Annual Financial Report
Summary by AI BETAClose X
Mid Wynd International Investment Trust plc ('the Company')
Legal Entity Identifier: 549300D32517C2M3A561
Annual Financial Results for the year ended 30 June 2025
Financial Highlights
Returns for the year ended 30 June 2025
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| Year ended 30 June 2025 | Year ended 30 June 2024 | 21 months ended 30 June 20252 |
| Total returns |
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| Net asset value per ordinary share1 | (5.1)% | 13.9% | 8.1% |
| Share price1 | (5.9)% | 17.1% | 7.0% |
| MSCI All Country World Index (GBP) | 7.2% | 20.1% | 27.9% |
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| Year ended 30 June 2025 | Year ended 30 June 2024 |
| Revenue and dividends |
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| Revenue earnings per share |
| 5.54p | 8.00p |
| Dividends per share3 |
| 8.35p | 8.00p |
| Ongoing charges1 |
| 0.64% | 0.60% |
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| As at 30 June 2025 | As at 30 June 2024 |
| Capital |
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| Net asset value per share |
| 760.96p | 810.22p |
| Share price |
| 742.00p | 797.00p |
| Net cash1 |
| 1.3% | 1.4% |
| Discount1 |
| 2.5% | 1.6% |
Source: Juniper, LSEG Datastream.
1 Alternative Performance Measure.
2 Performance under Lazard appointed as Investment Manager with effect from 1 October 2023.
3 A final dividend, if approved by shareholders, for the year to 30 June 2025 of 4.35 pence will be paid on 7 November 2025 to shareholders on the register at the close of business on 10 October 2025 (2024: final dividend of 4.15 pence). Together with the interim dividend paid of 3.85 pence, this will result in a total dividend paid of 8.35 pence for the year ended 30 June 2025 (2024: total ordinary dividend of 8.00 pence being an interim dividend of 3.85 pence together with the final dividend of 4.15 pence).
| Total returns to 30 June 2025 | 1 year | 3 years2 | 5 years2 | 10 years2 |
| Net asset value per ordinary share1 | (5.1)% | 14.2% | 31.3% | 164.5% |
| Share price1 | (5.9)% | 11.3% | 28.3% | 152.5% |
| MSCI All Country World Index (GBP) | 7.2% | 43.2% | 71.0% | 197.5% |
Source: LSEG Datastream, total returns with dividends reinvested.
1 Alternative Performance Measure.
2 Total returns over 3, 5 and 10 years covers the period over which Artemis Fund Managers Limited (`Artemis') was the Company's Investment Manager, from 1 May 2014 to 30 September 2023.
Strategic Report
Chairman's Statement
This is my first report as Chairman of the Company, and it is disappointing to be reporting a significant degree of underperformance in the past year. Indeed, since Lazard, our new Investment Manager, took over management of the Trust on 1 October 2023, their quality growth style has been out of favour with the market. This is such that in the year ended 30 June 2025, despite our investee companies growing their earnings per share more than the comparator index and generating considerably higher cash flow returns on capital invested than the comparator index, the good growth and performance of the underlying portfolio (which are clearly seen in exhibit 1 in the Investment Manager's Review in the Annual Financial Report) have been exceeded by stock market deratings.
Investment performance
For the year ended 30 June 2025 the Company's share price decreased by 5.9% on a total return basis (with dividends assumed to be re-invested). This compares to a total return from the comparator index, the MSCI All Country World Index (GBP), of +7.2%. The Company's net asset value (`NAV') per share decreased by 5.1% on a total return basis. Further details on the performance of the Company during the period under review and the composition of the portfolio are included in the Investment Manager's Review.
Earnings and dividend
The net loss for the year ended 30 June 2025 was 43.54 pence per share, comprising a revenue gain of 5.54 pence and a capital loss of 49.08 pence. Net revenue return per share decreased by 31% on last year's revenue return per share, largely because 2024/25 was the first complete financial year under the new Investment Manager. As outlined in last year's Annual Financial Report, the decline in dividend income and hence net revenue was expected and reflects Lazard's focus on investing in companies which reinvest a higher proportion of their cashflow into their business, so that the portfolio can benefit from the compounding benefits of high internal rates of return. This means that in the current year and future years the Board will use the revenue reserves and, if required, the capital reserve to maintain or to grow the dividend.
Since its inception in 2011, the Global Quality Growth strategy implemented by our Investment Manager has consistently produced an annual growth in investee company dividends. We would expect revenue growth such that the current use of reserves to cover the dividend should not continue for a prolonged period.
The Board is proposing a final dividend of 4.50 pence per share which, subject to approval by shareholders at the Annual General Meeting (`AGM'), will be paid on 7 November 2025 to those shareholders on the register at the close of business on 10 October 2025. An interim dividend of 3.85 pence per share was paid in March 2025 and so, together with the proposed final dividend, gives growth of the ordinary dividend of 4.4% over the prior year. This growth in the total dividend is above UK inflation over the period.
The Ongoing Charges Ratio (`OCR') for the year ended 30 June 2025 marginally increased to 0.64% of average net assets. This is predominantly due to the reduction of net assets as a result of the effective operation of our discount control mechanism as well as the poor performance.
Share capital and discount management
The sustained programme of buybacks undertaken by the Company since early 2023 continued throughout the year under review. The Company's policy, within normal market conditions, is to issue and repurchase shares where necessary to maintain the share price within a 2% band relative to the NAV. The Company's NAV is assessed on a real time basis when buying or selling the Company's shares using modelling that updates live prices and exchange rates to provide the most accurate valuation.
Our buybacks have been successful in maintaining a low discount to NAV for our share price. As at 30 June 2025 the share price stood at a 2.5% discount to NAV and the average discount during the year was 2.0%. These discounts compare favourably with the weighted average discount of the AIC's `Global' sector, of which the Company is a member, which averaged 8.7% during the year and stood at 7.5% as at the year end.
During the year to 30 June 2025, the Company bought back 9.47 million shares, representing 19% of the issued share capital at the start of the year (excluding treasury shares), at a total cost of £73.1 million (including costs) and an average discount of 2%. These share buybacks were accretive to net asset value for existing shareholders, enhancing the NAV total return by approximately £1.6 million, equivalent to 68% of the Company's annual operating expenses.
The discount control mechanism has a long history of success and shareholders regularly comment that they strongly support the Board's position on discount and premium management. To this end, to ensure that the Company maximises its ability to maintain the discount management mechanism, a General Meeting was held on 21 May 2025, at which the proposed cancellation of the Company's share premium account and creation of a special distributable reserve was approved by 99.9% of shares voted, (and subsequently approved by the Court of Session). At the same time, the proposal to replenish the Company's authority to buy back shares was approved by 91.8% of shares voted.
Since the year end and up until 5 September 2025, being the latest practicable time before the printing of this Annual Financial Report, the Company has bought back a further 3,643,000 shares at a total cost of £27,882,000. Since the Company started buying back shares in July 2023 up until 5 September 2025, the Company has repurchased 25,612,096 shares, representing 41.1% of the issued share capital at the start of the buyback programme and spent a total of £193,739,000 in repurchasing shares.
The rate of buybacks continues to be such that in order to ensure the Company has sufficient capacity to maintain the discount control mechanism until the date of the 2025 AGM (when new allotment and buyback authorities will be sought), a further General Meeting was held on 28 August 2025 at which a resolution to replenish the Company's buyback authority to cover the period until the 2025 AGM, was approved by 96.1% of shares voted.
All shares repurchased by the Company under the discount control mechanism are held in Treasury and the Board remains optimistic that investor sentiment will improve to such a point that the Company will have the opportunity once more to issue shares out of Treasury at a premium to NAV and thus at an advantage to existing shareholders.
Board succession
On 23 October 2024, Russell Napier stepped down as the Chairman and retired from the Board and I assumed the role of Chair. We are hugely grateful for his wise counsel and effective leadership. As reported in the previous Annual Report, the Board began a process to appoint a new Director in early 2024. Following a rigorous process, completed with the services of an external search agent, Anulika Malomo was appointed as an independent non-executive Director on 24 October 2024. Anulika brings extensive investment experience to the Board and has already made a positive contribution.
Shareholder engagement and communications
At a time when an increasing number of shareholders would like to engage with their investee companies in a wide variety of ways, the Directors have striven to improve our shareholder communication and marketing strategies. We believe that keeping existing shareholders fully informed and attracting new investors are key to the Company's long term health. Details of how the Board approaches this are available on page 42 of the Annual Financial Report. Some of the highlights in terms of developments this year include:
- An overhaul of the Company's website
- Contacting all registered shareholders and inviting them to sign up for regular updates
- Increasing the production of digital and video content
- Presenting on a number of third party webinars and podcasts
- Producing informative and interesting content on the Company's investment strategy
If you have not already done so we would encourage you to sign up for updates using the QR code at the back of the Annual Financial Report, in order to benefit from ongoing improvements in this area.
The Board is always keen to hear from shareholders and, should you wish, you can contact me through Juniper Partners Limited, the Company Secretary, at cosec@junipartners.com.
Annual General Meeting
The Board looks forward to welcoming shareholders to the AGM which will be held at 12.00 noon on 16 October 2025 at the offices of Juniper Partners Limited, 28 Walker Street, Edinburgh, EH3 7HR. As well as the formal business of the meeting, the Investment Manager will deliver a short presentation and the Directors will be available to answer any shareholder questions. Irrespective of whether you are able to attend the AGM in person, the Board would strongly encourage you to make use of your proxy votes, and any questions may be submitted in advance of the AGM to the Company Secretary at cosec@junipartners.com. I would also remind those shareholders whose shareholding is held via a platform or nominee that it is possible to obtain a letter of representation from your provider that will allow you to vote your holding in person.
Outlook
Uncertainties and dangers abound. The geopolitical environment continues to be uncertain and shifting tariffs may cause further market dislocations. In such conditions, it is important to focus attention on the quality of the Company's investments. The Investment Manager's report summarises the characteristics of the Company's investments which give them a large degree of protection from market related headwinds, and which did indeed enable portfolio companies to grow during the last year. Whilst our portfolio companies have suffered from the style shift away from quality companies, such shifts in sentiment do not generally last for long periods. The Investment Manager's approach is designed to generate good returns for shareholders over the long term, and the Board is pleased that the Investment Manager has maintained its investment style and focus. The Company's investments are currently being held at remarkably attractive valuations, and the Board is optimistic that the coming year will bring a significant improvement in both absolute and relative performance.
The Board respects and is grateful for the considerable patience shown by shareholders.
David Kidd
Chairman
10 September 2025
Investment Manager's Review
Overview
The Company's NAV fell by 5.1% and the Company's share price fell by 5.94% between 1 July 2024 and 30 June 2025. Since Lazard assumed management for the Company assets, performance has been far below what we, and shareholders of Mid Wynd, would have expected. We apologise for that. We recognise we have made some mistakes with individual stocks, but we believe these do not fully explain the disappointing performance.1
As you would imagine, we have spent considerable time trying to understand why this has happened and whether we need to refine an approach that has worked so well for us in the past. Our approach is to focus on "Quality" stocks - great companies that produce returns well above the cost of capital and therefore have the resources to reinvest in maintaining their competitive edge. This philosophy is reflected in the portfolio. The portfolio's return on capital, based on our preferred metric Cash Flow Return on Investment (CFROI), was 23.3%, more than three times the 7.4% CFROI of the MSCI All Country World Index2. Over the previous twelve months, portfolio earnings grew 12.0% and operating cash flow grew 15.0%.3
Quality stocks have underperformed the market over the last year, and, unfortunately, the same applies to the stocks we held in the portfolio. Our analysis shows that, despite these companies continuing to deliver solid earnings growth over the period, these stocks have seen a meaningful derating of their valuation multiples relative to those of the market as a whole. The full analysis can be found within the Performance, Activity & Positioning section.
