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Cordiant Digital Infrastructure Limited
Annual Report 2025
TV transmitter, Lysá Hora,
Beskydy Mountains,
CzechRepublic.
Cover: Z
˘
iz˘kov Television Tower,
Prague, CzechRepublic.
About this report
For more online, visit
www.cordiantdigitaltrust.com
To view our interactive online Annual Report, or to download all
orportions of the full report, please scan the QR code below or
visit our website:
www.cordiantdigitaltrust.com/investors
Introduction 1-3
About us 1
Highlights 2
Strategic report 4-51
The Strategic report includes an overview of our strategy and
business model, the principal risks we face and information
about our performance. It also details our approach to ESG and
stakeholder engagement.
Governance 52-71
The Governance report contains details about the activities of
theBoard and its committees during the year.
Financial statements 72-101
Our financial statements include: the independent auditor’s
report; financial statements which have been prepared in
accordance with IFRS as issued by the IASB, the Statement of
Recommended Practice issued by the Association of Investment
Companies (the AIC SORP) and the Companies (Guernsey) Law
2008 (as amended); and related commentary and notes to the
financial statements.
Additional information 102-118
Directors and general information 103
Glossary of capitalised defined terms 104
Alternative performance measures (APMs) 105
Investment policy 106
Sustainable Finance Disclosure Regulation (SFDR) 109
SFDR – Principal adverse impacts 117
Cautionary statement 118
Strategic report Governance Financial statements Additional informationIntroduction
About us
Cordiant Digital Infrastructure
Limited is a sector-focused,
specialist owner and operator
of assets in one of the fastest
growing infrastructure sectors.
The Company’s Core Plus investment approach is focused
on generating long-term value and growth by leveraging
the Investment Manager’s sector expertise and operational
experience. We have built a diversified portfolio of assets
withhigh growth potential, investing in data centres,
communications towers and fibre-optic networks across
Europeand in North America.
The Company seeks to generate an attractive total return of
at least 9% per annum over the longer term. The Investment
Manager’s strategy is to increase net asset value for investors
through buying high-quality Digital Infrastructure platforms,
building additional asset capacity and growing the revenues
andcash flows of those assets through active management
under the Company’s Buy, Build & Grow model.
Cordiant Digital Infrastructure Limited Annual Report 2025
Strategic report Governance Financial statements Additional informationIntroduction
1
Strong operating
performance underpins
strong results
£992.5m
Net asset value (NAV)
(2024: £920.7m)
3
Bolt-on acquisitions signed
during the year underlining the
delivery of the Buy, Build & Grow
model. Speed Fibre agreed
to acquire the wholesale and
enterprise business unit of BT
Ireland and Emitel acquired two
tower businesses in Poland
4.35p
Dividend in respect of the
financial year, an increase of
3.6% on the prior year
(2024: 4.2p)
129.6p
NAV per ordinary share
(2024: 120.1p)
43.1%
Total shareholder return for the
period, assuming dividends
reinvested
(2024: -17.1%)
11.6%
Total return for the period on
ex-dividend opening NAV
(2024: 9.3%)
48.0%
NAV total return since inception,
assuming dividends reinvested
(2024: 32.8%)
1.7x
Dividend covered by adjusted
funds from operations (AFFO)
1
(2024: 1.6x)
Dividend covered 4.6x by
aggregate EBITDA
(2024: 4.4x)
Highlights
9.3%
Portfolio company EBITDA
growth over that of the prior
comparable period, earned on
7.7% revenue growth over the
prior comparable period
The Company uses alternative performance measures
(APMs) in addition to IFRS measures to assess and
describe its performance. Further information on the
APMs used in this document and how they are calculated
is given on page 105.
1
See calculation and discussion on page 23.
Cordiant Digital Infrastructure Limited Annual Report 2025
Strategic report Governance Financial statements Additional informationIntroduction
2
Creating a leading
Belgian data centre
platform
€93.2m
Equity consideration for 47.5%
economic interest in DCU Invest and
DCU Brussels, to create a leading
Belgian data centre business.
The acquisition was executed in
partnership with TINC, aBelgian
infrastructure specialist.
Cordiant Digital Infrastructure Limited Annual Report 2025
Strategic report Governance Financial statements Additional informationIntroduction
3
Highlights
DC Hasselt 1, Hasselt,
Belgium.
“The Company achieved a
strong performance, driven
by the quality of the portfolio
we haveconstructed.”
Shonaid Jemmett-Page
Chairman
Strategic report
The Strategic report includes an overview of our strategy and
business model, the principal risks we face and information
about our performance. It also details our approach to ESG and
stakeholder engagement.
Cordiant Digital Infrastructure Limited Annual Report 2025
Strategic report Governance Financial statements Additional informationIntroduction
4
Contents
Who we are 6
What we do 8
Our business model 10
Chairman’s statement 12
Financial KPIs 14
Non-financial measures 15
Investment Manager’s report 16
Review of portfolio companies 25-35
Emitel Poland 26
CRA Czech Republic 28
Speed Fibre Ireland 30
Datacenter United Belgium 32
Hudson New York 34
Belgian Tower Company Belgium 35
Environmental, social and governance (ESG) 36
Click to download our 2025 Responsible
Investment report
Section 172 statement 42
Stakeholder engagement 43
Risk management 46
Principal risks and uncertainties 48
Longer term viability statement 50
Z
˘
iz˘kov Television Tower,
Prague, CzechRepublic.
Cordiant Digital Infrastructure Limited Annual Report 2025
Strategic report Governance Financial statements Additional informationIntroduction
5
#2
#5
#1
#3
#6
#4
Cordiant Digital Infrastructure Limited (the
Company) is a UK-listed investment company
incorporated in Guernsey, that is the owner and
operator of Digital Infrastructure assets across
Europe and in North America.
The Company has appointed Cordiant
CapitalInc (Cordiant) as its Investment
Manager. Cordiant is a sector-specialist
investment manager focused on middle-market
‘Infrastructure 2.0’ platforms in Digital
Infrastructure, energy transition infrastructure
and the agriculture value chain.
It manages approximately $3.1 billion of
funds through offices in London, Montreal,
Luxembourg and São Paulo, and offers CorePlus,
Value Add and Opportunistic strategies.
The Investment Manager’s Digital Infrastructure
group, consisting of 18 professionals, brings
considerable hands-on investing and
operatingexpertise to its investment approach.
This investing strategy can be summarised
asacquiring and expanding cash-flow
generating Digital Infrastructure platforms
through growing asset utilisation, growth capital
expenditure and bolt-on acquisitions across
Europe and in North America.
Digital Infrastructure enables modern
communication networks, which have
assumed a central place in the day-to-day
activities of society, government and business.
It is commonly described as consisting of
the communications towers, data centres,
fibre-optic networks and Internet of Things (IoT)
sensors that constitute the physical layer of
the internet. In many cases, these assets can
be shared by customers, potentially resulting
in greater coverage and higher profits for
operators. Contracts are typically long term,
benefit from inflation escalators and are often
with blue-chip counterparties.
Digital Infrastructure has been estimated by
McKinsey Global Institute as being one of the
top three categories of infrastructure capital
spending globally. It benefits from growth
ratesabove those of the economy as a whole.
We are a sector-focused,
specialist owner and operator
of Digital Infrastructure assets,
one of the fastest growing
infrastructuresectors
Who we are
Geographic context
#1
Poland 1. Emitel
#2
Czech Republic 2. CRA
#3
Ireland 3. Speed Fibre
#4
#6
Belgium 4. Datacenter United (DCU)
6. Belgian Tower Company (BTC)*
#5
USA 5. Hudson
*Formerly Norkring
Cordiant Digital Infrastructure Limited Annual Report 2025
Strategic report Governance Financial statements Additional informationIntroduction
6
#5
#1
#2
#3
#6
#4
Read more on pages
26 and 27.
Read more on pages
28 and 29.
Read more on pages
30 and 31.
Read more on pages
32 and 33.
Read more on page 34.
Read more on page 35.
Multi-asset platform
Poland
Acquired November 2022
The leading independent
digital broadcasting and
telecommunications
infrastructure operator in
Poland, providing access to
TVand radio signal for nearly
the entire population and
hosting telecommunications
equipment for mobile
networkoperators.
Multi-asset platform
Czech Republic
Acquired April 2021
The leading independent
Digital Infrastructure platform
in the Czech Republic,
holdingthe national
broadcast licence, operating
telecommunications sites for
mobile network operators
anddeveloping a significant
data centre and cloud
servicespresence.
Fibre infrastructure platform
Ireland
Acquired October 2023
A leading open access
backbone fibre network
provider in Ireland with
fibre and wireless backhaul
across the country as well
as providing connection and
services to business and
retailcustomers.
Data centre platform (47.5%)
Belgium
Acquired February 2025
A leading data centre
business in Belgium, in which
the company has a 47.5%
economic (50% voting)
interestand which is the
result of the completion of
twointerlinked transactions.
Interconnect data centre
New York
Acquired January 2022
An interconnect data centre
operating in the most
interconnected facility in one
ofthe most interconnected
cities on the planet.
Broadcast and
colocationservices
Belgium
Acquired January 2024
A provider of colocation and
site hosting services, with
9active communication
towersin Belgium and
a participant in trials of
5Gbroadcast technology.
*Formerly Norkring
Emitel
CRA Speed Fibre Datacenter United
(DCU)
Hudson Belgian Tower
Company (BTC)*
Portfolio companies
Cordiant Digital Infrastructure Limited Annual Report 2025
Strategic report Governance Financial statements Additional informationIntroduction
7
Who we are
1
2
3
4
5
1
2
3
4
5
Digital Realty
Colt
Pfizer
European Commission
AT&T
VerizonAmazon
Three
Vodafone
T-Mobile
O2
Orange
Diversified portfolio client base, including
We have constructed
a high-quality,
diversified Digital
Infrastructure portfolio
that is wellpositioned to
generate further growth
What we do
% %
Revenue by segment Revenue by country
The Company creates value from investing in the critical
DigitalInfrastructure of today's world, including data
centres and cloud services, mobile & broadcast towers and
fibre-opticnetworks. TheCompany primarily seeks to invest
ingrowth platforms in the middle market.
The Company's strategy is focused on Core Plus assets
(seepage 10) and is designed to grow NAV for investors
throughbuying high-quality Digital Infrastructure assets,
buildingadditional infrastructure and growing the revenues
andcash flows of those assets through active management
under a Buy, Build & Grow model.
Since its IPO in 2021, the Company has constructed
a well-diversified portfolio of six companies, located
in five jurisdictions that includes 22data centres,
1,446communications towers,11,778km of fibre-optic
networks,and114,752IoT sensors.
1. Backbone fibre-optic networks 34%
2. Digital TV infrastructure 29%
3. Data centres and cloud 15%
4. Mobile towers 12%
5. Digital radio infrastructure 10%
Total 100%
1. Poland 35%
2. Ireland 29%
3. Czech Republic 25%
4. Belgium 6%
5. USA 5%
Total 100%
Figures relate to the latest available full financial year of revenue for each portfolio company, ending on 31March2025 for CRA, Hudson and
BTC;31December2024 for Emitel and SpeedFibre; and 31December2023 for DCU (pro forma for the newly combined businesses DCU Invest and DCU
Brussels, the latter a carve out of Proximus Group). Backbone fibre-optic networks includes the core adjusted revenue of BT Communications Ireland Limited
(BTCIL) for the 12 months to 30 September 2024. Speed Fibre is expected to complete the acquisition of BTCIL later in 2025.
Cordiant Digital Infrastructure Limited Annual Report 2025
Strategic report Governance Financial statements Additional informationIntroduction
8
1,446
Communications towers
Diversified portfolio asset mix
31.3MW
of data centre power capacity
11,778km
of fibre-optic network
Backbone fibre-optic networks
Themedium and technology
associated with the transmission
of information as light pulses along
a glass or plastic strand or fibre.
A fibre-optic network is used for
long-distance and high-performance
data networking. It is also commonly
used in telecommunication services
such as the internet, television
andtelephones.
Fibre-optic networks consist of four
main elements: subsea cables,
crossborder hubs, metro-local loops
and last mile/access.
IoT
Networks of sensors that monitor
and manage utility networks, such
aswater.
Digital terrestrial TV broadcasting
canbe in the form of HD (high
definition) and ultra high definition
(UHD) channelquality and is
supported by HbbTV (hybrid
broadcast broadband TV) and IPTV
(internet protocol television) offerings.
Terrestrial radio is also transmitted
via communications towers, utilising
similar infrastructure as for digital
terrestrial TV, and uses both analogue
(FM) and the latest digital audio
broadcasting (DAB+) technology.
Mobile towers – cellular-enabled
mobile device sites where antennas
and electronic communications
equipment are placed, typically
onaradio mast, tower, or other
raisedstructure.
Distributed antenna systems(DAS)
– where a network of antennas
connected to a common source
isdistributed throughout a
buildingoran area to improve
network performance.
Data centres
Physical facilities that enterprises and
specialist cloud providers use to run
their business-critical applications
and store data. These are now
fundamental to almost every industry
around the world and are an enabler
for all current digital communications.
They are also vital for technology
evolution such as artificial intelligence
and 5G.
Cloud computing
The outsourced on-demand delivery
of computing power and associated
services overthe internet to offer
faster innovation, flexible resources,
and economies ofscale.
What we do
Digital TV infrastructure
Revenue
29%
Digital radio infrastructure
Revenue
10%
Mobile towers
Revenue
12%
Data centres and cloud
Revenue
15%
Backbone fibre-optic networks
Revenue
34%
Broadcast antennas are placed on towers, which are typically very tall and
owned by the platform company, for the purposes of broadcasting content from
content originators, through a multiplex which sorts and prepares the signal, to
homes and businesses equipped with aerial receptors.
22
data centres
Cordiant Digital Infrastructure Limited Annual Report 2025
Strategic report Governance Financial statements Additional informationIntroduction
9
The Company invests in Digital Infrastructure
businesses and increases NAV by expanding
revenues and increasing margins.
Our business model – how we create value through our investment strategy
The Company invests
under a Buy, Build & Grow
model, with a strong
capitaldiscipline.
The Company seeks to acquire cash-generative platforms in the
mid-market and, post-acquisition, to grow and improve them.
Buy, Build & Grow
Mid-market focus
With an emphasis on applying growth capital to boost the
internalrate of return (IRR) and multiple on invested capital.
Disciplined buying
Emphasis on disciplined approach to acquisitions (with the
aim of achieving below average blended entry multiples) and
operational improvements.
Multi-disciplinary senior team
Seasoned industry executives work alongside experienced
privateequity and corporate professionals, all with deep
sectorexperience.
Sourcing investment opportunities
Proven ability to source proprietary investment opportunities.
Sustainability
Fully integrated into investment process.
Build value in the medium and longer term
Diversification
Secure greater portfolio diversification through geographical
spread and balanced sub-sector allocation.
Specialist experience
Specialist experience across mobile towers, data centres and
fibre: the core building blocks of the internet.
Operational improvements
Continuously producing tangible and measurable operational
improvements led by in-house sector specialists.
An active approach to building value
‘Core’ strategies involve investment in mature assets. ‘Core Plus’
and ‘Value Add’ strategies seek to buy assets where the revenue
frontier can be expanded significantly through the sale or lease
of more space on existing under-utilised assets and/or the sale
or lease of space on newly built infrastructure. These strategies
also look to increase cash flows by bringing best practice to bear,
something particularly true in our area of focus of the middle
market, and spreading fixed costs over a larger revenue base.
The Company operates a Core Plus approach through its Buy,
Build & Grow model. Executing a Core Plus strategy requires
a high degree of operational knowledge and experience.
TheInvestment Manager’s digital team has strength in depth
in both numbers and capability. Of 11 managing director-level
staff, 6 have held senior roles in industry and the other 5 are
from the private capital industry while also benefiting from long
experience in the sector.
This enables us to bring best practice to portfolio companies,
which are mid-sized platforms, and to support them in their
growthtrajectory.
Our focus on sustainability
Collectively, sorting, processing and moving data around
theworld currently accounts for more than 3% of global
electricityconsumption.
The Company and the Investment Manager recognises the
needto:
— reduce the carbon footprint of the digital economy, with
special focus on:
— enabling efficient network design, e.g. supporting the
integration of 5G and broadcast;
— integrating renewable energy where possible; and
— energy efficiency at the network component level
e.g.moreefficient data centres.
— reduce the carbon footprint of society, through enhanced
communications and connectivity, such as the application
Święty Krzyż Radio & Television
Tower, Nowa Słupia, Poland
Cordiant Digital Infrastructure Limited Annual Report 2025
Strategic report Governance Financial statements Additional informationIntroduction
10
8,000
6,000
4,000
2,000
0
2023
2024
2025
2026
2027
2028
2029
2030
2031
2032
2033
6,641
4,525
3,280
Moderate
Aggressive
Disruptive
Global telecom bandwidth demand is projected to increase at a CAGR of
18%-27% from 2023 to 2033 to reach 3,280-6,641 EB per month.
Source: Nokia
The Investment Manager is one of the most
experienced and well resourced Digital
Infrastructure investment teams in the market.
The Digital Infrastructure market is forecast
togrow strongly over the coming decade.
Global network traffic is projected to grow
5xto9x through to 2033.
Operational insight
— Sector expertise and insight bring big-company best
practiceto mid-sized platforms to better enable growth
andprofit.
— Depth of experience stands out in the market, enabling
betterbuying, better management and organic growth at
platform companies.
M&A and debt restructuring
— Prudent approach to debt management to ensure a
conservative portfolio debt structure and a strong liquidity
position for the Company.
— The Company, through the capabilities and experience
of theInvestment Manager, leads its own M&A and debt
advisoryprocesses.
Unique and diversified
— Unique and profitable asset base acquired at c.10.3x EBITDA,
through attractively priced acquisitions as a function of
geography and deal complexity.
— Diversified portfolio combining strong cash flows from
national digital networks with substantial growth opportunities
in key market segments (such as interconnect data centres,
managed private cloud, mobile towers) and emerging areas
with increased demand (such as edge data, fibre, IoT/utility
and DAS).
Value-add by experienced team
— Experienced manager, with a senior team combining industry
operating executives and digital private equity experience.
— Balanced team with experience across all digital sub-sectors
and disciplines, including more than $90 billion of private
equity and transaction experience.
— Operating expertise driving portfolio platforms in realising
their full potential, supporting platforms’ management with a
hands-on approach.
Focused sustainability agenda combined with a practical approach
— Integrating the consideration of sustainability risks,
and opportunities, into decision making throughout the
investmentprocess.
— Promoting environmental and social characteristics within
the Digital Infrastructure sector, as an Article 8 Sustainable
Finance Disclosure Regulation (SFDR) product.
oftechnologies to develop more sustainable cities.
— better connect underserved businesses and households to
the digital economy, supporting enhanced opportunity and
economic activity.
Portfolio construction and diversification
The Company initially acquired two platforms: CRA in April2021
and Emitel in November 2022, offering, in varying mixes, mobile
and broadcast towers, fibre-optic networks, utility sensors and
data centres. These platforms are located in growtheconomies
in Central Europe. Hudson, an interconnect data centre located
inNewYork, was acquired as a strategic asset in January 2022.
Subsequently, valuations corrected in some parts of the
DigitalInfrastructure middle market, leading to attractive
opportunities to diversify by asset segment and geography
inaccordance with theCompany’s investment strategy.
SpeedFibre, a leading fibre infrastructure platform in Ireland
acquired in 2023, is a clear example of this trend.
Further acquisition opportunities will continue to be considered
in the context of the Company’s approach to capital allocation.
The acquisition of DCU, a data centre business in Belgium,
inFebruary 2025 provides furtherdiversification by asset
segment and geography and was achieved working in
partnership with others.
Deleveraging and disruption have increased the volume
ofpotential transactions in the mid-market
There are opportunities to deploy capital strategically in
accordance with our capital allocation priorities.
Origination
— Proven ability to source proprietary deals.
— Strong pipeline of acquisition opportunities at the portfolio
company level.
— Future portfolio development is targeted on continuing to
diversify both geographically and by sub-sector across
Europe and North America.
Disciplined approach to pricing
— Price: emphasis on disciplined buying (below-average
blended entry multiples).
— Growth: the Company seeks attractive entry prices and
growth potential.
— Terms: the Company remains disciplined regarding
transaction terms.
Hagai Shilo
Managing Director,
Cordiant Digital Infrastructure
Management
Cordiant Digital Infrastructure Limited Annual Report 2025
Strategic report Governance Financial statements Additional informationIntroduction
11
Our business model
Shonaid Jemmett-Page
Chairman,
Cordiant Digital InfrastructureLimited
Introduction
The Company achieved a strong financial performance for the
year to 31 March 2025, which resulted in a total return for the
year of 11.6% of ex-dividend opening NAV, ahead of the 9%
annual target. NAV per share rose to 129.6p at 31March2025
(31March2024: 120.1p or 117.9p ex-dividend).
This strong financial performance has been delivered alongside
significant operational progress, including: advancing accretive
capex opportunities; material contract wins and extensions;
refinancing the holding company and portfolio debt facilities; a
new portfolio investment to create a leading Belgian data centre
provider, Datacenter United; and bolt-on acquisitions to existing
portfolio companies, including Speed Fibre’s agreement to
acquire BT Ireland’s wholesale and enterprise business.
Portfolio performance
For the year to 31 March 2025, on a like-for-like, constant
currency, pro forma basis, aggregate portfolio company
EBITDAincreased by 9.3% to £151.4 million, driven by contract
wins, the impact of bolt-on acquisitions, cost control and the
beneficial effects of contractual and other price escalators on
revenue. Aggregate portfolio company revenue increased
by7.7% to £315.1 million, ona like-for-like, constant currency,
proforma basis.
1
Again, the overall strength of the performance of our portfolio
was key to the Company’s results for the year, with very good
outcomes from Emitel and CRA, a solid performance from
SpeedFibre and continued progress at Hudson.
For further information about each of our portfolio companies,
seepages 25 to 35.
Investment strategy and capital allocation
The Investment Manager has a Core Plus strategy that aims
to generate a stable and reliable annual dividend, while also
continuing to invest in the asset base of the Company’s portfolio
companies to drive higher revenues and increase net asset
values. The Company is implementing this approach through its
Buy, Build & Grow model.
Since its IPO in 2021, the Company has sought out high-quality,
cash-generating mid-market assets that we viewed as
attractiveinvestment opportunities. Our disciplined approach
hasresulted in a strongly performing portfolio acquired for an
EV/EBITDAmultiple of approximately 10.3x, which is predominantly
supported by blue-chip customers and capable of generating
strong cash flows, often through long-term, index-linked contracts.
The Board and Investment Manager have continued to consider the
different views of shareholders on capital allocation and during the
year maintained a balanced approach to allocating the Company’s
available capital. In addition to pursuing a progressive dividend
policy and, where appropriate, buy backs of the Company’s
shares, we have prioritised the Company’s resources and those
of its portfolio companies to focus on bolt-onacquisitions and
growth capital expenditure with above-target IRRs, only seeking a
further addition to the portfolio where it was within our disciplined
investment criteria and in partnership with others.
During the year, Emitel completed two bolt-on acquisitions of
tower businesses in Poland and in February 2025 the Company
announced the agreement by Speed Fibre to acquire the
wholesale and business enterprise unit of BT Ireland. The Board
and Investment Manager believe that these acquisitions are
capable of delivering strong returns and generating valuable
synergies as part of their acquiring businesses.
In addition to these transactions, the Company completed the
acquisition of a 47.5% economic (50% voting) interest in the linked
DCU Invest and DCU Brussels data centre businesses in Belgium,
creating Datacenter United, a leading data centre platform
in a core EU country and further diversifying the portfolioby
geography and asset class. The Company was able to achieve this
complex transaction through coinvestment with TINC, aleading
Belgium-based infrastructure investor, and DCU’s management.
Chairman’s statement
A strong financial
performance
I am pleased to present the Annual Report for
the Company for the year ended 31 March 2025.
1
EBITDA and revenue figures for Emitel and Speed Fibre are for the 12 months
to 31 December 2024 as both companies have a 31 December financial year
end. To aid comparability, figures exclude the impact of DCU which has only
been part of the portfolio since the end of February 2025.
Cordiant Digital Infrastructure Limited Annual Report 2025
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The Company also continued to progress a range of
opportunities to deploy growth capital expenditure within the
portfolio, which have the potential to deliver highly accretive
returns. Notable examples during the year included: the
development of new data centres in the Czech Republic,
including the 26MW facility at Zbraslav on the outskirts of Prague,
now named Prague Gateway; new mobile towers under a
build-to-suit programme with MNOs inPoland; and theexpansion
of DAB+ radio networks in the CzechRepublic andPoland.
The strategy has been executed while maintaining a prudent
approach to debt. During the year, the Company agreed a new
€200million Eurobond, refinancing and extending its existing
facility, and raised complementary additional facilities totalling
€175million; repaid the €30 million vendor loan note issued
as part of the acquisition of Speed Fibre; and completed the
refinancing of CRA’s CZK 5 billion (£167 million) debt facilities.
As a result, the Company and its portfolio companies have no
material debt maturities before June 2029. Consolidated net
gearing, as at 31 March 2025, was 40.3%.
Share price performance
Although there has been a narrowing of the gap, the Board
remains disappointed with the continuing discount to NAV
in light of the Company’s strong financial performance and
operational progress. We continue to view the causes of this
as being predominately macroeconomic factors, which are
being feltacross the market, rather than being specific to the
Company.At31March2025, thediscount to NAV was 32.9%
(31March 2024: 46.7%).
The Board and the Investment Manager have remained focused
on optimising portfolio performance, while engaging with
shareholders on the drivers of value within the portfolio and
continuing to explore actions to reduce the discount. My Board
colleagues and I met with a number of shareholders on a bilateral
basis during the year to listen to their views, to discuss the capital
market challenges facing the Company and the sector, and to
explain our approach to these challenges.
The Board and the Investment Manager have previously
engaged with the UK Government and the FCA on the UK cost
disclosure regime and are pleased that progress has been made.
We await the outcome of the FCA’s consultations on this, with the
hope that there are further steps to address the remaining related
challenges for those who wish to invest, to make the sector
generally more attractive.
Dividend
The Company’s dividend policy continues to be based on the
underlying principles that, at the point the Company is fully
invested, the dividend must be covered by free cash flow
generated by the portfolio and be sustainable in future periods.
The Company monitors dividend cover using an adjusted funds
from operations (AFFO) metric calculated over a 12-month
period. AFFO is calculated as normalised EBITDA less net
finance costs, tax paid and maintenance capital expenditure.
In June 2024, the Board approved an increase in the targeted
annual dividend to 4.2p with the payment of the second interim
dividend of 2.2p per share in July 2024. In November2024, the
Board declared a dividend of 50% of the 4.2p target of 2.1p,
which was paid in December 2024.
In June 2025, in line with the Company’s progressive dividend
policy and reflecting Company performance and recent inflation
rates, the Board approved a further increase in the dividend
target of 3.6% to 4.35p, with 2.25p to be paid on 30July2025 to
shareholders as at the record date of 11 July 2025.
For the 12 months to 31 March 2025, the 4.35p dividend was
approximately 4.6x covered by EBITDA and 1.7x by AFFO.
Principal risks and uncertainties
The end of the last financial year and the opening months of the
new financial year have seen substantial global uncertainty, with
volatility across financial and other markets, caused by armed
conflicts and political changes. Accordingly, we have recognised
the significance of these events and updated our principal risks
to reflect them. Further details of the Company’s risks are set out
on pages 46 to 49.
Sustainability
We are a long-term investor with a clear focus on sustainability.
TheBoard and Investment Manager continue to prioritise
reducingthe impact of the Company and its portfolio companies
on the environment. In line with this, it was pleasing to see
the continued increase in the portfolio’s use of renewable
energy. TheCompany and its portfolio achieved 73% of energy
consumption being sourced through renewables, marking
anotheryear-on-year increase.
On pages 36 to 41 we set out our responsible investment
strategy, centred on climate considerations, together with our
sustainability highlights for the year. Further and more detailed
information, including the Company’s voluntary climate-related
financial disclosure, will be contained in our standalone
Responsible Investment Report, which will be available on our
website at www.cordiantdigitaltrust.com.
Governance
The Board receives regular updates on Company and portfolio
performance from the Investment Manager and the Company’s
other advisors. We provide active and objective oversight of
those activities. In June 2024, the Board held one of its regular
meetings at the offices of CRA in Prague, allowing us to meet
the local management team and gain direct insight into various
initiatives that are being progressed. In addition to other investor
meetings during the year, members of the Board also met
shareholders and analysts at the Capital Markets Day in March2025.
During the year, the Investment Manager again demonstrated the
benefits to shareholders of its extensive, senior-level experience
in managing and operating world-class Digital Infrastructure
businesses; in arranging debt facilities in-house without using
an arranging bank to coordinate and negotiate with a lending
group and in originating and structuring a complex transaction by
acquiring DCU. These outcomes were achieved at a relatively low
level of management fee, based on market capitalisation and not
NAV, unlike most of the Company’s peers.
In May 2025, Benn Mikula, the Investment Manager’s co-managing
partner, stepped down in order to explore new opportunities. We
thank Benn for his contribution to the Company. Steven Marshall,
co-founder and executive chairman of the Investment Manager’s
digital infrastructure team, along with the team’s other senior
members, continue to lead a very strong sector specialist group,
with deep expertise in the sector and the broader financial markets.
Outlook
The year has started with considerable global uncertainty. However,
the Company and its portfolio companies are well placed to benefit
from the continuing demand for Digital Infrastructure. The underlying
strengths of the Company and our portfolio, the growth in the
sector and the attractiveness of our core markets together lead the
Board to look forward to the coming financial year with confidence.
Shonaid Jemmett-Page
Chairman
18 June 2025
Chairman’s statement
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Financial KPIs
All of the measures below are APMs and are defined on page 105.
Net asset value per share
The NAV per share is a
measure of our success in
adding value to the portfolio.
It is calculated by dividing
the net asset value of the
Company at 31March2025
by the number of shares in
issue. Thetarget NAV per
share is based on 9.0% per
annum total return accruing
since inception, reduced by
the 13.3p of dividends paid to
shareholders to date.
Total return from investments
The increase in the fair value
of our investments and the
returns received from them,
taken together, measure the
success of our Buy, Build &
Grow model and our ability to
deliver returns to shareholders.
The target is an unlevered
return, and the performance is
presented before the effect of
leverage is taken into account.
Growth in EBITDA of
underlying investments
The adjusted earnings before
interest, tax, depreciation and
amortisation of our underlying
investments measures their
ability both to fund their
own growth and to provide
investment returns to the
Company in support of our
returns to shareholders.
The target is for aggregate
EBITDAof the underlying
investments to grow year
on year, as measured on a
constant currency basis.
Earnings are adjusted to
exclude one-off items such as
profit on non-core asset sales.
Full-year dividend
The dividend paid to
shareholders in respect of the
year measures the extent to
which we are able to deliver an
income stream to investors.
NAV total return
The total increase in NAV
per share over the reporting
period, with dividends
reinvested at the prevailing
ex-dividend NAV. This is
a measure of our ability to
consistently generate returns
for shareholders over a
sustained period of time.
Total shareholder return
The total shareholder return
over the reporting period,
calculated assuming that
dividends are immediately
reinvested at the prevailing
share price, measures our
ability to deliver attractive
returns to investors,
with acombination of
share pricegrowth and a
progressive dividend.
Target
123.8p
based on target 9% NAV total
return per annum
Target
10.2%
per annum
Target
Positive
annual
Target
4.2p
for the year
Target
9.0%
per annum
Target
9.0%
per annum
Performance
129.6p
Performance
12.6%
for the year
Performance
9.3%
annual
Performance
4.35p
for the year
Performance
11.7%
for the year
(48.0% inception to date)
Performance
43.1%
for the year
(1.3% inception to date)
Net asset value per share
Target 123.9p
Total return from investments
Target 10.2%
EBITDA
Target Positive
Full-year dividend
Target 4.2p
NAV total return
Target 9.0%
Total shareholder return
Target 9.0%
-17.1%
2024
-22.5%
2023
43.1%
2025
9.7%
2024
10.1%
2023
11.7%
2025
4.2p
2024
4.0p
2023
4.35p
2025
11.2%
2024
12.3%
2023
12.6%
2025
120.1p
2024
113.4p
2023
129.6p
2025
7.2%
2024
10.0%
2023
9.3%
2025
Cordiant Digital Infrastructure Limited Annual Report 2025
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Non-financial measures
Balance of the Board
This measures our ability to bring
together a wide range of perspectives
and experiences withadiversity of
business skills,sector experience,
geographical background and
gender to the benefit of the
Companyand its activities.
Increasing connectivity
This measures the coverage in
our countries of operation and our
portfolio companies success in
their respective service provision
to the benefit of their respective
communities.
Operational health and safety
The number of operational health
and safety incidents measures
the success of our underlying
investments in upholding health,
safety and well-being standards
andpractices for our portfolio
companies’ employees and others.
Sustainability management
Sustainability management measures
our success in implementing our
responsible investment strategy with
its focus on promoting climate change
mitigation. Our focus is on increasing
the percentage of renewable energy
used by our portfolio companies. This
is why one of the main indicators we
measure is the amount of electricity
and energy (including electricity and
fuel) consumed, that was obtained
from renewable sources.
Digital divide (coverage of remote
and rural areas)
2
The digital divide metric measures
the criticality of our investments’
underlying assets in enabling access
to digital services, with rural and
remote areas having sparser digital
infrastructure networks.
Target
40/60
women/men based on FCA target
from April2022
Target
N/A
Target number of incidents
Zero
Target % of electricity from
renewable sources
100%
Target coverage of rural areas
N/A
Performance as at
31December2024
Performance as at
31December2024
Performance
1
for the twelve months
to 31 December 2024
Performance for the twelve months
to 31 December 2024
Performance for the twelve months
to 31 December 2024
50/50
(2023: 50/50)
ca.98%
(2023: ca.98%)
Emitel coverage of area
of Poland
ca.99%
(2023: ca.99%)
CRA coverage of area
of Czech Republic
1
Emitel
(2023: 2)
1
CRA (2023: 1)
0
Speed Fibre (2023: 0)
0
Hudson (2023: 0)
0
BTC (2023: 0)
79%
(2023: 71%)
Total % of electricity consumed
coming from renewable sources
73%
(2023: 68%)
Total % of energy consumed
(including electricity and fuel) coming
from renewable sources
90%
(2023: 91%)
Emitel & CRA
Note: sustainability data from the portfolio
companies represents calendar year
dataforthe period 1January 2024 –
31December2024.
1
All operational health and safety incidents
were non-lethal.
2
Remote area is considered a location at
a distance of more than 10km from the
nearest town/village; rural is considered
a location in the vicinity of a village with up
to 10,000inhabitants. Both Poland and the
Czech Republic.
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KPIs
Investment Manager’s report
Buy
Build
3
Bolt-on acquisitions executed during the year.
Speed Fibre agreed to acquire the wholesale
and enterprise business unit of BT Ireland,
which is expected to create a leading alternative
network to the national incumbent.
Emitel acquired two tower portfolios in Poland
totalling 57 sites providing mobile network
operator hosting services and analogue and
digital radio emissions for blue chip customers.
Grow
New contracts
Emitel signed a long-term agreement with
Orange to expand mobile network coverage
inPoland under a build-to-suit arrangement.
CRA sold most of the available capacity in its
newest data centre DC Cukrák to the world’s
largest independent cloud gaming provider.
Long-term extensions of FM radio
broadcastcontracts with national and
commercial broadcasters in the Czech
Republic and Poland.
Growth capex
CRA continues to develop its data centre
platform, commencing the 1.3MW expansion
of its data centre in the Prague Žižkov district
and is about to commence groundworks for its
26MW flagship data centre, Prague Gateway.
Speed Fibre continues to deploy capital in
building out backbone fibre networks and
metropolitan area networks (MANs) in the
Republic of Ireland.
2.0%
The percentage of the
Company’s shares owned by
the Investment Manager, its
staff and the Directors of the
Company at the date of this
report, including 12.9million
shares held by StevenMarshall,
demonstrating strong alignment
with shareholders’ interests
.
€93.2 million
Equity consideration for a 47.5% economic
interest in DCU Invest and DCU Brussels, to
create a leading Belgian data centre business.
DAB+ networks
CRA successfully deployed a commercial
DAB+ network covering 83.4% of the
Czech population, enabling the launch of
12digitalradio stations representing 73%
oftotal networkcapacity.
Emitel also completed the buildout of the
DAB+network of Polish Radio, providing
coverage to 88% of households in Poland.
9.3%
Aggregate EBITDA growth across the portfolio
for the year, earned from 7.7% aggregate
revenue growth over the same period.
We continue to
implementour proven
Buy, Build&Grow model
The Company seeks to acquire mid-market, cash-generative
platforms and then to expand and improve them.
Cordiant Digital Infrastructure Limited Annual Report 2025
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Introduction
The Company delivered a strong performance in the year to
31March2025, again driven by a strong operating performance
by the portfolio. NAV per share increased from 117.9p
(ex-dividend) at 31March2024 to 129.6p at 31March2025,
driving a total return of 11.6% on ex-dividend opening NAV
(31March2024: 9.3%).
NAV growth was driven by successful implementation of the
Company’s Buy, Build & Grow model: the purchase of good
quality platforms at attractive prices and making subsequent
bolt-on acquisitions; building new assets at construction
cost from which new revenues can be earned; and growing
existingrevenues using the operational expertise of the
Investment Manager.
Capital allocation
During the year, the Investment Manager and Board frequently
engaged with shareholders to discuss the issue of capital
allocation and the discount between the Company’s share
priceand the NAV per share. We have continued with a
multi-pronged strategy that recognises the current limits on the
availability of capital and seeks to provide a balanced approach.
The Company paid two dividends during the period: the second
interim dividend relating to the year ended 31March2024, of 2.2p
per share, paid on 19July2024; and the first interim dividend
relating to the year ended 31March2025, of 2.1p per share, which
was paid on 20December2024.
The Company remains committed to its progressive dividend
policy, and has allocated capital to a 3.6% increase in dividend
from 4.2p per year to 4.35p per year, to take effect from the
second interim dividend expected to be paid in July 2025. This
level of dividend remains well covered (1.7x) by adjusted funds
from operations (AFFO), being EBITDA less net financing costs,
maintenance capex, tax and other cash flows.
The Company has also sought to further diversify the portfolio
in line with its strategy, while also recognising its capital
constraints, acquiring a 47.5% economic stake in DCU in Belgium
for an equity consideration of €93.2million. This transaction
was entered into in partnership with TINC, the listed Belgian
infrastructure investor and DCU’s management.
Accretive bolt-on acquisitions have also been undertaken by
Speed Fibre and Emitel, leveraging and complementing the
About the Investment Manager
Cordiant Capital, the Investment Manager appointed
by the Company, is a sector-specialist investor focused
on middle-market ‘Infrastructure 2.0’ platformsin
DigitalInfrastructure, energytransition infrastructure and the
agriculture value chain.
It manages approximately $3.1billion of funds through offices
in London, Montreal, Luxembourg and São Paulo, and offers
Core Plus, Value Add and Opportunistic strategies.
The Investment Manager’s Digital Infrastructure group was
co-founded by Steven Marshall, who chairs all of the major
portfolio companies. The team consists of 18 professionals,
who bring considerable hands-on investing and operating
expertise to its investment approach. This investing
strategy can be summarised as acquiring and expanding
cash-flowingDigital Infrastructure platforms across Europe
andin North America.
A bright future
with strong growth
prospects
I am delighted with the operational performance of
the portfolio companies which are benefiting from
significant growth investments.
Steven Marshall
Executive Chairman,
Cordiant Digital Infrastructure Management
Investment Manager’s report
Steven Marshall
Executive Chairman,
Cordiant Digital Infrastructure
Management
Cordiant Digital Infrastructure Limited Annual Report 2025
Strategic report Governance Financial statements Additional informationIntroduction
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Company’s existing high-quality platforms. Speed Fibre’s
agreement to acquire the wholesale and enterprise business unit
of BT Ireland is expected to create a leading alternative network
to the national incumbent and the acquisition of two tower
portfolios in Poland by Emitel further cements its position as the
leading independent tower operator in the country.
