Half-year Report
Summary by AI BETAClose X
22 September 2025
Downing Renewables & Infrastructure Trust PLC
Interim Report and Accounts
Downing Renewables & Infrastructure Trust plc ("DORE" or "the Company") announces its unaudited Interim Results for the six months ended 30 June 2025.
The Interim Report and Accounts can be found on the Company's website at:
https://www.doretrust.com/investor-relations.
Highlights
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On 20 June 2025, the Board announced it had reached agreement with Polar Nimrod Topco Limited, a wholly-owned subsidiary of Bagnall Energy Limited ("Bagnall") on the terms of a recommended cash acquisition of the entire issued and to be issued ordinary share capital of DORE that the Bagnall Group does not already own. The offer price is 102.6016 pence per DORE share, a 23.62% premium to the closing price of 83.00 pence per share on 19 June 2025.
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The acquisition will be implemented by way of a Court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2026 (the "Scheme") and DORE published a circular on 10 July 2025 containing, amongst other things, the terms of the Scheme (the "Scheme Document").
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At the Court Meeting and General Meeting held on 1 August 2025, 87.85% of Scheme Voting Shares voted were in favour of the resolution put forward at the Court Meeting and 87.51% of DORE Shares voted were in favour of the resolution put forward at the General Meeting.
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The expected timetable of principal events is set out in the Scheme Document. Subject to the satisfaction (or, where applicable, waiver) of the outstanding conditions set out in the Scheme Document, including the sanction of the High Court of Justice, Business and Property Courts of England and Wales, Companies Court; the Scheme is expected to become effective during the second half of 2025.
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NAV as at 30 June 2025 of £188.9 million, 111.0 pence per ordinary share, a decrease of 5.6 pence per ordinary share compared to the NAV as at 31 December 2024. Underlying portfolio performance contributed significantly to the NAV, reducing the impact of falls in power price forecasts and changes in macro-economic factors. |
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• |
Total shareholder return of 35.6% for the 6 months to 30 June 2025 and 24.0% since IPO. |
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• |
Interim dividends per ordinary share of 2.9375 pence paid during the period, a further 0.5 pence declared as a special dividend after the period end. |
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• |
The Portfolio generated 151 GWh of renewable energy during the period, avoiding 70,798 tonnes of CO2e and powering the equivalent of 112,414 UK homes' electricity demand. |
Hugh Little, Chair, Downing Renewables & Infrastructure Trust plc, commented:
"DORE has delivered on the investment objectives set out at IPO in December 2020, returning 34.6% to shareholders on a NAV total return basis as at 30 June 2025, including dividends of 21.17p per ordinary share. Shareholders have voted in favour of the recommended cash offer, at a significant premium to the share price on 19th June 2025, recognising that it was fair and in their best interests. As we approach the Effective Date of the Scheme in Q4 2025, shareholders will also benefit from an additional 0.5p per share special dividend payable in October 2025. On behalf of the Board, I would like to thank shareholders for their support since IPO."
Tom Williams, Partner, Head of Energy and Infrastructure at Downing LLP, commented:
"We are pleased with the underlying performance of the portfolio in the first half of the year which contributed significantly to NAV, reducing the impact of falls in power price forecasts and changes in macro-economic factors. Our investment strategy has remained focused and disciplined, with portfolio management aligned to our objectives. Market conditions presented both opportunities and challenges, and we continued to apply our rigorous investment process to preserve capital and generate returns."
LEI: 2138004JHBJ7RHDYDR62
Contact details:
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Downing LLP Investment Manager to the Company
Tom Williams
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+44 (0)20 3954 9908 |
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Singer Capital Markets Joint Corporate Broker
James Maxwell, Sam Butcher (Investment Banking) Sam Greatrex, Alan Geeves, James Waterlow, William Gumpel (Sales)
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+44 (0)20 7496 3000
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Winterflood Securities Limited Joint Corporate Broker
Neil Morgan (Corporate Finance) Darren Willis, Andrew Marshall (Sales)
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+44 (0)20 3100 0000 |
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Cardew Group Public relations advisor to the Company
Tania Wild Henry Crane
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+44 (0)20 7930 0777
+44 (0)7425 536 903 / +44 (0)7918 207157 |
About DORE
Downing Renewables & Infrastructure Trust PLC ("DORE" or the "Company") is a closed ended investment company incorporated in England and Wales. The Company aims to provide investors with an attractive and sustainable level of income, with an element of capital growth, by investing in a diversified portfolio of renewable energy and infrastructure assets in the UK, Ireland and Northern Europe.
The Company's strategy, which focuses on diversification by geography, technology, revenue and project stage, is designed to deliver stability of revenues and consistency of income to shareholders.
The Company is an Article 9 fund pursuant to the EU Taxonomy and the EU Sustainable Finance Disclosure Regulations ("SFDR"). The core sustainable Investment Objective of the Company is to accelerate the transition to net zero through its investments, compiling and operating a diversified portfolio of renewable energy and infrastructure assets to help facilitate the transition to a more sustainable future. This directly contributes to climate change mitigation.
Since launch, DORE has been accredited with the London Stock Exchange Group's ("LSEG") Green Economy Mark. This small cohort of entities (approximately 30 funds and 70 companies) have revenues from products and services that make clear contributions to the green economy, for example net zero carbon, globally.
As at 30 June 2025, the Company had 184,622,487 ordinary shares in issue (of which 14,498,223 were held in treasury) which are listed on the premium segment of the Official List and traded on the London Stock Exchange's ("LSE") Main Market.
DORE is managed by Downing LLP (the "Investment Manager" or "Downing").
About Downing
Downing is a responsible investment manager established in London in 1986. Downing currently manages £2.1 billion of assets under a broad range of investment mandates across our funds, investment trusts and tax-efficient products. As a certified B Corporation, Downing is focussed on creating a sustainable future, our key investment areas are renewable energy, infrastructure, property and healthcare.
Downing has 90 professionals dedicated to renewable energy and infrastructure and a proven track record in renewables. Since 2010, Downing has made more than 200 investments and has over £920 million of assets under management in this sector.
For further details please visit www.downing.co.uk.
