and distribute cardiac safety and clinical data more efficiently during clinical trials. The investment represents an opportunity to gain exposure to a company with a leading market position in a growing segment with high barriers to entry, supported by market trends driven by digitization of clinical trial tests.
- ALLIED UNIVERSAL
Also, in January, EUR 9.9 million was invested in Allied Uni- versal, a US-based provider of facility and security services. Princess was previously invested in the business from 2013 until 2015 when Partners Group sold a controlling equity stake to Warburg Pincus. As part of the current transaction, Princess, alongside other programs managed/advised by Partners Group, will re-invest in Allied Universal through a new vehicle managed by Warburg Pincus. Since Partners Group's original investment in 2013, Allied Universal has led the industry's consolidation through dozens of complementary acquisitions. Such M&As strengthened Allied Universal's market position in North America, while increasing its service portfolio and expanding into new territories such as Central and Latin America, and the UK.
- AMMEGA
EUR 6.8 million was invested during the month of January in the portfolio company AMMEGA, a global leader in mission -critical belting solutions. The additional equity will be used to finance the acquisition of Midwest Industrial Rubber ("MIR"), the largest lightweight belting fabricator and value- added distributor in the US. Founded in 1980, MIR operates in 29 locations across the US, servicing more than 2'000 large blue-chip customers across approximately 3'500 facilit- ies.
Distribution activity (first six months)
Distribution activity
Princess received distributions amounting to EUR 128.4 million during the first half of 2020. EUR 111.1 million stemmed from direct investments, including a dividend payment and subsequent full exit of Action as well as the ongoing sale of shares in Ceridian. The balance of EUR 17.3 million was received from the Company's mature legacy fund port- folio.
PRINCESS PRIVATE EQUITY HOLDING LIMITED
- ACTION
In June, Princess received distributions of EUR 90.0 million from the sale of Action following the closing of the transaction which had been signed in November 2019, as well as EUR 7.8 million of dividends during Q1. Since Princess invested in Action, the leading European non-food discount retail- er, the company expanded from 250 stores to over 1'400 stores across Benelux, Germany, France, Poland and Austria at the time the exit was agreed. The investment generated a return of over 35x invested capital for the Company.
- CERIDIAN HCM
EUR 3.8 million was received from the ongoing sale of shares in Ceridian HCM, following the company's listing on the New York Stock Exchange ("NYSE") in April 2018. Princess' remaining stake amounted to EUR 2.2 million as of 30 June 2020.
Revised dividend guidance
In order to preserve sufficient liquidity to ensure Princess is able to support portfolio companies that may be negatively affected by the crisis, the Company provided revised guidance that it intended to pay a reduced dividend of not less than EUR 0.29 per share in 2020 (2019: EUR 0.58 per share). On 23 June the Board of Directors declared a first interim dividend of EUR 0.145 per share, which was paid to shareholders on 7 August.
The Company intends to pay a second interim dividend in December such that the total dividend for the year is not less than EUR 0.29 per share (2019: EUR 0.58), representing a prospective yield of not less than 3.1% on the closing share price of EUR 9.50 on 30 June 2020.
Balance sheet strengthened by distributions
Princess' cash and cash equivalents balance stood at EUR
34.3 million as of 30 June. A further EUR 80 million was available to draw under the Company's committed credit fa- cility, which was fully repaid during the first half of the year following receipt of proceeds from the sale of the Company's stake in Action.
The credit facility was renewed in March with the maturity extended to December 2024. The size of the facility was increased from EUR 50 million to EUR 80 million, providing the Company with great flexibility to manage its balance sheet efficiently. The credit facility is intended to be used to bridge short-term cash flows and will not be used for structural gearing.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
Total unfunded commitments as of 30 June 2020 amounted to EUR 68.8 million. Of this figure, EUR 42.1 million (EUR
25.0 million in third party funds, EUR 17.1 million in Partners Group funds) related to funds which have completed their investment periods and, in the Investment Manager's view, are unlikely to be called in full. In line with the strategy to focus on direct investments, no new third-party fund com- mitments will be made.
The majority of the remaining balance of EUR 26.7 million of unfunded commitments is to individual portfolio companies to support the companies' growth and value creation initiat- ives, for example to finance M&A.
Outlook
The uncertainty and risk created by COVID-19 continues to affect corporates and the global economy. On a macroeconomic level, indicators suggest that the trough in output was reached in the second quarter in most parts of Europe and the US. Purchasing Manager Indices have also started to paint a more positive picture and the US labor market has beaten expectations for job growth in both May and June. We have further witnessed some stabilization in the revision to economic forecasts and corporate earnings in the latter half of the second quarter.
However, millions of people remain outside the workforce, supported by government wage subsidy programs which are due to expire. Rising new COVID-19 cases in different countries and regions around the globe have resulted in an extension or reintroduction of lockdowns, which may slow the global recovery process. Reflecting these developments, Partners Group continues to monitor the performance of portfolio companies closely and stands ready to support them as required.
Following a slowdown in investment and realization activity during the second quarter of 2020, there are signs that transaction volumes are slowly increasing. In this challenging environment, Partners Group, in its capacity as Investment Manager to Princess, maintains its overweight for new investments to the healthcare, information technology and business services sectors, which have provided relative stability. We seek to acquire high-quality and resilient companies within these sectors and work closely with management teams to create value during our period of ownership.
This focus on value creation helps to mitigate potential risks from an economic slowdown or a correction in valuations. Nevertheless, we continue to rigorously apply asset testing scenarios to raise conviction around downside risks and to model implications on growth forecasts and valuations. We also continue to evaluate add-on acquisitions for several of Princess' existing portfolio companies and believe that the challenges for smaller independent companies to operate in this environment may serve as a catalyst for industry consol- idation.
Having adopted this disciplined approach for new investments during the years preceding the crisis meant that Prin- cess' portfolio was well positioned to cope with the unprecedented events this year. Despite short-term headwinds, we remain confident in the long-term growth potential of the sub-sectors in which Princess is invested and in the quality of its portfolio companies.
Partners Group
Investment Manager
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
2. Private equity market overview
Macroeconomic activity
As the coronavirus health crisis spread across the globe throughout the second quarter of 2020, lockdown measures and social distancing have taken a drastic toll on economic activity. Economic output across most of the advanced world underwent unprecedentedly sudden peak-to-trough declines of 15-20%, double or triple the contraction experienced during the 2008 Global Financial Crisis.
Source: Bloomberg, July 2020
On a positive note, economic indicators suggest that the trough in output was reached in the second quarter in most parts of Europe and the US. Retail sales in Germany, France and the US have rebounded strongly in May. Purchasing Manager Indices are painting a more positive picture and the US labor market has beaten expectations for job growth in May and June. Monetary policy is likely to remain highly ex- pansionary in the foreseeable future, with further easing expected by several emerging market central banks, such as Brazil and Mexico. Partners Group has witnessed some stabilization in the revision to economic forecasts and corporate earnings in the latter half of the quarter.
Nonetheless, employment in the US as of June is still approximately 10% below February levels. Across Europe, millions of people remain in short-time work schemes. Rising new COVID-19 cases have resulted in an extension or reintroduction of localized lockdowns in various countries, which may slow the global recovery process. In addition, a number of government wage subsidy programs and unemployment benefit schemes may start fading. These developments warrant a cautious stance in the investment process and underwriting assumptions. We do not expect pre-output levels to be reached before late 2021 or early 2022, depending on country and region, while China is doing notably better.
Capital market developments
Capital markets finished the quarter on a strong footing. Corporate bond issuance was running at record pace late in the second quarter and the IPO market re-opened for companies that performed well during the COVID-19 crisis. Despite some periods of higher volatility, equity markets rebounded strongly from their March lows. US equity markets, with their high sector exposure to Information Technology, did particularly well: the Nasdaq Composite ended the quarter with 12.1% higher returns year to date, while the 20% rally in the S&P 500 left the index down by 4.0% for the year. During the quarter, the Euro Stoxx 50 gained 16.1% (a decline of 13.7% over H1 2020), while the MSCI Emerging Markets index (total return, local currency) rose by 16.7% (down by 5.5% for H1 2020). High-yield corporate bond indices mirrored the positive sentiment as US option-adjusted spreads ("OAS") over government bonds tightened by 233 basis points to 6.44%. Incidentally, the European high-yield OAS matched the 233 basis point compression to 5.21%. Both spreads retreated only about half of the widening witnessed in the first quarter.