Be in no doubt, this is unusual. What we have just witnessed is the most significant relative derating in the valuation of these companies in at least the last 10 years. It has not been comfortable for us or our investors, but our conclusion is that high-quality stocks are now looking more attractively valued than they have been for most of the past decade. We continue to review our portfolio and ask hard questions, but our faith in Quality investing remains undimmed.
In short, we believe the current environment provides an excellent opportunity for long-term investors to invest in Quality businesses at unusually attractive valuations.
1 Past performance is not a reliable indicator of future returns.
2 As of 30 April 2025. Source: Lazard, UBS HOLT, MSCI, FactSet.
3 As of 30 June 2025. Source: Lazard, FactSet.
Market review
Global stock markets rose over the fiscal year (1 July 2024 to 30 June 2025) as risk appetites remained resilient despite pockets of uncertainty.
The market, as measured by the MSCI All Country World Index (`ACWI'), a broad global index, rose 7.2% in Pound sterling terms, has continued to be thematic over the last year as investor enthusiasm persisted for some artificial intelligence (`AI') related companies believed to have the potential to transform the economy. Although AI-exposed stocks came under pressure on the January news that Chinese startup DeepSeek had developed a lower-cost AI model that performed comparably to those created by its US Big Tech rivals, many of these companies subsequently rallied to new highs towards the end of the review period.
Geopolitical risks increased as the escalating war between Israel and Iran, which had drawn in the involvement of the US and its military, threatened to destabilise the region and disrupt global oil supplies. However, news of a ceasefire between Israel and Iran late in the period triggered a relief rally.
In the US, initial investor enthusiasm for the new administration's anticipated business-friendly policies was tempered by the country's push for higher import taxes. The early April rollout of US tariffs, including higher rates on goods from China, triggered a sharp sell-off in global markets, while China's subsequent reciprocal tariffs intensified the situation. However, the US's announcement of a 90-day pause in the implementation of these tariffs, followed by a truce between the US and China as they negotiated a trade deal, sparked a strong rally. Investors closely watched the US Federal Reserve's interest rate policy throughout the review period. After holding interest rates steady for nearly three years, the Fed began its highly anticipated monetary easing cycle in September 2024. The Fed has held interest rates steady year-to-date 2025, attributing its cautious approach to signs that the US economy remained strong, but that tariffs could spark inflation in the months ahead.
The central banks of the UK, Switzerland, Sweden, and Norway have all enacted rate cuts over the last year. In the eurozone, the European Central Bank (`ECB') also reduced rates. In June 2025, the ECB signalled that its rate-cutting cycle was near an end, as inflation in the common currency bloc had cooled materially. The central bank also stated that extra government spending on defence and infrastructure will increasingly support growth in the medium term.
In contrast, the Bank of Japan (`BOJ') has raised interest rates to their highest level since 2008 as it is grappling with rising inflation and a fragile economy weighed down by the potential impact of US tariffs. Elsewhere in Asia, China's central bank has cut interest rates and lowered bank lending barriers, and unveiled its largest stimulus package since the pandemic in an effort to address the country's faltering economy.
Performance, activity and positioning
Over the course of the last 12-months4, the Company's net asset value (`NAV') fell by 5.1% and the share price fell by 5.9%, both in Pound sterling terms. Shares traded at a discount to the NAV during this period, ending the period at a discount of 2.5%, which compares favourably with a discount of 7.5% for the Association of Investment Companies (`AIC') Global sector peer group.
As mentioned upfront in our Overview, our performance has been far below what we, and shareholders of Mid Wynd, would have expected, and we have spent considerable time trying to understand why this has happened and whether we need to refine an approach that has worked so well for us in the past5.
Our approach is to focus on "Quality" stocks - companies with strong fundamentals that can generate returns well above the cost of capital, providing them with the potential to reinvest in maintaining their competitive edge. This is reflected in the portfolio. The portfolio's return on capital, based on our preferred metric Cash Flow Return on Investment (CFROI), was 23.3%, more than three times the 7.4% CFROI of the MSCI All Country World Index6. Over the previous twelve months, portfolio earnings per share outgrew the MSCI ACWI.7
The conclusion of our analysis is that overall, we appear to have been on the wrong side of changes in the multiple by the market. This derating has happened despite continued high returns on capital and strong earnings compounding by our companies, which we believe is what the market weighs over the long term. The operational performance of the companies we hold gives us the confidence to hold steadfastly to our approach, which has worked until the last few years, and we hope it will give shareholders that same confidence despite this difficult period.
By way of background to our analysis, Quality stocks on the whole have underperformed the broad market by approximately -1.8% in the second quarter, -4.0% calendar year to date, and -9.9% over the last 12-months.8
While earnings of Quality stocks have held up reasonably well, as would be expected, their prices have declined i.e. their multiples have compressed relative to the broader market9.
We see the same trend reflected in the portfolio when examining our holdings. Decomposing returns between earnings and valuation over the last year, we find that while the median 8.9% increase in earnings estimates for portfolio holdings over the last year is moderately higher than that of the MSCI ACWI (8.6%), the portfolio has derated significantly, with the median price to earnings multiple declining 8.9% vs. the ACWI's multiple expanding 5.9%10.
We believe part of the derating over the last year is that high-quality stocks are perceived as most at-risk from the current trade tensions between the US and its economic partners, as they are more exposed to international trade. It is true that high-quality companies on average generate more of their revenue outside their domestic market than the average listed company, so on a very simplistic read of the impact of tariffs, these moves could make sense. However, we believe there are three factors this simplistic analysis misses:
- High-quality companies generally have strong barriers to competition and pricing power, which will mean the burden of tariffs will fall on their customers rather than their own margin structure.
- They tend to have high gross margins, which means they need to increase prices by far less to compensate for the tariff cost.
- They are generally quite defensive and perform better than their peers in difficult economic environments, which should be beneficial if the trade wars lead to a broader economic slowdown.
As a reminder, Quality as a style has outperformed Value, Growth and the broad market11 for much of the last 25 years, generating positive relative returns in over 80% of rolling 3-year periods12.
For long-term investors, we believe the current environment provides an excellent opportunity to invest in high-quality businesses at unusually attractive valuations. We have just witnessed the most significant relative derating in the valuation of these companies in at least the last ten years, despite the fact that they have continued to deliver strong earnings growth. This has left high-quality stocks looking more attractively valued than they have been for most of the last decade.
While Quality companies have largely been overlooked by the market over the recent past, history tells us that the environment will change, and we believe Quality will reassert as an alpha source. We remain committed to owning the highest-quality companies globally and hope to report better relative performance results going forward.
4 1 July 2024 and 30 June 2025.
5 Note our investment philosophy has been validated by the work done by co-lead portfolio manager/analyst Louis Florentin-Lee in a long-term study of global financial markets. Please see Quality Investing for more details.
6 As of 30 April 2025. Source: Lazard, UBS HOLT, MSCI, MSCI, FactSet.
7 As of 30 June 2025. Source: Lazard, FactSet.
8 As of 30 June 2025. As defined by the MSCI All Country World Quality Index versus the MSCI All Country World Index. Source: Lazard, Bloomberg.
9 As of 30 June 2025. As defined by the MSCI All Country World Quality Index. Source: Lazard, Bloomberg.
10 For the period 30 June 2024 through 30 June 2025. EPS and PE are 12-Month Forward figures. Portfolio represented by the median stock.
Source: Lazard, Bloomberg.
11 MSCI AC World indices on a net total return in USD dollar terms. As of 30 June 2025. The performance quoted represents past performance. Past performance is not a reliable indicator of future results. The indices mentioned are unmanaged and have no fees. One cannot invest directly in an index. Source: MSCI, FactSet.
12 As of 30 June 2025. Rolling 3-year returns calculated using monthly returns since 31 December 2000. All data is in USD. The performance quoted represents past performance. Past performance is not a reliable indicator of future results. The indices mentioned are unmanaged and have no fees. One cannot invest directly in an index. Information and opinions presented have been obtained or derived from sources believed by Lazard to be reliable. Lazard makes no representation as to their accuracy or completeness. All opinions expressed herein are as of the published date and are subject to change. Source: MSCI, FactSet.
Key stock-level contributors to portfolio performance
The following stocks have been key contributors to the Company's absolute returns during the period covered in this report.
Five principal contributors
| Company | Contribution to Total Return (%) |
| Amphenol | 1.28 |
| Dollarama | 0.95 |
| Visa | 0.70 |
| Intercontinental Exchange | 0.50 |
| Taiwan Semiconductor Manufacturing (`TSMC') | 0.50 |
Source: Lazard/FactSet.
Data in GBP and for the period from 1 July 2024 to 30 June 2025.
- Amphenol is a diversified electrical connector and sensor maker. Company earnings have been driven by its solutions for AI datacenters, where it provides a critical component at low cost where performance and reliability are prioritised over price. Additionally, we are attracted to its capital discipline in consolidating fragmented markets.
- Dollarama, a Canadian discount retailer, has seen higher same-store sales growth and lower logistics costs. The company enjoys a dominant market position (its next four largest competitors have a combined store count that is only one-third of Dollarama's) and can reinvest cash flow into new stores and logistics efficiencies to further its competitive position.
- Visa, the global payments company, continues to generate a high level of financial productivity and has experienced both purchase volume and transaction growth. The company's brand and four-party ecosystem - card-issuing banks, consumers, merchants and merchant acquirers - serve as strong barriers to competition as digital payments increase.
- Intercontinental Exchange offers financial exchange services, fixed income data, and mortgage technology. The company has benefitted from positive volume trends. The futures business is tracking well, and the mortgage business appears set for new growth. The company's scale creates a barrier to new entrants, and the company can reinvest into adjacent capital light businesses.
- Taiwan Semiconductor Manufacturing is a frontrunner in the leading-edge semiconductor manufacturing, and the company is seeing strong demand in highly complex chips required by AI developments. TSMC's economic moat is driven by a virtuous flywheel in which tech leadership drives market share gains, the subsequent scale fuels cost competitiveness and higher cash flows, which can then be reinvested in process innovation. For example, the company's investment in packaging technologies support increasingly complex chip designs.
Key stock-level detractors from portfolio performance
The following stocks have been key detractors from the Company's absolute returns during the period covered in this report.
Five principal detractors
| Company | Contribution to Total Return (%) |
| Apple | (1.00) |
| Adobe | (0.95) |
| Thermo Fisher Scientific | (0.94) |
| IQVIA | (0.90) |
| Alphabet | (0.82) |
Source: Lazard/FactSet.
Data in GBP and for the period from 1 July 2024 to 30 June 2025.
- Apple remains the world's leading smartphone vendor. It benefits from a substantial installed base, the network effects of its iOS platform, and a diversified and growing high-margin revenue stream of software and services. We believe the market has overly discounted the impact of potential tariffs or Google Search royalties.
- Adobe, an established leader in digital transformation, should be a winner as AI is integrated into workflows, but the market seems to be concerned about the pace of AI-related revenues and low-end competition. We believe Adobe will be able to benefit from its leadership in core markets and innovation, which can drive double-digit earnings growth. Continued growth in content creation should generate increased need for the company's products, and Adobe's newly-introduced tiered pricing and AI monetisation levers should start to support growth.
- Thermo Fisher Scientific faced concerns that the new US administration's policies could impact academic, government, and R&D spending trends, while weaker demand in China was also a headwind. While the company reduced guidance, it emphasised its scale enables better navigation of these challenges and anticipates potential share gains. We hold Thermo Fisher as the company's portfolio of research products and development services provides a differentiated offering for customers, has attractive secular growth and financial characteristics, and is the market leader across very fragmented end markets.