Key Metrics
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As at or for the 6-month period ended 30 June 2025 |
As at or for the 6-month period ended 30 June 2024 |
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Market capitalization
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£172m |
£140m |
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Share price
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101.0 pence |
79.4 pence |
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Dividends with respect to the period1
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£5.0m |
£5.0m |
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Dividends with respect to the period per ordinary share
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2.9375 pence |
2.9000 pence |
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GAV2,3
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£310m |
£348m |
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NAV
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£189m |
£208m |
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NAV per share
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111.0 pence |
117.9 pence |
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NAV total return for the period2,3,4
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-2.1% |
2.6% |
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Total Shareholder Return for the period2,4
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35.6% |
-7.4% |
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NAV total return since inception2,3,4
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34.6% |
37.9% |
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Total Shareholder Return since inception2,4
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24.0% |
-9.3% |
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Weighted average discount rate5
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8.0% |
7.7% |
During the period, assets saved 70,798 tonnes of CO2e and powered the equivalent of 112,414 UK homes.
1Dividends are not paid on shares held in treasury.
2These are alternative performance measures, see the full Interim Report for further details.
3A measure of total asset value including debt held in unconsolidated subsidiaries.
4Total returns, including dividend reinvested.
5This is the weighted average discount used in the valuation of underlying investments. No changes have been made to the discount rates in the period, the movement relates to the sale of Gabrielsberget in December 2024.
Chairman's Statement
On behalf of the Board, I am pleased to present the Interim Report of the Company covering the period from 1 January 2025 to 30 June 2025 (the "Interim Report").
Offer for DORE
On 20 June 2025, the Board announced it had reached agreement with Polar Nimrod Topco Limited, a wholly-owned subsidiary of Bagnall Energy Limited ("Bagnall") on the terms of a recommended cash acquisition of the entire issued and to be issued ordinary share capital of DORE that the Bagnall Group does not already own. The offer price is 102.6016 pence per share, a 23.62% premium to the closing price of 83.00 pence per share on 19 June 2025. The offer resulted in an increase to the share price from 19 June to 30 June of 21.7%.
Despite the Board's efforts and the Investment Manager's successful execution of the investment strategy, DORE has continued to experience a prolonged dislocation of its share price from its NAV per share and NAV performance. During this period, UK-listed alternative investment trusts have experienced widening share price discounts to NAV, owing to elevated interest rates, weaker investor sentiment, fund reallocation away from alternative assets, and declining asset valuations. As at 19 June 2025, the market capitalisation weighted average share price discount to NAV in the UK-listed renewable energy infrastructure sector was approximately 27 per cent., significantly wider than the sector's market capitalisation weighted average share price premium of approximately 10 per cent as at the end of December 2020, shortly after DORE was launched.
The Board believes that the negative impact of the external headwinds on the renewable energy infrastructure sector has at times disproportionately affected DORE's share price discount to NAV given DORE's small size, relatively low trading volumes, and lack of ability to issue new shares. In assessing the offer from Bagnall, the Board considered DORE's prospects as a standalone subscale investment trust, feedback from major shareholders, and Bagnall's position as DORE's largest shareholder.
The acquisition will be implemented by way of a Court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2026 (the "Scheme") and DORE published a circular on 10 July 2025 containing, amongst other things, the terms of the Scheme (the "Scheme Document").
At the Court Meeting and General Meeting held on 1 August 2025, 87.85% of Scheme Voting Shares voted were in favour of the resolution put forward at the Court Meeting and 87.51% of DORE Shares voted were in favour of the resolution put forward at the General Meeting.
The expected timetable of principal events is set out in the Scheme Document. Subject to the satisfaction (or, where applicable, waiver) of the outstanding conditions set out in the Scheme Document, including the sanction of the High Court of Justice, Business and Property Courts of England and Wales, Companies Court, the Scheme is expected to become effective during the second half of 2025.
Annual General Meeting
On 5 June 2025, the Company held it's Annual General Meeting ("AGM") where nineteen resolutions were put to shareholders, which all passed, including the Company's first continuation vote. Shareholders also voted to adopt the amended investment policy, to allow for limited investment into Assets that are in development, to increase the Company's NAV threshold for geographic and technology limits, and to clarify the classification of certain assets.
Valuation
The Company's NAV decreased during the period from £199.9 million to £188.9 million as at 30 June 2025. On a pence per share basis, the NAV decreased by 5.7 pence per share from 116.7 pence per share to 111.0 pence per share. Underlying portfolio performance contributed significantly to the NAV, reducing the impact of falls in power price forecasts and changes in macro-economic factors.
Debt Facilities
In the interests of capital efficiency and to enhance income returns, long-term capital growth and capital flexibility, the Company is permitted to maintain a conservative level of gearing. As at 30 June 2025, the total Portfolio's gearing (expressed as a loan to value (LTV) ratio) was 39%6.
The Company has access to a £40 million Revolving Credit Facility ("RCF") which can be drawn in either Euros or Sterling, which is currently undrawn.
The Portfolio's gearing also includes three long term debt facilities at asset level, a £64.3 million facility which is fully drawn; a £9.1m facility which is fully drawn and a €68.5 million facility, of which €56.3 million was drawn as at 30 June 2025. In total, the Sterling value of debt was £121.7 million as at 30 June 2025. The weighted average cost of debt across the long term borrowings is 1.9%, which is fixed until 2033.
Financial Results
During the period to 30 June 2025 the NAV per ordinary share fell from 116.7 pence at 31 December 2024 to 111.0 pence, a decrease of 4.8% and representing a total return of -2.1% including dividends paid. The NAV total return from IPO to 30 June 2025 is 34.6%, when dividends paid of 21.17 pence per ordinary share are included.
The Company made a loss for the period to 30 June 2025 of £5.0 million, resulting in earnings per ordinary share of -2.9 pence.
Portfolio Performance
The underlying portfolio generated a £13.3 million (2024: £14.3m) operating profit during the period, 17.4% above expectations. The 4,856 core renewable energy assets generated approximately 152 GWh (2024: 205 GWh) of renewable electricity, enough to power 112,441 (2024: 145,000) UK houses per year.
For the period, energy generation was slightly below expectations, with the hydro portfolio suffering from significantly lower than expected rainfall, while the solar portfolio benefitted from high irradiation levels. Stronger than expected power prices experienced within the hydro portfolio benefitted financial performance in the period.
Dividends
The Company's dividend in respect of the quarter to 31 December 2024 of 1.45 pence per share was announced and paid during the period. The first increased quarterly dividend of 1.4875 pence per share, relating to the quarter ending March 2025 was paid in June 2025.