Private equity buyout activity
Global private equity buyout deals in the second quarter of 2020 decreased in value by 40.4% year on year to USD 68.4 billion, while the number of deals declined by 41.5% to 920, according to Preqin. Deals below USD 250 million in value accounted for 12.1% of the global aggregate deal value. Deal activity picked up from the standstill experienced in the first quarter, with aggregate deal value in June more than double the aggregate deal value recorded in April.
The three largest deals globally were: 58.com, a classified advertisements website serving local merchants and consumers in China; The Wella Corporation, a carveout of Coty's professional beauty and retail hair businesses; and Semiconductor Manufacturing International Corporation ("SMIC"), China's largest computer chipmaker.
In June, 58.com, an online classifieds marketplace, announced it has entered into a take-private agreement, led by a consortium of investors including Warburg Pincus Asia, General Atlantic Singapore Fund and Ocean Link Partners, implying an equity value of approximately USD 8.7 billion for 58.com. In May, KKR acquired a 60% stake in The Wella Corporation, a carveout of Coty's professional beauty and retail hair businesses including the Wella, Clairol, OPI and Good Hair Day brands, at a contemplated enterprise value of USD 4.3 billion. Additionally, in May, China National Integrated Circuit
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
Industry Investment Fund and the Shanghai Integrated Circuit Industry Investment Fund announced that they would invest USD 1.7 billion and USD 750 million, respectively, into one of SMIC's wafer plants. Weeks earlier, Huawei was shifting production of its in-house designed chips away from Taiwan Semiconductor Manufacturing Co. to the Shanghai-based SMIC.
Private equity exit activity
Global private equity exit activity in the second quarter decreased in deal count by around 48% year on year to 279 transactions totaling USD 33.2 billion, according to Preqin. From a low of 67 deals in April, exit pace grew steadily through May and reached 114 deals in June.
The three largest deals globally were Coty's aforementioned sale of The Wella Corporation to KKR and the public listing of Royalty Pharma and Albertsons Companies on the NAS- DAQ and NYSE, respectively.
Royalty Pharma, the largest pure-play buyer of biopharma- ceutical royalties, raised USD 2.2 billion from its IPO listing on the NASDAQ, where 77.7 million shares were priced at USD 28 per share. Based on the IPO price, Royalty Pharma was valued at USD 16.7 billion. In June, Idaho-based grocery chain Albertsons Companies, owned by Cerberus Capital Management, held its IPO on the NYSE and raised USD 800 million, where 50 million shares were priced at USD 16 per share, valuing the company at around USD 9.3 billion (exclud- ing debt).
IPO activity
For the first half of 2020, IPOs globally declined by 19% year on year to 419 listings totaling USD 69.5 billion in proceeds. The technology sector continued to dominate with 87 IPOs which raised USD 17.2 billion, followed by industrials with 83 IPOs that brought in USD 9.6 billion, and healthcare coming in third at 76 IPOs, but having raised USD 15.9 billion, or USD 6.3 billion more than industrials.
Due to the lockdown in most markets, global IPO activity slowed down dramatically on both the Americas and EMEIA exchanges while Asia-Pacific recorded a slight decline between April and May 2020, compared with 2019. As volatility levels subsided and sentiments stabilized, IPO activity rebounded across all three regions in June, according to Ernst and Young. In the Americas, over a third of the IPOs in the first half of 2020 occurred in June.
During the first half of 2020, 81 IPOs in the Americas generated USD 24.5 billion in proceeds, both figures declining by 30% year on year. Over the same period, Asia-Pacific IPO activity rose 2% by deal numbers and 56% by proceeds year on year, as some countries started to recover from the impact of COVID-19 and re-opened their economies earlier. In EMEIA, the IPO markets remain affected by COVID-19 and market volatility as IPO numbers and proceeds fell by 50% and 44%, respectively, compared with the first half of 2019.
The largest IPOs came from the Asia-Pacific region, namely the operator of the rail link between China's two biggest cities. Beijing-Shanghai High Speed Railway Co.'s debut on the Shanghai Stock Exchange raised USD 4.4 billion in January, placing it among the biggest onshore IPOs in the past four years. In June, JD.com, a Chinese e-commerce giant, marked its trading debut on the Hong Kong Stock Exchange, pricing at HKD 234 per share.
The company, which was listed on the New York-based NASDAQ in 2014, raised USD 3.9 billion through its secondary listing in Hong Kong. In another secondary listing, NetEase, a Chinese gaming company, listed on the Hong Kong Stock Exchange at HKD 123 per share and raised USD 3.1 billion.
Fundraising activity
Private equity fundraising activity declined in the second quarter of 2020, falling 42.1% year on year to USD 202.1 billion across 361 funds, according to Preqin.
Bain & Company cites a survey conducted by Campbell Lutyens, a private equity advisory firm, to explain the slow- down. Some reasons include Limited Partners ("LP") putting commitments on hold or not adding new General Partner ("GP") relationships, creating further challenges to fundraising.
Besides these investor sentiments, structural factors may limit new commitments in the short term. The denominator effect, which is triggered by market volatility, creates over- allocation to private equity when public equities rapidly fall in value. An investor's overall portfolio (the denominator) shrinks due to the fall in public valuations, magnifying the relative share of the private equity allocation. Although the denominator effect tends to be short-lived, for LPs bound by a set private equity allocation, a sharp denominator effect can temporarily inhibit new investment.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
Still, the drop in the second quarter has been less severe than during the 2008 Global Financial Crisis, when the global fundraising total dropped by more than 50%, according to research by Bain & Company. Furthermore, private capital funds have a record USD 2.5 trillion in uncalled capital - more than USD 800 billion for buyouts alone.
Outlook
Overall, Partners Group remains overweight on the health- care, information technology and business services sectors, which has provided relative stability in this environment, and seeks to acquire high-quality and resilient companies within these sectors. After playing defense in the first half of 2020, where we helped our portfolio companies steer the crisis, we are now shifting to offense. We continue looking for assets in sub-sectors that meet our thematic focus areas and where we can create value at the asset level. We rigorously apply asset-testing scenarios, to raise conviction around downside risks and model implications on growth forecasts and valuations. Looking ahead, Partners Group aims to achieve a more balanced portfolio in terms of vintage year diversification by investing across business cycles.
The same holds true for institutional investors that weathered the 2008 Global Financial Crisis. LPs who recognize the value of diversifying across vintage years through a downturn are inclined to maintain a steady pace of fund commitments amid the current crisis. The top 300 private equity managers ranked by Private Equity International based on five-year fundraising totals have amassed almost USD 2 trillion between them, establishing that the industry is well capitalized and poised for action once the economy rebounds.
Sources: Bureau of US Labor Statistics, July 2020; Bloomberg, July 2020; Preqin "Q2 2020 Buyout Deals and Exits"; Preqin "Q2 2020 Private Capital Fundraising Update"; Bain & Company "The Impact of Covid-19 on Private Equity"; Bain & Company "Covid-19 Hits Private Equity: The Early Data Is Not Pretty"; Ernst & Young "Global IPO trends: Q2 2020"; Private Equity International June 2020; Market Update & COVID-19 Impact, Evercore, April 2020; Current Secondary Market Conditions, Greenhill, May 2020; Secondary Market Trends, Greenhill, July 2020; H1 2020 Secondary Market, Evercore, July 2020; Partners Group Re- search.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
3. Portfolio composition
D | B |
C | |
A | |
B |
A
Investments by regional focus | Investments by transaction type | |||||||||||
A | Europe | 48% | C | Asia-Pacific | 8% | A Direct | 95% B Funds | 5% | ||||
B | North America | 38% | D | Rest of World | 6% | |||||||
J | |
I | |
A | |
H | |
G | B |
F | C |
E | |
D |
E | F |
D | |
C | |
A | |
B |
Portfolio assets by industry sector | Investments by financing category | |||||||||||||
A | Consumer | 26% | F | Consumer staples | 8% | A | Small/Mid-cap | 57% | D | Special situations | 8% | |||
discretionary | ||||||||||||||
G | Industrial | 10% | B | Large/mega-large-cap | 17% | E | Venture capital | 6% | ||||||
B | Telecommunication | 1% | ||||||||||||
services | H | Materials | 4% | C | Growth | 10% | F | Mezzanine | 2% | |||||
C | Healthcare | 18% | ||||||||||||
I | IT | 17% | ||||||||||||
D | Energy | 4% | ||||||||||||
J | Utilities | 2% | ||||||||||||
E | Financial | 10% | ||||||||||||
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
L M A B C D E
F
K
G
H
J
I
Investments by investment year
A | Pre 2007 | 1% |
B | 2007 | 2% |
C | 2008 | 2% |
D | 2011 | 1% |
E | 2012 | 2% |
F | 2013 | 13% |
G | 2014 | 9% |
H | 2015 | 8% |
I | 2016 | 16% |
J | 2017 | 13% |
K | 2018 | 23% |
L | 2019 | 6% |
M 2020 | 4% | |
DEVELOPMENT OF PORTFOLIO NET CASH FLOWS
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
NAV DEVELOPMENT
VALUATION METRICS OF DIRECT EQUITY COMPANIES
Asset allocation as per the reporting date; the portfolio composition may change over time.
