UIL Ltd. - Interim / Quarterly Report 2024

A DIVERSE PORTFOLIO BY GEOGRAPHY AND SECTOR

UK CONTACT

REGISTERED OFFICE

PO Box 208 Clarendon House Epsom Surrey 2 Church Street KT18 7YF Hamilton HM 11 Bermuda Telephone: +44 (0)1372 271486

www.uil.limited

==> picture [375 x 351] intentionally omitted <==

HALF-YEARLY FINANCIAL REPORT FOR THE SIX MONTHS TO 31 DECEMBER 2023

==> picture [5 x 29] intentionally omitted <==

----- Start of picture text -----

UIL/Int/23
----- End of picture text -----

TRENDS DRIVING UIL'S INVESTMENT OPPORTUNITIES

==> picture [80 x 53] intentionally omitted <==

==> picture [79 x 53] intentionally omitted <==

==> picture [80 x 11] intentionally omitted <==

==> picture [79 x 10] intentionally omitted <==

Changes in markets Technology changes Focused on global Disruptive and regulation impacting commodity infrastructure and technologies and opening up business demands utilities megatrends business models opportunities in emerging markets

The investment objective is to maximise shareholder returns by identifying and investing in compelling long-term investments worldwide, where the underlying value is not fully recognised.

SIX MONTHS TO 31 DECEMBER 2023

SHARE PRICE TOTAL RETURN PER ORDINARY SHARE*

NET ASSET VALUE ("NAV") TOTAL RETURN PER ORDINARY SHARE*

4.2% -9.5% (DECEMBER 2022: -6.5%)

(DECEMBER 2022: -12.6%)

REVENUE EARNINGS PER ORDINARY SHARE

DIVIDENDS PER ORDINARY SHARE

0.02p (DECEMBER 2022: 7.70p)

4.00p (DECEMBER 2022: 4.00p)

*See Alternative Performance Measures on pages 46 to 48

UIL Limited ("UIL" or the "Company") is a Bermuda exempted closed-end investment company, whose joint portfolio managers are ICM Investment Management Limited ("ICMIM") and ICM Limited ("ICM"), together referred to as the "Investment Managers".

WHY UIL LIMITED?

==> picture [364 x 190] intentionally omitted <==

Stock selection remains our focus and ICM's proven bottom-up long-term approach should benefit UIL in changing times.

UIL OFFERS ORDINARY SHAREHOLDERS:

A high conviction portfolio
Diversified mix of investments
Opportunity to currently buy UIL shares on the market at a significant discount to NAV
Attractive quarterly dividends

UIL OFFERS ZERO DIVIDEND PREFERENCE ("ZDP") SHAREHOLDERS:

Attractive capital growth
Appealing asset, sector and geographical cover
Structured as three ZDP classes - mitigating redemption risk

Past performance is not necessarily a guide to future performance and the value of an investment in the Company, and the income derived from it, if any, may go down as well as up.

Half-yearly financial report for the six months to 31 December 2023

CHAIRMAN’S STATEMENT

==> picture [92 x 115] intentionally omitted <==

The half year to 31 December 2023 has continued to be challenging on both the economic and, especially so, the geopolitical front. At UIL this has been compounded given the need to reduce UIL’s bank debt significantly at this time. UIL’s

investment performance has improved with its NAV total return up by 4.2% for the half year which is broadly in line with the wider markets. The FTSE All Share total return Index was up 5.1% for the six months to 31 December 2023. UIL’s annual compound NAV total return since inception in 2003 was unchanged over the half year at 7.8%.

Shareholders’ funds rose 2.1% in the six months to 31 December 2023. This is pleasing given the continued realisation of assets in weak markets and paydown of UIL’s bank debt. Over the half year, borrowings from the Bank of Nova Scotia, London Branch (“Bank of Nova Scotia”) reduced by £22.5m from £37.5m to £15.0m. As a result, total debt including the ZDP shares reduced from £139.9m to £121.9m over the half year period and gearing reduced from 83.5% to 71.3%. Since June 2022 UIL has repaid over £35.0m in bank debt and £52.3m in ZDP shares. UIL is set to repay a further £15.0m in bank debt by the end of March 2024. This is a substantial achievement in these volatile markets.

There has been one change in the top ten of UIL’s portfolio during the half year to 31 December 2023. UIL sold its direct holding in Littlepay Mobility Limited (“Littlepay”) to Somers Limited (“Somers”). Somers ultimately owns the majority holding in Littlepay and UIL will benefit from UIL’s 40.4% holding in Somers. Replacing Littlepay is Carebook Technologies Inc (“Carebook”), which is listed on the TSX Venture Exchange, and is a leading Canadian provider of innovative digital health solutions.

The Board is disappointed to see the ordinary shares' discount to NAV end the year at 37.8%. Given the focus on the continued reduction in the bank facility, no buybacks were undertaken in the half year ended 31 December 2023.

As at 31 December 2023, UIL’s average blended rate of funding costs, including bank debt, remained unchanged at 5.7%. UIL’s longer dated 2024, 2026 and 2028 ZDP shares are trading at high gross redemption yields being 10.8%, 12.5% and 11.6% respectively.

The 2024 ZDP shares amounting to £39.8m as at 31 December 2023, are redeemable in October this year. As such they have been moved to current liabilities and the Investment Managers have started to take steps to fund the redemption payment.

Total revenue income for the half year to 31 December 2023 was £2.3m, a decrease of 72.9% from £8.5m in the prior half year. UIL has reduced a number of holdings and did not receive a distribution from Somers during the half year, significantly decreasing its income. On the back of higher interest rates, finance costs increased for the half year to 31 December 2023 to £1.5m, up 36.4% from the prior half year at £1.1m. The above resulted in revenue return profits decreasing to £19,000 (31 December 2022: £6.5m) for the half year and revenue return earnings per share (“EPS”) of 0.02p, well below 31 December 2022 figure of 7.00p.

The capital return gains for the year ended 31 December 2023 of £6.8m is a small positive.

DIVIDENDS

The Board has declared an unchanged second quarterly dividend of 2.00p per ordinary share in respect of the year ending 30 June 2024. In light of UIL’s current focus on the repayment of its bank facility in March and the timing of expected cash receipts from certain portfolio transactions, the date of payment of this dividend will be later than usual, with the payment due to be made in June 2024.

The upshot has been strong gains for most markets. Going forward we think most central banks have the opportunity to reduce rates.

BANK FACILITY

UIL has agreed with the Bank of Nova Scotia to repay its committed senior secured multi-currency facility at its maturity on 19 March 2024. Over the six months UIL repaid £22.5m and as at 31 December 2023 the facility stood at £15.0m. £5.0m has recently been repaid and the remaining £10.0m will be repaid on 19 March 2024.

The war in Ukraine has gone on longer than expected and today there continues to be no clear way forward. The outlook is grim as both sides are unable to gain ground.

The brutal conflict that has erupted in the Middle East is more concerning. These are deep seated politically ideological differences between many parties in the Middle East established over many years. The concern must be that this escalates into a much wider conflict.

GLOBAL EVENTS

Market volatility has been driven by significant uncertainties in both the economy and social and geopolitical considerations.

The key economic driver of markets has been the outlook for inflation in the developed world and the central banks' focus on reducing it through higher central bank interest rates. While inflation is now on a lower trend, the remarkable outcome in many economies is that unemployment has remained well below trends and many economies have beaten expectations on GDP. However, in the last quarter the market firmly shifted its views on central bank interest rate reductions from if it will happen to when, especially in the USA. Many central banks take their lead from the US Federal Reserve.

The ongoing friction between the USA and China continues to deepen, and given these are the two largest economies globally this must pose significant risks at some point in the future, especially for technology businesses on each side of the Pacific Ocean.

Overlayed on all this is the USA election. The direction the USA takes matters and its position and influence in the above mentioned conflicts is itself very uncertain.

**TOTAL RETURN COMPARATIVE PERFORMANCE* (pence)**

from 30 June 2023 to 31 December 2023

==> picture [338 x 145] intentionally omitted <==

----- Start of picture text -----

110
105
100
95
90
85
80
Jun 23 Jul 23 Aug 23 Sep 23 Oct 23 Nov 23 Dec 23
NAV total return per Ordinary share price FTSE All-Share MSCI All Countries
ordinary share total return total return Index World total return
Index (GBP adjusted)
Rebased to 100 as at 30 June 2023 Source: ICM and Bloomberg
----- End of picture text -----*

Half-yearly financial report for the six months to 31 December 2023

2 UIL Limited

CHAIRMAN’S STATEMENT (continued)

GROUP PERFORMANCE SUMMARY

An ever increasing factor for investors is climate change. It has clearly had devastating impacts on a number of communities from wildfires in Hawaii to floods in Germany. We are seeing whole ecosystems being impacted from prolonged droughts to record temperatures. As investors we need to prepare for these outcomes to continue across the holdings in our portfolio.

There is a very perceptible shift to embrace Artificial Intelligence (“AI”) by most businesses and as with most technological developments, those without legacy businesses benefit the most, but eventually all businesses will need to adapt or risk failure. This has been our experience in the Fintech sector. UIL has a number of investments with significant exposure to AI, Blockchain and Quantum Computing.

BOARD

Having been appointed Chairman of the Board in 2015 I believe it is an appropriate time for me to step down and therefore I will retire from the Board on 31 March 2024. I would like to thank my fellow Board members for all their support over the years. I am delighted that the Board has decided that Stuart Bridges, the current Chairman of the Audit & Risk Committee, will replace me as Chairman. In addition, I am pleased to report that Peter Durhager has agreed to join the Board on 31 March 2024. Peter has over twenty five years of experience in financial, telecommunications and energy sectors. He is currently Chairman of Somers, one of UIL’s platform investments and, in advance of his appointment to the UIL Board, he will be retiring from the Somers board following its annual general meeting next month.

OUTLOOK

The economic outlook remains positively balanced with inflation and employment expected to weaken and faced with this we expect central banks will lower interest rates. This Goldilocks scenario is finely balanced between those expecting a recession and those expecting a soft landing. The bigger concern is the direction of travel for most countries politically. There is an ever growing trend of protectionist

views which can quickly grow into real economic headwinds. Add to this the geopolitical tensions and the downside risks are elevated. We remain cautiously optimistic about the outlook for UIL’s portfolio.

Peter Burrows AO Chairman 21 February 2024

==> picture [366 x 364] intentionally omitted <==

----- Start of picture text -----

Half year Half year Annual % change
31 Dec 31 Dec 30 Jun Jun-Dec
2023 2022 2023 2023
NAV total return per ordinary share (for the period) [1] (%) 4.2 (6.5) (20.6) n/a
Share price total return per ordinary share (for the period) [1] (%) (9.5) (12.6) (18.5) n/a
Annual compound NAV total return [1] (since inception [2] ) (%) 7.8 8.9 7.8 n/a
NAV per ordinary share [1] (pence) 204.04 240.02 199.87 2.1
Ordinary share price (pence) 127.00 160.00 145.00 (12.4)
Discount [1] (%) 37.8 33.3 27.5 n/a
Returns and dividends (pence)
Revenue return per ordinary share 0.02 7.70 6.68 (99.7) [3]
Capital return per ordinary share 8.15 (24.58) (59.70) 133.2 [3]
Total return per ordinary share 8.17 (16.88) (53.02) 148.4 [3]
Dividend per ordinary share 4.00 [4] 4.00 8.00 0.0 [3]
FTSE All-Share total return Index 9,056 8,392 8,611 5.2
Equity holders' funds (£m)
Gross assets [1] 283.2 343.3 304.9 (7.1)
Loans 15.0 50.0 42.7 (64.9)
ZDP shares 97.2 92.1 94.6 2.7
Equity holders' funds 171.1 201.2 167.6 2.1
Revenue account (£m)
Income 2.3 8.5 10.2 (72.9) [3]
Costs (management and other expenses) 0.7 0.9 1.7 (22.2) [3]
Finance costs 1.5 1.1 2.9 36.4 [3]
Net income 0.0 6.5 5.6 (99.7) [3]
Financial ratios of the Group (%)
Ongoing charges figure [1] 3.0 [5] 2.9 [5] 2.8 n/a
Gearing [1] 71.3 73.4 83.5 n/a
----- End of picture text -----

(1) See Alternative Performance Measures on pages 46 to 48

(2) All performance data relating to periods prior to 20 June 2007 are in respect of Utilico Investment Trust plc, UIL's predecessor

(3) Percentage change based on comparative six month period to 31 December 2022

(4) The second quarterly dividend of 2.00p has not been included as a liability in the accounts

(5) For comparative purposes the figures have been annualised

Half-yearly financial report for the six months to 31 December 2023

4 UIL Limited

INVESTMENT MANAGERS’ REPORT

==> picture [364 x 168] intentionally omitted <==

The half year to 31 December 2023 has continued to be difficult to navigate for investors, particularly in light of the significant increase in political risks in the Middle East. The need to reduce debt and realise

==> picture [83 x 103] intentionally omitted <==

the increases outweighed the decreases by some £11.6m. However, top ten portfolio net realisations of £20.7m led to a reduction in the top ten portfolio of £9.0m and a reduction of liabilities as well.