In addition, the Company, utilising the operational expertise of
the Investment Manager, has supported investments in accretive
growth capital expenditure projects at the portfolio level such as:
the buildout of the DAB+ radio networks in the Czech Republic
and Poland; build-to-suit tower portfolios in Poland; and the
expansion of CRA’s data centre portfolio.
The portfolio was valued at 31March2025, using a discounted
cash flow methodology, at a value equivalent to 10.4x LTM
EBITDA. Lower growth mobile tower assets and data centres
in other countries have been the subject of recent transactions
at over 20x EBITDA. While broadcast infrastructure assets
typically attract a lower valuation multiple, the Company’s
broadcast assets are growing faster than most European mobile
tower businesses and have higher escalation rates and a wider
customer base.
The Investment Manager considers that there is no easy answer
to resolve the Company’s share price discount to NAV, but that
continued strong operational performance, value-creating
capital expenditure, maintaining acquisition price discipline and
significant alignment of interests should all be recognised when
macroeconomic issues affecting equity markets, and especially
the investment trust sector, abate.
Since 31March2024, the Directors, the Investment Manager and
its staff have made further purchases of the Company’s shares,
acquiring in total 4.6million more shares to bring the combined total
to15.4million shares. This included Steven Marshall, Executive
Chairman of Cordiant Digital Infrastructure Management, who
acquired a further 3.8million shares, bringing his total personal
holding to 12.9million shares. Post year end, 1.2 millionshares held
by Cordiant Digital Infrastructure Management were transferred
directly to Steven Marshall. At thedate of this report, the Directors,
the Investment Manager and its staff owned 2.0% of the ordinary
issued share capital ofthe Company.
The Investment Manager’s fee continues to be based on market
capitalisation (as opposed to NAV), ensuring even closer
alignment between the Investment Manager and theCompany.
A share buyback programme was initiated in February 2023, with
£20 million approved by the Board and 7.8million shares have
been acquired to date at an average price of 75.0p, crystallising
a NAV gain of 0.4p per share. The buyback programme is not
subject to a set cut-off date.
Activity during the period
In April 2024, CRA opened its eighth data centre in Cukrák,
outside Prague, further expanding its fast growing data centre
and cloud business. CRA subsequently sold most of the
entire capacity of the facility to Boosteroid, the world’s largest
independent cloud gaming provider. Expansion of another data
centre in the Prague Žižkov district also started during the period
and is expected to increase data centre capacity by 1.3MW.
Development of CRA’s flagship 26MW data centre project Prague
Gateway has progressed with the receipt of key regulatory
permits. Ground works are about to begin and initial discussions
are being held with potential anchor tenants for thefacility.
In July 2024, the Company refinanced its fund-level €200million
Eurobond, now repayable as a bullet in July2029 and repaid the
€29.6million vendor loan note used to finance the acquisition of
Speed Fibre. The Company also arranged additional undrawn
“The Company has a robust balance sheet
with no material debt maturities in the group
before June 2029.”
Andrew Ewe, CFA
Chief Financial Officer
Cordiant Digital Infrastructure Management
DC Tower at Žižkov, Prague,
CzechRepublic
Investment Manager’s report
Andrew Ewe
Cordiant Digital Infrastructure Limited Annual Report 2025
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18
fixed through theentering ofan interest swap maturing in
August2030.The all-in interest rate on the fixed portion of the
term loan isc.5.6%.
Taken together with the fund-level refinancing in July2024, and
the Emitel refinancing in 2023, the Investment Manager has
successfully refinanced and extended c.£800million of bank
debt in the last two financial years. There are now no material
debtmaturities in the group before June2029.
During the year, Emitel agreed two ten-year digital TV broadcast
contracts on MUX 8 with two new broadcasters, Fratriaand
Telewizja Republika, both of which began broadcasting and
generating revenue during the period. Bothnew contracts have
revenues that are fully indexed toinflation.
Both CRA and Emitel also signed significant contract
extensionsfor FM radio with the public national broadcasters
ofthe Czech Republic and Poland respectively and,
following theaward of national DAB+ licenses, successfully
expanded andcommercialised DAB+ networks under valuable
long-termcontracts.
credit facilities totalling €175 million. These additional facilities
have the same maturity date and repayment structure as the
Eurobond and provide the Company with an incremental
long-term funding commitment for growth investments, as
wellasenabling more efficient management of the group’s
balance sheet.
The terms of the new facilities represent an improvement
on the original Eurobond, with a longer tenor and improved
credit margin ratchet, which ranges from 3.75% to 4.75% over
EURIBORor the five-year EURIBOR swap rate, depending on
netleverage. Three-quarters of the new €200 million Eurobond
was issued as a fixed-rate instrument, and the floating-rate
interest on the remaining facility amount was subsequently
fixed through the entering of an interest rate swap maturing in
September2028.
In August2024, CRA successfully refinanced its senior
debt facilities. The tenor of all facilities was extended to
August2030and additional undrawn revolving credit
facilitiesofCZK1.1billion (£36.9million) were secured. The
newdebt package has a margin of 2.00% over PRIBOR and
50% of the floating rate interest on the term facility has been
Emitel completed two bolt-on acquisitions in the towers sector,
adding 57 sites to its portfolio providing mobile network operator
hosting services and analogue and digital radio emissions.
These acquisitions are expected to be highly accretive with
significant operating cost synergies.
In February 2025, the Company completed the acquisition of
a 47.5% economic (50% voting) interest in DCU Invest NV and
the linked acquisition by DCU Invest NV of Datacenter United
Brussels NV, the former owner of the data centre business of
Proximus Group, for a total equity consideration of €93.2million.
These transactions create a leading data centre platform in
Belgium with c.13MW of capacity and substantial expansion
opportunities.
Additionally in February 2025, Speed Fibre entered into an
agreement to acquire BT Communications Ireland Limited
(BTCIL), the wholesale and enterprise business unit of BT Ireland,
for an enterprise value of €22 million, less than half of continuing
revenue. The transaction represents a significant step in the
Company’s strategy to build scale in key digital markets such as
Ireland. BTCIL’s capabilities complement Speed Fibre’s existing
operations and are expected to enhance Speed Fibre’s ability to
support the growing connectivity needs of Irish businesses and
Ireland’s most important data centre complex. The transaction is
expected to complete later in 2025.
After the period end, Emitel also signed a long-term agreement
with Orange in Poland to expand mobile network coverage in the
country. Emitel’s tower portfolio is expected to grow to well over
1,000 sites in the coming years. The Company’s tower portfolio
across Poland, the Czech Republic and Belgium now totals
1,446 sites, which is of a meaningful size in the context of recent
acquisitions in the sector, which have seen EV/EBITDA multiples
at over 20x.
Post period end, the Investment Manager approved a
$16.6million investment in Hudson to build two new data halls
toexpand ready to sell capacity in light of growing demand
fromnew and existing customers. The project is expected to
complete in 2026.
Financial highlights
During the year to 31March2025, the Company achieved a
NAV total return of £105.2million (31March2024: £80.3million),
being11.6% of opening ex-dividend NAV, or 13.7p per share.
Net assets were £992.5million (31March2024: £920.7million,
Investment Manager’s report
Atul Roy
Head of Telecoms, CordiantDigital
Infrastructure Management and
Interim Chief Executive Officer,
Hudson
Cordiant Digital Infrastructure Limited Annual Report 2025
Strategic report Governance Financial statements Additional informationIntroduction
19
1,
050
1,
000
95
0
90
0
85
0
80
0
75
0
70
0
120.1p
920.7
(16.9)
117.9p
903.8
11.2
(2.6)
(10.2)
(18.3) (0.4)
(16.1)
129.6p
992.5
125.2
Opening
NAV as at
1 April 2024
Dividend
paid July
2025
Opening
ex-dividend
NAV
Accrued
income
Value
movement
FX
movement
Fund
expenses
Interest
expenses
Net change
in shares
Interim
dividend
paid
Closing
NAV as at
31 Mar 20
25
£903.8million ex-dividend), representing a NAV per share
of129.6p (31March2024: 120.1p, 117.9p ex-dividend).
Thetotalreturn reflects strong underlying operating performance
across the portfolio, supported by a decrease indiscount rates.
Application of IFRS
The Company holds only Hudson directly. Emitel, CRA,
SpeedFibre, DCU and BTC are all held through its
wholly-ownedsubsidiary, Cordiant Digital Holdings UK Limited
(CDH UK). The borrower of the Company’s fund-level facilities
is also CDH UK. Consequently, under the application of IFRS
10 and the classification of the Company as an investment
entity, the Company’s investment in CDH UK is recorded as a
single investment that encompasses underlying exposure to
Emitel, CRA, Speed Fibre, DCU, BTC and the holding company
debt facilities. The underlying elements of the overall value
movement attributable to foreign exchange movements and
value movementand income from each portfolio company
areidentified in Chart 1. The Company’s profit and NAV under
thisapproach are exactly the same as in the audited IFRS
Statement of Comprehensive Income and the Statement of
Financial Position.
Table 1: Reconciliation of Statement of Comprehensive Income to Chart 1
£m
Accrued
income
Total
unrealised
value
movement
Net FX
movement
Intercompany
balances
Fund
expenses
Interest
expense
IFRS
P&L
Movement in fair value of investments 9.9 125.2 (4.6) (21.6) (0.4) (18.3) 90.2
Unrealised foreign exchange gains – – (1.1) – – – (1.1)
Management fee income – – – 0.8 – – 0.8
Dividend income – – – 24.6 – – 24.6
Interest income – – – – – – –
Other expenses – – – – (8.6) – (8.6)
Investment acquisition costs – – – – (1.2) – (1.2)
Foreign exchange movements on
workingcapital – – 2.9 – – – 2.9
Finance income 1.3 – 0.1 – – – 1.4
Finance expense – – – (3.8) – – (3.8)
11.2 125.2 (2.6) – (10.2) (18.3) 105.2
Please refer to the Annual Report for the Company for the year ended 31 March 2024 for the equivalent table of the prior financial year.
Investment Manager’s report
“The Company’s tower portfolio across
Poland, the Czech Republic and Belgium
nowtotals 1,446 sites, which is of a
meaningfulsize in the context of recent
transactions in thesector.”
Steven Marshall
Executive Chairman,
Cordiant Digital Infrastructure Management
Chart 1: NAV bridge for the year to 31 March 2025
£m
Cordiant Digital Infrastructure Limited Annual Report 2025
Strategic report Governance Financial statements Additional informationIntroduction
20
10.50%
10.00%
9.50%
9.00%
8.50%
8.00%
7.50%
7.00%
6.50%
6.00%
31 March
2022
30 Sept
2022
31 March
2023
30 Sept
2023
31 March
2024
30 Sept
2024
31 March
2025
9.60%
9.50%
9.32%
8.05%
8.52%
9.60%
9.78%
Table 1 shows the reconciliation of Chart 1 to the IFRS
Statementof Comprehensive Income. Table 2 shows
the underlying components of the IFRS Statement of
FinancialPosition.
Financial performance in the period
This section, including valuation, foreign exchange, costs
and gearing, refers to the figures in Chart 1 and Table 2 on the
non-IFRS basis.
Valuation
The Investment Manager prepares semi-annual valuations
according to the IPEV Guidelines and IFRS13. These valuations
arereviewed and challenged by the Board. The Board also
employs an expert valuations group at a Big 4 accounting firm to
carry out independent valuations of the portfolio companies at
each valuation date. In addition, the Investment Manager performs
a sensitivity analysis onthe valuations as included in note 6 to the
financial statements.
The Investment Manager and Board are keenly aware of the
scepticism that some valuations of private assets elicit in certain
sections of the market and so take great care to maintain a rigorous
Table 2: Underlying components of Statement of Financial Position
£m Emitel CRA
Speed
Fibre DCU Hudson BTC Cash
Intercompany
balances
Other
assets and
liabilities
Holding
company debt
IFRS
Tot al
Investments 581.4 429.0 87.3 77.6 36.2 6.0 1.3 146.1 4.9 (245.3) 1,124.7
Receivables – – – – – – – 1.5 9.3 – 10.8
Cash – – – – – – 6.1 – – – 6.1
Payables – – – – – – – – (1.5) – (1.5)
Loans and borrowings – – – – – – – (147.6) – – (147.6)
581.4 429.0 87.3 77.6 36.2 6.0 7. 4 – 12.8 (245.3) 992.5
Please refer to the Annual Report for the Company for the year ended 31 March 2024 for the equivalent table of the prior financial year.
Chart 2: Weighted average discount rates over time process, using market information from reputable third party
sources wherever possible. Discounted cash flow (DCF) is the
primary methodology of valuation, as noted in the Company’s
IPO prospectus. DCU, however, is valued at the price of the recent
investment, as the transaction closed only a month before the
balance sheet date. The Investment Manager is confident that the
quality of earnings included in the DCF models, and the actual
cash generation of the assets, show the qualities of the portfolio,
notwithstanding volatility in the market-observable inputs used
every six months to construct the weighted average cost of capital
(WACC) used for each valuation as a discount rate.
Chart 2 shows the movement in the Company’s average WACC
over time, weighted for the investments held at each reporting
date. Between 31 March 2024 and 31 March 2025, the average
WACC reduced moderately by 28bps. In the portfolio, this
was driven partly by a reduction in the market cost of debt
and partly due to a reduction in the cost of equity, based on
market-observable valuation inputs.
Investment Manager’s report
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Strategic report Governance Financial statements Additional informationIntroduction
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160
140
120
100
80
60
40
20
0
Emitel CRASpeed
Fibre
79.6
46.8
6.3
Hudson BT
CT
otal
unrealised
value
movement
(8.4)
0.9 125.2
Market-to-
market on
interest rate
swap
(0.1)
6.0
5.0
4.0
3.0
2.0
1.0
0
(1.0)
(2.0)
(3.0)
(4.0)
(5.0)
(6.0)
Other
FX
Total
unrealised
FX
movement
Emitel CRASpeed
Fibre
DCUHudsonBTC
1.4
(3.7)
(1.9)
0.7
(1.1)
(0.1)
2.1
(2.6)
Breakdowns of unrealised value movement and foreign exchange movement in the year
Table 3 shows the breakdown of the WACC at 31March2025
andat 31 March 2024.
The largest unrealised value movements were observed
on Emitel (+£79.6million) and CRA (+£46.8million), Emitel
deliveredan annual total return of 17.7% (including distributions),
whilst CRA generated a total return of 11.2%. Bothinvestments
benefited from reductions in discount rates andnet debt.
Emitel’s value increase was also supported by strong financial
performance being reflected in the roll forward ofthe DCF
model, while CRA’s value continues to grow on the back of strong
performance in its fast growing data centre and cloud business.
Speed Fibre saw a modest increase in local currency equity
value of £6.3 million as a result of a reduction in the discount rate,
the roll forward of the DCF model, and a reductionin net debt.
Since the acquisition of DCU only closed in February 2025, the
consideration paid is regarded as the bestindicator of fair value
for DCU and so it is held at cost.
Hudson remains an asset that is not performing to expectations
and the Investment Manager recognised a prudent write down
of £8.4 million in the year on a DCF basis. The carrying value at
the year end was £36.2 million, less than 3% of the total value of
Table 3: Weighted average cost of capital at 31 March 2025
Range
low point
Range
high point
Weighted
average mid
point
Cost of equity 10.3% 12.9% 11.1%
Cost of debt 5.0% 7.6% 6.6%
WACC 8.3% 11.1% 9.3%
Weighted average cost of capital at 31 March 2024
Range
low point
Range
high point
Weighted
average
mid point
Cost of equity 10.0% 12.1% 11.2%
Cost of debt 5.0% 7.5% 6.7%
WACC 8.5% 10.8% 9.6%
underlying investments. Despite this write down, the Investment
Manager is confident in the prospects of Hudson, having recently
approved a $16.6 million investment tobuild two new data halls to
meet sales growth.
Foreign exchange
The Company recognised a small unrealised foreign exchange
loss in the year of £2.6million (since inception: gain of £47million).
This aggregate number comprises a gain of £1.4million on Polish
zloty, a loss of £3.7million on Czech crowns and combined net
losses of £2.4million on investments in US dollars and Euros.
FX losses on Euro-denominated investments were partly
offset by a devaluation of the Company’s Euro-denominated
holding company debt. While the Investment Manager hedges
individual cash flows between the Company and portfolio
companies through forward contracts, no balance sheet
hedging has beenundertaken to date. The cost of doing so
using forward contracts, which are considered to be the lowest
cost approach, continues to be disproportionate to the benefit,
such that the aggregate cost of hedging would over several
years, consume the gain being protected. Notwithstanding this,
the Investment Manager and Board have kept the Company’s
hedging strategyunder regular review, given the volatility in
foreignexchange rates and movementin forward points in
the Company’s respective currency pairs. The Company is a
long-term investor in the portfolio and currently does not seek to
manage balance sheet foreign exchange exposure from reporting
period to reporting period.
Costs
In the year, the Company incurred £28.6million of costs. The
largest component within this was £18.3million of costs relating
to the Company’s holding company debt facilities and the Speed
Fibre vendor loan note which was repaid in July 2024. As at year
end, £245.3million of the holding company debt facilities were
drawn. The costs included interest, commitment fees, agency
fees and amortised transaction costs.
The management fee of £6.1 million (31March2024: £5.9million)
represents only 0.6% of NAV as management fees are
calculatedon the basis of the Company’s market capitalisation,
not its NAV, thus aligning the Investment Manager with
shareholders. Other costs of £4.2million related to administrative
and other running costs, directors’ fees and deal costs. The
ongoing costs ratio, calculated in accordance with the guidelines
published by the AIC, is 0.9% per annum, consistent with 2024.
Chart 3: Unrealised value movement Chart 4: Unrealised foreign exchange movement
Investment Manager’s report
Cordiant Digital Infrastructure Limited Annual Report 2025
Strategic report Governance Financial statements Additional informationIntroduction
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Gearing
The Investment Manager has taken a prudent approach
to thelevels of debt within the Company and its portfolio
companiessince inception. The Investment Manager has
theexpertise internally to arrange debt facilities, and so does
notuse investment banks or other intermediaries for this
purpose,providing meaningful cost savings to the Company.
At 31March2025, there were five sets of debt facilities in the
Company’s group, at Emitel, CRA, Speed Fibre, DCU and the
fund-level facilities at Cordiant Digital Holdings UK Limited,
awholly owned subsidiary of the Company.
Aggregated together, gearing as measured by net debt
(i.e.including cash balances held across the group) as a
percentage of gross asset value was 40.3%. As measured
by netdebt divided by aggregate EBITDA (including fund
level costssuch as the management fee), the Company’s net
leverageis 4.5x. Both Emitel and CRA have individual net
leverage on this basis of less than 2.6x, this is substantially
lowerthan mosttower companies that might be viewed as
comparators ofeither business.
Table 4: Calculation of adjusted funds from operations (AFFO)
Twelve months to
31 March 2025
1
£m
Twelve months to
31 March 2024
1
£m
Portfolio company revenues 324.1 304.7
Portfolio company normalised EBITDA 153.9 142.1
Dividend coverage, EBITDA basis 4.6x 4.4x
Net Company-specific costs (10.2) (13.1)
Net finance costs (40.3) (38.2)
Net taxation, other (27.9) (17.0)
Free cash flow before all capital expenditure 75.4 73.8
Maintenance capital expenditure
2
(17.1) (20.9)
Adjusted funds from operations 58.3 52.9
Dividend at 4.35p and 4.2p per share respectively (33.3) (32.2)
Dividend cover 1.7x 1.6x
1
At average foreign exchange rates for the period. Figures exclude financials of DCU and BTCIL.
2
Aggregate growth capital expenditure of £29.0 million was invested in the 12 months to 31 March 2025 across the portfolio and £33.2 million in the 12monthsto
31 March 2024.
73% of all debt is on a fixed-interest basis, with the remainder
floating, none of which is inflation linked. The average margin
across all facilities is at 3.0%, which the Investment Manager
considers to represent good value. Following the refinancing
of fund-level debt and the CRA senior facilities during the year,
there are now no material debt maturities in the group before
June 2029. The group has benefited by having no exposure to
Sterling-denominated debt which has been significantly more
expensive than Euro-denominated debt, the latter representing
55.7% of all debt outstanding in the group. Euro-denominated
debt has provided a useful currency hedge against the
Company’s Euro-denominated investments.
Dividend coverage
The Company’s progressive dividend policy is ahead of the
schedule laid out in the prospectus at IPO. The dividend
remainsvery well covered by AFFO, which seeks to track
whetherthe portfolio generates sufficient earnings less
fundlevelcosts, finance costs, tax and maintenance
capextocover the dividend. AFFO remains stable at
1.7x. Thedividendis covered 4.6x by aggregate portfolio
companyEBITDA.
The Company has announced an increase in the second
interim dividend from 2.1p to 2.25p, to be paid on 30July2025
followingthe Company’s AGM. The annual dividend target of
4.35p is an increase of 3.6% over the prior year, and a reflection
of the Company’s commitment to its progressive dividend policy,
supported at all times by a strongly cash-generative portfolio,
asmeasured by the AFFO. Table 4 shows the calculation of
AFFOfor the 12 months to 31March2025.
Investee company performance
For their most recent financial years, the portfolio companies
generatedcombined revenue of £315.1million, representing
a 7.7% increase over the prior year, on a like-for-like pro forma,
constant currency basis. Aggregate portfolio EBITDA increased
9.3% over the prior year, on a like-for-like pro forma, constant
currency basis, to £151.4million
1
.
Investment Manager’s report
David Kippen
Managing Director, Cordiant Digital
Infrastructure Management
1
Revenue and EBITDA figures exclude DCU (acquired on 28 February 2025)
and BTCIL, the latter of which is expected to enter the portfolio later in 2025.
Cordiant Digital Infrastructure Limited Annual Report 2025
Strategic report Governance Financial statements Additional informationIntroduction
23
These increases in revenue and EBITDA reflect the impact
ofnewcontracts being entered into, including in the
broadcastingand telecoms business units at Emitel and
CRA, together with bolt-on acquisitions and the effect of
inflation-linkedrevenues feeding through, usually with a
year’s lag. During the year to 31March2025, across the
portfolio companies £17.1million was invested in maintenance
capital expenditure and £29.0million in growth capital
expenditure. Maintenance capital expenditure included
investment in ITandenterprise resource planningsystems
andinfrastructuremodernisation.
As a result of the DCU acquisition and the BT Ireland deal, the
portfolio revenue mix has diversified further, such that the largest
segment (now backbone fibre) accounts for 34% of total pro
forma revenue. Digital TV infrastructure revenue, formerly the
largest revenue generating sub-sector in the portfolio, accounts
for 29% of total proforma revenue. The portfolio’s largest country
exposure, Poland, accounts for 35% of total pro forma revenue.
Poland’s economy has been a standout performer in Europe,
driven by strong household consumption which is continuing
into2025.
Growth capital expenditure included fibre backbone network
build-out at Speed Fibre, investments related to DAB+radio
contract wins at CRA and Emitel, construction of newtelecoms
towers at Emitel, and data centre and cloud investments at CRA.
Total gross debt at the Company, subsidiary and platform level
was equivalent to £754.5million, an increase of £59.8million
since 31March2024 reflecting drawdowns of senior facilities at
Emitel and SFG to finance growth investments and drawdowns
under the Company’s holding company facilities to finance the
DCU acquisition, offset by the repayment of the Speed Fibre
vendor loan note during the period of £25.5 million. Aggregate
cash balances at the Company, subsidiary and platform level
were equivalent to £82.5million. Including undrawn debt
facilities, total liquidity across the group was equivalent to
£231.0million. Total liquidity pro forma for the BTCIL acquisition
and agreed Cloud4com earnout payment is £196.3 million.
The Investment Manager’s team
Building on the significant strength of the existing digital team
reflects the Investment Manager’s continued commitment
to supporting platform companies in achieving their growth
ambitions, along with being able to source and deliver investment
opportunities that are in line with target returns. Unlike its peers
in this market, the digital team at the Investment Manager
possesses deep, senior-level experience of managing and
operating world-class Digital Infrastructure businesses. This
is combined with private equity executives having decades of
experience advising and investing in the sector, making for a
unique marriage of capabilities.
Environmental, social and governance highlights
The Investment Manager has continued to focus its attention
on reducing the climate impact and emissions of the Company
and its portfolio companies. The Investment Manager’s Digital
and ESG and Impact Teams engage with portfolio companies
to integrate renewable energy and energy efficiency measures
where appropriate. The portfolio has continued to make
progressin integrating renewable energy, with the portfolio’s
consumed energy being sourced from renewable energy
increasing from 68% to 73%.
Demonstrating the Investment Manager’s commitment
to findingclimate solutions, it became a signatory on
4November2024 to the Net Zero Asset Manager’s Initiative
(NZAM). TheInvestment Manager is working on a net zero
targetproposal for the Board.
Market
Demand for Digital Infrastructure services remains robust, driven
by multi-year trends towards the digitisation of the economy,
continued growth in mobile data services and the advent of new
technologies such as generative AI.
Recent AI developments demonstrate that AI is now shifting from
predominantly training stages to a phase where more use cases
will be created and adopted. The AI platform DeepSeek has
highlighted that AItraining and its costs may have reached an
inflection point and are now becoming cheaper and easier to train.
This breakthrough will enable an increase in developers’ uptake
and consequently will increase the number of use cases. While
training AI large language models requires highly concentrated,
AI-specific data centres, different types of data centres are
required to enable end use cases. Colocation, interconnect, and
edge data centres, such as those operated by the Company’s
portfolio companies, cater to this later stage of the value chain, most
importantly, catering to the adoption by the end customer/user.
To date, the portfolio companies have not been materially
affected by the ongoing US tariffs situation and have been largely
insulated from any equipment cost increases.
Outlook
The Investment Manager is pleased with the overall quality of
assets and underlying cash flows in the portfolio. The portfolio
of assets has been assembled at what the Investment Manager
believes to be a highly attractive price, without sacrificing growth
potential. Internally generated cash flows and undrawn debt
facilities will enable the Company to cover the dividend, engage
in appropriate maintenance capital expenditures and expand
existing platforms.
The Investment Manager remains closely focused on the
Company’s target of a 9% return to shareholders, comprising
dividend and capital growth. The Investment Manager has
assembled a large and capable team of digital specialists
withthe skills and experience required to manage the
Company’sassets and to succeed in maximising total return
fromCore Plusassets.
Based on the strong performance since inception, which has
continued up to 31March2025, the Investment Manager believes
the Company remains well placed to deliver target returns in
the year ending 31March2026. The Investment Manager looks
forward to the year ahead with confidence.
Investment Manager’s report
Helen Grover
Chief Human Resources Officer,
Cordiant Digital Infrastructure
Management
Cordiant Digital Infrastructure Limited Annual Report 2025
Strategic report Governance Financial statements Additional informationIntroduction
24
Review of portfolio companies
Skrzyczne Radio & Television
Tower, Szczyrk, Poland.
Continuing to build
on our strengths
Cordiant Digital Infrastructure Limited Annual Report 2025
Strategic report Governance Financial statements Additional informationIntroduction
25
Financial performance
Emitel had a very good year. For Emitel’s audited
financial year ending 31December2024,
revenue increased 10.7% to PLN657.4million
(£129.4million at average exchange rates for
the year) and EBITDA (IFRS 16 basis) increased
by 13.3% to PLN437.4million (£86.1million
at average exchange rates for the year).
Thisperformance reflected strong organic
andinorganic growth across all segments.
Overall revenue growth was supported by
inflation-linked price increases as 2023
inflation of 11.4% passed through to 2024
revenues; approximately 88.4% of Emitel’s
revenues havefull or partial inflation-linked
contracts. 2024 inflation will principally be
reflected in indexed revenue contracts from
January2025onwards. Inflation in Poland for
2024 was 3.6%.
Telecoms infrastructure revenue growth in the
period of 10.3% was driven by the impacts of
continued growth in build-to-suit provision for
MNOs and recent bolt-on acquisitions.
The aggregate amount of debt drawn
at 31March 2025 was PLN1,365million
(£273million). Emitel is 2.6x levered, as
measured by net debt divided by last 12 months
EBITDA (IFRS 16 basis) at 31March2025, which
is viewed as conservativecompared to other
tower businesses. Emitel’s debt facilities do not
mature until September2030.
Of the interest payable on the third-party bank
debt at 31March2025, 90.5% was fixed rate
and 9.5% floating rate.
Emitel continues to be strongly cash
generativeand in the period paid
distributionsofPLN178million (£34.5million)
totheCompany.
Cash balances increased to PLN 224.4million
(£44.9million) over the year as a result of strong
operating cash conversion by the business.
Emitel also had PLN174.5million (£34.9million)
of undrawn debt facilities available.
Operations
Emitel’s contracted orderbook remains strong at
more than PLN3billion (more than £600million),
with contracts extending out asfar as 2044.
The weighted average contractlength in
TV broadcasting is six years, three years in
Emitel
Multi-asset platform
Poland
(acquired November 2022)
radio broadcasting and 12 years in telecom
infrastructure services.
During the year, Emitel signed new 10-year
digital terrestrial TV (DTT)broadcast
contracts with two channels. The first, with
Telewizja Republika, began broadcasting
in July 2024, and the second, with Fratria
(channel wPolsce24), began broadcasting
in September2024. Both channels are being
broadcast from MUX8, andboth contracts’
revenues are linked toinflation.
In May 2024, Emitel concluded an agreement
with broadcaster CDA S.A. to include an online
shop, Kapitan.pl, accessible to viewers via
broadcast from MUX8. This hybrid TV offer is
the first service of its kind on a DTT platform
andillustrates how Emitel is developing
hybrid TV technology to offer new services for
additional revenues.
Emitel completed the buildout of the DAB+
network of Polish Radio for which it won the
contracts to build and operate in 2023, providing
coverage to 88% of households in Poland, and
supporting revenue growth in radio broadcast.
In June 2024, Emitel acquired a small local
mobile tower company, RTTS, with nine towers,
with Orange Poland as the anchor tenant.
In November 2024, Emitel also acquired
PSN Infrastruktura, subsequently renamed
to EM Cast, from TDF, the French operator
of telecommunications and broadcast
£353.0m
Original cost
£525.0m
Value at 1 April 2024
£79.6m
Unrealised value gain in the year
£581.4m
Value at 31 March 2025
£1.4m
Unrealised foreign exchange
gain in the year
Maciej Pilipczuk
Chief Executive Officer, Emitel S.A.
Review of portfolio companies
£1.8m
Interest accrued on shareholder loan in theyear
£(26.5)m
Repayment by Emitel of shareholder loan
principal and accrued interest in the year
£34.5m
Total distributions paid by Emitel to the Company
in the year, including £26.5m of shareholder loan
interest and repayments and £8.0m in dividends.
Cordiant Digital Infrastructure Limited Annual Report 2025
Strategic report Governance Financial statements Additional informationIntroduction
26
Emitel
infrastructure. EM Cast operates 48 sites,
including 11 owned tower sites, providing
MNOhosting services and analogue and digital
radio emissions. Both acquisitions are expected
to be highly accretive with significant operating
cost synergies.
In March 2025, Emitel and EM Cast renewed
existing contractual arrangements with Polish
Radio covering 157 emissions with a monthly
fee increase of more than 7%, acquiring one
additional emission from a competitor in
the process. The new contract is for a term
of 40months and commenced at the end
of May2025, and exceeds PLN 100 million
(£19.4million) in value before the application
ofindexation.
Emitel agreed a new long-term agreement
with Orange Poland to construct hundreds
of new telecommunications towers for the
mobile network operator over the next few
years. Orange Poland has committed to pay
a recurring fee under a long-term contract for
each site built based on industry-standard
terms. In addition, Emitel can sell the remaining
space on each tower to other mobile network
operators to increase the profitability of
each site. Emitel is now expected to grow its
nationwide tower portfolio to well over 1,000
sites from766 sites as of 31 March 2025.
Emitel also continues to develop modern
distributed antenna systems that enable the
delivery of telecommunications signals in
places where traditional radio networks are
weak or insufficient. In 2024, Emitel further
deployed such projects in public buildings,
large-format stores and warehouse facilities,
increasing revenues in this area. It is observing
increased interest in distributed antenna
systems from mobile operators and real estate
owners. Emitel expects further growth in this
product line.
On 31 December 2024, Andrzej Kozłowski
stepped down from the role of CEO and was
replaced by former CFO, Maciej Pilipczuk.
Andrzej Kozłowski has remained with the
company, joining its supervisory board, and
the position of CFO has been filled by Maciej
Gumulski, formerly financial controller.
Outlook
The growth in demand for modern digital
infrastructure in Poland, the sixth largest
EU economy, is being fuelled by rapid
economic growth driven by strong household
consumption, increased government spending,
and a positive contribution from EU funds.
In 2024, Poland was a standout performer in
Europe recording GDP growth of 2.9%, well
above the EU average of 0.9%. Economists
expect growth in 2025 to be even higher and
the IMF is forecasting that in 2026, income per
capita will be higher in Poland than in Japan.
Emitel remains well positioned to benefit from
these positive trends in Poland.
Review of portfolio companies
Ślęża Radio & Television Tower,
Sobótka, Poland.
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Financial performance
CRA had a strong performance for the year.
Revenue for the 12 months to 31March2025
increased by 13.9% to CZK2.9billion
(£95.7million at average exchange rates
for theyear) and EBITDA (IFRS 16 basis)
increasedby 10.2% to CZK1.4billion
(£46.7million at average exchange rates
fortheyear).
These strong results were primarily driven
by organic growth and the contribution of
Cloud4com, acquired in January2024.
This acquisition has significantly exceeded
expectations in the period of ownership to
date.Excluding the effects of this acquisition,
revenue grew 7.2% and EBITDA grew 4.4%
over the same period. Post year end, CRA
paid the agreed earnout of CZK 485 million
(£16.3million), relating to the acquisition.
CRA
Multi-asset platform
Czech Republic
(acquired April 2021)
Miloš Mastník
Chief Executive Officer, České Radiokomunikace
The increase in revenue and EBITDA also
reflected a strong performance across all of
CRA’s business lines. In broadcast, growth
was primarily driven by higher inflation
indexation feeding through compared to last
year and the contribution from additional new
customer TV channels. Organic data centre
and cloud earnings also continued to grow
strongly. Effective cost control, particularly
personnel and energy costs, positively
impactedEBITDAperformance.
CRA also saw continued demand for its existing
data centre capacity, as measured in racks
occupied (+10% ) and power (+7% ). This partly
reflected the completion of DC Cukrák, together
with robust demand dynamics from new and
existing customers.
Due to the growth of CRA’s other business
lines since its acquisition, Digital TV broadcast
infrastructure now accounts for 32.1%of
total revenue, demonstrating continued
diversification of the business.
Cash balances increased to CZK537million
(£18.0million) at 31 March 2025 from
CZK362million a year earlier. This increase
reflected strong cash generation during the year.
CRA also received CZK 28.6 million
(£1.0million) in proceeds relating to the sale
of redundant land. CRA’s land bank includes
sites of old broadcast infrastructure that
couldbe repurposed for residential, industrial
and/or commercial uses. CRA has identified
further real estate sites in its portfolio no longer
requiredfor the business which could have
considerable alternative use value and the
potential to yield cash proceeds to the business
in the future if sold, substantially in excess of
amount already received.
CRA’s third-party bank debt was fully
refinanced in August 2024 with a group of
leading international and local lenders. The
tenor of all facilities was extended to August
2030 and additional undrawn revolving credit
facilities of CZK1.1billion (£36.9million) were
secured. The new debt package has a margin
of 2.00% over PRIBOR, which could reduce to
1.75% depending on net leverage. New interest
rate hedging for the full tenor of CRA’s term
debt was implemented, fixing 50% of the loan’s
interest at an average all-in rate of c.5.6% until
August2030.
At 31 March 2025, third party debt outstanding
totalled CZK3.9billion (£130.9million). As
measured as a multiple of EBITDA (IFRS 16
basis), CRA’s net debt is 2.4x LTM 31 March
2025 EBITDA (IFRS 16 basis).
Operations
CRA continued the buildout of its fast-growing
data centre business. Capacity at its newest
edge data centre at Cukrák, outside Prague,
has now been mostly sold to the world’s
largest independent cloud gaming provider,
Boosteroid, supporting the gaming service’s
£305.9m
Original cost
£385.9m
Value at 1 April 2024
£46.8m
Unrealised value gain in the year
£429.0m
Value at 31 March 2025
£(3.7)m
Unrealised foreign exchange
loss in the year
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CRA
Klet transmitter, Chlum,
CzechRepublic.
expansion in the Czech Republic. Due to
demand for additional data centre capacity
in the country, CRA began the expansion of
a facility at one of CRA’s broadcast towers
in the Prague Žižkov district. It is expected
that this will open before the end of 2025 and
increase CRA’s data centre capacity by 1.3MW
at an incremental cost of c.CZK200million
(£6.7million).
Development of the 26MW flagship Prague
Gateway data centre at Zbraslav continues
following receipt from the relevant authorities
of the formal zoning permit in December2024
and the sewage building permit in March 2025.
Preparatory ground works are about to begin in
advance of the building construction. In parallel,
initial discussions are being held with potential
anchor tenants for the facility. Prior to receiving the
zoning permit, CRA received and subsequently
rejected an unsolicited non-binding expression
of interest from a European data centre operator
to acquire the entire development. In line with its
prudent approach to valuation, other than the
development costs of the project, the Company
has not yet included in its valuation the potential
positive effect that this new data centre could
bring to CRA.
In March 2025, CRA extended its contract
with the public broadcaster, Czech Radio, to
31October2033, covering four nationwide FM
radio stations. In addition, CRA extended FM
radio contracts with three major commercial
broadcasters under long-term agreements.
In addition, CRA substantially completed
construction of the commercial DAB+ radio
network in the country, now broadcasting
from31 transmitters, reaching 83.4% of the
Czech population. CRA has signed and
launched 12 commercial radio stations and73%
of the network’s capacity has now been sold.
In relation to TV broadcasting, CRA also signed
a contract for the largest national OTT platform,
providing a full scope of video on demand
services and content delivery to c.1.8 million
households under a new combined platform.
The newly formed platform is expected to be
second only to Netflix in the Czech market.
The contract was signed with O2 Czech for
five years with total value of between CZK 180
million and up to CZK 250 million should certain
volume milestones be achieved.
CRA continues to respond to a complex long
running dispute relating to the valuation of a
family’s purported former shareholding in a
predecessor entity to CRA, arising out of a
statutory minority squeeze-out process in
2005. In February 2025, a first instance ruling
against CRA was delivered by the Prague
Municipal Court. CRA has since appealed
multiple aspects of the judgment, which
suspends its effect until the appeal is decided.
The judgment established a revised valuation
for the shares and thus that CRA should pay an
additional amount for the plaintiff’s transferred
shares, together with interest and costs (to be
determined). CRA’s and the Company’s view,
supported by external counsel, continues to be
that the judgment is flawed, and that CRA has
strong arguments in relation to the valuation, as
well as significant substantive and procedural
matters. Further updates will be made when
there are material developments in the dispute.
Outlook
Inflation in the Czech Republic in 2024 was
2.4%. For those revenue contracts with inflation
escalation built in, this will typically take effect
from 1 January 2025. 70% of CRA’s revenue has
either full or partial inflation linkage.
The data centre and cloud businesses are
expected to continue to grow revenues and
EBITDA as vacant space is utilised and a
higher volume of cloud services are sold. The
‘stickiness’ of data centre and cloud contracts
with customers is one of the key attractions
of this business unit to CRA, in addition to the
nature of a young but fast-growing market.
CRA, as part of its effort to maximise its
overallDTT revenue potential, will pilot with
a few customers in the next few months,
waysto both commercialise its viewership
data and maximise advertising revenue on its
HbbTVplatform.
Review of portfolio companies
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Financial performance
Speed Fibre performed to plan in its
financial year to 31 December 2024.
Revenues increasedby 1.1% to €79.5million
(£67.3millionat average exchange rates
for the year) and EBITDA increased 3.7%
to €24.7million (£20.9million at average
exchangerates for theyear).