First interim dividend's payout date is 7 August 2020.
As per the reporting date and based on available information. Weighted average figures for a sample of direct equity investments based on available information. Valuation metrics include all direct equity investments valued based on EV/EBITDA (full sample represents 41 companies; 84.3% of NAV).
The above allocations are provided for additional investor information only and do not necessarily constitute nor are necessarily managed as separate reportable segments by the Investment Manager or the Company.
Within section four, "Investments" refers to the value of the investments. The total of the investment portfolio excludes cash and cash equivalents.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
4. Portfolio overview
Fifty largest direct investments (in EUR)
Investment | Industry sector | Regional |
focus | ||
Permotio International Learning SarL | Consumer | WEU |
discretionary | ||
GlobalLogic Inc. | Information | NAM |
technology | ||
Foncia | Financials | WEU |
PCI Pharma Services | Healthcare | NAM |
KinderCare Education | Consumer | NAM |
discretionary | ||
Fermaca | Energy | ROW |
Ammega (Megadyne - Ammeraal | Industrials | WEU |
Beltech) | ||
Techem Metering GmbH | Industrials | WEU |
Vishal Mega Mart | Consumer | APC |
discretionary | ||
Hearthside Food Solutions | Consumer staples | NAM |
Cerba HealthCare | Healthcare | WEU |
Civica | Information | WEU |
technology | ||
Hofmann Menue Manufaktur | Consumer staples | WEU |
SRS Distribution, Inc. | Materials | NAM |
CPA Global | Information | WEU |
technology | ||
United States Infrastructure | Utilities | NAM |
Corporation | ||
EyeCare Partners | Healthcare | NAM |
STADA Arzneimittel AG | Healthcare | WEU |
MultiPlan, Inc. (2016) | Healthcare | NAM |
Global Blue | Financials | WEU |
Guardian Childcare & Education | Consumer | APC |
discretionary | ||
eResearch Technology, Inc. | Information | NAM |
technology | ||
Idera Inc. | Information | NAM |
technology | ||
Voyage Care | Healthcare | WEU |
Form Technologies | Materials | NAM |
Galderma | Healthcare | WEU |
Pacific Bells | Consumer staples | NAM |
IDEMIA | Information | WEU |
technology | ||
Since inception | ||||
Financing category | Investment | Residual | Net asset | % of NAV |
year | cost | value | ||
Growth | 2013 | 47'915'527 | 106'747'423 | 12.9% |
Small/Mid-cap | 2018 | 22'914'101 | 46'138'294 | 5.6% |
Small/Mid-cap | 2011 | 19'469'878 | 43'507'561 | 5.2% |
Small/Mid-cap | 2016 | 10'607'292 | 36'818'053 | 4.4% |
Small/Mid-cap | 2015 | 9'534'624 | 32'244'255 | 3.9% |
Special situations | 2014 | 15'354'296 | 29'921'620 | 3.6% |
Small/Mid-cap | 2018 | 25'912'844 | 28'974'745 | 3.5% |
Large/mega-large-cap | 2017 | 19'244'061 | 26'821'466 | 3.2% |
Small/Mid-cap | 2018 | 13'898'760 | 25'357'553 | 3.1% |
Large/mega-large-cap | 2018 | 20'557'572 | 22'565'392 | 2.7% |
Small/Mid-cap | 2017 | 11'825'265 | 20'440'606 | 2.5% |
Small/Mid-cap | 2013 | 11'093'026 | 19'559'627 | 2.4% |
Small/Mid-cap | 2013 | 5'146'706 | 19'353'904 | 2.3% |
Small/Mid-cap | 2018 | 14'842'541 | 19'138'256 | 2.3% |
Large/mega-large-cap | 2017 | 9'906'425 | 15'751'376 | 1.9% |
Small/Mid-cap | 2017 | 11'713'172 | 14'637'769 | 1.8% |
Small/Mid-cap | 2020 | 13'392'597 | 13'392'597 | 1.6% |
Large/mega-large-cap | 2017 | 6'225'411 | 12'710'259 | 1.5% |
Large/mega-large-cap | 2016 | 4'656'734 | 12'510'973 | 1.5% |
Small/Mid-cap | 2012 | 834'111 | 11'694'344 | 1.4% |
Small/Mid-cap | 2016 | 9'539'989 | 11'453'298 | 1.4% |
Large/mega-large-cap | 2016 | 11'209'480 | 11'438'118 | 1.4% |
Small/Mid-cap | 2019 | 8'040'381 | 10'995'178 | 1.3% |
Small/Mid-cap | 2014 | 7'654'858 | 10'703'449 | 1.3% |
Small/Mid-cap | 2015 | 23'829'110 | 10'508'366 | 1.3% |
Large/mega-large-cap | 2019 | 9'936'006 | 9'892'795 | 1.2% |
Small/Mid-cap | 2015 | 6'249'047 | 9'817'157 | 1.2% |
Large/mega-large-cap | 2016 | 10'530'976 | 9'746'625 | 1.2% |
INTERIM REPORT 2020 | Page 15
PRINCESS PRIVATE EQUITY HOLDING LIMITED
Investment | Industry sector | Regional |
focus | ||
Caffe Nero | Consumer staples | WEU |
Allied Universal | Industrials | NAM |
Convex Group Limited | Financials | NAM |
Axel Springer SE | Consumer | WEU |
discretionary | ||
SPi Global | Information | APC |
technology | ||
Polyconcept | Consumer | NAM |
discretionary | ||
Pharmaceutical developer | Healthcare | WEU |
Envision Healthcare Holdings, Inc. | Healthcare | NAM |
Trimco International Holdings Ltd | Industrials | APC |
CSS Corporate Technologies | Telecommunication | APC |
services | ||
Amann Girrbach | Healthcare | WEU |
Grupo SBF | Consumer | ROW |
discretionary | ||
SHL | Information | WEU |
technology | ||
S. TOUS, S.L. | Consumer | WEU |
discretionary | ||
Blue River PetCare, LLC | Healthcare | NAM |
Logoplaste | Materials | WEU |
BarBri | Consumer | NAM |
discretionary | ||
Prosol | Consumer staples | WEU |
European Sports Rights Company | Consumer | WEU |
discretionary | ||
Key Group | Financials | WEU |
Aavas Financiers Limited | Financials | APC |
Confluent Health | Healthcare | NAM |
Total fifty direct investments | ||
Since inception | ||||
Financing category | Investment | Residual | Net asset | % of NAV |
year | cost | value | ||
Mezzanine | 2013 | 6'231'270 | n.a. | n.a. |
Large/mega-large-cap | 2012 | 9'723'841 | 9'152'257 | 1.1% |
Small/Mid-cap | 2019 | 8'864'329 | 8'861'080 | 1.1% |
Large/mega-large-cap | 2019 | 9'175'000 | 8'793'385 | 1.1% |
Small/Mid-cap | 2017 | 4'936'421 | 7'178'454 | 0.9% |
Small/Mid-cap | 2016 | 3'466'613 | 7'172'519 | 0.9% |
Small/Mid-cap | 2013 | 10'551'408 | 7'004'661 | 0.8% |
Special situations | 2018 | 12'165'929 | n.a. | n.a. |
Small/Mid-cap | 2012 | 6'189'587 | 6'460'327 | 0.8% |
Small/Mid-cap | 2013 | n.a. | n.a. | n.a. |
Small/Mid-cap | 2018 | 8'323'509 | 5'824'270 | 0.7% |
Growth | 2012 | 1'402'822 | 5'471'306 | 0.7% |
Small/Mid-cap | 2018 | 6'756'047 | 5'459'986 | 0.7% |
Small/Mid-cap | 2015 | 3'728'017 | 5'397'102 | 0.7% |
Small/Mid-cap | 2019 | 4'771'021 | 5'335'002 | 0.6% |
Special situations | 2016 | 4'391'900 | n.a. | n.a. |
Small/Mid-cap | 2011 | 1'687'459 | 5'016'044 | 0.6% |
Special situations | 2017 | 4'367'515 | 4'938'432 | 0.6% |
Special situations | 2006 | 4'319'663 | 4'499'017 | 0.5% |
Small/Mid-cap | 2017 | 3'353'927 | 4'451'760 | 0.5% |
Small/Mid-cap | 2016 | 232'661 | 3'721'411 | 0.4% |
Small/Mid-cap | 2019 | 3'457'503 | 3'472'414 | 0.4% |
500'131'232 | 751'050'486 | 90.6% | ||
The portfolio's holdings are ranked by percentage of net asset value. Some names and figures (marked "n.a.") may not be disclosed for confidentiality reasons. Furthermore, some investments have been made through Partners Group pooling vehicles at no additional fees. The portfolio overview of Princess has been prepared on a look through basis, although the unaudited consolidated statement of financial position includes the valuation of certain Partners Group investment vehicles. Residual cost is the initial investment cost after receipt of distributions from such an investment until the end of the reporting period. Negative residual costs (receipt of distributions > initial investment cost) will result in an amount of zero.