UEM’s and Zeta’s share price discounts to NAV have contributed a £13.5m reduction to the underlying valuations.

Somers’ valuation increased by 15.5% in the half year to 31 December 2023. This was largely driven by Resimac whose share price recovered 18.2%. Resimac’s resilience in the face of reduced mortgage volumes and compressed net interest margins is pleasing. It is also good to see Resimac continuing to buy back shares at these current levels. It should be noted that UIL holds a direct investment in Resimac as well, being UIL’s fourth largest investment.

assets to do so has certainly challenged UIL. It is therefore pleasing the net assets rose as markets recovered in the closing quarter of 2023.

UIL’s profit for the half year to 31 December 2023 of £6.8m and total return of 4.2% has seen UIL’s annual compound NAV total return since inception in 2003 unchanged at 7.8% over the half year.

Waverton Investment Management Ltd ("Waverton"), Somers’ largest investment continued its solid investment performance which has assisted in driving new assets against a macroeconomic environment which has not been strong for risk assets. In its year to 31 December

PORTFOLIO

Over the half year there was more stability within the top ten holdings. Four holdings increased in value, four reduced in value, one remained unchanged and one reduced as a result of distributions to shareholders. Overall,

UEM is also significantly ahead of the MSCI since its inception in 2005.

2023 Waverton saw AUM increase to over £10.0bn, with strong revenue growth.

As with most emerging markets funds, UEM's discount has widened and it stood at 14.7% as at 31 December 2023. UIL has taken the opportunity of share price outperformance to reduce its shareholding and realising 18.4% of its holding in UEM, receiving £7.4m during the half year.

Zeta’s NAV per share decreased by 18.5% over the half year, primarily as a result of Zeta’s exposure to nickel, which was down 19.5% over the six months to 31 December 2023, and the resultant voluntary administration of Panoramic Resources, one of Zeta’s significant assets. Zeta’s share price decreased by 9.8% and as a result the discount narrowed to 13.7%. Over the half year Zeta exited from Hudbay Minerals into a rising market. Zeta used the proceeds to buy back shares on the market. UIL reduced its shareholding in Zeta by 8.2% through selling into the buy back.

Allectus Capital Limited ("Allectus Capital") saw its valuation weaken in line with the wider markets. Pre revenue, pre profitability investment valuations have been marked down substantially. The Allectus Capital valuation declined 9.5% over the half year. UIL contributed an additional £0.5m of capital to Allectus Capital during the half year.

UEM has again been a relative standout performer over the half year to 31 December 2023 with a NAV total return of 4.7% compared to the MSCI Emerging Markets total return Index (GBP adjusted) (“MSCI”) of 4.3% over the same period. UEM continues to see strong results reported by its investee companies with most continuing to grow revenues. While margins are under pressure EBITDA in many cases has expanded and delivered EPS growth. This is a credit to the investee management teams who continue to deliver excellent operational performance in volatile times.

Allectus Quantum Holdings Limited’s ("Allectus Quantum") valuation was unchanged over the six months to 31 December 2023 and since the half year end it has made significant progress towards closing its current fund raising round. Its sole investment is Diraq Pty Ltd ("Diraq"), a next generation quantum computing company, which continues to make progress.

CURRENCY MOVEMENTS VS STERLING

from 30 June 2023 to 31 December 2023

==> picture [13 x 6] intentionally omitted <==

----- Start of picture text -----

110
----- End of picture text -----

==> picture [346 x 101] intentionally omitted <==

----- Start of picture text -----

105
100
95
Jun 23 Jul 23 Aug 23 Sep 23 Oct 23 Nov 23 Dec 23
US Dollar Australian Dollar Euro
Rebased to 100 as at 30 June 2023 Source: Bloomberg
----- End of picture text -----

Half-yearly financial report for the six months to 31 December 2023

6 UIL Limited

INVESTMENT MANAGERS’ REPORT (continued)

COMMODITY PRICE MOVEMENTS

IN THE SIX MONTHS TO 31 DECEMBER 2023

from 30 June 2023 to 31 December 2023

==> picture [345 x 132] intentionally omitted <==

----- Start of picture text -----

130
120
110
100
90
80
70
Jun 23 Jul 23 Aug 23 Sep 23 Oct 23 Nov 23 Dec 23
Oil Copper Nickel Gold
Rebased to 100 as at 30 June 2023 Source: Bloomberg
----- End of picture text -----

exception was nickel which fell 19.5% over the six months to 31 December 2023. The oversupply of nickel does look to be a true headwind, especially the supply of cheap nickel from Indonesia.

The Market Limited’s share price was down 20.7% over the half year to 31 December 2023. While changes to the board of directors have been welcomed by the market, the soon to be released financial results are anticipated with interest and will provide information to gauge progress.

PORTFOLIO ACTIVITY

During the half year to 31 December 2023, UIL invested £9.4m and realised £34.2m.

West Hamilton, a listed Bermuda property developer, sold two of its three major assets in Bermuda and made a capital and revenue distribution to all its shareholders. UIL received £9.0m, or USD 6.75 per share in the half year. The carrying value therefore reduced 55.9%, reflecting this distribution.

PLATFORM INVESTMENTS

UIL currently has four platform investments, Somers, Zeta, UEM and Allectus Capital in its top ten holdings. These investments account for 74.8% of the total portfolio as at 31 December 2023 (30 June 2023: 71.8%). During the half year to 31 December 2023, net withdrawals from these platforms amounted to £13.5m (30 June 2023: £61.5m). Within the top ten holdings, UEM’s investment was reduced by 18.4%, realising £7.4m and 8.2% of Zeta’s shareholding was tendered into Zeta’s buyback for £4.7m by UIL.

Arria NLG Limited's ("Arria") value was marked down in the half year by 20.2% reflecting weaker valuations over the six months. Whilst AI and the opportunity for machine learning are a positive for Arria, we are cautious on its outlook. Carebook’s share price rose 7.1% over the six months to 31 December 2023. UIL contributed £1.2m in support of Carebook’s growth strategy.

DIRECT INVESTMENTS

UIL has six direct investments in its top ten holdings, Resimac, Allectus Quantum, The Market Limited, West Hamilton, Arria and Carebook. All are listed except for Allectus Quantum and Arria. During the half year to 31 December 2023,

COMMODITIES

Commodities were more stable over the half year and most ended up during the period with gold rising 7.5%, copper up 4.0% and oil up 2.9%. The

AUSTRALIA AND NEW ZEALAND	UK REMAINS UIL'S	AFRICA IS NOW UIL'S
REMAINS UIL'S LARGEST	SECOND LARGEST COUNTRY	THIRD LARGEST
EXPOSURE AT	EXPOSURE AT	EXPOSURE AT
41.6%	20.6%	9.3%
(40.1%)	(19.2%)	(6.9%)
BERMUDA IS NOW UIL'S	ASIA REMAINS UIL'S	EUROPE IS NOW UIL'S
FOURTH LARGEST COUNTRY	FIFTH LARGEST	SIXTH LARGEST
EXPOSURE AT	EXPOSURE AT	EXPOSURE AT
7.9%	7.1%	5.6%
(9.5%)	(6.0%)	(5.4%)

See pages 16 and 17 for the full geographical exposure

SECTOR SPLIT OF INVESTMENTS

==> picture [361 x 126] intentionally omitted <==

----- Start of picture text -----

Financial Services Technology Resources
49.2% 20.7% 11.5%
(40.6%) (23.6%) (14.4%)
Infrastructure Gold Mining Other
Investments
10.5% 4.4% 3.7%
(11.6%) (3.4%) (6.4%)
----- End of picture text -----

==> picture [33 x 6] intentionally omitted <==

----- Start of picture text -----

Source: ICM
----- End of picture text -----

Figures in brackets as at 30 June 2023

Half-yearly financial report for the six months to 31 December 2023

8 UIL Limited

INVESTMENT MANAGERS’ REPORT (continued)

net realisations from these direct investments amounted to £7.1m (30 June 2023: net investments of £51.8m). West Hamilton returned £8.3m to UIL following the realisation of its main property in Bermuda. £1.2m was invested into Carebook.

GEOGRAPHIC REVIEW

The geographical split of the portfolio, on a look through basis, shows Australia and New Zealand remaining UIL’s top exposure at 41.6% of UIL’s total investments (30 June 2023: 40.1%) and the UK is still UIL’s second largest exposure at 20.6% (30 June 2023: 19.2%).

SECTOR REVIEW

Financial Services – 49.2% (30 June 2023: 40.6%)

Somers is UIL’s largest investment and accounts for 41.6% of UIL’s total investments as at 31 December 2023 (30 June 2023: 34.9%). Most gains came from Resimac, whose share price was up 18.2% and is held both within Somers and directly in UIL’s portfolio.

Technology – 20.7% (30 June 2023: 23.6%)

UIL holds a number of early-stage investments in the technology sector, both indirectly through Allectus Capital (UIL’s fifth largest investment), and directly. Most carrying values were down due to weaker market valuations for early stage investments.

Resources (excl. gold mining) – 11.5% (30 June 2023: 14.4%)

UIL’s largest investment in resources is Zeta, which accounted for 15.9% of the total portfolio as at 31 December 2023 (30 June 2023: 17.9%). Zeta’s share price weakened over the half year declining by 9.8% and the Zeta buyback reduced UIL's investment further.

Infrastructure Investments – 10.5% (30 June 2022: 11.6%)

This consists of Telecommunications, Infrastructure, Electricity, Ports, Road & Rail, Oil &

Gas, Renewables, Water & Waste and Airports. UIL’s infrastructure exposure is largely through UEM. While UEM’s NAV rose, this was more than offset by UIL selling 18.4% of its holding in UEM thus reducing the sector percentage to 10.5%.

LEVEL 3 INVESTMENTS

As a result of selling down listed positions to generate cash to reduce bank debt, UIL’s holdings of level 3 companies increased to 59.0% of the total portfolio from 56.0% as at 30 June 2023. The level 3 investments are formally revalued twice a year and where there is a material event that impacts an investment, it is revalued at that time, thereby keeping the level 3 valuations current.

GEARING

As a result of the decrease in bank debt and modest improvement in portfolio valuations, gearing has decreased significantly to 71.3% as at 31 December 2023 from 83.5% as at 30 June 2023 and this remains well inside UIL’s target gearing of under 100.0%.

The blended costs of borrowing remained unchanged over the half year at 5.7%.

ZDP SHARES

On a consolidated basis the ZDP shares increased from £94.6m as at 30 June 2023 to £97.2m as at 31 December 2023, up 2.7% as a result of the capital growth of their redemption value. UIL continues to hold 2.3m 2026 ZDP shares and 0.6m 2028 ZDP shares as at 31 December 2023. With three ZDP issues, UIL has spread the redemption liability over five years.

DEBT

Bank and other loans decreased to £15.0m as at 31 December 2023 from £42.7m as at 30 June 2023. The Bank of Nova Scotia’s remaining debt under the senior secured multicurrency revolving facility is due to be repaid by 19 March 2024.

Net bank overdraft increased to £9.8m compared to £2.6m as at 30 June 2023.

Finance costs decreased by 27.8% to £2.6m (31 December 2022: £3.6m) largely reflecting the lower number of ZDP shares in issue following the 2022 ZDP shares redemption in October 2022.

REVENUE RETURNS

Revenue income for the half year decreased by 72.9% to £2.3m from £8.5m in the six months to 31 December 2022. Much of the focus of UIL and the wider group is on cash generation and debt reduction.

The resultant profit for the half year to 31 December 2023 on the capital return was £6.8m (31 December 2022: loss of £20.6m) and EPS was 8.15p (31 December 2022: loss of 24.58p).