The increase in EBITDA was primarily driven
by recurring revenues from fibre and wireless
backhaul sales and effective cost control
duringthe period.
At 31 March 2025, Speed Fibre had
€8.3millionof cash (£7.0million) and
gross debtof €119.2million (£99.8 million)
comprisinga term loan of €100million and
drawn RCF of €19.2million, both due for
repayment in June2029.
The interest on Speed Fibre’s term loan is
85%fixed and the interest on the RCF is all
floating rate.
In July 2024, the Company repaid the vendor
loan note of €29.6 million (£25.5 million), used
to finance the acquisition of Speed Fibre, in full
outof cash on hand.
Operations
During the 2024 year, Speed Fibre continued to
add capacity and connect new customers. The
company continues its programmatic efforts to
manage and reduce costs and optimise network
efficiency and service delivery.
In 2024, Speed Fibre deployed €11.5 million of
growth capital expenditure to further build out
its fibre network and connect new customers.
In June 2024, Speed Fibre won a new 5+2 year
contract with National Broadband Ireland (NBI)
following a nationwide tender to provide national
backhaul connectivity for its fibre network
throughout the Republic of Ireland andwill
further future proof Speed Fibre’s product
offering by increasing capacity in the network
provided by Speed Fibre’s wholesale arm Enet.
In November 2024, Enet was pleased to agree
a 20-year IRU (indefeasible right of use) worth
€4.5 million (£3.8 million) which will be used
by a large international enterprise business.
This covers the build of new, and the lease of
existing, duct infrastructure totalling 15.4km in
Dublin. The new build element of the contract
delivers a new Enet route with opportunities
forincremental revenue and cost savings
relating to connectivity to businesses and
mobile towers along the route. The new
contractalso cements a major partnership
involving this global business and opens
thedoor for future opportunities involving a
global business.
In February 2025, Speed Fibre entered into
an agreement to acquire BT Communications
Ireland Limited (BTCIL), the wholesale and
enterprise business unit of BT Ireland, for an
enterprise value of €22 million. BTCIL provides
wholesale fibre and B2B connectivity to
c.400 customers in the telecoms, enterprise
and government sectors in Ireland across a
c.3,400km network of managed fibre.
The acquisition is expected to enhance Speed
Fibre’s ability to deliver advanced connectivity
solutions through the integration of BTCIL’s
complementary capabilities and domestic
customer base. By combining resources,
Speed Fibre expects to achieve greater
operational efficiencies and deliver a broader
range of connectivity products and services for
customers across Ireland.
BTCIL generated core adjusted
2
revenues
of €57.6million in the 12 months ending
Speed Fibre
Fibre infrastructure platform
Ireland
(acquired October 2023)
Peter McCarthy
Chief Executive Officer, Speed Fibre Group
£55.0m
1
Original cost
£25.5m
Net repayment of vendor loan note inthe year
£6.3m
Unrealised value gain in the year
£(1.9)m
Unrealised foreign exchange
loss in the year
£87.3m
Value at 31 March 2025
1
Net of €4.0 million (£3.4 million) of accrued deferred
consideration that was no longer required to be paid,
andreported net of £25.5 million vendor loan note.
Review of portfolio companies
2
BTCIL revenues adjusted for exclusion of exiting
customer and non-core products.
£60.8m
Value at 1 April 2024
£(3.4)m
Deferred acquisition consideration not required
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30September2024. Pro forma core adjusted
revenues for the combined Speed Fibre and
BTCIL group would have been €144.8million in
the same 12-month period.
Shortly after the Company’s year end, the
transaction was cleared by the Competition
andConsumer Protection Commission in
Ireland. Speed Fibre and BT continue to work
on the remaining closing conditions and expect
to complete the transaction later in 2025. The
acquisition will be financed by a combination
of SpeedFibre’s existing cash resources, its
senior revolving credit facility and cash from
theCompany.
Outlook
Market demand pressure to increase digital
infrastructure in Ireland continues with the
evolution of the country’s data intensive
industries including financial services,
pharmaceuticals and technology. Analysts
project continued growth in fixed broadband,
cloud services, enterprise, AI, and mobile data
usage, with attendant data centre capacity
additions and increased power intensity.
SpeedFibre is poised to support the need
for high capacity fibre commensurate with
changing demand dynamics.
The acquisition of BTCIL is expected to
enhanceSpeed Fibre’s ability to support
the growing connectivity and service needs
of hyperscale and edge data centres,
multi-nationals and local Irish businesses as
well as government agencies. Once completed,
this addition to the Speed Fibre platform,
represents a significant step in the Company’s
strategy to build platform scale in key digital
markets such as Ireland.
Speed Fibre
Review of portfolio companies
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Review of portfolio companies
£76.9m
Original cost
£0.7m
Unrealised foreign exchange
gain in the year
£77.6m
Value at 31 March 2025
Datacenter United (DCU)
Data centre business
Belgium
(acquired February 2025)
The acquisition of DCU and its concurrent
acquisition of Proximus’ data centre operations
(subsequently renamed DCU Brussels) was
signed by the Company in October 2024, and
completed in February 2025. In partnership
with TINC, the Belgian infrastructure investor,
the Company has acquired a 47.5% economic
(50% voting) interest in DCU for a total equity
consideration of €93.2million (£76.9million),
funded by drawdowns on the Company’s fund
level debtfacilities.
Following the completion of both transactions,
the Company and TINC each hold a 47.5%
economic interest and 50% of the voting rights in
the share capital of DCU and DCU’s CEO, Friso
Haringsma, holds a 5.0% non-voting economic
interest. The InvestmentManager is continuing
to explore investment alongside the Company
by a separate Cordiant-managed fund.
The combined group has 13MW of IT power,
comprising nine Tier III/IV data centres across
eight locations from DCU Invest and four data
centres across three locations from DCU
Brussels. The combined group has capacity
expansion potential of an additional 11MW,
mostof which could be built across the existing
11 locations.
DCU is the sixth Digital Infrastructure asset
acquired by the Company since its launch
in 2021 and is consistent with its investment
strategy of buying cash flow generating
platforms capable of growth under its Buy,
Build & Grow model. The acquisition further
diversifies the Company’s portfolio on a
sub-sector and geographic basis and offers
significant expansion opportunities.
Operations
Post completion, DCU’s senior management
team has been bolstered as planned with the
positions of chief financial officer and general
counsel being filled. The broader team has
been put in place to manage the much larger
combined business and execute on the
commercial strategy.
The integration of the two businesses is
progressing smoothly, with key milestones
being delivered on schedule. Operational
alignment is on track, and early collaboration
across teams has reinforced our confidence in
the long-term strategic and financial potential
ofthe combined group.
A long-term, inflation-linked master services
agreement commenced in February 2025
between Proximus and DCU for ten years with
two five-year extension options. Proximus,
as adirect customer, uses over 35% of the
combined group’s IT power capacity. Other
customers across the combined group include
a mix of blue-chip corporates and government
bodies, such as Pfizer, Telenet, Atos and the
European Commission.
DCU is also in the process of refinancing its
existing external debt facilities to provide further
funding for data centre expansion and expects
to complete this transaction later in 2025.
Outlook
Belgium is becoming a prime European
edge and colocation market on the back of
growing IT outsourcing demand from existing
businesses, as well as data requirements from
critical government institutions such as the
EU and NATO. The sales pipeline for DCU is
healthy and the company is reviewing numerous
opportunities for expansion of the data centre
portfolio both organically and inorganically.
Friso Haringsma
Chief Executive Officer, Datacenter United
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Review of portfolio companies
Datacenter United
DCO, Oostkamp, Belgium.
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Financial performance
During the year, Hudson saw revenue increase
by 2.9% to $22.9million (£18.0million at average
exchange rates for the year), despite a decrease
in revenue from the pass-through of electricity
costs. EBITDA loss reduced by 6.8%to
$(4.1)million (loss of £(3.2)million at average
exchange rates for the year). The reduced loss
was a result of new business wins, cost control
and operational improvements implemented by
Interim CEO Atul Roy and his team at Hudson.
The business received orders from both existing
customers expanding their footprint in the data
centre and new customers. Key contract wins
included expansion from existing IT providers
and the entrance of new customers such
as Sinewave, Latitude and Primcast. Cross
connect revenue more than doubled year-over-
year. Hudson also received positive customer
feedback from several blue chip customers
throughout the year for the support provided in
customers’ cutover, installations and day-to-day
operations by the Hudson onsite team.
Capacity utilisation of the sixth floor has
increased by 46% to 535kW of power. In total,
space utilisation is now at 64% of the fifth and
sixth floors. The fifth floor remains fully occupied
by the anchor tenant, Digital Realty Trust.
While the pace of new sales has continued to
be slower than the Investment Manager had
hoped for, Hudson has met last year’s EBITDA
target and has very limited ready-for-sale
space and power for new customers. The
Investment Manager has therefore approved a
new investment of $16.6million (£12.8million)
in Hudson to build two new data halls on the
sixth floor to expand power capacity by 2MW.
Additional capacity for customers will be
available from as early as January 2026 and
the project is being funded by the Company’s
holding company debt facilities. A subset of
these two data halls will have the capability to
service high-density power requirements of up
to 40kW per rack. This is being driven by the
customer demand that the team has seen during
the last year. The Company expects to earn a
high rate of return on this new investment.
Hudson, meanwhile, is creating a transitionary
expansion area utilising existing surplus power
and cooling capacity, which will be available
from September 2025, enabling the sales team
to continue selling capacity.
Operations
Management continues to explore options to
take the business forward, including M&A,
technological improvements, and engaging
with various stakeholders to increase the value
of the asset. The team is now increasingly active
in the market, with an ongoing campaign to
target customers in the financial and AI driven
sectors where low latency interconnection and
colocation are required.
Outlook
Hudson remains an attractive opportunity for
growth and while the asset is unlikely to show
positive EBITDA in the next 12 months, the
investment in the new data halls will enable the
business to build greater scale and support its
pathway to profitability.
Hudson
Interconnect data centre
New York
(acquired January 2022)
Atul Roy
Interim Chief Executive Officer, Hudson
£55.8m
Original cost
£42.3m
Value at 1 April 2024
£3.4m
Further investment by the Company
in the year
£(8.4)m
Unrealised value loss in the year
£(1.1)m
Unrealised foreign exchange
loss in the year
£36.2m
Value at 31 March 2025
60 Hudson Street, New York.
Review of portfolio companies
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£5.2m
Original cost
£5.2m
Value at 1 April 2024
£0.9m
Unrealised value gain in the year
£(0.1)m
Unrealised foreign exchange
loss in the year
£6.0m
Value at 31 March 2025
Belgian Tower Company (BTC)
Colocation services
Belgium
(acquired January 2024)
Belgian Tower Company
1
(BTC) operates
nineactive communication towers in Belgium.
BTCrecently completed initial 5G broadcast
trials as part of a consortium to demonstrate
the potential for the new technology to enhance
services and provide greater efficiencies in
theuse of scarce electromagnetic spectrum.
BTC is planning further trials in 2025 with DPG
Media, the largest commercial broadcaster
inFlanders.
BTC is working with several other European
operators including TDF, Media Broadcast
and Rai Way to showcase the technology to
the EU in Brussels. This technology will enable
BTC to offer additional services to broadcast
customers. The work is aligned with similar
trialsin the Czech Republic and Poland involving
the Company’s other portfolio companies,
CRA and Emitel. BTC is also in discussions with
leading mobile handset manufacturers to align
product release plans with the roll-out of 5G
broadcast technology.
BTC is a cash generative business, and the
Company expects it to deliver an attractive
payback period. At 31March2025, BTC had
€1.7 million (£1.5 million) in cash on the balance
sheet and post year end paid a dividend to the
Company of €0.6million (£0.5million).
5G broadcast technology opens the potential
to offer additional services to broadcasters
and mobile operators to meet the growing
demand for watching video content on the
move. Video content already drives the most
traffic on public mobile networks, accounting
for around two-thirds of overall global mobile
data consumption. 5G broadcast technology
has been developed to significantlyimprove
efficiencies in the use of the electromagnetic
spectrum used to wirelesslydistribute video
and other content, itisalso kinder to the planet,
with up to ten timesless GHG emissions
than alternative distribution platforms. The
technology can be overlaid using existing
broadcast assets with minimal upgrades.
Sint-Pieters-Leeuw Transmission
Tower, Sint-Pieters-Leeuw, Belgium.
Review of portfolio companies
Bart Bosmans
Chief Executive Officer, Belgian Tower Company
1
Formerly called Norkring België.
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Notes:
The sustainability data quoted in this ESG section is for
the calendar year 1 January 2024 – 31 December 2024.
To improve clarity, the dates used have been adjusted to
reflect the periods to which the data is attributed.
The ESG KPIs presented in this ESG section reflect
aggregated KPIs from Emitel, CRA, Speed Fibre,
Hudson,and BTC. Due to the timing of its acquisition,
collection of DCU sustainability data is still ongoing
andithas not been included.
1
The portfolio companies’ GHG emissions are
attributedto the Company using the PCAF’s Global
GHGAccounting and Reporting Standard for the
Financial Industry. For the full ESG data reporting
methodology, please see the Company’s Responsible
Investment Report, available on the Company’s website.
2
Figures based on partial data, reflecting 96% of the
valueof the Company’s investments.
Unlocking potential
anddriving financial
success
“Long-term resiliency is core to the Buy, Build & Grow model
and we believe that a responsible approach to business is key to
unlocking potential and driving financial success. To that end, we
continued during the year to engage with and support our portfolio
companies on sustainability, with emphasis placed on attaining
practical climate-related results. We believe that recognising the
opportunitiesthat enhanced sustainability can bring will strengthen
our businesses andbetter position them for on-going success.”
Lori Trotter
Head of ESG, Investment Manager
73%
2023: 68%
Renewable energy
(incl. electricity and fuel)
consumption
3,128 MWh
2023: 2,480MWh
Renewable energy
produced
57.6
2023: 75.9
GHG emission intensity
Scope 1 & 2
1
(metric tonnes
(t)CO
2
e/£m revenue)
84%
Non-hazardous waste recycled
2
100%
Hazardous waste recycled
2
Environmental, social and governance (ESG)
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Praděd TV Tower,
CzechRepublic.
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ESG
Introduction
Identified ascentraltofacilitating the attainment of three-quarters
of theUN’s Sustainable Development Goals (SDGs), Digital
Infrastructure is a fundamental enabler of modern life. As
societies become increasingly reliant on digital technology,
robust infrastructure is essential, not only for economic growth
and innovation, but also for security, ensuring social inclusion
and a sustainable development.
There is a growing imperative to align technological
advancements with a careful consideration of their
environmentalimpact. The rapid evolution of artificial
intelligenceand its applications, along with the growing
volume ofdata exchanged, is driving an increasing demand
forresources, something that the Company is aware of and
actively considers. This awareness underpins our ESG and
responsible investment strategy and as such, the Company’s
approach seeks to mitigate, within reasonable efforts,the
potential environmental and climate-related implications of
itsactivities.
In pursuit of this objective, the Company is committed
to fosteringenvironmental stewardship at the network,
asset andoperational levels, primarily throughthe use of
renewable energy and implementation of energy efficient
initiatives. Inthisregard, the portfolio has continued to make
progress. Renewable energy as a percentage of totalenergy
consumption,has increased for a second consecutive year.
Innovation is also a key priority for our portfolio companies,
with continued focus on the development and deployment of
technologies, such as 5G, LoRaWAN, and DAB+. By leveraging
existing infrastructure and technical expertise, theCompany
seeks to drive innovation in a way that supports both progress
and environmental responsibility.
Due attention is also given to other material ESG related risks
andopportunities, such as the health and safety of those working
for or engaged by the Company and the portfoliocompanies,
engagement and participation in the development of local
communities, as well as the creation and implementation of robust
and transparent corporate governance practices. The Company
and Investment Manager aimtopro-actively identify risks and
opportunities and engagewithportfolio companies accordingly
inresponse tothese.
The Board is responsible for overseeing the Company, its
activities, and its investments, which include the responsible
investment strategy and its implementation. The day-to-day
management and integration of the Company’s responsible
investment policy and associated practices and procedures
isconducted by the Investment Manager.
Responsible investment strategy
Responsible investment is central to the Company’s investment
strategy. To this end, the Company’s responsible investment
approach focuses on three guiding principles, with emphasis
onclimate-related risks and opportunities. These principles
reflect the unique challenges of the Digital Infrastructure sector.
First, the Company seeks to reduce the carbon footprint of the
operations of its portfolio companies. It aims at improving
networkdesign and investing in lower-emissions technologies.
A central element of the Company’s strategy has always been
the integration of renewable energy when and if possible and
the portfolio companies have continued improving their results
over the years. A second area of focus is the advancement of
connectivity and investment in technologies, such as the use of
broadcast in the roll-out of 5G, that allow for the development
of more sustainable societies. Finally, the Company promotes
access to economic opportunities for all businesses and
households through improving digital inclusion.
ESG risk and opportunity management
ESG considerations are an integral part of the Company’s risk
management and value creation process. This assessment
approach takes into account both agnostic indicators, as well as
sector-specific elements, in order to identify and assess material
risks and opportunities, tailored to the stage, size and location of
each investment.
The Company considers investments where active
engagementcan support the generation of positive impact
aligned with selected SDGs. At all stages of the investment
process and portfolio management, the Investment Manager
integrates an assessment of material ESG-related risks and
opportunities and applies an impact lens to evaluate and manage
risks and opportunities.
DCO, Oostkamp, Belgium.
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ESG
SDG alignment – climate focus
Sustainability overview
Positive external impacts
Specific SDG targets Our actions
9.1
9.4
9.c
The Company promotes updating and developing Digital
Infrastructure to make it more resilient, promoting inclusive and
sustainable industrialisation and fostering innovation.
Positive internal impacts
Specific SDG targets Our actions
7.2
7.3
The Company aims for portfolio companies to adopt energy
efficient measures and practices and targets the increased
adoption of renewable energy sources into the energy
supplymix.
13.1
13.2
In addition to the measures to reduce GHG emissions, the
Company and the Investment Manager support portfolio
companies in measuring GHG emissions and, where needed,
seeks to implement adaptation measures.
Sustainability guiding principles
The Company’s responsible investment strategy centres on the promotion of three ‘guiding principles’, specifically tailored to the
sector – focusing on climate change impact.
1. The need to reduce the carbon footprint of the digital
economy, predominantly focusing on;
a. enabling efficient network design
The Company’s underlying broadcast assets have the lowest
energy consumption,and significantly lower GHG emissions,
compared to other methods of content distribution.
2. The need to reduce the carbon footprint of society,
throughenhanced communications and connectivity,
such as the application of technologies to develop more
sustainable cities
b. integrating renewable energy, where possible targeting
100% renewable energy
During the period, the portfolio increased renewable energy (incl.
electricity and fuel) as a percentage of total consumption from
68% last year to 73%.
3. The need to better connect businesses and households to
the digital economy, supporting enhanced opportunity and
economic activity
c. improving energy efficiency at the network component level
Supporting portfolio companies to repurpose existing
facilities and improve efficiency of data centres.
A three key lynchpin approach is applied to current and
prospective investments:
1) Screening – identification of sustainability gaps and risks.
2) Management – constructive engagement with investee
companies when ESG risks, opportunities and impact
performance require it, and
3) Tracking – data capture, ongoing monitoring and
annualreporting.
Active and collaborative engagement
The Company views active engagement not only as a tool for
risk mitigation, but also as a vital long-term driver of value.
The Company engages regularly with investee companies on
matters that have a material impact on their operations, including
sustainability. Elements to which the Company pays particular
attention are the evolving regulatory environment in which the
portfolio companies operate and their exposure to transition
and physical risks. Consequently, regular engagement with the
investees is focused on these elements.
This engagement is structured within the ESG principles and
standards developed by the Investment Manager, ensuring
consistent alignment across the portfolio. Leveraging the
experience of the Investment Manager’s dedicated ESG and
Impact Team, bespoke action plans are implemented, when
needed, to capitalise on opportunities and mitigate risks,
while also improving the climate performance of the portfolio
companies, aligning it to industrial best practices and standards.
Climate Focus and Energy Usage
Climate-related consideration are central to the Company’s
wider responsible investment strategy. Cognisant of the energy
requirements of Digital Infrastructure assets and their impact on
Scope 2 emissions, the Company has focused on encouraging
greater use of renewable energy by the portfolio companies in
their operations.
As a consequence, during the year to 31 December 2024, 73%
of the energy consumed by the Company’s portfolio companies
had been obtained from renewable sources, marking clear
progressfrom the 68% achieved in the previous year. Emitel
exceeded its target of 63%, reaching 80% renewable energy
use. CRA reached 99% and Speed Fibre sourced 97% electricity
supplied from green sources. The remaining portfolio companies
continue to explore renewable options, with BTC and DCU
evaluating sourcing strategies.
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ESG
thedisclosure and the responsible investment strategy
implemented by the Company. The disclosure within the
report is based on information where available and against
the recommendations of the TCFD but due to limitations in
information and assessment it should not be regarded as fully
compliant with all of the guidelines.
The Company and the Investment Manager support the
objectives of the TNFD and are exploring ways to incorporate
nature-related considerations into their approach. The Company
will be including its first TNFD disclosures in its Responsible
Most of the Company’s porfolio companies have implemented
or are implementing strict environmental management systems,
according to ISO 14001 norms. CRA has also adopted energy
management systems based on ISO 50001. Inaddition to this,
some investee companies have expanded their on-site solar
photovoltaic (PV) initiatives. Emitel piloted solar PV panels at
several locations and increased its production of renewable
energy by 26%, installing solar PV panels at additional sites.
CRA also piloted onsite solar PV. In addition, energy efficiency
measures were implemented by other portfolio companies,
through initiatives such as the reuse of waste heat, the utilisation
of transmitters with higher efficiency replacement and the use of
free cooling technology.
Carbon Emissions and Decarbonisation
The Company aims to reduce emissions, where reasonably
practicable. Focused on limiting Scope 2 emissions,
portfolio-wide efforts led to a 21% reduction in combined
Scope1and 2 emissions. Emission intensity also decreased
significantly; by approximatively 24% when compared to the
previous period, refecting a more carbon-efficient operational
profile across the portfolio.
Several portfolio companies have taken targeted steps to
advance their decarbonisation efforts. Speed Fibre started to
develop its net zero pathway, with periodic reduction targets
inline with Ireland’s overall 2030 and 2050 reduction targets
overScope 1 and 2 emissions. Similarly, CRA and Emitel are
working on developing a decarbonisation framework for their
operations. DCU, the Company’s newest investment, is aiming
at achieving a level of 50% renewable energy in its operations
bythe end of 2025 and 100% by 2030.
Responsible Investment Policy
The Company adheres to a responsible investment
policy tailoredto the realities of the Digital Infrastructure
sector. Moreinformation, including the full policy and
relateddisclosures,is available on the Company’s website:
www.cordiantdigitaltrust.com.
Thispolicy is shaped by leading global standards and
frameworks adopted by the Investment Manager. It is
implemented by the Investment Manager, alongsideits broader
ESG approach, across portfolio companies. A signatory of
he UNPrinciples for Responsible Investment since 2008,
the Investment Manager supports initiatives such as the
Task Forceon Climate-related Financial Disclosures (TCFD),
theTaskForce on Nature-related Financial Disclosures
(TNFD)and the NZAM initiative.
Climate and Nature-related Financial Disclosures
The Company and Investment Manager support the TCFD
recommendations and have chosen to voluntarily disclose
against and implement, where reasonably practicable,
itsrecommendations. The Company’s disclosure, consistent
withthe TCFD recommendations, will be published in its
Responsible Investment Report, available on the Company’s
website. This has been done to provide greater context to
Energy (incl. electricity and fuel) consumption
Asset
Energy
consumption
1
(MWh)
Renewable
energy
%
Emitel 91,176 80%
CRA 50,403 89%
Speed Fibre 4,412 77%
Hudson 17,03 0 0%
BTC 3,586 0%
Total twelve months to 31 December 2024 166,607 73%
2023 155,784 68%
GHG emissions
Asset
2
Scope 1
(metric tonnes
(t)CO
2
e)
Scope 2
(metric tonnes
(t)CO
2
e)
GHG emissions intensity
(Scope 1 & 2)
(metric tonnes
(t)CO
2
e/£m revenue)
Emitel 1,744
V
6,637
V
64.8
CRA 1,092
E
251
E
14.0
Speed Fibre 203
V
31
V
3.5
Hudson 13
E
7,515
E
419.0
BTC 40
E
640
E
142.0
Total twelve months to 31 December 2024 3,092 15,074 57.6
2023 4,208 18,660 75.9
Note:
V
Emissions presented for a portfolio company have been verified by a third party.
E
Emissions presented for a portfolio company have been estimated.
1
Total energy includes fleet fuel consumption.
2
The portfolio companies’ GHG emissions are attributed to the Company using the PCAF’s Global GHG Accounting and Reporting Standard for the
FinancialIndustry. The portfolio companies’ GHG emissions are attributed to the Company using the PCAF’s Global GHG Accounting and Reporting
Standardfor the Financial Industry. For the full ESG data reporting methodology, please see the Company’s ESG Report, available on the Company’s website.
Scope 2 emissions are market-based Scope 2 emissions.
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ESG
Portfolio indicators
Sustainability overview
Sustainability characteristics
Emitel CRA
Speed
Fibre Hudson BTC
Sustainability policy Yes Yes Yes In progress In progress
Sustainability targets Yes Yes Yes In progress In progress
Measurement of sustainability indicators Yes Yes Yes Yes Yes
Dedicated sustainability report Yes Yes Yes No No
Note: The assessment applied to Hudson and BTC has changed following an update of the Investment Manager’s standards required for a sustainability policy.
Duringthe next period, efforts will be focused on developing sustainability policies and targets adapted to the realities of the companies.
Investment Report, to reflect its commitment to greater
transparency and as a tool of reporting on its efforts of integrating
biodiversity considerations in its activity.
Responsible Investment Report
The Company publishes a standalone annual Responsible
Investment Report. This report provides detailedinformation
onthe integration of responsible investment practices
acrosstheportfolio companies and in the investment
process.This report is available on the Company’s website:
www.cordiantdigitaltrust.com.
Sustainable Finance Disclosure Regulation (SFDR)
The Company has been designated an Article 8 financial
productand promotes environmental and social
characteristicsboth in its investment processes and its
engagement with portfolio companies. A particular focus is
placed on the reductionof negative climate impact, namely
through the integration of renewable energy and the promotion
ofenvironmentally efficient operations.
The Company’s periodic disclosure and a voluntary
disclosureofthe principal adverse impact indicators can be
found in this annual report.
Sustainable Disclosure Regulation (SDR)
During 2024 the FCA’s SDR came into force. As the Company
isdomiciled in Guernsey, at the time of this report it is not in
scopeof FCA’s investment labelling and disclosure requirements
under the SDR.
The Investment Manager will continue to monitor the FCA’s
approach to SDR and its applicability to the Company and
disclosure requirements for theCompany.
While not being in scope of the SDR, the Company, the
Boardandthe Investment Manager support the FCA’s
efforts toenhance sustainability transparency and combat
greenwashing.
Corporate Sustainability Reporting Directive (CSRD)
The EU’s CSRD expands upon the disclosures and scope
of non-financial reporting requirements for businesses.
TheInvestment Manager and the portfolio companies
continuetomonitor if they are inscope of the stages of the
regulation and theirdisclosure.
Subsequent to the ending of the period, the European
Parliamentapproved the ‘stop-the-clock’ directive – the
part ofthe Omnibus Package impacting reporting timelines.
Itisnowpending approval from the European Council,
whichhaspreviously endorsed the same text. The Package,
if adopted,would postpone the obligations of the CSRD for
Wave2 and 3 companies. The Investment Manager and
portfoliocompanies are currently monitoring the approval of
theOmnibus Package and the disclosure obligations of the
portfolio companies.
Responsible investing approach framed by internationally recognised standards
UN Principles for Responsible Investment Adopted best practice
— In 2008, the Investment Manager became a signatory of
the UN PRI – publicly committing to implementing a global
standard for managing investments with sustainability in mind.
— As a signatory, the Investment Manager aims to work towards
contributing to a more financial system.
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ESG
Section 172 statement
The Company’s impact on stakeholders and the long-term
consequences of any decision are taken into consideration by
the Board when making that decision. Decision-making is guided
by the Company’s purpose: to generate attractive risk-adjusted
returns in a sustainable and responsible manner taking into
account our stakeholders. In performing their duties during
the year, the Directors have had regard to the matters set out in
section 172(1)(a)-(f) of the Companies Act 2006. The following
disclosures set this out and form the directors’ statement required
under section 414CZA of the Act. While Section 172 applies
directly to UK domiciled companies, the AIC Code requires
that the matters set out in Section 172 are reported on by all
companies that are subject to the Code, irrespective of domicile.
Key decisions in the year to 31 March 2025
Decision Stakeholders considered as part of decisionmaking:
Capital allocation
During the year, the Board, working with the Investment Manager, has
continued to consider the different views of shareholders on capital
allocation and has sought to maintain a balanced approach to allocating
the Company’s available capital. In addition to pursuing a progressive
dividend policy and, where appropriate share buy-backs, due to the
limited capital currently available to it, the Company has prioritised
its resources and those of its portfolio companies to focus on bolt-on
acquisitions and growth capital expenditure with above-target IRRs.
Dividend policy
The Board has remained committed to the Company’s progressive
dividend policy. In June2024, it resolved to increase the Company’s
target to 4.2p per share and paid a second interim dividend for the year
ended 31March2024 of 2.2 p per share. In November 2024, the Board
resolved to pay an interim dividend of 2.1p, being 50% of the target.
Deployment of capital through acquisition
In October 2024, the Board approved the acquisition of a 47.5%
economic (50%voting) interest in DCU, which subsequently completed
in February2025. This acquisition aligns with the Company’s investment
strategy and further diversifies its portfolio by geography and asset class,
while acknowledging the Company’s capital constraints. The transaction
was achieved in partnership with TINC, the Belgian-based investor and
DCU’s management. Updates about the transaction were released
though RNSannouncements and presentations made to institutional
shareholders and analysts.
Refinancing the Company’s Eurobond and raising additionalfacilities
During the year, the Board determined that it would take active steps to
prudently manage the Company’s debt positions and extend the duration
of its financing arrangements, while retaining flexibility to continue the
growth and diversification of the portfolio in line with its Buy, Build & Grow
model. It agreed to refinance its €200 million Eurobond, which was due to
mature in September 2026, and extend its maturity to July2029, while also
agreeing additional complementary facilities totalling €175million.
Reporting on environmental, social and governance matters
The Board has continued to keep the reporting of its ESG related
obligations and related initiatives under review during the year so as to
maintain compliance with the Company’s obligations, while also seeking
to limit duplication or unnecessarily lengthy disclosure where possible.
In particular, the Board approved the allocation of reporting between this
annual report and the Responsible Investment Report.
Shareholders
The environment
Investment Manager
Service providers
Communities
Governments and regulatory bodies
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Stakeholder engagement
Key stakeholders identified
The Company has identified its key stakeholders as those
below. As a closed ended investment trust, the Company has no
employees and the Board has delegated many of its activities to
the Investment Manager and other service providers.
Shareholders – the Directors regularly engage with the
Company’s shareholders. The Chairman offers to meet
shareholders on matters such as the Company’s financial results,
strategy and governance and the other non-executive directors
are also available to meet with shareholders as appropriate,
including at the AGM. The Board is regularly briefed on and
considers feedback received from shareholders and analysts.
The Company’s website is also regularly updated and contains
comprehensive information on its activities for shareholders
and other stakeholders. Representatives from the Investment
Manager, including senior executives and members of the
ESG team, engage directly with investors throughout the
year to maintain and improve relationships. In addition, there
are opportunities for investors and analysts to meet with the
management of the portfolio companies.
The environment – the demand for connectivity and data
continues to grow, increasing the need for energy intensive Digital
Infrastructure. While Digital Infrastructure brings sustainability
benefits by bridging the digital divide and providing efficient
methods of delivering large volumes of data to large populations,
the Board and the Investment Manager are aware of the impact of
the digital sector on the environment, particularly from data centre
assets. The Company seeks to mitigate its environmental impact
and that of its portfolio companies by promoting a sustainable
approach at the network, asset and operational level, principally
through increasing the level of renewable energy consumed by the
portfolio companies, reducing pollution, evaluating their exposure
to physical risk and building resilient practices to mitigate that risk.
Investment Manager – the Board engages with the Investment
Manager and other service providers in an open and constructive
manner. As a closed-ended investment trust, the Company has
no employees and the Board has delegated many of its activities
to the Investment Manager in accordance with the Investment
Management Agreement. There is regular formal and informal
engagement between the Investment Manager and the Board
as necessary. The performance of the Investment Manager is
considered at least annually by the Management Engagement
Committee and reported to the Board
Service providers – as it has with the Investment Manager, the
Company has delegated to or relies on external service providers
in order to carry on its business activities. These include the
Company Secretary and Administrator, its corporate brokers
and other professional advisors and consultants. As with the
Investment Manager there is the opportunity to engage with these
parties during the year. The performance of certain key advisors
is also considered by the Management Engagement Committee
at least annually and reported to the Board.
Communities – the Company takes responsible investment
seriously. Generating positive community and societal impact
through investment has been a central pillar of the Company’s
and Investment Manager’s approach. The Company also
considers the communities directly impacted by its portfolio
companies’ activities and the expectations of these communities
for resilient connectivity are integrated in the Company’s strategy.
Further information on the positive impact created through the
Company’s activities can be found in the Company’s Responsible
Investment Report, which is available on the Company’s website
Government and regulatory agencies – the Company undertakes
its activities with the aim of being in full compliance with all
applicable laws and regulations. The legal, compliance and
investment professionals within the Investment Manager and the
Company’s other service providers ensure as far as practicable
that appropriate working relationships are maintained with
governmental bodies and regulators in the geographies that
have jurisdiction over the Company and its portfolio companies.
The Investment Manager is also a member of and/or signatory to
a number of internationally recognised alliances and initiatives,
that aim to further the engagement of the financial industry
and regulators in relation to sustainability and improving the
frameworks and guidance for non-financial disclosures.
“Engagement with our stakeholders is not
justa process, it is a core principle that
underpins how the Company operates.”
Shonaid Jemmett-Page
Chairman
Steven Marshall, Executive Chairman,
Cordiant Digital Infrastructure
Management, addressing
shareholders and analysts visiting
CRA’s facilities inPrague.
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We strive to create value for
our stakeholders and their
interests have influenced
decision making by the Board.
Shareholders The environment Investment Manager
What is important to them
— The Company’s share price and its NAV
— Meeting and, where possible, exceeding our
announced objective of a total return of 9%
over the longer term
— Meeting shareholder ESG requirements for
their investee companies
— Regular and transparent disclosure together
with other engagement where appropriate
— Climate change and the associated meteorological effects
— Decarbonisation of Digital Infrastructure
— Protecting biodiversity
— Sustainable urban development
— Global non-financial disclosure standards to accelerate the
transition towards sustainability
— Alignment with the Board on the Company’s
purpose and the strategy for its delivery
— Regular feedback from the Board on
the Investment Manager’s activities
andperformance
Ways we are engaging
— The release of annual and interim reports,
Q1and Q3 trading updates
— Investor and analyst presentations post
reporting and following material transactions
— RNS announcements
— Capital markets days
— Meetings between Board members and/or
representatives of the Investment Manager
and investors to discuss the share price,
performance, strategy and ESG matters
— Engaging with portfolio companies on environmental
management, particularly on climate-related considerations,
i.e. renewable energy, energyefficiency and site repurposing
— Annual monitoring of sustainability KPIs, performance, and
implementation of ESG action plans, where appropriate
— Assessment of exposure to and management of
environmentalrisks
— Encouraging portfolio companies to adopt internationally
recognised frameworks for the assessment of their impact on
biodiversity and nature, and integrate the results
— Each year the Management Engagement
Committee receives a report on the
performance of the Investment Manager,
which is prepared by the Administrator and
includes input from the Company’s brokers,
following which feedback is provided to the
Investment Manager
Example outcomes
— Following the release of the Company’s
Annual Report 2024, the Chairman offered
tomeet the Company’s largest investors
— During the year the Chairman, Senior
Independent Director and other
Directorsmet shareholders through this or
other initiatives
— In March 2025 the Company hosted its
second Capital Markets Day
— Presentations for shareholders and/or
analysts were held following the release
of the Company’s regular reporting
and on 25October 2024 following the
announcement ofthe acquisition of DCU
— Where appropriate, the Company, has
released both RNS and RNS Reach
announcements to provide additional
disclosure of non-material matters to
marketparticipants
— Assessed portfolio companies’ potential for decarbonisation
— Briefing and provision of feedback at portfolio company
boardmeetings and/or engagement with portfolio
companieson environmental initiatives, with a focus on
renewable energy procurement
— Assessed portfolio companies’ exposure to physical
and transition risk and developed mitigation strategies,
whereneeded
— Continued effort throughout the period by portfolio companies
to reduce their climate impact
— All portfolio companies disclosed sustainability indicators,
which were reviewed by the Investment Manager, through the
Investment Manager’s Annual Monitoring Questionnaire
— Portfolio companies CRA and Emitel, due to their scale and
operations, continued to monitor and mitigate against impacts
to biodiversity and wildlife across their sites
— Following consideration by the Management
Engagement Committee, the Investment
Manager also attends the relevant item at
Nomination Committee to discuss Investment
Manager succession
— At the request of the Chairman, the
Investment Manager participates in the
Board’s annual internal evaluation exercise.
Stakeholder engagement
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We strive to create value for
our stakeholders and their
interests have influenced
decision making by the Board.
Service providers Communities Regulatory bodies and government
What is important to them
— Clear and timely instructions
— Prompt and considered feedback
onperformance
— Payment for services in accordance with
the individual service provider’s terms and
conditions of engagement
— Bridging the digital divide and creating positive impacts
within the communities served by the portfolio companies
by ensuring reliable access to information, provided through
sustainable digital infrastructure
— Avoiding or, where not possible, mitigating any negative
impacts associated with portfolio company operations on
surrounding communities
— Compliance with our legal and
regulatoryobligations
— Where appropriate early engagement with
the relevant regulator in order to allow for
consultation and time for the regulator to
consider the matter and respond
— Participation in public consultations or other
dialogue in relation to proposed changes to
legislation to provide a market perspective
Ways we are engaging
— Each year the Management Engagement
Committee receives feedback on the
performance of the Company’s key advisors,
following which feedback is provided to
that advisor as appropriate
— Encouraging portfolio companies to assess the impact of
their strategy on their own key stakeholders e.g. health and
safety at work, developing good places to work, giving back
tocommunities, etc
— Ensuring that portfolio company activities comply with
applicable regulations to protect surrounding local
communities
— During the financial year, Emitel, CRA and Speed Fibre were
involved in philanthropic endeavours, and actively engaged
with local communities and supported community activities
— The Company and the Investment Manager
engage directly through communication with
governmental bodies and regulators and
also via industry bodies, such as the AIC
— In undertaking its activities, where necessary
the Company seeks assistance from the
relevant professional advisor, normally its
external counsel, as to the application of the
relevant law or regulation. This in turn may
require the advisor to discuss the matter with
the applicable regulator
Example outcomes
— During the year, following Management
Engagement Committee reviews, the
Investment Manager, on behalf of the
Company, commenced work on a number
of tenders in relation to advisory work
carried out by other service providers. In
February 2025, the Company announced
the appointment of Deutsche Numis as the
Company’s joint corporate broker, to work
alongside the existing joint corporate broker,
Investec and in May 2025 the Company
appointed PwC as its new tax advisor.
The portfolio companies are active participants in their
communities, to which they give back through community
outreach programmes, sponsorship of cultural, sporting and
educational projects and support of charitable activities.
Forexample:
— CRA was involved in educational initiatives by hosting students
to practice in their offices and opening their towers for tours.
CRAalso participated in and organised various events on the
roleof AI in Digital Infrastructure
— Emitel continued to support a range of charitable and
sponsorship activities for schools, NGOs and cultural institutions.