In accordance with the terms of the Scheme, on 1 September 2025, DORE declared a special dividend of 0.5 pence per share due to the Scheme not having become effective by 31 August 2025. The dividend will be paid on or around the 3 October 2025 and shareholders shall be entitled to receive and retain such special dividend without any corresponding reduction to the consideration payable under the Scheme.
Hugh W M Little
Chair
19 September 2025
Downing Renewables & Infrastructure Trust PLC
6These are alternative performance measures, see the full Interim Report for further details.
Portfolio Summary
At the period end, the Company owned 159 MWp of hydropower and solar assets with an annual generation of around 323 GWh.
The Company also owns a grid infrastructure portfolio including a shunt reactor that regulates voltage on the UK Transmission System by absorbing 200MVAr reactive power per hour and a Swedish Electricity Distribution System Operator which delivers electricity to c.1,500 domestic and business customers.
The generating portfolio is diversified across 4,860 individual installations and across six different energy markets. The grid infrastructure portfolio is diversified across two geographies and technologies.
The Group currently has no exposure to any assets under construction.
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Investment |
Technology |
Date Acquired |
Location |
Power Market/ Subsidy |
Installed capacity (MW) |
Expected annual generation (GWh) |
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Ugsi |
Hydro |
Feb-21 |
Alvadalen, Sweden |
SE3/ n/a |
1.8 |
10.0 |
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Bathusstrommen |
Hydro |
Feb-21 |
Alvadalen, Sweden |
SE3/ n/a |
3.5 |
13.7 |
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Asteby |
Hydro |
Feb-21 |
Torsby, Sweden |
SE3/ n/a |
0.7 |
2.8 |
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Fensbol |
Hydro |
Feb-21 |
Torsby, Sweden |
SE3/ n/a |
3.0 |
14.0 |
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Robjorke |
Hydro |
Feb-21 |
Torsby, Sweden |
SE3/ n/a |
3.3 |
14.9 |
|
Vals |
Hydro |
Feb-21 |
Torsby, Sweden |
SE3/ n/a |
0.8 |
3.2 |
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Torsby |
Hydro |
Feb-21 |
Torsby, Sweden |
SE3/ n/a |
3.1 |
13.2 |
|
Tvarforsen |
Hydro |
Feb-21 |
Torsby, Sweden |
SE2/ n/a |
9.5 |
36.9 |
|
Sutton Bridge |
Solar |
Mar-21 |
Somerset, England |
UK / ROC |
6.7 |
6.7 |
|
Andover Airfield |
Solar |
Mar-21 |
Hampshire, England |
UK / ROC |
4.3 |
4.2 |
|
Kingsland Barton |
Solar |
Mar-21 |
Devon, England |
UK / ROC |
6.0 |
5.9 |
|
Bourne Park |
Solar |
Mar-21 |
Dorset, England |
UK / ROC |
6.0 |
6.0 |
|
Laughton Levels |
Solar |
Mar-21 |
East Sussex, England |
UK / ROC |
8.3 |
8.8 |
|
Deeside |
Solar |
Mar-21 |
Flintshire, Wales |
UK / FiT |
3.8 |
3.4 |
|
Redbridge Farm |
Solar |
Mar-21 |
Dorset, England |
UK / ROC |
4.3 |
4.2 |
|
Iwood |
Solar |
Mar-21 |
Somerset, England |
UK / ROC |
9.6 |
9.3 |
|
New Rendy |
Solar |
Mar-21 |
Somerset, England |
UK / ROC |
4.7 |
4.7 |
|
Redcourt |
Solar |
Mar-21 |
Carmarthenshire, Wales |
UK / ROC |
3.2 |
3.2 |
|
Oakfield |
Solar |
Mar-21 |
Hampshire, England |
UK / ROC |
5.0 |
4.7 |
|
Kerriers |
Solar |
Mar-21 |
Cornwall, England |
UK / ROC |
10.0 |
9.7 |
|
RSPCA Llys Nini |
Solar |
Mar-21 |
Swansea, Wales |
UK / ROC |
0.9 |
0.8 |
|
Commercial portfolio |
Solar |
Mar-21 |
Various, England and Wales |
UK / FiT |
5.5 |
4.3 |
|
Commercial portfolio |
Solar |
Mar-21 |
Various, Northern Ireland |
SEM / NIROC |
0.7 |
0.5 |
|
Bombardier |
Solar |
Mar-21 |
Belfast, N. Ireland |
SEM /ROC |
3.6 |
2.8 |
|
Residential portfolio |
Solar |
Mar-21 |
Various, N. Ireland |
SEM / NIROC |
13.1 |
10.1 |
|
Lemman |
Hydro |
Jan-22 |
Alvadalen, Sweden |
SE3/ n/a |
0.6 |
2.6 |
|
Ryssa Ovre |
Hydro |
Jan-22 |
Mora, Sweden |
SE3/ n/a |
0.7 |
2.6 |
|
Ryssa Nedre |
Hydro |
Jan-22 |
Mora, Sweden |
SE3/ n/a |
0.6 |
2.4 |
|
Rots Ovre |
Hydro |
Jan-22 |
Alvadalen, Sweden |
SE3/ n/a |
0.8 |
2.8 |
|
Rots Nedre |
Hydro |
Jan-22 |
Alvadalen, Sweden |
SE3/ n/a |
0.3 |
1.4 |
|
Vallhaga |
Hydro |
Jan-22 |
Edsbyn, Sweden |
SE2/ n/a |
2.6 |
12.8 |
|
Osterforsens Kraftstation |
Hydro |
Jan-22 |
Edsbyn, Sweden |
SE2/ n/a |
1.5 |
11.5 |
|
Bornforsen 1 |
Hydro |
Jan-22 |
Edsbyn, Sweden |
SE2/ n/a |
0.7 |
2.9 |
|
Bornforsen 2 |
Hydro |
Jan-22 |
Edsbyn, Sweden |
SE2/ n/a |
1.4 |
9.3 |
|
Fridafors Ovre |
Hydro |
May-22 |
Fridafors, Sweden |
SE4/ n/a |
2.3 |
10.0 |
|
Fridafors Nedre |
Hydro |
May-22 |
Fridafors, Sweden |
SE4/ n/a |
2.9 |
7.7 |
|
Hedvigsfors |
Hydro |
Oct-22 |
Sweden |
SE2/ n/a |
0.3 |
1.2 |
|
Gysinge |
Hydro |
Oct-22 |
Sweden |
SE3/ n/a |
0.3 |
2.5 |
|
Brattfallet |
Hydro |
Oct-22 |
Sweden |
SE3/ n/a |
0.5 |
3.7 |
|
Molnbacka |
Hydro |
Oct-22 |
Sweden |
SE3/ n/a |
1.8 |
3.8 |
|
Varan Ovre |
Hydro |
Oct-22 |
Sweden |
SE3/ n/a |
0.2 |
1.2 |
|
Varan Nedre |
Hydro |
Oct-22 |
Sweden |
SE3/ n/a |
0.2 |
1.2 |
|
Kristinefors |
Hydro |
Oct-22 |
Sweden |