- IQVIA the health information technology and clinical research provider, reporting strength in its Technology and Analytics Solutions segment, but management issued cautious guidance amid continued delays in its R&D Solutions segment and a challenging macro and regulatory environment. We remain confident in IQVIA's quality and resilience, particularly in its growing data business alongside its contract research organisation (`CRO') operations. We continue to like IQVIA's strong financial productivity, driven by solid revenue growth, consistent margin expansion, shrewd capital deployment, and a capital-light business model.
- Investors in Google-parent Alphabet debated the increased competitive risk and disruption to the company's core Search business as AI assistant/ chatbot/agent capabilities increasingly overlap with search use cases. Shares were also impacted by a negative Department of Justice ruling, higher than expected capex, and decelerating Cloud results. We continue to own the company as we believe in its technical expertise, competitive attributes, and potential to deliver financial returns over time. In our view, the company has many competitive attributes, the primary of which is centred on scale, and a strong position in AI given its large scale computing infrastructure, Gemini family of AI models, engineering talent, unique data, and distribution across its at least 15 products with more than 500 million users. This creates potential upside optionality over time and can accelerate opportunity in areas like Cloud and Waymo.
Key sectoral and regional contributors to portfolio performance
As discussed above, our sectoral and regional exposures are driven by stock selection.
At the sectoral level, Financials and Consumer Discretionary contributed to total return. This was offset primarily by holdings in Health Care, Information Technology, and Industrials.
Sector contributions
| Sector | Contribution to Total Return (%) |
| Financials | 1.83 |
| Consumer Discretionary | 0.31 |
| Communication Services | (0.25) |
| Consumer Staples | (0.35) |
| Industrials | (1.50) |
| Information Technology | (1.91) |
| Health Care | (2.85) |
Source: Lazard/FactSet.
Data in GBP and for the period from 1 July 2024 to 30 June 2025.
At the regional level, holdings in Emerging Markets and Asia ex Japan made a positive contribution to performance. This was offset by headwinds in North America and Europe ex UK.
Regional contributions
| Region | Contribution to Total Return (%) |
| Emerging Markets | 0.97 |
| Asia ex Japan | 0.22 |
| United Kingdom | 0.00 |
| Japan | (0.27) |
| Europe ex UK | (2.30) |
| North America | (3.34) |
Source: Lazard/FactSet.
Defined by country of listing.
Data in GBP and for the period from 1 July 2024 to 30 June 2025.
Our investment process
The search for Compounders
In light of the commentary so far, we thought it may be helpful to remind investors of our core investment principles. We manage the Company's portfolio in accordance with our Global Quality Growth strategy, which aims to invest in businesses we consider to be "Compounders".
We define a Compounder as a company we believe is capable of generating consistently high returns on capital and reinvesting in its business to drive future growth. This process should create a virtuous "compounding cycle" of wealth creation in which investors can share.
We believe the broader market undervalues Compounders because it adheres to the economic law of competition. This prescribes that high returns on capital attract competition, squeezing market share, driving down prices and resulting in an erosion of profitability. But we see plenty of real-world examples to show the theory does not work in practice.
In our view, Compounders have sustainable advantages that help them keep competitors at bay. Although the market assumes their profitability will fade, they deliver consistently high financial productivity for longer than expected.
As a result, investors who focus more on near-term earnings multiples rather than a company's long term earning power are likely to undervalue these exceptional businesses. This means that when these Compounders "beat the fade" they tend to beat the market, too.
We prefer to own Compounders for long periods to allow the compounding cycle to drive cash flows and share prices higher. This is reflected in the strategy's turnover, which during the past five years has averaged just 10%-15% annually - an approach that has also helped keep trading costs low.
Our investment process is reinforced by empirical research covering 25 years of markets and supported by Lazard's extensive fundamental research team of over 70 global sector specialists. Drawing on this expertise, we look to build a portfolio that is broadly diversified across sectors, regions and competitive advantages and which can generate attractive total returns for investors.
Portfolio activity: our process in practice
Although the average holding period for our Global Quality Growth strategy is between 7 and 10 years, we aim to take full advantage whenever the market gives us an opportunity. The following new buys and deeper dive "Stock in Focus" illustrate how we have applied this aspect of our investment process over the past twelve months.
We added Hilton Worldwide, a global hotel company with more than 8,000 hotels and more than 1.2 million rooms in its portfolio, to the Trust holdings. The company operates across more than 20 brands, including Hilton and Hampton, serving the premium economy through the luxury segments of consumers. Hilton operates an asset-light model with nearly three-quarters of rooms franchised, and as a result generates very high returns. The franchise business model allows independent hotel owners to operate under the Hilton brand name, systems, and support networks. The franchisees pay fees to Hilton, including an initial franchise fee, ongoing royalty fees (a percentage of gross revenue), and program fees. This business model allows Hilton to focus on brand marketing, loyalty programs, and faster, more efficient growth. Hotel industry supply and demand dynamics should remain favourable due to limited room supply in the next few years amid the tight financing environment, helping support pricing power. Hilton is planning for room growth of 6%-7% over the medium term, which is higher than other large peers. Large hotel operators such as Hilton enjoy a competitive advantage versus smaller peers as they can help franchisees secure more favourable financing. The company has been successful in organically rolling out new concepts to expand its family of brands. In particular, we see opportunity in business and group occupancy.
We also invested in Cadence System Designs, which designs and develops solutions required for semiconductors and electronic systems. The company operates in the Electronic Design Automation (`EDA') industry, and is also expanding into electronic design automation software, intellectual property (verification IP), and emulation hardware (enables a hardware piece to act like another). The company's solutions are integrated and used in every stage of design creation, implementation, verification, analysis and signoff from chips to printed circuit boards (`PCBs') to complete electromechanical systems. Cadence's designs, in combination with advances in semiconductor technology, optimise the power consumption of electronics while enabling significant performance increases across a wide array of clients, including data science and machine learning, 5G communications, automotive, mobile, aerospace, industrial and healthcare. We believe Cadence will benefit from higher unit growth with increasing chip designs and complexity, in addition the company can sustainably grow revenues while also expanding their operating margins.
We also purchased Diageo, a global producer and marketer of alcoholic beverages. The company has focused its portfolio on premium spirits in recent years, with strong positions in the most attractive spirits categories (tequila and whisky). It owns leading brands in most spirits categories, such as Johnnie Walker, Tanqueray, Don Julio, Casamigos, Smirnoff, and Baileys. We believe Diageo will benefit from its exposure to the global spirits industry, which offers an attractive growth rate driven by share gains from beer and wine in developed markets and per capita consumption growth in emerging markets. Diageo has also enhanced its portfolio over the last 5 years, with over 60% of sales at premium price points, driving higher margins and growth over time. Two-thirds of its business is brown or aged spirits, which are growing faster than other categories and provide the company with a competitive moat. These spirits often have strict requirements for aging and provenance (traceability), as well as large capital investment needs for distilling and distribution, which make it difficult for new entrants and cements Diageo's competitive advantage in the category. We believe the company's new Chief Financial Officer will be able to refocus the business's capital allocation strategy to drive improved margins and returns, providing further upside.
Stock in Focus
EssilorLuxottica (`EL') operates in the very attractive eyewear space (~25% market share). The company is the clear market leader in the manufacture of lenses, frames, and sunglasses, owns many of the biggest eyewear brands in the world, and distributes through the largest omnichannel network globally. EL also pioneers industry innovation and its impressive reinvestment allows it to create new products that have the potential to revolutionise eyewear and further reinforce barriers to competition. The company's main competitive advantages are:
- Scale and Dominance: EL has approximately 25% market share, making it five times larger than its next competitor. It is also the market leader in optician equipment, the largest distributor of contact lenses, and holds dominant market positions across the majority of eyewear categories (Lens, Frames, and Sunglasses). This scale gives EL significant expertise and the means for investment (e.g., marketing, R&D, M&A) versus smaller peers. EL is also well-diversified by geography, channel, product category, and price segment.
- Vertically Integrated across Value Chain: The company's business model is vertically integrated across the entire eyewear value chain, giving it speed, flexibility, and cost advantages. EL is also the only eyewear player with a fully integrated supply chain across both lenses and frames. Its supply chain dwarfs peers and is near impossible to replicate. With over 500 prescription labs and 100 distribution centres globally, EL generally has close proximity to its retail and wholesale networks, allowing for faster customer service and store replenishment. The breadth of EL's supply chain also creates more agility versus peers (e.g., the ability to shift production during COVID lockdowns quickly).
- Innovation and Brand: Innovation and brands are key to driving average selling price and building barriers against lower-cost entrants in the market. EL has more than 150 eyewear brands, including the two biggest eyewear brands in the world (#1 Ray-Ban and #2 Oakley) and notably Bolon, the #1 in China. EL is also the market-leading licensee for luxury brands (e.g., Prada, Chanel) and continues to add more licenses. The group has brand offerings across all price points, with its US online business "Eyebuydirect.com" offering $6 glasses, which is the lowest price in the industry and demonstrates EL's cost advantages.
EL is the innovation pioneer in the eyewear industry- with 50 R&D facilities and 13,000 patents. The company's R&D spend in lenses accounts for ~75% of the industry's total R&D, enabling EL to accelerate the cadence of product launches versus peers. Examples of innovations and growth opportunities include:
- Nuance Audio: These light and stylish glasses include an invisible hearing aid that amplifies sound through the frame and is controlled through an app. Nuance Audio addresses an untapped market of consumers with mild-to-moderate hearing loss (over 1 billion people globally). Individuals without hearing loss have purchased these glasses for use in loud environments, suggesting a larger market.
- Ray-Ban Meta: Through Ray-Ban, EL has developed smart glasses in conjunction with Meta. The glasses can receive calls, play music, take photos/videos, and live stream to social media all within the Ray-Ban frame. Despite a softer consumer demand environment, sales indications are very strong. The integrations with Meta's AI assistant and personal computing capabilities could dramatically change the addressable market.
- EL is also developing eye tracking technology, whereby the glasses can identify potential neurological health issues (e.g., early signs of stroke), meaning smart eyewear could become the most effective wearable health monitor.
Moving forward, we believe the business will grow organically, with substantial opportunities to further improve profitability. Impressive reinvestment allows EL to create new product categories (e.g., myopia management, smart glasses) that have the potential to revolutionise the eyewear industry and further reinforce barriers to competition.
Exposures by sector and region
In line with our investment process, our sectoral and regional exposures are driven by stock selection. Changes in exposure from 1 July 2024 to 30 June 2025 resulted from market movements and the following purchases and sales, rather than any decision on sector and/or country views.
- Purchases: Alphabet (Communication Services), Apple (Information Technology), Cadence Design Systems (Information Technology), Corpay (Financials), Diageo (Consumer Staples), EssilorLuxottica (Health Care), Equifax (Industrials), HealthEquity (Health Care), Hilton Worldwide (Consumer Discretionary), and Meta Platforms (Communication Services).
- Sales: Alphabet (Communication Services), BRP (Consumer Discretionary), Danaher (Health Care), Estée Lauder (Consumer Staples), Intuit (Information Technology), Shimano (Consumer Discretionary).
Sector exposure rose in Information Technology and Financials and fell in Communications Services and Health Care. Typically, the strategy has zero weight in Real Estate, Energy, Materials and Utilities, as companies in these sectors tend not to generate sufficient returns on capital to be considered of high quality.
