UIL — Strong investee company fundamentals to win out

UIL (LSE: UTL)

Last close As at 22/11/2024

GBP1.13

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Research: Investment Companies

UIL — Strong investee company fundamentals to win out

UIL Limited (UIL) is managed by Charles Jillings at deep-value investor ICM. He and his team employ a leveraged strategy, seeking undervalued specialist assets across the globe that can be held for the long term. The manager highlights what he considers to be the most important current macroeconomic headwinds: China’s zero-COVID-19 policy and the war in Ukraine. However, he is confident that the management teams of UIL’s investee businesses will be able to navigate these challenges and Jillings is bullish about UIL’s longer-term prospects.

Melanie Jenner

Written by

Mel Jenner

Director, Investment Trusts

Investment Companies

UIL

Strong investee company fundamentals to win out

Investment companies
Global value

27 May 2022

Price

215.0p

Market cap

£180m

AUM

£422m

NAV*

305.8p

Discount to NAV

29.7%

*Including income. As at 25 May 2022.

Yield

3.7%

Ordinary shares in issue

83.8m

Code/ISIN

UTL/BMG917071026

Primary exchange

LSE

AIC sector

Flexible Investment

52-week high/low

282.0p

206.0p

NAV* high/low

431.5p

265.9p

*Including income

Net gearing*

64.5%

*Including zero discount preference (ZDP) shares.
As at 30 April 2022.

Fund objective

UIL’s objective is to maximise shareholder returns by identifying and investing in investments worldwide where the estimated underlying value is not reflected in the market price. The company’s investment performance is benchmarked against the broad UK equity market. The fund is a member of the AIC flexible investment sector. (Our initiation report was published in December 2019.)

Bull points

Specialist fund with a long-term record of outperformance.

Regular quarterly dividend payments and an attractive yield.

Scope for a higher valuation given large discount to NAV.

Bear points

Levered strategy means losses are amplified in a falling market.

Modest free float – the majority of UIL’s shares are closely held.

Relatively high concentration risk as the largest holding is c 20% of the fund on a look-through basis.

Analyst

Mel Jenner

+44 (0)20 3077 5700

UIL is a research client of Edison Investment Research Limited

UIL Limited (UIL) is managed by Charles Jillings at deep-value investor ICM. He and his team employ a leveraged strategy, seeking undervalued specialist assets across the globe that can be held for the long term. The manager highlights what he considers to be the most important current macroeconomic headwinds: China’s zero-COVID-19 policy and the war in Ukraine. However, he is confident that the management teams of UIL’s investee businesses will be able to navigate these challenges and Jillings is bullish about UIL’s longer-term prospects.

Long-term NAV outperformance versus the broad UK market

Source: Refinitiv, Edison Investment Research. Note: NAV total return versus the CBOE UK All Companies index over 10 years to end-April 2022.

The analyst’s view

UIL offers investors a differentiated fund structure, which is shaped by Jillings’ three medium-term core views: the world’s financial markets are over-indebted; technological change offers strong investment upside; and emerging markets offer better GDP growth opportunities than developed markets. The largest geographic exposures are Australia (c 36%), North America (c 18%) and UK (c 14%), while the biggest sector weightings are financial services (c 38%), resources (c 20%) and technology (c 19%). Around 80% of the portfolio is held in collective investment vehicles with specific mandates that are managed by ICM and known as ‘platforms’, with the remainder in direct investments. As shown in the chart above, over the long term UIL has outperformed its broad UK equity market benchmark; however, as would be expected given its unique structure, there is a low correlation between the company’s performance and those of global stock markets.

Hidden value within the portfolio

UIL trades on a wide discount (currently 29.7% based on its last published cum-income NAV); however, this is understated given that some of its platforms are also trading at a discount to the value of their underlying investments thus affording UIL’s shareholders a ‘double discount’. As an example, Utilico Emerging Markets (c 15% of the portfolio) is currently trading at a c 13.5% discount to its cum-income NAV. UIL pays regular quarterly dividends and the total annual distribution is fully covered by income. Based on its current share price, the company offers an attractive 3.7% dividend yield.

Market outlook: Volatility likely to continue

Global stock prices recovered strongly following the COVID-19 related sell-off in March 2020; however, a challenging macroeconomic backdrop means that, so far, 2022 has proved to be a tough period for global investors (Exhibit 1, left-hand side). They are having to come to terms with an extended period of high inflation, which has been exacerbated by the war in Ukraine and lockdowns in China due to its zero-COVID-19 policy, and interest rates are being hiked as central banks move away from their ultra-loose monetary policies in an effort to combat rising prices. Stock market volatility has been elevated as investors react to daily news headlines, and previously highly valued technology stocks have been under particular pressure from rising interest rates, which reduce the present value of their long-term future cash flows.

Forward P/E multiples are looking much more attractive compared with a few months ago (Exhibit 1, right-hand side) as, in aggregate, they are now trading at a discount rather than a premium to their 10-year averages. However, this improvement may prove to be illusory if consensus earnings expectations are overly optimistic. It is not hard to imagine the prospect of negative earnings estimate revisions as corporate margins come under pressure from rising input costs. With such an uncertain backdrop, investors are likely to be better served by employing a cautious approach, seeking high-quality companies with attractive fundamentals whose leadership teams can manage through the current difficult operating environment.