Management and administration fees and other expenses were down at £0.7m from £0.9m in the comparable six month period. Finance costs were up by £0.4m as at 31 December 2023 from £1.1m as at 31 December 2022, reflecting lower usage of bank debt, but at higher interest rates.

EXPENSE RATIO

The ongoing charges figure, including fees paid in UIL’s platform companies and excluding performance fees, was 3.0% as at 31 December 2023 (31 December 2022: 2.9%). No performance fee was earned at the UIL level or within the platform companies.

Revenue profit decreased during the six months to 31 December 2023 and EPS decreased by 99.7% to 0.02p from 7.70p as at 31 December 2022.

All expenses are borne by the ordinary shareholders.

CAPITAL RETURNS

Capital total income was £9.4m (31 December 2022: loss of £17.0m).

Charles Jillings

ICM Investment Management Limited and ICM Limited 21 February 2024

INDICES MOVEMENTS

from 30 June 2023 to 31 December 2023

==> picture [343 x 141] intentionally omitted <==

----- Start of picture text -----

110
105
100
95
90
85
Jun 23 Jul 23 Aug 23 Sep 23 Oct 23 Nov 23 Dec 23
FTSE All-Share Index S&P 500 Australian Stock MSCI All Countries
Exchange ("ASX") World Index
Rebased to 100 as at 30 June 2023 Source: Bloomberg
----- End of picture text -----

Half-yearly financial report for the six months to 31 December 2023

10 UIL Limited

PERFORMANCE SINCE INCEPTION (14 AUGUST 2003) TO 31 DECEMBER 2023

DIVIDENDS PER ORDINARY SHARE (pence)

from 30 June 2004 to 31 December 2023

ANNUAL COMPOUND NAV TOTAL RETURN*

NAV TOTAL RETURN PER ORDINARY SHARE*

ANNUAL COMPOUND ORDINARY SHARE PRICE TOTAL RETURN*

7.8%

362.9%

7.3%

REVENUE EARNINGS PER DIVIDENDS PER ORDINARY SHARE ORDINARY SHARE

REVENUE RESERVES PER ORDINARY SHARE CARRIED FORWARD *

131.16p

110.83p

10.02p

See Alternative Performance Measures on pages 46 to 48

ALLOCATION OF GROSS ASSETS (£m)

from 14 August 2003 to 31 December 2023

==> picture [332 x 213] intentionally omitted <==

----- Start of picture text -----

600
500
400
300
200
100
0
August June June June June June June June June June December
2003 2005 2007 2009 2011 2013 2015 2017 2019 2021 2023
Ordinary shares ZDP shares Bank loans
----- End of picture text -----

==> picture [28 x 4] intentionally omitted <==

----- Start of picture text -----

Source: ICM
----- End of picture text -----

==> picture [326 x 211] intentionally omitted <==

----- Start of picture text -----

14.0
12.0
10.0
8.0
6.0
4.0
2.0
0.0
2004June 2006June 2010June 2012June 2014June 2016June 2018June 2020June 2022June 2024June+
Dividends per share - special Dividends per share - ordinary
----- End of picture text -----

==> picture [31 x 5] intentionally omitted <==

----- Start of picture text -----

Source: ICM
----- End of picture text -----

No dividends were paid between 2007 and 2010 2010 refers to a cash distribution

- Pro forma, based on dividends for Q1 and Q2 and, in the absence of unforeseen circumstances, dividends of 2.00p per share for each of Q3 and Q4

HISTORIC TOTAL RETURN NAV AND SHARE PRICE PERFORMANCE (pence)

Since inception to 31 December 2023

==> picture [350 x 139] intentionally omitted <==

----- Start of picture text -----

1,000
800
600
400
200
0
Aug 03 Dec 05 Dec 07 Dec 09 Dec 11 Dec 13 Dec 15 Dec 17 Dec 19 Dec 21 Dec 23
NAV total return per ordinary share [1] FTSE All-Share total return Index
Ordinary share price total return [1] MSCI All Countries World total return
Index (GBP adjusted)
----- End of picture text -----

Rebased to 100 as at 14 August 2003 (1) Adjusted for the exercise of warrants and convertibles

Source: ICM and Bloomberg

Half-yearly financial report for the six months to 31 December 2023

UIL Limited

ZDP SHARES

ZDP SHARES[1] (pence)

==> picture [365 x 109] intentionally omitted <==

----- Start of picture text -----

Half year Half year Annual % change
31 Dec 2023 31 Dec 2022 30 Jun 2023 Jun-Dec 2023
2024 ZDP shares
Capital entitlement per ZDP share 133.07 127.06 130.04 2.3
ZDP share price 127.00 125.00 123.50 2.8
2026 ZDP shares
Capital entitlement per ZDP share 131.90 125.65 128.75 2.4
ZDP share price 108.50 114.50 114.50 (5.2)
2028 ZDP shares
Capital entitlement per ZDP share 116.21 109.91 113.02 2.8
ZDP share price 89.50 95.50 96.50 (7.3)
----- End of picture text -----

(1) Issued by UIL Finance Limited, a wholly owned subsidiary of UIL Source: ICM

GEARING/NAV TOTAL RETURN

from 30 June 2018 to 31 December 2023

==> picture [355 x 218] intentionally omitted <==

----- Start of picture text -----

120 1,000
900
100
800
700
80
600
60 500
400
40
300
200
20
100
0 0
Jun 18 Jun 19 Jun 20 Jun 21 Jun 22 Jun 23 Dec 23
Gearing NAV total return
Rebased to 100 as at 14 August 2003 Source: ICM
(%)
(pence)
----- End of picture text -----

TOTAL BORROWINGS

==> picture [366 x 129] intentionally omitted <==

----- Start of picture text -----

Jun 2018 Jun 2019 Jun 2020 Jun 2021 Jun 2022 Jun 2023 Dec 2023
£’000s £’000s £’000s £’000s £’000s £’000s £’000s
2018 ZDP 50,858
2020 ZDP 51,940 55,387 59,087
2022 ZDP 55,873 59,499 63,407 48,052 51,166
2024 ZDP 29,408 31,582 33,250 34,996 36,833 38,765 39,764
2026 ZDP 11,275 13,474 24,791 25,299 27,589 29,005 29,749
2028 ZDP 23,726 25,225 26,819 27,650
Total 199,354 159,942 180,535 132,073 140,813 94,589 97,163
Bank and other debt [∆] 28,495 50,971 54,402 45,437 54,907 45,329 24,767
Total debt 227,849 210,913 234,937 177,510 195,720 139,918 121,930
Blended interest rate % 6.1 5.5 5.2 4.5 4.7 5.7 5.7
----- End of picture text -----

∆ includes net bank overdrafts

Source: ICM

ZDP SHARES – TIMES COVERED BY UIL’S GROSS ASSETS[2]

==> picture [366 x 80] intentionally omitted <==

----- Start of picture text -----

Jun Jun Jun Jun Jun Jun Dec
2018 2019 2020 2021 2022 2023 2023
2018 6.50
2020 3.71 4.92 4.23
2022 2.44 2.97 2.58 5.41 3.89
2024 1.84 2.42 2.11 3.83 2.80 3.57 4.47
2026 1.63 2.08 1.81 3.03 2.23 2.49 2.84
2028 2.50 1.85 1.90 2.08
----- End of picture text -----

(2) Gross assets divided by the aggregate redemption liabilities of the ZDP shares and any bank debt or other borrowings ranking in priority to the ZDP shares.

Source: ICM

GEARING METRICS

TOTAL ZDP, BANK AND GEARING AS AT TOTAL NET DEBT AVERAGE COST OF OTHER DEBT AS AT 31 DECEMBER 2023 DECREASE DURING DEBT FUNDING 31 DECEMBER 2023 THE HALF YEAR £121.9m 71.3% + £18.0m 5.7%

See Alternative Performance Measures on pages 46 to 48

Source: ICM

Half-yearly financial report for the six months to 31 December 2023

14 UIL Limited

GEOGRAPHICAL INVESTMENT EXPOSURE

(% OF TOTAL INVESTMENTS ON A LOOK-THROUGH BASIS)

==> picture [322 x 315] intentionally omitted <==

----- Start of picture text -----

Canada
2.2%
(5.7%)
Bermuda
USA 7.9%
1.5% (9.5%)
(2.5%)
Latin America
4.2%
(4.7%)
Figures in brackets as at 30 June 2023
----- End of picture text -----

==> picture [379 x 349] intentionally omitted <==

----- Start of picture text -----

Europe
excluding UK
UK &
5.6%
Channel Islands
(5.4%)
20.6%
(19.2%)
Asia
7.1%
(6.0%)
Africa
9.3%
(6.9%)
Australia &
New Zealand
41.6%
(40.1%)
Source: ICM
----- End of picture text -----

THREE LARGEST GEOGRAPHIES: THREE LARGEST SECTORS: 41.6% Australia and New Zealand 49.2% Financial Services 20.6% UK 20.7% Technology 9.3% Africa 11.5% Resources 28.5% Other 18.6% Other 16 UIL Limited

==> picture [106 x 105] intentionally omitted <==

Half-yearly financial report for the six months to 31 December 2023 17

TEN LARGEST HOLDINGS

==> picture [724 x 472] intentionally omitted <==

----- Start of picture text -----

1 2 3 4 5
41.6% 15.9% 11.6% 6.9% 5.7%
Somers Limited Zeta Resources Utilico Emerging Markets Resimac Group Limited Allectus Capital Limited
Limited Trust plc
Financial Services Resources Investment Fund Financial Services Technology
A financial services A resources-focused A UK listed fund uniquely A lender for residential An investment platform with
investment platform, investment platform, focused on global mortgages and asset a growth-stage portfolio of
which primarily invests which invests in a range of infrastructure megatrends finance in Australia and New technology companies.
in the banking, wealth resource entities and base in emerging markets. Zealand.
management, fintech and metals exploration and
asset financing sectors. production companies.
121,808 46,579 34,053 20,125 16,719
Fair value £’000s Fair value £’000s Fair value £’000s Fair value £’000s Fair value £’000s
6 7 8 9 10
5.0% 3.2% 2.3% 1.9% 1.6%
Allectus Quantum The Market Limited West Hamilton Holdings Arria NLG Limited Carebook Technologies
Holdings Limited Limited Inc
Technology Financial Services Investment Fund Technology Technology
An investment holding A multi-platform and A Bermuda property An AI natural language A digital health company
company for Australia based financial news business holding and management software company. providing employee health
quantum computing startup operating in Australia and company. and wellness solutions to
Diraq. Canada, and the owner of a employers globally as well
number of classified online as pharmacy management
listing businesses. solutions to pharmacies.
14,666 9,308 6,638 5,428 4,694
Fair value £’000s Fair value £’000s Fair value £’000s Fair value £’000s Fair value £’000s
----- End of picture text -----*

Note: % relates to % of total investments

*19.5% on a look through basis

Half-yearly financial report for the six months to 31 December 2023

18 UIL Limited

TEN LARGEST HOLDINGS (continued)

VALUATION

==> picture [95 x 13] intentionally omitted <==

15.5%

Somers' shareholders’ equity was £271.0m as at 30 September 2023 (30 September 2022: £303.2m) and Somers’ NAV per share was £11.10 (30 September 2022: £12.42). The NAV decrease resulted principally from a reduction in the value of Somers’ holdings in ICM Mobility, Resimac and PCF Group. Somers also incurred £13.9m of unrealised foreign exchange losses for the year to 30 September 2023.

As at 30 September 2023, Somers’ three largest investments, which make up 85.1% of its portfolio, were a 54.4% holding in Resimac, a leading nonbank Australian financial institution, with over AUD 14.0bn assets under management (“AUM”), a 61.4% holding in the Waverton group, a UK wealth manager with over £14.0bn funds under management and administration (“FUMA”), and a 39.8% holding in ICM Mobility, a UK holding company focused on the transit mobility sector. Somers’ gearing ratio was 31.9% up from 24.1% in the previous year. Resimac announced home loan AUM of AUD 13.1bn and normalised net profit after tax of AUD 73.7m for the year ended 30 June 2023, while Waverton’s FUMA and revenues have grown strongly up to 31 December 2023.