Page 16 | INTERIM REPORT 2020
PRINCESS PRIVATE EQUITY HOLDING LIMITED
Twenty largest fund investments (in EUR)
Since inception | ||||||
Investment | Regional | Financing category | Vintage | Unfunded | Net asset | % of NAV |
focus | commitments | value | ||||
Anonymized Emerging Markets Venture Fund 2 | ROW | Venture capital | 2008 | 53'435 | 8'387'101 | 1.0% |
Index Ventures Growth I (Jersey), L.P. | WEU | Growth | 2008 | 0 | 2'241'915 | 0.3% |
Partners Group Global Real Estate 2008, L.P. | WEU | Special situations | 2008 | 1'759'056 | 2'227'283 | 0.3% |
Patria - Brazilian Private Equity Fund III, L.P | ROW | Small/Mid-cap | 2007 | n.a. | n.a. | n.a. |
INVESCO Venture Partnership Fund II-A, L.P. | NAM | Venture capital | 2000 | 1'629'776 | 2'118'459 | 0.3% |
Anonymized European Buyout Fund 7 | WEU | Small/Mid-cap | 2007 | 826'787 | 1'936'287 | 0.2% |
SV Life Sciences Fund IV, L.P. | NAM | Venture capital | 2006 | 129'309 | 1'779'629 | 0.2% |
Terra Firma Capital Partners III, L.P. | WEU | Large/mega-large-cap | 2006 | 79'547 | 1'607'653 | 0.2% |
Innisfree PFI Secondary Fund | WEU | Special situations | 2007 | 27'486 | 1'532'071 | 0.2% |
Exxel Capital Partners VI, L.P. | ROW | Small/Mid-cap | 2000 | 0 | 1'410'155 | 0.2% |
Sterling Investment Partners II, L.P. | NAM | Small/Mid-cap | 2005 | 684'096 | 1'309'076 | 0.2% |
MatlinPatterson Global Opportunities Partners III | NAM | Special situations | 2007 | 205'044 | 1'138'455 | 0.1% |
Capital Today China Growth Fund II, L.P. | APC | Venture capital | 2009 | 0 | 1'014'716 | 0.1% |
Summit Partners Europe Private Equity Fund, L.P. | WEU | Growth | 2008 | 193'682 | 877'138 | 0.1% |
Pitango Venture Capital Fund III | ROW | Venture capital | 2000 | 0 | 836'821 | 0.1% |
Valedo Partners Fund II AB | WEU | Small/Mid-cap | 2011 | 17'779 | 752'878 | 0.1% |
Ares Corporate Opportunities Fund III, L.P. | NAM | Special situations | 2008 | 712'540 | 734'384 | 0.1% |
Advent Latin American Private Equity Fund IV, L.P. | ROW | Small/Mid-cap | 2007 | 0 | 722'794 | 0.1% |
Alinda Infrastructure Parallel Fund II, L.P. | NAM | Special situations | 2008 | 231'927 | 718'370 | 0.1% |
Russia Partners III, L.P. | ROW | Small/Mid-cap | 2007 | 106'435 | 696'863 | 0.1% |
Total twenty fund investments | 6'656'898 | 32'042'048 | 3.9% | |||
The portfolio's holdings are ranked by percentage of net asset value. Some names and figures (marked "n.a.") may not be disclosed for confidentiality reasons. Furthermore, some investments have been made through Partners Group pooling vehicles at no additional fees. The portfolio overview of Princess has been prepared on a look through basis, although the unaudited consolidated statement of financial position includes the valuation of certain Partners Group investment vehicles.
INTERIM REPORT 2020 | Page 17
PRINCESS PRIVATE EQUITY HOLDING LIMITED
5. Structural overview
Princess Private Equity Holding Limited is a Guernsey-registered private equity holding company founded in May 1999 that invests in private market investments. In 1999 Princess raised USD 700 million through the issue of a convertible bond and invested the capital by way of commitments to private equity partnerships. The convertible bond was converted into shares in December 2006. Concurrently, the investment guidelines were amended and the reporting currency changed from the US dollar to Euro. The Princess shares were introduced for trading on the Frankfurt Stock Exchange (trading symbol: PEY1) on 13 December 2006 and on the London Stock Exchange (trading symbol: PEY) on 1 November 2007. Princess consolidated all trading activity to the London Stock Exchange on 6 December 2012 and ceased being listed on the Frankfurt Stock Exchange.
On 6 September 2017, the Company announced the intention to introduce an additional market quote in Sterling (trading symbol: PEYS) for its existing ordinary shares on the London Stock Exchange, alongside the Company's existing Euro market quote. The purpose of the introduction of the Sterling quote was to broaden the potential ownership of the Company's ordinary shares. Following the introduction of the Sterling quote, which was admitted for trading on 8
September, Shareholders have the option to make a dividend currency election to receive dividends in Sterling. For the avoidance of doubt, all dividends continue to be declared in Euros and the default currency for dividend payments remains Euros.
Princess aims to provide shareholders with long-term capital growth and an attractive dividend yield. The Company's investments are managed on a discretionary basis by Partners Group Holding AG (prior to 1 July 2020 by Princess Management Limited, a wholly owned subsidiary of Partners Group Holding AG). The Investment Manager is responsible for, inter alia, selecting, acquiring and disposing of investments and carrying out financing and cash management services.
Partners Group Holding AG is a global private markets investment management firm with EUR 96 billion in investment programs under management in private equity, private debt, private real estate and private infrastructure. Through the management agreement, Princess benefits from the global presence, size and experience of the investment team and relationships with many of the world's leading private equity firms.