Exhibit 1: Market performance and valuation

Performance of indices (last 10 years, £)

Datastream indices forward P/E multiples (at 25 May 2022)

(x)

Last

High

Low

10-year
average

Last as % of
average

UK

11.1

15.7

9.4

13.4

83

Developed markets

14.7

20.8

10.7

15.7

93

Emerging markets

12.0

16.6

10.2

13.1

92

World

14.2

20.0

10.6

15.3

93

Source: Refinitiv, Edison Investment Research

The fund manager: Charles Jillings

The manager’s view: Near-term macroeconomic challenges

There are a series of challenges for global economies, two of which are causing Jillings the greatest concern as he believes they are significant headwinds to growth. The first is China and its zero-COVID-19 policy, which is leading to shutdowns and disruption of the global supply chain and distribution channels. This will negatively affect global economies as manufacturing inputs are held up. The manager says that the outcome for a resolution is unclear as China’s President Xi Jinping has invested a significant amount of political capital into the country’s COVID-19 policy, so it is difficult to see how he would climb down. Jillings suggests that, ultimately, there are two possible outcomes: either China learns to live with COVID-19, and its economy grows, or lockdowns continue, the Chinese economy slows and this negatively affects other regions around the world.

The other major concern that the manager has is the war in Ukraine, which he considers to a be a brutal and ugly development. Jillings explains that the negative impacts on soft commodity markets will be significant, and product shortages will put real pressure on some societies. He believes that most of the western world should be relatively immune; however, the manager worries that poorer nations will experience food shortages.

Global inflation is rising partly because of the war in Ukraine; however, Jillings opines that a moderation in the pace of higher prices could occur faster than consensus expectations. His view is that inflation is being driven by supply shortages rather than excess demand and, given time, these distortions will be resolved. The manager compares 2021, which saw a spike in demand as COVID-19 lockdowns were lifted, with the 2022 supply disruptions; he believes that if the Russian invasion of Ukraine had not occurred, the global demand/supply balance would have resolved itself, and inflation would not have risen to current levels.

Jillings suggests that the world can deal with inflation and higher interest rates but acknowledges there is a risk that central banks overshoot, by raising interest rates too much and negatively affecting economic growth. In the meantime, people are being challenged by the rising cost of living. The manager believes that corporate earnings will come under pressure as margins will be squeezed due to companies being unable to always pass on higher input costs. Also, with many investors never having experienced inflationary periods, he expects high levels of risk aversion and volatility among all asset classes. However, Jillings highlights full employment as being a positive aspect of the current macroeconomic backdrop. He believes that a jobs shortage means there is a lower risk of recession and although this is likely to result in higher wage inflation the manager considers this to be ‘a better problem to have’.

Current portfolio positioning

As shown in Exhibit 2, at end-April 2022, UIL’s top 10 holdings made up 96.9% of the fund, which was the same concentration as a year earlier; nine positions were common to both periods. However, four of the top 10 holdings (Somers, Zeta Resources, Utilico Emerging Markets and Allectus Capital) are platforms with a portfolio of underlying holdings, so UIL’s fund concentration is not as high as these numbers would suggest. The total number of positions including the platforms is c 40 and c 16% of the fund is held in unlisted investments (excluding loans to listed companies and listed companies classed as level 3 investments, which are valued using inputs that are not based on observable market data). UIL’s largest position at c 38% of the fund is Somers, which has a portfolio of more than 10 investments. Its largest holding is Australia-listed Resimac, which is a leading non-bank lending and multi-channel distribution business in Australia and New Zealand. On a look-through basis, Resimac makes up c 20% of UIL’s portfolio, while the top 10 holdings make up 62.6%.

Exhibit 2: Top 10 holdings (as at 30 April 2022)

Company

Country*

Sector

Portfolio weight %

30 Apr 2022

30 Apr 2021**

Somers

Bermuda

Financial services investment holding company

37.9

38.4

Zeta Resources

Australia

Resources investment company

21.5

20.8

Utilico Emerging Markets Trust

UK

Emerging markets investment trust

14.7

14.8

ICM Mobility

UK

Digitisation of public and private transport

9.0

5.7

Allectus Capital

Bermuda

Fintech investment company

5.5

5.1

Resolute Mining

Australia

Gold mining

3.7

5.1

Nautilus Data Technologies

US

Data centre technology

1.6

N/A

Starpharma Holdings

Australia

Dendrimer products

1.2

2.4

AssetCo

UK

Asset and wealth management services

1.0

0.8

Orbital Corporation

Australia

Clean engine technologies/alt fuel systems

0.8

2.6

Top 10 (% of portfolio)

96.9

96.9

Source: UIL, Edison Investment Research. Note *Country of listing or domicile. **N/A where not in end-April 2021 top 10.

UIL’s geographic breakdown is shown in Exhibit 3. At end-April 2022, the largest increase over the prior 12 months was a higher weighting to North America (+5.1pp); this was partly due to the strong share price performance of Copper Mountain Mining (held in the Zeta Resources platform). The largest decrease was the Middle East/Africa exposure (-4.7pp), which was primarily due to the performance of Resolute Mining.