SHARE PRICE

==> picture [100 x 13] intentionally omitted <==

9.8%

In the half year ended 31 December 2023, Zeta's net assets decreased by 23.3% to AUD 169.1m and net assets per share fell by 18.5% to AUD 0.32. Zeta’s share price closed at a discount of 13.7% to NAV per share (30 June 2023: 22.0%). UIL’s shareholding in Zeta decreased by 8.2%. It was a volatile period for commodity prices, as aluminium, gold, copper and Brent crude oil were up 10.9%, 7.5%, 4.0% and 2.9% respectively, whilst nickel was down 19.5%.

While several of Zeta’s unlisted investments performed well over the period, Zeta’s listed investments were impacted by commodity price movements, liquidity constraints, and inflated development and operating costs. Gains from several of Zeta’s aluminium and gold investments were offset by losses from its nickel investments. As a leveraged commodity investment company, the value of Zeta’s net assets typically rises more when commodity prices rise and falls more when commodity prices fall, as the impact on its investments is magnified. Zeta has a relatively concentrated portfolio, having built up cornerstone shareholdings in bauxite, gold, and nickel companies.

SHARE PRICE

2.7%

UEM's NAV total return increased by 4.7% and dividends increased by 3.6% to 4.30p per share in the six months to 31 December 2023. This was ahead of the MSCI Emerging Markets total return Index which was up by 4.3% in the same period. UIL’s shareholding in UEM decreased by 18.4%.

Emerging markets indices were mixed in the six months to 31 December 2023. In China, markets were weak as consumer confidence remains subdued, reflecting concerns over the falling real estate market and the knock-on consequences for heavily leveraged developers and wealth management products invested in the sector. The Hong Kong Hang Seng Index fell by 9.9% in the six months. There were bright spots elsewhere in Asia, benefitting from the “China + 1” strategy of multinational corporates looking to diversify their supply chains. Countries such as Vietnam and India are attracting flows, with the latter’s Sensex Index appreciating by 11.6% in the six months to 31 December 2023. In Latam, Brazil was a notable outperformer following a strong harvest which bolstered GDP growth at

a time of falling interest rates and inflation, with the Bovespa Index up 13.6% in the half year period.

SHARE PRICE

==> picture [80 x 18] intentionally omitted <==

18.2%

Resimac’s share price increased by 18.2% over the period despite a challenging 2023 financial year. The recent share price growth reflects a stabilisation in the competitive environment, the potential end of the interest rate rising period and solid home loan application levels in the current financial year.

Resimac operates in targeted market segments and asset classes in Australia and New Zealand. Its primary activities are as a mortgage manager and in originating, servicing and securitising mortgage assets. As at 30 June 2023, Resimac reported a total home loan AUM of AUD 13.1bn, down 14% for the year. Normalised net profit after tax for the year was AUD 73.7m and total loan settlements during the year was AUD 3.7bn. While the home loan market softened, Resimac’s asset finance business continued to thrive with asset finance settlements increasing 19.0% to AUD 482.0m.

Post its year end, Resimac reported seeing increased activity particularly for refinancing, with many borrowers rolling off fixed rates. Its residential mortgage numbers are tracking well into the second quarter of fiscal 2024 and home loan applications in September 2023 were the highest in twelve months.

VALUATION

==> picture [83 x 14] intentionally omitted <==

9.5%

Allectus Capital invests in early- and growthstage companies developing disruptive technologies. Its key verticals comprise fintech, AI, digital health and deep tech. Allectus Capital maintains a selective approach to high conviction opportunities in technology companies, which

leverage its global relationships and synergies with other portfolio companies in the ICM Group.

During the half year to 31 December 2023, Allectus Capital expanded its portfolio with new investments in Atelier and Mist Financial. Atelier, an Australian company, provides a 'supply chain-as-a-service' solution. This service enables customers to seamlessly design, develop, manufacture and reorder a wide range of beauty, health or wellness products via a digital platform. Mist Financial, also an Australian venture, is a fintech company offering a comprehensive 'super app' tailored for international students. This app consolidates various essential services including banking, payments, telecommunications, insurance and shopping.

Allectus Capital continues to be focused in its investment thesis, looking at deep value in its core verticals only, as funding pressures and economic uncertainty continues in the broader tech market. Allectus Capital is taking an active approach with investees as to reviewing and improving business models, reducing costs and increasing runway in line with these market conditions.

==> picture [72 x 22] intentionally omitted <==

VALUATION NO CHANGE

Allectus Quantum is an unlisted investment holding company with an investment in a quantum computing startup Diraq. Diraq is a world leader in building quantum processors using silicon ‘quantum dot’ technology, leveraging proprietary technology developed over twenty years of research and with over USD 115.0m in research funding to date across eleven patent families. Its approach relies on the existing silicon manufacturing processes used by foundries to produce today’s semiconductor components, known as CMOS, forging a faster and cheaper road to market. Diraq’s goal is to revolutionise quantum computing by driving qubit numbers on

Half-yearly financial report for the six months to 31 December 2023

20 UIL Limited

TEN LARGEST HOLDINGS (continued)

a single chip to the many millions and ultimately billions needed for useful commercial applications.

By capitalising on existing chip fabrication technology and the ability to manufacture qubits at scale within current semiconductor facilities, Diraq is accelerating the change that can transform computing. Its platform architecture is purpose built to drive the significant processing advances required to reduce cost and energy barriers, and to realize quantum computing’s full societal and economic potential.

Diraq has seen strong technical progress with the results expected to be published in prestigious scientific journals over the coming months as well as the announcement of several key initiatives including building on commercial partnerships previously announced.

==> picture [63 x 25] intentionally omitted <==

SHARE PRICE

20.7%

The Market Limited operates online listing marketplaces and discussion forums for consumers in Australia and Canada. In November 2023, The Market Herald changed its name to The Market Limited and operates in two distinct verticals, namely, classified advertising and capital markets. The former houses the brands Gumtree, Carsguide, and Autotrader (collectively “GCA”), which reach 1 in 3 Australians, with over 1.0m new listings added each month facilitating transactions worth more than AUD 3.0bn.

The group was created via The Market Herald’s acquisition of Adventia’s Australian classified advertising businesses, GCA, in October 2022 for AUD 87.0m; with GCA’s MD Tommy Logtenberg subsequently appointed as chief executive. He has refined the group’s strategy to focus on monetising revenue opportunities in motors and listings, launching financial services products to support transactions, and improving the user experience within capital markets whilst discontinuing underperforming and loss-making activities.

==> picture [84 x 29] intentionally omitted <==

VALUATION

2.5%

West Hamilton is a BSX listed investment and management company with property assets in Bermuda. In November 2023 West Hamilton completed the sale of two of its three major assets in Bermuda, the Belvedere Building and the car park facility. Following completion, West Hamilton paid a USD 6.75 per share dividend to its shareholders. West Hamilton has one remaining property asset which is a mixed-use building that is fully occupied with all commercial space let, seven apartments let on leases and two apartments sold.

For the six months ended 31 March 2023, West Hamilton reported solid results with revenue of USD 1.5m and net income of USD 0.8m. Total assets amounted to USD 43.1m (30 September 2022: USD 42.3m).

VALUATION

==> picture [67 x 17] intentionally omitted <==

20.2%

Arria is a Generative AI software provider, operating a mature technology stack in the AI space for over a decade. Arria brings language to data analytics, helping to improve understanding and accelerate the ability to action data insights, in real-time, at scale. Arria is a provider of AI technology for the quick service restaurant food sector and financial services sector. The software converts data such as financial spreadsheets into text, the primary use being automated financial and management reporting.

In the year to 30 September 2023, Arria reported revenue growth, but losses remain high, albeit lower than the prior year. Arria continues to work towards relisting its shares but progress towards this goal has been slower than previously guided by management. The AI software sector remains highly volatile and the pricing of non-listed assets like Arria remains a challenge and may be subject to change.

SHARE PRICE

==> picture [71 x 20] intentionally omitted <==

7.1%

Carebook is a digital health company providing employee health and wellness solutions to employers globally as well as pharmacy management solutions to pharmacies. Carebook has made significant progress in 2023 and recently reported record revenue for the September 2023 quarter and its first adjusted positive EBITDA.

For the six months ended 30 June 2023, Carebook reported revenue of CAD 5.2m, a 10.3% increase from the corresponding period in 2022 and a net loss of CAD 1.1m compared to CAD 4.2m in 2022. During the first half of the year Carebook announced an increase in its contract with a large European client increasing the value of the contract by CAD 2.8m over the three year period and increased the scope of its pharmacy solution adding CAD 1.6m of contract value for a one year term. During the period under review UIL invested a further CAD 1.25m in Carebook at a price of CAD 0.10 per share.

Half-yearly financial report for the six months to 31 December 2023

22 UIL Limited

OUR INVESTMENT APPROACH

==> picture [364 x 190] intentionally omitted <==

ICM is a long-term investor and typically operates focused portfolios with narrow investment remits. ICM has several dedicated research teams who have deep knowledge and understanding in their specific sectors, which improves the ability to source and make compelling investments. ICM has approximately USD 1.8bn of assets directly under management and is responsible indirectly for a further USD 23.2bn of assets in subsidiary investments.

When reviewing investment opportunities, as part of the investment process ICM will look to understand the material ESG factors. ICM incorporates ESG factors into the investment process in three key ways.

Understanding: in-depth analysis of the key issues that face potential and current holdings, as well as a deep understanding of the industry in which they operate.
Integration: incorporate the output of the ‘Understanding’ component into the full company analysis to ensure a clear and complete picture of the investment opportunity is obtained.

ICM looks to exploit market and pricing opportunities and concentrates on absolute performance. The investments are not market index driven and the investment portfolio comprises a series of bottom-up decisions. ICM typically does not participate in either an IPO or an auction unless there is compelling value.

Engagement : engage with investee companies on the key issues on a regular basis both virtually and where possible on location, to discuss and identify any gaps in their ESG policy to further develop and improve their ESG disclosure and implementation.

UIL seeks to leverage ICM’s investment abilities to both identify and make investments across a range of industries. New investments usually offer an attractive valuation with strong risk/ return expectations at the time of investment.

==> picture [43 x 42] intentionally omitted <==

VALUES

ICM’s origins date back to 1988 and our organisation has evolved with offices now spanning the globe. We are focused on our values of:

Independence and Integrity
Excellence
Creativity and Innovation
Accountability

TEAM

==> picture [43 x 31] intentionally omitted <==

We are proud of our diverse and inclusive environment for our teams to work in, which reflects the diversity of our communities.

INVESTMENT PRACTICES

Our deep and extensive research and understanding of the companies, sectors and markets we invest in moderates our risk and creates value for our investors. Our status as a signatory of the United Nations-supported Principles of Responsible Investment emphasises our commitment to integrating ESG factors into our investment decision making process.

We are focused ICM works to on creating create value by sustainable harnessing long‑term our experience value for our and expertise shareholders, to generate and team and grow strong the broader relationships with community our stakeholders through our:

FINANCIAL

Strong balance sheet and disciplined capital allocation to drive sustainable growth and shareholder value.

PLATFORMS

Technology, and digital and analytics enable our investment platforms to deliver growth for our shareholders.

COMMUNITIES

ICM supports the ICM Foundation, which has identified sustainable, effective and focused education where the biggest impact can be made on individuals and in communities. For over a decade, ICM and its stakeholders have contributed over USD 17.6m to notfor-profit and community organisations.

Half-yearly financial report for the six months to 31 December 2023

24 UIL Limited

HALF-YEARLY FINANCIAL REPORT AND RESPONSIBILITY STATEMENT

The Chairman’s Statement on pages 2 to 4 and the Investment Managers’ Report on pages 6 to 11 give details of the important events which have occurred during the period and their impact on the financial statements.

DIRECTORS’ RESPONSIBILITY STATEMENT

In accordance with Chapter 4 of the Disclosure Guidance and Transparency Rules, the Directors confirm that to the best of their knowledge:

The condensed set of financial statements contained within the report for the six months to 31 December 2023 has been prepared in accordance with International Accounting Standard 34 “Interim Financial Reporting” and gives a true and fair view of the assets, liabilities, financial position and return of the Group;

PRINCIPAL RISKS AND UNCERTAINTIES

Most of UIL’s principal risks and uncertainties are market related and are similar to those of other investment companies investing mainly in listed equities in developed countries.

The principal risks and uncertainties were described in more detail under the heading “Principal Risks and Risk Mitigation” within the Strategic Report section of the annual report and accounts for the year ended 30 June 2023 and have not changed materially since the date of that document.