Emitel has been supporting the Women’s Football Club Warsaw
since 2022 and has decided this year to extend this cooperation
for two more years
— SFG held a ‘Volunteer week’ initiative, with teams spending time
atthe Mid-West School for the Deaf
— The Company and the Investment Manager
have both participated in the broader
marketengagement on the UK’s cost
disclosure regime, including responses
directly and via the AIC and the London
Stock Exchange to the consultations by
HMTreasury and the FCA
— The acquisition of DCU required foreign
direct investment legislation in Belgium
by the Interfederal Screening Authority
and clearance by the Competition and
ConsumerProtection Commission in
Ireland,a requirement arising as result of the
turnover of the acquiring parties in Ireland
— The Company’s advisors regularly liaise with
the London Stock Exchange in relation to
dividend payments
Stakeholder engagement
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Risk
management
process
Risk management
Risk identification, monitoring and review
Under the FCA’s Disclosure Guidance and Transparency Rules,
the Directors are required to identify those material risks to
whichthe Company is exposed and take appropriate steps to
mitigate those risks.
The Company maintains a comprehensive risk matrix, describing
the significant risks that have been identified and that could
affect the Company’s operations and those of its subsidiaries
and investments. This includes risks that were identified in a
comprehensive risk identification and assessment process which
was undertaken before the launch of the Company, together with
other risks that have been identified since IPO.
The risk matrix is maintained by the Investment Manager and
is reviewed quarterly by the Audit Committee. It is updated
whenever a new risk is identified or when the assessment of a
previously identified risk changes.
Initial risk assessment
Every risk that is identified is considered by the Investment
Manager and by the Directors, with specialist third party
advice where necessary. That assessment is both qualitative
and quantitative, considering the nature of the risk and the
likelihood of it crystallising, together with the financial, legal
and/or operational consequences if it does. For each risk,
a two-part score is assigned, assessing the likelihood and
impact on a scale of 1 (low) to 5 (high). This initial assessment
is before any risk mitigation activity.
Risk management and mitigation
The Board ensures that, to the extent practicable, effective
controls are in place to manage and mitigate the risks that have
been identified. It also ensures that a satisfactory compliance
regime exists to ensure all applicable local and international laws
and regulatory obligations are met.
Whenever a new risk is identified, following the assessment and
scoring described above, the Audit Committee considers how
best to manage the new risk. For risks whose scoring changes
as a result of a review, the Audit Committee considers whether
any previously identified mitigating factors remain appropriate
and sufficient, or whether additional controls and/or actions
arenecessary.
There are several options for managing risks once identified.
Some risks are likely to have minimal impact and the Company
may choose simply to accept them. Some risks can be shared
with or transferred to other parties, such as by purchasing
insurance. Some risks can be avoided altogether by declining to
participate in the process which gives rise to the risk, for example
by declining to make an offer for an asset where insufficient
information is available to allow a properly informed assessment
of the returns available from it. Most risks, though, are managed
by identifying mitigating factors already in place or additional
actions which can be taken, either to minimise the probability of
the risk materialising or to minimise any impact, or both.
Post-mitigation reassessment
Having assessed the options for managing risks, and having
put in place appropriate risk mitigation measures, the risks
are reassessed using the same two-part scoring system as
before to determine a post-mitigation score. This reassessment
enables the Directors to measure the effectiveness of the risk
management measures put in place, and to identify any areas
where further measures may be required.
Economic and political risks
The Company operates in international markets, and is thus
exposed to global risks including both direct and indirect
effects. Risks with direct impact include variations in rates of
interest, inflation and foreign currencies. Global events such
as political instability, international conflicts, climate change
and public health issues can also have an impact, by affecting
supply chains, customer confidence, economic growth and the
availability of skilled labour.
Business specific risks
The Company’s assets consist primarily of investments in Digital
Infrastructure assets, with a predominant focus on data centres,
mobile telecommunications/broadcast towers and fibre-optic
network assets. Its principal risks are therefore related to market
conditions in the Digital Infrastructure sector in general, but also the
particular circumstances of the businesses in which it is invested.
The Investment Manager seeks to mitigate these risks through
active asset management initiatives and carrying out due diligence
on potential targets before entering into any investments.
Investment valuation
The Company’s business model, and many of the specific
principal risks identified and shown in the table, relate to the
Investment Manager’s ability to value a business appropriately.
Risk management process
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12345
2
3
6
4
5
7
5
4
3
2
1
1
Likelihood
Impact
8
+
This is relevant at several stages in acquiring and managing
an investment:
— at the initial stage of considering whether a particular target
is an attractive investment prospect, and therefore whether
to apply resources to pursuing it;
— at the offer stage, in considering at what level to submit a bid,
setting that level high enough to be attractive to the seller
but not so high as to dilute the returns that may potentially be
achieved by the Company from the asset;
— after acquisition, in considering the performance of an
investment in delivering the Company’s target returns and
whether the investment should be retained or whether a
disposal could achieve greater shareholder value;
— when a disposal is contemplated, in determining what price
should be sought for the asset; and
— at each financial reporting date, in determining the value at
which the investment should be recognised in the Company’s
financial statements.
The Investment Manager has extensive expertise in valuing
businesses at all stages of making, holding and disposing of
investments. It has formed an Investment Committee, consisting
of senior members of the Investment Manager’s team, which
meets whenever significant decisions are required involving
making, holding or disposing of investments or in respect of
the valuation of them. That Investment Committee informs and
makes recommendations to the Board, and the Board has the
opportunity to ask questions and seek further information.
TheCompany has also appointed a third party valuations expert,
which carries out independent valuations at each half-year
financial reporting date. The key areas of risk faced by the
Company are summarised on pages 48 and 49.
Risk heat map
1 Capital markets remaining
closed to the Company
2 Insufficient capital
being available
3 Competition for assets
resulting in decreased
returns
4 Failure to achieve
investment objectives
5 Actual results being
below projections
6 Illiquidity of investments
7 Construction risk
8 Global market disruption
+
+
New risk since the Company’s
Annual Report 2024
Risk management
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Principal risks and uncertainties
The risk How we mitigate risk How the risk is changing Movement in the year
1. The capital markets may remain effectively
closed to the Company for a significant
period. As a consequence, the Company
may be unable to raise new capital and
it may therefore be unable to progress
investment opportunities.
The Company has acquired a portfolio of
cash-generating assets with significant
organicgrowth prospects, which together
arecapable of providing returns meeting
the investment objective without further
acquisitions. The Investment Manager
alsocontinues to consider potential
alternativesources of capital, including debt
and coinvestment.
Many investment trust companies listed on
the London Stock Exchange, including the
Company, continue to trade at a substantial
discount to NAV. There has been some
improvement over the last year, but it remains
impossible to predict when market conditions
may improve sufficiently for new equity issuance
to be undertaken.
Level
2. There is a risk that, even when the
capitalmarkets are open, insufficient
numbers of investors are prepared to
investnew capital, or that investors are
unwilling to invest sufficient new capital,
to enable the Company to achieve its
investment objectives.
The Company has established a track record
of successful investments, which together
are capable of providing returns meeting
the investment objective without further
acquisitions. The Investment Manager has
deepsector knowledge and investment
expertise and is well-known and respected
inthe market.
The continuing poor conditions and substantial
discounts to NAV in the equity market for
investment trusts may indicate a lack of
available capital for investment. The narrowing
of the discount over the last year may indicate
an increase in capital becoming available, but
it is impossible to predict whether that apparent
trend may continue.
Level
3. The Company may lose investment
opportunities if it does not match
investment prices, structures and terms
offered by competing bidders. Conversely,
the Company may experience decreased
rates of return and increased risk of loss if it
matches investment prices, structures and
terms offered by competitors.
The Investment Manager operates a prudent
and disciplined investment strategy,
participating in transaction processes
only where it can be competitive without
compromising its investment objectives.
The Investment Manager has been able to
identify and pursue bilateral opportunities rather
than auction processes, where competition
for those assets has been a less significant
factor. However, there can be no guarantee
that suitable further bilateral opportunities
will arise. In addition, current equity market
conditions and the consequent limitations on
the Company’s ability to access capital markets
may mean that it is not able to pursue certain
investment opportunities.
Level
4. There can be no guarantee or assurance
the Company will achieve its investment
objectives, which are indicative targets
only. Investments may fail to deliver the
projected earnings, cash flows and/or
capital growth expected at the time of
acquisition, and valuations may be affected
by foreign exchange fluctuations. The
actual rate of return may be materially lower
than the targeted rate of return.
The Investment Manager performs a rigorous
due diligence process with internal specialists
and expert professional advisers in fields
relevant to the proposed investment before
any investment is made. The Investment
Manager also carries out a regular review of
theinvestment environment and benchmarks
target and actual returns against the industry
and competitors.
The results of our investments to date are
materially in line with our projections at the time
of their acquisition and their aggregate fair value
has increased. This demonstrates the quality of
the Investment Manager’s projections and its
ability to manage the investments for growth.
Level
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The risk How we mitigate risk How the risk is changing Movement in the year
5. Actual results of portfolio investments may
vary from the projections, which may have a
material adverse effect on NAV.
The Investment Manager provides the Board
with at least quarterly updates of portfolio
investment performance and detail around
anymaterial variation from budget and
forecastreturns.
The results of our investments to date are
materially in line with our projections at the
time of their acquisition and their aggregate
fair valuehas increased, contributing to NAV
total return of 48.0% since the Company’s IPO
in 2021. This demonstrates the quality of the
Investment Manager’s projections and its ability
to manage the investments for growth to achieve
those projected results.
Marginally lower
6. The Company invests in unlisted Digital
Infrastructure assets, and such investments
are illiquid. There is a risk that it may be
difficult for the Company to sell the Digital
Infrastructure assets and the price achieved
on any realisation may be at a discount
to the prevailing valuation of the relevant
Digital Infrastructure asset.
The Investment Manager has considerable
experience across relevant digital infrastructure
sectors, and senior members of the team
have had leadership roles in over $80billion
of relevant transactions. The Company seeks
a diversified range of investments so that
exposure to temporary poor conditions in any
one market is limited.
The Company is still in its relative infancy and,
as a vehicle with permanent capital, is not
likely to be seeking a full divestment of any
asset for some time. The Company’s prudent
leverage position, in terms both of quantum and
terms of its debt, mean that the risk of a forced
divestment is very low. Exposure to divestment
risk is limited in the short to medium term.
Level
7. The Company may invest in Digital
Infrastructure assets which are in
construction or construction-ready
or otherwise require significant future
capitalexpenditure. Digital Infrastructure
assets which have significant capital
expenditure requirements may be exposed
to cost overruns, construction delay,
failure to meet technical requirements or
construction defects.
The Investment Manager has significant
experience of managing construction risks
arising from Digital Infrastructure assets and will
also engage third parties where appropriate to
oversee such construction.
The Company’s investments to date have not
undertaken significant capital construction
projects. This risk has therefore been relatively
low to date, and remains low, but may increase
in the future as capital investment increases
under our Buy, Build & Grow model.
Higher
8. The Company operates in markets in
Europe and North America which are
affected by global events. Supply chain
disruption may be caused by conflicts
(e.g.those in Ukraine and Gaza), political
change (e.g. the rise of political populism),
climate change and public health crises.
The Company has acquired a geographically
diverse portfolio of assets in various segments
of the Digital Infrastructure market, and
will continue to seek further diversification,
reducingthe impact of specific events on the
Company as a whole.
The conflicts in Ukraine and Gaza continue to
disrupt the world economy. Volatility in global
markets has increased significantly as a result
of political changes and consequent significant
shifts in economic policies.
New
Principal risks and uncertainties
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Longer term viability statement
As required by the AIC Code, the Directors have assessed the
prospects of the Company over a longer period than required
by the going concern provision. Given the long-term investment
intentions of the Company, and the fact that its investee
companies’ income is generated under contracts of typically
around seven years’ duration from inception, and with around
fiveyears left to run on average, the Board chose to conduct a
review for a period of five years to 31 March 2030. On a rolling
basis, the Directors will evaluate the outcome of the investments
and the Company’s financial position as a whole.
While an unprecedented and long-term decline in the global
Digital Infrastructure market could threaten the Company’s
performance, it would not necessarily threaten its viability.
In support of this viability statement, the Directors have taken into
account all of the principal risks and their mitigation as identified
in the Principal risks and uncertainties section on pages 48
and 49, the nature of the Company’s business, including: the
cash reserves; the potential of its portfolio of investments to
generate future income and capital proceeds; and the ability of
the Directors to minimise the level of cash outflows if necessary.
Themost relevant potential impacts of the identified principal
risks and uncertainties on viability were determined to be:
— The ability of the Company to make investments in order
to generate returns to shareholders may be limited by
competition for assets and the availability of capital;
— The ability of the Company to achieve target returns will
depend on the Investment Manager’s ability to identify,
acquire and manage suitable investments in accordance
withthe investment policy; and
— The ability of the Company to achieve target returns from
investments may be affected by disruptions to the global
economy, causing erosion of revenues and/or margins.
On at least an annual basis, the Board reviews threats to the
Company’s viability utilising the risk matrix and updates it as
required due to recent developments and/or changes in the
global market. The Board relies on periodic reports provided by
the Investment Manager and the Administrator regarding risks
faced by the Company. When required, experts are utilised to
gather relevant and necessary information, regarding market,
tax, legal and other factors.
The Investment Manager considers the future cash
requirementsof the Company before acquiring or funding
portfolio companies. Furthermore, the Board receives regular
updates from the Investment Manager on the Company’s
cash position, which allows the Board to maintain its fiduciary
responsibility to the shareholders and, if required, limit funding
forexisting commitments.
The Board considered the Company’s viability over the
five-yearperiod, based on a working capital model prepared
bythe Investment Manager. The working capital model
forecastskey cash flow drivers such as capital deployment
rate,investment returns, finance costs and operating expenses.
In connection with the preparation of the working capital model,
no equity capital raises or asset realisations were assumed to
occur during the five-year period. In addition, the Board has
reviewed credit market availability and it has assumed that the
only fund-level debt raised is the refinancing of the debt facilities
in the Company’s financing subsidiary before its maturity in
July2029.
Based on the above procedures and the existing internal
controlsof the Company, the Investment Manager and the
Administrator, the Board has concluded there is a reasonable
expectation that the Company will be able to continue in
operation and meet its liabilities as they fall due over the
five-yearperiod of the assessment.
The strategic report was approved by the Board and signed on
behalf of the Board by:
Shonaid Jemmett-Page
Chairman
18 June 2025
Cordiant Digital Infrastructure Limited
Registered in Guernsey No.68630
Cordiant Digital Infrastructure Limited Annual Report 2025
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50
DC Lužice, Lužice,
CzechRepublic.
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The Board is collectively
responsible for the
long‑term success of the
Company and its foremost
principle is to act in the
interests of shareholders.
Governance
Cordiant Digital Infrastructure Limited Annual Report 2025
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52
Ještěd Tower, Liberec,
CzechRepublic.
Board of Directors 54
Corporate Governance report 56
Audit Committee report 64
Directors’ report 68
Statement of Directors’ responsibilities 71
Contents
Cordiant Digital Infrastructure Limited Annual Report 2025
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Board of Directors
Shonaid Jemmett‑Page is an experienced
non‑executive director in the energy and
financial sectors. Mrs Jemmett-Page spent
the first 20 years of her career at KPMG in
London and Tokyo, rising to the position of
Partner, Financial Services. In 2001, she
moved to Unilever, where she was Senior
VicePresident, Finance and Information
for Asia, based in Singapore, before
returning to the UK as Finance Director for
Unilever’s global non-foodbusiness. In 2009,
MrsJemmett-Pagejoined CDC Group as
ChiefOperating Officer, aposition she held
until2012.
Since 2012 she has focused on non-executive
appointments and is currently the chairman
of the board and of the nomination
committee of ClearBank Limited. She is also
a non-executive director of Aviva Plc and a
non-executive director of QinetiQ Group plc,
as well as chairman of the audit committee.
Until April2023Mrs Jemmett-Page was the
non-executive chairman of Greencoat UK
WindPlc. Within the past five years she has
also held roles as a nonexecutive director
of Caledonia Investments plc, chairman
of MSAmlin plc; and chairman, and then
subsequently as a non-executive director of
MSAmlin Insurance SE (a Belgian subsidiary
of MSAmlin plc). Mrs Jemmett-Page is also
the examiner of the UK branch of an Indian
children’s cancer charity.
Sian Hill is a chartered accountant with
experience principally within the financial
services sector. Mrs Hill began her career
practicing audit for KPMG in 1984, moving
to specialise in tax in 1990. In 1996 she
became atax partner in KPMG’s financial
services group, working with a range of
financial institutions, including major listed
banking groups, international insurance and
reinsurancegroups and intermediaries and
investment managers. She advised on a wide
range of projects including mergers and
acquisitions, disposals and reorganisations
andalso provided the tax input to the statutory
audit of a number of financial services groups.
From 1999 until 2003, and again from 2008 until
2010, Mrs Hill also served as Head of KPMG’s
UK Financial Services Tax group. From 2003
until 2006 she served as Head and Co-Head
respectively of both KPMG’s UK M&A Tax
and European M&A Tax groups and was a
member of KPMG’s Global M&A Tax Steering
Group. MrsHill also led KPMG’s response to
Brexit for the insurance sector, helping clients
formulate and implement their response to
Brexit from early 2016 until her retirement from
KPMG in 2018. Since 2019 Mrs Hill has held a
number of roles as a non-executive director.
She is chairman of the audit committee of
Yealand Fund Services Limited (previously
Carvetian Capital Management Limited),
is a member of the audit and remuneration
committees of Suffolk Building Society and
is the senior independent director, chairman
of the audit committee and a member of the
remuneration committee of Apollo Syndicate
Management Limited. Since 2014 she has
served as a trustee of the UK children’s mental
health charity Place2Be and chaired the
finance and audit committee until May 2025.
Until August 2022, Mrs Hill had also held the
position of non-executive director of Yealand
Administration Limited.
Shonaid Jemmett‑Page FCA
Chairman
Sian Hill FCA
Senior Independent Director and Chairman of Audit Committee
Cordiant Digital Infrastructure Limited Annual Report 2025
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Marten Pieters is an executive with extensive
international experience in the telecoms
sector. From 1978 to 1984, Mr Pieters held
company secretarial roles at Smilde Holding
B.V., rising to Corporate Director of Finance
and Strategic Planning in 1984 where he was
responsible for various budgeting, financial
reporting, policy, legal and fiscal matters. In
1988 Mr Pieters joined Fano Fine Food Salades
B.V. as CEO, where he was responsible for
management restructuring, overseeing several
corporate acquisitions.
Mr Pieters moved into telecoms in 1989
serving in various directorship positions,
including as Managing Director for Telecom
District Groningen from 1993 until 1995 and
as Vice President of International Operations
for PTT Telecom B.V. from 1995 until 1998.
Between 1998 and 2003 Mr Pieters went
on to hold various other positions within the
KPN Group, the Dutch landline and mobile
telecommunications company, including
Executive Vice President, where he was
responsible for branch offices in Europe
and the US, and later becoming a member
of KPN’s Executive Management Board and
CEO of the Division KPN Business Solutions,
overseeing the operation of network solutions
and equipment. During this time he sat on
various other international supervisory boards,
including the board of directors of Cesky
Telecom, Eircom Ireland, Euroweb Corp,
KPNQwest, and notably as chairman of the
supervisory board of Xantic, a worldwide
working provider of software solutions and
satellite services. From 2003 to 2007 Mr Pieters
served as CEO of Celtel International B.V., a
company operating mobile telephone licenses
in African countries, and from 2009 until 2015
he served as Managing Director and CEO of
Vodafone in India.
Mr Pieters has held other board memberships
including Vodacom Group S.A., Vodafone
India Ltd and Indus Towers Ltd. He is currently
a member of the supervisory board for Althio
B.V. (previously Open Tower Company B.V.),
theDutch telecom tower operator and a
memberof the supervisory board of FC Space
B.V., a Dutch business investing in global
satellite IoT solutions. He is a non-executive
director of Tawal Towers Saudi Arabia, a
telecom tower operator and subsidiary of
SaudiTelecom Company, Investment Fund
for Health in Africa B.V. and of Stichting Social
Investor Foundation for Africa.
Simon Pitcher has over 20 years’ experience
in international private equity. Mr Pitcher is a
chartered accountant, spending the first six
years of his career at PwC in London. In 2000,
he moved to MetLife Investments where he
was responsible for making and monitoring
over US$1 billion of mezzanine and private
equity investments throughout Europe. In
2003, he leftMetLife to become a founder
member of Hermes Private Equity, a UK
focusedmid-market buyout fund, where he
remained until 2007.
From 2007 to 2009 Mr Pitcher was a director
atBlackwood Capital Partners (BCP), based
inSydney, Australia. While at BCP, a mid-market
buyout fund with c.AUS$100million under
management, Mr Pitcher’s role covered
all aspects of investment-related activity,
includingholding portfolio board positions,
investor reporting and assisting with the
fund’s financial reporting and compliance
requirements. In 2009, MrPitcher returned
to London, joining Standard Bank Private
Equity, aUS$800 million global emerging
markets private equity business, as director,
where he remained until 2011. During his
time at StandardBank, Mr Pitcher was
particularly focused on its sub-Saharan
Africaninvestments, fulfilling a senior deal
execution role working closely with local teams.
In 2012 Mr Pitcher joined J Rothschild Capital
Management (JRCM), as investment manager of
RIT Capital Partners, a UK listed investment trust
founded by Lord Rothschild, where he remains
Global Head of Direct Private Investments.
Hisrole encompasses deal execution,
portfolio management and asset realisation
across diverse sectors and geographies.
MrPitcher has held several non-executive
board positionsrepresenting JRCM, including
six years at Helios Towers, a leading African
telecom tower infrastructure company, prior to
its London IPO. Until November 2024, Mr Pitcher
had also held the position of non-executive
director of Infinity SDC, a UK data centre owner
and operator.
Marten Pieters
Non-Executive Director
Simon Pitcher ACA
Non-Executive Director
Board of Directors
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The Company does not have a chief executive or any executive
directors and has not established a separate remuneration
committee. The Board is satisfied that any relevant issues that
arise can be properly considered either by the Board or by the
appropriate committee.
The Company has no employees or internal operations and
therefore has not reported further in respect of these provisions.
The need for an internal audit function is discussed in the Audit
Committee Report.
The Board
The Company is led and controlled by a board of directors,
which is collectively responsible for the long-term success
oftheCompany. The Board does so by creating and
preservingvalue and its foremost principle is to act in the
interests of shareholders.
The Company believes that the composition of the Board is a
fundamental driver of its success, as the Board must provide
strong and effective leadership of the Company. The current
Board was selected, as their biographies illustrate, to bring a
breadth of knowledge, skills and business experience to the
Company. The Directors provide independent challenge and
review, bringing wide experience, specific expertise and a
freshobjective perspective.
As at the date of this report, the Board consists of four
non-executive directors, all of whom are independent of the
Investment Manager. All of the Directors were appointed on
26 January 2021 and have served throughout the period to
date. The AIC Code requires that directors be subject to annual
election by shareholders and the Directors comply with this
requirement. Accordingly, all of the Directors will offer themselves
for re-election at the forthcoming AGM. Having considered each
Director’s effectiveness, demonstration of commitment to the
role, length of service, attendance at meetings and contribution
to the Board’s deliberations, the Board has approved the
nomination for re-election of all of the Directors.
At each subsequent AGM, each of the Directors at the date of
the notice convening the AGM will retire from office and may offer
themselves for election or re-election by the shareholders, in
accordance with corporate governance best practice.
The Chairman of the Board is independent and was appointed in
accordance with the Company’s Articles of Incorporation.
This Corporate Governance report forms part of the Directors’
report as set out on pages 68 to 70. The Board operates under
a framework for corporate governance which is appropriate for
an investment company. Securities listed on the Specialist Fund
Segment of the LSE are not admitted to the Official List of the LSE
and are not required to comply with the Listing Rules. However, as
a matter of good corporate governance, the Company voluntarily
complies with the majority of the provisions of the Listing Rules
applicable to closed-ended investment companies.
The Company is a member of the AIC. From the date of its
admission to the LSE, the Company has complied with the
principles of good governance contained in the AIC Code.
TheAIC Code is endorsed by the FRC and GFSC and by
reporting in accordance with the AIC Code the Company is
meeting its applicable obligations under UK Code and the
GFSCFinance Sector Code of Corporate Governance 2021.
The AIC Code and the AIC Guide are available on the AIC’s
website, www.theaic.co.uk. The UK Code is available on the
FRC’s website, www.frc.org.uk.
The AIC Code, as explained by the AIC Guide, addresses all
of the principles set out in the UK Code, as well as setting out
additional principles and recommendations on issues that
are of specific relevance to investment companies such as
the Company. The Board considers that, as the AIC Code has
been specifically designed to reflect the characteristics of the
investment company sector, reporting against the principles
and recommendations of the AIC Code, by reference to
the AICGuide, provides better information to shareholders
compared to reporting against the UK Code alone.
The Company has complied with the recommendations of the
AIC Code and the relevant provisions of the UK Code, except
asset out below.
The UK Code includes provisions relating to:
— the role of the chief executive;
— executive directors’ remuneration; and
— the need for an internal audit function.
For the reasons set out in the AIC Guide, as explained in the UK
Code, the Board considers that the above provisions are not
currently relevant to the Company, being an externally managed
investment company, which delegates substantially all of its
day-to-day functions to third parties.
Corporate Governance report
“The Board recognises the importance
of the Company’s culture to its long-term,
sustainable performance. The Board
continues to monitor the Company’s culture
on an ongoing basis through ongoing
engagement with our shareholders and
otherstakeholders.”
Shonaid Jemmett-Page FCA
Chairman
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The Nomination Committee and the Board are mindful of the
recommendations of the Hampton Alexander Review on gender
diversity (the Board’s composition has been at least 50% female
since its launch in 2021), the Parker Review on ethnic diversity
and the requirements of the FCA’s policy statement on diversity
and inclusion on company boards and executive management.
The Company is not currently required to formally comply with
these recommendations due its listing on the Specialist Fund
Segment of the LSE. However, the Board continues to seek to
comply with them as a matter of good corporate governance.
As at the Company’s year end of 31 March 2025, the composition
of the Board is aligned with the following frameworks and the
ethnic diversity of the Board will continue to be considered during
future recruitment processes undertaken by the Company:
— at least 40% of the individuals on the Board are women; and
— at least one of the following senior positions on the Board is
held by a woman:
— the Chair; or
— the Senior Independent Director.
The Company has no employees and therefore does not
have a chief executive or chief financial officer. There have
been nochanges to the Board that have occurred between
31March2025 and the signing of this Annual Report that
haveaffected the Company’s ability to meet one or more of
theabove targets.
Shonaid Jemmett-Page is considered to be independent
because she:
— has no current or historical employment with the
InvestmentManager;
— has no current directorships or partnerships in any other
investment funds managed by the Investment Manager; and
— is not an executive of a self-managed company or
an ex-employee who has left the executive team of a
self-managed company within the last five years.
The Board meets at least four times a year for regular, scheduled
meetings. Should the nature of the activity of the Company
require it, additional or ad hoc meetings may be held, sometimes
at short notice. The number of regular scheduled and additional
or ad hoc meetings are set out on page 61. At each meeting, the
Board follows a formal agenda that covers the business to be
discussed. The primary focus at Board meetings is a review of
investment performance and associated matters such as investor
relations, peer group information, industry issues, principal and
emerging risks and uncertainties, in particular those identified
in the Strategic report on pages 4 to 51. The Board is supplied
in a timely manner with information by the Investment Manager,
the Administrator and other advisors, in a form and of a quality to
enable it to discharge its duties.
Culture
The Company’s culture is influenced by that of the Investment
Manager, with a focus on long lasting relationships with a
diverse investor base and other stakeholders, sustainable
investment excellence, and a world class team demonstrating
extensive industry knowledge. The Board continues to monitor
the Company’s culture on an ongoing basis through continued
engagement with shareholders and other stakeholders.
Diversity
The Board monitors developments in corporate governance
to ensure the Company remains aligned with best practice,
including with respect to diversity. The Directors acknowledge
the importance of diversity, including but not limited to gender,
for the effective operation of the Board, and are committed to
supporting diversity in the boardroom. It is the Board’s ongoing
aspiration to have a well-diversified representation amongst
its members. The Board also values diversity of business skills
and experience because directors with diverse skills sets,
capabilities and experience gained from different sectors and
geographical backgrounds enhance the Board by bringing a
wide range of perspectives to the Company.
The data shown in the tables above reflects the gender and
ethnic background of the Board, which was collected on the
basis of self-reporting by the individuals concerned. The
questions asked were ‘Which of the Parker Review ethnicity
categories do you consider yourself to fall within?’ and ‘What is
the gender with which you identify?’. Due to the Company’s status
as an investment trust, there are only non-executive Directors
and therefore there is no information reportable regarding an
executive management team.
In addition to the above, the Investment Manager has a diverse
employee base and continues to dedicate recruitment resources
to developing diversity across all positions and levels.
Board tenure and re-election
As the Company was incorporated on 4 January 2021 and the
current Directors were all appointed on 26 January 2021, there
are no matters to be considered by the Board with respect to
length of tenure. In accordance with the AIC Code, in the event
that any Director, including the Chairman, shall have been in
office (or on re-election would have been at the end of that term of
office) for more than nine years, the Company will consider further
whether there is a risk that such a Director might reasonably
be deemed to have lost their independence as a result of this
length of service. However, the Board may nonetheless consider
individual Directors to remain independent and in any such case
will provide a clear explanation in future Annual Reports as to its
reasoning. The Board will continue to consider its composition
and succession planning on an ongoing basis.
Gender identity and ethnic background reporting as at 31 March 2025:
Number of
Board
members
Percentage
of the Board
Number of
senior
positions
on the Board
Gender identity
Women 2 50% 2
Men 2 50% 0
Ethnic background
White British or other White (including minority-white groups) 4 100% 2
Asian/Asian British 0 0% 0
Other ethnic group 0 0% 0
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57
The review of the Director’s remuneration considered:
— that an increase to remuneration had not been applied
sincethe Company’s IPO in 2021, despite the adverse
impactof inflation;
— the share price, evolution of the portfolio and financial
performance of the Company;
— market remuneration levels, including inter alia with reference
to the infrastructure investment company peer group, to
attract and retain high-calibre directors;
— the time commitment required to appropriately perform each
Director’s role and their responsibilities in respect of the
Company; and
— the fair and equitable treatment of the Directors.
Following its review, and having consulted with a number of
institutional investors, the Nomination Committee has proposed
and the Board has, subject to shareholders’ approval, agreed
to implement the following increases to the Directors’ base case
remuneration, as shown in the table above, and which will be
reinvested into the Company by way of purchase of further shares
(reinvestment of any future increases to be considered on a case
by case basis).
The maximum annual limit of aggregate fees payable to the
Directors was set at the time of the Company’s incorporation on
4 January 2021 at £500,000 per annum. The Board may grant
special remuneration to any Director who performs any special
or extra services to, or at the request of, the Company. The
Articles of Incorporation provide that all Directors at the date of
the notice convening each AGM shall retire from office and each
Director may offer themselves for re-election, in accordance with
corporate governance best practice.
All of the Directors have been provided with letters of
appointment by the Company, subject to annual re-election
byshareholders.
A Director’s appointment may at any time be terminated
by and at the discretion of either party upon written notice.
ADirector’s appointment will automatically end without any
rightto compensation whatsoever if they are not re-elected
by theshareholders. A Director’s appointment may also be
terminated with immediate effect and without compensation in
certain other circumstances. Being non-executive directors,
none of the Directors has a service contract with the Company.
Directors’ interests
Directors who held office during the period and had interests
in the ordinary shares of the Company as at 31 March 2025 are
given in the table above. There were no changes to the interests
of each Director as at the date of this report.
Payments for loss of office and/or payments to former directors
No payments for loss of office, nor payments to former directors
were made during the period under review.
Directors’ remuneration
The table above shows the remuneration received by each
Director during the period. The Board considers at least
annuallythe level of the Director’s fees in accordance with
theAIC Code.
Remuneration policy
Due to the size of the Company and the Board, there is not a
separate remuneration committee. Discussions regarding
Directors’ remuneration are undertaken by the Nomination
Committee, with any recommendations being considered and,
ifthought appropriate, approved by the Board.
Each Director received a fixed fee per annum of £40,000, other
than the Chairman who received an annual fee of £60,000 and the
Chair of the Audit Committee who received an additional £5,000.
In addition, the Directors are entitled to additional fees if the
Company raises further equity capital in circumstances where
a new prospectus is required. If these requirements are met,
each Director is entitled to an additional fee of £5,000 and the
Chairman an additional £10,000. It is not considered appropriate
that Directors’ remuneration should be performance related
and none of the Directors are eligible for pension benefits, share
options, long term incentive schemes or other benefits in respect
of their services as non-executive directors of the Company.
During the year, the Nomination Committee, with assistance from
the Investment Manager and the Administrator, reviewed the level
of the Director’s remuneration for the year ended 31 March 2026.
Remuneration policy
The table below shows all remuneration earned by each individual Director during the period:
Total paid
in the year to
March 2025
£
Total paid
in the year to
March 2024
£
Shonaid Jemmett-Page (Chairman) 60,000 60,000
Sian Hill (Audit Committee Chair) 45,000 45,000
Marten Pieters (Non-Executive Director) 40,000 40,000
Simon Pitcher (Non-Executive Director) 40,000 40,000
Total 185,000 185,000
Directors’ Remuneration
2025
Remuneration
£
2026
Remuneration
£
Shonaid Jemmett-Page (Chairman) 60,000 75,000
Sian Hill (Audit Committee Chair) 45,000 60,000
Marten Pieters (Non-Executive Director) 40,000 50,000
Simon Pitcher (Non-Executive Director) 40,000 50,000
Total 185,000 235,000
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Cordiant Digital TSR since IPO FTSE All-Share TSR
Feb 21
Apr 21
Jun 21
Aug 21
Oct 21
Dec 21
150
140
130
120
110
100
90
80
70
60
Feb 22
Apr 22
Apr 24
Jun 24
Aug 24
Oct 24
Dec 24
Feb 25
Apr 25
Jun 22
Aug 22
Oct 22
Dec 22
Feb 23
Feb 24
Apr 23
Jun 23
Aug 23
Oct 23
Dec 23
Company performance
The graph above illustrates the total shareholder return of the
Company from admission to the LSE to 31 March 2025. This
is mapped against the FTSE-All Share index. This index has
been chosen as it is considered to be the most appropriate
benchmark against which to assess the relative performance of
the Company.
Relative importance of spend on pay
The remuneration of the Directors with respect to the year
totalled £185,000 (31 March 2024: £185,000) in comparison to
distributions paid or declared to shareholders with respect to the
year of £33.3 million (31 March 2024: £32.2 million).
Duties and responsibilities
The Board has overall responsibility for the Company’s activities,
including reviewing its investment activity, financial position and
performance, business conduct and policies. The Directors also
review and supervise the Company’s delegates and service
providers, including the Investment Manager.
The Directors may delegate certain functions to other parties.
In particular, the Directors have delegated responsibility for
management of the Company’s portfolio of investments to the
Investment Manager.
The Board retains direct responsibility for certain matters,
including (but not limited to):
— approving the Company’s long-term objectives and any
decisions of a strategic nature including any change in
investment objectives, policy and restrictions, in particular
those which may need to be submitted to shareholders
forapproval;
— reviewing the performance of the Company in light of the
Company’s strategy, objectives and budgets, ensuring that
any necessary corrective action is taken;
— appointing, overall supervision and removal of key service
providers and any material amendments to the agreements
orcontractual arrangements with any key delegates or
serviceproviders;
— approving half-yearly distributions and the Company’s
distribution policy;
— approving any non-ordinary course transactions and
transactions with related parties for the purposes of the
Company’s voluntary compliance with the applicable sections
of the Listing Rules;
— reviewing the Company’s valuation policy;
— reviewing the Company’s corporate governance;
— approving any actual or potential conflicts of interest; and
— deciding whether information relating to the Company and
its activities meets the definition of inside information and
whether the Company should announce immediately or
whether it is permissible to delay announcement.
The Directors have access to the advice and services of the
Administrator, which is responsible to the Board for ensuring that
Board procedures are followed and that the Company complies
with applicable laws and regulations, including in relation to its
admission to the LSE. Where necessary, in carrying out their
duties, the Directors may seek independent professional advice
at the expense of the Company, including to ensure compliance
with the DTRs, those Listing Rules that the Company has agreed
to voluntarily comply with (as set out in the Prospectus) and the
AIC Code.
Company performance
Source: Bloomberg (February 2021 = 100)
Cordiant Digital TSR since IPO FTSE All-Share TSR
Corporate Governance report
Directors’ interests
Ordinary
shares each
held at
31 March 2025
Shonaid Jemmett-Page 88,719
Sian Hill 77,5 0 0
Marten Pieters 103,125
Simon Pitcher 63,125
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59
The Board believes each of its committees has an appropriate
composition and blend of skills, experience, independence
and diversity of backgrounds to discharge their duties and
responsibilities effectively. The Board keeps membership of its
committees under review to ensure that an acceptable balance
of members is maintained, and that the collective skills and
experience of its members continue to be refreshed. It is satisfied
that all Directors have sufficient time to devote to their roles and
that undue reliance is not placed on any individual.
Audit Committee
The Audit Committee’s role and activities are contained in the
Audit Committee report on pages 64 to 66.
Nomination Committee
The Nomination Committee meets at least once a year pursuant
to its terms of reference. The Nomination Committee is chaired
byShonaid Jemmett-Page and also consists of Sian Hill and
Marten Pieters.
The Nomination Committee has reviewed the composition,
structure and diversity of the Board, succession planning,
the independence of the Directors and whether each of the
Directors has sufficient time available to discharge their duties
effectively. The Nomination Committee and the Board confirm
that they believe that the Board has an appropriate mix of skills
and backgrounds and was selected with that in mind, that all the
Directors should be considered as independent in accordance
with the provisions of the AIC Code, that no one individual or
small group dominates decision making and that no Director
isconsidered ‘overboarded’ or unable to discharge their
dutieseffectively.
If required, the Nomination Committee may be convened for
the purpose of considering the appointment of additional
Directors. The Nomination Committee recognises the continuing
importance of planning for the future and ensuring that
succession plans are in place. In considering appointments to
the Board, the Nomination Committee will take into account the
ongoing requirements of the Company and evaluate the balance
of skills, experience, independence, and knowledge of each
candidate. Appointments will be made on merit and against
objective criteria with the aim of bringing new skills and different
perspectives to the Board while taking into account the existing
balance of knowledge, experience and diversity. Care will also be
taken to ensure that candidates have sufficient time to fulfil their
Board and, where relevant, committee responsibilities.
The Board believes that the terms of reference of the Nomination
Committee ensure that it operates in a rigorous and transparent
manner. The Board also believes that diversity of experience and
approach, including gender diversity, among Board members is
of great importance and it is the Company’s policy to give careful
consideration to issues of Board balance and diversity when
making new appointments.
Accordingly, the Board recommends that shareholders vote in
favour of the re-election of all Directors at the upcoming AGM of
the Company.
Management Engagement Committee
The Management Engagement Committee is chaired by
ShonaidJemmett-Page and also consists of Sian Hill and
MartenPieters. Itmeets at least once a year pursuant to its
termsof reference.
The Committee provides a formal mechanism for the review of
the performance of the Investment Manager and the Company’s
other advisors and service providers. It carries out this review
through consideration of a number of objective and subjective
criteria and through a review of the terms and conditions of the
advisors’ appointments with the aim of evaluating performance,
identifying any weaknesses and ensuring value for money
for theCompany. During the year, the Committee formally
reviewedthe performance of the Investment Manager and its
other service providers.
During the year, the Management Engagement Committee and
the Investment Manager conducted an independent tender for
the joint corporate broker mandate of the Company. The tender
process was carried out by the Investment Manager with the
involvement of the Board in the shortlisting and final selection.
