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SERAPHIM SPACE INVESTMENT TRUST PLC

Quarterly Report Mar 13, 2025

5072_ir_2025-03-13_70e984d4-fb6f-41ab-8a46-5ab0c6af7e18.pdf

Quarterly Report

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interim report

F O R T H E S I X M O N T H S E N D E D 3 1 2024DECEMBER

INTERIM MANAGEMENT REPORT

contents

interim management report

About the Company 01
Key Highlights 02
Portfolio Snapshot 03
Key Portfolio Developments 04
Chair's Statement 08
Investment Manager's Report 12
Portfolio 28
Principal and Emerging Risks and Uncertainties 34
Directors' Responsibility Statement 35

financial statements

Condensed Statement of Comprehensive Income 38
Condensed Statement of Financial Position 39
Condensed Statement of Changes in Equity 40
Condensed Statement of Cash Flows 41
Notes to the Financial Statements 42

further information

Alternative Performance Measures
Glossary 56
Corporate Information 58

about the company

Seraphim Space Investment Trust PLC (the 'Company' or 'SSIT') is the world's first listed SpaceTech fund. It is an externally managed closed-ended investment company that was launched in July 2021. SSIT seeks to generate capital growth over the long term through investment in a diversified, international portfolio of predominantly early and growth stage privately financed SpaceTech businesses that have the potential to dominate globally and are category leaders with first mover advantages in areas such as global security, cybersecurity, food security, climate change and sustainability. The Company's shares are traded on the London Stock Exchange's main market.

Find us online: investors.seraphim.vc

investment manager

The Company is managed by Seraphim Space Manager LLP (the 'Investment Manager' or 'Seraphim Space'), the world's most prolific SpaceTech investment group. The Investment Manager's team consists of seasoned venture capitalists and some of the space sector's most successful entrepreneurs who scaled their businesses to multi-billion Dollar outcomes.

The Investment Manager has supported more than 130 SpaceTech companies across its fund management and accelerator activities since 2016 and has a proven track record of delivering value.

Positioned at the heart of the global SpaceTech ecosystem, the Investment Manager has a differentiated model, using information asymmetry generated from its global deal flow, partnerships with leading industry players and primary research to back the most notable emerging SpaceTech companies shaping a new industrial revolution.

The Investment Manager is a signatory to the UN Principles for Responsible Investment ('UN PRI'). Its first UN PRI report was filed in 2024.

INTERIM MANAGEMENT REPORT INTERIM MANAGEMENT REPORT

portfolio snapshot

(1) Source: Portfolio company data and management projections.

  • (2) Between 1 July 2024 and 31 December 2024.
  • (3) Between 1 January 2024 and 30 June 2024.

(4) Fair value weighted average (as defined in the Glossary on page 56) number of months of cash runway from 31 December 2024 for the private portfolio companies that are not fully funded, representing 31% of the portfolio fair value, taking into account cash as at the Period end and any fundraising raised post Period end (30 June 2024: 33% of the portfolio fair value was not fully funded).

FAIR VALUE

(30 JUNE 2024: £201.5M)

TOP 10 INVESTMENTS AS % OF FAIR VALUE

(30 JUNE 2024: 84.0%)

P R I V A T E P O R T F O L I O FAIR VALUE VS. COST

130.4%

(30 JUNE 2024: 126.8%)

L I S T E D P O R T F O L I O FAIR VALUE VS. COST

(30 JUNE 2024: 26.7%)

MONEY RAISED BY PRIVATE PORTFOLIO COMPANIES (1)(2)

P E R C E N T A G E O F P O R T F O L I O B Y F A I R VA LU E T H AT IS FU LLY FU N D ED (1)

(30 JUNE 2024 (3) : >\$290M) (30 JUNE 2024: 60.0%)

A V E R A G E C A S H R U N W A Y O F P R I V A T E P O R T F O L I O T H A T I S N O T F U L L Y F U N D E D F R O M E N D O F T H E PERIOD (1)(4)

N U M B E R O F P R I V A T E P O R T F O L I O C O M P A N I E S T H A T A R E F U L L Y FUNDED OR HAVE 1 2 M O N T H S O R MORE OF CASH RUNWAY (1)

12

(30 JUNE 2024: 14) (30 JUNE 2024 (4) : 14 MONTHS)

As at 31 December 2024

key highlights

As at 31 December 2024

key performance indicators For the period from 1 July 2024 to 31 December 2024

SHARE PRICE MOVEMENT NAV PER SHARE MOVEMENT (1) (1)

DISCOUNT (A S AT 3 1 D EC E M B E R 2024) ( 1 )

-46.2%

ONGOING CHARGES (1)

5.1% -0.4% (PRIOR YEAR: 1.8%) (PRIOR Y E AR: 27.4%)

(30 JUNE 2024: 104.7%)

(30 JUNE 2024: -43.2%)

(PRIOR YEAR: 1.90%) 1.70%

F A I R V A L U E V S . C O S T (A S AT 3 1 D EC E M B E R 2024) (1)

financial summary

31 december
2024
30 June
2024
change 31 december
2023
change
NAV £239.7m £228.1m 5.1% £224.3m 6.8%
NAV per share(1) 101.04p 96.18p 5.1% 94.57p 6.8%
Portfolio valuation £216.3m £201.5m 7.3% £198.0m 9.3%
Fair value vs. cost(1) 112.0% 104.7% 730bp 101.0% 1090bp
Liquid resources £23.5m £27.0m -12.7% £26.8m -12.1%
Market capitalisation £129.0m £129.5m -0.4% £81.6m 58.1%
Share price(1) 54.4p 54.6p -0.4% 34.4p 58.1%
-Discount/+premium(1) -46.2% -43.2% -300bp -63.6% 1740bp
Ongoing charges(1) 1.70% 1.83% -13bp 1.90% -20bp
Number of shares in issue 237.2m 237.2m 0.0% 237.2m 0.0%

(1) Alternative performance measure – see Alternative Performance Measures on pages 54 and 55.

Section title (continued) key portfolio developments

(continued)

ICEYE: Closed a \$65m extension to its post-Series D growth financing round led by Solidium, bringing the round total to \$158m.

ALL.SPACE: Announced a\$44m fundraising led by BOKA Group and with participation by SSIT.

Pixxel: Closed a \$24m extension to its Series B financing round led by M&G Investments and Glade Brook Capital.

Section title key portfolio developments

SatVu: Announced a new £10m interim funding round led by new investor Adara Ventures and existing investor Molten Ventures.

D-Orbit: Announced a second and final close of its €150m Series D growth financing round led by Marubeni.

D-Orbit: Signed a €120m contract with the European Space Agency to develop servicing capabilities for GEO satellites.

Tomorrow.io: Successfully launched and commissioned the second batch of its two microwave sounder satellites.

AST SpaceMobile: Successfully deployed and commissioned its first five commercial satellites and reported cash reserves of over \$500m for the quarter ended September 2024.

chair's statement

chair's statement

(continued)

share price

As at 31 December 2024, the Company's share price was 54.4p, slightly down from 54.6p at 30 June 2024. The share price remained depressed, at a discount of -46.2% vs. the NAV per share at the Period end (30 June 2024: -43.2%), reflecting continuing adverse investor sentiment towards risk assets and, in particular, high growth alternative investment companies.

capital allocation policy

Each year, the Company seeks shareholder approval at the AGM to have the ability to repurchase shares. Similar to its peers in the market, the Company continues to trade at a substantial discount to NAV. A buy-back of shares is usually in the interests of all shareholders as it helps to stabilise the share price, and, when trading at a substantial discount to NAV, it also increases NAV per share. However, it also reduces the liquid resources of the Company and results in the capital that has been used for buy-backs no longer being available for investments.

The Board regularly considers multiple factors to determine the best use of the Company's capital, including the positive impact on NAV per share from buy-backs, the opportunity cost of using capital for buy-backs, potential returns from investments and the need to support portfolio companies through follow-on investment. The latter was the primary use of the Company's capital in the Period.

earnings and dividend

The Company made a gain after tax of £11.5m for the Period (31 December 2023: gain of £2.9m), equal to 4.85p per share (31 December 2023: 1.23p), made up of a revenue loss after tax of £1.6m (31 December 2023: loss of £1.9m), equal to (0.68)p per share (31 December 2023: (0.80)p), and a capital gain after tax of £13.1m (31 December 2023: gain of £4.8m), equal to 5.54p per share (31 December 2023: 2.03p).

The Company is focused on achieving capital growth over the long term. Given the nature of the Company's investments, we do not anticipate recommending to pay a dividend in the foreseeable future.

outlook

The SpaceTech investment sector closed CY24 on a high note, achieving a record 601 deals, an impressive nearly 50% increase year-over-year. Global private investment soared to \$8.6 billion, reflecting a 25% rise from \$6.9 billion in CY23. We expect momentum in the sector to continue in CY25.

On the public front, the recovery in share prices of listed 'new space' companies signals positive momentum for the sector. Notably, two space companies, including one in the SSIT portfolio, have filed to go public since Trump's election victory, underscoring a growing appetite for space investments among public and private investors alike.