Jillings reports that UIL’s portfolio is long Australian and Canadian dollars, but due to currency hedges, its sterling exposure is neutral.

Exhibit 3: Portfolio geographic exposure on a look-through basis (% unless stated)

Portfolio end-April 2022

Portfolio end-April 2021

Change (pp)

Australia

36.1

37.5

(1.4)

North America

17.6

12.5

5.1

UK

13.5

10.8

2.7

Asia

9.6

11.0

(1.4)

Europe (ex-UK)

6.7

4.1

2.6

Other - gold mining

5.3

7.0

(1.7)

Bermuda

4.5

5.5

(1.0)

Latin America

4.4

4.3

0.1

New Zealand

1.3

1.6

(0.3)

Middle East/Africa

1.0

5.7

(4.7)

100.0

100.0

Source: UIL, Edison Investment Research

There have been modest changes in UIL’s sector exposure over the 12 months to end-April 2022 (Exhibit 4), with a higher technology weighting (+2.7pp) and a lower exposure to the gold mining sector (-1.7pp).

Exhibit 4: Portfolio sector exposure on a look-through basis (% unless stated)

Portfolio end-April 2022

Portfolio end-April 2021

Change (pp)

Financial services

38.0

38.5

(0.5)

Resources

19.7

18.8

0.9

Technology

19.1

16.4

2.7

Gold mining

5.3

7.0

(1.7)

Ports

3.3

3.5

(0.2)

Electricity

2.3

2.8

(0.5)

Telecoms

1.7

1.7

0.0

Renewables

1.7

1.5

0.2

Oil & gas

1.4

1.8

(0.4)

Water

0.8

0.5

0.3

Airports

0.7

0.5

0.2

Infrastructure investments

0.7

0.7

0.0

Other

5.3

6.3

(1.0)

100.0

100.0

Source: UIL, Edison Investment Research

Jillings considers that UIL’s larger investments are performing well in a tough operating environment. He highlights Resimac: this mortgage securitisation business recently released a very strong earnings report; its earnings per share was an all-time high and the manager expects the company to continue to grow its top and bottom line. However, Resimac’s stock price did not react positively as smaller-cap financial service businesses are currently out of favour with investors.

Zeta Resources’ largest holding is Canada-based Copper Mountain Mining, which has had some short-term negative impacts from poor weather (which happens periodically) and lower-grade ore due to increasing its capacity (which was expected). Jillings considers that Copper Mountain is a well-positioned mining business with a strong management team that has been paying down the company’s debt. The firm should benefit from high demand for copper helped by an anticipated acceleration to energy security and green energy. Also, as and when China deals with COVID-19, the manager expects the Chinese authorities to ease constraints on its housing sector and boost infrastructure spend, which should drive increased demand for commodities.

Resolute Mining’s share price has been disappointing as investors have been concerned about the company’s high level of debt and its ability to pay this down while reinvesting in its asset base. However, the manager believes that Resolute is ‘doing a good job’ and expects the company to generate higher levels of cash flow, although the political environment in Mali, where the miner’s largest asset is located, remains uncertain.

In our last review published in November 2021, we highlighted UIL’s modest investment in the Novareum Blockchain Asset Fund. The manager says that blockchain assets have had a ‘torrid time’ experiencing higher levels of volatility than other investments. However, he says that this is unsurprising as any new asset class can be difficult to price.

Performance: Mid/long-term record of outperformance

Exhibit 5: Five-year discrete performance data

12 months ending

Share price
(%)

NAV
(%)

CBOE UK All Companies (%)

MSCI AC World (%)

MSCI Emerging Markets (%)

30/04/18

3.9

(1.2)

8.1

7.8

14.7

30/04/19

22.0

37.7

2.5

11.6

0.7

30/04/20

(17.3)

(21.3)

(17.2)

(1.2)

(8.7)

30/04/21

58.3

41.4

25.3

33.4

35.9

30/04/22

4.5

0.1

9.1

4.7

(9.6)

Source: Refinitiv. Note: All % on a total return basis in pounds sterling.

Exhibit 6: Investment company performance to 30 April 2022

Price, NAV* and index total return performance, one-year rebased

Price, NAV and index total return performance (%)

Source: Refinitiv, Edison Investment Research. Note: Three-, five- and 10-year performance figures annualised. *Monthly NAVs.

In H122 (ending 31 December 2021), UIL’s NAV and share price total returns of -9.9% and -5.3%, respectively, lagged the benchmark’s +6.5% total return. However, it is important to remember the company’s very strong relative performance in FY21, where its NAV and share price total returns of +50.9% and +57.0%, respectively, compared with the benchmark’s +21.5% total return.

The primary reason for UIL’s negative total return in H122 was the 23.2% fall in Resimac’s share price, which contributed 8.2% of the 9.9% decline in UIL’s NAV. On the positive side, Zeta Resources’ shares appreciated by 16.2% in H122, driven by the +89.3% move in its second-largest holding, Panoramic Resources, due to a strengthening outlook for nickel prices. Resolute Mining continued to disappoint; its shares declined by 23.8% due to weak operating performance and concerns about the political outlook in Mali.