SE3/ n/a |
0.1 |
0.7 |
|
Hogforsen |
Hydro |
Feb-23 |
Sweden |
SE2/ n/a |
0.35 |
2.5 |
|
Gottne |
Hydro |
Feb-23 |
Sweden |
SE2/ n/a |
0.7 |
5.8 |
|
AEE Renewables UK 13 |
Solar |
Apr-23 |
Devon, England |
UK / ROC / FiT |
5.6 |
5.6 |
|
Gloucester Wind |
Solar |
Apr-23 |
Various, England and Wales |
UK / FiT |
1.1 |
1.2 |
|
Hewas Solar |
Solar |
Apr-23 |
Various, England and Wales |
UK / FiT |
2.0 |
1.9 |
|
Penhale Solar |
Solar |
Apr-23 |
Surrey, England |
UK / FiT |
0.3 |
0.4 |
|
Priory Farm Solar Farm |
Solar |
Apr-23 |
Suffolk, England Great Britain |
UK / ROC |
3.2 |
2.5 |
|
St Colomb Solar |
Solar |
Apr-23 |
Various, England and Scotland |
UK / FiT |
0.8 |
0.6 |
|
Blasjon Nat |
Grid |
Jul-23 |
Sweden |
SE2 |
n/a |
n/a |
|
Mersey |
Shunt reactor |
Nov-23 |
United Kingdom |
UK / n/a |
n/a |
n/a |
|
Bruket |
Hydro |
Dec-23 |
Sweden |
SE2/ n/a |
0.9 |
3.9 |
|
Nylandsan |
Hydro |
Dec-23 |
Sweden |
SE2/ n/a |
0.55 |
1.6 |
|
Kallsjon |
Hydro |
Dec-23 |
Sweden |
SE2/ n/a |
0.25 |
0.7 |
|
Tunsjon |
Hydro |
Dec-23 |
Sweden |
SE2/ n/a |
0.25 |
0.6 |
|
Lagmansholm |
Hydro |
Dec-23 |
Sweden |
SE3/ n/a |
0.5 |
2.4 |
|
Urdarfellvirkjun |
Hydro |
Dec-23 |
Iceland |
IS/ n/a |
1.1 |
8.3 |
|
Gyttorp |
Hydro |
Nov-24 |
Sweden |
SE3/ n/a |
0.5 |
1.1 |
|
Hagby |
Hydro |
Nov-24 |
Sweden |
SE3/ n/a |
1.2 |
3.6 |
|
Hammarby |
Hydro |
Nov-24 |
Sweden |
SE3/ n/a |
0.55 |
2.2 |
|
TOTAL AS AT 30 JUNE 2025 |
|
159.0 |
323.2 |
|||
Investment Manager's Report
Introduction
On 20 June 2025, the Board announced it had reached agreement with Polar Nimrod Topco Limited, a wholly-owned subsidiary of Bagnall Energy Limited ("Bagnall") on the terms of a recommended cash acquisition of the entire issued and to be issued ordinary share capital of DORE that the Bagnall Group does not already own. This decision reflects both the evolving landscape of the investment trust sector and the Board's commitment to delivering value to shareholders.
Throughout the period, our investment strategy remained focused and disciplined, with portfolio management aligned to our objectives. Market conditions presented both opportunities and challenges, and we continue to apply our rigorous investment process to preserve capital and generate returns.
Portfolio Performance
During the reporting period, the 4,860 operating assets produced approximately 152GWh of renewable electricity, enough to power over 112,414 UK homes annually. From a financial perspective, DORE's combined portfolio produced an operating profit of £13.3 million. This was above expectations, despite constraints in natural resources.
The hydropower portfolio benefitted from lower than seasonally average rainfall for the period and generated 93GWh of electricity. There were some availability issues due to several component failures, and a fire at a nearby building caused one site to be taken offline for safety reasons. Operating profit was lower than projected at £2.4 million, driven by lower-than-expected generation, partly alleviated by higher-than-expected power prices, particularly in the SE2 and SE3 pricing regions.
The solar portfolio generated 59GWh, which was above expectations mainly due to higher-than-expected irradiation levels. Operating profit across solar was higher than projected at £10.0 million, reflecting the higher power generation, and unexpected delays in some lifecycle projects, meaning costs are now expected to be incurred in Q3 and Q4. The grid infrastructure portfolio's operating profit was slightly above expectations for the period at £0.9 million with the Mersey shunt reactor exceeding expectations due to stronger than budgeted asset availability.
Asset Generation vs Budget for six months to 30 June 2025
|
|
Actual Production (MWh) |
Expected Production (MWh) |
|
Hydro |
92,808 |
118,411 |
|
Solar |
58,956 |
55,786 |
Asset Operating Profit vs Budget for six months to 30 June 2025
|
|
Actual Operating Profit (£) |
Expected Operating Profit (£) |
|
Hydro |
2,421,143 |
2,694,559 |
|
Solar |
9,989,466 |
7,758,124 |
|
Electrical Grid |
905,921 |
890,631 |
Portfolio and Asset Management
Downing has invested in an in-house asset management team capable of providing a full scope service to a wide range of generation, grid and storage technologies. Established in 2019, the team totals 35 and includes expertise across power markets, engineering, data analytics, finance and commercial management.
Hydro dispatch strategy
The Asset Manager has dedicated significant effort over the past six months to integrating an additional 12 Swedish hydropower plants into its centralized SCADA system, bringing the total connected assets to 31. This consolidation enables smarter task aggregation and centralized dispatching, with a single responsible party overseeing all assets.
This integration has also been a key enabler of the broader digitalisation initiative for the management of the hydro portfolio, particularly the implementation of the optimisation tool Hydrogrid.