However, this optimism is tempered by uncertainty around the US administration's economic policies, particularly the potential for a trade or tariff war that could unsettle broader markets. While the space sector may not be immune to these challenges, it is expected to weather them better than many other industries. This reinforces our confidence in the resilience and growth potential of the space industry, especially as it increasingly intersects with global defence requirements and increased European defence spend.

will whitehorn Chair

12 March 2025

chair's statement

I am pleased to present the Interim Report of Seraphim Space Investment Trust PLC, covering the period from 1 July 2024 to 31 December 2024 (the 'Period'). I would like to thank all shareholders once again for their ongoing support.

progress in the period

The Company continued to manage its cash reserves to allow it to follow its rights in existing portfolio companies whilst continuing to actively seek to invest smaller amounts in new target companies. During the Period, the Company invested £5.1m through followon investments into four existing portfolio companies. As at 31 December 2024, the Company had a portfolio of 24 SpaceTech companies and one fund investment valued at £216.3m (30 June 2024: 24 companies and one fund investment valued at £201.5m) and £23.5m of cash reserves (30 June 2024: £27.0m).

The Investment Manager's Report includes a detailed review of the performance and capitalisation of our portfolio companies. We are encouraged by the continued progress of our key portfolio companies and our portfolio as a whole continuing to be well-capitalised.

nav

Over the Period, an unrealised increase in the fair value of the portfolio of £14.1m was the primary driver of a net asset increase of 5.1%, from £228.1m to £239.7m at 31 December 2024. The NAV per share also increased by 5.1%, from 96.18p to 101.04p at the Period end.

Private companiescontinued to account for the majority of the portfolio (84.0% by number and 93.5% by fair value) at 31 December 2024 (30 June 2024: 80.0% by number and 94.4% by fair value). The fair value of the private portfolio increased over the Period, reaching 130.4% vs. cost (129.7% excluding FX impact) at the Period end (30 June 2024: 126.8% vs. cost and 126.7% excluding FX impact).

The listed element of the portfolio remained depressed at 37.0% fair value vs. cost at 31 December 2024 (36.6% excluding FX impact), although this part of the portfolio showed further improvement over the Period (30 June 2024: 26.7% vs. cost and 26.9% excluding FX impact).

There was minimal impact from foreign exchange variations (+£1.2m) over the Period, although there was significant Sterling to US Dollar volatility through the Period, with losses in the first half of the Period being reversed in the second half.

' Amidst the current tumultuous times on the global front, one thing stands clear: that space will increasingly be at the forefront of government defence spending in both the US and Europe. The new US administration has signalled its enthusiasm for innovative commercial providers to drive both the lofty ambitions for manned missions to Mars and greater efficiency in defence spending.

At the same time, the uncertainty around the US's willingness to continue supporting European security, including in the conflict in Ukraine, is spurring European nations into increasing defence spending to levels not seen in decades. The prospect of Europe potentially no longer being able to rely on the US's intelligence and communications capabilities for its security plays directly to the pressing need for Europe to develop more sovereign space capabilities as quickly as possible.

Our portfolio is positioned to play a key role in this. Our three biggest holdings, ICEYE, D-Orbit and ALL.SPACE, are all European companies with world-leading capabilities that are already being procured by departments of defence in both Europe and the US.

Notwithstanding the turbulence in world events and the resulting volatility in public markets, we anticipate that the year ahead should be one of great opportunity for our portfolio. '

Will Whitehorn

Chair

(continued)

INTERIM MANAGEMENT REPORT

investment manager's report

overview

During the Period, the strategy implemented in the previous year moderately evolved to slightly increase the rate of capital deployment. This was a reaction to initial signs of an improving global macroeconomic backdrop. While there was still uncertainty in the market, in particular prior to the US elections, the NASDAQ was 30% up over the six months ended 31 December 2024 and private SpaceTech investment for CY24 was up nearly 25%.

Our strategy was therefore focussed on dealing with the remaining uncertainty, by both protecting and growing existing portfolio value and, selectively, making followon investments. In addition, we closely monitored the market, especially following the results of the US election, with a view to identifying potential new investment candidates.

Portfolio fundraising: 13 of the companies in the portfolio at the start of the year successfully closed additional financing rounds over the Period, raising nearly \$400m in aggregate.

Portfolio funding status: Importantly, and a testament to the maturing of the portfolio, the management teams of eight of our portfolio companies, representing 61% of the fair value of the portfolio, believe their companies are fully funded based on their latest projections.

Divestments: In line with our focus to maximise NAV by optimising liquidity requirements and portfolio value, we sold down an additional 47% of our original holding in Astroscale for £3.5m during the Period at 78% of the associated cost of those shares (in Sterling). The Company is now holding 12% of the original investment.

Acquisitions: Over the course of the Period, we participated in select funding rounds across our existing portfolio to optimise for future returns, most notably in ALL.SPACE (£3.8m), Xona Space Systems (£0.8m), ChAI (£0.3m) and Skylo (£0.2m).

Market overview

  • SpaceTech is proving to be highly resilient in an uncertain economic environment, driven by increasing interest in defence, global security and climate change mitigation.
  • Record numbers of early stage deals and a recovery in the amount of sizeable growth stage deals indicates the continued attraction of SpaceTech to investors worldwide.
  • As shown by the chart below, SpaceTech venture capital ('VC') investment continues to show a broad trend of recovery. Investment for H2 CY24 was up to \$3.8bn, as compared to \$3.7bn in H2 CY23.
  • Despite a decline in the number of deals completed within the general VC market, SpaceTech continues to see an ever-increasing number of investmentworthy startups being founded and funded.
  • The number of SpaceTech deals continues to rise to new heights. H2 CY24 recorded 282 deals, 35% up from H2 CY23. In contrast, during the same period, general VC deal volume contracted by 26%.
  • Given the increasing importance of SpaceTech within the wider defence market, we would anticipate that CY25 will be another year of strong growth within the SpaceTech investment market.

' The global SpaceTech sector continues to significantly outperform the global technology VC market. Evidence of the growth trajectory has strengthened during the Period, with our portfolio successfully securing nearly \$400 million in additional capital, including two of the top 10 globally funded deals for CY24.

Valuations remain robust, with two-thirds of priced rounds either flat or up compared to previous rounds. Notably, half of the portfolio representing 71% of fair value is now fully funded or has over 12 months of cash runway, with the companies that are not fully funded averaging 9 months of cash runway. Additionally, we have also seen further recovery in the share prices of listed portfolio companies which has contributed to the overall 5.1% NAV increase over the six months ended 31 December 2024. '

Mark Boggett

CEO, Seraphim Space Manager LLP

(continued)

investment manager's report

(continued)

investment activity

In the six months ended 31 December 2024 Acquisitions

Company Segment HQ Type Cost
£m
ALL.SPACE Downlink UK Follow-on 3.8
Xona Space Systems Platform US Follow-on 0.8
ChAI Product UK Follow-on 0.3
Skylo Downlink US Follow-on 0.2
Total 5.1

In August 2024, the Company completed a \$5m (£3.8m) follow-on investment into ALL.SPACE's alongside other existing investors. This additional funding extends the runway as the company stands at a potential critical inflection point as it is transitioning out of R&D and into the commercial ramp up phase.

In December 2024, the Company completed a \$1m (£0.8m) follow-on investment into Xona Space Systems' \$12.5m post-Series A round, alongside a number of existing and new investors. With this funding, Xona Space Systems will place orders and secure launch slots for its next four production satellites.

Also in December 2024, the Company completed a £300k follow-on investment into ChAI's £600k pre-Series A round, alongside existing investors. With this funding, ChAI expects to write its first commodity insurance product.

Finally, the Company completed a \$250k (£0.2m) follow-on investment in Skylo's Series B+ round in December 2024, alongside new and existing investors. Skylo will use this funding to accelerate its growth plans.

Disposals

In the Period, the Company received £3.5m in proceeds from disposals.

Section title investment manager's report

XXXXXXXX REPORT INTERIM MANAGEMENT REPORT

Astroscale went public on the Tokyo Stock Exchange on 5 June 2024. The IPO was oversubscribed at a subscription price of JPY850 per share and backed by both institutional and retail investors. Following the IPO and within the Period, SSIT sold 629,240 of its shares in the company, equivalent to 47% of its holding, for £3.5m. This is equivalent to 78% of the original Sterling cost of investment of those shares that were sold and a 22% premium over the IPO price.

