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Summarised unaudited financial statements for quarter and nine months ended 31 March 2023

Published: 2023-05-10 09:00:43 ET
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UNIVERSAL PARTNERS LIMITED
(Incorporated in the Republic of Mauritius)
(Registration number: 138035 C1/GBL)
SEM share code: UPL.N0000
JSE share code: UPL
ISIN: MU0526N00007
(“Universal Partners” or “UPL” or “the Company”)

SHORT FORM ANNOUNCEMENT: SUMMARISED UNAUDITED FINANCIAL STATEMENTS FOR THE QUARTER
AND NINE MONTHS ENDED 31 MARCH 2023

                                                 Quarter           Quarter       Nine months       Nine months
                                                   ended             ended             ended             ended      Year ended
                                                31 March          31 March         31 March          31 March          30 June
                                                     2023              2022              2023              2022            2022
 Net asset value per share         GBP              1.420             1.458             1.420             1.458           1.438
 (“NAV”)
 (Loss) / Profit for the quarter   GBP           (720 072)         5 955 367       (1 311 252)       15 471 249      13 977 271
 / period
 (Loss) / earnings per share       pence             (0.99)               8.18           (1.80)            21.32           19.25
 Headline (loss) / earnings per    pence             (0.99)               8.18           (1.80)            21.32           19.25
 share

Universal Partners has a primary listing on the Official Market of the Stock Exchange of Mauritius Ltd (“SEM”) and a secondary
listing on the Alternative Exchange of the JSE Limited (“JSE”).

PRINCIPAL ACTIVITY

The principal activity of the Company is to hold investments in high quality, growth businesses across Europe, with a focus in the
United Kingdom (“UK”). The Company’s investment mandate also allows up to 20% of total funds at the time an investment is
made to be invested outside the UK and Europe.

The Company’s primary objective is to achieve strong capital appreciation in Pounds Sterling (“GBP”) over the medium to long-
term by investing in businesses that meet the investment criteria set out in the Company’s investment policy.

In its ordinary course of business, the Company continually assesses various opportunities for new acquisitions as well as disposals
of assets in its portfolio.

BUSINESS REVIEW

Since its listing on the SEM and the JSE, the Company has worked closely with its investment advisor, Argo Investment Managers
(“Argo”), to identify potential investments that meet its investment criteria.

An update on investments held at the reporting date is presented below.

Dentex Healthcare Group Limited (“Dentex”)
www.dentexhealth.co.uk

Dentex is a dental consolidation group focusing on acquiring predominantly private dental practices in the UK. As per the
announcement released by UPL on 14 April 2023, Dentex concluded a merger with Portman Dental Care (“Portman”), with
Portman acquiring 100% of the ordinary equity in Dentex for a combination of cash, loan notes and equity in the merged business.
Universal Partners’ share of the consideration, net of transaction fees and costs, is £65.5m, payable as follows:
    − £30.3m cash;
    − £35.2m worth of shareholder loan notes and ordinary shares in Portman.
The management teams of both companies are working on the integration of the merged business. In combination, the group will
operate over 350 practices in the UK, with more than 2,000 clinicians and more than 4,000 employees. The group will provide
dental care to over 1.5 million patients per year.

The merger was completed after the quarter end, so there was no impact on the financial statements during the quarter under review.
In compliance with the terms of the debt facility agreement with RMB, circa £19m of the cash proceeds received from the merger
will be used to settle the facility in full. Discussions regarding a replacement facility are at an advanced stage.
Workwell (formerly JSA Services Limited) (“WW”)
www.workwellsolutions.com

WW is one of the fastest-growing contractor accountancy and payroll solutions companies in the UK. Their services are designed
to meet the unique needs of contractors and freelancers, from one-person businesses to large employment agencies. They also create
bespoke solutions for temporary labour supply chains, helping their clients navigate the complexities of contractor payroll and
compliance.

In December 2022 and January 2023, UPL and certain other shareholders of WW subscribed for GBP 9 million worth of convertible
loan notes (“CLN”) in WW. UPL invested GBP 5 million in the capital raise. The CLNs are convertible into equity at UPL’s election
at any time before 30 June 2023. The strike price for the conversion into equity is at a 13% premium to UPL’s current carrying
value of WW.

This additional capital was raised to fund the purchase of two further bolt-on acquisitions – Whitefin (a fast-growing international
contractor management group headquartered in Barcelona, acquired in December 2022) and TBOS (a specialist provider of
outsourced middle and back-office services to recruitment businesses, acquired in February 2023). The process of integrating these
acquisitions into the group is underway and is progressing according to plan.

Despite a challenging operating environment, WW ended its second quarter to March on plan, with marginally lower net fee income
largely offset by lower overhead expenses. The outlook for the second half of the financial year is positive, with WW forecasting to
be substantially on plan for the year to September 2023.

SC Lowy Partners (“SC Lowy”)
www.sclowy.com

SC Lowy is a specialist financial group covering high-yield and distressed debt market-making and investment management. SC
Lowy also owns two banks – Solution Bank in Italy and Choeun Savings Bank in South Korea.

The quarter to 31 March 2023 saw continued improvement in the performance of the flagship Primary Investments (“PI”) fund,
with a net positive return of 3.75% for the quarter. The performance of the two Strategic Investment funds continues to be very
satisfactory. Rising interest rates create opportunities for specialist operators such as SC Lowy in the private debt space, so market
conditions remain supportive. However, current levels of global uncertainty mean that fundraising continues to be challenging.