Hydrogrid generates both short-term and long-term production plans, factoring in the latest price forecasts, inflow predictions, physical constraints, and water permit requirements. The tool is essential for scaling operations efficiently, thereby reducing manual processes and unlocking the full flexibility of the hydro portfolio in an increasingly volatile energy market.
Solar module replacements
The Asset Manager has initiated a set of warranty claims following the identification of water ingress related defects affecting solar modules at three operational sites: Ayshford, New Rendy, and Kerriers.
Module degradation has increasingly impacted plant performance, with a marked rise in module failures observed since the beginning of 2025. Industry-wide experience - including data from other Downing-managed assets - indicates that such defects typically lead to an exponential increase in module failure rates if left unaddressed.
Claims have been successfully processed for all three sites, and replacement panels are expected to be delivered in the coming months, after competitive tender processes geared towards identification of contractors with suitable experience and cost-effective proposals. Installation at Ayshford is scheduled to commence in August 2025, with completion targeted by year-end with works at New Rendy expected to commence in September 2025, but equally targeting completion by year-end.
The tender process is ongoing for Kerriers, with the expectation that these works will complete in Q1 2026.
In total across the three sites, c. 38,000 solar modules will be received and replaced on site.
Ancillary Services Projects
In response to opportunities identified in the ancillary market, the Asset Manager has been pursuing a number of ongoing ancillary service projects. These projects not only look to take advantage of additional revenue streams when registered assets are requested to power up/down, but also support the relevant local grid with supply and demand challenges.
Health and Safety
The health and safety of contractors and the public is a fundamental and ongoing focus in asset management processes. Throughout the period, a range of workstreams were carried out by the Asset Manager in line with the Company's approach to Health and Safety management.
In order to ensure a consistent approach to health and safety management, the Asset Manager has continued to engage a third-party expert to provide health and safety support to assess systems in place and revise existing processes where applicable. To further reinforce a positive health and safety culture, the Asset Manager rolled out interactive health and safety training for Directors of the Company's subsidiaries.
A rolling programme of health and safety audits continues across the portfolio. These audits are based on a two-tier approach, where risks and procedures are audited at the site level and also at the asset operator level. The Asset Manager has a process of continuous assessment and feedback of site and operator practices, ensuring effective management systems are in place and adhered to.
Finally, IT systems are used to thoroughly track all incidents. These systems not only act as tools for the enabling of performance measurement and trend analysis, but also ensure the effective communication, escalation, and management of incidents.
Financing and Capital Structure
The Company and its subsidiaries (the "Group") adopt a prudent approach to leverage, aiming at a total long-term structural debt not exceeding 50% of the prevailing Gross Asset Value. Its objective is that each asset will be financed appropriately for the nature of its underlying cashflows and their expected volatility. Long-term debt may be used where appropriate at the SPV level to facilitate acquisitions, refinancing, capital expenditure or construction of assets.
At 30 June 2025, including project level financing, the Group's gearing (expressed as an LTV ratio) was 39.2%. All third-party debt is held by the Company's subsidiaries.
In addition, the Company and/or its subsidiaries may also make use of short-term debt, such as revolving credit facilities, to assist with the funding of suitable investment opportunities as and when they become available.
Revolving Credit Facility
The Group has access to a loan agreement through its main subsidiary, DORE Hold Co with Santander UK plc. The RCF is available until December 2025, with the possibility to be extended for a further year. The RCF has the additional benefit of being able to be drawn in both GBP and EUR and is priced at the Sterling Overnight Index Average ("SONIA") for the case of GBP funding or EURIBOR for EUR funding, in both cases combined with a margin set at 2.25% per annum. The Group will make use of the RCF mainly to fund the acquisition of additional assets. The facility was undrawn at 30 June 2025.
Hydropower Portfolio
The Group acquired the first set of assets now aggregated under the ownership of DHAB, its holding company for the Swedish hydropower portfolio, on an unlevered basis in February 2021, shortly after the Company's IPO. Given the strong transaction pipeline and ongoing capital expenditure requirements, DHAB entered into a seven-year bullet repayment EUR 43.5 million debt facility with SEB, a leading corporate bank in the Nordics.
In December 2023, the SEB facility was increased from EUR 43.5 million to EUR 68.5 million to fund future capital expenditure requirements and further acquisitions. The total all-in cost of the drawn debt for 2024 is c. 3.2%, benefitting from interest rate swaps until end of 2033.
As of 30 June 2025, DHAB has drawn down EUR 56.3 million under the facility, predominately as source of funding for the acquisition of hydropower plants but also to fund some of the capital expenditure in DHAB.
UK Solar Portfolio
Medium term amortising debt (September 2034 maturity) is in place for the solar portfolio and, as at 30 June 2025, comprised outstanding principal amounts of £64.3 million lent by Aviva and £9.1 million lent by institutional investors managed by Vantage Infrastructure.
The Aviva debt operates on the basis of fixed rates, with approximately 12% on a nominal fixed rate of 3.37% and the balance on a 0.5% interest rate, fixed in real terms. The debt service of this larger debt tranche is inflation-adjusted, with indexation tracking UK RPI. The Vantage Infrastructure managed facility has an all in fixed rate of 1.54%, operating on the basis of a similar inflation-adjusting mechanism.
A summary of the debt across the portfolio can be found in the table below:
|
|
June 2025
|
December 2024
|
||||||||
|
|
Hydro |
Solar |
Grid Infrastructure |
Working capital |
Total |
Hydro |
Solar |
Grid Infrastructure |
Working capital |
Total |
|
Equity value (£'m) |
104.0 |
61.9 |
21.2 |
1.8 |
188.9 |
109.6 |
64.9 |
21.5 |
3.9 |
199.9 |
|
Debt (£'m) |
48.2 |
73.4 |
0.0 |
0.0 |
121.6 |
44.8 |
74.3 |
0.0 |
0.0 |
119.1 |
|
GAV (£'m) |
152.2 |
135.3 |
21.2 |
1.8 |
310.5 |
154.4 |
139.2 |
21.5 |
3.9 |
319.0 |
Foreign Exchange
The Group's generating assets in Sweden earn revenues in EUR and incur some operational cost in SEK. The Swedish energy grid asset's revenues and costs are in SEK and, from 1 March 2024, the Icelandic asset has been operating under PPA agreements denominated in Euro. Assets in the UK operate entirely in Sterling.