As a result of the process, the Board chose to appoint Deutsche
Numis to become joint corporate broker to the Company,
alongside the existing joint corporate broker, Investec.
The AIC Code recommends that companies appoint a
Remuneration Committee; however, the Board has not
deemed this necessary as, being wholly comprised
of non-executive directors, the Board considers these
mattersuponrecommendation received from the
NominationCommittee.
The Company has adopted a share dealing code for the Board
and seeks to ensure compliance with the relevant provisions
by the Directors and, to the extent appropriate, the relevant
personnel of the Investment Manager and other third-party
service providers where required, as if they are also subject to
theshare dealing code.
The Board’s responsibilities for the Annual Report are set out
in the Directors’ responsibilities statement. The Board has
responsibility for ensuring that the Company keeps proper
accounting records, which disclose with reasonable accuracy
at any time the financial position of the Company at that time
and which enable it to ensure that the financial statements are
properly prepared and comply with applicable regulations.
It is the Board’s responsibility to present a fair, balanced and
understandable Annual Report, which provides the information
necessary for shareholders to assess the position and
performance, strategy and business model of the Company.
Thisresponsibility extends to the half-yearly financial reports
andother price-sensitive market announcements.
The Company maintains directors’ and officers’ liability insurance
for the Directors on an ongoing basis.
Committees of the Board
To operate efficiently and enable appropriate oversight and
consideration over relevant matters, the Board delegates
certain responsibilities to committees of the Board. Each such
committee of the Board has written terms of reference, approved
by the Board, summarising its objectives, remit and powers, and
which are available on the Company’s website and reviewed
on an annual basis. All committee members are provided with
appropriate induction on joining their respective committees,
as well as ongoing access to training. Minutes of all meetings of
the committees are made available to all Directors and feedback
from each of the committees is provided to the Board by the
respective committee Chair at the next Board meeting. The Chair
of each committee attends the AGM to answer any questions
from shareholders on their committee’s activities.
The Board and its committees are supplied with regular,
comprehensive and timely information in a form and of a quality
that enables them to discharge their duties effectively. All
Directors are able to make further enquiries of the Investment
Manager whenever necessary and have access to the services
of the Administrator.
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Directors’ attendance at Board and Committee meetings
One of the key criteria the Company uses when selecting directors is their confirmation prior to their appointment that they will be able to allocate sufficient time to the Company to discharge their
responsibilities in a timely and effective manner.
The number of quarterly Board meetings attended in the year to 31 March 2025 by each Director is set out below:
Board meetings
(min 4)
Audit Committee
meetings
(min 2)
Nomination Committee
meetings
(min 1)
Management Engagement
Committee meetings
(min 1)
Tenure
as at 31 March 2024
Director A B A B A B A B
Shonaid Jemmett-Page 4 4 –
1
–
1
2 2 1 1 4 years and 2 months
Sian Hill 4 4 4 4 2 2 1 1 4 years and 2 months
Marten Pieters 4 4 4 4 2 2 1 1 4 years and 2 months
Simon Pitcher 4 4 4 4 –
2
–
2
–
2
–
2
4 years and 2 months
1
As Chairman of the Board, Shonaid is not a member of the Audit Committee.
2
Simon is not a member of the Nomination Committee or the Management Engagement Committee.
Column A: Indicates the number of meetings held during the period.
Column B: Indicates the number of meetings attended by the Director during the period.
From time to time the Board constitutes ad hoc committees in order to perform certain of its functions. The quorum for these ad hoc committees is likely to vary depending on a number of factors including
the nature of the delegation to the committee.
The number of additional ad hoc Board meetings and committee meetings of the Board for the period to 31 March 2025 and attendance by each Director is set out below:
Ad hoc
Board meetings
Ad hoc
Board Committee meetings
Director A B A B
Shonaid Jemmett-Page 5 5 3 2
Sian Hill 5 5 3 2
Marten Pieters 5 3 3 2
Simon Pitcher 5 4 3 3
Column A: Indicates the number of meetings held during the period.
Column B: Indicates the number of meetings attended by the Director during the period.
Directors are encouraged when they are unable to attend a meeting to provide the Chairman with their views and comments on matters to be discussed in advance. In addition to their meeting
commitments, the Directors also liaise with the Investment Manager whenever required and there is regular contact outside the Board meeting schedule.
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future position and performance, solvency or liquidity. Asset out
in the Audit Committee report and in the Risk Management section
starting on page 46, the risks of the Companyare outlined in a risk
matrix which is reviewed quarterly. All material changes to the risk
ratings during the quarter are considered, along with any action
or proposed action, to ensure that procedures are in place with
the intention of identifying, mitigating and minimising the impact
ofrisks should they crystallise.
The key procedures which have been established to provide
internal control are that:
— the Board has delegated the day-to-day operations of the
Company to the Administrator and Investment Manager;
however, it retains accountability for all of those functions
itdelegates;
— the Board clearly defines the duties and responsibilities of
the Company’s advisors and consultants. Appointments of
advisors and consultants are made by the Board after due
and careful consideration. The Board monitors the ongoing
performance of these appointments and will continue to do
sothrough the Management Engagement Committee;
— the Board monitors the actions of the Investment Manager
at its regular Board meetings and is given frequent updates
on developments arising from the operations and strategic
direction of the underlying investee companies; and
— the Administrator provides administration and company
secretarial services to the Company. The Administrator
maintains a system of internal control on which it regularly
reports to the Board.
Internal controls over financial reporting are designed to provide
reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external
reporting purposes. The Administrator and Investment Manager
both operate risk-controlled frameworks on an ongoing basis
within a regulated environment. The Administrator formally
reports to the Board quarterly through a compliance report and
holds the International Standard on Assurance Engagements
(ISAE) 3402 Type II certification. The certification dates to
October 2024, with the period up to 31 March 2025 being
covered by a bridging letter that states no material changes in
the internal control environment have been noted. This entails
an independent rigorous examination and testing of its controls
and processes. The Investment Manager formally reports to
the Board quarterly and on an ad-hoc basis as required. No
weaknesses or failings within the Administrator or Investment
Manager have been identified.
The systems of control referred to above are designed to
ensure effectiveness and efficient operation, internal control
and compliance with laws and regulations. In establishing the
systems of internal control, regard is paid to the materiality of
relevant risks, the likelihood of costs being incurred and costs of
control. It follows therefore that the systems of internal control can
only provide reasonable but not absolute assurance against the
risk of material misstatement or loss. This process has been in
place for the period under review and up to the date of approval
of this Annual Report. It is reviewed by the Board and is in
accordance with the FRC’s internal control publication: Guidance
on Risk Management, Internal Control and Related Financial and
Business Reporting.
Investment Management Agreement
The Investment Manager has been appointed as the sole
investment manager of the Company. The Investment Manager
is a sector-focused investor in global infrastructure and real
assets, managing infrastructure private equity, infrastructure
private credit and real assets partnerships and managed
accounts. The Investment Manager has particular experience
and expertise in Digital Infrastructure with a dedicated sector
team concentrated in Montreal and London.
Pursuant to the Investment Management Agreement, the
Investment Manager has been delegated responsibility for and
discretion over investing and managing the Company’s assets,
subject to, and in accordance with, the Company’s investment
policy. A summary of fees paid to the Investment Manager is
provided in note 13 to the financial statements. The Investment
Management Agreement can be terminated by either party on
the giving of 12 months written notice.
Under the terms of the Investment Management Agreement,
the Investment Manager is entitled to an annual management
fee, together with reimbursement of certain expenses
reasonably incurred by it in the performance of its duties. From
31March2024 the Investment Manager is also entitled to receive
a performance fee if certain targets are met.
The Company has delegated the provision of substantially all of its
activities to external service providers whose work is overseen by
the Management Engagement Committee. Each year, a detailed
review of performance pursuant to its terms of engagement is
undertaken by the Management Engagement Committee.
Board performance and evaluation
In accordance with Principle 7 of the AIC Code, the Board
is required to undertake a formal and rigorous evaluation of
its performance on an annual basis. This evaluation of the
performance of the Board, the Audit Committee, individual
Directors and the Chairman is carried out by the Nomination
Committee, with the evaluation of the Chairman being led by
theSenior Independent Director. The Board believes that the
current mix of skills, experience, knowledge and tenure of the
Directors is appropriate to the requirements of the Company.
During June 2025, the Nomination Committee conducted an
internal evaluation of the Board as a whole, individual directors,
the Chairman and the Audit Committee. The process was in the
form of performance appraisals, questionnaires and discussion
to determine effectiveness and performance in various areas,
as well as the Directors’ continued independence and tenure,
and was facilitated by the Administrator. The process confirmed
that the Board and its Committees operate effectively with an
appropriate level of balance and challenge.
New Directors receive an induction on joining the Board and
the Board and individual Directors regularly meet with senior
representatives of the Investment Manager both formally and
informally to ensure that they remain up to date on relevant issues.
All members of the Board are members of professional bodies
and/or serve on other boards, which contribute to their keeping
abreast of the latest technical and wider developments in their
areas of expertise.
The Board receives presentations from the Investment Manager,
the Company’s brokers and other advisors on matters relevant to
the Company’s business. The Board will continue to assess the
training needs of Directors on an annual basis.
Internal control and financial reporting
The Directors acknowledge that they are responsible for
establishing and maintaining the Company’s system of internal
control and reviewing its effectiveness. Internal control systems
are designed to manage rather than eliminate the risk of failure
to achieve business objectives and can only provide reasonable
but not absolute assurance against material misstatements
or loss. However, the Board’s objective is to ensure that the
Company has appropriate systems in place for the identification
and management of risks. The Directors carry out a robust
assessment of the principal and emerging risks facing the
Company, including those that would threaten its business model,
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Other stakeholders
The wider stakeholders of the Company include its shareholders,
the environment, the Investment Manager, service providers,
communities, governmental and regulatory bodies. The Board
recognises and values these stakeholders. Further information
about the Company’s stakeholders and engagement with them is
set out on pages 43 to 45.
Going concern
The Company’s cash balance at 31 March 2025 was £6.1million.
This is not sufficient to cover its existing current liabilities of
£149.1million. However, current liabilities include loans and
borrowings of £147.6 million which represents amounts due to
Cordiant Digital Holdings UK Limited, the Borrower under the
Eurobond facilities which fall due for repayment in July2029.
Cordiant Digital Holdings UK Limited is a direct subsidiary of
the Company, and the Board does not expect that this liability
of £147.6 million will be required to be repaid to Cordiant Digital
Holdings UK Limited before the Eurobond repayment date.
In the expectation that this intercompany loan will not need to be
repaid in the foreseeable future, the cash balance of £6.1 million,
together with expected distributions from portfolio companies,
issufficient to cover the remaining current liabilities of £1.5 million,
the proposed second interim dividend of £17.2million with
respect of the year ended 31March2025, and any foreseeable
expenses for at least, but not limited to, 12 months from the
issuance of the financialstatements.
The Board has also reviewed alternative scenarios and stress
testing of the cash flow forecast performed by the Investment
Manager and concluded that the going concern basis is
appropriate for the preparation of the financial statements.
The most significant cash requirements arise when the Company
makes investments and is required to meet the purchase
considerations for these. The exact amount and timing of these
are sometimes difficult to predict.
The Company’s cash balance is comprised of cash held on deposit
with substantial global financial institutions with strong credit
ratings, and the risk of default by the counterparties is considered
extremely low. Due to this the Directors believe there is no material
going concern risk. The major cash outflows of the Company are
expected to be the payment of dividends and expenses and the
acquisition of new assets. The Company is closed-ended and
there is no requirement for the Company to redeem shares.
In accordance with Listing Rule 11.7.2R(2) and having formally
appraised the performance and resources of the Investment
Manager, in the opinion of the Directors, the continuing
appointment of the Investment Manager on the terms set out in
the Investment Management Agreement is in the interests of the
shareholders as a whole. As noted on page 60, the Management
Engagement Committee reviewed the performance of the
Investment Manager and reported on this to the Board. The
Board concluded the performance of the Investment Manager
was positive, based on its successful deployment of all of the
equity capital raised by the Company, the returns achieved in
the period on the assets acquired and thehands on operational
involvement of the Investment Manager’s team.
Relations with shareholders
The Company formally communicates with shareholders in a
number of ways. Regulatory news releases are issued through
the London Stock Exchange’s Regulatory News Service,
as is required under the Company’s regulatory obligations,
in response to routine reporting obligations or to provide
shareholders with updates. An Interim Report is published each
year reporting on Company performance to 30 September and
the Annual Report is published following the end of the financial
year, both of which are available on the Company’s website.
In addition, the Company’s website contains comprehensive
information, including Company notifications, share information,
financial reports, investment objectives and policy, investor
contacts and information on the Board and corporate
governance. Shareholders and other interested parties can
subscribe to email news updates by registering on the website
www.cordiantdigitaltrust.com.
The Chairman, either alone or together with the Senior
Independent Director, met with a number of institutional
shareholders following the release of the results for the period to
31 March 2024 and at other times during the year. The matters
raised at those meetings were relayed to the Board and to the
Investment Manager and other advisers where appropriate.
The Directors and Investment Manager receive both formal
and informal feedback from analysts and investors, which is
presented to the Board by the Investment Manager and the
Company’s brokers. The Administrator also receives informal
information requests and feedback via queries submitted
through a Company dedicated mailbox and these are addressed
by the Board, the Investment Manager or the Administrator,
where applicable.
While inflation, high interest rates and market volatility during
the year have affected the way in which the Company’s investee
companies’ businesses are conducted, these did not have
a material direct effect on the results of the business from a
going concern perspective. The Directors are satisfied that the
macroeconomic environment is not likely to significantly restrict
business activity.
The Directors and Investment Manager are actively monitoring
these risks and their potential effect on the Company and its
underlying investments. In particular, they have considered the
following specific key potential impacts:
— increased volatility in the fair value of investments;
— disruptions to business activities of the underlying
investments;
— recoverability of income and principal and allowance for
expected credit losses; and
— the Company’s ability to raise capital during the current
marketconditions.
In considering the above key potential impacts of market volatility
on the Company and its underlying investments, the Investment
Manager has assessed these with reference to the mitigation
measures in place. Based on this assessment, the Directors do
not consider that the effects of market volatility have created a
material uncertainty over the assessment of the Company as a
going concern.
As further detailed in note 6 to the financial statements, the
Board uses a third-party valuation provider to perform a
reasonableness assessment of the Investment Manager’s
valuation of the underlying investments. Additionally, the
Investment Manager and Directors have considered the cash
flow forecast to determine the term over which the Company can
remain viable given its current resources.
On the basis of this review, and after making due enquiries, the
Directors have a reasonable expectation that the Company has
adequate resources to continue in operational existence for
at least the period to 30 September 2026, being the period of
assessment covered by the Directors and there are no material
uncertainties that would affect this conclusion. Accordingly,
they continue to adopt the going concern basis in preparing the
financial statements.
Corporate Governance report
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Audit Committee report
The Audit Committee is aware that certain sections of the
AnnualReport are not subject to formal statutory audit, including
the Chairman’s statement, the Investment Manager’s report
and certain disclosures relating to Directors’ remuneration.
All information in these sections, as well as that in the audited
sections, is reviewed by the Audit Committee.
The Audit Committee is required to report its findings to the
Board, identifying any matters on which it considers that action
or improvement is needed, and make recommendations on the
steps to be taken.
The external auditor is invited to attend the Audit Committee
meetings at which the Annual Report was considered. They meet
with the Committee without representatives of the Investment
Manager or Administrator being present at least once per year.
Financial reporting
The primary role of the Audit Committee in relation to financial
reporting is to review with the Administrator, the Investment
Manager and report to the Board on the appropriateness of
theAnnual Report and Interim Report, and with the external
auditor in relation to the Annual Report, concentrating on,
amongother matters:
— the quality and acceptability of accounting policies
andpractices;
— the clarity of the disclosures and compliance with financial
reporting standards and relevant financial and governance
reporting requirements;
— material areas in which significant judgements have been
applied or where there has been discussion with the external
auditor including going concern and viability statement;
— whether the Annual Report, taken as a whole, is fair,
balancedand understandable and provides the information
necessary for shareholders to assess the Company’s position
and performance, business model and strategy; and
— any correspondence from regulators in relation to
financialreporting.
To aid its review, the Audit Committee considers reports from the
Administrator and the Investment Manager and also reports from
the external auditor on the outcome of its annual audit.
The Audit Committee, chaired by Sian Hill, operates within
clearly defined terms of reference, which are available from the
Company’s website, and include all matters indicated by DTR
Rule 7.1, the AIC Code and the UK Code. Its other members
are Marten Pieters and Simon Pitcher. Members of the Audit
Committee are independent of the Company’s external auditor
and Investment Manager. The Audit Committee meets no less
than twice a year, and at such other times as the Audit Committee
Chairman requires. The Committee meets the external auditor at
least once a year.
The Committee members have considerable financial and
business experience, and the Board has determined that the
membership as a whole has sufficient recent and relevant sector
and financial experience to discharge its responsibilities and that
at least one member has competence in accounting or auditing.
Responsibilities
The main duties of the Audit Committee are to:
— monitor the integrity of the Company’s financial statements and
regulatory announcements relating to its financial performance
and review significant financial reporting judgements;
— report to the Board on the appropriateness of the Company’s
accounting policies and practices;
— consider the ongoing assessment of the Company as a going
concern and the assessment of its longer term viability;
— review and challenge the valuations of the Company’s
investments prepared by the Investment Manager, and
provide a recommendation to the Board on the valuation of the
those investments;
— oversee the relationship with the external auditor, including
agreeing its remuneration and terms of engagement, reviewing
its reporting, monitoring its independence, objectivity and
effectiveness, ensuring that any non-audit services are
appropriately considered, and making recommendations to
the Board on its appointment, reappointment or removal, for
this to put to the shareholders in general meeting;
— monitor and consider annually whether there is a need for the
Company to have its own internal audit function;
— keep under review the effectiveness of the Company’s internal
controls, including financial controls and risk management
systems (including review and consideration of the
Company’s risk matrix);
— review and consider the UK Code, the AIC Code, and the
AICGuidance on Audit Committees; and
— report to the Board on how it has discharged its
responsibilities.
“The Committee’s role is to supervise the
financial reporting, risk management,
control environment and audit process of
theCompany.”
Sian Hill
Audit Committee Chairman
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Significant areas of judgement considered
The Audit Committee has determined that a key risk of
misstatement of the Company’s financial statements relates to
the valuation of its investments at fair value through profit or loss,
in the context of the judgements necessary to evaluate market
values of the underlying investments. There is also an inherent
risk of management override as the Investment Manager’s
annual management fees are dependent on the performance
of the Company’s share price, while its performance fees
are dependent on the Company’s share price and NAV.
TheInvestment Manager is responsible for calculating the
NAVwith the assistance of the Administrator, prior to approval
bythe Board.
The Audit Committee reviews, considers and, if thought
appropriate, recommends for the purposes of the Company’s
financial statements, valuations prepared by the Investment
Manager in respect of the investments.
As outlined in note 6 to the financial statements, the total carrying
value of the investments at fair value through profit or loss at
31March 2025 was £1,124.7 million.
The Audit Committee has satisfied itself that the key estimates
and assumptions used in the valuation models for investee
companies are appropriate and that the investments have been
fairly valued.
The valuation process and methodology were discussed with
the Investment Manager and with the external auditor at the
AuditCommittee meeting held on 13 June 2025. Due to the
illiquid and subjective nature of the Company’s investments, the
Investment Manager uses an independent third-party valuation
expert to perform an independent valuation, which is used
to assess the reasonableness of the Investment Manager’s
half-yearly valuations of the underlying investments. The
independent valuation expert provides a detailed valuation
report to the Company at each period end.
Meetings
During the year ended 31 March 2025, the Audit Committee met
four times formally and there was ongoing liaison and discussion
between the external auditor and the Audit Committee Chair with
regards to the audit approach and the identified risks.
The matters discussed at Audit Committee meetings include:
— review of the terms of reference of the Audit Committee for
approval by the Board;
— review of the accounting policies and format of the
financialstatements;
— review of significant areas of financial judgement;
— detailed review of the Interim Report and half-yearly portfolio
valuations, and recommendation for approval by the Board;
— review and approval of the audit plan of the external auditor;
— discussion and approval of the fee for the external audit;
— detailed review of the valuations of the Company’s investment
portfolio and recommendation for approval by the Board;
— assessment of the independence of the external auditor;
— assessment of the effectiveness of the external audit process;
and
— review of the Company’s key risks and internal controls.
The Audit Committee met on 13 June 2025 to review the results of
the audit and to consider the Annual Report for the period ended
31 March 2025, which the Board approved on 18 June 2025.
Accounting for subsidiaries
The Directors have concluded that the Company has all the
elements of control as prescribed by IFRS 10 ‘Consolidated
Financial Statements’ in relation to all its subsidiaries and that the
Company satisfies the three essential criteria to be regarded as
an investment entity as defined in IFRS 10, IFRS 12 ‘Disclosure of
Interests in Other Entities’ and IAS 27 ‘Consolidated and Separate
Financial Statements. The three essential criteria, and how the
Company has satisfied these are outlined in note 2.
Risk management
The Board is accountable for carrying out a robust assessment
ofthe principal and emerging risks facing the Company,
including those threatening its business model, future position
and performance, solvency and liquidity. On behalf of the
Board, the Audit Committee reviews the effectiveness of the
Company’s risk management processes. The Company’s risk
assessment process and the way in which significant business
risks are managed is a key area of focus for the Audit Committee.
The workof the Audit Committee was driven primarily by the
Company’s assessment of its principal risks and uncertainties
as set out in the Strategic report. The Audit Committee receives
reports from the Investment Manager and Administrator on the
Company’s risk evaluation process and reviews changes to
significant risks identified.
Internal audit
The Audit Committee considers at least once a year whether
or not there is a need for an internal audit function. Currently,
the Audit Committee does not consider there to be a need
for an internal audit function, given the Company does not
have executive directors and employees, and all outsourced
functionsare with parties who have their own internal controls
and procedures.
Audit Committee report
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To assess the effectiveness of the external auditor, the
Committeereviews:
— the external auditor’s fulfilment of the agreed audit plan and
variations from it;
— discussions or reports highlighting the major issues that
aroseduring the course of the audit; and
— feedback from other service providers evaluating the
performance of the audit team.
The fee for the statutory audit for the year ended 31 March 2025
is£217,500 (31 March 2024: £198,000). No fees were paid to
thestatutory auditor in respect of non-audit services during
theyear.
The Audit Committee is satisfied with BDO Limited’s
effectivenessand independence as external auditor having
considered the degree of diligence and professional
scepticismdemonstrated. Having carried out the review
described above and having satisfied itself that the
externalauditor remains independent and effective, the
Audit Committeehas recommended to the Board that BDO
Limited be reappointed as external auditor for the year ending
31March2026.
On behalf of the Audit Committee
Sian Hill
Audit Committee Chairman
18 June 2025
External audit
BDO Limited has been the Company’s external auditor since the
Company’s incorporation.
The external auditor is required to rotate the audit partner every five
years. There are no contractual obligations restricting the choice
of external auditor and the Company will put the audit services
contract out to tender at least every ten years. UnderGuernsey
company law, the reappointment of the externalauditor is subject
to shareholder approval at the AGM. The Audit Committee
continues to monitor the performance of the external auditor on
an annual basis and considers its independence and objectivity,
taking account of appropriate guidelines. In addition, the
Committee Chair continues to maintain regular contact with
the lead audit partner outside the formal Committee meeting
schedule, not only to discuss formal agenda items for upcoming
meetings, but also to review any othersignificant matters.
The Audit Committee reviews the scope and results of the audit,
its cost effectiveness and the independence and objectivity
of the external auditor, with particular regard to the level of
any non-audit fees. No non-audit services were provided by
the Company’s auditor during the year and as such, the Audit
Committee considers BDO Limited to be independent of the
Company and that there is no threat to the objectivity and
independence of the conduct of the audit.
To further safeguard the objectivity and independence of
the external auditor from becoming compromised, the Audit
Committee are aware of the FRC’s Ethical Standard which
precludes BDO Limited from providing certain services such as
valuation work or the provision of accounting services and also
sets a presumption that BDO Limited should only be engaged
for non-audit services where they are best placed to provide
those services, for example the interim review and reporting
accountant services. The Ethical Standard also imposes a
cap on fees to be charged by a company’s external auditor for
non-audit services at 70% of the average statutory audit fees for
the previous three years.
To fulfil its responsibility regarding the independence of the
external auditor, the Audit Committee considers:
— discussions with or reports from the external auditor
describing its arrangements to identify, report and manage
any conflicts of interest; and
— the extent of non-audit services provided by the
externalauditor.
Audit Committee report
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Radhošt’ transmitter, Vsetín,
Czech Republic.
Audit Committee report
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Directors’ report
required tonotify their interest in, or a change to their interest
in, the Company under the FCA’s Disclosure Guidance and
Transparency Rules.
Ordinary shareholders are entitled to all distributions paid by
the Company and, on a winding up, provided the Company has
satisfied all of its liabilities, ordinary shareholders are entitled
to all of the surplus assets of the Company attributable to the
ordinary shares. Ordinary shareholders are also entitled to
attendand vote at all general meetings of the Company and,
onapoll, to one vote for each ordinary share held.
Subscription Shares carry no rights to dividends paid by
the Company and holders of Subscription Shares have no
votingrights.
Authority to buy back shares
The current authority of the Company to make market purchases
of up to 114,866,942 ordinary shares (being 14.99% of the issued
ordinary share capital as at the date of the 2024 AGM held on
24July 2024, the date the resolution was passed) is due to expire
at the conclusion of the 2025 AGM. At the 2025 AGM, the Board
will seek to renew this authority.
Along with most other companies in the investment trust sector,
the Company’s shares traded at a discount to NAV throughout
the year, largely as a result of macroeconomic factors. In
February2023 the Board approved a discretionary programme
of share buybacks of up to £20million, of which £5.9million had
been used by 31March2025. The buyback programme is not
subject to a set cut-off date.
All buybacks of ordinary shares made during the financial year
have been made subject to Company Law, the authority granted
by shareholders at the 2024 AGM and within any guidelines
established from time to time by the Board. The making and
timing of any buybacks is at the absolute discretion of the Board.
Ordinary shares will only be repurchased at a price which, after
related costs, represents a discount to the net asset value per
ordinary share and where the Directors believe such purchases
will enhance shareholder value. Any purchases will also only be
made in accordance with the Listing Rules, which provide that
the price to be paid must not be more than 5% above the average
of the middle market quotations for the ordinary shares for the
five business days before the shares are purchased unless
previously advised to shareholders.
The Directors present their Annual Report and audited financial
statements for the Company for the year ended 31March2025.
The Corporate Governance report on pages 56 to 63 forms part
of this report.
Details of the Directors who held office during the period and as
at the date of this report are provided on pages 54 and 55.
Capital structure
The Company is an externally managed closed-ended
investment company and its principal activity is to invest in
DigitalInfrastructure assets.
The Company was incorporated in Guernsey under Company
Law on 4 January 2021 as a non-cellular company limited by
shares with an indefinite life. It is domiciled in Guernsey and is
taxresident in the UK. The Company is registered with the GFSC
as a registered closed-ended collective investment scheme
pursuant to the Protection of Investors (Bailiwick of Guernsey)
Law, 2020, as amended, and the Registered Collective
Investment Scheme Rules and Guidance, 2021.
On 16 February 2021, the Company’s ordinary shares were
admitted to the Specialist Fund Segment of the Main Market
of the London Stock Exchange. The Company successfully
raisedgross proceeds of £370million at IPO, and a further
£200million gross proceeds through the placing of new
ordinaryshares in January 2022. £185million gross proceeds
were raised from the issue of C shares in June2021 with all of the
C Shares converting into ordinary shares on 20January2022.
A further £40million was raised through the exercise of
Subscription Shares.
As at 31 March 2025, the Company’s issued share
capital comprised 773,559,707 ordinary shares, of which
7,844,230ordinary shares were held in treasury, and
6,434,884Subscription Shares.
Subscription Shares carry the right, but not the obligation, to
subscribe for ordinary shares at specified dates at specified
prices. No such rights were exercised during the period.
Subscription Shares carry no voting rights.
The total issued share capital with voting rights as at
31March2025 was 765,715,477 ordinary shares and this
figure may be used by shareholders as the denominator
for the calculations bywhich they will determine if they are
Note 10 of the Annual Report details the share buybacks by the
Company which have occurred during the period.
Modern Slavery Act
As per section 54(1) of the Modern Slavery Act 2015, the
Company’s Modern Slavery Statement is reviewed and
approvedby the Board on an annual basis and published on
theCompany’s website.
Significant interests
Significant shareholdings in the Company as at 31March2025
are detailed below.
Ordinary shares
held %
Asset Value Investors 7.55
Rathbones 5.76
Evelyn Partners (Retail) 5.72
Schroder Investment Management 4.09
Charles Stanley 3.91
Killik, stockbrokers 3.51
TrinityBridge 3.34
Nottinghamshire County Council 3.02
In addition, the Company also provides the same information as
at 31 May 2025, being the most current information available.
Ordinary shares
held %
Asset Value Investors 7.32
Rathbones 6.51
Evelyn Partners (Retail) 5.92
TrinityBridge 4.34
Schroder Investment Management 4.22
Charles Stanley 4.02
Killik, stockbrokers
Nottinghamshire County Council
3.47
3.02
Investment trust status
On 5 May 2021, HMRC approved the Company’s application to
be an approved investment trust for the purposes of section 1158
of the Corporation Tax Act 2010, as amended, and the Investment
Trust (Approved Company) (Tax) Regulations 2011, subject to
continuing to meet the relevant conditions. The Directors intend
at all times to conduct the affairs of the Company so as to enable it
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to meet those conditions and continue to qualify as an investment
trust. In particular, the Company generally must not retain in
respect of any accounting period an amount which is greater than
15% of its eligible investment income and must distribute by way
of dividend an amount required to comply with this requirement
not later than 12 months following the end of the accounting
period in which the income arises.
AIFMD disclosures
The Directors have considered the impact of AIFMD on the
Company and its operations. The Company is a non-EU
domiciled Alternative Investment Fund and the Investment
Manager has been appointed as the Company’s non-EU AIFM.
As the Company is managed by a non-EU AIFM, only a limited
number of provisions of AIFMD apply.
Report on remuneration and quantitative remuneration disclosure
Under the AIFMD, the Company is required to make disclosures
relating to the remuneration of staff working for the Investment
Manager for the year to 31 March 2025.
Amount of remuneration paid
The Investment Manager paid the following remuneration to its
staff in respect of the financial year ending on 31March2025 in
relation to work on the Company.
31 March 2025
£’000
Fixed remuneration 1,624
Variable remuneration 980
Total remuneration 2,604
Number of beneficiaries 13
The amount of the aggregate remuneration paid (or to be
paid) by the Investment Manager to its partners which has
been attributed to the Company in respect of the financial year
endingon 31March2025 was £2.2million (2024: £2.5million).
The amount of the total remuneration paid by the Investment
Manager to members of its staff whose actions have a material
impact on the risk profile of the Company and which has been
attributed to the Company in respect of the financial year ending
on 31March2025 was £2.6 million (2024: £2.9 million).
Leverage
The Company’s long-term gearing is expected to be between
20% and 35% of gross asset value and shall not exceed a
maximum of 50% of gross asset value, calculated at the time of
drawdown. The use of borrowings and leverage has attendant
risks and can, in certain circumstances, substantially increase
the adverse impact to which the Company’s investment portfolio
may be subject. For the purposes of this disclosure, leverage
is any method by which the Company’s exposure is increased,
whether through the borrowing of cash or securities, or leverage
embedded in foreign exchange forward contracts or by any
othermeans. AIFMD requires that each leverage ratio be
expressed as the ratio between a Company’s exposure and its
net asset value, and prescribes two required methodologies,
thegross methodology and the commitment methodology
(as setout in AIFMD Level 2 Implementation Guidance), for
calculating such exposure. Using the methodologies prescribed
under AIFMD, the leverage of the Company is detailed in the
tablebelow:
Commitment
leverage as at
31 March 2025
Gross leverage
as at
31 March 2025
Leverage ratio 24.8% 24.8%
Other risk disclosures
The risk disclosures relating to risk framework and risk profile
ofthe Company are set out in note 16 on pages 97 to 100 and Risk
management on pages 46 and 50.
Pre-investment disclosures
AIFMD requires certain information to be made available to
investors in an AIF before they invest and requires that material
changes to this information be disclosed in the Annual Report
of the AIF. There have been no material changes (other than
those reflected in these financial statements) to this information
requiring disclosure.
Business review and diversity
A business review is contained in the Investment Manager’s
report on pages 16 to 24 and the Company’s policy on diversity is
contained in the Corporate Governance report on page 57.
Directors’ indemnity
Directors’ and officers’ liability insurance cover is in place in
respect of the Directors. The Company’s Articles of Incorporation
provide, subject to the provisions of the relevant Guernsey
legislation, an indemnity for Directors in respect of costs which
they may incur relating to the defence of any proceedings
brought against them arising out of their positions as Directors,
inwhich they are acquitted or judgement is given in their favour
bythe court.
Except for the indemnity provisions in the Company’s Articles of
Incorporation and in the Directors’ letters of appointment, there
are no qualifying third-party indemnity provisions in force.
Risks and risk management
The Company is exposed to financial risks such as price
risk, interest rate risk, credit risk and liquidity risk and the
managementand monitoring of these risks is detailed in note16
to the financial statements.
Independent auditor
The Directors will propose the reappointment of BDO Limited
asthe Company’s auditor and resolutions concerning this and
the remuneration of the Company’s auditor will be proposed at
the AGM.
At the time that this report was approved, so far as each of the
Directors is aware:
— there is no relevant audit information of which the auditor is
unaware; and
— they have taken all the steps they ought to have taken to make
themselves aware of any audit information and to establish
that the auditor is aware of that information.
Directors’ report
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Going concern
The Directors have a reasonable expectation that the Company
has adequate resources to continue in operational existence for
at least the period to 30 September 2026, being the period of
assessment covered by the Directors. Accordingly, the Company
continues to adopt the going concern basis of accounting in
preparing the financial statements.
By order of the Board
Shonaid Jemmett-Page
Chairman
18 June 2025
Annual Report
As disclosed in the Audit Committee report on pages 64
to 66, the Audit Committee has given due consideration
that the AnnualReport, taken as a whole, is fair, balanced
and understandable. Therefore, the Board is of the opinion
that the Annual Report provides the information necessary
for shareholders to assess the position and performance,
strategyand business model of the Company.
The Board recommends that the Annual Report, the
Directors’report and the Independent Auditor’s report for
theperiod ended31 March 2025 are received and adopted
by the shareholders and a resolution concerning this will be
proposed at the AGM.
Dividends
With respect to the six months ended 31 March 2025, the
Boardhas declared a dividend of £17.2 million, equivalent
to 2.25p per share, as disclosed in note 15 to the financial
statements.Thisbrings the total distribution declared with
respectto the period ended 31 March 2025 to 4.35p per share.
Subsequent events
There have been no significant subsequent events, other than
those disclosed in note 19 to the financial statements.
Strategic report
A review of the business and future outlook and the principal and
emerging risks and uncertainties of the Company are disclosed
in the Strategic report on pages 4 to 51.
Prompt payment
The Board recognises that relationships with suppliers are
enhanced by prompt payment and the Administrator, in
conjunction with the Investment Manager, has procedures
in place to ensure all payments are processed within the
contractual terms agreed with the individual suppliers.
Whistleblowing
The Board has considered arrangements by which staff of the
Investment Manager or Administrator may, in confidence, raise
concerns within their respective organisations about possible
improprieties in matters of financial reporting or other matters.
Ithas concluded that adequate arrangements are in place for
the proportionate and independent investigation of such matters
and, where necessary, for appropriate follow-up action to be
taken within their organisation.
Directors’ report
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Statement of Directors’ responsibilities
Website publication
The Directors are responsible for ensuring the Annual Report and
the financial statements are made available on a website. The
financial statements are published on the Company’s website at
www.cordiantdigitaltrust.com in accordance with legislation in
the UK governing the preparation and dissemination of financial
statements, which may vary from legislation in other jurisdictions.
The maintenance and integrity of the Company’s website is the
responsibility of the Directors. The Directors’ responsibilities
also extend to the ongoing integrity of the financial statements
contained therein. Legislation in Guernsey governing the
preparation and dissemination of the financial statements may
differ from legislation in other jurisdictions.
Directors’ responsibilities pursuant to DTR4
Each of the Directors, whose names are set out on pages 54 and
55, confirms to the best of their knowledge and belief that:
— the Company’s financial statements have been prepared in
accordance with IFRS, as issued by IASB, and give a true and
fair view of the assets, liabilities, financial position and profit
and loss of the Company; and
— the Annual Report includes a fair review of the development
and performance of the business and the financial position of
the Company, together with a description of the principal and
emerging risks and uncertainties that they face.
Fair, balanced and understandable
The Directors are responsible for preparing the Annual Report
in accordance with applicable law and regulations. Having
taken advice from the Audit Committee, the Directors consider
the Annual Report, taken as a whole, is fair, balanced and
understandable and that it provides the information necessary
for shareholders to assess the Company’s position and
performance, business model and strategy.
On behalf of the Board
Shonaid Jemmett-Page
Chairman
18 June 2025
The Companies Law requires the Directors to prepare financial
statements for each financial year and the Directors have elected
to prepare the Company’s financial statements in accordance
with IFRS, as issued by IASB. Under the Companies 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 for the Company
for that year, are in accordance with IFRS and comply with any
enactment for the time being in force.
In preparing these financial statements, the Directors are
required to:
— select suitable accounting policies and apply them
consistently;
— make accounting estimates that are reasonable and prudent;
— prepare the financial statements on the going concern basis
unless it is inappropriate to presume that the Company will
continue in business;
— present information in a manner that is relevant, reliable,
comparable and understandable; and
— state whether or not applicable accounting standards have
been followed, subject to any material departures disclosed
and explained in the financial statements.
The Directors confirm that they have complied with the above
requirements in preparing the financial statements. 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 the
financial statements comply with the Companies Law.
They are also responsible for safeguarding the assets of
the Company and hence for taking reasonable steps for the
prevention and detection of fraud and other irregularities.
The Directors are responsible for ensuring that the Annual
Report, taken as a whole, is fair, balanced and understandable
and provides the information necessary for shareholders to
assess the Company’s position and performance, business
model and strategy.
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The Company achieved
a strong performance,
underpinned by the
strength of the portfolio
thatwe haveconstructed.”
Shonaid Jemmett-Page
Chairman
Financial
statements
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Cukrák data centre, Prague,
Czech Republic.
Independent Auditor’s Report to the Members of
Cordiant Digital Infrastructure Limited 74
Statement of Financial Position 80
Statement of Comprehensive Income 81
Statement of Changes in Equity 82
Statement of Cash Flows 83
Notes to the financial statements 84
Contents
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Independent Auditor’s Report of BDO Limited to the Members of Cordiant Digital Infrastructure Limited
Opinion on the financial statements
In our opinion, the financial statements of Cordiant Digital Infrastructure Limited (“the Company”):
— give a true and fair view of the state of the Company’s affairs as at 31 March 2025 and of its profit
for the year then ended;
— have been properly prepared in accordance with International Financial Reporting Standards
(“IFRS”) as issued by the IASB; and
— have been properly prepared in accordance with the requirements of the Companies
(Guernsey)Law, 2008.
We have audited the financial statements of the Company for the year ended 31 March 2025
which comprise the Statement of Financial Position, the Statement of Comprehensive Income,
theStatement of Changes in Equity, the Statement of Cash Flows and notes to the financial
statements, including a summary of the material accounting policy information.
The financial reporting framework that has been applied in their preparation is applicable law and
IFRS as issued by the IASB.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs
(UK)”) and applicable law. Our responsibilities under those standards are further described in the
Auditor’s responsibilities for the audit of the financial statements section of our report. We believe
that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion. Our audit opinion is consistent with the additional report to the audit committee.