1 100% owned by Partners Group Holding
2 Such Portfolio of Funds may be a Partners Group investment vehicle and are made on a no-fee basis
3 A portfolio of primary and secondary investments that are in wind-down and no new commitments will be made in the future
Page 18 | INTERIM REPORT 2020
PRINCESS PRIVATE EQUITY HOLDING LIMITED
6. Company information
Company | Princess Private Equity Holding Limited |
Currency denomination | Euro |
Dividends | Princess intends to pay a dividend of 5-8% p.a. on opening NAV |
Incentive fee | No incentive fee on primary investments; 10% incentive fee per secondary |
investment; 15% incentive fee per direct investment; subject in each case to | |
a 8% p.a. preferred return (with catch-up) | |
Incorporation | 1999 |
Joint corporate brokers | JPMorgan Cazenove |
Numis Securities Ltd. | |
Listing | London Stock Exchange |
Management fee | 1.5% p.a. of the higher of NAV or value of Princess' assets less any |
temporary investments plus unfunded commitments | |
Securities | Fully paid-up ordinary registered shares |
Structure | Guernsey company, authorized closed-ended fund in Guernsey |
Trading information | ISIN (Euro and Sterling Quote): GG00B28C2R28 |
WKN (Euro and Sterling Quote): A0M5MA | |
Trading symbol (Euro Quote): PEY | |
Bloomberg (Euro Quote): PEY LN | |
Reuters (Euro Quote): PEY.L | |
Trading symbol (Sterling Quote): PEYS | |
Bloomberg (Sterling Quote): PEYS LN | |
Reuters (Sterling Quote): PEYS.L | |
Voting rights | Each ordinary registered share represents one voting right |
INTERIM REPORT 2020 | Page 19
PRINCESS PRIVATE EQUITY HOLDING LIMITED
7. Unaudited consolidated financial statements
Unaudited consolidated statement of comprehensive income for the period from 1 January 2020 to 30 June 2020
In thousands of EUR | Notes | 01.01.2020 | 01.01.2019 |
30.06.2020 | 30.06.2019 | ||
Net income from financial assets at fair value through profit or loss | (27'687) | 88'955 | |
Private equity | (14'428) | 88'145 | |
Interest & dividend income | 1'132 | 136 | |
Revaluation | 6 | (12'612) | 87'362 |
Withholding tax on direct private equity investments | 6 | - | (119) |
Net foreign exchange gains / (losses) | 6 | (2'948) | 766 |
Private debt | (11'813) | 98 | |
Interest income (including PIK) | 1'355 | 1'743 | |
Revaluation | 6 | (12'890) | (1'962) |
Withholding tax on direct private debt investments | 6 | (13) | - |
Net foreign exchange gains / (losses) | 6 | (265) | 317 |
Private real estate | (346) | (108) | |
Revaluation | 6 | (346) | (108) |
Private infrastructure | (1'100) | 820 | |
Revaluation | 6 | (984) | 738 |
Net foreign exchange gains / (losses) | 6 | (116) | 82 |
Net income from cash & cash equivalents and other income | (198) | (130) | |
Net foreign exchange gains / (losses) | (198) | (130) | |
Total net income | (27'885) | 88'825 | |
Operating expenses | (9'238) | (13'055) | |
Management fees | (6'292) | (5'958) | |
Incentive fees | 10 | (1'707) | (6'903) |
Administration fees | (201) | (194) | |
Service fees | (125) | (125) | |
Other operating expenses | (799) | (552) | |
Other net foreign exchange gains / (losses) | (114) | 677 | |
Other financial activities | (2'688) | (4'209) | |
Interest expense - credit facilities | 9 | (793) | (159) |
Interest expense - related party loans | (60) | - | |
Other finance cost | (875) | (253) | |
Net gains / (losses) from hedging activities | (963) | (3'797) | |
Other income | 3 | - | |
Surplus / (loss) for period | (39'811) | 71'561 | |
Page 20 | INTERIM REPORT 2020
PRINCESS PRIVATE EQUITY HOLDING LIMITED
Notes | 01.01.2020 | 01.01.2019 |
In thousands of EUR | 30.06.2020 | 30.06.2019 |
Other comprehensive income for period; net of tax | - | - |
Total comprehensive income for period | (39'811) | 71'561 |
Weighted average number of shares outstanding | 69'151'168.00 | 69'151'168.00 |
Basic surplus / (loss) per share for period | (0.58) | 1.03 |
Diluted surplus / (loss) per share for period | (0.58) | 1.03 |
The Euro earnings per share is calculated by dividing the surplus / (loss) for the financial | ||
period by the weighted average number of shares outstanding. | ||
INTERIM REPORT 2020 | Page 21
PRINCESS PRIVATE EQUITY HOLDING LIMITED
Unaudited consolidated statement of financial position
As at 30 June 2020
In thousands of EUR | Notes | 30.06.2020 | 31.12.2019 |
ASSETS | |||
Financial assets at fair value through profit or loss | |||
Private equity | 6,13 | 731'331 | 822'801 |
Private debt | 6,13 | 50'940 | 70'316 |
Private real estate | 6,13 | 2'227 | 2'733 |
Private infrastructure | 6,13 | 26'856 | 25'502 |
Deferred receivables on investments | 8'785 | - | |
Other long-term receivables | 2'863 | 2'850 | |
Non-current assets | 823'002 | 924'202 | |
Other short-term receivables | 13 | 1'734 | 1'626 |
Hedging assets | 13 | 5'220 | 1'621 |
Cash and cash equivalents | 7 | 34'296 | 22'572 |
Current assets | 41'250 | 25'819 | |
TOTAL ASSETS | 864'252 | 950'021 | |
EQUITY AND LIABILITIES | |||
Share capital | 8 | 69 | 69 |
Reserves | 828'800 | 868'611 | |
Total equity | 828'869 | 868'680 | |
Short-term credit facilities | 9 | - | 47'500 |
Accruals and other short-term payables | 35'383 | 33'841 | |
Liabilities falling due within one year | 35'383 | 81'341 | |
TOTAL EQUITY AND LIABILITIES | 864'252 | 950'021 | |
Page 22 | INTERIM REPORT 2020
PRINCESS PRIVATE EQUITY HOLDING LIMITED
Unaudited consolidated statement of changes in equity for the period from 1 January 2020 to 30 June 2020
In thousands of EUR | Share capital | Reserves | Total |
Balance at the beginning of period | 69 | 868'611 | 868'680 |
Dividend paid | - | - | - |
Surplus / (loss) for period | - | (39'811) | (39'811) |
Equity at end of period | 69 | 828'800 | 828'869 |
for the period from 1 January 2019 to 30 June 2019
In thousands of EUR | Share capital | Reserves | Total |
Balance at the beginning of period | 69 | 753'585 | 753'654 |
Dividend paid | - | (20'054) | (20'054) |
Surplus / (loss) for period | - | 71'561 | 71'561 |
Equity at end of period | 69 | 805'092 | 805'161 |
INTERIM REPORT 2020 | Page 23
PRINCESS PRIVATE EQUITY HOLDING LIMITED
Unaudited consolidated statement of cash flows for the period from 1 January 2020 to 30 June 2020
In thousands of EUR | Notes | 01.01.2020 | 01.01.2019 |
30.06.2020 | 30.06.2019 | ||
Operating activities | |||
Surplus / (loss) for the period before interest expense | (38'958) | 71'720 | |
Adjustments: | |||
Net foreign exchange (gains) / losses | 3'641 | (1'712) | |
Investment revaluation | 26'832 | (86'030) | |
Withholding tax on direct investments | 13 | 119 | |
Net (gain) / loss on interest | (2'476) | (1'868) | |
Net (gain) / loss on dividends | (11) | (11) | |
Revaluation on forward hedges | 963 | 3'797 | |
(Increase) / decrease in receivables | (9'041) | 16'239 | |
Increase / (decrease) in payables | 1'795 | 6'930 | |
Realized gains / (losses) from forward hedges | (4'562) | (6'113) | |
Purchase of private equity investments | 6 | (41'083) | (24'875) |
Purchase of private debt investments | 6 | 182 | 270 |
Purchase of private real estate investments | 6 | - | 24 |
Purchase of private infrastructure investments | 6 | (2'454) | - |
Distributions from and proceeds from sales of private equity investments | 6 | 117'055 | 38'105 |
Distributions from and proceeds from sales of private debt investments | 6 | 6'492 | 7'675 |
Distributions from and proceeds from sales of private real estate investments | 6 | 160 | 746 |
Distributions from and proceeds from sales of private infrastructure investments | 6 | - | 571 |
Interest & dividends received | 1'960 | 1'655 | |
Net cash from / (used in) operating activities | 60'508 | 27'242 | |
Financing activities | |||
Net increase / (decrease) in credit facilities | 9 | (47'500) | (27'000) |
Interest paid - credit facilities | 9 | (1'026) | (212) |
Interest paid - related party loans | (60) | - | |
Dividends paid | 8 | - | (20'054) |
Net cash from / (used in) financing activities | (48'586) | (47'266) | |
Net increase / (decrease) in cash and cash equivalents | 11'922 | (20'024) | |
Cash and cash equivalents at beginning of period | 7 | 22'572 | 26'497 |
Effects of foreign currency exchange rate changes on cash and cash equivalents | (198) | (130) | |
Cash and cash equivalents at end of period | 7 | 34'296 | 6'343 |
Page 24 | INTERIM REPORT 2020
PRINCESS PRIVATE EQUITY HOLDING LIMITED
Notes to the unaudited consolidated financial statements
for the period from 1 January 2020 to 30 June 2020
1 Organization and business activity
Princess Private Equity Holding Limited (the "Company") is an investment holding company established on 12 May 1999. The Company's registered office is Tudor House, St. Peter Port, Guernsey, GY1 6BD. The Company is a Guernsey limited liability company that invests in a broadly diversified portfolio of private market investments through its wholly owned subsidiary, Princess Private Equity Subholding Limited (the "Subsidiary"). The Subsidiary also holds certain investments through its wholly owned subsidiary Princess Direct Investments, L.P. Inc. (the "Sub-Subsidiary"). The Sub-Subsidiary, the Subsidiary and the Company form a group (the "Group"). Both of these subsidiaries are consolidated as they are deemed to provide investment-related services to the Company.