The Group, together with its foreign exchange advisor, has developed and implemented its foreign exchange risk management policy. The policy targets hedging for the expected short to medium-term distributions (up to five years) from the portfolio of assets, that are not denominated in GBP on a "linear reducing basis", whereby a high proportion of expected distributions in year one are hedged and the proportion of expected distributions that are hedged reduces in a linear fashion over the following four years. This is a rolling programme and each year further hedges are expected to be put in place to maintain the profile.
In total, 51% of the Group's forecast EUR dividend receipts from SPVs out to June 2028 were hedged as at the reporting date.
|
Dividend Hedging |
|
|
|
Percentage of EUR denominated dividend receipts |
|
12 months |
72% |
|
24 months |
63% |
|
36 months |
27% |
Power Markets and Exposure
Through its portfolio companies, the Group adopts a medium to long-term power price hedging policy for its generation assets, providing an extra degree of certainty over the cash flows for the hedged periods. The fixed price generation position for the portfolio as of 30 June 2025 is set out in the full Interim Report, showing the impact of the combination of the hedging policy with the subsidy and other fixed revenues from power sales. The hedging positions are continuously reviewed to ensure an appropriate position is maintained and new hedges are taken out as appropriate.
Power prices in the first half of 2025 were variable due to the market reacting quickly to political news. In February and June mini rallies were seen due to news of heightened Russia-Ukraine conflict and subsequent rising Asian LNG demand. The Company's exposure to power markets remained stable throughout the period which can be seen in the full Interim Report.
United Kingdom
Forward power prices showed variability during the first half of 2025 as the usual gas storage and weather drivers were counteracted by news of political tensions in Ukraine and the Middle East. The market observed a number of short price rallies in early Q1 and late Q2 due to tensions and news of further Russia-Ukraine conflict and reports of escalating conflict in the Middle East, which in turn raised Asian LNG demand. A downward trend was experienced in April due to the announcement of potential US tariffs having a high impact on financial markets.
Nordics
The first quarter of 2025 saw a relatively flat forward market in the Nordics as there were reports of a prevailing excess in the hydro balance. Early Q2 saw a decrease in prices due to the announcement of potential US tariffs having a high impact on financial markets. The hydro balance normalised in mid Q2 and the market saw a slight upward trend. Spot prices throughout the period showed their usual variability due to changes in weather, though saw a downward trend from March as German PV output began to influence Nordic spot prices.
Dividends
The Board has chosen to designate part of each interim dividend as an interest distribution for UK tax purposes. Shareholders in receipt of such a dividend will be treated for UK tax purposes as though they have received a payment of interest in respect of the interest distribution element of this dividend. This will result in a reduction in the corporation tax payable by the Company.
Dividends paid during the period to June 2025 are as follows:
|
For the Period |
Dividend Paid |
No. of Shares |
Total Dividend (pence per share) |
Interest Element (pence per share) |
Dividend Element (pence per share) |
|
December 2024 |
March 2025 |
171,387,889 |
1.45 |
1.2325 |
0.2175 |
|
March 2025 |
June 2025 |
170,124,264 |
1.4875 |
1.115625 |
0.371875 |
|
Total |
|
|
2.9375 |
2.348125 |
0.589375 |
In accordance with the terms of the Scheme, on 1 September 2025, DORE declared a special dividend of 0.5 pence per share due to the Scheme not having become effective by 31 August 2025. The dividend will be paid on or around the 3 October 2025 and shareholders shall be entitled to receive and retain such special dividend without any corresponding reduction to the consideration payable under the Scheme.
Valuation of the Portfolio
Net Asset Value
The Company's NAV decreased during the period from £199.9 million to £188.9 million as at 30 June 2025. On a pence per share basis, the NAV decreased by 5.7 pence per share from 116.7 pence per share to 111.0 pence per share. Underlying portfolio performance contributed significantly to the NAV, reducing the impact of falls in power price forecasts and changes in macro-economic factors.
The bridge below shows the movement in NAV during the period, with each step explained further below.
|
NAV Movement Bridge (£) |
||
|
Opening NAV 1-Jan-25 |
199.9m |
116.7p |
|
Performance |
6.7m |
3.9p |
|
Inflation |
0.6m |
0.3p |
|
Power curve |
-5.3m |
-3.1p |
|
FX |
-0.8m |
-0.4p |
|
Interest Rate |
-2.2m |
-1.3p |
|
Other Model Updates |
-1.4m |
-1.4p |
|
Management Fee |
-0.9m |
-0.5p |
|
Other Costs |
-1.0m |
-0.6p |
|
Transaction Costs |
-0.7m |
-0.4p |
|
Dividend |
-5.0m |
-2.9p |
|
Share buybacks |
-1.1m |
+0.2p |
|
Closing NAV 30-Jun-25 |
188.9m |
111.5p |
Opening
Represents the audited NAV at 31 December 2024.
Performance
Represents the variance of performance in the period at the portfolio company level as reflected into the period-end balance sheet position versus projected position.
Inflation
Revised inflation indexation to reflect the latest actuals and a market consensus of quarterly inflation forecasts across the remainder of 2025 and for 2026. Long-term assumptions are applied thereafter.
A summary of annualised assumptions for inflation rates is detailed below, noting that in the UK we align RPI forecast with CPI's (at 2.25% post 2030) in line with the RPI reform announced by the UK government, whereas European CPI reverts to the central bank target rate for the period post 2026.
The table below shows the relevant assumption as at June 2025.
|
|
2025 |
2026 |
2026 onwards |
|
UK RPI
|
3.90% |
3.20% |
3.00% |
|
UK CPI
|
3.20% |
2.40% |
2.25% |
|
Sweden CPI
|
0.90% |
1.90% |
2.00% |
|
Eurozone CPI
|
1.70% |
1.90% |
2.00% |
Power Curve
The Investment Manager uses long-term, forward-looking power price forecasts from third party consultants for the purposes of asset valuations and energy price hedging. In the UK an equal blend is taken from the most recent central case forecasts from two leading consultants, whilst in Sweden an equal blend is taken from the most recent central case forecasts from three leading consultants. This is then blended with actual pricing for forward market trades for the next three years enabling a more holistic view of the power market to be included in asset valuation. Where fixed price arrangements are in place, the valuation models will reflect such fixed price arrangements for the applicable time frame. The impact of the power pricing hedging strategy and adjustments for embedded benefit pricing are also included in this step.