Outlook13
Looking forward, for long-term investors, we believe the current environment provides an excellent opportunity to invest in high-quality businesses at unusually attractive valuations. We have just witnessed the most significant relative derating in the valuation of these companies in at least the last 10 years, despite the fact that they have continued to deliver strong earnings growth. This has left high-quality stocks looking more attractively valued than they have been for most of the last decade.
While Quality companies have largely been overlooked by the market over the recent past, history tells us that the environment will change, and we believe Quality will reassert as an alpha source. We remain committed to investing the Company's capital in Compounder stocks and hope to report better relative performance results going forward14.
Our confidence stems from our long-term study of the global markets and our fundamental research capabilities, and we firmly believe that the companies we are invested in should continue to deliver solid earnings and cash flow growth. We are reminded that share prices do not always follow fundamentals over the short term. As long-term investors, we need to have the patience and fortitude to follow our conviction and stay the course through challenging periods. We believe the market will assign a higher valuation to our companies over time if they continue to demonstrate strong operating performance.
AI has been a market theme over the review period, and we certainly do not underestimate its power. While the market has thus ascribed most of AI's value to those few businesses that are building AI infrastructure, we believe in time other Company holdings poised to benefit from this transformative technology, will also benefit.
We thank you for your continued investment.
Louis Florentin-Lee & Barnaby Wilson
Fund Managers
10 September 2025
13 Comments as of 30 June 2025.
14 Forecasted or estimated results do not represent a promise or guarantee of future results and are subject to change.
Portfolio of Investments as at 30 June 2025
| Investment | Country | Market value £'000 | % of total net assets | MSCI Sector |
| Apple | United States | 14,822 | 4.8% | Information Technology |
| Taiwan Semiconductor Manufacturing | Taiwan | 14,366 | 4.7% | Information Technology |
| Amphenol | United States | 13,226 | 4.3% | Information Technology |
| Microsoft | United States | 13,097 | 4.3% | Information Technology |
| Visa | United States | 12,811 | 4.2% | Financials |
| S&P Global | United States | 11,093 | 3.6% | Financials |
| RELX | United Kingdom | 10,428 | 3.4% | Industrials |
| Verisk Analytics | United States | 9,522 | 3.1% | Industrials |
| Aon | United States | 9,114 | 3.0% | Financials |
| Dollarama | Canada | 9,076 | 3.0% | Consumer Discretionary |
| Intercontinental Exchange | United States | 8,926 | 2.9% | Financials |
| Accenture | United States | 8,263 | 2.7% | Information Technology |
| HDFC Bank | India | 8,098 | 2.6% | Financials |
| Ametek | United States | 7,835 | 2.5% | Financials |
| Hexagon | Sweden | 7,231 | 2.4% | Information Technology |
| Salesforce | United States | 7,200 | 2.3% | Information Technology |
| Zoetis | United States | 6,980 | 2.3% | Health Care |
| Clicks Group | South Africa | 6,668 | 2.2% | Consumer Staples |
| Wolters Kluwer | Netherlands | 6,619 | 2.2% | Industrials |
| Cadence Design Systems | United States | 6,607 | 2.1% | Information Technology |
| IQVIA | United States | 6,024 | 2.0% | Health Care |
| Thermo Fisher Scientific | United States | 5,903 | 1.9% | Health Care |
| Partners Group | Switzerland | 5,740 | 1.9% | Financials |
| ASML | Netherlands | 5,677 | 1.8% | Information Technology |
| Coca-Cola | United States | 5,486 | 1.8% | Consumer Staples |
| Adobe | United States | 5,463 | 1.8% | Information Technology |
| Keyence | Japan | 5,380 | 1.7% | Information Technology |
| Nordson | United States | 5,341 | 1.7% | Industrials |
| Rockwell Automation | United States | 5,275 | 1.7% | Industrials |
| Universal Music Group | Netherlands | 5,173 | 1.7% | Communication Services |
| VAT Group | Switzerland | 5,083 | 1.7% | Industrials |
| Booz Allen Hamilton | United States | 5,024 | 1.6% | Industrials |
| Tencent | Hong Kong | 4,979 | 1.6% | Communication Services |
| HOYA | Japan | 4,703 | 1.5% | Health Care |
| Equifax | United States | 4,632 | 1.5% | Industrials |
| Toei Animation | Japan | 4,309 | 1.4% | Communication Services |
| Corpay | United States | 4,179 | 1.4% | Financials |
| Hilton Worldwide | United States | 3,208 | 1.0% | Consumer Discretionary |
| EssilorLuxottica | France | 3,176 | 1.0% | Health Care |
| Meta Platforms | United States | 3,167 | 1.0% | Communication Services |
| Diaego | United Kingdom | 3,164 | 1.0% | Consumer Staples |
| Alphabet A | United States | 2,981 | 1.0% | Communication Services |
| HealthEquity | United States | 2,919 | 0.9% | Health Care |
| SMS | Japan | 2,510 | 0.8% | Industrials |
| Nike | United States | 2,000 | 0.7% | Consumer Discretionary |
| Total equity investments (45) |
| 303.478 | 98.7% |
|
| Net current assets |
| 4,023 | 1.3% |
|
| Total net assets |
| 307,501 | 100% |
|
Strategy and Business Review
This Strategic Report has been prepared in accordance with the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013.
Purpose
Our purpose is to increase the real wealth and prosperity of our shareholders, thus helping them meet their long-term savings needs.
Mid Wynd International Investment Trust plc can trace its heritage back to 1797, when the founder of the Company set up a textiles business in Dundee. Its origins as an investment company date from 1949, when the Board began to manage the financial reserves as a separate entity from the main trading business. In September 1981, the shares of Mid Wynd International Investment Trust plc were floated on the London Stock Exchange. At that time, the Board was entrusted by shareholders to manage their wealth, with a focus on investing in global companies with strong growth prospects and sustainable businesses. This focus remains as true for the Board and its appointed investment manager today as it did back then.
Through our investment company structure, we enable shareholders, large or small, to invest in an actively-managed diversified portfolio of securities in a cost-effective way, giving them access to the growth opportunities offered by world markets.
Strategy
As stated above, the Company's purpose is to increase the real wealth and prosperity of our shareholders, thus helping them meet their long-term savings needs. To achieve this goal, the Company has adopted a number of policies which are set out below.
Objective and investment policy
The objective of the Company is to achieve capital and income growth by investing on a worldwide basis. Although the Company aims to provide dividend growth over time, its primary aim is to maximise total returns to shareholders.
The Company is prepared to move freely between different markets, sectors, industries, market capitalisations and asset classes as investment opportunities dictate. On acquisition, no holding shall exceed 15% of the portfolio. The Company will not invest more than 15% of its gross assets in UK listed investment companies. Assets other than equities may be purchased from time to time including but not limited to fixed interest holdings, unquoted securities and derivatives. Subject to prior Board approval, the Company may use derivatives for investment purposes or for efficient portfolio management (including reducing, transferring or eliminating investment risk in its investments and protection against currency risk).
The number of individual holdings will vary over time. To ensure diversification of opportunity and management of risk, the Company is permitted by its policy to hold between 40 and 140 holdings; however, the portfolio will generally hold a portfolio of shares at the lower end of this range. The portfolio will be managed on a global basis rather than as a series of regional sub-portfolios. As at 30 June 2025 there were 45 holdings in the portfolio.
The Board assesses investment performance with reference to the MSCI All Country World Index (GBP). However, the Directors expect the Investment Manager to pay little attention to the composition of this index when constructing the portfolio and the composition of the portfolio is likely to vary substantially from that of the index. A long-term view is taken and there may be periods when the net asset value per share declines in absolute terms and relative to the comparator index.
Business model
The Company is incorporated in Scotland and operates as an Investment Trust Company. It is an investment company within the meaning of section 833 of the Companies Act 2006 (the "Act") and is approved as an investment trust by HM Revenue and Customs subject to the Company continuing to comply with the requirements of section 1158 of the Corporation Tax Act 2010. The Company has a main market listing on the London Stock Exchange. The Company is also an Alternative Investment Fund whose Investment Manager is regulated by the Financial Conduct Authority.
The Company has no employees and the Board, which consists solely of non-executive Directors, has delegated most of the Company's operational functions to a number of key service providers. All key service providers are appointed under rolling contracts which are periodically reviewed, at which time the appropriateness of the continuing appointment of such service providers is considered. Details of the key service providers are set out later in this Annual Financial Report.
Dividend policy
The Company's main focus is on growing shareholders' capital. It pursues a flexible dividend policy which is not solely determined by the requirements of s1158 of the Corporation Tax Act 2010 to retain no more than 15% of revenue earnings in any financial year. The Board intends to grow dividends, subject to the availability of distributable reserves. As previously communicated in the last Half-Yearly Financial Report, the Company's revenue returns are expected to be lower in the short term as a result of Lazard's investment strategy. This is focused on capital appreciation rather than income generation, driven by the investment portfolio typically reinvesting a significant portion of earnings in order to maximise growth. In future the Board intends at least to maintain the dividend, using the revenue reserve and, when required, the capital reserve, for a short period of time if necessary. This year the Company will need to utilise its accumulated revenue reserves to pay its dividend.
Gearing and leverage
The Company may use borrowings to support its investment strategy and can borrow up to 30% of its net assets. The Company had a US$60m multicurrency revolving credit facility with the Bank of Nova Scotia (London Branch) which was terminated on 11 September 2023.
Although no borrowing facility is currently in place, the Company's gearing is regularly reviewed by the Board following consultation with the Investment Manager.
Leverage is defined in the Alternative Investment Fund Managers Directive (`AIFMD') as any method by which the Company can increase its exposure by borrowing cash or securities, or from leverage that is embedded in derivative positions. The Company is permitted to borrow up to 30% of its net assets (determined as 130% under the Commitment and Gross ratios). The Company is permitted to have additional leverage of up to 100% of its net assets, which results in permitted total leverage of 230% under both ratios. The Alternative Investment Fund Manager (the `AIFM') monitors leverage values on a daily basis, when leverage is utilised, and reviews the limits annually. No changes have been made to these limits during the year. At 30 June 2025, the Company's leverage was 0% as determined using the Commitment method and 0% using the Gross method. Further details can be found in the Alternative Performance Measures on page 82 of the Annual Report.
Current and future developments
A summary of the Company's developments during the year ended 30 June 2025, together with its prospects for the future, is set out in the Chairman's Statement on pages 5 to 7 and the Investment Manager's Review on pages 8 to 18. The Board's principal focus is the delivery of positive long-term returns for shareholders. This will be dependent on the success of the investment strategy, in the context of both economic and stock market conditions. The investment strategy, and factors that may have an influence on it, are discussed regularly by the Board and the Investment Manager. The Board furthermore considers the ongoing development and strategic direction of the Company, as well as any risks which could impact on the Company's ability to achieve its strategic objective.
Culture and values
Culture
Corporate culture for an externally-managed investment trust like Mid Wynd International Investment Trust plc, refers to the beliefs and behaviours that determine how the Directors interact with one another and how the Board manages relationships with shareholders and key service providers, such as the Investment Manager. The culture is defined by the values which are set out below. The s172 report included in this Strategy and Business Review provides further details of how the Board has operated in this regard.
Values
The Board is mindful that it is overseeing the management of a substantial investment portfolio on behalf of investors. In many cases, the investment in the Company may represent a large proportion of an individual's savings. As nearly all the Directors are invested in the Company, the Directors' interests are aligned with those of fellow shareholders in this regard.
Our approach to governing the Company is therefore underpinned by our determination to do the right thing for our shareholders. Key to this is having a constructive relationship with them, through monthly updates, half-yearly and annual financial reports, and the opportunity to meet with them at the Annual General Meeting.