The shares of the Company were listed on the Prime Standard of the Frankfurt Stock Exchange from 13 December 2006 until 5 December 2012 (date of delisting). The shares of the Company remain listed on the main market of the London Stock Exchange, where they have been listed since 1 November 2007.
2 Basis of preparation
The condensed interim consolidated financial information has been prepared in accordance with IAS 34 - Interim Financial Reporting. The condensed interim consolidated financial information does not include all the information and disclosures required in the annual consolidated financial statements and should be read in conjunction with the Group's annual consolidated financial statements for the period ended 31 December 2019, which have been prepared in accordance with International Financial Reporting Standards.
The accounting policies adopted in the preparation of the condensed interim financial statements are consistent with those followed in the preparation of the Group's annual consolidated financial statements for the period ended 31 December 2019.
There are no other standards, or amendments to existing standards, which are mandatory for future accounting periods, but where early adoption is permitted now.
3 Shareholders above 5% of ordinary shares issued
In accordance with Disclosure Guidance and Transparency Rules ("DTR") 5.1.2R of the Financial Conduct Authority Handbook the following shareholders advised holdings above the 5% threshold until 30 June 2020:
Bayer-Pensionskasse VVaG - 7.56%
Brewin Dolphin Limited - 5.03%
CCLA Investment Management Limited - 5.05%
CVP / CAP Coop - 5.07%
Deutsche Asset Management Investmentgesellschaft - 7.66%
Rathbone Brothers - 5.26%
Société Générale - 5.31%
Witan Investment Trust Plc - 5.3%
4 Dividends
The Board of Directors of Princess Private Equity Holding Limited declared its first interim dividend for the year of EUR 0.145 per ordinary share, which will be paid on 7 August 2020 (total dividend in 2019: EUR 40.1 million).
INTERIM REPORT 2020 | Page 25
PRINCESS PRIVATE EQUITY HOLDING LIMITED
5 Segment calculation
In thousands of EUR | 01.01.2020 | 01.01.2019 |
30.06.2020 | 30.06.2019 | |
Private equity | ||
Interest & dividend income | 1'132 | 136 |
Revaluation | (12'612) | 87'362 |
Withholding tax on direct private equity investments | - | (119) |
Net foreign exchange gains / (losses) | (2'948) | 766 |
Total net income private equity | (14'428) | 88'145 |
Segment result private equity | (14'428) | 88'145 |
Private debt | ||
Interest income (including PIK) | 1'355 | 1'743 |
Revaluation | (12'890) | (1'962) |
Withholding tax on direct private debt investments | (13) | - |
Net foreign exchange gains / (losses) | (265) | 317 |
Total net income private debt | (11'813) | 98 |
Segment result private debt | (11'813) | 98 |
Private real estate | ||
Revaluation | (346) | (108) |
Total net income private real estate | (346) | (108) |
Segment result private real estate | (346) | (108) |
Private infrastructure | ||
Revaluation | (984) | 738 |
Net foreign exchange gains / (losses) | (116) | 82 |
Total net income private infrastructure | (1'100) | 820 |
Segment result private infrastructure | (1'100) | 820 |
Non attributable | ||
Net foreign exchange gains / (losses) | (198) | (130) |
Total net income non attributable | (198) | (130) |
Segment result non attributable | (9'436) | (13'185) |
Other financial activities not allocated | (2'688) | (4'209) |
Surplus / (loss) for the financial period | (39'811) | 71'561 |
Page 26 | INTERIM REPORT 2020
PRINCESS PRIVATE EQUITY HOLDING LIMITED
6 Financial assets at fair value through profit or loss
6.1 PRIVATE EQUITY
In thousands of EUR | 30.06.2020 | 31.12.2019 |
Balance at beginning of period | 822'801 | 639'341 |
Purchase of Direct and Indirect Investments | 41'083 | 45'214 |
Distributions from and proceeds from sales of Direct and Indirect Investments | (117'055) | (58'432) |
Accrued cash and PIK interest | 62 | 107 |
Revaluation | (12'612) | 191'277 |
Withholding tax on direct private equity investments | - | (117) |
Foreign exchange gains / (losses) | (2'948) | 5'411 |
Balance at end of period | 731'331 | 822'801 |
6.2 PRIVATE DEBT | ||
In thousands of EUR | 30.06.2020 | 31.12.2019 |
Balance at beginning of period | 70'316 | 89'563 |
Purchase of Direct and Indirect Investments | (182) | (542) |
Distributions from and proceeds from sales of Direct and Indirect Investments | (6'492) | (17'020) |
Accrued cash and PIK interest | 466 | 254 |
Revaluation | (12'890) | (3'550) |
Withholding tax on direct private debt investments | (13) | (12) |
Foreign exchange gains / (losses) | (265) | 1'623 |
Balance at end of period | 50'940 | 70'316 |
6.3 PRIVATE REAL ESTATE | ||
In thousands of EUR | 30.06.2020 | 31.12.2019 |
Balance at beginning of period | 2'733 | 4'788 |
Purchase of Direct and Indirect Investments | - | (44) |
Distributions from and proceeds from sales of Direct and Indirect Investments | (160) | (2'100) |
Revaluation | (346) | 89 |
Balance at end of period | 2'227 | 2'733 |
INTERIM REPORT 2020 | Page 27
PRINCESS PRIVATE EQUITY HOLDING LIMITED
6.4 PRIVATE INFRASTRUCTURE
In thousands of EUR | 30.06.2020 | 31.12.2019 |
Balance at beginning of period | 25'502 | 25'114 |
Purchase of Direct and Indirect Investments | 2'454 | - |
Distributions from and proceeds from sales of Direct and Indirect Investments | - | (1'000) |
Revaluation | (984) | 987 |
Foreign exchange gains / (losses) | (116) | 401 |
Balance at end of period | 26'856 | 25'502 |
7 Cash and cash equivalents | ||
In thousands of EUR | 30.06.2020 | 31.12.2019 |
Cash at banks | 34'296 | 22'572 |
Total cash and cash equivalents | 34'296 | 22'572 |
8 Share capital, treasury shares and reserves | ||
8.1 CAPITAL | ||
In thousands of EUR | 30.06.2020 | 31.12.2019 |
Issued and fully paid | ||
69'151'168 Ordinary shares of EUR 0.001 each out of the bond conversion | 69 | 69 |
Total issued and fully paid shares | 69 | 69 |
The total authorized shares consist of 200'100'000 ordinary shares of EUR 0.001 each (total value EUR 200'100) (2019: 200'100'000 ordinary shares of EUR 0.001 each).
During the reporting period, the Company has not purchased or cancelled any of its own shares (2019: nil).
8.2 RESERVES
During the previous reporting period, the Directors have decided to present Reserves and Retained earnings as one reserve, both of which are distributable reserves and similar in nature.
9 Credit facility
On 17 March 2020, the Company renewed a multi-currency revolving credit facility with an international financial institution, for an increase in the size of the credit limit from EUR 50'000'000 to EUR 80'000'000, which ends on 13 December 2024. This increase reflects the growth in the Company's net assets and provides additional resources to meet short-term liquidity requirements.