Solution Bank in Italy and Cheoun Savings Bank in South Korea performed in line with expectations during the quarter. Overall,
SC Lowy experienced a solid start to their new financial year with an increase in profits compared to the prior year.

Xcede Group (Formerly Techstream Group) (“Xcede”)
www.xcede.com

Xcede is a global recruitment specialist operating across the UK, Europe, North America, Africa and Asia. It delivers technology
and energy talent solutions in permanent and contractor markets enabling companies to innovate and grow.

As previously communicated, UPL committed to providing a further GBP 2.85 million of shareholder loan funding in September
2022, of which the final amount of GBP 425,000 was advanced during February 2023. The funds have been used to support the
working capital of the business following significant growth in the contractor book.

The quarter ended 31 March 2023 has been challenging on several fronts. Market conditions for recruiters are favourable in the
energy sector, while in technology, roles are taking longer to fill but requirements for permanent and contractor staff remain strong.
In line with the tougher trading conditions, Xcede has reduced its headcount and other operating costs, which will support
profitability and cash generation in the future.

The senior leadership team has been streamlined and strengthened by the addition of a new CFO, who has 20 years of experience
in the recruitment sector. Clear objectives have been agreed upon with this team that will result in a simpler but improved business
model.

Propelair
www.propelair.com

Propelair has reinvented the toilet to deliver, through its unique IP and design, one of the most water efficient, economical and
hygienic systems available. The Propelair toilet utilises 1.5 litres of water per flush versus a traditional toilet that uses around 9 litres
of water per flush. In addition, through its vacuum system, it significantly reduces pathogen distribution and improves health and
hygiene.
Even though constructive progress has been made, particularly in relation to the sale of units in the Middle East and South Africa,
they were slightly behind budget due to delayed installation dates. This is expected to be caught up later in the year. However, the
company is still significantly behind its original business plan and, accordingly, we continue to value this investment at a nominal
GBP 1.

FINANCIAL REVIEW

Interest income of GBP 330,100 during the quarter mainly comprised of interest earned from the loan to Xcede.

In addition to the interest earned from Xcede, UPL earned raising fees of GBP 8,500 for providing additional shareholder loans to
Xcede during the quarter.

Dividend income of GBP 169,637 relates to an accrual raised on the preferred shares subscribed for by Universal Partners in Xcede.

The board of directors of UPL (the “Board”) is of the opinion that, at the end of the quarter under review, the valuation of Xcede
should remain unchanged. Accordingly, an amount equal to the dividend accrual of GBP 169,637 has been provided for during the
quarter.

The Company’s investment in SC Lowy is reflected at its original cost and is denominated in US Dollars (“USD”). During the
quarter, the translation effect of exchange rate movements between the USD and the GBP resulted in a foreign exchange loss of
GBP 293,555.

Management fees for the quarter amounted to GBP 591,678 incurred in terms of the investment management agreement between
the Company and Argo. General and administrative expenses amounting to GBP 119,505 were incurred. The accrual for
performance fees is calculated on the revaluation of the Company’s investments. These fees, which are recalculated quarterly, only
become payable to Argo if the Company realises the expected profit on disposal of the investments. No performance fees are payable
to Argo until a successful exit of an investment has been achieved. These fees are paid as and when each investment is exited.
During the quarter under review, there was a partial reversal of the accrual previously recognised, which had a positive impact on
the income statement of GBP 380,973.

The Company drew down an additional GBP 425,000 from the Rand Merchant Bank (Mauritius) facility during the quarter to
advance an additional loan to Xcede. Interest accrued on the facility for the quarter was GBP 406,598.

On 23 March 2023, the Company received GBP 3.98 million from YASA Limited (“YASA”), being the next instalment of the
deferred proceeds from the sale of YASA, which was concluded in August 2021. The balance of the proceeds of GBP 2.4 million,
reflected under Receivables, will be paid over a period of four years, to be released according to a pre-agreed schedule.

DIVIDEND

The Board is pleased to announce that a dividend of 10 GBP pence per share was approved at the board meeting held on 9 May
2023. Further information regarding the proposed dividend will be announced by the Company in due course.

Short-form announcement

This short-form announcement is the responsibility of the directors and is only a summary of the information in the full
announcement and accordingly does not contain full or complete details. The full announcement was published on SENS on 10 May
2023, and can be found on the Company’s website www.universalpartners.mu and can be accessed using the following JSE link
https://senspdf.jse.co.za/documents/2023/jse/isse/UPLE/Q323Result.pdf.

Any investment decisions by shareholders and/or investors should be based on the full announcement released on SENS and
published on the Company’s website.

Copies of this report are available to the public, free of charge, at the registered office of the Company, c/o Intercontinental Trust
Limited, Level 3 Alexander House, 35 Cybercity, Ebene 72201, Mauritius.

Copies of the statement of direct or indirect interest of the Senior Officers of the Company pursuant to rule 8(2)(m) of the Securities
(Disclosure of Obligations of Reporting Issuers) Rules 2007 are available to the public upon request to the Company Secretary at
the Registered Office of the Company at c/o Intercontinental Trust Limited, Level 3 Alexander House, 35 Cybercity, Ebene 72201,
Mauritius. The Board of Universal Partners accepts full responsibility for the accuracy of the information in this communique.
The Board of Universal Partners accepts full responsibility for the accuracy of the information contained in this announcement.

By order of the Board
Mauritius – 10 May 2023

Company Secretary
Intercontinental Trust Limited


For further information please contact:

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