The half-yearly financial report, together with the Chairman’s Statement and Investment Managers’ Report, includes a fair review of the important events that have occurred during the first six months of the financial year and their impact on the financial statements as required by DTR 4.2.7R;

The principal risks faced by UIL include not achieving long-term total returns for its shareholders, adverse market conditions leading to a fall in NAV, loss of key management, its shares trading at a discount to NAV, losses due to inadequate controls of third-party service providers, gearing risk and regulatory risk. In addition, the Board continues to monitor a number of emerging risks that could potentially impact the Company, the principal ones being geopolitical risk and climate change risk.

The Directors’ statement of principal risks and uncertainties above is a fair review of the principal risks and uncertainties for the remainder of the year as required by DTR 4.2.7R; and
The half-yearly report includes a fair review of the related party transactions that have taken place in the first six months of the financial year as required by DTR 4.2.8R.

The annual report and accounts is available on the Company’s website, www.uil.limited

RELATED PARTY TRANSACTIONS

Details of related party transactions in the six months to 31 December 2023 are set out in note 11 to the accounts.

On behalf of the Board Peter Burrows Chairman 21 February 2024

UNAUDITED STATEMENTS

==> picture [364 x 348] intentionally omitted <==

We remain bottom-up investors looking for compelling long-term value from our investee portfolio companies.

Half-yearly financial report for the six months to 31 December 2023

26 UIL Limited

CONDENSED GROUP INCOME STATEMENT (UNAUDITED)

Notes 2 3 4	Six months to 31 December 2023 Revenue return £’000s Capital return £’000s Total return £’000s Profts/(losses) on investments – 9,549 9,549 Losses on derivative fnancial instruments – (35) (35) Foreign exchange losses – (110) (110) Investment and other income 2,278 – 2,278 Total income/(loss) 2,278 9,404 11,682 Management and administration fees (310) – (310) Other expenses (422) (1) (423) Proft/(loss) before fnance costs and taxation 1,546 9,403 10,949 Finance costs (1,527) (2,574) (4,101) Proft/(loss) before taxation 19 6,829 6,848 Taxation – – – Proft/(loss) for theperiod 19 6,829 6,848 Earnings per ordinary share –pence 0.02 8.15 8.17 The Group does not have any income or expense that is not included in the proft for the period and therefore the proft for the period is also the total comprehensive income for the period, as defned in International Accounting Standard 1 (revised). All items in the above statement derive from continuing operations. All income is attributable to the equity holders of the Company. There are no minority interests.	Six months to 31 December 2022 Year to 30 June 2023 Revenue return £’000s Capital return £’000s Total return £’000s Revenue return £’000s Capital return £’000s Total return £’000s
		– (13,471) (13,471) – (40,342) (40,342) – (2,099) (2,099) – (2,038) (2,038) – (1,460) (1,460) – (1,604) (1,604) 8,532 – 8,532 10,229 – 10,229
		8,532 (17,030) (8,498) 10,229 (43,984) (33,755) (434) – (434) (758) – (758) (500) (3) (503) (977) (5) (982)
		7,598 (17,033) (9,435) 8,494 (43,989) (35,495) (1,144) (3,571) (4,715) (2,897) (6,059) (8,956)
		6,454 (20,604) (14,150) 5,597 (50,048) (44,451) – – – – – –
		6,454 (20,604) (14,150) 5,597 (50,048) (44,451)
		7.70 (24.58) (16.88) 6.68 (59.70) (53.02)

Half-yearly financial report for the six months to 31 December 2023 29

28 UIL Limited

CONDENSED GROUP STATEMENT OF CHANGES IN EQUITY (UNAUDITED)

Notes 5 5 5	for the six months to 31 December 2023 Ordinary share capital £’000s Share premium account £’000s Special reserve £’000s Balance as at 30 June 2023 8,384 37,874 233,866 Proft for the period – – – Ordinarydividendspaid – – – Balance as at 31 December 2023 8,384 37,874 233,866 for the six months to 31 December 2022 Ordinary share capital £’000s Share premium account £’000s Special reserve £’000s Balance as at 30 June 2022 8,384 37,874 233,866 (Loss)/proft for the period – – – Ordinarydividendspaid – – – Balance as at 31 December 2022 8,384 37,874 233,866 for the year to 30 June 2023 Ordinary share capital £’000s Share premium account £’000s Special reserve £’000s Balance as at 30 June 2022 8,384 37,874 233,866 (Loss)/proft for the year – – – Ordinarydividendspaid – – – Balance as at 30 June 2023 8,384 37,874 233,866	Capital reserves £’000s Revenue reserve £’000s Total £’000s
		(124,278) 11,735 167,581 6,829 19 6,848 – (3,354) (3,354)
		(117,449) 8,400 171,075
		Capital reserves £’000s Revenue reserve £’000s Total £’000s
		(74,230) 12,846 218,740 (20,604) 6,454 (14,150) – (3,354) (3,354)
		(94,834) 15,946 201,236
		Capital reserves £’000s Revenue reserve £’000s Total £’000s
		(74,230) 12,846 218,740 (50,048) 5,597 (44,451) – (6,708) (6,708)
		(124,278) 11,735 167,581

Half-yearly financial report for the six months to 31 December 2023

30 UIL Limited

CONDENSED GROUP STATEMENT OF FINANCIAL POSITION (UNAUDITED)

CONDENSED GROUP STATEMENT OF CASH FLOWS (UNAUDITED)

Notes 6 6 7 8 9	As at 31 Dec 2023 £’000s 31 Dec 2022 £’000s 30 Jun 2023 £’000s
	Non-current assets Investments 293,126 349,472 308,347
	Current assets Other receivables 212 209 62 Derivative fnancial instruments – 78 110 Cash and cash equivalents – 111 5,234
	212 398 5,406
	Current liabilities Loans (15,000) (50,000) (42,691) Other payables (10,100) (6,533) (8,892) Zero dividendpreference shares (39,764) – –
	(64,864) (56,533) (51,583)
	Net current liabilities (64,652) (56,135) (46,177)
	Total assets less current liabilities 228,474 293,337 262,170 Non-current liabilities Zero dividendpreference shares (57,399) (92,101) (94,589)
	Net assets 171,075 201,236 167,581
	Equity attributable to equity holders Ordinary share capital 8,384 8,384 8,384 Share premium account 37,874 37,874 37,874 Special reserve 233,866 233,866 233,866 Capital reserves (117,449) (94,834) (124,278) Revenue reserve 8,400 15,946 11,735
	Total attributable to equity holders 171,075 201,236 167,581
	Net asset value per ordinary share Basic – pence 204.04 240.02 199.87

	Six months to	Six months to	Year to
	31 Dec 2023	31 Dec 2022	30 Jun 2023
	£’000s	£’000s	£’000s
Operating activities:
Proft/(loss) before taxation	6,848	(14,150)	(44,451)
Deduct investment income - dividends	(2,150)	(8,286)	(9,904)
Deduct investment income - interest	(126)	(243)	(320)
Deduct bank interest	(2)	(3)	(5)
Add back bank interest charged	1,527	1,144	2,897
Add back (gains)/losses on investments	(9,549)	13,471	40,342
Add back losses on derivative fnancial instruments	35	2,099	2,038
Add back foreign exchange losses	110	1,460	1,604
Increase in other debtors	(53)	(45)	(10)
(Decrease)/increase in creditors	(92)	280	(60)
Deduct ZDP shares fnance costs	2,574	3,571	6,059
Net cash outfow from operating activities
before dividends and interest	(878)	(702)	(1,810)
Dividends received	2,150	1,962	3,580
Investment income - interest received	29	91	166
Bank interest received	2	3	5
Interestpaid	(2,122)	(1,144)	(2,375)
Cash fows from operating activities	(819)	210	(434)
Investing activities:
Purchases of investments	(9,405)	(10,003)	(17,588)
Sales of investments	30,802	70,333	92,285
Settlement of derivatives	75	(4,119)	(4,090)
Cash fows from investing activities	21,472	56,211	70,607
Financing activities:
Equity dividends paid	(3,354)	(3,354)	(6,708)
Drawdowns of loans	6,964	50,000	55,231
Repayment of loans	(31,336)	(53,572)	(66,070)
Cash fows from redemption of ZDP shares	–	(52,283)	(52,283)
Cash fows from fnancing activities	(27,726)	(59,209)	(69,830)

Half-yearly financial report for the six months to 31 December 2023

32 UIL Limited

CONDENSED GROUP STATEMENT OF CASH FLOWS (UNAUDITED) (continued)

NOTES TO THE ACCOUNTS (UNAUDITED)

	Six months to	Six months to	Year to
	31 Dec 2023	31 Dec 2022	30 Jun 2023
	£’000s	£’000s	£’000s
Net (decrease)/increase in cash and cash
equivalents	(7,073)	(2,788)	343
Cash and cash equivalents at the beginning of the
period	(2,638)	(3,827)	(3,827)
Efect of movement in foreign exchange	(56)	1,032	846
Cash and cash equivalents at the end of the
period	(9,767)	(5,583)	(2,638)
Comprised of:
Cash	–	111	5,234
Bank overdraft	(9,767)	(5,694)	(7,872)
Total	(9,767)	(5,583)	(2,638)

1. SIGNIFICANT ACCOUNTING POLICIES

The Company is an investment company incorporated in Bermuda, with its ordinary shares traded on the Specialist Fund Segment of the Main Market of the London Stock Exchange and listed on the Bermuda Stock Exchange.

The Group accounts comprise the results of the Company and UIL Finance Limited.

This condensed set of financial statements has been prepared in accordance with IAS 34 Interim Financial Reporting as adopted for use in the UK.

The annual financial statements of the Group for the year ended 30 June 2024 will be prepared in accordance with UK-adopted international accounting standards which comprise standards and interpretations approved by the IASB, and International Accounting Standards and Standing Interpretations Committee interpretations approved by the IASC that remain in effect. As required by the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority, the condensed set of financial statements has been prepared applying the accounting policies and presentation that were applied in the preparation of the Group’s published consolidated financial statements for the year ended 30 June 2023.

The preparation of interim financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates. The significant judgements made by the Directors in applying the Group’s accounting policies and key sources of uncertainty were the same as those applied to the consolidated financial statements as at and for the year ended 30 June 2023.

The unaudited condensed Group accounts do not include all of the information required for full annual accounts and should be read in conjunction with the consolidated accounts of the Group for the year ended 30 June 2023, which were prepared under full IFRS requirements.

2. MANAGEMENT AND ADMINISTRATION FEES

The Company has appointed ICM Investment Management Limited (“ICMIM”) as its Alternative Investment Fund Manager and joint portfolio manager with ICM Limited (“ICM”), for which they are entitled to a management fee and a performance fee. The aggregate fees payable by the Company are apportioned between the joint portfolio managers as agreed by them.

The relationship between ICMIM and ICM is compliant with the requirements of the UK version of the EU Alternative Investment Fund Managers Directive as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended and also such other requirements applicable to ICMIM by virtue of its regulation by the Financial Conduct Authority.

The annual management fee is 0.5% per annum based on total assets less current liabilities (excluding borrowings and excluding the value of all holdings in companies managed or advised by the Investment Managers or any of their subsidiaries from which they receive a management fee), calculated and payable

Half-yearly financial report for the six months to 31 December 2023

34 UIL Limited

UNAUDITED NOTES TO THE ACCOUNTS (continued)

quarterly in arrears. The agreement with ICM and ICMIM may be terminated upon one year’s notice given by the Company or by ICM and ICMIM, acting together.

In addition, the Investment Managers are entitled to a capped performance fee payable in respect of each financial period, equal to 15% of the amount by which the Company’s NAV attributable to holders of ordinary shares outperforms the higher of (i) 5.0%, and (ii) the post-tax yield on the FTSE Actuaries Government Securities UK Gilts 5 to 10 years’ index, plus inflation (on the RPIX basis) (the “Reference Rate”). The opening equity funds for calculation of the performance fee are the higher of (i) the equity funds on the last day of a calculation period in respect of which a performance fee was last paid, adjusted for capital events and dividends paid since that date (the “high watermark”); and (ii) the equity funds on the last day of the previous calculation period increased by the Reference Rate during the calculation period and adjusted for capital events and dividends paid since the previous calculation date. In a period where the Investment Managers or any of their associates receive a performance fee from any ICM managed investment in which UIL is an investor, the performance fee payable by UIL will be reduced by a proportion corresponding to UIL’s percentage holding in that investment applied to the underlying investment performance fee, subject to the provision that the UIL performance fee cannot be a negative figure. In calculating any performance fee payable, a cap of 2.5% of closing NAV (adjusted for capital events and dividends paid) will be applied following any of the above adjustments and any excess over this cap shall be written off. A performance fee was last paid in respect of the year to 30 June 2019. As at that date the equity shareholders’ funds were £326.3m. As at 30 June 2021, the attributable shareholders’ funds were above the high watermark. However, after adjusting for the allocated share of performance fees (paid and accrued) from ICM managed investments in which UIL is an investor, no performance fee was accrued.