Astroscale satellite (3D Render)

portfolio performance

In the six months ended 31 December 2024 Holdings

31 December 2024
Company Sub-sector HQ Cost(1)
£m
Fair value(1)
£m
% of
NAV
Fair value(1)
£m
ICEYE Earth Observation Finland 39.6 52.4 21.9% 47.8
D-Orbit In-orbit Services Italy 11.6 32.4 13.5% 33.1
ALL.SPACE Ground Terminals UK 26.1 28.5 11.9% 24.1
HawkEye 360 Earth Observation US 18.6 22.0 9.2% 21.5
LeoLabs Data Platforms US 11.7 13.1 5.5% 12.9
SatVu Earth Observation UK 7.0 11.2 4.7% 11.2
AST SpaceMobile Satcoms US 4.4 7.4 3.1% 4.4
Xona Space Systems Navigation US 6.2 6.2 2.6% 5.3
PlanetWatchers Data Analytics UK 5.6 4.9 2.0% 4.8
Seraphim Space Ventures II Various UK 3.8 4.0 1.7% 3.9
Top 10 investments 134.6 182.0 75.9% 169.2
Other investments(2) (12) 54.3 29.9 12.5% 28.2
Non-material investments (2) (3) 4.3 4.4 1.8% 4.1
Total investments 193.1 216.3 90.2% 201.5
Net current assets 23.4 9.8% 26.6
Total assets 239.7 100.0% 228.1

(1) Includes the cost of new and follow-on investments and the original cost of disposals, where relevant, made since 30 June 2024 of £0.6m in aggregate (net).

(2) Prior period includes assets fully or partially disposed of since 30 June 2024.

(continued)

INTERIM MANAGEMENT REPORT

investment manager's report

(continued)

Private portfolio

  • The private portfolio, which comprised the main part of the Company's investments representing 93.5% of fair value and 84.4% of NAV at the Period end, performed solidly, with its fair value closing the Period at 130.4% vs. cost (129.7% excluding FX gains).
  • In aggregate, the fair value of the private portfolio increased 6.3% over the Period.
  • A number of the private holdings continued to deliver on milestones and a number saw substantial revenue growth leading to their management teams expecting them to become EBITDA profitable during 2025.
  • Over the Period, there were significant increases in the fair values of ICEYE (fair value vs. cost: 132%), driven by comparable multiples and due to continued strong performance from the company, and Skylo (fair value vs. cost: 211%), driven by a funding round which closed towards the end of the Period.

Listed portfolio

  • As explained in previous periods, public companies which listed via SPAC transactions suffered significant share price falls in 2022 and 2023. In the latter part of 2024, there was some recovery.
  • During the Period, the fair value of the Company's listed holdings grew 24.1% £14.1m.
  • The listed portfolio (16.0% of the portfolio by number of companies) represented just 5.9% of NAV and 6.5% of portfolio fair value at the end of the Period (fair value vs. cost: 37.0%, up from 26.7% at 30 June 2024).
  • AST SpaceMobile (NASDAQ: ASTS; fair value vs. cost: 167%) delivered commercially over the 12 to 18 months to 31 December 2024 and experienced continued share price increases in the Period, with fair value up £3.0m.
  • Spire Global (NYSE: SPIR; fair value vs. cost: 33%) saw a further increase to its fair value over the Period. However, as explained in the Investment Manager's Report on page 20, news of the sale of its maritime business falling through since the end of the Period, has resulted in the company suffering a significant share price decline.
  • Arqit (NASDAQ: ARQQ; fair value vs. cost: 12%) saw a stop to its share price declines following its new CEO being appointed. Its fair value increased £2.2m over the Period.

Portfolio fundraising activity

  • In aggregate, nearly \$400m was raised by our portfolio companies during the Period, including additional closes on rounds closed in the Company's prior financial year, with more than \$225m raised by privately held portfolio companies and more than \$165m by public portfolio companies.
  • Of the 11 existing privately-held portfolio companies that raised rounds during the Period:
    • over 60% were led by or had significant participation from external investors, demonstrating the attractiveness of those companies to new investors;
    • over 50% raised unpriced rounds using instruments including convertible loan notes; and
    • of those companies that raised priced equity rounds, 60% did so on increased valuations, 20% on flat valuations and the remaining 20% on down valuations. In the single down round, SSIT benefited from occupying a senior position in the capital structure of the company and therefore fair value was not adversely impacted by the down pricing.

Portfolio cash runway

  • We are satisfied with the cash position of the portfolio companies in aggregate and the success of the portfolio in accessing funding during the Period.
  • 71% of the portfolio by fair value has a robust cash runway, with 61% fully funded based on latest projections from the companies' management teams (up from 60% at 30 June 2024) and 11% funded for 12 months or more from 31 December 2024, including raises completed post Period end.
  • The management teams of eight companies (four of which are top 10 holdings) are projecting that the companies are fully funded, up from six companies (five of which were top 10 holdings) at 30 June 2024.
  • Eight companies representing 21% of the fair value of the portfolio at the Period end have less than 12 months of cash runway (from 31 December 2024). These companies are reducing cash burn, increasing their focus on government business development and grants to increase revenues and reducing costs to extend their cash runways. The companies are actively fundraising and, where appropriate, sale processes are under consideration.
  • It is not atypical for VC-backed companies to have less than 12 months cash runway. Most companies typically raise on c.18-month cycles. To date, our portfolio companies that have required additional financing to extend their cash runways have been able to raise the necessary funding.

(continued)

INTERIM MANAGEMENT REPORT

investment manager's report

(continued)

valuation policy

Overview

In respect of private company valuations, fair value is established by using recognised valuation methodologies, in accordance with the International Private Equity and Venture Capital Valuation ('IPEV') Guidelines. The Company has a valuation policy for unquoted securities to provide an objective, consistent and transparent basis for estimating their fair value in accordance with IFRS as well as the IPEV Guidelines. The unquoted securities valuation policy and the associated valuation procedures are subject to review on a regular basis, and updated, as appropriate, in line with industry best practice.

In summary, the Company determines fair value in accordance with the IPEV Guidelines by focusing on updating the enterprise value (for mature businesses with predictable recurring revenue by applying a comparable multiples approach or for less mature businesses either through there being a new funding round or through a valuation recalibration exercise or adjustment for milestones) and then applying the implied equity value (based on adjustments for new debt, etc) to the company's capital structure (i.e. preference stack). In the event of commercial (or technical) underperformance of a portfolio company, a write down can then also be applied, typically in increments of 25%, to reduce fair value.

Quarterly valuation process

All valuations are considered on a quarterly basis and calibrated against the price of the last funding round to ensure this price remains reasonable, looking at private and public comparatives, company performance and/or whether the company has achieved or missed any expected key milestones. This valuation methodology is described as 'calibrated price of recent investment'. Should the calibration indicate that the price of the last funding round was no longer reasonable, a discount or premium would be applied to the price, typically in 25% increments, to reduce or increase fair value.

Recalibration event

In addition, for the material portfolio companies that are not yet mature and (a) whose last funding rounds took place more than 12 months earlier or (b) which had experienced a significant milestone event or material under or overperformance during the relevant quarter (each a 'recalibration event'), the Company undertakes a recalibration across a greater number of datapoints. This process entails assessing the enterprise value following the most recent round against a composite of four elements: observable market data (where possible), recent relevant private investment transactions, public market valuations of comparable companies and the company's internal metrics and performance. This exercise further strengthens the valuation process with the goal of preserving shareholder confidence in the NAV during volatile market conditions and is conducted when a recalibration event occurs and every quarter thereafter until a new priced funding round is completed. In situations where a 'recalibration' is performed, the valuation methodology is described as 'recalibrated enterprise value'.

portfolio fair value

Top 10 holdings' EV changes

The chart below shows, on an anonymised basis, the percentage change in the EV of the private companies in the top 10 holdings over the year. Changes in EV relate to either new funding rounds or adjustments from quarterly valuation recalibration exercises. On a fair value weighted basis, the EV of the private holdings in the top 101 increased 4.1%.

Portfolio fair value change

The chart below shows the fair value ('FV') changes (including additions, disposals, FX and underlying fair value changes) from 30 June 2024 to 31 December 2024.

Image of earth from space

(continued)

investment manager's report

(continued)

INTERIM MANAGEMENT REPORT

Quarterly valuation changes in the three months ended 31 December 2024

  • During the quarter ended 31 December 2024, the portfolio fair value increased by £17.9m, increasing fair value to 112.0% vs. cost (106.6% excluding FX gains).
  • £10.3m in unrealised FX gains, an unrealised fair value increase of £6.9m and additions of £1.3m offset disposals of £0.5m and a £0.1m realised fair value loss.
  • Fair value increases during the quarter at ICEYE, Arqit, Skylo and Spire Global offset fair value declines at AST SpaceMobile.
  • Seraphim Space Ventures II moved into the top 10 holdings in the quarter ended 31 December 2024, resulting from fair value rises at some of its underlying portfolio companies driven by new funding rounds raised in the quarter.

Portfolio developments after the Period end

In January 2025, Voyager rebranded as Voyager Technologies (previously Voyager Space) and submitted a S1 filing to the US Securities and Exchange Commission for a planned IPO later this year. Quantum and pricing are yet to be announced.

Pixxel successfully launched the first three satellites of its hyperspectral constellation. Once operational, this will provide the highest resolution hyperspectral imaging commercially available today.

Skylo's commercial partner Verizon launched the first mobile phones with Skylo satellite connectivity in the US market.

Astroscale signed a JPY12bn (c.\$78m) binding contract with a Japanese government customer to develop its inspace refuelling capabilities.