We also believe in having strong relationships with our key service providers, one based on mutual trust and respect, with constructive challenge when required. Below is a summary of the Board's most important values:
- Excellence: the Board is focused on its purpose of delivering long-term value for all its shareholders, whether they are large or small. Focusing on this strategic imperative and adopting best practice wherever appropriate in all the Company's dealings are key to driving excellence. We will always put our shareholders first and will constantly look at how to enhance long term value, for example through the use of gearing, share issuance, and buybacks.
- Integrity: the Board seeks to be ethical and honest, to comply with all laws and regulations applicable to investment companies, to avoid conflicts of interest and to have zero tolerance to bribery and corruption, tax evasion or other fraudulent behaviour. It expects the same high standards to be adopted by all its service providers.
- Accountability: the Board recognises the need to explain the Company's performance to investors, including the upsides, the downsides and the risks in a clear, straightforward and transparent manner. Accountability also involves the Board challenging its key service providers to ensure the Company continues to receive a high standard of service to drive long term shareholder value. Each of the Directors recognises their individual responsibility to shareholders and accordingly each of the Directors will stand for re-election at each Annual General Meeting, other than in instances where a Director has signalled their intention to retire.
- Respect: the Board is collegiate and recognises the value of the diverse backgrounds and opinions of its Directors. It also recognises the importance of treating shareholders and key service providers with respect. Contact by shareholders via the Chairman's email address cosec@junipartners.com is welcomed; the Company adheres to key service provider terms and conditions such as prompt payment.
- Sustainable investing, Stewardship and Environmental, Social and Governance (`ESG') issues: the Board recognises the importance of such matters in the generation of long term returns for shareholders.
The Investment Manager's Approach to Sustainability, Stewardship and Environmental, Social & Governance (`ESG') Matters
The Board expects Lazard to invest in companies which can provide long-term value for the Company's shareholders, without damaging either society or the environment. Set out below is a summary of how Lazard integrates sustainability and ESG considerations into its investment approach and a report of its stewardship activities.
Lazard integrates ESG considerations into the fundamental analysis conducted on every potential investee company. When evaluating potential `Compounder' companies (see definition on page 14 of the Annual Financial Report) in which to invest, Lazard is focused on how ESG opportunities and risks may affect a company's competitive advantages, the sustainability of its financial productivity, its reinvestment opportunities, and its valuation. Lazard also has access to third party data sources to augment this proprietary fundamental research.
Lazard's research suggests that Compounders tend to have attractive environmental and/or governance attributes. This has generally resulted in the portfolio having a positive sustainability profile i.e., significantly lower carbon emissions, lower carbon intensity, and lower ESG risk versus its reference comparator index, the MSCI All Country World Index. This is an outcome of stock selection, not a target objective.
Portfolio carbon emissions
The challenges around climate change are of increasing importance. The portfolio's carbon emissions have remained consistently below the comparator index, the MSCI All Country World Index.
Stewardship and investee company engagement
The Board delegates authority to Lazard to invest responsibly, engaging actively with investee companies to understand their management ethos and to seek sustainable returns.
Here are some examples of this engaging in operation during the year ended 30 June 2025:
Coca-Cola
Objective
To understand better any changes to Coca- Cola's human capital strategy since the Trump administration's executive orders, as well as its revised ESG commitments focusing on water scarcity and plastic packaging.
Background
Coca-Cola, a leading global non-alcoholic beverage company, has seen growth through innovation, marketing, and strategic refranchising. Human capital is key to product innovation, while water is a material input into the production process.
Engagement Details and Analysis
Coca Cola has identified water security and plastic packaging as priority natural capital issues. We view the company's 2030 water security strategy as best in class and its investment in recycled PET production as beneficial to both financial productivity (via cost efficiency) as well as sustainability. Following the Trump administration's executive orders, the company is also aligning its human capital strategies with legal standards and merit principles, maintaining focus on talent as crucial for success. The company demonstrates financial benefits from optimising human capital and addressing supply chain human rights issues. Female representation has increased across various levels, with significant leadership roles filled internally. Although the company has reduced external reporting on non-financial metrics, we encouraged continued disclosure of metrics critical to assessing financial productivity.
Outcome
Positive engagement reaffirming our investment thesis. Future engagements will monitor progress towards 2030 goals.
IQVIA
Objective
To discuss IQVIA's diversity in clinical trials, cybersecurity, AI applications, and governance issues.
Background
IQVIA, a contract research consultant in healthcare, speeds up the time to market for new drugs (a key bottle neck in the value chain) by enabling more efficient and effective clinical trials. Highly diverse patient databases and the ability to leverage data at scale is a key part of its economic moat.
Engagement Details and Analysis
Diversity action plans for clinical trials are becoming the expectation, and due to ties to clinical outcomes are viewed as separate from the current administration's push to remove Diversity, Equity & Inclusion (`DEI'). We view it positively that IQVIA's use of diversity action plans is outstripping industry growth, driven in part by large pharma and full CRO customers who could enact the plans themselves but are looking to outsource. In addition, the company appears to be managing cybersecurity well; incremental improvements are being made to strengthen security for new direct-to-patient offerings. We see this as critical given the vast amount of sensitive data that the company manages. IQVIA did not provide many specific details on oversight actions being taken to manage AI risks, but we see no reason to view IQVIA as poorly positioned. Commentary on director time commitments and the existing special meeting threshold, two focuses of this year's AGM, were clear, but we found the company's answers on compensation to be lacking.
Outcome and future milestones
Overall, we are satisfied that IQVIA is managing its ESG-related risks well and that their strategy is supportive of our investment thesis. We plan to closely monitor the executive compensation portion of this year's AGM.
Voting
The Board gives discretion to Lazard to exercise the Company's voting rights. Lazard exercises the Company's voting rights in respect of investee companies with the aim of maximising sustainable shareholder value as a long-term investor and voting in the best interests of the Company's shareholders. Lazard undertakes regular due diligence with investee company managements on matters such as strategy, operational performance, capital allocation, and material sustainability considerations. Lazard is a signatory to the UK Stewardship Code; further details are included on page 42 of the Annual Financial Report.
The proxy voting instructions given by Lazard on behalf of the Company between 1 July 2024 and 30 June 2025 are detailed below.
Lazard voting on behalf of Mid Wynd
| Instruction | Percentage |
| For | 80% |
| Against | 11% |
| Abstain | 1% |
| Did not vote* | 8% |
* The Investment Manager's policy is to always maintain liquidity in their portfolio, therefore where a company prevents trading during their AGM, the Investment Manager will not vote.
Details of votes Against
| Instruction | Percentage | Reason |
| Against | 69% | Oppose director re-elections and other director related reasons |
| Against | 19% | Other - including capitalisation, routine business and take-over related |
| Against | 12% | Environmental and social reasons |
Industry and social responsibility initiatives
Further information on the industry-wide collaborations Lazard participates in and the social responsibility initiatives it engages with can be found on the Sustainable Investment section of the Lazard website at Sustainable Investing Lazard Asset Management
(https://www.lazardassetmanagement.com/gl/ sustainable-investment).
Engagement Period: Q1 2025
All opinions expressed herein are as of the published date. For illustrative purposes only.
Key Performance Indicators (`KPIs')
The performance of the Company is reviewed regularly by the Board and it uses a number of KPIs to assess the Company's success in meeting its objective. The KPIs which have been established for this purpose are set out below:
- Net asset value performance compared to the MSCI All Country World Index (GBP)
The Board monitors the performance of the net asset value per share against that of the MSCI All Country World Index (GBP).
- Share price performance
The Board monitors the performance of the share price of the Company to ensure that it reflects the performance of the net asset value.
Discrete annual total returns
| Year ended 30 June | Net asset value | Share price | MSCI All Country World Index (GBP) |
| 2021 | 24.3% | 27.3% | 24.6% |
| 2022 | (7.5)% | (9.5)% | (4.2)% |
| 2023 | 5.6% | 1.0% | 11.3% |
| 2024 | 13.9% | 17.1% | 20.1% |
| 2025 | (5.1)% | (5.9)% | 7.2% |
Source: LSEG Datastream.
Further details of the 2025 returns can be found within the Chairman's Statement and Investment Manager's Review contained in the Annual Financial Report for year ended 30 June 2025.
- Share price (discount)/premium to net asset value
The Board recognises that it is in the interests of shareholders to maintain a share price as close as possible to the net asset value (`NAV') per share. The policy of the Board is to limit the discount or premium to a maximum of 2 per cent of NAV in normal circumstances. The Company may issue shares at such times as demand is not being met by liquidity in the market and buy back shares when there is excess supply. This policy has proved consistently effective in generating value within the Company and helping to manage market liquidity. The Company's shares were trading at a discount of 2.5% to NAV at the year end. At all times the Company sought to manage the discount within the target parameters and achieved an average discount of 2% over the year. While the Company declares its NAV daily, markets are open almost twenty four hours per day and this accounts for the wider range in premium and discount in 2025 shown on the following chart. During the year the Company did not issue any shares and bought back 9,465,000 shares (representing 19.0% of the issued share capital (excluding Treasury shares) at the start of the year) at a cost of £73.1 million. As the Company had utilised a significant proportion of the authorities granted by shareholders at the last AGM to undertake buybacks, the Company convened a General Meeting on 21 May 2025 to apply for additional authorities up until the next AGM. The reason for doing this was to ensure the Company would be able to continue to operate its discount control programme efficiently up until the next AGM. The resolution was approved by 91.8% of shares voted. 8.2% of shares voted against the resolution and 5,238 were withheld.
The Company held a further General Meeting on 28 August 2025 to apply for additional authorities following the utilisation of the previous buyback authority from the May 2025 General Meeting. This was approved by 96.1% of shares voted, with 3.9% voting against and 6,197 votes being withheld.
Although the Company incurs modest costs for operating the policy and when renewing shareholder authority, issuance at a premium and buying back at a discount under the policy more than compensates and is consistently accretive to NAV.
- Ongoing charges
The Board is mindful of the ongoing costs to shareholders of running the Company and monitors operating expenses on a regular basis. The Company's ongoing charges ratio as at 30 June 2025 was 0.64% (2024: 0.60%). The increase in the ongoing costs for the year to 30 June 2025 is predominantly due to the reduction of gross assets as a result of the effective operation of our discount control mechanism.
- Dividend per share
In addition to seeking capital growth, the Board also continues to pursue its flexible dividend policy. It monitors the revenue returns generated by the Company during the year, its revenue reserves and expected future revenue and then determines the dividends to be paid. Revenue earnings during the year decreased by 31% compared to the prior financial year. As explained previously, the appointment of Lazard has led to a change in investment approach and lower dividend income from our investee companies. These companies reinvest a greater proportion of their cashflow back into their businesses where they expect to generate high internal rates of return, thereby increasing their capital value and future profits and dividends. The majority of Mid Wynd's revenues are earned in foreign currencies and changes in exchange rates can impact the sterling value of the Company's earnings. Subject to approval of the final dividend by shareholders, a total dividend of 8.35 pence per share (2024: 8.00 pence per share) will be paid in respect of the year ended 30 June 2025. This represents an increase of 4.4%.
Dividends paid in respect of the year ended June 2024 were fully covered by their current year earnings. Dividends payable/paid in respect of the year ended June 2025 will be funded from current year earnings and the Company's accumulated revenue reserve.
Principal Risks and Risk Management
The Board has carried out a robust assessment of the principal and emerging risks facing the Company. Following consideration of the principal risks, the Board has concluded that there are no emerging risks facing the Company that should be added to the principal risks set out below.
The Board has developed a risk map which sets out the principal risks faced by the Company and the controls established to mitigate these risks. This is an ongoing process and the risk map, including any emerging risks, is formally reviewed at least every six months. The Board pays particular attention to those risks that might threaten the long-term performance or viability of the Company. Further information on the Company's risk management process is set out in the corporate governance section on pages 42 and 43 of the Annual Financial Report.