UIL’s relative performance is shown in Exhibit 7. The company is ahead of the broad UK market over the last five and 10 years in NAV and share price terms and its share price has outperformed over the last three years. While UIL has lagged the performance of the UK market over the shorter periods shown, Jillings comments that while global stock markets have been volatile, he has a high degree of confidence in the portfolio companies’ fundamentals and expects their share prices to perform relatively well in a more stable macroeconomic environment.

Exhibit 7: Share price and NAV total return performance, relative to indices (%)

 

One month

Three months

Six months

One year

Three years

Five years

10 years

Price relative to CBOE UK All Companies

(1.0)

(5.4)

(10.9)

(4.2)

20.9

38.4

21.5

NAV relative to CBOE UK All Companies

(3.2)

(1.7)

(5.9)

(8.3)

(1.7)

20.8

12.0

Price relative to MSCI AC World

2.7

(2.0)

(4.4)

(0.2)

(0.8)

4.6

(26.1)

NAV relative to MSCI AC World

0.5

1.8

0.9

(4.4)

(19.3)

(8.7)

(31.9)

Price relative to MSCI Emerging Markets

0.1

0.3

(1.6)

15.7

22.1

33.9

36.3

NAV relative to MSCI Emerging Markets

(2.1)

4.2

4.0

10.8

(0.7)

17.0

25.6

Source: Refinitiv, Edison Investment Research. Note: Data to end-April 2022. Geometric calculation.

Exhibit 8: NAV total return performance relative to CBOE UK All Cos Index over five years

Source: Refinitiv, Edison Investment Research

Peer group comparison

Exhibit 9: Selected peer group at 25 May 2022*

% unless stated

Market
cap £m

NAV TR
1 year

NAV TR
3 year

NAV TR
5 year

NAV TR
10 year

Discount
(cum-fair)

Ongoing charge

Perf.
fee

Net
gearing

Dividend
yield

UIL

181.1

(12.5)

(3.9)

28.6

107.7

(29.7)

2.0

Yes

165

3.7

Aberdeen Diversified Inc & Growth

305.1

7.3

12.4

12.6

60.2

(18.2)

0.6

No

102

5.7

BMO Managed Portfolio Growth

94.0

(13.0)

14.8

28.7

154.2

1.5

1.0

Yes

100

0.0

BMO Managed Portfolio Income

63.2

(2.3)

14.4

21.6

120.4

(0.7)

1.1

Yes

107

4.8

Caledonia Investments

1,987.0

28.0

47.6

70.0

232.9

(28.5)

1.0

No

100

1.8

Capital Gearing

1,151.3

7.3

24.3

35.3

85.1

2.3

0.6

No

100

0.9

Hansa Investment Company ‘A’

148.4

(4.7)

10.3

21.9

71.7

(38.2)

1.1

No

100

1.7

JPMorgan Multi-Asset Growth & Inc

80.6

(1.7)

11.0

(0.1)

1.1

No

100

4.0

JZ Capital Partners

129.8

12.7

(56.6)

(57.2)

(31.8)

(49.8)

6.1

Yes

105

0.0

Livermore Investments

80.7

26.9

16.6

30.4

201.7

(23.3)

1.8

No

100

6.7

Miton Global Opportunities

85.4

(3.8)

22.6

32.8

147.1

(0.9)

1.3

No

100

0.0

Momentum Multi-Asset Value Trust

55.9

(1.2)

15.3

25.3

129.9

(0.8)

1.6

No

111

4.0

New Star Investment Trust

90.2

3.0

19.5

32.2

92.8

(31.0)

0.9

No

100

1.1

Personal Assets

1,810.0

2.9

21.7

26.2

66.1

1.0

0.7

No

100

1.2

RIT Capital Partners

3,721.0

2.4

46.5

63.6

163.9

(10.1)

0.7

Yes

112

0.0

Ruffer Investment Company

949.9

6.3

39.3

35.3

80.2

4.0

1.1

No

100

1.0

Tetragon Financial

730.0

26.6

31.3

69.0

264.7

(64.3)

2.1

Yes

100

4.3

Simple average

686.1

5.0

16.9

29.8

121.7

(16.9)

1.5

106

2.4

Fund rank in sector (17 funds)

8

16

16

10

9

13

15

1

7

Source: Morningstar, Edison Investment Research. Note: *Performance to 24 May 2022 based on ex-par NAV. TR = total return. Net gearing is total assets less cash and equivalents as a percentage of net assets.

UIL is a member of the AIC Flexible Investment sector, an eclectic mix of 24 funds that have a wide variety of investment mandates. In Exhibit 9, we show the largest 17 companies with market caps greater than £50m that have been trading for more than three years. UIL’s NAV total returns are below average over the periods shown. The company has one of the widest discounts in the selected peer group, the third highest ongoing charge and the highest level of gearing by a wide margin. UIL offers an above-average dividend yield that is currently 1.4pp above the mean of the selected peer group.