AST SpaceMobile obtained a temporary license from the US Federal Communications Commission for initial operations with partners AT&T and Verizon.

Having previously announced the sale of its maritime business unit for \$241m, on 11 February 2025, Spire Global made an SEC filing disclosing that Kpler, the prospective buyer, had failed to consummate the transaction despite all closing conditions being met. As a result, Spire Global has commenced legal action against Kpler. In light of this development, Spire Global's share price decreased by 51% between 10 February 2025 and 12 February 2025. As at 11 March 2025, Spire Global's share price was \$9.77 vs. \$14.07 at the Period end, equivalent to a 0.42p per share decline in NAV assuming exchange rates as at 31 December 2024.

performance of the company

In the six months ended 31 December 2024

Portfolio attribution

  • £5.1m of follow-ons more than offset £3.5m in proceeds from disposals in the Period.
  • Increase in unrealised fair value of £12.9m and minimal unrealised FX gain more than offset £1.0m of realised fair value loss during the Period.
  • £216.3m fair value of portfolio at the end of the Period.
  • 730bps increase in closing portfolio fair value vs. portfolio cost, including FX movements.

AST SpaceMobile satellite (3D Render)

(continued)

Section title investment manager's report

investment manager's report

(continued)

XXXXXXXX REPORT INTERIM MANAGEMENT REPORT

INTERIM MANAGEMENT REPORT

NAV

  • NAV increased 5.1% over the Period to £239.7m (30 June 2024: £228.1m).
  • The portfolio fair value (including FX movements) increased by £14.1m over the Period.
  • The NAV per share increased from 96.18p to 101.04p over the Period.
  • £23.5m liquid resources (9.8% of NAV) at 31 December 2024 (30 June 2024: £27.0m).

The Company is targeting an annualised total return on the Company's portfolio of at least 20% over the medium term. Successful venture capital portfolios can expect to see a wide range of exit multiples, and rely for their strong returns on a few outsized winners. The typical period for the outsized winners to achieve their optimal returns is at least three to five years after the B Series investment.

The Company has no formal benchmark index but has tracked its NAV per share and share price movements against the following indices for reference,

  • MSCI World Aerospace and Defense Index (£) a significant proportion of portfolio companies' revenues are derived from the broader aerospace and defence industry and/or have governments as significant customers. • NASDAQ (£) – the Company invests in SpaceTech, a subset of the broader technology market, and two of its listed holdings are listed on NASDAQ. • Dow Jones Global Technology Index (£) – the
  • MSCI World Climate Change Index (£) a significant proportion of portfolio companies' revenues are derived from climate change products and services.
  • FTSE All-Share Index (£) the Company is listed on the London Stock Exchange.

  • Company invests globally in SpaceTech, a subset of the broader technology market.
  • S&P Kensho Space Index (£) the Company invests globally in SpaceTech, a subset of the broader space sector.
  • Goldman Sachs Future Tech Leaders Equity ETF (£) – the Company invests globally in SpaceTech, a subset of the broader technology market.

SatVu thermal image of Stanlow Refinery

24 Seraphim Space Investment Trust PLC Interim Report and Unaudited Condensed Interim Financial Statements 25

As shown by the chart below, the Company's share price has been significantly more volatile than its NAV per share and its share price has outperformed the market between 1 January 2024 and 11 March 2025.

outlook

The next 12 months will be significantly influenced by the new US administration's policies, particularly concerning tariffs and European security. Ongoing global challenges in Israel and Ukraine must be addressed, and the resulting geopolitical shifts will have lasting consequences. Europe and NATO are especially compelled to tackle their historical defence under-investment. This generational transformation in defence spending, coupled with revised procurement practices favouring SMEs and a strong emphasis on digitisation and AI integration, will undoubtedly benefit 'new space' companies.

While space has long supported global security through GNSS (navigation), SIGINT (signal intelligence), satellite imagery and satcoms, the ultra-low-cost, ultra-highresolution, AI-enabled capabilities of 'new space' firms are creating new demands in the defence sector.

Overall, the SSIT portfolio is well-positioned, with unique capabilities that align with defence customer needs, ensuring it is well-capitalised for strong performance in CY25.

With £23.5m of liquid resources and a further £14.1m of potential liquidity via holdings in listed companies at the Period end, we believe that SSIT continues to have adequate reserves to continue to support the existing portfolio whilst also continuing to selectively seek exceptional new investment opportunities.

mark boggett CEO

seraphim space manager llp Investment Manager

12 March 2025

investment manager's report

(continued)

investment manager's report

(continued)

portfolio

top 10 investments

(1) Seraphim Space's taxonomy to describe the SpaceTech sector.

  • (2) Unicorns –those companies valued at in excess of \$1bn. Soonicorns – those companies with the potential to be valued at in excess of \$1bn within the next 1-2 years. Minicorns – those companies with the potential to be valued at in excess of \$1bn within the next 3-4 years. Seedcorns – those companies less mature than Minicorns.
  • (3) Build satellite construction/manufacturing/components. Launch – rockets. Platforms – constellations of satellites in space. Downlink – data from space to earth in a cyber secure manner.
  • Analyse AI applied to large datasets from space.
  • Product space datasets fused with terrestrial data targeted at a vertical such as construction, agriculture, oil and gas. Beyond Earth – activity in space.

portfolio breakdown (by fair value)(1)

Web www.iceye.com
HQ Finland
Taxonomy Platform/Earth Observation
Status Private/Unicorn
Stake category >5-10%
Fair value vs. cost 132%
Valuation method Recalibrated enterprise value

ICEYE operates the world's first and largest constellation of miniaturised satellites that use radar to image the earth both during day and night, even through cloud. ICEYE's radar technology has the ability to monitor change in near real-time.

Total estimated long-term addressable market: \$10bn+

Key sectors addressed: Insurance, defence, climate

Principal UN SDG alignment:

portfolio

(continued)

portfolio

At 31 December 2024

Web www.dorbit.space
HQ Italy
Taxonomy Launch/In-orbit Services
Status Private/Soonicorn
Stake category >5-10%
Fair value vs. cost 278%
Valuation method Calibrated price of recent investment

D-Orbit is the market leader in the space logistics and orbital transportation services industry.

Total estimated long-term addressable market: \$1-5bn

Key sectors addressed: Space logistics, datacentres

Principal UN SDG alignment:

Web www.all.space
HQ UK
Taxonomy Downlink/Ground Terminals
Status Private/Minicorn
Stake category >10-15%
Fair value vs. cost 109%
Valuation method Recalibrated enterprise value

ALL.SPACE is aiming to create a mesh network of satellite connectivity by developing an antenna capable of connecting to any satellite in any constellation in any orbit.

Total estimated long-term addressable market: \$10bn+

Key sectors addressed:

Communications, defence, transport

Principal UN SDG alignment:

Web www.he360.com
HQ US
Taxonomy Platform/Earth Observation
Status Private/Soonicorn
Stake category 0-5%
Fair value vs. cost 118%
Valuation method Recalibrated enterprise value

HawkEye 360 operates the world's largest satellite constellation collecting radio frequency signals to identify and geolocate previously invisible activities.

Total estimated long-term addressable market: \$10bn+

Key sectors addressed: Maritime, defence

Principal UN SDG alignment:

portfolio

(continued)

INTERIM MANAGEMENT REPORT

portfolio

(continued)

Web www.leolabs.space
HQ US
Taxonomy Product/Data Platforms
Status Private/Minicorn
Stake category 0-5%
Fair value vs. cost 112%
Valuation method Recalibrated enterprise value

LeoLabs is providing a mapping service for space by deploying a network of ground-based antennas capable of detecting objects as small as 2cm as far as 1,000km away.

Total estimated long-term addressable market: \$1-5bn

Key sectors addressed:

Space, insurance, defence

Principal UN SDG alignment:

Web www.satellitevu.com
HQ UK
Taxonomy Platform/Earth Observation
Status Private/Minicorn
Stake category >10-15%
Fair value vs. cost 160%
Valuation method Calibrated price of recent investment

SatVu is aiming to monitor the heat signatures of any building on the planet in near real time to determine valuable insights into economic activity, energy efficiency and carbon footprint.

Total estimated long-term addressable market: \$1-5bn

Key sectors addressed: Energy, property, defence, climate

Principal UN SDG alignment:

Web www.ast-science.com
HQ US
Taxonomy Platform/Communications
Status Public/Listed
Stake category 0-5%
Fair value vs. cost 167%
Valuation method Available market price

AST SpaceMobile is launching a constellation of cell towers in space, providing direct to cell 5G connectivity from space.

Total estimated long-term addressable market: \$50bn+

Key sectors addressed: Space, telecoms, communica-tions

Principal UN SDG alignment:

Web www.seraphim.vc/seraphim-space-ventures-2/
HQ UK
Taxonomy Various
Status Private/Seedcorn
Stake category >15-25%
Fair value vs. cost 105%
Valuation method Current portfolio value less fund expense

Seraphim Space Ventures II is a private venture fund investing in SpaceTech companies globally at Seed and Series A stages. The fund focuses on the next generation of visionary entrepreneurs looking to transform science fiction into science fact.