Foreign Exchange
Cashflows from assets that are generated in a non-sterling currency are converted in each period they are earned using the actual hedges in place, with the residual amounts converted at the relevant exchange rate.
The relevant exchange rate is taken from a forward curve provided by the Company's foreign exchange advisors for four years, at which point the exchange rate is held constant due to the impracticalities of hedging currency further into the future.
Interest Rates
Reflects increased debt costs to the floating portion of SEB and post swaps on the hydro portfolio.
Other Model Updates
Amongst other things, this step includes the addition of two major projects within the solar portfolio, the Ayshford panel replacements as well as the inverter repowering projects at Bourne Park and Priory Farm.
Discount Rates
Discount rates used for the purpose of the valuation process are representative of the Investment Manager's and the Board's assessment of the expected rate of return in the market for assets with similar characteristics and risk profile.
Discount rates in use across the portfolio range from 6.5% to 8.05%, with the weighted average value sitting at 8.0%. This has not moved since reported at 31 December 2024.
Management Fee
Fees charged to the Company by the Investment Manager.
Other Costs and Charges
Charges incurred by the Company, and its immediate subsidiary DORE Hold Co, in its normal operations. No transaction costs are included.
Transaction Costs
Costs incurred in relation to the proposed transaction with Polar Nimrod Topco Limited.
Dividends
Distributions paid by the Company in the period.
Share Buybacks
This is the cost of repurchasing shares in the market.
Portfolio Valuation Sensitivities
The NAV of the Company comprises the sum of the discounted value of future cash flows of the underlying investments in solar, wind, hydropower and the grid infrastructure assets (being the portfolio valuation), the cash balances of the Company and its holding company and the other assets and liabilities of the Group.
The portfolio valuation is the largest component of the NAV and the key sensitivities to this valuation are considered to be discount rate and the principal assumptions used in respect of future revenues and costs.
A broad range of assumptions are used in the Company's valuation models. These assumptions are based on long-term forecasts and are generally not affected by short-term fluctuations in inputs, whether economic or technical.
The Investment Manager exercises its judgement and uses its experience in assessing the expected future cash flows from each investment.
The impact of changes in the key drivers of the valuation are set out below.
|
NAV Movement (PPS) |
||
|
|
Negative directional change to assumption |
Positive directional change to assumption |
|
FX (+/- 10%) |
-3.36 |
5.13 |
|
Inflation (+/- 1%) |
-9.52 |
10.89 |
|
Power Prices (+/- 10%) |
-10.94 |
10.82 |
|
Generation (+/- 5%) |
-9.38 |
9.38 |
|
Discount Rate (+/- 1%) |
13.98 |
-11.50 |
Discount Rate
The weighted average discount rate of the portfolio at 30 June 2025 was 8.0% (December 2024: 8.0%).
The Investment Manager considers a variance of +/- 1.0% to be a reasonable range of alternative assumptions for discount rates.
Generation
For the solar assets, our underlying assumption set assumes the P50 level of electricity output based on reports by technical advisors. The P50 output is the estimated annual amount of electricity generation that has a 50% probability of being exceeded and a 50% probability of being underachieved.
For hydropower assets, the expected annual average production is applied to the valuation, a figure that has similar characteristics to the P50 assumption applied to solar and wind assets. Given the long operational record of the hydropower assets, the annual production forecast is derived from historic datasets also taking into consideration the effect of climate change in the future and validated by technical advisors.
The generation sensitivities use a variance of +/- 5% applied to the generation for each year of the asset life.
Price
The power price sensitivity assumes a 10% increase or decrease in power prices relative to the base case for each year of the asset life.
While power markets can experience volatility in excess of +/-10% on a short-term basis, the sensitivity is intended to provide insight into the effect on the NAV of persistently higher or lower power prices over the whole life of the portfolio, which is a more severe downside scenario.
Inflation
The Company's inflation assumptions are set out above. A long-term inflation sensitivity of plus and minus 1% is presented.
Foreign Exchange
The Company's foreign exchange policy is set out above. A sensitivity of +/- 10% is applied to any non-hedged cashflows derived from non-sterling assets for each year of the assumed asset life of each asset. The Company will also aim to ensure sufficient near-term distributions from any non-sterling investments are hedged.
Condensed Statement of Comprehensive Income
For the six-month period ended 30 June 2025 (unaudited)
|
|
|
For the six-month period ended 30 June 2025 (unaudited) |
For the six-month period ended 30 June 2024 (unaudited) |
||||
|
|
Notes* |
Revenue £'000s |
Capital £'000s |
Total £'000s |
Revenue £'000s |
Capital £'000s |
Total £'000s |
|
|
|
|
|
|
|
|
|
|
Income |
|
|
|
|
|
|
|
|
Return on investment |
4 |
5,207 |
(8,019) |
(2,812) |
5,500 |
93 |
5,593 |
|
Total income |
|
5,207 |
(8,019) |
(2,812) |
5,500 |
93 |
5,593 |
|
Expenses |
|
|
|
|
|
|
|
|
Investment management fees |
3 |
(898) |
- |
(898) |
(996) |
- |
(996) |
|
Directors' fees |
|
(107) |
- |
(107) |
(73) |
- |
(73) |
|
Other expenses |
5 |
(1,163) |
- |
(1,163) |
(592) |
- |
(592) |
|
Total expenses |
|
(2,168) |
- |
(2,168) |
(1,661) |
- |
(1,661) |
|
|
|
|
|
|
|
|
|
|
(Loss)/profit before taxation |
|
3,039 |
(8,019) |
(4,980) |
3,839 |
93 |
3,932 |
|
|
|
|
|
|
|
|
|
|
Taxation |
6 |
- |
- |
- |
- |
- |
- |
|
(Loss)/profit before taxation |
|
3,039 |
(8,019) |
(4,980) |
3,839 |
93 |
3,932 |
|
Profit and total comprehensive income attributable to: |
|
|
|
|
|
|
|
|
Equity holders of the Company |
|
3,039 |
(8,019) |
(4,980) |
3,839 |
93 |
3,932 |
|
|
|
|
|
|
|
|
|
|
Earnings per share - Basic & diluted (pence) |
7 |
1.78 |
(4.70) |
(2.92) |
2.17 |
0.05 |
2.22 |
The total column of this statement is the Statement of Comprehensive Income of the Company prepared in accordance with International Financial Reporting Standards (IFRS) as adopted. The supplementary revenue return and capital columns have been prepared in accordance with the Association of Investment Companies Statement of Recommended Practice (AIC SORP).