Dividends: Regular and fully covered by income

Exhibit 10: Dividend history since FY16

Source: Bloomberg, Edison Investment Research

UIL pays regular quarterly dividends in December, March, June and September. The board aims to at least maintain the total annual distribution, using revenue reserves as required (it also has the flexibility to pay dividends out of capital). In H122, UIL’s revenue earnings per share of 3.40p were 26.6% lower than 4.63p in H121, which was partly due to lower receipts from loans to platform companies Somers and Zeta Resources as they were significantly reduced during the period. So far in FY22, two interim dividends of 2.0p per share (c 0.9x covered) have been paid, which are flat year-on-year. At the end of H122, UIL’s revenue reserves were equivalent to 14.34p per share, which is c 1.8x the last annual distribution. Barring unforeseen circumstances, the board expects to continue to pay quarterly dividends of 2.0p per share for the balance of FY22. Jillings anticipates that UIL’s income will rise in H222 ensuring that the annual dividend is fully covered. Based on its current share price, UIL offers a 3.7% dividend yield.

Valuation: Board aspires to a 20% discount

Exhibit 11: Discount over three years

Exhibit 12: Buybacks and issuance

Source: Refinitiv, Edison Investment Research. Note: Based on monthly NAVs.

Source: Morningstar, Edison Investment Research

Exhibit 11: Discount over three years

Source: Refinitiv, Edison Investment Research. Note: Based on monthly NAVs.

Exhibit 12: Buybacks and issuance

Source: Morningstar, Edison Investment Research

UIL’s shares are currently trading at a 29.7% discount to cum-income NAV, which is narrower than the 33.2% to 37.9% range of average discounts over the last one, three, five and 10 years (based on monthly NAVs). Jillings is frustrated about the company’s continued wide discount; however, he acknowledges that it is unlikely to narrow in the near term given the current widespread lack of investor confidence. The manager is hopeful that, over time, the discount can narrow to 20%, helped by share buybacks and continued marketing to existing and potential investors. In H122, c 0.3m shares (c 0.4% of the share base) were repurchased at an average discount of 28.8%.

Fund profile: Seeking undervalued assets

UIL began trading on 20 June 2007 as the successor vehicle to Utilico Investment Trust, which was launched in August 2003 (for more information about the company’s history, please see our December 2019 initiation report). It is a Bermuda-registered company listed on both the Specialist Fund Segment of the London Stock Exchange (which does not have any free float requirements) and the Bermuda Stock Exchange. UIL is managed by ICM Investment Management and ICM (collectively referred to as ICM), which has c £3bn of assets directly under management and is responsible for a further c £24bn of assets in subsidiary investments. ICM has more than 70 staff based in offices in Bermuda, Cape Town, Dublin, London, Seoul, Singapore, Sydney, Vancouver and Wellington. Manager Charles Jillings and the rest of the ICM investment team aim to identify and invest in compelling long-term investments across the globe, where their forecast underlying values are not reflected in their current share prices. UIL may invest in shares, bonds, convertibles and other types of securities, including non-investment-grade bonds. Unlisted securities of up to 25% of gross assets at the time of investment are also permitted. Derivative instruments have been used for investment purposes and efficient portfolio management, and at times currency exposure may be hedged. UIL’s sector and geographic exposure is unrestricted, but at the time of investment, a single investment may not exceed 30% of gross assets (except for platforms, which may not exceed 50%). The company employs a levered strategy through ZDP shares and a limited amount of bank debt (see Gearing section on page 9). UIL’s ZDP shares are listed on the Standard Segment of the Main Market of the London Stock Exchange. At end-April 2022, net gearing (ZDP shares plus borrowings) was 64.5%, which is below the board’s targeted maximum of 100%. UIL’s performance is benchmarked against a broad UK equity market index. Data from the company show that from inception to the end of April 2022, its NAV total return compounded at a rate of 12.1% pa.

Investment process: Long-term perspective

ICM’s investment teams are led by Duncan Saville and Charles Jillings. The other senior members of the team are: Jacqueline Broers, Jonathan Groocock and Mark Lebbell, focused respectively on the telecommunications, utilities and infrastructure sectors; fixed income specialist Gavin Blessing; Dugald Morrison, who covers resources; Jason Cheong and Matt Gould, who focus on technology and emerging technologies; and Alasdair Younie, covering financial services. UIL seeks to generate long-term capital growth by investing in undervalued assets across the globe. Businesses may be under-priced for a variety of reasons including technological change, competition, an inefficient balance sheet, an underperforming management team or a lack of investor interest. Around 80% of UIL’s portfolio is invested in four ICM-managed funds, referred to as ‘platforms’: Somers (financial services), Zeta Resources (natural resources), Utilico Emerging Markets Trust (emerging markets utilities and infrastructure) and Allectus Capital (technology, with a particular focus on fintech). Jillings suggests this approach offers the following benefits:

Focused strategy – each platform has a dedicated mandate and the strategy has an objective of finding and implementing attractive investments within these.

Dedicated research analysts – for each platform the analysts are focused on understanding existing portfolio businesses and identifying compelling investments.

Financial support – ability to draw on UIL’s support and financial backing.