Page 28 | INTERIM REPORT 2020
PRINCESS PRIVATE EQUITY HOLDING LIMITED
Interest on principal drawn is calculated at a margin of 2.95% to 3.25% per annum above the applicable LIBOR rate or, in relation to any loan in EUR, the applicable EURIBOR rate. A commitment fee of 0.90% per annum is charged on the daily undrawn facility commitment. In addition, the Company paid an arrangement fee of EUR 800'000, representing 1% of the total facility amount and a monitoring fee of EUR 25'000 is payable annually.
The facility, in relation to the Company, is secured, inter alia, by way of a pledge over the shares in Princess Private Equity Subholding Limited, a wholly owned subsidiary of the Company and a pledge over the bank accounts and the inter-company loans within the Group.
The Company must maintain a total net asset value of at least EUR 350'000'000 and a total asset ratio (total debt plus current liabilities as a percentage of restricted net asset value, as defined in the credit facility agreement) not greater than 25%.
No event of default has occurred for the relevant reporting period up until the date of approval of these Unaudited Financial Statements.
In thousands of EUR | 30.06.2020 | 31.12.2019 |
Short term credit facility | ||
Balance at beginning of period | 47'500 | 35'000 |
Increase in credit facility | 40'500 | 47'500 |
Decrease in credit facility | (88'000) | (35'000) |
Balance at end of period | - | 47'500 |
10 Incentive fee | ||
In thousands of EUR | 30.06.2020 | 31.12.2019 |
Balance at beginning of period | 26'913 | 13'362 |
Change in incentive fees attributable to General Partner | 1'707 | 19'429 |
Incentive fees paid/payable | (15'460) | (5'878) |
Balance at end of period | 13'160 | 26'913 |
11 Commitments to Direct and Indirect Investments
30.06.2020 31.12.2019
In thousands of EUR
Unfunded commitments translated at the rate prevailing at end of period | 68'718 | 79'631 |
12 Earnings per share and net assets per share
Basic earnings per share are calculated by dividing the surplus or loss for the financial period attributable to the shareholders by the weighted average number of shares outstanding during the period. Diluted earnings per share are calculated by adjusting the weighted average number of shares outstanding to assume conversion of all dilutive potential shares, if any. There were no dilutive effects on the Group's shares during 2020 and 2019.
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
The net assets per share is calculated by dividing the net assets in the consolidated statement of financial position by the number of shares outstanding at the end of the reporting period.
In thousands of EUR | 30.06.2020 | 31.12.2019 |
Net assets of the Group | 828'869 | 868'680 |
Outstanding shares at the end of the reporting period | 69'151'168.00 | 69'151'168.00 |
Net assets per share at end of period | 11.99 | 12.56 |
13 Fair value measurement
13.1 FAIR VALUE ESTIMATION REPORTING PERIOD
In thousands of EUR
Assets
Other short-term receivables
Derivatives used for hedging
Financial assets at fair value through profit or loss - equity securities
Financial assets at fair value through profit or loss - debt investments
Total assets
Liabilities
Total liabilities
Level 1 | Level 2 | Level 3 | Total balance |
- | - | 1'734 | 1'734 |
- | 5'220 | - | 5'220 |
4'328 | 2 | 756'084 | 760'414 |
- | - | 50'940 | 50'940 |
4'328 | 5'222 | 808'758 | 818'308 |
- | - | - | - |
13.2 FAIR VALUE ESTIMATION PREVIOUS REPORTING PERIOD
In thousands of EUR
Assets
Other short-term receivables
Derivatives used for hedging
Financial assets at fair value through profit or loss - equity securities
Financial assets at fair value through profit or loss - debt investments
Total assets
Liabilities
Total liabilities
Level 1 | Level 2 | Level 3 | Total balance |
- | - | 1'626 | 1'626 |
- | 1'621 | - | 1'621 |
7'888 | 1'724 | 841'424 | 851'036 |
- | - | 70'316 | 70'316 |
7'888 | 3'345 | 913'366 | 924'599 |
- | - | - | - |
13.3 SIGNIFICANT UNOBSERVABLE VALUATION INPUTS
Level 3 investments may consist of direct and indirect equity and debt Investments. Level 3 indirect Investments are generally valued at the indirect investments' net asset values last reported by the indirect investments' governing bodies. When the reporting date of such net asset values does not coincide with the Group's reporting date, the net asset values are adjusted
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as a result of cash flows to/from an indirect investment between the most recently available net asset value reported, and the end of the relevant reporting period. The valuation may also be adjusted for further information gathered through an ongoing investment monitoring process. This monitoring process includes, but is not limited to, binding bid offers, non-public information on developments of portfolio companies held by indirect investments, syndicated transactions which involve such companies and the application of reporting standards by Indirect Investments which do not apply the principle of fair valuation.
The main inputs into the Group's valuation models for direct equity and debt Investments include: EBITDA multiples (based on budgeted/forward looking EBITDA or historical EBITDA of the issuer and EBITDA multiples of comparable listed companies for the equivalent period), discount rates, capitalization rates, price to book as well as price to earnings ratios and enterprise value to sales multiples. The Group also considers the original transaction prices, recent transactions in the same or similar instruments and completed third-party transactions in comparable instruments and adjusts the model as deemed necessary. Further inputs consist of external valuation appraisals and broker quotes.
In order to assess Level 3 valuations, the Investment Manager reviews the performance of the direct and indirect Investments held on a regular basis. The appropriateness of the valuation model inputs, as well as the valuation result, are considered using various valuation methods and techniques generally recognized within the industry. From time to time, the Group may consider it appropriate to change the valuation model or technique used in the fair valuation depending on the individual investment circumstances, such as its maturity, stage of operations or recent transaction.
The Group utilizes comparable trading multiples in arriving at the valuation for the Direct Investments. Comparable companies' multiple techniques assume that the valuation of unquoted direct investments can be assessed by comparing performance measure multiples of similar quoted assets for which observable market prices are readily available. Factors considered in the determination of appropriate comparable public companies include industry, size, development stage, and strategy. Consequently, the most appropriate performance measure for determining the valuation of the relevant direct investment is selected (these include but are not limited to EBITDA, price to earnings ratio for earnings or price to book ratio for book values). Trading multiples for each comparable company identified are calculated by dividing the market capitalization of the comparable company by the defined performance measure. The relevant trading multiples might be subject to adjustment for general qualitative differences such as liquidity, growth rate or quality of customer base between the valued direct investment and the comparable company set. The indicated fair value of the direct investment is determined by applying the relevant adjusted trading multiple to the identified performance measure of the valued company.
The valuation of a Direct Investment is derived using the discounted cash flow method by discounting its expected future cash flows to a present value at a rate of expected return that represents the time value of money and reflects its relative risks. Direct investments can be valued by using the "cash flow to investor" method (a debt instrument valuation), or indirectly, by deriving the enterprise value using the "free cash flow to company" method and subsequently subtracting the direct investment's net debt in order to determine the equity value of the relevant direct investment. The expected future cash flows are determined based on agreed investment terms or expected growth rates. In addition, based on the current market environment, an expected return of the respective direct investment is projected. The future cash flows are discounted to the date of the relevant reporting period end in order to determine the fair value.
Direct debt investments are valued using indicative broker quotes, provided by an independent third party, which may or may not be traded in an active market. These quotes are applied to the nominal value of those investments in deriving the fair value.
The Group utilizes the sales comparison method in arriving at the valuation for direct real estate investments. The sales comparison method compares a direct real estate investment's characteristics with those of comparable properties which have recently been traded in the market. Factors considered in the determination of such comparable assets include, but are not limited to, size, location, development stage and property type. Consequently, the most appropriate measure for determining the valuation of the relevant direct real estate investment is selected (amongst others, price per room, price per square foot,
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
price per square meter). The comparable price per unit might be subject to adjustment for general qualitative differences which include, but are not limited to, quality of property and access to public transportation. The indicated fair value of the direct real estate investment is determined by applying the relevant price per unit to the respective direct real estate investment. The sales comparison method is most appropriate for direct real estate investments where the investment's size (e.g. number of rooms, square feet, square meters) is known and similar properties have recently traded in the market.
The income method compares a direct real estate investment's net operating income to capitalization rates recently observed in the market to determine the present value. The capitalization rates from recent sales of comparable properties utilized in this method might be subject to adjustment for general qualitative differences which include, but are not limited to, quality of property, tenant mix and access to public transportation. Factors considered in the determination of such comparable properties include, but are not limited to, size, location, development stage and property type. The indicated fair value of the direct real estate investment is determined by applying the relevant capitalization rate to the direct real estate investment's net operating income. This method is most appropriate for income-generating direct real estate investments where the net operating income is known and similar properties have recently traded in the market.