In the period to 31 December 2023, UIL’s NAV return is below the required hurdle calculated at 9.9% return to entitle the Investment Managers to a performance fee and therefore no performance fee has been accrued. The final amount payable is dependent upon the performance of the Company, adjusted for the allocated share of any performance fees from ICM managed investments in which UIL is an investor, in the year to 30 June 2024.

ICM also provides company secretarial services to the Company, with the Company paying 45% of the incurred costs associated with this post.

JP Morgan Chase Bank N.A. – London Branch has been appointed Administrator and ICMIM has appointed Waverton Investment Management Limited to provide certain support services (including middle office, market dealing and information technology support services). The Company or the Administrator may terminate the agreement with the Administrator upon six months’ notice in writing.

3. TAXATION

Profits of the Company and subsidiaries for the period are not subject to any taxation within their countries of residence.

4. EARNINGS PER ORDINARY SHARE

The calculation of earnings per ordinary share from continuing operations is based on the following data:

	Six months to	Six months to	Year to
	31 Dec 2023	31 Dec 2022	30 Jun 2023
	£’000s	£’000s	£’000s
Revenue	19	6,454	5,597
Capital	6,829	(20,604)	(50,048)
Total	6,848	(14,150)	(44,451)
	Number	Number	Number
Weighted average number of shares in issue during the
period for earningsper share calculations	83,842,918	83,842,918	83,842,918
	pence	pence	pence
Revenue return per ordinary share	0.02	7.70	6.68
Capital returnper ordinaryshare	8.15	(24.58)	(59.70)
Total returnper ordinaryshare	8.17	(16.88)	(53.02)

5. DIVIDENDS

				Six months	Six months	Year to
				to 31 Dec	to 31 Dec	30 Jun
		Record	Payment	2023	2022	2023
		date	date	£’000s	£’000s	£’000s
2022 2023	Fourth quarterly interim of 2.00p First quarterly interim of 2.00p	02-Sep-22 02-Dec-22	30-Sep-22 22-Dec-22	– –	1,677 1,677	1,677 1,677
2023	Second quarterly interim of 2.00p	03-Mar-23	31-Mar-23	–	–	1,677
2023	Third quarterly interim of 2.00p	02-Jun-23	26-Jun-23	–	–	1,677
2023	Fourth quarterly interim of 2.00p	29-Sep-23	13-Oct-23	1,677	–	–
2024	Firstquarterlyinterim of 2.00p	01-Dec-23	21-Dec-23	1,677	–	–
				3,354	3,354	6,708

The Directors have declared a second quarterly dividend in respect of the year ending 30 June 2024 of 2.00p per ordinary share payable on 4 June 2024 to shareholders on the register at close of business on 10 May 2024. The total cost of this dividend, which has not been accrued in the results for the six months to 31 December 2023, is £1,677,000 based on 83,842,918 ordinary shares in issue as at the date of this half-yearly report.

Half-yearly financial report for the six months to 31 December 2023

36 UIL Limited

UNAUDITED NOTES TO THE ACCOUNTS (continued)

6. FINANCIAL INSTRUMENTS MEASURED AT FAIR VALUE

The tables below set out the fair value measurements hierarchy at the relevant period end.

These fair value measurements are categorised into a hierarchy consisting of the following three levels:

Level 1 – valued using unadjusted quoted prices in active markets for identical assets and liabilities. Level 2 – valued by reference to valuation techniques using other observable inputs not included within level 1.

Level 3 – valued by reference to valuation techniques using unobservable inputs.

				31 Dec 2023
	Level 1	Level 2	Level 3	Total
	£’000s	£’000s	£’000s	£’000s
Financial assets held at fair value through proft or loss
Investments	58,548	61,494	173,084	293,126
Derivative fnancial instruments – foreign currency options	–	–	–	–

During the period, holdings of value £3,369,000 were transferred from level 2 to level 1 due to the investee company shares resuming regular trading. The book cost and fair values were transferred using the 30 June 2023 balances.

				31 Dec 2022
	Level 1	Level 2	Level 3	Total
	£’000s	£’000s	£’000s	£’000s
Financial assets held at fair value through proft or loss
Investments	104,880	59,378	185,214	349,472
Derivative fnancial instruments – forward foreign currency contracts	–	78	–	78

During the period, holdings of value £65,586,000 were transferred from level 1 to level 2 due to the investee company shares having irregular trading in the period and a holding of value £3,511,000 was transferred from level 2 to level 1 due to the investee company shares resuming regular trading. The book cost and fair values were transferred using the 30 June 2022 balances.

				30 Jun 2023
	Level 1	Level 2	Level 3	Total
	£’000s	£’000s	£’000s	£’000s
Financial assets held at fair value through proft or loss
Investments	63,115	72,580	172,652	308,347
Derivative fnancial instruments – forward foreign currency contracts	–	110	–	110

A reconciliation of fair value measurements in level 3 is set out in the following table:

	Six months to 31 Dec 2023	Six months to 31 Dec 2022	Year to 30 June 2023
	£’000s	£’000s	£’000s
Investments brought forward
Cost	168,186	199,073	199,073
Gains	4,466	39,848	39,848
Valuation	172,652	238,921	238,921
Purchases	8,881	59,035	67,701
Sales	(16,651)	(120,175)	(125,307)
Gains/(losses)on investments	8,202	7,433	(8,663)
Valuation carried forward	173,084	185,214	172,652
Analysed
Cost	159,268	164,642	168,186
Gains	13,816	20,572	4,466
Valuation carried forward	173,084	185,214	172,652

7. LOANS

As at 30 June 2023, the Company had a £37.5m multicurrency loan facility with Bank of Nova Scotia expiring on 19 September 2023. The Company extended the facility until 19 March 2024 with the facility reduced to £25.0m on 19 September 2023, £20.0m on 31 October 2023 and £15.0m on 31 December 2023. The facility reduced to £10.0m on 19 February 2024 and will be fully repaid by 19 March 2024. Commissions are charged on any undrawn amounts at commercial rates. The terms of the loan facility, including those related to accelerated repayment and costs of repayment and the loan covenants, are typical of those normally found in facilities of this nature. Scotiabank has a floating charge over the assets of the Company in respect of amounts owing under the loan facility. As at 31 December 2023 £15.0m (31 December 2022: £50.0m and 30 June 2023: £37.5m) was drawn down.

As at 30 June 2023, Union Mutual Pension Fund Limited had loaned USD 6.6m (31 December 2022: nil) to UIL. The loan was repaid in full in August 2023 and incurred interest at 8% per annum.

During the period, Zeta Energy Limited loaned AUD 13.5m to UIL. This loan was fully repaid in October 2023 and incurred interest at 8.3% per annum.

During the year, three holdings with a value of £70.0m were transferred from level 1 to level 2 due to the investee companies shares trading irregularly in the year and one holding with a value of £3.5m was transferred from level 2 to level 1 due to the investee company shares resuming regular trading. The book cost and fair value were transferred using the 30 June 2022 balances.

Half-yearly financial report for the six months to 31 December 2023

38 UIL Limited

UNAUDITED NOTES TO THE ACCOUNTS (continued)

8. ORDINARY SHARE CAPITAL

8. ORDINARY SHARE CAPITAL
Equity share capital:	Number	£’000s
Ordinary shares of 10p each with voting rights
Authorised	250,000,000	25,000
	Total shares	Total shares
	in issue	in issue
	Number	£’000s
Balance as at 31 December 2023, 30June 2023 and 31 December 2022	83,842,918	8,384

No ordinary shares have been purchased for cancellation since the period end.

9. NET ASSET VALUE PER SHARE

Net asset value per ordinary share is based on net assets as at the period end of £171,075,000 (31 December 2022: £201,236,000 and 30 June 2023: £167,581,000) and on 83,842,918 ordinary shares in issue as at the period end (31 December 2022 and 30 June 2023: 83,842,918).

was re-assigned to SKAC Ltd at nil proceeds, as part of an ongoing process to liquidate Northbrook. Interest was charged on the loan at 6.0% per annum.

UIL paid fees of £33k incurred by Northbrook as part of the liquidation process.

West Hamilton Holdings Limited ("West Hamilton") - West Hamilton made a capital distribution of £8.3m and a dividend distribution of £0.7m to UIL during the period.

Zeta Resources Limited (“Zeta”) - Pursuant to a loan agreement dated 28 July 2023, under which Zeta Energy Pte Ltd (a 100% subsidiary of Zeta) agreed to loan monies to UIL, Zeta Energy Pte Ltd advanced to UIL AUD 13.5m in the period. UIL repaid the AUD 13.5m in the period and as at 31 December 2023 the balance was £nil. The loan bears interest at an annual rate of 8.3% and UIL paid interest of AUD 136k to Zeta Energy Pte Ltd during the period.

During the period, Zeta bought back 28,132,739 Zeta shares from UIL as part of the Zeta’s buy back plan. UIL received AUD 9.0m.

Joint ventures

Allectus Capital Limited ("Allectus Capital") - Pursuant to a loan agreement dated 1 September 2016, under which UIL agreed to loan monies to Allectus Capital, UIL advanced to Allectus Capital a loan of USD 0.6m. The balance of the loan as at 31 December 2023 was USD 2.7m (30 June 2023: USD 2.1m). The loan does not bear interest.

10. OPERATING SEGMENTS

The Directors are of the opinion that the Group’s activities comprise a single operating segment, namely that of investing in equity, debt and derivative securities to maximise shareholder returns.

Allectus Quantum Holdings Limited (“Allectus Quantum”) – UIL paid fees of £26k incurred by Allectus Quantum.

Associated undertakings:

11. RELATED PARTY TRANSACTIONS

The following transactions were carried out during the half year to 31 December 2023 between the Company and its related parties:

Subsidiaries of UIL:

Carebook Technologies Inc ("Carebook") - Pursuant to a convertible loan agreement dated 5 December 2023, under which UIL has agreed to loan monies to Carebook, UIL advanced to Carebook a loan of CAD 2.0m. As at 31 December 2023, the balance of the loan and interest outstanding was CAD 2.0m. Pursuant to a loan agreement dated 28 September 2022, the balance of the loan and interest outstanding as at 31 December 2023 was CAD 1.0m (30 June 2023: CAD 1.0m). UIL received interest of CAD 0.1m in the period. Pursuant to a loan agreement dated 15 December 2022, the balance of the loan and interest outstanding as at 31 December 2023 was CAD 1.4m (30 June 2023: CAD 1.3m). All the loans bear interest at an annual rate of the Canadian variable rate +10.0% and are repayable by 22 December 2026.

Newtel Holdings Limited ("Newtel") - Pursuant to a loan agreement dated 1 July 2023, under which UIL agreed to loan monies to Newtel, UIL advanced to Newtel £0.1m. The loan does not bear interest. As at 31 December 2023, the balance of the loan was £0.1m.

Northbrook Resources Limited ("Northbrook") - Pursuant to a loan agreement dated 1 January 2019 under which UIL agreed to loan monies to Northbrook, the outstanding loan balance of £1.6m

Somers Limited (“Somers”) - Pursuant to loan agreements dated 1 September 2016 (USD loan), 5 September 2019 (AUD loan) and 22 June 2018 (GBP loan), under which UIL agreed to loan monies to Somers, UIL advanced to Somers loans of USD 5.0m, AUD 1.2m and £1.9m, UIL received interest of USD 14k, AUD 4k and £8k and received from Somers repayments of USD 4.8m, AUD 1.2m and £0.6m. As at 31 December 2023, the balance of the loans outstanding were USD 0.2m and £1.3m. The loans bear interest at an annual rate of 6.0% and are repayable on not less than 12 months’ notice.

In October 2023, UIL purchased 149 shares in Permanent Investment Limited (“PIL”) for USD 1 from Prime Life Common Fund Limited, holding 100% of the shares. The holding of Littlepay was gifted into PIL. Subsequently Somers purchased UIL’s holding in PIL at fair value for £4.7m.