Total estimated long-term addressable market:

Key sectors addressed: Various

Principal UN SDG alignment:

Various

D-Orbit Satellite (3D Render)

Web www.planetwatchers.com
HQ UK
Taxonomy Analyse/Data Analytics
Status Private/Seedcorn
Stake category >25-50%
Fair value vs. cost 88%
Valuation method Partial write down to price of last round

PlanetWatchers has developed an AI-enabled analytics platform using satellite radar imagery for crop monitoring, insurance and automated insurance claims assessments.

Total estimated long-term addressable market: \$5-10bn

Key sectors addressed: Agriculture, insurance, climate

Principal UN SDG alignment:

Web www.xonaspace.com
HQ US
Taxonomy Platform/PNT
Status Private/Soonicorn
Stake category >10-15%
Fair value vs. cost 99%
Valuation method Calibrated price of recent investment

Xona Space Systems is developing a next-generation GPS satellite constellation for more secure and precise position and timing.

Total estimated long-term addressable market: \$10bn+

Key sectors addressed: Transport, defence, logistics

Principal UN SDG alignment:

corporate governance

corporate governance

(continued)

directors' responsibilities statement

We confirm to the best of our knowledge that:

  • the condensed set of financial statements has been prepared in accordance with IAS 34 Interim Financial Reporting;
  • the Interim Management Report includes a fair review of the information required by Disclosure Guidance and Transparency Rule 4.2.7R (being an indication of important events that have occurred during the Period, their impact on the condensed set of financial statements and a description of the principal risks and uncertainties for the remaining six months of the financial year); and
  • the Interim Management Report includes a fair review of the information required by Disclosure Guidance and Transparency Rule 4.2.8R (being any related party transactions that have taken place in the Period and that have materially affected the financial position or performance of the Company during the Period and any changes in the related party transactions described in the last Annual Report that could have a material effect on the financial position or performance of the Company in the Period).

This responsibility statement was approved by the Board on 12 March 2025.

On behalf of the Board

will whitehorn Chair 12 March 2025

corporate governance

principal and emerging risks and uncertainties

The Directors have a process for identifying, evaluating and managing the principal and emerging risks facing the Company. This process was in operation during the Period and continues in place up to the date of this report.

The principal risks facing the Company are investment return risk, discount risk, portfolio company performance risk, public company share price volatility risk, macroeconomic risk, valuation risk, realisation risk, foreign exchange risk, liquidity risk, key person risk and ESG risk. An explanation of these risks, their potential impact and how they are managed is set out on pages 55 to 59 of the Company's Annual Report for the year ended 30 June 2024, which is available on the Company's website (https://investors.seraphim.vc/).

During the period, the Board has continued to review the Company's principal risks and uncertainties and considers that they have not changed materially since 14 October 2024, the date of the Company's 2024 Annual Report, and are not expected to change materially for the remainder of the Company's financial year.

financial statements

FINANCIAL STATEMENTS

Note 31 December
2024
£'000
30 June
2024
£'000
Non-current assets
Investments at fair value through profit or loss 8 216,269 201,499
216,269 201,499
Current assets
Trade and other receivables 9 52 98
Cash and cash equivalents 10 23,549 26,985
23,601 27,083
Current liabilities
Trade and other payables 11 (207) (444)
(207) (444)
Net current assets 23,394 26,639
Net assets 239,663 228,138
Equity
Share capital 12 2,394 2,394
Share premium 12 60,377 60,377
Treasury shares 12 (987) (987)
Retained losses 4,703 (6,822)
Other reserves 12 173,176 173,176
Total shareholders' funds 239,663 228,138
Number of shares in issue at year end 13 237,198,584 237,198,584
Net assets per share (pence) 101.04 96.18

The interim financial statements on pages 38 to 41 were approved and authorised for issue by the Board of Directors on 12 March 2025 and signed on its behalf by:

will whitehorn sue inglis Chair Director

condensed statement of financial position

As at 31 December 2024

condensed statement of comprehensive income

For the six months ended 31 December 2024

For the six months ended
31 December 2024
For the six months ended
31 December 2023
Note Revenue
£'000
Capital
£'000
Total
£'000
Revenue
£'000
Capital
£'000
Total
£'000
Investment gain
Net gain on investments held at
fair value through profit or loss 8 13,145 13,145 4,817 4,817
13,145 13,145 4,817 4,817
Expenses
Management fee 4 (1,421) (1,421) (1,422) (1,422)
Other operating expenses 5 (475) (475) (772) (772)
Total expenses (1,896) (1,896) (2,194) (2,194)
Operating (loss)/profit for the
period (1,896) 13,145 11,249 (2,194) 4,817 2,623
Finance income
Interest income 276 276 295 295
Total finance income 276 276 295 295
(Loss)/profit for the period
before tax (1,620) 13,145 11,525 (1,899) 4,817 2,918
Tax 6
(Loss)/profit and total
comprehensive (expense)/
income attributable to:
Equity holders of the
Company (1,620) 13,145 11,525 (1,899) 4,817 2,918
Profit per share
Basic and diluted (losses)/
earnings per share (pence) 7 (0.68) 5.54 4.85 (0.80) 2.03 1.23

All Revenue and Capital items in the above statement derive from continuing operations. No operations were acquired or discontinued in either period.

The Total column of this statement is the profit and loss account of the Company, and the Revenue and Capital columns represent supplementary information prepared under guidance issued by the Association of Investment Companies.

The accompanying notes on pages 42 to 51 form an integral part of these financial statements.

condensed statement of cash flows

For the six months ended 31 December 2024

For the
six months ended
31 December
2024
£'000
For the
six months ended
31 December
2023
£'000
Cash flows from operating activities
Profit for the period before tax 11,525 2,918
Adjustments for:
Foreign currency cash movement (188)
Purchase of investments (5,091) (5,713)
Disposal of investments 3,466
Unrealised movement in fair value of investments (14,145) (4,817)
Realised loss on disposal of investments 1,000
Movement in payables (237) 45
Movement in receivables 46 27
Net cash used in operating activities (3,624) (7,540)
Cash flows from financing activities
Share buy-backs (987)
Net cash generated from financing activities (987)
Net movement in cash and cash equivalents during the period (3,624) (8,527)
Cash and cash equivalents at the beginning of the period 26,985 35,309
Exchange translation movement 188
Cash and cash equivalents at the end of the period 23,549 26,782

condensed statement of changes in equity

For the six months ended 31 December 2024

Total shareholders' funds at
31 December 2024
2,394 60,377 (987) 173,176 (14,135) 18,838 239,663
Total comprehensive (expense)/
income for the period
(1,620) 13,145 11,525
Opening net assets attributable
to shareholders
2,394 60,377 (987) 173,176 (12,515) 5,693 228,138
Share
capital
£'000
Share
premium
£'000
Treasury
shares
£'000
Special
distributable
reserve
£'000
Revenue
£'000
Retained (losses)/earnings
Capital
£'000
Total
£'000

For the six months ended 31 December 2023

Share Share Treasury Special
distributable
Retained (losses)/earnings
capital
£'000
premium
£'000
shares
£'000
reserve
£'000
Revenue
£'000
Capital
£'000
Total
£'000
Opening net assets attributable
to shareholders 2,394 60,377 173,176 (8,789) (4,761) 222,397
Repurchase of ordinary shares (987) (987)
Total comprehensive (expense)/
income for the year (1,899) 4,817 2,918
Total shareholders' funds at
31 December 2023 2,394 60,377 (987) 173,176 (10,688) 56 222,008

FINANCIAL STATEMENTS

40 Seraphim Space Investment Trust PLC

(continued)

2. material accounting policies (continued)

Going concern

The Company's cash balance at 31 December 2024 was £23.5m which was sufficient to cover its liabilities of £0.2m at that date and any foreseeable expenses for a period of at least 12 months from the date of approval of these financial statements, including in severe but plausible downside scenarios.

The Company's cash balance is comprised of cash held on deposit with substantial global financial institutions with strong credit ratings and the risk of default by the counterparties is considered extremely low. The major cash outflows of the Company are expected to be for the acquisition of new or follow-on investments, which are discretionary. The Company is closed-ended and there is no requirement for the Company to buy back or redeem shares.

High growth alternative investment companies continue to suffer from adverse investor sentiment towards risk assets. This, and market volatility driven by macroeconomic and geopolitical events, remain risks to the Company. The Directors and Investment Manager continue to consider the following specific key potential impacts:

  • volatility in the fair value of investments; and
  • uncertainty regarding the Company's ability to raise additional capital and support its existing portfolio.

In considering these key potential impacts, the Directors and Investment Manager have assessed them with reference to the Company's risk framework and mitigation measures in place.

Having made enquiries, the Board is satisfied that the Company's service providers have robust processes in place in order to continue to provide the required level of services to the Company, and to maintain compliance with laws and regulations, in the face of the challenges arising as a result of the weak macroeconomic environment. There have been no operational difficulties encountered or disruption in service to date.