A summary of the key areas of risk, their movement during the year and their mitigation is set out below:
| Movement | Principal risk | Mitigation/control |
|
| Strategic risks |
|
| No change | Investment strategy The management of the portfolio of the Company may not achieve its investment objective and policy. | The investment objective and policy of the Company is set by the Board and is subject to ongoing review and monitoring in conjunction with the Investment Manager. The Company's investments are selected on their individual merits and the performance of the portfolio may not track the wider market (represented by the MSCI All Country World Index). The Board believes this approach will continue to generate good long-term returns for shareholders. Risk is diversified through a broad range of investments being held. The Investment Manager has a proven track record of managing the Global Quality Growth strategy which the Company's portfolio is managed in accordance with. The Board discusses the investment portfolio and its performance with the Investment Manager at each Board meeting. |
|
| Market risks |
|
| No change | Market prices The Company invests in a portfolio of international quoted equities. The prices of equity investments may be volatile and are affected by a wide variety of factors many of which can be unforeseen and are outwith the control of the investee company or the Investment Manager. These price movements could result in significant losses for the Company. Current events such as the ongoing wars in Ukraine and the Middle East have negatively impacted economic growth and may negatively affect investment values leading to the inability to buy, sell or value assets at a competitive price, thus having an adverse effect on the Company's results. The Company's functional currency and that in which it reports its results is Sterling. However, the majority of the Company's assets, liabilities and income are denominated in currencies other than Sterling. Consequently, movements in exchange rates will affect the Sterling value of those assets. The country in which a portfolio company is listed is furthermore not necessarily where it earns its profits and movements in exchange rates on overseas earnings may have a more significant impact upon a portfolio company's valuation than a simple translation of that company's share price into Sterling. The Company does not generally hedge its currency exposures and changes in exchange rates may lead to a reduction in the Company's NAV. Climate change, and the politics around climate change, could impair the operations of individual investee companies, potential investee companies, their supply chains and their customers. | The Board considers that the risk of market volatility is mitigated by the longer-term nature of the investment objective and the Company's closed-ended structure, and that such investments should be a source of positive returns for shareholders over the long-term. Risks are diversified through having a range of investments in the portfolio with exposure to various geographies and sectors. The Investment Manager has a proven track record and reports regularly to the Board on market developments. At each Board meeting the Investment Manager is asked to provide explanations for the performance of the portfolio and the rationale for any changes in equity investments, sectors and geographies. Any use of derivatives to manage market risks requires Board approval. The Board and its Investment Manager have regular discussions to assess the likely impact of inflation rates on global economies, corporate profitability and asset prices. The Board have assessed the Trust's exposure to currency rates during the year to 30 June 2025, and discussed the advantages and disadvantages of introducing currency hedging. This is reviewed by the Board on a periodic basis. The Investment Manager takes material ESG risks into account when making investment decisions, as such risks can affect the prospects of a business. The Company invests in a broad portfolio of businesses with operations spread geographically, which should limit the impact of climate change events. |
| No change | Legal and regulatory risk Changes to the requirements of the framework of regulation and legislation (including rules relating to listed closed-end investment companies), within which the Company operates, could have a material adverse effect on the ability of the Company to carry on its business and maintain its listing. A change in the tax rules applicable to investment trusts, such as the introduction of capital gains tax, could affect the viability of investment trusts.
| The Company relies on the services of the Company Secretary and Investment Manager to monitor ongoing compliance with relevant regulations, accounting standards and legislation. The Company Secretary and Investment Manager also appraise the Board of any prospective changes to the legal and regulatory framework so that any requisite actions can be planned. The Board receives quarterly compliance reports from the Investment Manager, the Alternative Investment Fund Manager (`AIFM'), Company Secretary and Administrator, and the Depositary confirming compliance with regulations. These reports also highlight any matter that the relevant compliance team feel should be brought to the Board's attention. The Company is a member of the Association of Investment Companies (the `AIC'). The AIC monitors regulatory change on behalf of its members and keeps the investment trust sector informed on this. Furthermore, the AIC promotes investment trust interests in any consultations on proposed regulatory change. |
|
| Operational risks | |
| No change | Reliance on third-party service providers The Company has no employees and all of the Directors have been appointed on a non-executive basis; all operations are outsourced to third-party service providers. Failure by any service provider to carry out its obligations to the Company in accordance with the terms of its appointment, to protect against breaches of the Company's legal and regulatory obligations such as data protection or to perform its obligations to the Company at all as a result of insolvency, fraud, breaches of cybersecurity, failures in business continuity plans or other causes, could have a material adverse effect on the Company's operations. | Experienced third-party service providers are employed by the Company under appropriate terms and conditions and with agreed service level specifications. The Board receives regular reports from its service providers and reviews the performance of its key service providers at least annually. |
| No change | Reliance on key personnel The Company's portfolio is managed by the Investment Manager and in particular the fund management team which has direct responsibility for portfolio selection. Any change in relation to the investment executives may adversely affect the performance of the Company. | The Lazard investment team is led by two key individuals, the global equity fund managers, each of whom has worked for Lazard for many years and has a successful track record. The fund managers are supported by a wider investment team. |
Further information on risks and the management of them are set out in note 20 of the notes to the financial statements on pages 69 to 72 of the Annual Financial Report.
Viability Statement
In accordance with the Association of Investment Companies (the `AIC') Code of Corporate Governance, the Board has considered the longer-term prospects for the Company beyond the twelve months required by the going concern basis of accounting. The period of assessment, in line with our Key Information Document, is five years to 30 June 2030. The Board has concluded that this period is appropriate, taking into account the Company's investment objective and policy and the long-term investor outlook.
In reviewing the Company's viability, the Board considered the Company's business model, the principal risks and uncertainties, including geopolitical risks, volatility of inflation and interest rates and the ensuing market volatility as well as climate change risks. The Company invests in listed securities and has a liquid portfolio.
The Board further considered the continued operation of the Company's buyback programme, as a discount control mechanism, in its viability assessment. It is assumed by the Board that the liquid nature of the portfolio means that investments can be sold as necessary to fund share buybacks.
In considering the Company's prospects over the next five years, the Directors have assumed that Lazard will, on behalf of the Company, continue to follow the Company's investment objective, that the Company's performance will continue to be attractive to shareholders, and that the Company will continue to meet the requirements to retain its status as an investment trust.
The Company is authorised to trade as an investment company and has the associated tax benefits. Any change to the Company's tax arrangements could affect the Company's viability as an effective investment vehicle.
The Board considered a five year forecast and a number of stress test scenarios in connection with a sustained fall in markets. The Board also considered the Company's ongoing income and expenses, the buyback programme and the liquidity of the Company's portfolio to ensure that the Company will be able to meet its liabilities as they fall due.
The conclusion of this review is that the Board has a reasonable expectation that the Company will be able to continue in operation and meet its liabilities as they fall due over the next five years.
Duty to Promote the Success of the Company
How the Directors discharge their duties under s172 of the Companies Act
Under section 172 of the Companies Act 2006, the Directors have a duty to act in good faith and to promote the success of the Company for the benefit of its shareholders as a whole, and in doing so have regard to:
a) the likely consequences of any decision in the long-term;
b) the interests of the company's employees;
c) the need to foster the company's business relationships with suppliers, customers and others;
d) the impact of the company's operations on the community and the environment;
e) the desirability of the company maintaining a reputation for high standards of business conduct; and
f) the need to act fairly as between members of the company.
As an externally managed investment trust, the Company has no employees or physical assets. Our shareholders, our investee companies, our key external service provider, the Investment Manager, and other professional service providers, such as the AIFM, Company Secretary and Administrator, Depositary, Registrar, Auditor, Corporate Broker, Tax Adviser and any lenders are all considered to fall within the scope of section 172.
Whilst certain responsibilities are delegated, the Board retains responsibility for promoting the success of the Company; the Directors' responsibilities are set out in the schedule of matters reserved for the Board and the terms of reference of its committees, all of which are reviewed regularly by the Board.
The Company's culture and values, as described on page 21 of the Annual Financial Report, have been established by the Board to manage its key business relationships. The Company's approach on anti-bribery and prevention of tax evasion can be found on page 42 of the Annual Financial Report and on the Company's website at midwynd.com.
Engagement with key stakeholders
| Stakeholders | Benefits of engagement | How the Company engages with Stakeholders |
| Shareholders and potential investors | The Board is responsible for promoting the success of the Company for the benefit of the shareholders, taken as a whole, having regard to the matters listed above and its stakeholders. Communicating with shareholders and potential investors is essential to ensure the Board is fully aware of shareholder requirements so that it can respond to evolving shareholder needs. It is also important that the Company communicates its strategy and performance regularly and effectively to shareholders to ensure there continues to be demand for the Company's shares. | To achieve its objective of promoting the success of the Company, for the benefit of the shareholders, the Board approaches engagement from two angles - how the Board communicates its strategy and performance to shareholders and potential investors and how it addresses feedback/ communications received from shareholders and potential investors. Engagement with shareholders and potential investors is both by the Board and the Company's Investment Manager. Through the publication of the annual financial reports, the half-yearly reports, monthly factsheets, RNS announcements and updates to the Company's website, shareholders are kept informed of developments in Company strategy as well as Company performance and portfolio activities. The Board has also engaged Kepler Intelligence to publish regular updates on different aspects of the investment strategy and Kepler report back to the Board with readership statistics and engagement. The Investment Manager presents at conferences and webinars throughout the year. The Annual General Meeting presents a further opportunity for shareholders to meet the Board and Investment Manager in person. During the year ended 30 June 2025, the Company contacted all registered shareholders to encourage them to sign up for updates on the Trust via the Company's website. Potential investors can also subscribe in the same way. This allows the Company to engage directly with shareholders and potential investors and share updates on the investment strategy and forthcoming shareholder events like webinars and podcasts. The Board receives regular feedback on shareholder meetings from the Company's broker, the Investment Manager and, where appropriate, the Chairman. Any communications from shareholders and potential investors are reviewed and discussed by the Board at Board meetings to ensure that shareholder views are taken into consideration as part of any decisions taken. Shareholders and potential investors are encouraged to raise questions and communicate with the Chairman and the Investment Manager either through the Company's website or by attending and asking questions at the AGM. The Board considers communication with shareholders and potential investors an important function and Directors are always available to respond to shareholder queries. For further information see `Relations with shareholders' on page 42 of the Annual Financial Report. |
| Investment Manager | Engagement with the Company's Investment Manager is necessary to:
| The Board, with the support of its Management Engagement Committee, regularly reviews the performance of the Investment Manager to ensure that services provided to the Company are managed efficiently and effectively for the benefit of the Company's shareholders. The Board meets formally with the Investment Manager at quarterly Board meetings. The Investment Manager presents a review of the quarter and any pertinent information on the portfolio and its transactions. Informal calls and ad hoc meetings may also occur throughout the year, especially at times of heightened market volatility. The Board reviews and discusses plans for the future marketing, strategy and development of the Company with the Investment Manager. Reports on the internal controls operated by the Investment Manager to safeguard the Company's assets and to ensure transactions are materially correct are received from the Investment Manager and reviewed by the Board and Audit Committee as appropriate. |
| Other third-party service providers | As an investment company, all services are outsourced to third-party service providers. In addition to investment management, other outsourced services include the AIFM, Company Secretary and Administrator, the Depositary, the Broker, the Registrar, the Company's Tax Adviser, the Auditor and any lender when applicable. The Company has detailed the parameters within which authority has been delegated and set service levels to monitor service provider performance. Engagement is important to ensure that:
| The AIFM, Company Secretary and Administrator have frequent interaction with the key service providers and their performance is continually monitored throughout the year. The Management Engagement Committee annually reviews the performance of key service providers, along with their fee levels, and provides recommendations to the Board as required. As and when appropriate, third party providers present to the Board. Annual assurance reports are received to assist the review of the internal control environments of the AIFM, Company Secretary and Administrator and the Depositary and Registrar. |
| Investee companies | The Company's success relies on its choice of investments and the performance of those investments. Engagement by the Investment Manager with the investee companies has two principal aims:
| The Board sets the investment objective and discusses stock selection and asset allocation with the Investment Manager at each Board meeting. The Board also receives reports from the Investment Manager on engagement with investee companies. The Investment Manager engages with the investee companies on an on-going basis. The Board discusses with Lazard Asset Management how Environmental, Social and Governance (`ESG') factors are taken into account when selecting and retaining investments for the Company. The Board recognises the importance of ESG in the investment process. Lazard Asset Management endorses the UK Stewardship Code. |
|
Board discussions and decisions Key discussions and decisions made by the Board since the last Annual Financial Report:
| ||
| Topic | Background & discussion | Decision |
| Share issuance and buyback and share premium cancellation | The Board discussed the on-going strategy of share issuance and buyback to assist in controlling the share premium/discount to NAV for the benefit of existing shareholders.