Key management entities and persons:

ICM and ICMIM are joint portfolio managers of UIL. Other than investment management fees and company secretarial costs as set out in note 2, and reimbursed expenses of £7,000, there were no other transactions with ICM or ICMIM or ICM Corporate Services (Pty) Ltd. As at 31 December 2023, £102,000 remained outstanding to ICM and ICMIM in respect of management and company secretarial fees and £nil in respect of performance fees.

Mr Jillings received dividends from UIL of £22,000. There were no other transactions during the six months with Alasdair Younie, Charles Jillings, Duncan Saville and Sandra Pope and UIL.

Half-yearly financial report for the six months to 31 December 2023

40 UIL Limited

UNAUDITED NOTES TO THE ACCOUNTS (continued)

The Board:

The fees paid to Directors for the six months to 31 December 2023: Chairman £26,250; Chairman of Audit & Risk Committee £25,075; Directors £19,425. The Board received aggregate remuneration of £90,175 for services as Directors. As at 31 December 2023, £nil remained outstanding to the Directors. In addition to their fees, the Directors received dividends totalling £56,000. There were no other transactions during the six months with the Board and UIL.

Companies controlled by key management persons:

Union Mutual Pension Fund Limited (“UMPF”) - As at 30 June 2023, UMPF had loaned USD 6.6m to UIL. In August 2023, UIL sold 302,000 Somers shares at fair value for USD 4.3m and paid USD 2.3m in cash to UMPF to repay the loan. The loan bears interest at an annual rate of 8.0% and UIL paid interest of USD 63k to UMPF during the period.

General Provincial Life Pension Fund Limited received dividends of £2.2m from UIL, Union Mutual Pension Fund Limited received dividends of £0.3m from UIL and Mitre Investments Limited received dividends of £0.1m from UIL. There were no other transactions between companies controlled by key management and UIL during the six months to 31 December 2023.

12. FINANCIAL RISK MANAGEMENT – LEVEL 3 FINANCIAL INSTRUMENTS

Valuation methodology

The objective of using valuation techniques is to arrive at a fair value measurement that reflects the price that would be received to sell the asset or paid to transfer the liability in an orderly transaction between market participants at the measurement date. The Company uses proprietary valuation models, which are compliant with IPEV guidelines and IFRS 13 and which are usually developed from recognised valuation techniques.

The Directors have satisfied themselves as to the methodology used, the discount rates and key assumptions applied, and the valuations. The methodologies used to determine fair value are described in the 2023 annual report. The level 3 assets comprise of a number of unlisted investments at various stages of development and each has been assessed based on its industry, location and business cycle. The valuation methodologies include net assets, discounted cash flows, cost of recent investment or last funding round, listed peer comparison or peer group multiple or dividend yield, as appropriate. Where applicable, the Directors have considered observable data and events to underpin the valuations. A discount has been applied, where appropriate, to reflect both the unlisted nature of the investments and business risks.

UIL currently has investments in a number of level 3 closed-end investment companies including Allectus Capital, Allectus Quantum and Somers. These companies are valued on a net assets basis, estimated based on the managers’ NAVs. Managers’ NAVs use recognised valuation techniques

consistent with IFRS and are normally subject to audit. The fund valuations included in these financial statements were based principally on the 31 December 2023 managers’ NAVs and these NAVs have been reviewed to ensure that the economic impact of higher interest rates, inflation, and the Ukraine and Middle East conflicts have been considered.

Sensitivity of level 3 financial investments measured at fair value to changes in key assumptions

Level 3 inputs are sensitive to assumptions made when ascertaining fair value. While the Directors believe that the estimates of fair value are appropriate, the use of different methodologies or assumptions could lead to different measurements of fair value. The sensitivities shown in the table below give an indication of the effect of applying reasonable and possible alternative assumptions.

In assessing the level of reasonably possible outcomes consideration was also given to the impact on valuations of the elevated level of volatility in equity markets during the year, principally reflecting concerns about high rates of inflation, tightening energy supplies, higher interest rates and the Ukraine and Middle East conflicts. The valuations of fund interests are based on the managers’ NAVs and the managers have advised that they have taken into account these economic and market concerns. The impact on the valuations has been varied and largely linked to their relevant sectors and this has been reflected in the level of sensitivities applied.

The following table shows the sensitivity of the fair value of level 3 financial investments to changes in key assumptions:

As at 31 December 2023

	Investment	Valuation	Risk	Sensitivity	Carrying amount	Sensitivity
Investment	type	methodology	weighting	+/-	£’000s	£’000s
Somers	Equity	NAV	Medium	20%	121,808	24,362
Allectus Capital	Equity	NAV	Medium	20%	16,719	3,344
Allectus Quantum	Equity	NAV	Medium	20%	14,666	2,933
West Hamilton	Equity	Fair value of assets	Low	10%	6,638	664
Arria NLG Limited
("Arria")*	Equity	Last fund raising	High	40%	5,428	2,171
Other investments	Equity	Various	Medium	20%	4,672	934
Other investments	Loans	Various	Low	10%	3,153	315
Total					173,084	34,723

* Valuation of investment in Arria

UIL holds 6.6m ordinary shares in Arria which it valued at £5.4m as at 31 December 2023. Arria has been valued based on recent equity fundraising events. Arria's revenues are growing strongly, however it remains materially loss making and cash flow negative and it may have insufficient cash reserves if future capital raise activities do not proceed as planned. Accordingly, Arria’s fair value has been given a sensitivity of 40% to reflect a higher level of uncertainty over the future position of the company.

Half-yearly financial report for the six months to 31 December 2023

42 UIL Limited

UNAUDITED NOTES TO THE ACCOUNTS (continued)

As at 31 December 2022

	Investment	Valuation	Risk	Sensitivity	Carrying amount	Sensitivity
Investment	type	methodology	weighting	+/-	£’000s	£’000s
Somers	Equity	NAV	Low	10%	127,989	12,799
Allectus Capital	Equity	NAV	Medium	20%	24,378	4,876
West Hamilton	Equity	Fair value of assets	Medium	20%	15,585	3,117
Littlepay Mobility Ltd	Equity	Peer multiples	Medium	20%	5,663	1,133
		Price of recent
Allectus Quantum	Equity	investment	High	30%	4,659	1,398
Arria	Equity	Peer multiples	High	400%	1,188	4,751
Other investments	Equity	Various	Medium	20%	4,372	874
Other investments	Loans	Various	Low	10%	1,380	138
Total					185,214	29,086

The severe but plausible downside assumes a breach of bank loan covenants leading to the repayment of bank loan liabilities and a significant reduction in asset values in line with that experienced during the emergence of the Covid-19 pandemic in the first quarter of 2020. The Board also considered reverse stress testing to identify the reduction in the valuation of liquid investments that would cause the Group to be unable to meet its net current liabilities, being primarily the bank loan of £15,000,000, the bank overdraft of £9,767,000 and the repayment to the 2024 ZDP shareholders of £41,505,000. The Board is confident that the reduction in asset values implied by the reverse stress test is not plausible even in the current volatile environment.

Consequently, the Directors are confident that the Company will have sufficient funds to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements. Accordingly, the Board considers it appropriate to continue to adopt the going concern basis in preparing the accounts.

14. RESULTS

As at 30 June 2023
	Investment	Valuation	Risk	Sensitivity	Carrying amount	Sensitivity
Investment	type	methodology	weighting	+/-	£’000s	£’000s
Somers	Equity	NAV	Low	20%	107,688	21,538
Allectus Capital	Equity	NAV	Medium	20%	17,821	3,564
Allectus Quantum	Equity	NAV	Medium	20%	14,666	2,933
West Hamilton	Equity	Fair value of assets	Low	10%	15,087	1,509
Arria	Equity	Last fund raising	Medium	20%	6,602	1,320
Other investments	Equity	Various	Medium	20%	9,451	1,890
Other investments	Loans	Various	Low	10%	1,337	134
Total					172,652	32,888

The condensed set of financial statements, forming the half year accounts, has been neither audited nor reviewed by the Company’s auditors. The latest published accounts are for the year ended 30 June 2023; the report of the auditors thereon was unqualified. The condensed financial statements shown above for the year ended 30 June 2023 are an extract from those accounts.

13. GOING CONCERN

Notwithstanding that the Group has reported net current liabilities of £64,652,000 as at 31 December 2023 (31 December 2022: £56,135,000 and 30 June 2023: £46,177,000), the financial statements have been prepared on a going concern basis which the Directors consider to be appropriate for the following reasons.

The Board’s going concern assessment has focused on the forecast liquidity of the Group for 12 months from the date of approval of the financial statements. This analysis assumes that the Company will meet some of its short term obligations through the sale of level 1 securities, which represented 20.0% of the Company’s total portfolio as at 31 December 2023. As part of this assessment the Board has considered a severe but plausible downside that reflects the impact of the key risks set out in the Strategic Report of the Annual Report and an assessment of the Company’s ability to meet its liabilities as they fall due (including the loan liabilities), assuming a significant reduction in asset values and accompanying currency volatility.

Half-yearly financial report for the six months to 31 December 2023

44 UIL Limited

ALTERNATIVE PERFORMANCE MEASURES

The European Securities and Markets Authority defines an Alternative Performance Measure (“APM”) as being a financial measure of historical or future financial performance, financial position or cash flows, other than a financial measure defined or specified in the applicable accounting framework. The Group uses the following APMs:

Discount/Premium – if the share price is lower than the NAV per ordinary share, the shares are trading at a discount. Shares trading at a price above NAV per ordinary share are said to be at a premium. As at 31 December 2023 the ordinary share price was 127.00p (31 December 2022: 160.00p and 30 June 2023: 145.00p) and the NAV per ordinary share was 204.04p (31 December 2022: 240.02p and 30 June 2023: 199.87p), the discount was therefore 37.8% (31 December 2022: 33.3% and 30 June 2023: 27.5%).

Gearing – represents the ratio of the borrowings less cash and cash equivalents of the Company to its net assets.

Gearing –represents the ratio of the borrowi its net assets.	ngs less cash an	d cash equiva	lents of the Co	mpany to
		31 Dec 2023	31 Dec 2022	30 Jun 2023
	page	£’000s	£’000s	£’000s
Bank overdraft	34	9,767	5,694	7,872
Cash and cash equivalents	32	–	(111)	(5,234)
Loans	32	15,000	50,000	42,691
ZDP shares	32	97,163	92,101	94,589
Total debt		121,930	147,684	139,918
Net assets attributable to equityholders	32	171,075	201,236	167,581
Gearing		71.3%	73.4%	83.5%

NAV per ordinary share – the value of the Group’s net assets divided by the number of ordinary shares in issue (see note 9 to the accounts).

NAV/share price total return – the return to shareholders calculated on a per ordinary share basis by adding dividends paid in the period to the increase or decrease in the NAV or share price in the period. The dividends are assumed to have been re-invested in the form of net assets or shares, respectively, on the date on which the dividends were paid.

	Dividend rate	NAV	Share price
Six months to 31 December 2023	(pence)	(pence)	(pence)
30 June 2023	n/a	199.87	145.00
13 October 2023	2.00	193.47	121.00
21 December 2023	2.00	191.27	121.00
31 December 2023	n/a	204.04	127.00
Total return		4.2%	(9.5%)

	Dividend rate	NAV	Share price
Six months to 31 December 2022	(pence)	(pence)	(pence)
30 June 2022	n/a	260.89	187.50
30 September 2022	2.00	258.73	188.50
22 December 2022	2.00	233.15	155.00
31 December 2022	n/a	240.02	160.00
Total return		(6.5%)	(12.6%)
	Dividend rate	NAV	Share price
Year to 30June 2023	(pence)	(pence)	(pence)
30 June 2022	n/a	260.89	187.50
30 September 2022	2.00	258.73	188.50
22 December 2022	2.00	233.15	155.00
31 March 2023	2.00	214.13	128.50
26 June 2023	2.00	201.89	143.50
30June 2023	n/a	199.87	145.00
Total return		(20.6%)	(18.5%)

NAV/share price total return since inception – the return to shareholders calculated on a per ordinary share basis by adding dividends paid in the period and adjusting for the exercise of warrants and Convertible Unsecured Loan Stock (“CULS”) in the period to the increase or decrease in the NAV/ share price in the period. The dividends are assumed to have been re-invested in the form of net assets or shares on the date on which the dividends were paid. The adjustment for the exercise of warrants and CULS is made on the date the warrants and CULS were exercised.