Independence
We remain independent of the Company in accordance with the ethical requirements that are
relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard as
applied to listed entities, and we have fulfilled our other ethical responsibilities in accordance with
these requirements.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the Directors’ use of the going concern
basis of accounting in the preparation of the financial statements is appropriate. Our evaluation of
the Directors’ assessment of the Company’s ability to continue to adopt the going concern basis of
accounting included:
— Obtaining the paper prepared by the Directors in respect of going concern and discussing, and
also challenging, this with both the Company’s Directors and management;
— Reviewing and challenging the Directors’ cash flow forecasts and their stress tests of future
income and expenditure;
— Agreeing the projected cash flows from the underlying investments to the valuation models used
to perform the investment valuation audit procedures as detailed within the Key Audit Matters
section below;
— Obtaining and reviewing the future commitments of the Company and checking they have been
appropriately incorporated into the forecast; and
— Reviewing the minutes of the Board Meetings and the Company’s RNS (Regulatory News
Services) announcements and the compliance reports for any indicators of concerns in respect
of going concern.
Based on the work we have performed, we have not identified any material uncertainties relating to
events or conditions that, individually or collectively, may cast significant doubt on the Company’s
ability to continue as a going concern for a period of at least twelve months from when the financial
statements are authorised for issue.
In relation to the Company’s reporting on how it has applied the UK Corporate Governance Code,
we have nothing material to add or draw attention to in relation to the Directors’ statement in the
financial statements about whether the Directors considered it appropriate to adopt the going
concern basis of accounting.
Our responsibilities and the responsibilities of the Directors with respect to going concern are
described in the relevant sections of this report.
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Overview
Key audit matters 2025 2024
Valuation of Investments
Materiality Company financial statements as a whole
£19.8m (2024:£18.4m) based on 2% (2024: 2%) of Net Assets
An overview of the scope of our audit
Our audit was scoped by obtaining an understanding of the Company and its environment,
including the Company’s system of internal control, and assessing the risks of material misstatement
in the financial statements. We also addressed the risk of management override of internal controls,
including assessing whether there was evidence of bias by the Directors that may have represented
a risk of material misstatement.
In designing our overall audit approach, we determined materiality and assessed the risk of material
misstatement in the financial statements.
This assessment took into account the likelihood, nature and potential magnitude of any
misstatement. As part of this risk assessment, we considered the Company’s interaction with the
Manager and the Company’s Administrators. We considered the control environment in place at the
Manager and the Company’s Administrators to the extent that it was relevant to our audit. Following
this assessment, we applied professional judgement to determine the extent of testing required over
each balance in the financial statements.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial statements of the current period and include the most significant assessed
risks of material misstatement (whether or not due to fraud) that we identified, including those
which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit,
and directing the efforts of the engagement team. These matters were addressed in the context of
our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters.
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Key audit matter How the scope of our audit addressed the key audit matter
Valuation of investments
(Refer to Notes 2 and 6 to the
financial statements)
The investment portfolio consists of six unlisted investments, one
of which was acquired during the year.
The investments consist of loan and equity investments. As the
loans are an integral part of the investment, they are included as
part of the overall investment valuation.
Five of the investments are valued on a discounted cash
flowbasis.
The remaining one investment is carried at cost, being the
price of recent investment, due to it only being acquired in
February2025.
The valuations are subjective, with a high level of judgment and
estimation linked to the determination of fair value with limited
market information available.
These estimates and judgements include discount rate, inflation,
revenue projections and terminal growth rate.
As a result of the subjectivity, there is a risk of an inappropriate
valuation model being applied, together with the risk of
inappropriate inputs to the model being used.
Management also utilised a third-party valuer to perform
a reasonableness assessment of the valuation of the
underlyinginvestments.
There is also a risk of error in the discounted cash flow models
through inaccurate inputs being used.
The valuation of the unlisted investments is a key driver of the
Company’s net asset value and total return. Incorrect valuations
could have a significant impact on the net asset value of the
Company and therefore the return generated for shareholders.
As such we determined this to be an area of audit focus and a
keyaudit matter.
In respect of the loan portion of the investments we:
— vouched the loan drawdowns to loan agreements and verified the terms of the loan.
— recalculated the loan interest on the loans based on the agreements and compared to that
calculated by management.
In respect of the equity investment fair valued using a discounted cash flow model, our
proceduresincluded:
— We utilised our internal valuation experts to assess and challenge the reasonableness and
appropriateness of the valuation model/ method and the key inputs into the valuation such as
discount rate, inflation, terminal growth rate, inflation and tax rates.
— For the cashflow forecast we obtained a detailed understanding of the cashflow forecasts,
challenged management and obtained support for the key inputs that drove the valuation.
— We utilised spreadsheet analysis tools to assess the integrity of the valuation models.
— We challenged the appropriateness of the selection and application of key assumptions in
the model including the discount rate, inflation, terminal growth rate and revenue projections
appliedby benchmarking to available industry data and consulting with our internal
valuationsexperts.
— For each of the key assumptions in the valuation models, we also considered whether
alternativereasonable assumptions could have been applied. We considered each
assumptionin isolation as well as in conjunction with other assumptions and the valuation as
a whole. Where appropriate, we sensitised the valuation where other reasonable alternative
assumptions could have been applied.
— We reviewed the corporation tax workings within the valuation model and considered
whetherthese had been modelled accurately in the context of current corporation tax
legislationand rates.
— We agreed cash and other net assets to bank statements and investee company
managementaccounts.
— We considered the accuracy of forecasting by comparing previous forecasts to actual results
and challenged the reasons for significant variances and whether these have been adequately
factored into future modelling.
— We obtained management’s third-party expert valuation and assessed whether this
supportedmanagement’s calculation of fair value at period end. We reviewed the report for
anyfactors that would indicate that the fair value calculated by management is inappropriate.
Inaddition, we assessed the independence, objectivity and expertise of management’s expert.
Key observations
Based on our procedures performed we found the valuation estimates and judgements were
withinan acceptable range.
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Our application of materiality
We apply the concept of materiality both in planning and performing our audit, and in evaluating
the effect of misstatements. We consider materiality to be the magnitude by which misstatements,
including omissions, could influence the economic decisions of reasonable users that are taken
onthe basis of the financial statements.
In order to reduce to an appropriately low level the probability that any misstatements exceed
materiality, we use a lower materiality level, performance materiality, to determine the extent
of testing needed. Importantly, misstatements below these levels will not necessarily be
evaluated as immaterial as we also take account of the nature of identified misstatements, and
the particularcircumstances of their occurrence, when evaluating their effect on the financial
statements as a whole.
Based on our professional judgement, we determined materiality for the financial statements as a
whole and performance materiality as follows:
Company Financial Statements
2025 2024
Materiality £19.8m £18.4m
Basis for determining
materiality
2% of Net Assets 2% of Net Assets
Rationale for the
benchmark applied
Net assets are considered to be the benchmark of most interest
to the users of the financial statements in understanding the
financial position of the Company as an investor in Digital
Infrastructure assets.
Performance materiality £14.8m £13.8m
Basis for determining
performance materiality
75% of Materiality
This was determined using our professional judgement and took
into account the complexity and our accumulated knowledge of
the engagement.
Reporting threshold
We agreed with the Audit Committee that we would report to them all individual audit differences
in excess of £990,000 (2024:£920,000). We also agreed to report differences below this threshold
that, in our view, warranted reporting on qualitative grounds.
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Other information
The directors are responsible for the other information. The other information comprises the
information included in the annual report, other than the financial statements and our auditor’s
report thereon. Our opinion on the financial statements does not cover the other information
and, except to the extent otherwise explicitly stated in our report, we do not express any form of
assurance conclusion thereon. Our responsibility is to read the other information and, in doing so,
consider whether the other information is materially inconsistent with the financial statements or our
knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If
we identify such material inconsistencies or apparent material misstatements, we are required to
determine whether this gives rise to a material misstatement in the financial statements themselves.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact.
We have nothing to report in this regard.
Corporate governance statement
The Listing Rules require us to review the Directors’ statement in relation to going concern, longer-
term viability and that part of the Corporate Governance Statement relating to the parent company’s
compliance with the provisions of the UK Corporate Governance Code specified for our review.
Based on the work undertaken as part of our audit, we have concluded that each of the following
elements of the Corporate Governance Statement is materially consistent with the financial
statements or our knowledge obtained during the audit.
Going concern and
longer-term viability
— The Directors’ statement with regards the appropriateness
of adopting the going concern basis of accounting and any
material uncertainties identified set out on page 70; and
— The Directors’ explanation as to its assessment of the entity’s
prospects, the period this assessment covers and why the
period is appropriate is set out on page 50.
Other Code provisions
— Directors’ statement on fair, balanced and understandable
setout from page 71;
— Board’s confirmation that it has carried out a robust
assessment of the emerging and principal risks set out on
page 65;
— The section of the annual report that describes the review
of effectiveness of risk management and internal control
systemsset out on page 65; and
— The section describing the work of the Audit Committee set
outon page 64.
Other Companies (Guernsey) Law, 2008 reporting
We have nothing to report in respect of the following matters where the Companies (Guernsey) Law,
2008 requires us to report to you if, in our opinion:
— proper accounting records have not been kept by the Company; or
— the financial statements are not in agreement with the accounting records; or
— we have failed to obtain all the information and explanations which, to the best of our knowledge
and belief, are necessary for the purposes of our audit.
Responsibilities of Directors
As explained more fully in the Statement of Directors’ responsibilities, the Directors are responsible
for the preparation of the financial statements and for being satisfied that they give a true and fair
view, and for such internal control as the Directors determine is necessary to enable the preparation
of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Directors are responsible for assessing the Company’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern
and using the going concern basis of accounting unless the Directors either intend to liquidate the
Company or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s
report that includes our opinion. Reasonable assurance is a high level of assurance, but is not
a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these financial statements.
Extent to which the audit was capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We
design procedures in line with our responsibilities, outlined above, to detect material misstatements
in respect of irregularities, including fraud. The extent to which our procedures are capable of
detecting irregularities, including fraud is detailed below:
Non-compliance with laws and regulations
Based on:
— Our understanding of the Company and the industry in which it operates;
— Discussion with management and those charged with governance; and
— Obtaining an understanding of the Company’s policies and procedures regarding compliance
with laws and regulations.
We considered the significant laws and regulations to be IFRS and the Companies (Guernsey)
Law,20 08.
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The Company is also subject to laws and regulations where the consequence of non-compliance
could have a material effect on the amount or disclosures in the financial statements, for
examplethrough the imposition of fines or litigation. We identified such laws and regulations to
beThe Protection of Investors (Bailiwick of Guernsey) Law, 2020.
Audit procedures performed by the engagement team to respond to the risks identified included:
— Discussion with and enquiry of management and those charged with governance concerning
known or suspected instances of non-compliance with laws and regulations and fraud;
— Obtaining an understanding of the internal control environment in place to prevent and
detectirregularities;
— Reading minutes of meetings of those charged with governance, correspondence with
the Guernsey Financial Services Commission, internal compliance reports, complaint
registers andbreach registers to identify and consider any known or suspected instances of
non-compliance with laws and regulations;
— Agreement of the financial statement disclosures to underlying supporting documentation; and
— Review of legal expenditure accounts to understand the nature of the expenditure incurred.
Fraud
We assessed the susceptibility of the financial statements to material misstatement including fraud.
Our risk assessment procedures included:
— Enquiry with management and those charged with governance regarding any known or
suspected instances of fraud;
— Obtaining an understanding of the Company’s policies and procedures relating to:
— Detecting and responding to the risks of fraud; and
— Internal controls established to mitigate risks related to fraud.
— Reading minutes of meetings of those charged with governance, correspondence with the
Guernsey Financial Services Commission, internal compliance reports, complaint registers and
breach registers to identify and consider any known or suspected instances of fraud;
— Discussion amongst the engagement team as to how and where fraud might occur in the
financial statements; and
— Performing analytical procedures to identify any unusual or unexpected relationships that may
indicate risks of material misstatement due to fraud.
Based on our risk assessment, we considered the areas most susceptible to fraud to be
management override of controls and valuation of unquoted investments.
Our procedures in respect of the above included those detailed in the key audit matter above
andalso:-
— Discussing amongst the engagement team the risks of fraud;
— Testing journal entries, based on risk assessment criteria as well as an unpredictable sample,
and evaluating whether there was evidence of bias by the Investment Manager and Directors
thatrepresented a risk of material misstatement due to fraud.
We also communicated relevant identified laws and regulations and potential fraud risks to all
engagement team members and remained alert to any indications of fraud or non-compliance with
laws and regulations throughout the audit.
Our audit procedures were designed to respond to risks of material misstatement in the financial
statements, recognising that the risk of not detecting a material misstatement due to fraud is higher
than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment
by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in
the audit procedures performed and the further removed non-compliance with laws and regulations
is from the events and transactions reflected in the financial statements, the less likely we are to
become aware of it.
A further description of our responsibilities is available on the Financial Reporting Council’s website
at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
The engagement director on the audit resulting in this independent auditor’s opinion is Justin Hallett.
Use of our report
This report is made solely to the Company’s members, as a body, in accordance with Section 262 of
the Companies (Guernsey) Law, 2008. Our audit work has been undertaken so that we might state to
the Company’s members those matters we are required to state to them in an auditor’s report and for
no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to
anyone other than the Company and the Company’s members, as a body, for our audit work, for this
report, or for the opinions we have formed.
Justin Hallett
For and on behalf of BDO Limited
Chartered Accountants and Recognised Auditor
Second Floor
Plaza House
Admiral Park
St Peter Port
Guernsey
18 June 2025
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Statement of Financial Position
As at 31 March 2025
As at
31March2025
31March2024
Note
£’000
£’000
Non current assets
Investments at fair value through profit or loss
6
1,12 4 , 6 9 5
1,005,937
1 , 124,695
1 ,005,937
Current assets
Receivables
8
1 0,795
17, 2 7 9
Cash and cash equivalents
6 ,1 3 7
6 0,08 5
1 6,932
77,364
Current liabilities
Loans and borrowings
9
(147,591)
(1 5 7, 6 2 9)
Accrued expenses and other creditors
(1 , 5 1 7)
(5 , 0 12)
(149,108)
(1 6 2 , 6 41)
Net current liabilities
(1 3 2 , 1 7 6)
(85,277)
Net assets
992,5 19
920 ,660
Equity
Equity share capital
10
7 74,214
7 74,656
Retained earnings - Revenue
(162)
(14,538)
Retained earnings - Capital
2 18,467
1 60,542
Total equit y
992,519
920,660
Number of shares in issue
Ordinary shares
10
765,715,477
766,290,4 77
765,715,477 766,2 90, 477
Net asset value per ordinary share (pence)
14
1 29.62
1 2 0 .15
The financial statements on pages 80 to 101 were approved and authorised for issue by the Board of Directors on 18 June 2025 and signed on their behalf by:
Shonaid Jemmett-Page Sian Hill
Chairman Director
The accompanying notes on pages 84 to 101 form an integral part of these financial statements.
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Statement of Comprehensive Income
Year ended 31 March 2025
Year ended 31 March 2025
Year ended 31 March 2024
Revenue
Capital
Total
Revenue
Capital
Total
Note
£’000
£’000
£’000
£’000
£’000
£’000
Movement in fair value of investments held at fair value through profit or loss
6
–
90, 1 90
90, 190
–
9 9,588
99,588
Unrealised foreign exchange losses on investments
–
(1, 0 6 0)
(1 , 0 6 0)
–
(3,013)
(3 , 0 13)
Management fee income
8 0 1
–
8 0 1
1, 4 0 8
–
1, 4 0 8
Dividend income
2 4,601
–
24,6 01
–
–
–
Interest income
–
–
–
1 ,877
–
1 ,877
Operating expenses
25,402
89, 130
114,532
3 ,285
9 6,575
99,860
Other expenses
4
(8,651)
–
(8 , 6 51)
(7, 6 2 8)
(1 ,888)
(9,516)
Investment acquisition costs
–
(1 , 2 1 2)
(1, 2 1 2)
–
(5 6 8)
(5 6 8)
(8,651)
(1 , 2 1 2)
(9 , 8 6 3)
(7, 6 2 8)
(2 , 4 5 6)
(1 0 , 0 8 4)
Operating profit
1 6,751
87 ,918104,669(4,343) 9 4,119 89,776
Foreign exchange movements on working capital
–
2,946
2,946
–
51 8
5 1 8
Finance income
5
1, 4 3 0
–
1,430
2 ,12 6
–
2 ,1 2 6
Finance expense
(3 , 8 0 5)
–
(3,805)
(12,125)
–
(12 ,125)
Profit for the year before tax
1 4,376
9 0 , 8 6 4
105, 240
(14 , 3 4 2)
94,6 37
8 0,295
Tax charge
12
–
–
–
–
–
–
Profit for the year after tax
1 4,376
9 0 , 8 6 4
105, 240
(14 , 3 4 2)
94,6 37
8 0,295
Total comprehensive income for the year
1 4,376
9 0 , 8 6 4
105, 240
(14 , 3 4 2)
94,6 37
8 0,295
Weighted average number of shares
Basic - Ordinary Shares
14
765,862,189
7 65,862,189
765,862 , 1 89
770,5 10, 1 17
770,5 10, 1 17
7 70,51 0, 1 1 7
Diluted - Ordinary Shares
14
765,862,189
7 65,862,189
765,862 , 1 89
770,5 10, 1 17
770,5 10, 1 17
7 70,51 0, 1 1 7
Earnings per share
Basic - Earnings (pence) from continuing operations
14
1 . 8 8
11. 8 6
13 . 74
(1. 8 6)
1 2.28
10 . 4 2
Diluted - Earnings (pence) from continuing operations
14
1 . 8 8
11. 8 6
13 . 74
(1. 8 6)
1 2.28
10 . 4 2
The accompanying notes on pages 84 to 101 form an integral part of these financial statements.
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Statement of Changes in Equity
Year ended 31 March 2025
Retained
Retained
earnings
earnings
Share capital
– Revenue
– Capital
Total equity
Note
£’000
£’000
£’000
£’000
Opening net assets attributable to shareholders at 1 April 2023
779,157
(196)
96,750
875,7 1 1
Shares repurchased in the year
(4 , 5 0 1)
–
–
(4,501)
Distributions paid in the year15–
–
(3 0 , 8 4 5)
(30,845)
Profit and total comprehensive income for the year
–
(1 4 , 3 4 2)
94,637
8 0 , 2 9 5
Closing net assets attributable to shareholders at 31 March 2024
774,656
(14,538)
1 6 0 , 5 4 2
920 ,660
Retained
Retained
earnings
earnings
Share capital
– Revenue
– Capital
Total equity
£’000
£’000
£’000
£’000
Opening net assets attributable to shareholders at 1 April 2024774,656
(1 4, 538)
160,542
920 , 660
Shares repurchased in the year
(442)–
–
(4 4 2)
Distributions paid in the year––15 (3 2 , 9 3 9) (32,939)
Profit and total
comprehensive income for the year
–14,376 90,864 105,240
Closing net assets attributable to shareholders at 31 March 2025
77 4, 21 4
(1 6 2)
2 1 8 , 4 6 7
992,5 1 9
The accompanying notes on pages 84 to 101 form an integral part of these financial statements.
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Statement of Cash Flows
Year ended 31 March 2025
Year ended Year ended
31 March 2025
31 March 2024
Note
£’000
£’000
Operating activities
Operating profit for the year
104,669
89,776
Adjustments to operating activities
Net gain on investments at fair value through profit or loss
6
(90,190)
(99,588)
Unrealised foreign exchange loss on investment
1,060
3,013
Management fee income
(801)
(1,408)
Dividend income (24,601)–
Interest capitalised and receivable on shareholder loan investments
6
–
(1, 8 7 7)
Decrease/(increase) in receivables5 , 5 2 0 (2,979)
Increase/(decrease) in payables3 5 9(31)
Cash received on settled foreign currency contract
–
37,1 6 7
Cash paid on foreign currency contract
–
(3 7,17 7 )
Net cashflows used in operating activities (3,984)(13,104)
Cash flows used in investing activities
Investment additions
6
(2 9 , 6 2 8)
(6 6 , 2 2 4)
Finance income
1 , 6 1 6
867
Loan interest received
–
3,978
Repayment of shareholder loan received
–
26,384
Dividend income24,601–
Net cash flows used in investing activities
(3 , 411)
(3 4 , 9 9 5)
Cash flows (used in)/generated from financing activities
(4 4 2)
(4 , 5 0 1)
Shares repurchased10
–
148,992
Loa
n drawn down
9
Loa
n repaid
9
(1 0 , 8 2 8)
(7,610)
Finance costs paid
(1, 5 0 0)
(7,428)
Dividends paid
15
(3 2 , 9 3 9)
(30,845)
Net cash flows (used in)/generated from financing activities
(4 5 , 7 0 9)
9 8 , 6 0 8
(Decrease)/increase in cash and cash equivalents during the year
(5 3 ,1 0 4)
50,509
Cash and cash equivalents at the beginning of the year
60,0 85
10,498
Exchange translation movement
(844)
(9 2 2)
Cash and cash equivalents at the end of the year
6, 1 37
60,085
The accompanying notes on pages 84 to 101 form an integral part of these financial statements.
Cordiant Digital Infrastructure Limited Annual Report 2025
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83
Notes to the financial statements
1. General information
Cordiant Digital Infrastructure Limited (the Company; LSE ticker: CORD) was incorporated and
registered in Guernsey on 4 January 2021 with registered number 68630 as a non-cellular company
limited by shares and is governed in accordance with the provisions of the Companies (Guernsey)
Law 2008. The registered office address is East Wing, Trafalgar Court, Les Banques, St Peter Port,
Guernsey GY1 3PP. The Company’s ordinary shares were admitted to trading on the Specialist Fund
Segment of the London Stock Exchange on 16 February 2021 and its C Shares on 10 June 2021.
On 20 January 2022, all C Shares were converted to ordinary shares. A second issuance of
ordinary shares took place on 25 January 2022. Note 10 gives more information on share capital.
2. Material accounting policies
The material accounting policies applied in the preparation of these financial statements are
set out below. These policies have been consistently applied to all the years presented, unless
otherwise stated.
Basis of preparation
The financial statements have been prepared in accordance with IFRS as issued by the IASB,
the Statement of Recommended Practice issued by the Association of Investment Companies
(the AIC SORP) and the Companies (Guernsey) Law 2008.
The financial statements have been prepared on an historical cost basis as modified for the
measurement of certain financial instruments at fair value through profit or loss. They are presented
in pounds sterling, which is the currency of the primary economic environment in which the
Company operates, and are rounded to the nearest thousand, unless otherwise stated.
The material accounting policies are set out below.
Going concern
The financial statements have been prepared on a going concern basis. As at 31 March 2025, the
Company had net current liabilities of £132.2 million. The Directors have assessed the Company’s
financial position, including its access to group support and funding arrangements, and have a
reasonable expectation that the Company has adequate resources to meet its liabilities as they fall
due for at least the next 12 months.
While the ongoing conflicts and political changes in different parts of the world during the year
have created some supply chain disruption and market volatility, this did not have a material direct
effect on the results of the business. The Directors are satisfied that the resulting macroeconomic
environment is not likely to significantly restrict business activity.
The Directors have reviewed different scenarios and stress testing of the cash flow forecasts
prepared by the Investment Manager to understand the resilience of the Company’s cash flows to
adverse scenarios.
The Directors and Investment Manager are actively monitoring these risks and their potential effect
on the Company and its underlying investments. In particular, they have considered the following
specific key potential impacts:
— increased volatility in the fair value of investments
— disruptions to business activities of the underlying investments; and
— recoverability of income and principal and allowance for expected credit losses.
In considering the key potential impacts above on the Company and its underlying investments,
the Investment Manager has assessed these with reference to the mitigation measures in place.
Based on this assessment, the Directors do not consider that the effects of the above risks have
created a material uncertainty over the assessment of the Company as a going concern.
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As further detailed in note 6 to the financial statements, the Board uses a third-party valuation provider
to perform a reasonableness assessment of the Investment Manager’s valuation of the underlying
investments. Additionally, the Investment Manager and Directors have considered the cash flow
forecast to determine the term over which the Company can remain viable given its current resources.
On the basis of this review and, after careful consideration and making due enquiries, the
Directors have a reasonable expectation that the Company has adequate resources to continue
in operational existence for at least the period from 19 June 2025 to 30 September 2026, being the
period of assessment considered by the Directors. Accordingly, they continue to adopt the going
concern basis in preparing the financial statements.
Accounting for subsidiaries
The Directors have concluded that the Company has all the elements of control as prescribed by
IFRS 10 ‘Consolidated Financial Statements’ in relation to all its subsidiaries and that the Company
satisfies the three essential criteria to be regarded as an Investment Entity as defined in IFRS 10.
The three essential criteria are that the entity must:
— obtain funds from one or more investors for the purpose of providing these investors with
professional investment management services;
— commit to its investors that its business purpose is to invest its funds solely for returns from capital
appreciation, investment income or both; and
— measure and evaluate the performance of substantially all of its investments on a fair value basis.
In satisfying the second essential criterion, the notion of an investment time frame is critical and
an Investment Entity should have an exit strategy for the realisation of its investments. The Board
has approved a divestment strategy under which the Investment Manager will, within two years
from acquisition of an investment and at least annually thereafter, undertake a review of the current
condition and future prospects of the investment. If the Investment Manager concludes that:
— the future prospects for an investment are insufficiently strong to meet the Company’s rate of
return targets; or
— the value that could be realised by an immediate disposal would outweigh the value of retaining
the investment; or
— it would be more advantageous to realise capital for investment elsewhere than to continue to
hold the investment
then the Investment Manager will take appropriate steps to dispose of the investment.
Also as set out in IFRS 10, further consideration should be given to the typical characteristics of an
Investment Entity, which are that:
— it should have more than one investment, to diversify the risk portfolio and maximise returns;
— it should have multiple investors, who pool their funds to maximise investment opportunities;
— it should have investors that are not related parties of the entity; and
— it should have ownership interests in the form of equity or similar interests.
The Directors are of the opinion that the Company meets the essential criteria and typical
characteristics of an Investment Entity. Therefore, subsidiaries are measured at fair value
through profit or loss, in accordance with IFRS 9 ‘Financial Instruments’. Fair value is measured in
accordance with IFRS 13 ‘Fair Value Measurement’.
Financial instruments
In accordance with IFRS 9, financial assets and financial liabilities are recognised in the Statement of
Financial Position when the Company becomes a party to the contractual provisions of the instrument.
Financial assets
The classification of financial assets at initial recognition depends on the purpose for which the
financial asset was acquired and its characteristics. All purchases of financial assets are recorded at
the date on which the Company became party to the contractual requirements of the financial asset.
The Company’s financial assets principally comprise investments held at fair value through profit or
loss, cash and cash equivalents, and trade receivables.
Financial assets are recognised at the date of purchase or the date on which the Company became
party to the contractual requirements of the asset. Financial assets are initially recognised at cost,
being the fair value of consideration given. Transaction costs of financial assets at fair value through
profit or loss are recognised in the Statement of Comprehensive Income as incurred.
A financial asset is derecognised (in whole or in part) either:
— when the Company has transferred substantially all the risks and rewards of ownership; or
— when it has neither transferred nor retained substantially all the risks and rewards and when it no
longer has control over the assets or a portion of the asset; or
— when the contractual right to receive cash flow has expired.
Investments held at fair value through profit or loss
Investments are measured at fair value through profit or loss. Gains or losses resulting from the
movement in fair value are recognised in the Statement of Comprehensive Income at each interim
and annual valuation point, 30 September and 31 March respectively.
The loans provided to subsidiaries are held at fair value through profit or loss as they form part of
a managed portfolio of assets whose performance is evaluated on a fair value basis. These loans
are recognised at the loan principal value plus outstanding interest. Any gain or loss on the loan
investment is recognised in profit or loss.
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability
in an orderly transaction between market participants at the measurement date. Fair value is
calculated on an unlevered, discounted cash flow basis in accordance with IFRS 13.
When available, the Company measures fair value using the quoted price in an active market. A market
is regarded as ‘active’ if transactions for the asset or liability take place with sufficient frequency and
volume to provide pricing information on an ongoing basis. If there is no quoted price in an active
market, then the Company uses valuation techniques that maximise the use of relevant observable
inputs and minimise the use of unobservable inputs. The chosen valuation technique incorporates all
of the factors that market participants would take into account when pricing a transaction.
2. Material accounting policies continued
Notes to the financial statements
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Valuation process
The Investment Manager is responsible for proposing the valuation of the assets held by the
Company, and the Directors are responsible for reviewing the Company’s valuation policy and
approving the valuations at 31 March and 30 September each year.
The Investment Manager derives the key assumptions of the valuations of the assets proposed
to the Board and performs sensitivity analysis on them. The results of this sensitivity analysis are
included in note 6.
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and demand deposits and other short-term
highly liquid investments with an original maturity of three months or less that are readily convertible
to a known amount of cash and are subject to an insignificant risk of changes in value.
Cash collateral
Cash collateral is classified as a financial asset at amortised cost. It is measured at amortised cost.
Cash collateral is recorded based on agreements entered into with an entity without notable history
of default causing ECL to be immaterial and therefore not recorded.
Financial liabilities
Financial liabilities are classified according to the substance of the contractual agreements
entered into and are recorded on the date on which the Company becomes party to the contractual
requirements of the financial liability.
The Company’s financial liabilities measured at amortised cost include trade and other payables,
intercompany loans and other short-term monetary liabilities which are initially recognised at fair
value and subsequently measured at amortised cost using the effective interest rate method.
A financial liability is derecognised, in whole or in part, when the Company has extinguished its
contractual obligations, or it expires or is cancelled. Any gain or loss on derecognition is taken to the
Statement of Comprehensive Income.
Equity
Financial instruments issued by the Company are treated as equity if the holder has only a residual
interest in the assets of the Company after the deduction of all liabilities. The Company’s ordinary
shares and Subscription Shares are classified as equity.
Share issue costs directly attributable to the issue of ordinary shares are shown in equity as a
deduction from share capital. When shares recognised as equity are repurchased, the amount of
the consideration paid, which includes directly attributable costs, is recognised as a deduction
from equity.
Dividends
Dividends payable are recognised as distributions in the financial statements when the Company’s
obligation to make payment has been established.
Revenue recognition
Dividend income is recognised when the Company’s entitlement to receive payment is established.
Other income is accounted for on an accruals basis using the effective interest rate method.
Expenses
Expenses are recognised on an accruals basis in the Statement of Comprehensive Income in the
period in which they are incurred.
Taxation
The Company has met the conditions in section 1158 Corporation Tax Act 2010 and the Investment
Trust (Approved Company) (Tax) Regulations 2011 for each period to date, and it is the intention of
the Directors to conduct the affairs of the Company so that it continues to satisfy those conditions
and continues to be approved by HMRC as an investment trust.
In respect of each accounting period for which the Company is approved by HMRC as an
investment trust, the Company will be exempt from UK corporation tax on its chargeable gains and
its capital profits from creditor loan relationships. The Company will, however, be subject to UK
corporation tax on its income (currently at a rate of 25%).
In principle, the Company will be liable to UK corporation tax on its dividend income. However,
there are broad-ranging exemptions from this charge which would be expected to be applicable in
respect of most of the dividends the Company may receive.
A company that is an approved investment trust in respect of an accounting period is able to
take advantage of modified UK tax treatment in respect of its ‘qualifying interest income’ for an
accounting period. It is expected that the Company will have material amounts of qualifying interest
income and that it may, therefore, decide to designate some or all of the dividends paid in respect of
a given accounting period as interest distributions.
2. Material accounting policies continued
Notes to the financial statements
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To the extent that the Company receives income from, or realises amounts on the disposal of,
investments in foreign countries it may be subject to foreign withholding or other taxation in those
jurisdictions. To the extent it relates to income, this foreign tax may, to the extent not relievable under
a double tax treaty, be able to be treated as an expense for UK corporation tax purposes, or it may be
treated as a credit against UK corporation tax up to certain limits and subject to certain conditions.
Current tax is the expected tax payable on the taxable income for the period, using tax rates that
have been enacted or substantively enacted at the reporting date. Deferred tax is the tax expected
to be payable or recoverable on temporary differences between the carrying amounts of assets and
liabilities in the financial statements and the corresponding tax bases used in the computation of
taxable profit. Deferred tax liabilities are generally recognised for all taxable temporary differences
and deferred tax assets are recognised to the extent that it is probable that taxable profits will be
available against which deductible temporary differences can be utilised.
Deferred tax assets and liabilities are not recognised if the temporary differences arise from
goodwill or from the initial recognition of other assets and liabilities in a transaction that is not a
business combination and that affects neither the taxable profit nor the accounting profit. Deferred
tax assets and liabilities are recognised for taxable temporary differences arising on investments,
except where the Company is able to control the timing of the reversal of the difference and it is
probable that the temporary difference will not reverse in the foreseeable future. Deferred tax is
calculated at the tax rates that are expected to apply in the period when the liability is settled or the
asset is realised. Deferred tax is charged or credited to the Statement of Comprehensive Income
except when it relates to items charged or credited directly to equity, in which case the deferred tax
is also dealt with directly in equity.
Deferred tax assets and liabilities are offset when: there is a legally enforceable right to set off tax
assets against tax liabilities; they relate to income taxes levied by the same taxation authority; and
the Company intends to settle its current tax assets and liabilities on a net basis. Deferred tax assets
and liabilities are not discounted.
Foreign currencies
The functional currency of the Company is the pound sterling, reflecting the primary economic
environment in which it operates. The Company has chosen pounds sterling as its presentation
currency for financial reporting purposes.
Foreign currency transactions during the year, including purchases and sales of investments,
income and expenses are translated into pounds sterling at the rate of exchange prevailing on the
date of the transaction.
Monetary assets and liabilities denominated in currencies other than pounds sterling are
retranslated at the rate of exchange ruling at the reporting date. Non-monetary items that are
measured in terms of historical cost in a currency other than pounds sterling are translated using the
exchange rates at the dates of the initial transactions and are not subsequently retranslated.
Non-monetary items measured at fair value in a currency other than pounds sterling are translated
using the exchange rates at the date as at which the fair value was determined. Foreign currency
gains and losses on financial instruments classified as at fair value through profit or loss are
included in profit or loss in the Statement of Comprehensive Income as part of the change in fair
value of investments.
Foreign currency gains and losses on other financial instruments are included in profit or loss in the
Statement of Comprehensive Income as a finance income or expense.
Segmental reporting
The chief operating decision maker, who is responsible for allocating resources and assessing
performance of the operating segments, has been identified as the Board as a whole. The key
measure of performance used by the Directors to assess the Company’s performance and to
allocate resources is the Company’s NAV, as calculated under IFRS as issued by the IASB, and
therefore no reconciliation is required between the measure of profit or loss used by the Board and
that contained in the Annual Report.
For management purposes, the Company is organised into one main operating segment, which
invests in Digital Infrastructure assets.
Due to the Company’s nature, it has no customers.
New standards, amendments and interpretations issued and effective for the financial period
beginning 1 April 2024
The Board has considered new standards and amendments that are mandatorily effective from
1 January 2024 and with the exception of the Disclosure of Accounting Policies (Amendment to
IAS1) has not had a significant impact on the financial statements.
New standards, amendments and interpretations issued but not yet effective
There are a number of new standards, amendments to standards and interpretations which are
not yet mandatory for the 31 March 2025 reporting period and have not been adopted early by
the Company.
— Lack of Exchangeability - Amendments to IAS 21 The Effects of Changes in Foreign Exchange
Rates, effective from 1 January 2025;
— Annual Improvements to IFRS Accounting Standards, effective from 1 January 2026-
Amendments to: (i) IFRS 1 First-time Adoption of International Financial Reporting
Standards(ii) IFRS 7 Financial Instruments: Disclosures and its accompanying Guidance on
Implementing IFRS 7 (iii) IFRS 9 Financial Instruments (iv) IFRS 10 Consolidated Financial
Statements (v) IAS 7 Statement of Cash flows; and
— IFRS 18 Presentation and Disclosure in Financial Statements, effective from 1 January 2027
IFRS 18 will impact the presentation and disclosure of income and expense items in the
Financial Statements but there is not expected to be any impact on the financial position or
performance figures.
2. Material accounting policies continued
Notes to the financial statements
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3. Significant accounting judgements, estimates and assumptions
The preparation of the financial statements requires management to make judgements, estimates
and assumptions that affect the application of accounting policies and the reported amounts of
assets, liabilities, income, and expenses.
Estimates and judgements are continually evaluated and are based on historical experience and
other factors, including expectations of future events that are believed to be reasonable under the
circumstances. The key estimates made by the Company are disclosed in note 6.
The resulting accounting estimates will, by definition, seldom equal the related actual results.
Revisions to accounting estimates are recognised in the period in which the estimate is revised
and in any future periods affected.
Judgements
In the process of applying the Company’s accounting policies, management has made the
following judgements, which have the most significant effect on the amounts recognised in the
financial statements:
Assessment as an Investment Entity
In the judgement of the Directors, the Company qualifies as an Investment Entity under IFRS 10
and therefore its subsidiary entities have not been consolidated in the preparation of the financial
statements. Further details of the impact of this accounting policy are included in note 7.
Assumptions and estimation uncertainties
Information about assumptions and estimation uncertainties that have a significant risk of resulting
in a material adjustment to the carrying amounts of assets and liabilities within the year ended
31 March 2025 is included in note 6 and relates to the determination of fair value of investments with
significant unobservable inputs.
Climate change
In preparing the financial statements, the Directors have considered the impact of climate change,
particularly in the context of the climate change risks identified in the ESG report section of the
Strategic report.
In preparing the financial statements, the Directors have considered the medium- and longer-term
cash flow impacts of climate change on a number of key estimates within the financial statements,
including:
— the estimates of future cash flows used in assessments of the fair value of investments; and
— the estimates of future profitability used in the assessment of distributable income.
These considerations did not have a material impact on the financial reporting judgements and
estimates in the current year. This reflects the conclusion that climate change is not expected to
have a significant impact on the Company’s short- or medium-term cash flows including those
considered in the going concern and viability assessments.
4. Other expenses
Other expenses in the Statement of Comprehensive Income comprises:
Year ended
Year ended
31 March 2025
31 March 2024
£’000
£’000
Management fees
6,056
5,928
Legal and professional fees
1,15
6
713
Aborted deal fees
–
1,888
Directors’ fees
185
185
Fees payable to the statutory auditor
218
198
Other expenses
1,036
604
8,651
9,516
5. Finance income
Finance income in the Statement of Comprehensive Income comprises:
Year ended
Year ended
31 March 2025
31 March 2024
£’000
£’000
Bank interest received
130
418
Interest on fixed term deposits¹
1,157
1,708
Other income
143
–
1,430
2,126
¹ During the year ended 31 March 2025, the Company invested £5.0 million in JP Morgan and £4.7 million in Investec
fixed term deposits at an average interest rate of 3% per annum. At 31 March 2025, £5.0 million of these deposits had
not matured.
During the prior year ended 31 March 2024, the Company entered into two foreign exchange
forward contracts totalling £37.2 million. The maturity date of one of these foreign exchange
forwards was 27 March 2024 and for the other instrument was 3 May 2024. During the year ended
31 March 2025, the Company entered into one foreign exchange forward contract which remains
outstanding as at 31 March 2025. The fair value gain or loss on these instruments was immaterial.
Notes to the financial statements
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6. Investments at fair value through profit or loss
As at 31 March 2025
As at 31 March 2024
Loans
Equity
Total
Loans
Equity
Total
£’000
£’000
£’000
£’000
£’000
£’000
Opening balance
9,444
996,493
1,005,937
37,350
834,965
872,315
Additions
3,442
26,186
29,628
4,807
61,485
66,292
Shareholder loan repayment
–
–
–
(32,530)
–
(32,530)
Interest on promissory loan notes
–
–
–
1,877
–
1,877
Net gains on investments
(251)
89,381
89,130
(2,060)
100,043
97, 9 8 3
12,635
1,112,060
1,124,695
9,444
996,493
1,005,937
During the year ended 31 March 2025, the Company subscribed for 20 million additional ordinary shares (31 March 2024: 43.5 million) in its subsidiary Cordiant Digital Holdings UK Limited (CDH UK) for
cash consideration of £26.2 million (31 March 2024: £61.5 million).