Deep knowledge – utilising ICM’s knowledge across many jurisdictions to optimise investment opportunities and undertake corporate finance-led transactions.

The remaining c 20% of the fund is in direct holdings including Australian gold miner Resolute Mining. The manager stresses the importance of supporting investee companies with their capital requirements and says UIL may often be among their largest shareholders, maintaining regular contact with them. There is no limit as to how much of a company UIL can own, and it may sometimes take legal or management control of a firm.

UIL’s approach to ESG

ICM is committed to a strong environmental, social and governance (ESG) framework and is taking steps to strengthen its policy and public profile. The company is a signatory of the United Nations-supported Principles for Responsible Investment (PRI). The PRI is an international organisation that works to promote the incorporation of ESG factors into investment decision-making. UIL’s board believes it is in shareholders’ best interests to consider ESG factors when selecting and retaining investments. In conjunction with assessing the financial, macroeconomic and political drivers when making and monitoring an investment, the manager embeds ESG opportunities and risks into the firm’s investment process. Companies are scanned using a rigorous in-depth framework. However, the decision on whether to make an investment is not made on ESG grounds alone. Factors are incorporated into the process in three main ways:

Understanding – in-depth analysis of the important business issues faced by potential and current holdings as well as a deep understanding of the industries in which they operate.

Integration – incorporation of the understanding into full company analysis to ensure there is a clear and complete picture of the investment opportunity.

Engagement – regular communication with investee companies, both virtually and on location, where possible, to discuss and identify any gaps in their ESG policies and to further develop and improve their ESG disclosure and implementation.

The board believes that an analysis of ESG factors helps to enhance the understanding of a company, as these factors affect their business models and their long-term ability to generate sustainable returns. It also enables UIL’s investment team to fully question a company’s investment potential from a variety of perspectives.

Gearing: ZDP shares and bank debt

UIL follows a levered strategy using ZDP shares and bank debt. It has a £50m senior secured multicurrency revolving facility with Scotiabank Europe, which expires at the end of September 2022. The board stated its commitment to reduce the company’s debt and gearing in the FY14 annual report and it has fallen from more than 150% at 30 June 2013 to 60.7% at 31 December 2021. At the end of April 2022, net gearing was 64.5%, which is well below the board’s 100% maximum target.

UIL has an exemplary track record of redeeming its 2012, 2014, 2016, 2018 and 2020 ZDP shares; the next redemption date is October 2022. The company’s capital structure provides holders with attractive yields and a range of maturity dates, which enables it to realise a smaller number of investments in advance of each redemption date, so is therefore less disruptive to the portfolio. Exhibit 13 shows UIL’s current four tranches of ZDP shares spread over seven years; they are issued by UIL Finance, a wholly owned subsidiary of UIL. Over time, the company’s capital growth is driving higher ZDP cover, and its financing costs have declined meaningfully in recent years from an average rate of 6.3% at the end of June 2013 to 4.5% at the end of December 2021.

Exhibit 13: ZDP shares (at 30 April 2022)

2022

2024

2026

2028

Accrued capital entitlement (p)

142.50

123.16

121.60

105.86

Share price (p)

143.50

122.50

116.00

100.00

Premium/(discount) to NAV (%)

0.7

(0.5)

(4.6)

(5.5)

ZDP cover* (x)

4.67

3.35

2.67

2.21

Yield to redemption* (%)

4.9

5.0

6.1

6.7

ZDP redemption value (p)

146.99

138.35

151.50

152.29

Shares in issue (m)

35.6

30.0

25.0

25.0

Ticker

UTLF

UTLG

UTLH

UTLI

Source: UIL, Edison Investment Research. Note: *Based on final redemption values.

Fees and charges

ICM receives an annual management fee of 0.5% pa of UIL’s total assets less current liabilities (excluding borrowings and excluding the value of all holdings in companies managed or advised by ICM or its subsidiaries from which it receives a management fee), along with 45% of ICM’s costs of providing company secretarial services. ICM is entitled to a 15% performance fee on NAV returns over benchmark at the higher of 5.0% or the UK gilt five- to 10-year index post-tax yield plus RPIX inflation. The NAV must exceed the high-water mark NAV from when the performance fee was last paid (adjusted for capital events and dividends paid) and the fee is capped at 2.5% of financial year-end NAV (adjusted for capital events and dividends paid). It is also reduced to take into account any performance fees paid to ICM by companies where UIL is an investor. In H122, UIL’s ongoing charges (excluding performance fees) were 2.0%, which were in line with H121. Including performance fees, ongoing charges were 4.2% (H121: 2.9%). UIL’s ongoing charges appear high compared with other investment companies as the expense calculation is based on a percentage of average net assets (after the deduction of the ZDP shares).

Capital structure

UIL has 83.8m ordinary shares outstanding, the majority are of which are held by companies associated with ICM manager Duncan Saville or UIL’s directors; hence, the free float is c 20%. Over the last 12 months, the company had an average daily trading volume of c 17k shares.

Exhibit 14: Major shareholders

Exhibit 15: Average daily volume

Source: UIL, as at 30 April 2022

Source: Refinitiv. Note: 12 months to 25 May 2022.