	Six months to	31 Dec 2023	Six months to 31 Dec 2022	Six months to 31 Dec 2022	Year to 30 Jun 2023	Year to 30 Jun 2023
	NAV	Shareprice	NAV	Shareprice	NAV	Shareprice
NAV/share price 14 August 2003 (pence)	99.47	85.67	99.47	85.67	99.47	85.67
Total dividend,
warrants and CULS
adjustment factor	2.2567	2.854	2.1685	2.6823	2.2105	2.7620
NAV/share price at
period end (pence)	204.04	127.00	240.02	160.00	199.87	145.00
Adjusted NAV/share
price at period end
(pence)	460.45	362.46	520.49	429.16	441.81	400.49
Total return since inception	362.9%	323.1%	423.3%	401.0%	344.2%	367.5%

Half-yearly financial report for the six months to 31 December 2023

46 UIL Limited

ALTERNATIVE PERFORMANCE MEASURES (continued)

DIRECTORS

Peter Burrows, AO (Chairman) Stuart Bridges Alison Hill David Shillson

REGISTERED OFFICE

Clarendon House, 2 Church Street, Hamilton HM 11, Bermuda

Company Registration Number: 39480 LEI: 213800CTZ7TEIE7YM468

COMPANY BANKER

The Bank of Nova Scotia, London Branch 201 Bishopsgate, 6th Floor, London EC2M 3NS United Kingdom

LEGAL ADVISOR TO THE COMPANY

(as to English law)

Norton Rose Fulbright LLP 3 More London Riverside, London SE1 2AQ United Kingdom

LEGAL ADVISOR TO THE COMPANY

(as to Bermuda law)

Ongoing charges – all operating costs expected to be regularly incurred and that are payable by the Group or suffered within underlying investee funds, expressed as a proportion of the average net asset values of the Group (valued in accordance with accounting policies) over the reporting year. The costs of buying and selling investments and derivatives are excluded, as are interest costs, taxation, non-recurring costs and the costs of buying back or issuing ordinary shares.

	31 Dec 2023	31 Dec 2022
Ongoing charges calculation (including and excluding	(annualised)	(annualised)	30 Jun 2023
performance fees)	£’000s	£’000s	£’000s
Management and administration fees	620	868	758
Other expenses	844	903	977
Expenses suffered within underlyingfunds	3,396	4,426	3,935
Total expenses for ongoingcharges calculation	4,860	6,197	5,670
Average net asset values of the Group	164,329	211,701	200,431
OngoingCharges	3.0%	2.9%	2.8%

Revenue reserves per ordinary share carried forward – the value of the Group’s revenue reserves divided by the number of ordinary shares in issue.

	page	31 Dec 2023	31 Dec 2022	30Jun 2023
Revenue reserves (£'000s)	32	8,400	15,946	11,735
Number of ordinary shares in issue	40	83,842,918	83,842,918	83,842,918
Revenue reserves per ordinary share carried
forward(pence)		10.02	19.02	14.00

Gross assets – the value of the Group’s assets less current liabilities excluding loans and ZDP shares.

Gross assets –the value of the Group’s ass	ets less current lia	bilities excludi	ng loans and	ZDP shares.
		31 Dec 2023	31 Dec 2022	30 Jun 2023
	page	£'000s	£'000s	£'000s
Investments	32	293,126	349,472	308,347
Current assets	32	212	398	5,406
Current liabilities - Otherpayables	32	(10,100)	(6,533)	(8,892)
Gross assets		283,238	343,337	304,861

AIFM AND JOINT PORTFOLIO MANAGER

ICM Investment Management Limited Ridge Court, The Ridge, Epsom, Surrey, KT18 7EP

United Kingdom Telephone 01372 271486

Authorised and regulated in the UK by the Financial Conduct Authority

JOINT PORTFOLIO MANAGER AND SECRETARY

ICM Limited 34 Bermudiana Road, Hamilton HM 11 Bermuda

ASSISTANT SECRETARY

Conyers Corporate Services (Bermuda) Limited Clarendon House, 2 Church Street, Hamilton HM 11, Bermuda

ADMINISTRATOR

JP Morgan Chase Bank N.A. – London Branch 25 Bank Street, Canary Wharf, London E14 5JP United Kingdom

Authorised in the UK by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority

BROKER

Shore Capital and Corporate Limited Cassini House, 57 St James’s Street, London SW1A 1LD

United Kingdom

Authorised and regulated in the UK by the Financial Conduct Authority

Conyers Dill & Pearman Limited Clarendon House, 2 Church Street, Hamilton HM 11, Bermuda

AUDITOR

KPMG LLP 15 Canada Square, London E14 5GL United Kingdom

Member of the Institute of Chartered Accountants in England and Wales

DEPOSITARY SERVICES PROVIDER

J.P. Morgan Europe Limited

25 Bank Street, Canary Wharf, London E14 5JP United Kingdom

Authorised in the UK by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority

CUSTODIAN

JPMorgan Chase Bank N.A. – Jersey Branch JPMorgan House, Grenville Street St Helier, Jersey JE4 8QH

Regulated by the Jersey Financial Services Commission

REGISTRAR

Computershare Investor Services (Bermuda) Ltd 5 Reid Street, Hamilton HM 11 Bermuda Telephone 0370 707 1196

REGISTRAR TO THE DEPOSITARY INTERESTS AND CREST AGENT

Computershare Investor Services PLC The Pavilions, Bridgwater Road Bristol BS99 6ZY United Kingdom

Half-yearly financial report for the six months to 31 December 2023

48 UIL Limited

HISTORICAL PERFORMANCE

==> picture [753 x 452] intentionally omitted <==

----- Start of picture text -----

31 Dec 30 Jun 30 Jun 30 Jun 30 Jun 30 Jun 30 Jun 30 Jun 30 Jun 30 Jun
2023 2023 2022 2021 2020 2019 2018 2017 2016 2015
NAV per ordinary share (pence) 204.04 199.87 260.89 431.51 292.79 369.57 291.79 252.86 241.12 169.00
Ordinary share price (pence) 127.00 145.00 187.50 268.00 177.50 199.00 174.50 164.00 130.75 117.00
Discount [1] (%) 37.8 27.5 28.1 37.9 39.4 46.2 40.2 35.1 45.8 30.8
Returns and dividends (pence)
Revenue return per ordinary share 0.02 6.68 8.35 9.98 9.77 7.63 6.67 6.38 6.23 7.84
Capital return per ordinary share 8.15 (59.70) (171.68) 133.81 (81.30) 75.34 38.96 12.46 68.45 2.47
Total return per ordinary share 8.17 (53.02) (163.33) 143.79 (71.53) 82.97 45.63 18.84 74.68 10.31
Dividend per ordinary share 4.000 8.000 8.000 8.000 7.875 7.500 7.500 7.500 7.500 7.500
FTSE All-Share total return Index 9,056 8,611 7,981 7,852 6,465 7,431 7,389 6,777 5,737 5,614
ZDP shares [2] (pence)
2024 ZDP shares
Capital entitlement per ZDP share 133.07 130.04 124.14 118.51 113.13 107.97 103.10 n/a n/a n/a
2024 ZDP share price 127.00 123.50 122.50 120.50 105.50 114.00 107.50 n/a n/a n/a
2026 ZDP shares
Capital entitlement per ZDP share 131.90 128.75 122.62 116.78 111.21 105.89 100.87 n/a n/a n/a
2026 ZDP share price 108.50 114.50 115.50 116.00 92.25 107.50 102.25 n/a n/a n/a
2028 ZDP shares
Capital entitlement per ZDP share 116.21 113.02 106.87 101.60 n/a n/a n/a n/a n/a n/a
2028 ZDP share price 89.50 96.50 99.00 100.00 n/a n/a n/a n/a n/a n/a
Equity holders funds (£m)
Gross assets [1] 283.2 304.9 410.6 544.4 483.3 537.2 488.3 449.7 440.7 373.4
Loans 15.0 42.7 51.1 48.5 50.6 51.0 27.8 47.8 24.7 34.4
ZDP shares 97.2 94.6 140.8 132.1 180.5 159.9 199.4 173.8 197.4 172.4
Equity holders' funds 171.1 167.6 218.7 363.8 251.6 326.3 261.1 228.1 218.6 166.6
Revenue account (£m)
Income 2.3 10.2 9.9 11.6 12.7 11.2 10.6 10.7 10.5 11.2
Costs (management and other expenses) 0.7 1.7 1.7 2.1 2.6 2.8 2.8 2.9 1.9 1.8
Finance costs 1.5 2.9 1.1 1.0 1.6 1.6 1.6 1.8 1.7 1.1
Net income 0.0 5.6 7.0 8.5 8.5 6.8 6.0 5.8 5.7 7.8
Financial ratios of the Group (%)
Ongoing charges figure [1 ] (excluding performance fee) 3.0 [3] 2.8 2.2 2.3 2.1 2.1 2.2 2.1 3.3 2.0
Gearing [1] 71.3 83.5 89.5 48.8 93.4 64.6 87.3 97.2 101.6 124.1
(1) See Alternative Performance Measures on pages 46 to 48
(2) Issued by UIL Finance Limited, a wholly owned subsidiary of UIL Limited
(3) For comparative purposes the figures have been annualised
----- End of picture text -----

Half-yearly financial report for the six months to 31 December 2023

50 UIL Limited

AI assistant

UIL Ltd. — Interim / Quarterly Report 2024

10270_rns_2024-02-21_512dd039-8822-4ff7-b021-346ba7b81b38.pdf

A DIVERSE PORTFOLIO BY GEOGRAPHY AND SECTOR

UK CONTACT

REGISTERED OFFICE

TRENDS DRIVING UIL'S INVESTMENT OPPORTUNITIES

SIX MONTHS TO 31 DECEMBER 2023

WHY UIL LIMITED?

UIL OFFERS ORDINARY SHAREHOLDERS:

UIL OFFERS ZERO DIVIDEND PREFERENCE ("ZDP") SHAREHOLDERS:

DIVIDENDS

BANK FACILITY

GLOBAL EVENTS

TOTAL RETURN COMPARATIVE PERFORMANCE* (pence)

GROUP PERFORMANCE SUMMARY

BOARD

OUTLOOK

INVESTMENT MANAGERS’ REPORT

PORTFOLIO

CURRENCY MOVEMENTS VS STERLING

COMMODITY PRICE MOVEMENTS

IN THE SIX MONTHS TO 31 DECEMBER 2023

PORTFOLIO ACTIVITY

PLATFORM INVESTMENTS

DIRECT INVESTMENTS

COMMODITIES

SECTOR SPLIT OF INVESTMENTS

GEOGRAPHIC REVIEW

SECTOR REVIEW

Financial Services – 49.2% (30 June 2023: 40.6%)

Technology – 20.7% (30 June 2023: 23.6%)

Resources (excl. gold mining) – 11.5% (30 June 2023: 14.4%)

Infrastructure Investments – 10.5% (30 June 2022: 11.6%)

LEVEL 3 INVESTMENTS

GEARING

ZDP SHARES

DEBT

REVENUE RETURNS

EXPENSE RATIO

CAPITAL RETURNS

Charles Jillings

INDICES MOVEMENTS

PERFORMANCE SINCE INCEPTION (14 AUGUST 2003) TO 31 DECEMBER 2023

DIVIDENDS PER ORDINARY SHARE (pence)

7.8%

362.9%

7.3%

131.16p

110.83p

ALLOCATION OF GROSS ASSETS (£m)

HISTORIC TOTAL RETURN NAV AND SHARE PRICE PERFORMANCE (pence)

ZDP SHARES

ZDP SHARES[1] (pence)

GEARING/NAV TOTAL RETURN

TOTAL BORROWINGS

ZDP SHARES – TIMES COVERED BY UIL’S GROSS ASSETS[2]

GEARING METRICS

GEOGRAPHICAL INVESTMENT EXPOSURE

VALUATION

15.5%

SHARE PRICE

9.8%

SHARE PRICE

2.7%

SHARE PRICE

18.2%

VALUATION

9.5%

20.7%

VALUATION

2.5%

VALUATION

20.2%

SHARE PRICE

7.1%

OUR INVESTMENT APPROACH

VALUES

TEAM

INVESTMENT PRACTICES

UIL Ltd. Interim / Quarterly Report 2024

**TOTAL RETURN COMPARATIVE PERFORMANCE* (pence)**