Based on the assessment outlined above, including the various risk mitigation measures in place, the Directors do not consider that the impact of a weak global macroeconomic environment has created a material uncertainty over the assessment of the Company as a going concern.

On the basis of this review, and after making due enquiries, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for at least 12 months from the date of approval of these financial statements. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

notes to the financial statements

For the six months ended 31 December 2024

1. general information

The Company is an externally managed closed-ended investment company, incorporated in England and Wales on 14 May 2021 with registered number 13395698. The Company's ordinary shares were admitted to trading on the London Stock Exchange's main market on 14 July 2021.

2. material accounting policies

Basis of preparation

The condensed financial statements have been prepared in accordance with UK-adopted IAS 34 Interim Financial Reporting. Where presentational guidance set out in the AIC SORP is consistent with the requirements of UKadopted IAS, the Directors have sought to prepare the condensed financial statements on a basis compliant with the recommendations of the AIC SORP. In particular, supplementary information which analyses the Statement of Comprehensive Income between items of a revenue and capital nature has been presented alongside the total Statement of Comprehensive Income. The determination of whether an item should be recognised as revenue or capital is carried out in accordance with the principles and recommendations set out in the AIC SORP. The Directors have chosen to apply the non-allocation approach, so all indirect costs are charged to the Revenue column of the Statement of Comprehensive Income.

The same accounting policies, presentation and methods of computation are followed in these condensed financial statements as were applied in the preparation of the Company's annual financial statements for the year ended 30 June 2024. These accounting policies are expected to be applied in the Company's financial statements for the year ended 30 June 2025.

The annual financial statements were prepared on the historic cost basis, as modified for the measurement of certain financial instruments held at fair value through profit or loss and in accordance with UK-adopted International Accounting Standards and those parts of the Companies Act 2006 applicable to companies under International Financial Reporting Standards.

These condensed financial statements do not constitute statutory accounts as defined in section 434 of the Companies Act 2006 and do not include all information and disclosures required in an Annual Report. They should be read in conjunction with the Company's Annual Report for the year ended 30 June 2024.

In these financial statements, unless otherwise indicated, values are rounded to the nearest thousand (£'000).

(continued)

FINANCIAL STATEMENTS

notes to the financial statements

(continued)

6. tax

As an investment trust, the Company is exempt from UK corporation tax on capital gains arising on the disposal of shares. Capital profits from its creditor loan relationships or derivative contracts are exempt from UK tax where the profits are accounted for through the Capital column of the Statement of Comprehensive Income, in accordance with the AIC SORP.

No tax liability has been recognised in the financial statements.

Period ended ended 31 December 2024 Period ended ended 31 December 2023
Revenue
£'000
Capital
£'000
Total
£'000
Revenue
£'000
Capital
£'000
Total
£'000
UK corporation tax charge
on profits for the period at
25% (2023: 25%)
Period ended ended 31 December 2024 Period ended ended 31 December 2023
Revenue
£'000
Capital
£'000
Total
£'000
Revenue
£'000
Capital
£'000
Total
£'000
Return on ordinary
activities before taxation
(1,830) 13,353 11,523 (1,899) 4,817 2,918
(Loss)/profit on ordinary
activities multiplied
by standard rate of
corporation tax in the UK
of 25% (2023: 25%)
(457) 3,338 2,881 (475) 1,204 729
Effects of:
Non-taxable gains on
investments
Disallowable expenses

(3,338)
(3,338)

2
(1,204)
(1,204)
2
Excess management
expenses not utilised in
the period
457 457 473 473
Period ended ended 31 December 2024 Period ended ended 31 December 2023
Revenue
£'000
Capital
£'000
Total
£'000
Revenue
£'000
Capital
£'000
Total
£'000
UK corporation tax charge
on profits for the period at
25% (2023: 25%)
Period ended ended 31 December 2024 Period ended ended 31 December 2023
Revenue
£'000
Capital
£'000
Total
£'000
Revenue
£'000
Capital
£'000
Total
£'000
Return on ordinary
activities before taxation
(1,830) 13,353 11,523 (1,899) 4,817 2,918
(Loss)/profit on ordinary
activities multiplied
by standard rate of
corporation tax in the UK
of 25% (2023: 25%)
(457) 3,338 2,881 (475) 1,204 729
Effects of:
Non-taxable gains on
investments
Disallowable expenses

(3,338)
(3,338)

2
(1,204)
(1,204)
2
Excess management
expenses not utilised in
the period
457 457 473 473
Total tax charge

As at 31 December 2024 the Company did not recognise a deferred tax asset of £3,514,963 arising as a result of having unutilised management expenses carried forward at the Period end of £14,059,582 based on a prospective corporation tax rate of 25%. These expenses will only be utilised if the tax treatment of the Company's income and chargeable gains changes or if the Company's investment profile changes.

Deferred tax is not provided on capital gains and losses arising on the revaluation or disposal of investments because the Company meets (and intends to continue to meet for the foreseeable future) the conditions for approval as an investment trust company.

7. earnings per share

Six months ended 31 December 2024 Six months ended 31 December 2023
Revenue Capital Total Revenue Capital Total
(Loss)/profit attributable
to equity (£'000)
(1,620) 13,145 11,525 (1,899) 4,817 2,918
Weighted average number
of ordinary shares in issue
237,384,640 237,754,730
Basic and diluted (losses)/
earnings per share in the
period (pence) (0.68) 5.54 4.85 (0.80) 2.03 1.23

3. significant accounting judgements, estimates and assumptions

The preparation of the financial statements requires the application of estimates which may affect the results reported in the financial statements. Estimates, by their nature, are based on judgements, assumptions and available information.

Further details of these estimates, judgements and assumptions made by the Directors are given in the financial statements for the year ended 30 June 2024.

4. management and performance fees

Management fee

Under the Investment Management Agreement, the Investment Manager is entitled to a management fee of 1.25% per annum of NAV up to £300m and 1.00% per annum of NAV above £300m, payable quarterly in advance.

Management fees incurred in the Period were £1.42m (2023: £1.42m), of which £Nil was payable to the Investment Manager as at 31 December 2024.

Performance fee

Under the Investment Management Agreement, the Investment Manager is also entitled to a performance fee of 15% over an 8% hurdle with full catch-up, calculated on NAV annually. The performance fee is only payable where the adjusted NAV at the end of a performance period exceeds the higher of the performance hurdle and a highwater mark. The accrued performance fee will only be paid to the extent that the aggregate of the net realised profits on unlisted investments, net unrealised gains on listed investments and income received from investments during the relevant performance period is greater than the performance fee payable and, to the extent that such aggregate is less than the performance fee payable, an amount equal to the difference shall be carried forward and included in the performance fee payable as at the end of the next performance period. Subject to the Takeover Code, the Investment Manager is required to reinvest 15% of any performance fee paid in shares of the Company. Full details of the performance fee are set out in the Company's IPO prospectus, which is available on the Company's website (https://investors.seraphim.vc/).

No performance fee was accrued for or paid to the Investment Manager for the Period (2023: £Nil).

5. operating expenses

Six months
ended
31 December
2024
£'000
Six months
ended
31 December
2023
£'000
Legal & professional fees 78 186
Administration & depository fees 130 128
Directors' fees 120 114
Audit of statutory financial statements 54 50
Irrecoverable VAT 43 26
Insurance expense 15 11
Other operating expenses 35 257
Total operating expenses 475 772

The Company had no employees during the period ended 31 December 2024 (2023: Nil)

(continued)

FINANCIAL STATEMENTS

notes to the financial statements

(continued)

8. investments held at fair value through profit or loss (continued)

Fair value measurements

The Company measures fair value using the following fair value hierarchy that prioritises the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under IFRS 13 are as follows:

from prices). This category includes instruments valued using quoted prices in active markets for similar instruments, quoted prices for identical or similar instruments in markets that are considered less than active or other valuation techniques for which all significant inputs are directly or indirectly observable

  • Level 1: Quoted price (unadjusted) in an active market for an identical instrument.
  • Level 2: Valuation techniques based on observable inputs, either directly (i.e. as prices) or indirectly (i.e. derived from market data.
  • or assumptions are required to reflect differences between the instruments.

Level 3: Valuation techniques using significant unobservable inputs. This category includes all instruments for which the valuation technique includes inputs that are not based on observable data and the unobservable inputs have a significant effect on the instrument's valuation. This category includes instruments that are valued based on quoted prices for similar instruments for which significant unobservable adjustments

The level in the fair value hierarchy within which the fair value measurement is categorised in its entirety is determined on the basis of the lowest level input that is significant to the fair value measurement. For this purpose, the significance of an input is assessed against the fair value measurement in its entirety. If a fair value measurement uses observable inputs that require significant adjustment based on unobservable inputs, that measurement is a Level 3 measurement.

Assessing the significance of a particular input to the fair value measurement in its entirety requires judgement, considering factors specific to the asset or liability.

The determination of what constitutes 'observable' requires significant judgement by the Company. The Company considers observable data to be market data that is readily available, regularly distributed or updated, reliable and verifiable, not proprietary and provided by independent sources that are actively involved in the relevant market.