On 2 March 2025, the Company’s indirect subsidiary, Cordiant Digital Holdings Six Limited (CDH6), completed the acquisition of a 47.5% economic (50% voting) interest in DCU Invest NV. Concurrently,
DCU Invest NV acquired the entire share capital of Datacenter United Brussels NV, the data centre business of Proximus Group, for a total consideration of £60.1 million (€72.3 million). The cost of
Company’s indirect equity investment in DCU Invest NV was £53.9 million (31 March 2024: Nil). Additionally, CDH6 provided a shareholder loan of €30 million to DCU Invest NV, which was partially
converted into 500,735 Class A shares valued at €1.5 million. As at 31 March 2025, the total cost and fair value of the Company’s indirect investment in DCU Invest NV, including the shareholder loan, was
€93.2 million (£77.6 million).
As at 31 March 2025, the equity investment in CDIL Data Centre USA LLC, the legal entity operating as Hudson Interxchange (Hudson) was valued at £23.6 million (31 March 2024: £32.8 million) and the
loan investment in Hudson at £12.6 million (31 March 2024: £9.4 million). The total investment in Hudson was valued at £36.2 million (31 March 2024: £42.3 million).
The fair value of the Company’s equity investment in České Radiokomunikace a.s. (CRA) held through its indirect subsidiary Cordiant Digital Holdings Two Limited (CDH Two) as at 31 March 2025 was
£429.0 million (31 March 2024: £385.9 million).
In the prior year ended 31 March 2024, the Company’s indirect subsidiary, Cordiant Digital Holdings One Limited (CDH One) restructured part of its equity investment in Emitel S.A. (Emitel) into a loan
investment. £37.2 million (PLN 192.5 million) was transferred from equity to loan. As at 31 March 2025, the Emitel loan investment was valued at £9.6 million (31 March 2024: £35.0 million) and the remaining
equity investment was valued at £571.8 million (31 March 2024: £490.0 million). The fair value of the Company’s total indirect investment in Emitel as at 31 March 2025 was £581.4 million (31 March 2024:
£525.0 million).
In the prior year ended 31 March 2024 the Company, through its indirect subsidiary Cordiant Digital Holdings Ireland Limited (CDHI), acquired Speed Fibre DAC (Speed Fibre) at a cash cost of
£53.6 million, a vendor loan note of £25.6 million and a provision for deferred consideration of £4.8 million. During the year ended 31 March 2025, the deferred consideration was settled for the amount of
£1.3 million, and the vendor loan note was paid in full. The adjusted cost was therefore £80.5 million. The fair value of the Company’s indirect investment in Speed Fibre at 31 March 2025 was £87.3 million
(31 March 2024: £86.4 million).
In the prior year ended 31 March 2024 the Company, through CDH UK, acquired Belgian Tower Company (Belgian Tower), formerly Norkring N.V., at a cost of £5.4 million. The fair value of the Company’s
indirect investment in Belgian Tower as at 31 March 2025 was £5.9 million (31 March 2024: £5.2 million).
Notes to the financial statements
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89
The table below details all gains on investments through profit or loss.
As at 31 March 2025
As at 31 March 2024
Loans
Equity
Total
Loans
Equity
Total
£’000
£’000
£’000
£’000
£’000
£’000
Movement in fair value of investments
–
90,190
90,190
–
99,5
88
99,588
Unrealised foreign exchange loss on investment
(251)
(809)
(1,060)
(2,060)
(953)
(3,013)
Management fee income¹
–
–
-
–
1,408
1,408
Shareholder loan interest income
–
–
–
1,877
–
1,877
(251)
89,381
89,130
(183)
100,043
99,860
¹The management fee income for the current year is included as a receivable in other debtors (see note 8). In the prior year ending 31 March 2024, it was included in the fair value of investments.
Fair value measurements
IFRS 13 requires disclosure of fair value measurement by level. The level of fair value hierarchy within the financial assets or financial liabilities is determined on the basis of the lowest level input that is
significant to the fair value measurement. Financial assets and financial liabilities are classified in their entirety into only one of the following three levels:
— Level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities;
— Level 2 – inputs other than quoted prices included within Level 1 that are observable for the assets or liabilities, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
— Level 3 – inputs for assets or liabilities that are not based on observable market data (unobservable inputs).
The determination of what constitutes ‘observable’ requires significant judgement by the Company. The Directors consider observable data to be market data that is readily available, regularly distributed
or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market.
The Company’s investments have been classified within Level 3 as the investments are not traded and contain unobservable inputs. The valuations have been carried out by the Investment Manager.
In order to obtain assurance in respect of the valuations carried out by the Investment Manager, the Company has engaged a third-party valuations expert to carry out an independent assessment of the
unobservable inputs and of the forecast cash flows of the Company’s investments.
During the year ended 31 March 2025, there were no transfers of investments at fair value through profit or loss from or to Level 3 (31 March 2024: nil).
The Company’s investments in CRA, Hudson Interxchange, Speed Fibre DAC, Emitel and Belgian Tower have been valued using a DCF methodology. This involves forecasting the entity’s future cash
flows, taking into account the terms of existing contracts, expected rates of contract renewal and targeted new contracts, and the economic and geopolitical environment. These cash flows are discounted
at the entity’s estimated weighted average cost of capital (WACC). This method also requires estimating a terminal value, being the value of the investment at the end of the period for which cash flows can
be forecast with reasonable accuracy, which is March 2030 for CRA, December 2030 for Emitel, December 2031 for Speed Fibre, March 2037 for Hudson Interxchange and March 2032 for Belgian Tower.
The terminal value is calculated using an assumed terminal growth rate (TGR) into perpetuity based on anticipated industry trends and long-term inflation rates. The Company’s investment in DCU has
been valued at cost, the price of recent investment being regarded as the most appropriate indicator of fair value.
The DCF valuation methodology requires estimation of unobservable inputs. The following table summarises the effect on the valuation of the Company’s portfolio of reasonably possible alternative
investment assumptions with regards to those estimates; these are calculated using the DCF valuation models referred to above.
6. Investments at fair value through profit or loss continued
Notes to the financial statements
Cordiant Digital Infrastructure Limited Annual Report 2025
Strategic report Governance Financial statements Additional informationIntroduction
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31 March 2025
Unobservable input
Valuation if
Valuation if
rate increases
Movement in
rate decreases
Movement in
Range
by 1% (£m)
valuation (£m)
by 1% (£m)
valuation (£m)
WACC
8.8%-10.6%
948
(270)
1,391
173
TGR
0%-2.4%
1,308
91
1011
(206)
31 March 2024
Unobservable input
Valuation if
Valuation if
rate increases
Movement in
rate decreases
Movement in
Range
by 1% (£m)
valuation (£m)
by 1% (£m)
valuation (£m)
WACC
9.00%-10.13%
858
(182)
1,276
236
TGR
1.25%-2.40%
1,194
154
920
(119)
Changes to WACC and TGR could be driven by, among other factors: market movements in interest rates, inflation rates and other macroeconomic indicators; perception of risk and volatility in debt
and equity markets affecting general market returns; and political and societal changes and technological developments affecting the operations of the portfolio companies and the countries in which
they operate. These sensitivity measures exclude the working capital balances of investee companies in the structure.
Both the Investment Manager and the third-party valuation expert use a combination of other valuation techniques to verify the reasonableness of the DCF valuations, as recommended in the International
Private Equity and Venture Capital (IPEV) Valuation Guidelines:
— earnings multiple: applying a multiple, derived largely from comparable listed entities in the market, to the forecast EBITDA of the entity to calculate an enterprise value, and then deducting the fair value
of any debt in the entity;
— DCF with multiple: calculating a DCF valuation of the cash flows of the entity to the end of the period for which cash flows can be forecast with reasonable accuracy, and then applying a multiple to
EBITDA at the end of that period to estimate a terminal value; and
— dividend yield: forecasting the entity’s capacity to pay dividends in the future and applying an equity yield to that forecast dividend, based on comparable listed entities in the market.
The DCF valuations derived by the Investment Manager and those derived by the third-party valuation expert were not materially different from each other, and the other valuation techniques used
provided assurance that the DCF valuations are reasonable.
6. Investments at fair value through profit or loss continued
Notes to the financial statements
Cordiant Digital Infrastructure Limited Annual Report 2025
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7. Unconsolidated subsidiaries
The following table shows the subsidiaries of the Company. As the Company qualifies as an
Investment Entity as referred to in note 3, these subsidiaries have not been consolidated in the
preparation of the financial statements:
Ownership
Ownership
Place of
interest at
interest at
Investment
Business
31 March 2025
31 March 2024
Held directly
Cordiant Digital Holdings UK Limited
United Kingdom
100%
100%
CDIL Data Centre USA LLC
USA
100%
100%
Held indirectly
Cordiant Digital Holdings One Limited
United Kingdom
100%
100%
Cordiant Digital Holdings Two Limited
United Kingdom
100%
100%
Cordiant Digital Holdings Three Limited
United Kingdom
100%
100%
Cordiant Digital Holdings Four Limited
United Kingdom
100%
100%
Cordiant Digital Holdings Five Limited
United Kingdom
100%
0%
Cordiant Digital Holdings Six Limited
United Kingdom
100%
0%
Cordiant Digital Holdings Ireland
Ireland
100%
100%
Communications Investments Holdings s.r.o.
Czech Republic
100%
100%
České Radiokomunikace a.s. (Czechia)
Czech Republic
100%
100%
Czech Digital Group, a.s
Czech Republic
100%
100%
Cloud4com s.r.o.
Czech Republic
100%
100%
Datové centrum Lužice s.r.o.
Czech Republic
100%
100%
Emitel S.A.
Poland
100%
100%
RTTS sp. z o. o.
Poland
100%
0%
EM Cast sp. z o. o.
Poland
100%
0%
Allford Investments sp. z o. o.
Poland
100%
100%
EM Properties sp. z o. o.
Poland
100%
100%
EM Projects sp. z o. o.
Poland
100%
100%
Hubb Investments sp. z o. o.
Poland
100%
100%
Magnet Networks Limited
Ireland
100%
100%
Belgian Tower Company N.V
Belgium
100%
100%
Speed Fibre DAC
Ireland
100%
100%
Speed Fibre 2 Holdings Limited
Ireland
100%
100%
Speed Fibre Intermediate Holdings Limited
Ireland
100%
100%
Speed Fibre Borrower Limited
Ireland
100%
100%
Speed Fibre Financing Limited
Ireland
100%
100%
Airspeed Communications Holdings ULC
Ireland
100%
100%
Airspeed Communications Solutions ULC
Ireland
100%
100%
Airspeed Networks Limited
Isle of Man
100%
100%
Speed Fibre Group Limited
Ireland
100%
100%
Airspeed Communications Limited
Ireland
100%
100%
E-Nasc Éireann Teoranta
Ireland
100%
100%
Enet Telecommunications Networks Limited
Ireland
100%
100%
DCU Invest NV
Belgium
47.5%
0%
DataCenter United
Belgium
47.5%
0%
Antwerp DataCenter BV
Belgium
47.5%
0%
Antwerp DC BV
Belgium
47.5%
0%
DATAZONE BV
Belgium
47.5%
0%
DC Star NV
Belgium
47.5%
0%
Digiscape BV
Belgium
47.5%
0%
Brussels DC NV
Belgium
47.5%
0%
DCU Invest NV
Belgium
47.5%
0%
The following additional information is provided in relation to unquoted investments as
recommended by the AIC SORP.
Pre-tax
Net assets/
Turnover
profit/(loss)
(liabilities)
Emitel
1
£129.4 million
£41.9 million
£228.6 million
CRA
2
£95.7 million
£19.8 million
£23.2 million
Hudson
3
£17.9 million
(£9.7 million)
£24.1 million
Speed Fibre
4
£67.3 million
(£10.2 million)
(£105.1 million)
Belgian Tower
5
£6.7 million
(£0.2 million)
£4.3 million
DCU Invest NV
6
–
–
–
1
Figures from Emitel’s management pack for the year ended 31 December 2024.
2
Figures from CRA’s management pack for the year ended 31 March 2025.
3
Figures from Hudson’s management pack for the period from 13 January 2023 to 31 March 2025.
4
Figures from Speed Fibre DAC’s management pack for the year ended 31 December 2024.
5
Figures from Belgian Tower Company’s management pack for the 15 months ended 31 March 2025
6
No meaningful data available. DCU is a combination of business, only one of which existed as a separate entity before
the Company’s acquisition of both the businesses on 28 February 2025.
The amounts invested in the Company’s unconsolidated subsidiaries during the year and their
carrying value at 31 March 2025 are as outlined in note 6.
There are certain restrictions on the ability of the Company’s unconsolidated subsidiaries in the
Czech Republic to transfer funds to the Company in the form of cash dividends or repayment of
loans. In accordance with the documentation relating to loans made by various banks to CRA,
such cash movements are subject to limitations on amounts and timing, and satisfaction of certain
conditions relating to leverage and interest cover ratio. The Directors do not consider that these
restrictions are likely to have a significant effect on the ability of the Company’s subsidiaries to
transfer funds to the Company.
During the year, the Investment Manager received immaterial fees from Emitel, CRA and CDH UK
for advisory services rendered.
Subsidiaries held in the Czech Republic, Ireland, Belgium and Poland are cash generative, and
do not need the financial support of the Company. The subsidiary based in the US will receive
the financial support of the Company for a period of at least 12 months from the publication of
this report.
Notes to the financial statements
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8. Trade and other receivables
As at
31 March 2025
31 March 2024
£’000
£’000
Cash collateral
8,755
8,963
Other debtors
1,891
6,582
Amounts receivable from related parties
68
1,599
Prepayments
81
105
Interest receivable
–
30
10,795
17,279
Cash collateral relates to one security deposit held in money market accounts. An amount of
USD 11.3 million (£8.8 million) relates to collateral for a letter of credit relating to the lease of the
building occupied by Hudson, and during the year ended 31 March 2025, the cash collateral
generated interest at a rate of 4.8% per annum (31 March 2024: 5.4% per annum).
9. Loan and Borrowings
As at
31 March 2025
31 March 2024
£’000
£’000
Opening balance
157,62
9
20,287
Drawdown of principal during the year
160
,255
148,962
Repayment of principal during the year
(166,399)
(9,990)
Realised exchange gain
(2,075)
–
Unrealised exchange gain
(1,819)
(1,630)
147, 591
157,629
On 29 July 2024, the Company fully settled its €191.8 million loan and related interest previously
owed to CDH Two through €1.8 million of its own cash reserves and a new intercompany loan of
€190.0 million with CDH UK. CDH UK financed this loan by accessing its financing facility of up to
€375.0 million, arranged with an international syndicate of banks and infrastructure debt funds,
with Apex Group Hold Co (UK) Limited acting as facility agent. The loan issue of €190.0 million
was settled directly between CDH UK and CDH Two; consequently, the statement of cash flows
remains unaffected.
The new intercompany liability to CDH UK amounting to €190.0 million is interest-free, repayable on
demand, and subject to specified repayment dates. During the year, principal cash repayments
of €12.9 million were made. As at 31 March 2025, the outstanding balance was €177.1 million
(£147.6 million), with no interest accrued or payable.
10. Share capital
Subject to any special rights, restrictions, or prohibitions regarding voting for the time being
attached to any shares, holders of ordinary shares have the right to receive notice of and to attend,
speak and vote at general meetings of the Company and each holder being present in person or
by proxy shall upon a show of hands have one vote and upon a poll shall have one vote in respect of
each ordinary share that they hold.
Holders of ordinary shares are entitled to receive and participate in any dividends or distributions
of the Company in relation to assets of the Company that are available for dividend or distribution.
On a winding-up of the Company, the surplus assets of the Company available for distribution
to the holders of ordinary shares (after payment of all other debts and liabilities of the Company
attributable to the ordinary shares) shall be divided amongst the holders of ordinary shares pro rata
according to their respective holdings of ordinary shares.
31 March 2025
31 March 2024
Ordinary shares
Number of shares
£’000
Number of shares
£’000
Issued and fully paid
773,559,707
78
0,10
0
773,559,707
78
0,10
0
Shares held in treasury
(7,844,230)
(5,886)
(7,269,230)
(5,444)
Outstanding shares at year/year end
765,715,477
774,214
766,290,477
774,656
Holders of ordinary shares are entitled to all dividends paid by the Company on the ordinary shares
and, on a winding up, provided the Company has satisfied all of its liabilities, ordinary shareholders
are entitled to all of the surplus assets of the Company attributable to the ordinary shares.
Subscription shares carry no right to any dividends paid by the Company and have no voting rights.
No subscription shares have been exercised between 31 March 2025 and the date of this report.
31 March 2025
31 March 2024
Treasury shares
Number of shares
Number of shares
Opening balance
7,269,230
1,050,000
Shares repurchased during the year
575,000
6,219,230
Closing balance at year end
7,8
4 4,230
7,269,230
The Company has undertaken market buybacks during the year. The movements are shown in the
table above. The average purchase price of the shares bought back during the year is 76.9 pence
(31 March 2024: 72.4 pence). The average price at which shares were repurchased represents a
38.2% discount to the NAV per share (31 March 2024: 39.8%) at the time of repurchase. The shares
repurchased were funded out of distributable reserves.
Subscription shareholders have no right to any dividends paid by the Company and have no
voting rights.
Notes to the financial statements
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11. Audit fees
Other operating expenses include fees payable to the Company’s auditor, which amounted to
£218,000 for the audit of the statutory financial statements for the year ended 31 March 2025
(31 March 2024: £198,000). No fees were incurred for other audit-related or non-audit services
in either year. At 31 March 2025, there were no audit fees from the year ended 31 March 2024
remaining unpaid.
12. Taxation
a) Analysis of the tax charge for the year
Year ended
Year ended
31 March 2025
31 March 2024
Corporation tax
£’000
£’000
Taxation for the year (see note 12b)
–
–
b) Factors affecting the tax charge for the year
The tax assessed for the year ended 31 March 2025 is lower than the Company’s applicable rate of
corporation tax for that year of 25%. The factors affecting the tax charge for the year are as follows:
Year ended
Year ended
31 March 2025
31 March 2024
£’000
£’000
Profit on ordinary activities before tax
105,240
80,427
Profit before tax multiplied by rate of coproration tax rate in the UK
of 25% (2024: 25%)
26,310
20,107
Effects of:
Net investment returns not subject to corporation tax
(23,019)
(24,306)
Non-deductible expenses
397
2,180
Amounts taxable in different periods
–
(173)
Surrender of expenses to other group companies
620
–
Dividends not subject to corporation tax
(6,150)
–
Current year management expenses not utilised
1,842
2,192
Total tax for the year (see note 12a)
–
–
c) Deferred taxation
The Company has an unrecognised deferred tax asset of £3,955,000 (Prior year: £2,192,000) based
on a main rate of corporation tax of 25%, in respect of excess management expenses of £11,821,000
and non-trading loan relationship deficits of £4,000,000 (Prior year: £6,768,000 and £2,000,000
respectively).
It is unlikely that the Company will generate sufficient taxable profits in the future to utilise these
expenses and therefore no deferred tax asset has been recognised.
Due to the Company’s status as an investment trust and the intention to continue to meet the
conditions required to retain that status, the Company has not provided for tax on any capital gains
or losses arising on the revaluation of investments.
Notes to the financial statements
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13. Management and performance fees
Under the Investment Management Agreement, the Investment Manager is entitled to receive
an annual management fee and a performance fee, plus any applicable VAT, in addition to the
reimbursement of reasonable expenses incurred by it in the performance of its duties.
Management fee
The Investment Manager receives from the Company an annual management fee, based on the
average market capitalisation of the Company, calculated using the closing market capitalisation for
each LSE trading day for the relevant month, and paid monthly in arrears. The management fee has
been payable since 30 April 2021, being the date on which more than 75% of the IPO proceeds were
deployed in investment activities.
The annual management fee is calculated on the following basis:
— 1.00% of the average market capitalisation up to £500 million;
— 0.90% of the average market capitalisation between £500 million and £1 billion; and
— 0.80% of the average market capitalisation in excess of £1 billion.
Following the publication of each Interim Report and Annual Report, the Investment Manager is
required to apply an amount, in aggregate, equal to 10% of the annual management fee for the
preceding six-month period in the following manner:
a) if the average trading price, calculated over the 20 trading days immediately preceding the
announcement date, is equal to, or higher than, the last reported NAV per ordinary share (as
adjusted to reflect any dividends reflected in the average trading price) the Investment Manager
shall use the relevant amount to subscribe for new ordinary shares (rounded down to the nearest
whole number of ordinary shares), issued at the average trading price; or
b) if the average trading price is lower than the last reported NAV per ordinary share (as adjusted
to reflect any dividends reflected in the average trading price) the Investment Manager shall, as
soon as reasonably practicable, use the relevant amount to make market purchases of ordinary
shares (rounded down to the nearest whole number of ordinary shares) within two months of the
relevant NAV announcement date.
Even though the annual management fee is payable on a monthly basis, ordinary shares will only be
acquired by the Investment Manager on a half-yearly basis.
Any ordinary shares subscribed or purchased by the Investment Manager pursuant to the above
arrangements are, subject to usual exceptions, subject to a lock-up of 12 months from the date of
subscription or purchase.
For the year ended 31 March 2025, the Investment Manager has charged management fees
of £6.1 million (31 March 2024: £5.9 million) to the Company, with £0.5 million (31 March 2024:
£0.6 million) owed at year end.
During the 12 months ended 31 March 2025, the Investment Manager made open market purchases
of 659,559 shares (31 March 2024: 444,772 shares) at an average price of 82.7 pence per share (31
March 2024: 73.8 pence per share).
Performance fee
The Investment Manager may in addition receive a performance fee on each performance fee
calculation date, dependent on the performance of the Company’s NAV and share price. The first
performance fee calculation date was 31 March 2024 and subsequent calculation dates are on
31 March each year thereafter. The fee is equal to 12.5% of the excess return over the target of 9%
for the NAV return or share price return, whichever is the lower, multiplied by the time-weighted
average number of ordinary shares in issue (excluding any ordinary shares held in treasury) during
the relevant period.
Any performance fee is to be satisfied as follows:
— as to 50% in cash; and
— as to the remaining 50% of the performance fee, subject to certain exceptions and the relevant
regulatory and tax requirements:
a) if the average trading price, calculated over the 20 trading days immediately preceding
the performance fee calculation date, is equal to or higher than the last reported NAV per
ordinary share (as adjusted to reflect any dividends reflected in the average trading price) the
Company will issue to the Investment Manager such number of new ordinary shares (credited
as fully paid) as is equal to the performance fee investment amount divided by the average
trading price (rounded down to the nearest whole number of ordinary shares); or
b) if the average trading price is lower than the last reported NAV per ordinary share (as adjusted
to reflect any dividends reflected in the average trading price) then the Company shall (on
behalf of, and as agent for, the Investment Manager) apply the performance fee investment
amount in making market purchases of ordinary shares, provided any such ordinary shares
are purchased at prices below the last reported NAV per ordinary share.
Any ordinary shares subscribed or purchased by the Investment Manager pursuant to the above
arrangements will, subject to usual exceptions, be subject to a lock-up of 36 months from the date of
subscription or purchase.
For the year ended 31 March 2025, no performance fee is due to the Investment Manager
(31 March 2024: £nil) and no amount has been accrued as the share price performance hurdle has
not been met.
Notes to the financial statements
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14. Earnings per share and net asset value per share
Ordinary shares
Year ended 31 March 2025
Earnings per share
Basic
Diluted
Allocated profit attributable to this share class – £’000
105,240
105,240
Weighted average number of shares in issue
765,862,189
765,862,189
Earnings per share from continuing operations in the year (pence)
13 .74
13.74
Ordinary shares
Year ended 31 March 2024
Earnings per share
Basic
Diluted
Allocated profit attributable to this share class – £’000
80,295
80,295
Weighted average number of shares in issue
770,510,117
770,510,117
Earnings per share from continuing operations
in the year (pence)
10.42
10.42
As at 31 March 2025, there were 6,434,884 (31 March 2024: 6,434,884) Subscription Shares in issue.
During the year ended 31 March 2025, nil (31 March 2024: nil) Subscription Shares were exercised.
Year ended
Year ended
31 March 2025
31 March 2024
Weighted average number of shares used in
basic earnings per share
76
5,862,189
770,510,117
Weighted average number of shares used in
diluted earnings per share
76
5,862,189
770,510,117
Net asset value – £’000
992
,519
920,660
Number of ordinary shares issued
765,715,477
766,290,477
Net asset value per share (pence)
129.62
12 0.15
15. Dividends declared and paid with respect to the year/period
Dividend per
ordinary share
Total dividend
Dividends paid during the year ended 31 March 2025
pence
£’000
Second interim dividend in respect of the period ended
31 March 2024
2.20
16,859
Interim dividend in respect of the period
ended 31 March 2025
2.10
16,080
32,939
Dividend per
ordinary share
Total dividend
Dividend declared
pence
£’000
Second interim dividend in respect of the year ended
31 March 2025
2 . 2 5
17, 2 2 9
Dividend per
ordinary share
Total dividend
Dividends paid during the year ended 31 March 2024
pence
£’000
Second interim dividend in respect of the year ended
31 March 2023
2.0 0
15,450
Interim dividend in respect of the year ended
31 March 2024
2 . 0 0
15,395
30,8 4 5
On 18 June 2025, the Board approved a second interim dividend of 2.25 pence per share in
respect of the period from 1 April 2024 to 31 March 2025, bringing the total dividend for the year to
4.35 pence per share. The record date for this dividend is 11 July 2025 and the payment date is
30 July 2025.
Notes to the financial statements
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16. Financial risk management
Financial risk management objectives
The Company’s investing activities intentionally expose it to various types of risks that are
associated with the underlying investments. The Company makes the investment in order to
generate returns in accordance with its investment policy and objectives.
The most important types of financial risks to which the Company is exposed are market risk
(including price, interest rate and foreign currency risk), liquidity risk and credit risk. The Board of
Directors has overall responsibility for the determination of the Company’s risk management and
sets policy to manage that risk at an acceptable level to achieve those objectives. The policy and
process for measuring and mitigating each of the main risks are described below.
The Investment Manager and the Administrator provide advice to the Company which allows
it to monitor and manage financial risks relating to its operations through internal risk reports
which analyse exposures by degree and magnitude of risks. The Investment Manager and the
Administrator report to the Board on a quarterly basis.
Categories of financial instruments
For those financial assets and liabilities carried at amortised cost, the Directors are of the opinion
that their carrying value approximates to their fair value.
31 March 2025
31 March 2024
£’000
£’000
Financial assets
Financial assets at fair value through profit or loss:
– Investments
1,124,695
1,005,937
Other financial assets at amortised cost:
– Cash and cash equivalents
6,137
60,085
– Trade and other receivables
10,719
17,174
Financial liabilities
Financial liabilities at amortised cost:
– Loans and borrowings
(147,5 91)
(157,629)
– Accrued expenses and other creditors
(1,517)
(5,012)
Fair value hierarchy
The table below analyses financial instruments measured at fair value at the reporting date by the
level in fair value hierarchy into which the fair value measurement is categorised. The amounts are
based on the values recognised in the Statement of Financial Position. All fair value measurements
below are recurring.
Level 1
Level 2
Level 3
Total
As at 31 March 2025
£’000
£’000
£’000
£’000
Financial assets
Financial assets at fair value
through profit or loss:
– Investments
–
–
1,124,695
1,124,695
–
–
1,124,695
1,124,695
Level 1
Level 2
Level 3
Total
As at 31 March 2024
£’000
£’000
£’000
£’000
Financial assets
Financial assets at fair value
through profit or loss:
– Investments
–
–
1,005,937
1,005,937
–
–
1,005,937
1,005,937
Capital risk management
The Company manages its capital to ensure that it will be able to continue as a going concern while
maximising the capital return to shareholders. The capital structure of the Company consists of
issued share capital and retained earnings, as stated in the Statement of Financial Position.
In order to maintain or adjust the capital structure, the Company may issue new shares. There are no
external capital requirements imposed on the Company.
The Company’s investment policy is set out under the Additional information section on pages 106
and 107.
Notes to the financial statements
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Market risk
Market risk includes price risk, foreign currency risk and interest rate risk.
Price risk
The underlying investments held present a potential risk of loss of capital to the Company. As
outlined in note 6, investments are in the form of shareholder loans and equity with protective
provisions in place. Price risk arises from uncertainty about future prices of underlying financial
investments held by the Company. As at 31 March 2025, the fair value of investments, excluding
cash and cash equivalents, was £1,124.7 million (31 March 2024: £1,005.9 million) and a 5%
increase/ (decrease) in the price of investments with all other variables held constant would result in
a change to the fair value of investments of +/- £56.1 million (31 March 2024: £50.3 million).
Please refer to note 6 for quantitative information about the fair value measurements of the
Company’s Level 3 investments.
The Company is exposed to a variety of risks which may have an impact on the carrying value of its
investments. The risk factors are set out below.
Not actively traded
The Company’s investments are not generally traded in an active market but are indirectly exposed
to market price risk arising from uncertainties about future values of the investments held. The
investments of the Company vary as to geographic distribution of operations and size; all of which
may impact the susceptibility of their valuation to uncertainty.
Concentration
The Company invests in the Digital Infrastructure sector. While the Company is subject to the
investment and diversification restrictions in its investment policy, within those limits material
concentrations of investments may arise. As at 31 March 2025, the Company held two direct
investments comprising a loan and equity investment in Hudson and an equity investment in CDH
UK. Through CDH UK and its subsidiaries, the Company held five indirect investments in Emitel,
CRA, Speed Fibre, Belgian Tower and DCU Invest NV. Emitel and CRA are classified as significant
holdings, representing approximately 47.8 per cent and 35.2 per cent of the Company’s investments
held at fair value, respectively.
Although the investments are in the same industry, each individual underlying data centre, mobile
telecommunications tower or segment of a fibre-optic network held within the portfolio constitutes a
separate Digital Infrastructure asset. This risk is managed through careful selection of investments
within the specified limits of the Company’s investment policy.
Each of these investment restrictions is calculated and applied as at the time of investment and
non-compliance resulting from changes in the price or value of assets following investment is not
considered a breach of the investment restrictions.
Foreign currency risk
The Company invests in financial instruments and enters into transactions that are denominated
in currencies other than its functional currency, primarily in Polish zloty, Czech koruna, Euros and
US dollars.
The Company’s currency risk is managed by the Investment Manager in accordance with the
policies and procedures in place.
The Company also has exposure to foreign currency risk due to the payment of some expenses in
Polish zloty, Czech koruna, Euros, US dollars and Canadian dollars. Consequently, the Company
is exposed to risks that the exchange rate of its currency relative to other foreign currencies may
change in a manner that has an adverse effect on the value of that portion of the Company’s assets
or liabilities denominated in currencies other than pounds sterling. Any exposure to foreign currency
risk at the underlying investment level is captured within price risk.
16. Financial risk management continued
Notes to the financial statements
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The following table sets out, in pounds sterling, the Company’s total exposure to foreign currency risk and the net exposure to foreign currencies of the monetary assets and liabilities. Of the total exposure
set out below, the Company’s direct foreign exchange exposure is £36.5 million (31 March 2024: £66.7 million).
As at 31 March 2025
USD
CZK
CAD
EUR
GBP
PLN
Total
£’000
£’000
£’000
£’000
£’000
£’000
£’000
Non-current assets
Financial assets at fair value through profit or loss
36,240
428,639
–
78,384
–
581,432
1,124,695
Total non-current assets
36,240
428,639
–
78,384
–
581,432
1,124,695
Current assets
Receivables
8,755
402
–
538
701
399
10,795
Cash and cash equivalents
259
–
1
–
5,877
–
6,137
Total current assets
9,014
402
1
538
6,578
399
16,932
Current liabilities
Loans and borrowings
–
–
–
(147,591)
–
–
(147,591)
Accrued expenses and other creditors
(29)
–
–
(198)
(1,290)
–
(1,517)
Total current liabilities
(29)
–
–
(147,789)
(1,290)
–
(149,108)
Total net assets
45,225
429,041
1
(68,867)
5,288
581,831
992,519
As at 31 March 2024
USD
CZK
CAD
EUR
GBP
PLN
Total
£’000
£’000
£’000
£’000
£’000
£’000
£’000
Non-current assets
Financial assets at fair value through profit or loss
42,262
385,941
–
52,654
30
525,050
1,005,937
Total non-current assets
42,262
385,941
–
52,654
30
525,050
1,005,937
Current assets
Receivables and prepayments
9,171
–
–
2,568
5,540
–
17,279
Cash and cash equivalents
67
–
–
40,734
19,284
–
60,085
Total current assets
9,238
–
–
43,302
24,824
–
77,364
Current liabilities
Loans and borrowings
–
–
–
(157,629)
–
–
(157,629)
Accrued expenses and other creditors
(29)
–
–
(3,862)
(1,121)
–
(5,012)
Total current liabilities
(29)
–
–
(161,491)
(1,121)
–
(162,641)
Total net assets
51,471
385,941
–
(65,535)
23,733
525,050
920,660
16. Financial risk management continued
Notes to the financial statements
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The table below sets out the effect on the net assets against a reasonably possible weakening of the
pound against the US dollar, Czech koruna, Polish zloty and euros by 5%, at 31 March 2025.
The analysis assumes that all other variables remain constant.
As at
31 March 2025
31 March 2024
Effect in increase of pounds sterling
£’000
£’000
USD
2, 261
2,574
CZK
21,
452
19,2
97
PLN
29,0 92
2
6,253
EUR
(3,443)
(3,277)
A strengthening of the pound against the above currencies would have resulted in an equal but
opposite effect to the amounts shown above.
Interest rate risk
The Company’s exposure to interest rate risk relates to the Company’s cash and cash equivalents
and intercompany loans and borrowings. The Company is subject to risk due to fluctuations in the
prevailing levels of market interest rates.
As at 31 March 2025, the cash balance held by the Company was £6.1 million (31 March 2024: £60.1
million). A 1% increase/(decrease) in interest rates with all other variables held constant would result
in a change to interest received of +/- £0.06 million (31 March 2024: +/- £0.6 million) per annum.
As at 31 March 2025, the intercompany loans and borrowings balance held by the Company
was £147.6 million (31 March 2024: £157.6 million). A 1% increase/(decrease) in interest rates with
all other variables held constant would result in a change to interest payable of +/- £1.5 million
(31 March 2024: £1.6 million). This effect at the Company level would be off set by an equal and
opposite change in the investments as the loan is with a 100% owned subsidiary (note 17).
Liquidity risk
Ultimate responsibility for liquidity risk management rests with the Board of Directors.
Liquidity risk is defined as the risk that the Company may not be able to settle or meet its obligations
on time or at a reasonable price. The Company’s policy and the Investment Manager’s approach to
managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its
liabilities when due, under both normal and stress conditions, without incurring unacceptable losses
or risking damage to the Company’s reputation. The Company’s liabilities are made up of estimated
accruals and trade creditors which are due to be settled within three months of the year end.
The Company’s liquidity risk arises principally from the fact that there is no liquid market for its
investments and it may not be able to realise their full value on a timely basis. The Company will
maintain flexibility in funding by keeping sufficient liquidity in cash and cash equivalents, which
may be invested on a temporary basis in line with the cash management policy as agreed by the
Directors from time to time.
The Company adopts a prudent approach to liquidity management and through the preparation of
budgets and cash flow forecasts maintains sufficient cash reserves to meet its obligations.
Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in
financial loss to the Company.
Financial assets mainly consist of cash and cash equivalents, cash collateral recorded within trade
and other receivables and investments at fair value through profit or loss. The Company’s risk on
liquid funds is managed by only depositing monies with institutions with a short term credit rating of
A1/P-1 – A1/F1 or equivalent. Cash collateral is recorded as a financial asset at amortised cost due to
contractual restrictions that limit its immediate availability and its risk is managed through rigorous
counterparty due diligence.
The table below shows the material cash balances, including those held as cash collateral, and the
credit ratings for the counterparties used by the Company at the year-end date:
Credit ratings:
31 March 2025
31 March 2024
Location
£’000
£’000
Royal Bank of Scotland International
Guernsey
1,110
24,481
JP Morgan
UK
5,000
–
Investec Bank Plc
UK
27
3
5,604
Royal Bank of Scotland International (long term)
Guernsey
8,755
8,963
S&P
Moody’s
Fitch
Royal Bank of Scotland International
A/A-1
A1/P-1
A1/F1
JP Morgan Plc
Not rated
A1/P-1
A A-/F1+
Investec Bank Plc
Not rated
A1/BA A1
BBB+/ A-
Royal Bank of Scotland International (long term)
A+/A-1
A1
A+
The Company’s maximum exposure to loss of capital at the year/period end is shown below:
Carrying value and maximum exposure
31 March 2025
31 March 2024
£’000
£’000
Financial assets (including cash and cash equivalents but not
prepayments)
16,846
77,259
Gearing
As at the date of these financial statements the Company had gearing of 14.9%
(31 March 2024: 17.1%) calculated as loans and borrowings divided by net assets.
16. Financial risk management continued
Notes to the financial statements
Cordiant Digital Infrastructure Limited Annual Report 2025
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17. Related party transactions
Directors
The Company has four non-executive Directors, each of whom is considered to be independent.
Directors’ fees for the year ended 31 March 2025 amounted to £185,000 (31 March 2024: £185,000),
of which £nil (31 March 2024: £nil) was outstanding at the year end.
The shares held by the Directors at 31 March 2025 are shown in the table below:
Ordinary
Ordinary
shares held at
shares held at
31 March 2025
31 March 2024
Shonaid Jemmett-Page
88,719
63,355
Sian Hill
77,500
57,500
Marten Pieters
103,125
103,125
Simon Pitcher
63,125
63,125
Investment Manager
During the 12 months ended 31 March 2025, the Investment Manager made open market purchases
of 659,559 shares (31 March 2024: 444,772 shares) at an average price of 82.7 pence per share
(31 March 2024: 73.8 pence per share). These purchases were made for the Investment Manager’s
own account and not behalf of the Company. In addition, management fees of £6.1 million (31 March
2024: £5.9 million) were charged to the Company during the year, with £0.5 million (31 March 2024:
£0.6 million) outstanding at year end.
Investment
The Company has provided additional funding of £3.4 million (USD 4.4 million) as a loan to its
subsidiary, CDIL Data Centre USA LLC during the year ended 31 March 2025. The balance of the
loan investment at 31 March 2025 was £12.6 million (31 March 2024: £9.4 million).
During the year, the Company subscribed for 20 million additional ordinary shares in CDH UK as
disclosed in note 6.
Company subsidiaries
On 30 June 2024, the Company’s direct subsidiary CDH UK signed a new €375 million Eurobond
facility to refinance the existing €200 million Eurobond facility held by the Company’s indirect
subsidiary, CDH Two. As part of this refinancing, the €191.8 million loan and related interest
previously owed to CDH Two was transferred to CDH UK. Accordingly, the Company derecognised
the liability to CDH Two and recognised a new intercompany loan payable to CDH UK. The
remaining €1.8 million was settled from other cash reserves held by the Company. At 31 March 2025,
the CDH UK loan principal was £147.6 million and no interest was accrued or due. Interest charged
during the year on CDH2 loan principal amounted to £3.8 million (31 March 2024: £12.1 million) of
which nil remained outstanding as at 31 March 2025 (31 March 2024: £3.9 million).
During the year ended 31 March 2025, the Company charged management fees amounting
to £0.8 million (31 March 2024: £1.4m) related to management services provided to CRA and
Emitel investments.
18. Ultimate controlling party
In the opinion of the Board, on the basis of the shareholdings advised to them, the Company has no
ultimate controlling party.
19. Subsequent events
Apart from dividend declaration, as disclosed in Note 15, there were no other significant events
following the reporting period ending 31 March 2025.
Notes to the financial statements
Cordiant Digital Infrastructure Limited Annual Report 2025
Strategic report Governance Financial statements Additional informationIntroduction
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Directors and general information 103
Glossary of capitalised defined terms 104
Alternative performance measures (APMs) 105
Investment policy 106
Sustainable Finance Disclosure Regulation (SFDR) 109
SFDR – Principal adverse impacts 117
Cautionary statement 118
Additional
information
Contents
Speed Fibre, Ireland.