The valuations of Level 3 direct equity investments are derived using an unobservable input factor and are directly affected by a change in that factor. The change in valuation of Level 3 direct equity investments may vary between different direct investments of the same category as a result of individual levels of debt financing within such an investment.
The valuations of Level 3 direct debt investments are derived using widely acceptable valuation methods suitable for debt investments which include, but are not limited to, using indicative broker quotes which may not be traded in an active market, the waterfall approach and the comparable debt approach.
The waterfall approach takes into account the different seniority levels of debt in arriving at the valuation. Thus, the effect of a change in the unobservable input factor on the valuation of such investments is limited to the debt portion not covered by the enterprise value resulting from the valuation. The comparable debt approach arrives at the valuation of a direct debt investment by discounting its expected future cash flows to a present value with a benchmark rate derived from observable pricing levels of comparable debt instruments. Factors considered in the determination of such comparable instruments include, but are not limited to, industry, coupon, duration and maturity date.
No interrelationship between unobservable inputs used in the Group's valuation of its Level 3 investments has been identified.
The Group presents investments whose fair values are measured in whole or in part using valuation techniques based on assumptions that are not supported by prices or other inputs from observable current market transactions in the same instrument and the effect of changing one or more of those assumptions behind the valuation techniques adopted based on reasonable possible alternative assumptions.
If presented, the category "Direct Investments" may include certain indirect investments where there is full visibility of the underlying portfolio and hence a full revaluation is performed on such investments as if they were direct investments. If presented, the category "Direct Investments" may include certain investments using the valuation technique "Reported fair value". Such direct investments invest solely into underlying Indirect investments, hence their fair value is based on reported fair value rather than a direct investment valuation.
The sensitivity analysis represents the potential change in fair value for each category of investments presented in absolute values. Should the significant unobservable input for each category of investments increase or decrease by 5%, the value of each category of investments would follow by the absolute positive or negative amount respectively.
With respect to direct real estate debt investments, a sensitivity analysis as performed for direct equity investments, with changes in the relevant unobservable valuation inputs, would not translate into meaningful valuation movements. The reasons for this conclusion include, but are not limited to, the fact that the income generated from direct real estate debt investments is linked to a reference rate such as LIBOR or EURIBOR (hence eliminating potential valuation changes resulting from fluctuation in interest rates) and the fact that direct real estate debt investments are valued using the direct debt valuation approaches
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
as described above. The risk resulting from investing into a direct real estate debt investment is assessed by evaluating the gross asset value of the property. If the results of such valuation provide sufficient evidence that the gross asset value exceeds the debt balance (i.e. the equity has a positive value), then there is no indication that the Group as a lender would be unable to recover the full amount initially invested, plus any accrued cash and/or PIK interest, hence carrying such direct real estate debt investments at this value. The value of a direct real estate debt investment would not fluctuate in direct proportion to any changes to a significant unobservable valuation input into the determination of gross asset value. Any fluctuation in gross asset value of the property would only have an impact on the value of a direct real estate debt investment if the results of such a valuation would provide sufficient evidence that the gross asset value of the property is not sufficient to fully cover the outstanding debt instrument, which the Group is invested in.
With respect to direct real estate equity investments, the sensitivity analysis as performed for direct equity investments, with changes in the relevant unobservable inputs, would not translate into meaningful valuation movements. The reasons for this conclusion include, but are not limited to, the fact that variations in property location, quality and business plan result in comparisons across properties that are not meaningful. Unobservable inputs for a specific region will vary greatly based on the property's micro location, building finishes and amenities and leasing strategy. One-to-one comparisons are not possible even for buildings that are physically close to each other due to the differences in property features and occupancy.
A sensitivity analysis is not performed for direct Investments that have been acquired within the last three months of the relevant reporting period and where the acquisition cost was deemed to be fair value in accordance with IFRS 13 as insufficient time has passed to determine a reliable sensitivity range based on valuation inputs that would be considered appropriate by market participants.
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13.4 SIGNIFICANT UNOBSERVABLE VALUATION INPUT TABLE REPORTING PERIOD | ||||||
Type of | Fair value at | Valuation technique | Unobservable input | Range (weighted | Sensitivity | |
security | 30.06.2020 | average) | ||||
Fair value in thousands of EUR | ||||||
Direct Investments | ||||||
Direct equity | 24'408 | Discounted cash flow | Discount factor | 13.00% - 13.00% | 192 | (192) |
Investments | (13.00%) | |||||
423'398 | Market comparable | Enterprise value to | 5.25x - 20.20x 37'798 (37'798) | |||
companies | EBITDA multiple | (14.54x) | ||||
8'861 | Recent financing/ | Recent transaction price | n/a | n/a | n/a | |
transaction | ||||||
124 | Exit price | Recent transaction price | n/a | n/a | n/a | |
968 | Market comparable | Enterprise value to sales | 0.70x - 0.70x | 71 | (71) | |
companies | multiple | (0.70x) | ||||
Direct debt | 9'782 | Broker quotes | Indicative quotes for an | n/a | n/a | n/a |
Investments | inactive market | |||||
19'862 | Discounted cash flow | Discount factor | 3.94% - 16.84% | 437 | (437) | |
(12.21%) | ||||||
1'099 | Market comparable | Enterprise value to | 11.00x - 11.00x | n/a | n/a | |
companies | EBITDA multiple | (11.00x) | ||||
Indirect | ||||||
Investments | ||||||
317'634 | Adjusted reported net | Reported net asset value | n/a | 15'882 | (15'882) | |
asset value | ||||||
888 | Adjusted reported net | Fair value adjustments | n/a | 44 | (44) | |
asset value |
n/a - not meaningful as outlined in the note above
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13.5 SIGNIFICANT UNOBSERVABLE VALUATION INPUT TABLE PREVIOUS REPORTING PERIOD
Type of | Fair value at | Valuation technique | Unobservable input | Range (weighted | Sensitivity | |
security | 31.12.2019 | average) | ||||
Fair value in thousands of EUR | ||||||
Direct Investments | ||||||
Direct equity | 22'810 | Discounted cash flow | Discount factor | 12.00% - 12.00% | 211 | (211) |
Investments | (12.00%) | |||||
364'808 | Market comparable | Enterprise value to | 8.00x - 21.50x | 32'935 | (32'935) | |
companies | EBITDA multiple | (14.39x) | ||||
27'757 | Recent financing/ | Recent transaction price | n/a | n/a | n/a | |
transaction | ||||||
92'200 | Exit price | Recent transaction price | n/a | n/a | n/a | |
Direct debt | 18'637 | Broker quotes | Indicative quotes for an | n/a | n/a | n/a |
Investments | inactive market | |||||
21'667 | Discounted cash flow | Discount factor | 8.36% - 15.50% | 643 | (643) | |
(12.21%) | ||||||
1'021 | Market comparable | Enterprise value to | 11.00x - 11.00x | n/a | n/a | |
companies | EBITDA multiple | (11.00x) | ||||
Indirect | ||||||
Investments | ||||||
363'443 | Adjusted reported net Reported net asset value | n/a | 18'172 | (18'172) | ||
asset value | ||||||
(603) | Adjusted reported net | Fair value adjustments | n/a | (30) | 30 | |
asset value |
n/a - not meaningful as outlined in the note above
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PRINCESS PRIVATE EQUITY HOLDING LIMITED
Registered Office | Administrator |
Princess Private Equity Holding Limited | Partners Group (Guernsey) Limited |
Tudor House | Guernsey, Channel Islands |
Le Bordage | Tudor House |
St. Peter Port | Le Bordage |
Guernsey, GY1 6BD | St. Peter Port |
Channel Islands | Guernsey, GY1 6BD |
Info: www.princess-privateequity.net | Channel Islands |
Registered number: 35241 | |
Investor Relations | Investment Manager |
Phone: +44 (0) 1481 711 690 | Partners Group AG (Zug) |
Fax: +44 (0) 1481 730 947 | Zugerstrasse 57 |
princess@partnersgroup.com | 6341 Baar-Zug |
Switzerland |
www.partnersgroup.com
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Princess Private Equity Holding Limited published this content on 14 August 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 17 August 2020 08:32:04 UTC