The objective of the valuation techniques used is to arrive at a fair value measurement that reflects the price that would be received if an asset was sold or a liability transferred in an orderly transaction between market participants at the measurement date.

The following table analyses, within the fair value hierarchy, the Company's investments measured at fair value at 31 December 2024.

As at 31 December 2024

Listed investments 6,699 7,401 14,100
Unlisted investments 202,169 202,169

As at 30 June 2024

As at 31 December 2024 Level 1
£'000
Level 2
£'000
Level 3
£'000
Total
£'000
Listed investments 6,699 7,401 14,100
Unlisted investments 202,169 202,169
6,699 7,401 202,169 216,269
As at 30 June 2024 Level 1
£'000
Level 2
£'000
Level 3
£'000
Total
£'000
Listed investments 6,946 4,419 11,365
Unlisted investments 190,134 190,134
6,946 4,419 190,134 201,499

8. investments held at fair value through profit or loss

For the six months ended 31 December 2024 Level 1
£'000
Level 2
£'000
Level 3
£'000
Total
£'000
Opening balance 6,946 4,419 190,134 201,499
Investment additions(1) 5,560 5,560
Investment disposals(2) (3,483) (452) (3,935)
Transfers from Level 3 to Level 1
3,463 4,419 195,242 203,124
Loss on disposals (983) (17) (1,000)
Change in fair value 4,449 2,624 5,850 12,923
Change in fair value – foreign exchange movement (229) 358 1,093 1,222
Net gain on investments held at fair value through
profit or loss 3,237 2,982 6,926 13,145
Closing balance 6,700 7,401 202,168 216,269

(1) During the six months ended 31 December 2024, cash transactions amounted to £5.1m (2023: £Nil) and non-cash transactions amounted to £0.5m (2023: £Nil) and relate to the conversions of loan to equity in Seraphim Space Ventures II LP.

(2) During the six months ended 31 December 2024, cash transactions amounted to £3.5m (2023: £Nil) and non-cash transactions amounted to £0.4m (2023: £Nil) and relate to the conversions of loan to equity in Seraphim Space Ventures II LP.

Year ended 30 June 2024 Level 1
£'000
Level 2
£'000
Level 3
£'000
Total
£'000
Opening balance 3,171 1,637 182,620 187,428
Investment additions(1) 15,800 15,800
Investment disposals(2) (12,183) (12,183)
Transfers from Level 3 to Level 1 3,852 (3,852)
7,023 1,637 182,385 191,045
Loss on disposals (1,421) (1,421)
Change in fair value (82) 2,752 9,088 11,758
Change in fair value – foreign exchange movement 5 30 82 117
(77) 2,782 7,749 10,454
Net (loss)/gain on investments held at fair value
through profit or loss (77) 2,782 7,749 10,454
Closing balance 6,946 4,419 190,134 201,499

(1) During the year ended 30 June 2024, cash transactions amounted to £7.1m (2023: £17.1m) and non-cash transactions amounted to £8.7m (2023: £Nil) and relate to the conversions of loan to equity in D-Orbit (£4.8m) and Seraphim Space Ventures II LP (£0.1m) and the initial investment in Seraphim Space Ventures II LP (£3.8m).

(2) During the year ended 30 June 2024, cash transactions amounted to £3.5m (2023: £3.3m) and non-cash transactions amounted to £8.7m (2023: £Nil) and relate to the conversions of loan to equity in D-Orbit (£4.8m) and Seraphim Space Ventures II LP (£0.1m) and the in specie transfer of nine assets to Seraphim Space Ventures II LP (£3.8m).

(continued)

FINANCIAL STATEMENTS

notes to the financial statements

(continued)

8. investments held at fair value through profit or loss (continued)

As at 30 June 2024

Fair value
Valuation methodology (£'000) Unobservable input
Level 1
Available market price (mark to market) 6,946 n/a
Level 2
Available market price 4,419 n/a
Level 3
Recalibrated enterprise value 106,347 Premium or write down percentage, transaction
price and company performance
Calibrated price of recent investment (<3 months) 22,812 Transaction price and company performance
Calibrated price of recent investment (3-6 months) 38,289 Transaction price and company performance
Calibrated price of recent investment (>6 months) 6,767 Transaction price and company performance
Partial write down to price of recent investment 12,297 Write down percentage, transaction price and
company performance
Milestone multiples 3,622 Discount to comparables/multiples
Total 201,499

Details of significant holdings as required by Schedule 4 of The Large and Medium-sized Companies and Groups (Accounts and Reports) Regulation 2008 are set out below.

31 December 2024

Name Nature of
relationship
Country of incorporation Class of shares held %
share
holding
Capital &
reserves
(£)
Profit/(loss)
(£)
Year-end
of data
PlanetWatchers
(UK) Limited
Shareholder UK Series Seed 2 Preference
Pre-Series A Preference
Series A Preference
78%
29%
43%
12,052,704 Not publicly
available
31-Dec-23

30 June 2024

Name Nature of
relationship
Country of incorporation Class of shares held %
share
holding
Capital &
reserves
(£)
Profit/(loss)
(£)
Year-end
of data
PlanetWatchers
(UK) Limited
Shareholder UK Series Seed 2 Preference
Pre-Series A Preference
Series A Preference
78%
29%
43%
12,052,704 Not publicly
available
31-Dec-23

8. investments held at fair value through profit or loss (continued)

The Level 1 investments were valued by reference to the closing bid prices of each portfolio company on the reporting date.

The Level 2 investments are instruments that need to be exercised before the Company receives shares in the underlying portfolio company and they were valued by reference to the exercise price of the instrument and the closing bid price of the relevant portfolio company on the reporting date.

Due to their nature, the unlisted investments are always expected to be classified as Level 3 as these are not traded and their fair values contain unobservable inputs.

Significant unobservable inputs for Level 3 valuations

The fair value of unlisted securities is established with reference to the International Private Equity and Venture Capital Association Valuation Guidelines and the Company may base valuations on the calibrated price of recent investment in the portfolio companies, comparable milestones or multiples of earnings or revenues where applicable. An assessment is made at each measurement date as to the most appropriate valuation methodology.

The valuation methodologies applied involve subjectivity in their significant unobservable inputs and the table below outlines these inputs.

As at 31 December 2024

Fair value
Valuation methodology (£'000) Unobservable input
Level 1
Available market price (mark to market) 6,699 n/a
Level 2
Available market price 7,401 n/a
Level 3
Recalibrated enterprise value 116,036 Premium or write down percentage, transaction
price and company performance
Calibrated price of recent investment (<3 months) 24,930 Transaction price and company performance
Calibrated price of recent investment (3-6 months) 38,526 Transaction price and company performance
Calibrated price of recent investment (>6 months) 6,674 Transaction price and company performance
Partial write down to price of recent investment 16,003 Write down percentage, transaction price and
company performance
Milestone multiples – Discount to comparables/multiples
Total 216,269

(continued)

FINANCIAL STATEMENTS

13. net asset value per share

31 December
2024
30 June
2024
Net assets (per Statement of Financial Position) £239.7m £228.1m
Number of ordinary shares in issue (excluding treasury shares) 237,198,584 237,198,584
Net asset value per share 101.04p 96.18p

14.related party and investment manager transactions

Directors

As at 31 December 2024, the Company had four non-executive Directors. Directors' fees (excluding employer national insurance contributions) for the period ended 31 December 2024 amounted to £105k (2023: £100k), of which £Nil was outstanding at the Period end (2023: £Nil).

Investment Manager

Seraphim Space Manager LLP has been appointed as the Company's exclusive Investment Manager and AIFM and is responsible for the day-to-day operation and management of the Company's investment portfolio, subject at all times to the overall supervision of the Board.

For the provision of services under the Investment Management Agreement, the Investment Manager earns a management fee and performance fee, as disclosed in note 4.

As explained on page 18 of the 2024 Annual Report, in April 2024, the Company announced the sale of nine early stage portfolio companies to the Venture Fund for a total consideration of £3.8m, settled through the issuance of an interest for the Company in the Venture Fund. The Investment Manager also acts as investment manager to the Venture Fund. The Company does not incur any management fees and is not subject to carried interest as a limited partner in the Venture Fund.

15.ultimate controlling party

In the opinion of the Board, on the basis of the shareholdings disclosed to it, the Company has no ultimate controlling party.

16.subsequent events

Please refer to page 20 for details of the subsequent events in the normal course of business. There are no other significant subsequent events.