Condensed Statement of Financial Position
As at 30 June 2025 (unaudited)
|
|
Notes* |
As at 30 June 2025 (unaudited) £'000s |
As at 31 December 2024 (audited) £'000 |
|
Non-current assets |
|
|
|
|
Investments at fair value through profit and loss |
8 |
189,709 |
199,517 |
|
|
|
189,709 |
199,517 |
|
Current assets |
|
|
|
|
Trade and other receivables |
9 |
431 |
416 |
|
Cash and cash equivalents |
13 |
543 |
778 |
|
|
|
974 |
1,194 |
|
|
|
|
|
|
Total assets |
|
190,683 |
200,711 |
|
Current liabilities |
|
|
|
|
Trade and other payables |
10 |
(1,792) |
(782) |
|
|
|
(1,792) |
(782) |
|
Total liabilities |
|
(1,792) |
(782) |
|
Net assets |
|
188,891 |
199,929 |
|
Capital and reserves |
|
|
|
|
Called up share capital |
11 |
1,846 |
1,846 |
|
Share Premium |
|
65,910 |
65,910 |
|
Special distributable reserve |
|
95,714 |
99,717 |
|
Revenue reserve |
|
13,545 |
11,509 |
|
Treasury |
|
(12,224) |
(11,172) |
|
Capital reserve |
|
24,100 |
32,119 |
|
Shareholders' funds |
|
188,891 |
199,929 |
|
Net asset value per ordinary share (pence) |
12 |
111.03 |
116.65 |
The unaudited financial statements of Downing Renewables & Infrastructure Trust PLC were approved by the Board of Directors and authorised for issue on 19 September 2025 and are signed on behalf of the Board by:
Hugh W M Little
Chair
Company registration number 12938740
Condensed Statement of Changes in Equity
For the six-month period ended 30 June 2025 (unaudited)
|
|
Notes* |
Share Capital |
Share Premium |
Capital Reserve |
Treasury Account |
Revenue Reserve |
Special Distributable Reserve |
Total
|
|
|
|
£'000s |
£'000s |
£'000s |
£'000s |
£'000s |
£'000s |
£'000s |
|
Balance at the start of the period |
|
1,846 |
65,910 |
32,119 |
(11,173) |
11,510 |
99,717 |
199,929 |
|
Shares bought back |
|
- |
- |
- |
(1,051) |
- |
- |
(1,051) |
|
Dividends |
16 |
- |
- |
- |
- |
(1,004) |
(4,003) |
(5,007) |
|
Total comprehensive income for the period |
|
- |
- |
(8,019) |
- |
3,039 |
- |
(4,980) |
|
Net assets attributable to shareholders at 30 June 2025 |
|
1,846 |
65,910 |
24,100 |
(12,224) |
13,545 |
95,714 |
188,891 |
|
|
Notes |
Share Capital |
Share Premium |
Capital Reserve |
Treasury Account |
Revenue Reserve |
Special Distributable Reserve |
Total
|
|
|
|
£'000s |
£'000s |
£'000s |
£'000s |
£'000s |
£'000s |
£'000s |
|
Balance at the start of the period |
|
1,846 |
65,910 |
34,821 |
(4,065) |
6,209 |
107,341 |
212,062 |
|
Shares bought back |
|
- |
- |
- |
(3,389) |
- |
- |
(3,389) |
|
Share issue costs |
|
- |
- |
- |
- |
- |
- |
- |
|
Dividends |
16 |
- |
- |
- |
- |
(1,245) |
(3,734) |
(4,979) |
|
Total comprehensive income for the period |
|
- |
- |
93 |
- |
3,839 |
- |
3,932 |
|
Net assets attributable to shareholders at 30 June 2024 |
|
1,846 |
65,910 |
34,914 |
(7,454) |
8,803 |
103,607 |
207,626 |
The Company's distributable reserves consist of the Special distributable reserve, Capital reserve attributable to unrealised gains and Revenue reserve. There have been no realised gains or losses at the reporting date.
Condensed Statement of Cash Flows
For the six-month period ended 30 June 2025 (unaudited)
|
|
Notes* |
For the six-month period ended 30 June 2025 (unaudited) £000s |
For the six-month period ended 30 June 2024 (unaudited) £'000s |
|
|
|
|
|
|
Cash flows from operating activities |
|
|
|
|
(Loss)/profit before taxation |
|
(4,980) |
3,932 |
|
Adjusted for: |
|
|
|
|
Interest income |
4 |
(4,711) |
(5,003) |
|
Unrealised loss/(gain) on investments at fair value |
4 |
8,019 |
(93) |
|
Increase in receivables |
|
(15) |
(14) |
|
Increase/(decrease) in payables |
|
1,010 |
(836) |
|
Net cash outflows from operating activities |
|
(677) |
(2,014) |
|
Cash flows from investing activities |
|
|
|
|
Repayment of loan principal |
8 |
1,579 |
3,927 |
|
Loan Interest Received |
8 |
4,921 |
4,774 |
|
Net cash inflows from investing activities |
|
6,500 |
8,701 |
|
Cash flows from financing activities |
|
|
|
|
Repurchase of shares into Treasury |
11 |
(1,051) |
(3,389) |
|
Dividends |
|
(5,007) |
(4,979) |
|
Net cash outflows from financing activities |
|
(6,058) |
(8,368) |
|
Decrease in cash and cash equivalents |
|
(235) |
(1,682) |
|
Cash and cash equivalents at the start of the period |
|
778 |
1,778 |
|
Cash and cash equivalents at the end of the period |
13 |
543 |
97 |
|
|
|
|
|
*The references to the Notes to the Financial Statements are available to view in the full Interim Report.
These interim financial statements are not the Company's statutory accounts for the purposes of section 434 of the Companies Act 2006. They are unaudited.
National Storage Mechanism
A copy of the Interim Report will be submitted shortly to the National Storage Mechanism ("NSM") in accordance with DTR 6.3.5(1A) of the Financial Conduct Authority's Disclosure Guidance and Transparency Rules and will be available for inspection at the NSM, which is situated at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
LEI Number: 2138004JHBJ7RHDYDR62
For further information, please contact: MUFG Corporate Governance Limited, 0333 300 1932
ENDS
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