Exhibit 14: Major shareholders

Source: UIL, as at 30 April 2022

Exhibit 15: Average daily volume

Source: Refinitiv. Note: 12 months to 25 May 2022.

The board

Collectively, UIL’s board has experience in a wide range of financial services and the law. David Shillson is considered to be a non-independent director as he is a senior partner of a law firm that has acted for associates of UIL and ICM from time to time. In FY22, the remuneration is £47,600 for the chairman; £45,500 for the chairman of the audit and risk committee; and £35,200 for the other three directors.

Exhibit 16: UIL’s board of directors

Board member

Date of appointment

Remuneration in FY22

Current shareholdings

Peter Burrows (chair since November 2015)

September 2011

£47,600

909,617

Alison Hill

November 2015

£35,200

94,930

Christopher Samuel

November 2015

£35,200

217,951

David Shillson

November 2015

£35,200

137,488

Stuart Bridges (chair of the audit & risk committee)

October 2019

£45,500

154,147

Source: UIL

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This report has been commissioned by UIL and prepared and issued by Edison, in consideration of a fee payable by UIL. Edison Investment Research standard fees are £60,000 pa for the production and broad dissemination of a detailed note (Outlook) following by regular (typically quarterly) update notes. Fees are paid upfront in cash without recourse. Edison may seek additional fees for the provision of roadshows and related IR services for the client but does not get remunerated for any investment banking services. We never take payment in stock, options or warrants for any of our services.

Accuracy of content: All information used in the publication of this report has been compiled from publicly available sources that are believed to be reliable, however we do not guarantee the accuracy or completeness of this report and have not sought for this information to be independently verified. Opinions contained in this report represent those of the research department of Edison at the time of publication. Forward-looking information or statements in this report contain information that is based on assumptions, forecasts of future results, estimates of amounts not yet determinable, and therefore involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of their subject matter to be materially different from current expectations.

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Copyright: Copyright 2022 Edison Investment Research Limited (Edison).

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New Zealand

The research in this document is intended for New Zealand resident professional financial advisers or brokers (for use in their roles as financial advisers or brokers) and habitual investors who are “wholesale clients” for the purpose of the Financial Advisers Act 2008 (FAA) (as described in sections 5(c) (1)(a), (b) and (c) of the FAA). This is not a solicitation or inducement to buy, sell, subscribe, or underwrite any securities mentioned or in the topic of this document. For the purpose of the FAA, the content of this report is of a general nature, is intended as a source of general information only and is not intended to constitute a recommendation or opinion in relation to acquiring or disposing (including refraining from acquiring or disposing) of securities. The distribution of this document is not a “personalised service” and, to the extent that it contains any financial advice, is intended only as a “class service” provided by Edison within the meaning of the FAA (i.e. without taking into account the particular financial situation or goals of any person). As such, it should not be relied upon in making an investment decision.

United Kingdom

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This Communication is being distributed in the United Kingdom and is directed only at (i) persons having professional experience in matters relating to investments, i.e. investment professionals within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "FPO") (ii) high net-worth companies, unincorporated associations or other bodies within the meaning of Article 49 of the FPO and (iii) persons to whom it is otherwise lawful to distribute it. The investment or investment activity to which this document relates is available only to such persons. It is not intended that this document be distributed or passed on, directly or indirectly, to any other class of persons and in any event and under no circumstances should persons of any other description rely on or act upon the contents of this document.

This Communication is being supplied to you solely for your information and may not be reproduced by, further distributed to or published in whole or in part by, any other person.

United States

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Frankfurt +49 (0)69 78 8076 960

Schumannstrasse 34b

60325 Frankfurt

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London +44 (0)20 3077 5700

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United Kingdom

New York +1 646 653 7026

1185 Avenue of the Americas

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United States of America

Sydney +61 (0)2 8249 8342

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Frankfurt +49 (0)69 78 8076 960

Schumannstrasse 34b

60325 Frankfurt

Germany

London +44 (0)20 3077 5700

280 High Holborn

London, WC1V 7EE

United Kingdom

New York +1 646 653 7026

1185 Avenue of the Americas

3rd Floor, New York, NY 10036

United States of America

Sydney +61 (0)2 8249 8342

Level 4, Office 1205

95 Pitt Street, Sydney

NSW 2000, Australia

General disclaimer and copyright

This report has been commissioned by UIL and prepared and issued by Edison, in consideration of a fee payable by UIL. Edison Investment Research standard fees are £60,000 pa for the production and broad dissemination of a detailed note (Outlook) following by regular (typically quarterly) update notes. Fees are paid upfront in cash without recourse. Edison may seek additional fees for the provision of roadshows and related IR services for the client but does not get remunerated for any investment banking services. We never take payment in stock, options or warrants for any of our services.

Accuracy of content: All information used in the publication of this report has been compiled from publicly available sources that are believed to be reliable, however we do not guarantee the accuracy or completeness of this report and have not sought for this information to be independently verified. Opinions contained in this report represent those of the research department of Edison at the time of publication. Forward-looking information or statements in this report contain information that is based on assumptions, forecasts of future results, estimates of amounts not yet determinable, and therefore involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of their subject matter to be materially different from current expectations.