The Board discussed the cancellation of the full share premium account and the creation of a special reserve to be used, for example, to carry out further buybacks and/or pay dividends. | It was decided this strategy was working as required and the Board continued to give authority as required. The Company has been particularly active, during this period, to ensure that the Company's shares trade at a narrow discount to NAV, benefiting existing shareholders. To ensure the Company had sufficient shareholder authority to continue to operate the discount control mechanism (which seeks to maintain a share price within 2% of the Company's NAV), and reduce discount volatility, the Board resolved to seek additional authority from shareholders to continue to buy back the Company's shares at two General Meetings. The resolutions were approved at both General Meetings by majorities of over 91.1%. The resolution to cancel the full share premium account was approved by 99.9% of shareholders. |
| Shareholder engagement | The Board discussed the benefits of contacting all registered shareholders to encourage them to sign up for updates on the Trust via the Company's website.
| It was decided to contact all registered shareholders to allow the Company to engage directly with shareholders and potential investors and share updates on the investment strategy and forthcoming shareholder events like webinars and podcasts. |
| Marketing and Distribution | The Board discussed the marketing and distribution of the Company to ensure that this continues to align with the management strategy adopted and appeals to a wider shareholder base.
| The Board held regular discussions with the Marketing and Distribution teams at Lazard and has requested regular updates from the Company's Broker on the activities being undertaken. Various initiatives were completed during the year to June 2025 in respect of these areas, including the launch of a new website and branding for the Company. |
| Gearing | The Board discussed the current policy and whether gearing should be employed by the Company. | Having considered the option to use gearing the Board decided that there was no requirement in the short-term. The future use of gearing by the Company will be kept under review by the Board, recognising that the benefit to shareholders needs to outweigh the associated costs. |
| Director succession | The Board discussed succession of Directors. | A specialist headhunter was engaged during the previous year with the remit of seeking candidates from a broad range of diverse backgrounds whose skillset would complement existing Board members. Following completion of this process, the Board appointed Anulika Malomo to the Board effective from 24 October 2024. |
Directors & diversity
The Directors of the Company and their biographical details are set out on pages 35 and 36 of the Annual Financial Report.
No Director has a contract of service with the Company.
All of the Directors are considered to be independent in character and judgement and, in the opinion of the Board, there are no relationships or conflicts of interest which are likely to affect the judgement of any Director. Alan Scott has served for more than nine years. However, the Board subscribes to the view expressed within the AIC Code that long-serving Directors should not be prevented from forming part of an independent majority, and does not consider that a Director's length of tenure reduces her or his ability to act independently.
The Board supports the recommendations of the Hampton-Alexander Review on gender diversity and the Parker Review on ethnic representation on Boards.
The Directors consider diversity, including balance of skills, knowledge, gender, social and ethnic backgrounds, cognitive and personal strengths and experience, amongst other factors when reviewing the composition of the Board.
The current Directors have a range of relevant business, financial and asset management skills and experience. The Directors believe that ensuring that the Board and its Committees are comprised of the best combination of individuals to promote the success of the Company for shareholders over the long term is the priority. However, it is conscious of the diversity targets set out in the FCA Listing Rules and the AIC Code in appointing appropriately diverse, independent non-executive directors who set the operational and moral standards of the Company and aims to have an appropriate level of diversity on the Board.
In accordance with Listing Rule 9.8.6R (9), (10) and (11) the Board has provided the following information in relation to its diversity as at 30 June 2025, being the financial year-end of the Company. The information included in the tables below has been obtained following confirmation from the individual Directors. There have been no changes in the below data since 30 June 2025.
|
| Number of Board members | Percentage of the Board | Number of senior positions on the Board | Number in executive management3 | Percentage of executive management3 |
| Men | 3 | 60% | 21 | N/A | N/A |
| Women | 2 | 40% | 12 | N/A | N/A |
| Not specified/prefer not to say | 0 | 0% | 0 | N/A | N/A |
1 David Kidd is the Chairman of the Board and Hamish Baillie is the Senior Independent Director, both of which are senior positions as defined by the Listing Rules.
2 Diana Dyer Bartlett is the Chairman of the Audit Committee. Although this is not a senior position as defined by the Listing Rules, in the absence of executive roles, the Company considers this role to be a senior position.
3 Not applicable as the Company does not have an executive management team.
|
| Number of Board members | Percentage of the Board | Number of senior positions on the Board | Number in executive management2 | Percentage of executive management2 |
| White British or other White | 4 | 80% | 31 | N/A | N/A |
| Mixed/Multiple ethnic groups | 0 | 0% | 0 | N/A | N/A |
| Asian/Asian British | 0 | 0% | 0 | N/A | N/A |
| Black/African/Caribbean/Black British | 1 | 20% | 0 | N/A | N/A |
| Other ethnic group, including Arab | 0 | 0% | 0 | N/A | N/A |
| Not specified/prefer not to say | - | - | - | N/A | N/A |
1 The Chairman of the Board and Senior Independent Director are senior positions as defined by the Listing Rules. Although the Chairman of the Audit Committee is not a senior position as defined by the Listing Rules, in the absence of executive roles, the Company considers this role to be a senior position.
2 Not applicable as the Company does not have an executive management team.
Modern Slavery Act 2015
The Company does not fall within the scope of the Modern Slavery Act 2015 as its turnover is less than £36m. Therefore, no slavery and human trafficking statement is included in the Annual Financial Report.
For and on behalf of the Board,
David Kidd
Chairman
10 September 2025
Statement of Directors' Responsibilities in respect of the Annual Financial Report and the Financial Statements
Statement of Directors' Responsibilities
The Directors are responsible for preparing the Annual Financial Report and the financial statements in accordance with applicable law and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the financial statements in accordance with UK Accounting Standards, including FRS 102 `The Financial Reporting Standard Applicable in the UK and Republic of Ireland'.
Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing each of the financial statements, the Directors are required to:
- select suitable accounting policies and then apply them consistently;
- make judgements and estimates that are reasonable and prudent;
- state whether applicable UK Accounting Standards have been followed, subject to any material departures being disclosed and explained in the financial statements; and
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that its financial statements comply with the Companies Act 2006. They have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Company and to prevent and detect fraud and other irregularities.
Under applicable law and regulations, the Directors are also responsible for preparing a Strategic Report, a Directors' Report and Corporate Governance Statement, and a Directors' Remuneration Report that complies with that law and those regulations.
The financial statements are published on our website, midwynd.com, maintained by the Company's Investment Manager. Responsibility for the maintenance and integrity of the corporate and financial information relating to the Company on this website has been delegated to the Investment Manager by the Directors. Legislation in the UK governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
We confirm that to the best of our knowledge:
(a) the financial statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities and financial position of the Company as at 30 June 2025 and of the profit for the year then ended;
(b) in the opinion of the Directors, the Annual Financial Report taken as a whole, is fair, balanced and understandable and it provides the information necessary to assess the Company's position and performance, business model and strategy; and
(c) the Strategic Report includes a fair review of the development and performance of the business and the position of the Company, together with a description of the principal risks and uncertainties that it faces.
For and on behalf of the Board,
David Kidd
Chairman
10 September 2025
Financial Statements
Statement of Comprehensive Income
For the year ended 30 June
|
| 2025 Revenue £'000 | 2025 Capital £'000 | 2025 Total £'000 | 2024 Revenue £'000 | 2024 Capital £'000 | 2024 Total £'000 |
| (Losses)/gains on investments held at fair value through profit or loss | - | (20,732) | (20,732) | - | 49,019 | 49,019 |
| Currency (losses)/gains | - | (69) | (69) | - | 61 | 61 |
| Income | 3,763 | - | 3,763 | 5,650 | 110 | 5,760 |
| Investment management fee | (147) | (1,327) | (1,474) | (134) | (1,207) | (1,341) |
| Other expenses | (619) | (257) | (876) | (665) | (218) | (883) |
| Net (loss)/return before finance costs and taxation | 2,997 | (22,385) | (19,388) | 4,851 | 47,765 | 52,616 |
| Finance costs of borrowings | - | - | - | (2) | (21) | (23) |
| Net (loss)/return on ordinary activities before taxation | 2,997 | (22,385) | (19,388) | 4,849 | 47,744 | 52,593 |
| Taxation on ordinary activities | (478) | 71 | (407) | (448) | (71) | (519) |
| Net (loss)/return on ordinary activities after taxation | 2,519 | (22,314) | (19,795) | 4,401 | 47,673 | 52,074 |
| Net (loss)/return per ordinary share | 5.54p | (49.08)p | (43.54)p | 8.00p | 86.66p | 94.66p |
The total column of this statement is the profit and loss account of the Company.
All revenue and capital items in this statement derive from continuing operations.
The net return for the year disclosed above represents the Company's total comprehensive income.
Statement of Financial Position
As at 30 June
|
| 2025 £'000 | 2024 £'000 |
| Non-current assets |
|
|
| Investments held at fair value through profits or loss | 303,478 | 398,094 |
| Current assets |
|
|
| Debtors | 660 | 1,950 |
| Cash and cash equivalents | 4,068 | 5,742 |
|
| 4,728 | 7,692 |
| Creditors |
|
|
| Amounts falling due within one year | (705) | (1,692) |
| Net current assets | 4,023 | 6,000 |
| Total net assets | 307,501 | 404,094 |
| Capital and reserves |
|
|
| Called up share capital | 3,320 | 3,320 |
| Capital redemption reserve | 16 | 16 |
| Share premium | 242,115 | 242,115 |
| Capital reserve | 57,234 | 152,673 |
| Revenue reserve | 4,816 | 5,970 |
| Shareholders' funds | 307,501 | 404,094 |
| Net asset value per ordinary share | 760.96p | 810.22p |
These financial statements were approved by the Board of Directors and signed on its behalf on 10 September 2025.