Cordiant Digital Infrastructure Limited Annual Report 2025
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102
Directors and general information
Directors
(all appointed 26 January 2021)
Shonaid Jemmett-Page
Chairman
Sian Hill
Audit Committee Chairman and
Senior Independent Director
Marten Pieters
Simon Pitcher
All independent and of the registered office
opposite.
Website www.cordiantdigitaltrust.com
ISIN (ordinary shares) GG00BMC7TM77
Ticker (ordinary shares) CORD
SEDOL (ordinary shares) BMC7TM7
Registered Company Number 68630
Registered office
East Wing
Trafalgar Court
Les Banques
St Peter Port
Guernsey
GY1 3PP
Investment manager
Cordiant Capital Inc.
28th Floor
Bank of Nova Scotia Tower
1002 Sherbrooke Street West
Montreal
QC H3A 3L6
Company secretary and administrator
Aztec Financial Services
(Guernsey) Limited
East Wing
Trafalgar Court
Les Banques
Guernsey
GY1 3PP
Auditor
BDO Limited
PO Box 180
Place du Pre
Rue du Pre
St Peter Port
Guernsey
GY1 3LL
Legal advisors to the Company
Gowling WLG (UK) LLP
4 More London Riverside
London
SE1 2AU
Carey Olsen (Guernsey) LLP
Carey House
Les Banques
St Peter Port
Guernsey
GY1 4BZ
Registrar
Computershare Investor Services
(Guernsey) Limited
1st Floor Tudor House
Le Bordage
St Peter Port
Guernsey
GY1 1DB
Brokers
Investec Bank plc
30 Gresham Street
London
EC2V 7QP
Deutsche Numis
45 Gresham Street
London
EC2V 7BF
Receiving agent
Computershare Investor Services PLC
The Pavilions
Bridgwater Road
Bristol
BS99 6AH
Principal banker and custodian
The Royal Bank of Scotland
International Limited
Royal Bank Place
1 Glategny Esplanade
St Peter Port
Guernsey
GY1 4BQ
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Glossary of capitalised defined terms
Administrator means Aztec Financial Services
(Guernsey) Limited.
AFFO means adjusted funds from operations.
AIC means the Association of
InvestmentCompanies.
AIC Code means the AIC Code of
CorporateGovernance.
AIC SORP means the AIC Statement of
Recommended Practice.
Board means the board of Directors of
theCompany.
Belgian Tower Company or BTC means
BelgianTower Company NV, formerly
NorkringBelgië NV.
BTCIL means BT Communications
IrelandLimited.
CIH means Communications Investments
Holdings s.r.o.
Company means Cordiant Digital
Infrastructure Limited.
Company’s Annual Report 2024 means the
Company’s annual report for the year ended
31March 2024.
Companies Law means the Companies
(Guernsey) Law 2008 (as amended).
Company’s Prospectus means the prospectus
issued by the Company on 29 January 2021 in
relation to its IPO.
CRA means České Radiokomunikace s.a.
C Shares means C shares of no par value
each in the capital of the Company issued
pursuant to the Company’s placing programme
as an alternative to the issue of ordinary shares.
DCF means discounted cash flow.
Datacenter United or DCU means DC Invest NV.
DCU Brussels means DCU Brussels NV.
Digital Infrastructure means the physical
infrastructure resources that are necessary
to enable the storage and transmission of
data by telecommunications operators,
corporations, governments and individuals.
These predominantly consist of mobile
telecommunications/broadcast towers, data
centres, fibre-optic networks, in-building
systems and, as appropriate, the land under
such infrastructure. Digital Infrastructure assets
do not include switching and routing equipment,
servers and other storage devices or radio
transmission equipment or software.
Directors means the directors of the Company.
DTRs means the Disclosure Guidance and
Transparency Rules issued by the FCA.
DTT means digital terrestrial television.
EBITDA means earnings before interest,
taxation, depreciation and amortisation.
EEA means the European Economic Area.
Emitel means Emitel S.A.
ESG means environmental, social
andgovernance.
EV means enterprise value.
FCA means the UK Financial Conduct Authority.
GFSC means the Guernsey Financial
ServicesCommission.
Hudson means Hudson Interxchange
(previously operating under the name DataGryd
Datacenters and a trading name of CDIL Data
Centre USA LLC).
IAS means international accounting standards
as issued by the Board of the International
Accounting Standards Committee.
IASB means the International Accounting
Standards Board.
IFRS means the International Financial
Reporting Standards, being the
principles-based accounting standards,
interpretations and the framework by that
name issued by the International Accounting
Standards Board.
Interim Report means the Company’s half
yearly report and unaudited condensed interim
financial statements for the six-month period
ended 30September 2024.
Investment Entity means an entity whose
business purpose is to make investments
for capital appreciation, investment income,
or both.
Investment Manager means Cordiant
Capital Inc.
IoT
means the Internet of Things.
IPEV Valuation Guidelines means International
Private Equity and Venture Capital Valuation
Guidelines.
IPO means the initial public offering of shares
bya company to the public.
LSE means the London Stock Exchange.
Listing Rules means the listing rules published
by the FCA.
NAV or net asset value means the value of
the assets of the Company less its liabilities
as calculated in accordance with the
Company’s valuation policy and expressed
in pounds sterling.
RCF means revolving credit facility.
SDG means Sustainable Development Goal.
Speed Fibre means Speed Fibre Designated
Activity Company.
Subscription Shares means redeemable
subscription shares of no par value each
in the Company, issued on the basis of one
Subscription Share for every eight ordinary
shares subscribed for in the IPO.
TCFD means Task Force on Climate-related
Financial Disclosures.
UK or United Kingdom means the United
Kingdom of Great Britain and Northern Ireland.
US or United States means the United States
of America, its territories and possessions,
anystate of the United States and the District
ofColumbia.
USD means United States dollars.
WACC means weighted average cost of capital.
Cordiant Digital Infrastructure Limited Annual Report 2025
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Alternative performance measures (APMs)
APM Formula Calculation
Net asset value per share Net assets at the calculation date
Number of shares outstanding at the calculation date
992,519,000
× 100p=
765,715,477
129.6p
Total return from investments Increase in fair value of investments + net income
frominvestments
Time weighted cost of investments
130.3 million
= 12.6%
1,032.8 million
Growth in EBITDA of underlying investments EBITDA of portfolio companies for their last full year ending
on or before the Company reporting date
EBITDA of portfolio companies for their equivalent prior period
151.4 million
– 1
= 9.3%
138.5 million
Full-year dividend The sum of the dividends per share paid in respect of the year,
normally paid in December within the year and in July following
the year end
2.1p (December 2024) + 2.25p (July 2025) = 4.35p
Total shareholder return The overall increase/(decrease) in the value of a shareholding
over the year, assuming that all dividends paid during the year
were immediately reinvested in the Company’s shares
Obtained from Bloomberg, an independent third-party information provider
Adjusted funds from operations (AFFO) Portfolio company normalised EBITDA less Company costs, net
finance costs, net taxation and maintenance capital expenditure
See table 4 on page 23
Total return for the year on ex-div opening NAV Profit for the year
Opening NAV – second interim dividend for the prior year
105,240,000
= 11.6%
920,660,000 - 16,858,390
NAV total return The index of NAV per share, with dividends reinvested at
prevailing ex-div NAV
{[
129.62 +
(
2.20
× 129.62
)
117.95
+
(
2.10
122.28
)
× 129.62
]
÷ 120.15
}
– 1 = 11.7%
Cordiant Digital Infrastructure Limited Annual Report 2025
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105
Investment policy (extracted from the Company’s Prospectus)
Investment Objective
The Company will seek to generate attractive total
returns (on a risk adjusted basis) for Shareholders
over the longer term, comprising capital growth
and a progressive dividend, through investment
in Digital Infrastructure Assets.
Investment Policy
The Company will invest principally in
operating Digital Infrastructure Assets, with
a predominant focus on data centres, mobile
telecommunications/broadcast towers and
fibre-optic network assets, primarily located in
the UK, the EEA, the United States of America
and Canada.
The Company will seek to acquire or
construct operating, cash flow generating
Digital Infrastructure Assets (either individually
or by acquiring entities owning portfolios
of such assets), with a view to generating
returns through:
(a) contracted escalators;
(b) increasing the tenanted use of such
Digital Infrastructure Assets;
(c) adding additional capacity to such
Digital Infrastructure Assets;
(d) driving operational improvements; and
(e) achieving operational synergies with
other Digital Infrastructure Assets already
held within the portfolio.
Diversification within the Company’s investment
portfolio will be achieved by:
(i) investing in a range of individual underlying
Digital Infrastructure Assets, each of which
will be capable of separate disposal;
(ii) investing in different types of Digital
Infrastructure Assets;
(iii) gaining exposure at the Investee Company
or asset level to a range of different
underlying lessees, counterparties and
customers;
(iv) contracting at the Investee Company or
asset level with a range of different project
developers and service providers; and
(v) achieving a geographic spread across the
underlying Digital Infrastructure Assets.
There will be no operation of a common treasury
function between the Company and any of its
Digital Infrastructure Assets.
Investments in Digital Infrastructure Assets
will be made principally through equity,
or through structures having equity-like
characteristics and control features (such as
convertible instruments or structured debt) and
will typically entail 100 per cent. ownership or
majority control by the Company (either directly
or indirectly). The Group may, however, enter
into joint venture arrangements alongside one
or more co-investors where the Investment
Manager, in consultation with the Board,
believes it is in the Group’s best interests to do
so (such as where an investment opportunity
is too large for the resources of the Group on
its own, to share risk or where a joint venture
arrangement will optimise returns for the
Company). In the case of such co-investments,
the Group will target retaining a control position,
where this is possible, or, where this is not
possible, will have strong minority investor
protections, governance rights and board
representation.
The Group’s Digital Infrastructure Assets
will generally be held through group holding
companies and vehicles which may have
separate embedded management teams who
are responsible for the day-to-day operational
management of individual assets or groups of
assets. Digital Infrastructure Assets grouped
together under the management of any
particular embedded management team in
order to maximise economies of scale and
operational efficiencies will be characterised
as a “Platform”.
Regardless of the operational grouping of
assets into separate Platforms, each
Digital Infrastructure Asset will be capable of
individual disposal.
Investment restrictions
The Company will invest and manage its assets
with the objective of spreading risk and, in
doing so, will maintain the following investment
restrictions:
— no single Digital Infrastructure Asset will
represent more than 20percent. of Gross
Asset Value;
— no more than 15 per cent. of Gross Asset
Value will be invested, in aggregate, in Digital
Infrastructure Assets located in countries
outside the United Kingdom, the EEA, the
United States of America and Canada;
— the maximum exposure to Digital
Infrastructure Assets in the Development
Phase will not exceed, in aggregate,
10percent. of Gross Asset Value; and
— the maximum exposure to Digital
Infrastructure Assets in the Development
Phase and Construction Phase will not
exceed, in aggregate, 30percent. of Gross
Asset Value.
Each individual underlying data centre,
mobile telecommunications/broadcast tower
or segment of a fibre-optic network held
within the portfolio will constitute a separate
Digital Infrastructure Asset for the purposes
of the above investment restrictions and the
investment policy generally.
It is expected that the Company will
predominantly invest in unquoted assets.
However, in exceptional circumstances, the
Company may also invest in listed entities
owning Digital Infrastructure Assets and
may maintain this investment if such entities
subsequently cease to be listed, provided
that the Investment Manager considers that
such an investment is (and continues to be)
consistent with the Company’s investment
objective. The Company will, in any case,
invest no more than 15 per cent. of its total
gross assets in other investment companies
or investment trusts which are listed on the
Official List.
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The investment restrictions set out above
apply following full investment of the Initial Net
Proceeds and following the Company becoming
substantially geared (meaning for this purpose
borrowings by way of long-term structural debt
of 30 per cent. of Gross Asset Value being put
in place).
In addition, in circumstances in which the
Group does not wholly-own an investment,
the investment restrictions set out above
will be applied pro rata by reference to the
proportionate value of the Group’s interest in
such investment.
Compliance with the above investment
restrictions will be measured at the time of
investment and non-compliance resulting from
changes in the price or value of assets following
investment will not be considered a breach of
the investment restrictions.
Gearing
The Group may employ gearing for working
capital purposes, to finance acquisitions
or, over the longer term, to enhance returns
to investors.
Gearing may be employed either at the level of
the Company, at the level of any intermediate
wholly-owned subsidiary of the Company or at
the individual Investee Company or asset level,
and any limits set out in this document shall
apply on a look-through basis. The Group’s
long-term gearing is expected to be between
20percent. and 35 per cent. of Gross Asset
Value, and shall not exceed a maximum of
50percent. of Gross Asset Value, calculated
at the time of drawdown.
In addition to such long-term gearing, the
Company may also use gearing on a short-term
basis, principally to finance the acquisition of
assets provided that:
(i) this short-term gearing shall not exceed
30per cent. of Net Asset Value calculated at
the time of drawdown, and
(ii) it is intended to refinance such short-term
borrowings at the earliest appropriate
opportunity through the proceeds of further
equity issuances by the Company.
The use and structure of gearing will be
determined by, inter alia, the cash flow profile
of each investment, the diversification of the
overall asset portfolio and the availability of
financing on attractive terms.
Debt may be secured with or without a
charge over some or all of the Group’s assets,
depending on the optimal structure for the
Group and having consideration to key metrics
including lender diversity, cost of debt, debt
type and maturity profiles. Intra-group debt
between the Company and subsidiaries will not
be included in the definition of borrowings for
these purposes.
Hedging and derivatives
The Group may borrow in currencies other than
Sterling as part of its currency hedging strategy.
Derivatives will not be used for investment
purposes. The Group may enter into hedging
contracts (in particular, in respect of inflation,
interest rate or currency hedging) and other
derivative contracts for the purposes of efficient
portfolio management. No hedging transactions
will be undertaken for speculative purposes.
Cash management
The Company may hold cash on deposit for
working capital purposes and while awaiting
investment and, as well as cash deposits, may
invest in cash equivalent investments, which
may include government issued treasury bills,
money market collective investment schemes,
other money market instruments and short-
term investments in money market type funds
(“Cashand Cash Equivalents”). There is no
restriction on the amount of Cash and Cash
Equivalents that the Company may hold and
there may be times when it is appropriate for the
Company to have a significant Cash and Cash
Equivalents position.
Investment policy
Cordiant Digital Infrastructure Limited Annual Report 2025
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Krzemionki Radio & Television
Tower, Kraków, Poland.
Cordiant Digital Infrastructure Limited Annual Report 2025
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SFDR periodic disclosure
Product name: Cordiant Digital Infrastructure Limited
Legal entity identifier: 213800T8RBBWZQ7FTF84
Sustainable investment means an investment
in an economic activity that contributes to an
environmental or social objective, provided
that the investment does not significantly
harm any environmental or social objective
and that the investee companies follow good
governancepractices.
The EU Taxonomy is a classification system laid
down in Regulation (EU) 2020/852, establishing
a list of environmentally sustainable economic
activities. That Regulation does not lay
down a list of socially sustainable economic
activities. Sustainable investments with an
environmental objective might be aligned with
the Taxonomyornot.
Environmental and/or social characteristics
Did this financial product have a sustainable investment objective?
Yes
No
It made sustainable investments with an environmental objective:
%
in economic activities that qualify as environmentally sustainable
under the EU Taxonomy
in economic activities that do not qualify as environmentally
sustainable under the EU Taxonomy
It made sustainable investments with a social objective:
%
It promoted Environmental/Social (E/S) characteristics and
while it did not have as its objective a sustainable investment, it had a
proportion of % of sustainable investments
with an environmental objective in economic activities that
qualify as environmentally sustainable under the EU Taxonomy
with an environmental objective in economic activities that do not
qualify as environmentally sustainable under the EU Taxonomy
with a social objective
It promoted E/S characteristics, but did not make any sustainable
investments
Sustainable Finance Disclosure Regulation (SFDR) – periodic disclosure
Cordiant Digital Infrastructure Limited Annual Report 2025
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109
SFDR periodic disclosure Environmental and/or social characteristics
To what extent were the environmental and/or social characteristics promoted by this financial product met?
The Company principally invests in operating Digital Infrastructure assets, mainly focusing on data centres, mobile telecommunications/
broadcast towers and fibre-optic network assets, in Europe and North America.
Digital Infrastructure–the physical building blocks of digital communication, data access, and the digital world–underpin modern society.
Assets that have enabled technological evolution and an increasingly interconnected society are integral to the digital functioning of the world,
and this sector and its sub-sectors have been identified as central to facilitating the attainment of three quarters of the UN’s SDGs.
The Company recognises that the Digital Infrastructure sector has an environmental burden. Through the Buy, Build & Grow approach of the
Investment Manager, the Company seeks to promote the socioeconomic benefits of improved and expanded Digital Infrastructure and technology
it enables, while addressing climate considerations. The Company through its investment strategy, engagement and ownership of assets, and
approach to responsible investment seeks to promote environmental and social outcomes in line with the following Guiding Principles.
1. The need to reduce the carbon footprint of the digital economy, predominantly focusing on:
a. Enabling efficient network design (e.g. supporting the integration of 5G and broadcast);
b. Integrating renewable energy, where possible; and
c. Energy efficiency at the network component level (e.g. repurposing existing facilities; more efficient data centres).
2. The need to reduce the carbon footprint of society, through enhanced communications and connectivity, such as the application of
technologies to develop more sustainable cities.
3. The need to better connect underserved businesses and households to the digital economy, supporting enhanced opportunity and
economic activity.
The Company, with the support of the Investment Manager, continued the implementation of its responsible investment strategy, in line with
its responsible investment policy. The Company seeks to invest in businesses that display robust environmental and social processes or with
which progress can be made to promote more responsible operations. The Company is focused on improving the climate credentials of portfolio
companies, with emphasis placed on energy sources and consumption. The existing portfolio assets have continued to make progress in
procuring renewable energy, where possible, in addition to continuing the monitoring and implementation of sustainability practices.
As of 31 March 2025, the Company’s portfolio consisted of six assets across the sub-sectors of the Digital Infrastructure sector. During the
year, the Company acquired DCU, a data centre platform in Belgium. The Company’s portfolio promotes internet access, digital media access
and digital connectivity by providing connectivity and broadcasting coverage across the United States, Poland, Czech Republic, Ireland and
Belgium, in addition to providing data hosting infrastructure to critical and growing markets.
The Company’s latest investment in DCU was aligned with its sustainability strategy, demonstrated by the certifications ISO9001, ISO14001,
ISO27001, ISAE3402 (SAS70) and PCI DSS held by the investee at the moment of investment. Due to the timeline of the DCU acquisition, certain
elements of the Investment Manager’s ESG assessment process were completed post-acquisition and an ESG action plan will be proposed to
continue improving the company’s sustainability strategy.
SFDR
Portfolio asset base
31.3 MW
of data centre power capacity
22
data centres
1,446
telecommunications towers
1
11,778 km
of fibre-optic network
1
c.114,752
active IoT sensors
1
Some owned and some leased.
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SFDR periodic disclosure Environmental and/or social characteristics
Sustainability indicators measure
how the environmental or social
characteristics promoted by the
financial product are attained.
How did the sustainability indicators perform?
All portfolio companies as of the end of the period provided sustainability-related information through questionnaires to the Company.
Sustainability indicator Units
Twelve
months to
31 December 2023
Twelve
months to
31 December 2024
Portfolio companies reporting GHG emissions
% 100% 100%
Portfolio GHG emissions (scope 1 & 2 emissions)
Metric tonnes tCO
2
e 22,867 18,166
Percentage of renewable energy in portfolio companies’ energy consumption
% 68% 73%
Percentage of electricity from renewable sources in portfolio companies’
electricity consumption % 71% 79%
Area coverage of towers held by portfolio companies
km
2
398,078 402,973
Renewable energy produced
MWh 2,480 3,128
Power usage effectiveness (PUE)
Ratio 1.43 1.43
Total length of portfolio companies’ fibre-optic network (owned and leased)
km 10,813 11,778
* Sustainability data from the portfolio companies represents calendar year data for the period 1 January 2024 – 31 December 2024. The portfolio companies’ GHG
emissions are attributed to the Company using the PCAF’s Global GHG Accounting and Reporting Standard for the Financial Industry, which are different from the SFDR
Regulatory Technical Standards used for the calculation of the principle adverse impacts disclosed on page 117.
...and compared to previous periods?
The Company continued the implementation of its responsible investment strategy, undertaken by the Investment Manager in collaboration
with the portfolio companies, promoting positive environmental characteristics. Notably, progress was made in increasing the portfolio’s use
of renewable energy, increasing to 73% from 68%. This, amongst other factors, contributed to a 21% reduction in the Company’s net scope 1
and2 GHG emissions. In addition, initiatives to produce on-site renewable energy have continued to expand.
The Company’s acquisition of DCU during the period added to its data centre asset base. The new data centres have PUEs aligned with
industry averages.
What were the objectives of the sustainable investments that the financial product partially made and how did the sustainable investment
contribute to such objectives?
Not applicable. The Company and Investment Manager promote environmental and social characteristics but do not commit to making
sustainable investments.
How did the sustainable investments that the financial product partially made not cause significant harm to any environmental or social
sustainable investment objective?
Not applicable. The Company and Investment Manager promote environmental and social characteristics but do not commit to making
sustainable investments. However, the Company, through the implementation of its responsible investment policy, ESG risk screening,
ESGaction plans and ongoing engagement with portfolio companies, seeks to not cause significant harm.
The EU Taxonomy sets out a ‘do no significant harm’ principle by which Taxonomy-aligned investments should not significantly harm EU Taxonomy objectives and is
accompanied by specific Union criteria.
The do no significant harm principle applies only to those investments underlying the financial product that take into account the EU criteria for environmentally sustainable
economic activities. The investments underlying the remaining portion of this financial product do not take into account the EU criteria for environmentally sustainable
economic activities.
Any other sustainable investments must also not significantly harm any environmental or social objectives.
SFDR
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SFDR periodic disclosure Environmental and/or social characteristics
Principal adverse impacts are the
most significant negative impacts of
investment decisions on sustainability
factors relating to environmental,
social and employee matters, respect
for human rights, anti-corruption and
anti-bribery matters.
How did this financial product consider principal adverse impacts on sustainability factors?
The Company and the Investment Manager did not consider principal adverse impacts on sustainability factors as defined by the SFDR
during the period. Operating in the middle market, the Company invests in a market segment where some assets and prospective investments
are not yet of the size, internal capacity and/or awareness to develop sustainability reporting practices, thus limiting the ability to consider
sustainability indicators prior to investment.
The Company and the Investment Manager recognise the importance of the impacts covered by the PAIs and include the indicators in
the annual monitoring process. In addition, the Investment Manager engages with portfolio companies on improving and expanding
sustainability-related monitoring and disclosure.
The Company and the Investment Manager did identify and consider material ESG risks as part of the investment decision-making, for
investments made during the period.
The list includes the investments
constituting the greatest proportion of
investments of the financial product
during the reference period which is:
1 April 2024 – 31 March 2025
What were the top investments of this financial product?
Sector
Largest investments Company defined ISIC Code % Assets Country
Emitel Multi-asset platform
6190 (Other
telecommunications activities) 47.8% Poland
CRA Multi-asset platform
6190 (Other
telecommunications activities) 35.2% Czech Republic
Speed Fibre Fibre infrastructure platform
6190 (Other
telecommunications activities) 7.2% Ireland
DCU Data centre
6311 (data processing, hosting
and related activities) 6.4% Belgium
Hudson Data centre
6311 (data processing, hosting
and related activities) 3.0% United States
Belgian Tower
Company
Broadcast and colocation
services
6190 (Other
telecommunications activities) 0.5% Belgium
SFDR
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SFDR periodic disclosure Environmental and/or social characteristics
Asset allocation describes the share of
investments in specific assets.
What was the proportion of sustainability-related investments?
The proportion of sustainability-related investments of the Company was 0% for the period. The Company promotes environmental
and social characteristics but does not commit to making sustainable investments and no investments have been identified as
sustainability-relatedinvestments.
What was the asset allocation?
100% of the portfolio’s underlying investments at the end of the period promoted environmental and/or social characteristics, where the
portfolio company aligned with the Guiding Principles for the Digital Infrastructure sector and had the Investment Manager’s ESG procedures
applied (ESG due diligence and/or ESG engagement). For the Company’s newest acquisition, DCU, complete ESG data is still undergoing
analysis. The Company may hold cash and cash equivalents and use hedging and derivatives for the purposes of efficient portfolio and risk
management. These transactions and the holding of cash reserves are not considered to be investments by the Company.
#1 Aligned with E/S characteristics includes the investments of the financial product used to attain the environmental or social characteristics
promoted by the financial product.
#2 Other includes the remaining investments of the financial product which are neither aligned with the environmental or social characteristics,
nor are qualified as sustainable investments.
The category #1 Aligned with E/S characteristics covers:
— The sub-category #1A Sustainable covers environmentally and socially sustainable investments.
— The sub-category #1B Other E/S characteristics covers investments aligned with the environmental or social characteristics that do not
qualify as sustainable investments.
Investments
#1 Aligned with E/S characteristics #1B Other E/S characteristics
#2 Other
SFDR
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SFDR periodic disclosure Environmental and/or social characteristics
In which economic sectors were the investments made?
All of the investments made by the Company are in the digital infrastructure sector, predominantly comprising broadcast and
telecommunications towers, data centres and fibre networks.
Company defined sector
% Assets
As at 31 March 2025
Multi-asset platform 83.0%
Fibre infrastructure platform 7.2%
Data centre 9.4%
Broadcast and colocation services 0.5%
Economic sector (ISIC)
6190 (Other telecommunications activities) 90.6%
6311 (Data processing, hosting and related activities) 9.4%
To comply with the EU Taxonomy, the
criteria for fossil gas include limitations
on emissions and switching to fully
renewable power or low-carbon fuels
by the end of 2035. For nuclear energy,
the criteria include comprehensive
safety and waste management rules.
Enabling activities directly enable
other activities to make a substantial
contribution to an environmental
objective.
Transitional activities are activities
for which low-carbon alternatives are
not yet available and among others
have greenhouse gas emission
levels corresponding to the best
performance.
To what extent were the sustainable investments with an environmental objective aligned with the EU Taxonomy?
The Company’s investment mandate focuses on private equity investments in mid-market companies in Europe and North America. As a
result, investee companies are not typically of the stage or size, nor do they have the capacity to meet or implement the criteria for Taxonomy-
alignment, although most of the Company’s investments are made in Taxonomy eligible activities (data processing, hosting and related
activities, programming and broadcasting activities). Furthermore, the Company seeks to promote environmental and social characteristics
but has not committed to making sustainable investments and did not identify any investments as sustainable investments. As such the extent
to which the sustainable investments with an environmental objective made by the Company that are aligned with the EU Taxonomy was 0%.
Did the financial product invest in fossil gas and/or nuclear energy related activities complying with the EU Taxonomy?
Yes
In fossil gas
In nuclear energy
No
The Company does not invest in fossil fuel or nuclear energy related activities.
SFDR
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SFDR periodic disclosure Environmental and/or social characteristics
Taxonomy-aligned activities are
expressed as a share of:
— turnover reflecting the share of
revenue from green activities of
investee companies.
— capital expenditure (CapEx)
showing the green investments
made by investee companies, e.g.
for a transition to a green economy.
— operational expenditure (OpEx)
reflecting green operational
activities of investee companies.
What was the share of investments made in transitional and enabling activities?
Not applicable, please see ‘To what extent were the sustainable investments with an environmental objective aligned with the EU Taxonomy?’
for the reasoning for no Taxonomy-alignment with the Company’s portfolio companies. As a result, the share of investments in transitional
activities was 0%, while the share of investments in enabling activities was 0%.
How did the percentage of investments that were aligned with the EU Taxonomy compare with previous reference periods?
The percentage of investments aligned with the EU Taxonomy has not changed since the previous reference period. In both periods the
percentage of investments aligned with the EU Taxonomy was 0%.
are sustainable investments with
an environmental objective that do
not take into account the criteria for
environmentally sustainable economic
activities under Regulation (EU)
2020/852.
What was the share of sustainable investments with an environmental objective not aligned with the EU Taxonomy?
Not applicable. The share of sustainable investments of the Company was 0% for the period. The Company promotes environmental and social
characteristics but does not commit to making sustainable investments and no investments have been identified as sustainable investments.
As such, the share of the Company’s investments made that are sustainable investments with an environmental objective that are not aligned
with the EU Taxonomy was 0%.
The graphs below show in green the percentage of investments that were aligned with the EU Taxonomy. As there is no appropriate
methodology to determine the taxonomy-alignment of sovereign bonds*, the first graph shows the Taxonomy alignment in relation to all the
investments of the financial product including sovereign bonds, while the second graph shows the Taxonomy alignment only in relation to
the investments of the financial product other than sovereign bonds.
1. Taxonomy-alignment of investments including sovereign bonds* 2. Taxonomy-alignment of investments excluding sovereign bonds*
Taxonomy-alignment: Fossil gas
Taxonomy-aligned: Nuclear
Taxonomy-aligned: (no gas and nuclear)
Non Taxonomy-aligned
Taxonomy-alignment: Fossil gas
Taxonomy-aligned: Nuclear
Taxonomy-aligned: (no gas and nuclear)
Non Taxonomy-aligned
This graph represents 100% of the total investments.
0% 50% 100%
0%
Turnover 0% 100%
0%
CapEx 0% 100%
0%
OpEx 0% 100%
0% 50% 100%
0%
Turnover 0% 100%
0%
CapEx 0% 100%
0%
OpEx 0% 100%
*For the purpose of these graphs, ‘sovereign bonds’ consist of all sovereign exposures.
SFDR
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SFDR periodic disclosure Environmental and/or social characteristics
What was the share of socially sustainable investments?
Not applicable. The share of sustainable investments of the Company was 0% for the period. The Company promotes environmental and social
characteristics but does not commit to making sustainable investments and no investments have been identified as sustainable investments.
The share of socially sustainable investments was 0%.
What investments were included under ‘other’, what was their purpose and were there any minimum environmental or social safeguards?
The Company may hold cash and cash equivalents and use hedging and derivatives for the purpose of efficient portfolio and risk management.
However, these transactions will not be used for investment purposes and no cash equivalent, hedging and/or derivative transactions will be
undertaken for speculative purposes.
What actions have been taken to meet the environmental and/or social characteristics during the reference period?
The Company and Investment Manager, recognising the balance required to promote the socioeconomic benefits and needs for Digital
Infrastructure, continued to focus on promoting improved climate-related performance of portfolio companies.
— Emitel, committed to purchasing at least 63% of certified renewable energy, achieved 80% of its energy being sourced renewably.
— CRA continued to make progress towards its target of attaining 100% renewable electricity. Renewable energy consumed was 89% of total
energy consumption and 99% of total electricity consumption.
— Speed Fibre purchased renewable energy tariffs during the year resulting in 77% of its energy consumption being from renewable energy
sources and 97% of its electricity was from renewable sources.
The promotion of renewable energy adoption seeks to target the largest source of the Company’s financed emissions, purchased electricity
(Scope 2 GHG emissions), and promotes alignment to climate change mitigation. The increase in portfolio renewable energy consumption has
supported a net 21% decrease in reported total Scope 1 and 2 emissions of the portfolio.
–In addition, the Company is committed to ensuring that its investments contribute to the creation of a responsible digital economy and has
been involved in the development and testing of a 5G broadcast technology through Emitel and BTCY, which would leverage DTT infrastructure
to deliver faster data transfer, using less resources.
Responsible investment forms a central pillar of the Company’s and Investment Manager’s investment approach, focused on implementing
effective risk management and promoting more sustainable outcomes and practices in portfolio companies. During the reference period, the
Company and Investment Manager continued to apply their ESG and impact lens framework and considered environmental and social risks,
risk mitigants and opportunities.
— Investments were screened for key material risks (and opportunities), with evaluations of risks, mitigations, conducted for material
considerations. Through this ESG and impact analysis, the Investment Manager identified negative and positive gaps in a prospective
company’s sustainability practices and risks.
— The Investment Manager engaged with portfolio companies on identified gaps to promote improved practices. This included the
implementation of an ESG Action Plan with Belgium Tower Company.
Reference benchmarks are indexes to
measure whether the financial product
attains the environmental or social
characteristics that they promote.
How did this financial product perform compared to the reference benchmark?
Not applicable. No index was designated as a reference benchmark for the purpose of meeting the environmental and/or social characteristics
promoted by this financial product.
SFDR
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SFDR – Principal adverse impacts
The Company did not formally consider the principal adverse impact on sustainability factors as defined by the SFDR during the period. Operating in the middle market, the Company invests in a market
segment where some assets and prospective investments are not yet of the size, internal capacity and/or awareness to develop sustainability reporting practices, thus limiting the ability to consider
sustainability indicators prior to investment.
The Company and the Investment Manager recognise the importance of the impacts within the principal adverse impacts (PAIs) and includes the indicators in its annual monitoring process. On this basis
the Company has undertaken to voluntarily report the PAI indicators in line with the SFDR, on a reasonable efforts basis. To support this, the Investment Manager has engaged with portfolio companies on
improving and expanding sustainability-related monitoring and disclosure.
Adverse sustainability indicator Metric Unit
Twelve
months to
31 December
2024
Twelve
months to
31 December
2023
Climate and other environment-related indicators
Greenhouse
gas emissions
1. GHG Emissions Scope 1 GHG emissions Metric tonnes tCO
2
e 2,260 2,897
Scope 2 GHG emissions Metric tonnes tCO
2
e 13,502 15,151
Scope 3 GHG emissions
1
Metric tonnes tCO
2
e – –
Total GHG emissions Metric tonnes tCO
2
e 15,762 18,048
2. Carbon footprint Carbon footprint Metric tonnes
tCO
2
e/€m invested
11.5 15.2
3. GHG intensity of investee companies GHG intensity of investee companies Metric tonnes
tCO
2
e/€m of revenue
44.5 73.8
4. Exposure to companies active in the fossil fuel sector Share of investments in companies active in the fossil fuel sector % 0% 0%
5. Share of non-renewable energy consumption and production Share of non-renewable energy consumption and non-renewable energy production of investee
companies from non-renewable energy sources compared to renewable energy sources,
expressedas a percentage of total energy sources
% 20% 27%
6. Energy consumption intensity per high impact climate sector Energy consumption in GWh per million EUR of revenue of investee companies, per high impact
climate sector
GWh/ €m of revenue – –
Biodiversity 7. Activities negatively affecting biodiversity-sensitive areas Share of investments in investee companies with sites/operations located in or near to
biodiversity-sensitive areas where activities of those investee companies negatively affect those areas
% 0% 0%
Water 8. Emissions to water Tonnes of emissions to water generated by investee companies per million EUR invested, expressed
as a weighted average
Metric tonnes
(t)/€m invested
0.0 0.0
Waste 9. Hazardous waste and radioactive waste ratio Tonnes of hazardous waste and radioactive waste generated by investee companies per million
EURinvested, expressed as a weighted average
Metric tonnes
(t)/€m invested
0.0 0.0
Indicators for social and employee, respect for human rights, anti-corruption and anti-bribery matters
Social and
employee
matters
10. Violations of UN Global Compact principles and
Organisationfor Economic Cooperation and Development
(OECD) Guidelines for Multinational Enterprises
Share of investments in investee companies that have been involved in violations of the UNGC
principles or OECD Guidelines for Multinational Enterprises
% 0% 0%
11. Lack of processes and compliance mechanisms to monitor
compliance with UN Global Compact principles and OECD
Guidelines for Multinational Enterprises
Share of investments in investee companies without policies to monitor compliance with the
UNGC principles or OECD Guidelines for Multinational Enterprises or grievance /complaints
handling mechanisms to address violations of the UNGC principles or OECD Guidelines for
MultinationalEnterprises
% 0% 0%
12. Unadjusted gender pay gap Average unadjusted gender pay gap of investee companies % 13.5% –
13. Board gender diversity
2
Average ratio of female to male board members in investee companies, expressed as a percentage of
all board members
% 100% 100%
14. Exposure to controversial weapons (anti-personnel mines,
cluster munitions, chemical weapons and biologicalweapons)
Share of investments in investee companies involved in the manufacture or selling of
controversialweapons
% 0% 0%
Note: The PAI indicators reported have been calculated in accordance with the SFDR Regulatory Technical Standards. Indicators for this reason, may be reported with different values to the rest of the report.
1
Scope 3 emissions have not been reported or included in emission calculations within the report due to partial data.
2
The board gender diversity indicator has been calculated according to the latest Final Report on draft Regulatory Technical Standards on the review of PAI and financial product disclosures in the SFDR Delegated Regulation, dated
4December2023. The RTS mandates that for each portfolio company, the ‘management and supervisory bodies gender diversity shall be calculated with the following formula: (current value of investment/current value of all investments x
number of male board members in investee company/total number of board members in investee company). Many stakeholders suggested the calculation and proposed description should be clearer. Namely, the calculation provided in the
formula requires male board members / total board members, which is not the ratio being asked for in the description of this PAI ‘Average ratio of female to male management and supervisory board members in investeecompanies, expressed
as a percentage of all board members. Due to this reason, we consider it is important to highlight that the gender diversity levels reported here reflect the presence of no women on the boards of the portfolio companies both in 2023 and 2024.
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Cautionary statement
This document may include statements that
are, or may be deemed to be, ‘forward-looking
statements’. These forward-looking statements
can be identified by the use of forward-looking
terms or expressions, including ‘believes’,
‘estimates’, ‘anticipates’, ‘expects’, ‘intends’,
‘may’, ‘plans’, ‘projects’, ‘will’, ‘explore’ or
‘should’ or, in each case, their negative or other
variations or comparable terminology or by
discussions of strategy, plans, objectives,
goals, future events or intentions. These
forward-looking statements include all
matters that are not historical facts. They may
appear in a number of places throughout this
document and may include, but are not limited
to, statements regarding the intentions, beliefs
or current expectations of the Company, the
Directors and/or the Investment Manager
concerning, amongst other things, the
investment objectives and investment policy,
financing strategies, investment performance,
results of operations, financial condition,
liquidity, prospects and distribution policy of the
Company and the markets in which it invests.
By their nature, forward-looking statements
involve risks and uncertainties because
they relate to future events and depend on
circumstances that may or may not occur in
the future. Forward-looking statements are
not guarantees of future performance. The
Company’s actual investment performance,
results of operations, financial condition,
liquidity, distribution policy and the
development of its financing strategies may
differ materially from the impression created
by,or described in or suggested by, the
forward-looking statements contained in this
document. Further, this document may include
target figures for future financial periods.
Any such figures are targets only and are not
forecasts. Nothing in this document should
be construed as a profit forecast or a profit
estimate. In addition, even if actual investment
performance, results of operations, financial
condition, liquidity, distribution policy and
the development of its financing strategies,
are consistent with any forward-looking
statements contained in this document, those
results or developments may not be indicative
of results or developments in subsequent
periods. A number of factors could cause
results and developments of the Company
to differ materially from those expressed or
implied by the forward-looking statements
including, without limitation, general economic
and business conditions, industry trends,
inflation and interest rates, the availability and
cost of energy, competition, changes in law
or regulation, changes in taxation regimes,
the availability and cost of capital, currency
fluctuations, changes in its business strategy,
political and economic uncertainty. Any
forward-looking statements herein speak only
atthe date of this document.
As a result, you are cautioned not to place
any reliance on any such forward-looking
statements and neither the Company nor any
other person accepts responsibility for the
accuracy of such statements. Subject to their
legal and regulatory obligations, the Company,
the Directors and the Investment Manager
expressly disclaim any obligations to update or
revise any forward-looking statement contained
herein to reflect any change in expectations
with regard thereto or any change in events,
conditions or circumstances on which any
statement is based.
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Lázné, Czech Republic.
Cordiant Digital Infrastructure Limited
East Wing
Trafalgar Court
Les Banques
St Peter Port
Guernsey
GY1 3PP
www.cordiantdigitaltrust.com
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