Exclusion of Liability: To the fullest extent allowed by law, Edison shall not be liable for any direct, indirect or consequential losses, loss of profits, damages, costs or expenses incurred or suffered by you arising out or in connection with the access to, use of or reliance on any information contained on this note.

No personalised advice: The information that we provide should not be construed in any manner whatsoever as, personalised advice. Also, the information provided by us should not be construed by any subscriber or prospective subscriber as Edison’s solicitation to effect, or attempt to effect, any transaction in a security. The securities described in the report may not be eligible for sale in all jurisdictions or to certain categories of investors.

Investment in securities mentioned: Edison has a restrictive policy relating to personal dealing and conflicts of interest. Edison Group does not conduct any investment business and, accordingly, does not itself hold any positions in the securities mentioned in this report. However, the respective directors, officers, employees and contractors of Edison may have a position in any or related securities mentioned in this report, subject to Edison’s policies on personal dealing and conflicts of interest.

Copyright: Copyright 2022 Edison Investment Research Limited (Edison).

Australia

Edison Investment Research Pty Ltd (Edison AU) is the Australian subsidiary of Edison. Edison AU is a Corporate Authorised Representative (1252501) of Crown Wealth Group Pty Ltd who holds an Australian Financial Services Licence (Number: 494274). This research is issued in Australia by Edison AU and any access to it, is intended only for "wholesale clients" within the meaning of the Corporations Act 2001 of Australia. Any advice given by Edison AU is general advice only and does not take into account your personal circumstances, needs or objectives. You should, before acting on this advice, consider the appropriateness of the advice, having regard to your objectives, financial situation and needs. If our advice relates to the acquisition, or possible acquisition, of a particular financial product you should read any relevant Product Disclosure Statement or like instrument.

New Zealand

The research in this document is intended for New Zealand resident professional financial advisers or brokers (for use in their roles as financial advisers or brokers) and habitual investors who are “wholesale clients” for the purpose of the Financial Advisers Act 2008 (FAA) (as described in sections 5(c) (1)(a), (b) and (c) of the FAA). This is not a solicitation or inducement to buy, sell, subscribe, or underwrite any securities mentioned or in the topic of this document. For the purpose of the FAA, the content of this report is of a general nature, is intended as a source of general information only and is not intended to constitute a recommendation or opinion in relation to acquiring or disposing (including refraining from acquiring or disposing) of securities. The distribution of this document is not a “personalised service” and, to the extent that it contains any financial advice, is intended only as a “class service” provided by Edison within the meaning of the FAA (i.e. without taking into account the particular financial situation or goals of any person). As such, it should not be relied upon in making an investment decision.

United Kingdom

This document is prepared and provided by Edison for information purposes only and should not be construed as an offer or solicitation for investment in any securities mentioned or in the topic of this document. A marketing communication under FCA Rules, this document has not been prepared in accordance with the legal requirements designed to promote the independence of investment research and is not subject to any prohibition on dealing ahead of the dissemination of investment research.

This Communication is being distributed in the United Kingdom and is directed only at (i) persons having professional experience in matters relating to investments, i.e. investment professionals within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "FPO") (ii) high net-worth companies, unincorporated associations or other bodies within the meaning of Article 49 of the FPO and (iii) persons to whom it is otherwise lawful to distribute it. The investment or investment activity to which this document relates is available only to such persons. It is not intended that this document be distributed or passed on, directly or indirectly, to any other class of persons and in any event and under no circumstances should persons of any other description rely on or act upon the contents of this document.

This Communication is being supplied to you solely for your information and may not be reproduced by, further distributed to or published in whole or in part by, any other person.

United States

Edison relies upon the "publishers’ exclusion" from the definition of investment adviser under Section 202(a)(11) of the Investment Advisers Act of 1940 and corresponding state securities laws. This report is a bona fide publication of general and regular circulation offering impersonal investment-related advice, not tailored to a specific investment portfolio or the needs of current and/or prospective subscribers. As such, Edison does not offer or provide personal advice and the research provided is for informational purposes only. No mention of a particular security in this report constitutes a recommendation to buy, sell or hold that or any security, or that any particular security, portfolio of securities, transaction or investment strategy is suitable for any specific person.

Frankfurt +49 (0)69 78 8076 960

Schumannstrasse 34b

60325 Frankfurt

Germany

London +44 (0)20 3077 5700

280 High Holborn

London, WC1V 7EE

United Kingdom

New York +1 646 653 7026

1185 Avenue of the Americas

3rd Floor, New York, NY 10036

United States of America

Sydney +61 (0)2 8249 8342

Level 4, Office 1205

95 Pitt Street, Sydney

NSW 2000, Australia

Frankfurt +49 (0)69 78 8076 960

Schumannstrasse 34b

60325 Frankfurt

Germany

London +44 (0)20 3077 5700

280 High Holborn

London, WC1V 7EE

United Kingdom

New York +1 646 653 7026

1185 Avenue of the Americas

3rd Floor, New York, NY 10036

United States of America

Sydney +61 (0)2 8249 8342

Level 4, Office 1205

95 Pitt Street, Sydney

NSW 2000, Australia

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