David Kidd
Chairman
Statement of Changes in Equity
| For the year ended 30 June 2025 |
|
|
|
|
| |
|
| Share capital £'000 | Capital redemption reserve £'000 | Share premium £'000 | Capital reserve1,2 £'000 | Revenue reserve2 £'000 | Shareholders' funds £'000 |
| Shareholders' funds at 1 July 2024 | 3,320 | 16 | 242,115 | 152,673 | 5,970 | 404,094 |
| Net loss on ordinary activities after taxation | - | - | - | (22,314) | 2,519 | (19,795) |
| Repurchase of shares into Treasury | - | - | - | (73,125) | - | (73,125) |
| Dividends paid | - | - | - | - | (3,673) | (3,673) |
| Shareholders' funds at 30 June 2025 | 3,320 | 16 | 242,115 | 57,234 | 4,816 | 307,501 |
|
|
|
|
|
|
|
|
| For the year ended 30 June 2024 |
|
|
|
|
| |
|
| Share capital £'000 | Capital redemption reserve £'000 | Share premium £'000 | Capital reserve1,2 £'000 | Revenue reserve2 £'000 | Shareholders' funds £'000 |
| Shareholders' funds at 1 July 2023 | 3,320 | 16 | 242,115 | 196,730 | 6,845 | 449,026 |
| Net return on ordinary activities after taxation | - | - | - | 47,673 | 4,401 | 52,074 |
| Repurchase of shares into Treasury | - | - | - | (91,730) | - | (91,730) |
| Dividends paid | - | - | - | - | (5,276) | (5,276) |
| Shareholders' funds at 30 June 2024 | 3,320 | 16 | 242,115 | 152,673 | 5,970 | 404,094 |
1 Capital reserve as at 30 June 2025 includes realised gains of £33,046,000 (30 June 2024: £101,175,000).
2 The Company may pay dividends from both the capital reserve and the revenue reserve.
Statement of Cash Flows
For the year ended 30 June
|
| 2025 £'000 | 2025 £'000 | 2024 £'000 | 2024 £'000 |
| Net cash outflow from operations before dividends and interest |
| (3,193) |
| (2,649) |
| Dividends received from investments | 3,748 |
| 5,672 |
|
| Interest received | 21 |
| 133 |
|
| Interest paid |
| - | (23) |
|
|
|
| 3,769 |
| 5,782 |
| Net cash inflow from operating activities |
| 576 |
| 3,133 |
| Cash flow from investment activities |
|
|
|
|
| Purchase of investments | (68,655) |
| (375,073) |
|
| Sale of investments | 143,623 |
| 463,853 |
|
| Realised currency (losses)/gains | (65) |
| 65 |
|
| Net cash generated from investing activities |
| 74,903 |
| 88,845 |
| Cash flow from financing activities |
|
|
|
|
| Repurchase of shares to Treasury, net of costs | (73,474) |
| (93,200) |
|
| Dividends paid | (3,673) |
| (5,276) |
|
| Net cash outflow from financing activities |
| (77,147) |
| (98,476) |
| Net decrease in cash and cash equivalents |
| (1,668) |
| (6,498) |
| Cash and cash equivalents at start of the year |
| 5,742 |
| 12,243 |
| Decrease in cash in the year |
| (1,668) |
| (6,498) |
| Currency losses on cash and cash equivalents |
| (6) |
| (3) |
| Cash and cash equivalents at end of the year |
| 4,068 |
| 5,742 |
Notes to the Financial Statements
- Accounting policies
The financial statements are prepared on a going concern basis under the historical cost convention modified to include the revaluation of investments.
The financial statements have been prepared in accordance with the Companies Act 2006, applicable United Kingdom accounting standards, including Financial Reporting Standard (`FRS') 102, and the Statement of Recommended Practice `Financial Statements of Investment Trust Companies and Venture Capital Trusts' (the `SORP') issued by the Association of Investment Companies (the `AIC') in July 2022.
In order to better reflect the activities of the Company and in accordance with guidance issued by the AIC, supplementary information which analyses the profit and loss account between items of a revenue and capital nature has been presented in the Statement of Comprehensive Income.
Financial assets and financial liabilities are recognised in the Company's Statement of Financial Position when it becomes a party to the contractual provisions of the instrument.
No significant estimates or judgements have been made in the preparation of the financial statements.
The Directors consider the Company's functional currency to be Sterling as the Company's shareholders are predominantly based in the UK and the Company is subject to the UK's regulatory environment.
- Income
|
| 2025 £'000 | 2024 £'000 |
| Income from investments |
|
|
| Overseas dividends | 3,583 | 5,030 |
| UK dividends | 159 | 597 |
|
| 3,742 | 5,627 |
| Other income |
|
|
| Bank interest | 21 | 133 |
| Total income | 3,763 | 5,760 |
|
|
|
|
| Total income comprises: |
|
|
| Dividends and UK interest from financial assets designated at fair value through profit or loss | 3,742 | 5,627 |
| Other income | 21 | 133 |
| Total income | 3,763 | 5,760 |
- Dividends paid and proposed
|
| 2025 | 2024 | 2025 £'000 | 2024 £'000 |
| Amounts recognised as distributions in the year: |
|
|
|
|
| Previous year's final dividend | 4.15p | 3.95p | 1,960 | 2,253 |
| Previous year's special dividend | - | 1.70p | - | 969 |
| First interim dividend | 3.85p | 3.85p | 1,713 | 2,054 |
| Total dividend | 8.00p | 9.50p | 3,673 | 5,276 |
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| Set out below are the total dividends paid and payable in respect of the financial year. The revenue available for distribution by way of dividend for the year is £2,519,000 (2024: £4,401,000). | ||||
|
| 2025 | 2024 | 2025 £'000 | 2024 £'000 |
| Dividends paid and payable in respect of the year: |
|
|
|
|
| First interim dividend | 3.85p | 3.85p | 1,713 | 2,054 |
| Proposed final dividend | 4.50p | 4.15p | 1,654 | 1,960 |
| Total dividend | 8.35p | 8.00p | 3,367 | 4,014 |
- Net return per ordinary share
|
| 2025 Revenue | 2025 Capital | 2025 Total | 2024 Revenue | 2024 Capital | 2024 Total |
| Net return on ordinary activities after taxation | 5.54p | (49.08)p | (43.54)p | 8.00p | 86.66p | 94.66p |
Revenue return per ordinary share is based on the net revenue return on ordinary activities after taxation for the financial year of £2,519,000 (2024: £4,401,000) and on 45,463,998 (2024: 55,010,567) ordinary shares, being the weighted average number of ordinary shares in issue (excluding Treasury shares) during the year.
Capital return per ordinary share is based on the net capital loss on ordinary activities after taxation for the financial year of £22,314,000 (2024: gain £47,673,000) and on 45,463,998 (2024: 55,010,567) ordinary shares, being the weighted average number of ordinary shares in issue during the year.
- Non-current assets - investments held at fair value through profit or loss
Investments in securities are financial assets designated at fair value through profit or loss on initial recognition in accordance with FRS 102. The following tables provide an analysis of these investments based on the fair value hierarchy as described below which reflects the reliability and significance of the information used to measure their fair value.
The levels are determined by the lowest (that is the least reliable or least independently observable) level of input that is significant to the fair value measurement for the individual investment in its entirety as follows:
Level 1 - investments using unadjusted quoted prices for identical instruments in an active market;
Level 2 - investments whose fair value is based on inputs other than quoted prices that are either directly or indirectly observable;
Level 3 - investments whose fair value is based on inputs that are unobservable (i.e. for which market data is unavailable).
|
| Year ended 30 June 2025 £'000 | Year ended 30 June 2024 £'000 |
| Quoted (Level 1) | 303,478 | 398,094 |
| Total financial asset investments | 303,478 | 398,094 |
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| Year ended 30 June 2025 £'000 | Year ended 30 June 2024 £'000 |
| Opening book cost | 346,596 | 398,145 |
| Fair value adjustment | 51,498 | 40,793 |
| Opening valuation | 398,094 | 438,938 |
| Purchases as cost | 68,543 | 375,186 |
| Disposals - proceeds | (142,427) | (465,049) |
| (Losses)/gains on investments | (20,732) | 49,019 |
| Closing valuation | 303,478 | 398,094 |
| Closing book cost | 279,290 | 346,596 |
| Fair value adjustment | 24,188 | 51,498 |
|
| 303,478 | 398,094 |
The purchases and sales proceeds figures above include transaction costs of £46,000 on purchases (2024: £80,000) and £32,000 on sales (2024: £117,000), making a total of £78,000 (2024: £197,000).
The Company received £142,427,000 (2024: £465,049,000) from investments sold in the year. The book cost of these investments when they were purchased was £135,849,000 (2024: £426,735,000). These investments have been revalued over time and until they were sold any unrealised gains/losses were included in the fair value of the investments.
All investments are considered level 1. There have been no transfers between levels during the year.
- Net asset value per ordinary share
The net asset value per ordinary share and the net assets attributable to the ordinary shareholders at the year end were as follows:
|
| 2025 Net asset value per share | 2025 Net assets £'000 | 2024 Net asset value per share | 2024 Net assets £'000 |
| Ordinary shares | 760.96p | 307,501 | 810.22p | 404,094 |
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| During the year the movements in the assets attributable to the ordinary shares were as follows: | ||||
|
| 2025 £'000 | 2024 £'000 | ||
| Total net assets as 1 July | 404,094 | 449,026 | ||
| Total recognised (losses)/gains for the year | (19,795) | 52,074 | ||
| Repurchase of shares into Treasury | (73,125) | (91,730) | ||
| Dividends paid | (3,673) | (5,276) | ||
| Total net assets at 30 June | 307,501 | 404,094 | ||
Net asset value per ordinary share is based on net assets as shown above and on 40,409,356 (2024: 49,874,356) ordinary shares, being the number of ordinary shares in issue at the year end.
- Reconciliation of net return before finance costs and taxation to cash generated from operations before dividends and interest
|
| 2025 £'000 | 2024 £'000 |
| Net return before finance costs and taxation | (19,388) | 52,616 |
| Losses/(gains) on investments held at fair value through profit or loss | 20,732 | (49,019) |
| Currency losses/(gains) | 69 | (61) |
| Decrease/(increase) in accrued income and other debtors | 94 | (79) |
| Dividend income | (3,748) | (5,672) |
| Interest received | (21) | (133) |
| (Decrease)/increase in creditors | (524) | 218 |
| Overseas tax suffered | (407) | (792) |
| Corporation tax refunded | - | 273 |
| Net cash outflow operations before dividends and interest | (3,193) | (2,649) |
- Transactions with the Investment Manager and related parties
The investment management fees payable to Lazard and the Company's former investment manager, Artemis are disclosed in the Statement of Comprehensive Income on page 57 of the Annual Financial Report. The amount outstanding to Lazard at 30 June 2025 was £296,000 (2024: £738,000). The existence of an independent Board of Directors demonstrates that the Company is free to pursue its own financial and operating policies and therefore the Investment Manager is not considered to be a related party.
Fees payable during the year to the Directors and their interests in shares of the Company are considered to be related party transactions and are disclosed within the Directors' Remuneration Report on pages 44 to 46 of the Annual Financial Report.
- Annual Financial Report
This Annual Financial Report announcement does not constitute the Company's statutory accounts for the years ended 30 June 2025 and 30 June 2024 but is derived from those accounts. Statutory accounts for the year ended 30 June 2024 have been delivered to the Registrar of Companies. The statutory accounts for the year ended 30 June 2025 and the year ended 30 June 2024 both received an audit report which was unqualified and did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying the report and did not include statements under Section 498 of the Companies Act 2006 respectively. The statutory accounts for the year ended 30 June 2025 will be delivered to the Registrar of Companies shortly.
The audited Annual Financial Report for the year ended 30 June 2025 will be posted to shareholders shortly. Copies may be obtained from the Company's registered office at 28 Walker Street, Edinburgh, EH3 7HR or at midwynd.com.
The Annual General Meeting of the Company will be held on Thursday 16 October 2025.
For further information, please contact:
Juniper Partners Limited
Company Secretary
Email: cosec@junipartners.com
Enquiries: 0131 378 0500
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