9. trade and other receivables

31 December 30 June
2024 2024
£'000 £'000
Prepayments 37 83
VAT receivable 15 15
52 98

10.cash and cash equivalents

Cash and cash equivalents comprise cash held by the Company and available on demand. Cash and cash equivalents were as follows:

31 December
2024
£'000
30 June
2024
£'000
Cash and cash equivalents 23,549 26,985
23,549 26,985

11. trade and other payables

31 December
2024
£'000
30 June
2024
£'000
Accruals 155 294
Trade creditors 52 150
207 444

12. share capital

Date Issued and fully paid Number of
ordinary shares
Share
capital
£'000
Treasury
shares
£'000
Share
premium
£'000
Other
reserves
£'000
Total
£'000
30 June 2024 Opening balance 237,198,584 2,394 (987) 60,377 173,176 234,960
31 December 2024 237,198,584 2,394 (987) 60,377 173,176 234,960

On 13 July 2023, the Company announced a share repurchase programme to repurchase ordinary shares in the Company. During the Period, no shares were purchased (2023: 2,186,344). The Company holds 2,186,344 of its ordinary shares in treasury and has 237,198,584 ordinary shares in issue (excluding treasury shares).

notes to the financial statements

(continued)

further information

alternative performance measures

(continued)

FURTHER INFORMATION

ongoing charges

Operating costs incurred in the 12 months ending at the period end, charged to Revenue or Capital in the Statement of Comprehensive Income, calculated as a percentage of the average published net assets in respect of the 12 month period. Operating costs exclude, for this purpose, any performance fee, the costs of acquiring and disposing of investments, any finance costs, taxation and any costs not expected to recur in the foreseeable future. The calculation is performed in accordance with the guidelines issued by the AIC.

31 December
2024
£'000
30 June
2024
£'000
Investment management fee 2,825 2,826
Other operating expenses 1,174 1,482
Less non-recurring operating expenses (151) (157)
Ongoing charges a 3,849 4,151
Average quarterly NAV b 225,745 226,902
Ongoing charges ratio a/b 1.70% 1.83%

portfolio fair value vs. cost

The amount by which the fair value of the assets in the portfolio at the end of the period has changed in relation to the aggregate cost of the assets (adjusted for any disposals), expressed as a percentage of the aggregate cost.

31 December
2024
£m
30 June
2024
£m
Portfolio fair value (note 8 to the financial statements) a 216.3 201.5
Aggregate cost of the assets (adjusted for any disposals) b 193.1 192.5
Portfolio fair value vs. cost a/b 112.0% 104.7%

We assess the Company's performance using a variety of measures, some of which are not specifically defined under UK-adopted International Accounting Standards and are therefore termed 'APMs'. Our APMs, which are shown below, are reconciled, where appropriate, to the financial statements through the narrative below. The Board believes that each of the APMs, which (with the exception of portfolio fair value vs. cost) are typically used within the listed investment company sector, provide additional useful information to shareholders to help assess the Company's performance.

share price movement

Share price movement in the period, expressed as a percentage.

31 December 2024 vs. 30 June 2024
Share price on 30 June 2024 a 54.6
Share price on 31 December 2024 b 54.4
Movement (b-a)/a -0.4%
31 December 2024 vs. 31 December 2023
Share price on 31 December 2023 a 34.4
Share price on 31 December 2024 b 54.4
Movement (b-a)/a 58.1%

nav per share movement

Net asset value per share movement in period, expressed as a percentage.

(b-a)/a 5.1%
b 101.04
a 96.18

31 December 2024 vs. 31 December 2023

Movement (b-a)/a 6.8%
NAV per share on 31 December 2024 b 101.04
NAV per share on 31 December 2023 a 94.57

-discount/+premium

The amount by which the market price per share of a listed investment company is either lower (discount) or higher (premium) than the NAV per share, expressed as a percentage of the NAV per share.

31 December
2024
30 June
2024
NAV per share (note 13 to the financial statements) a 101.04 96.18
Share price b 54.40 54.60
-Discount/+premium (b-a)/a -46.2% -43.2%

alternative performance measures

glossary

(continued)

FURTHER INFORMATION

Total return: the total return on an investment comprises both changes in the NAV per share or share price and any dividends paid to shareholders and is calculated on the basis that all historic dividends have been reinvested in the NAV or shares on the date the shares become ex-dividend.

Treasury shares: the Company has the authority to make market purchases of its ordinary shares for retention as treasury shares for future reissue, resale, transfer or cancellation. Treasury shares do not receive distributions and the Company is not entitled to exercise the voting rights attaching to them.

VC: venture capital.

Venture Fund: Seraphim Space Ventures II LP.

AI: artificial intelligence.

AIC: The Association of Investment Companies, the trade body for UK-listed closed-ended investment companies.

AIC SORP: The Statement of Recommended Practice for the Financial Statements of Investment Trust Companies and Venture Capital Trusts, issued by the AIC as amended from time to time.

Board: the Board of Directors of the Company.

Company or SSIT: Seraphim Space Investment Trust PLC.

CY: calendar year, a one-year period that begins on 1 January and ends on 31 December.

Directors: the Directors of the Company.

Discount: the share price of a listed investment company is rarely the same as its NAV. When the share price is lower than the NAV per share it is said to be trading at a discount. The discount is the difference between the share price and the NAV, expressed as a percentage of the NAV.

ESG: environmental, social and governance.

EV: enterprise value.

Fair value-weighted average growth: average growth rates for multiple portfolio companies, weighted by each portfolio company's relative fair value.

FCA: Financial Conduct Authority.

FV: fair value.

FX: foreign exchange.

GEO: geosynchronous equatorial orbit (35,786km from earth) with a 24-hour period.

GPS: global positioning system.

IAS: International Accounting Standard.

IFRS: the International Financial Reporting Standards, being the principles-based accounting standards, interpretations and the framework by that name issued by the International Accounting Standards Board, to the extent they have been adopted by the UK.

Investment Management Agreement: the investment management agreement entered into between the Investment Manager and the Company.

Investment Manager or Seraphim Space: Seraphim Space Manager LLP.

IPEV: the International Private Equity and Venture Capital Association.

IPO: initial public offering, being an offering by a company of its share capital to the public with a view to seeking an admission of its shares to a recognised stock exchange.

London Stock Exchange: London Stock Exchange PLC.

NASDAQ: National Association of Securities Dealers Automated Quotations.

NAV or net asset value: the value of the assets of the Company less its liabilities as calculated in accordance with its accounting policies (or, in the context of an ordinary share, the NAV of the Company divided by the number of ordinary shares in issue (but excluding any treasury shares)).

Premium: a premium occurs when the share price of a listed investment company is higher than the NAV. The premium is the difference between the share price and the NAV, expressed as a percentage of the NAV.

SME: small to medium sized enterprise.

SPAC: special purpose acquisition company.

SpaceTech: in the context of a business, an organisation which relies on space-based connectivity and/or precision, navigation and timing signals or whose technology or services are already addressing, originally derived from or of potential benefit to the space sector.

glossary

cautionary statement

FURTHER INFORMATION

corporate information

Registered Office

5th Floor 20 Fenchurch Street London EC3M 3BY

Board of Directors

Will Whitehorn (Chair) Sue Inglis (Senior Independent Director) Christina McComb Angela Lane

Investment Manager

Seraphim Space Manager LLP 2nd Floor One Fleet Place London EC4M 7WS

Administrator and Company Secretary

Ocorian Administration (UK) Limited 5th Floor 20 Fenchurch Street London EC3M 3BY

Corporate Brokers

Deutsche Numis, London Branch Winchester House 1 Great Winchester Street London EC2N 2DB

J.P. Morgan Securities PLC 25 Bank Street Canary Wharf London E14 5JP

Legal Adviser

Stephenson Harwood LLP 1 Finsbury Circus London EC2M 7SH

Depositary

Ocorian Depositary (UK) Limited 5th Floor 20 Fenchurch Street London EC3M 3BY

Registrar

Computershare Investor Services PLC The Pavilions Bridgwater Road Bristol BS99 6ZZ

Independent Auditor

BDO LLP 55 Baker Street London W1U 7EU

Custodian

Liberum Wealth 1st Floor Royal Chambers St Julian's Avenue St Peter Port Guernsey GY1 3JX

Public Relations and Communications

Adviser SEC Newgate 14 Greville Street London EC1N 8SB

Identifiers

Website: https://investors.seraphim.vc/ ISIN GB00BKPG0138 Ticker SSIT SEDOL BKPG013 GIIN GXNBCF.99999.SL.826

Registered Company Number 13395698

The Interim Report may include statements that are, or may be deemed to be, 'forward-looking statements'. These forward-looking statements are sometimes, but not always, identified by the use of forward-looking terminology, including the terms 'believes', 'estimates', 'anticipates', 'expects', 'intends', 'may', 'will' or 'should' or, in each case, their negative or other variations or comparable terminology.

These forward-looking statements include all matters that are not historical facts. They appear in a number of places throughout this Interim Report and include statements regarding the intentions, beliefs or current expectations of the Directors or Investment Manager concerning, amongst other things, the investment objective and investment policy, investment performance, results of operations, financial condition, liquidity, financing strategies and prospects of the Company and the markets in which it invests.

By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Forward-looking statements are not guarantees of future performance.

The Company's actual investment performance, results of operations, financial condition, liquidity, financing strategies and prospects may differ materially from the impression created by the forward-looking statements contained in this Interim Report.

Subject to their legal and regulatory obligations, the Directors and the Investment Manager expressly disclaim any obligations to update or revise any forward-looking statement contained in this Interim Report to reflect any change in expectations with regard thereto or any change in events, conditions or circumstances on which any statement is based.

www.seraphim.vc

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